Orascom
Development
Holding AG
Condensed Consolidated Interim Financial Statements (unaudited)
1.Half-Year 2020
Contents | Page |
Unaudited condensed consolidated statement of comprehensive income | F-3 |
Unaudited condensed consolidated statement of financial position | F-5 |
Unaudited condensed consolidated statement of changes in equity | F-7 |
Unaudited condensed consolidated statement of cash flow | F-8 |
Notes to the unaudited condensed interim consolidated financial statements | F-9 to F-29 |
F-2
Unaudited condensed consolidated statement of comprehensive income for the period ended 30 June 2020
CHF | Notes | Three months ended | Six months ended | ||
30 June 2020 | 30 June 2019 | 30 June 2020 | 30 June 2019 | ||
CONTINUING OPERATIONS | |||||
Revenue | 7 | 71,197,899 | 124,830,938 | 164,058,046 | 222,965,718 |
Cost of sales | (60,022,681) | (101,610,482) | (138,163,198) | (177,731,858) | |
Gross profit | 11,175,218 | 23,220,456 | 25,894,848 | 45,233,860 | |
Investment income | 1,398,832 | 3,434,932 | 2,759,899 | 5,262,723 | |
Other gains | 8 | (41,995) | 6,561,956 | 620,410 | 10,784,404 |
Administrative expenses | (9,832,743) | (13,568,775) | (19,413,310) | (25,068,930) | |
Finance costs | 9 | (8,911,818) | (10,124,485) | (17,886,629) | (20,870,023) |
Share of losses of associates | 17 | (2,888,051) | (3,360,492) | (3,187,894) | (5,682,271) |
Other losses | 10 | (2,180,984) | (1,608,373) | (2,223,096) | (1,641,879) |
(Loss)/profit before tax | (11,281,541) | 4,555,219 | (13,435,772) | 8,017,884 | |
Income tax expenses | 11 | (3,739,459) | (7,149,348) | (5,809,256) | (9,562,770) |
(Loss) for the period | 7 | (15,021,000) | (2,594,129) | (19,245,028) | (1,544,886) |
Other comprehensive income, net of | |||||
income tax | |||||
Items that will not be reclassified | |||||
subsequently to profit or loss | |||||
Net gain on revaluation of financial assets at | (154) | (130) | (774) | (1) | |
FVTOCI | |||||
(154) | (130) | (774) | (1) | ||
Items that may be reclassified | |||||
subsequently to profit or loss | |||||
Exchange differences arising on translation | (13,696,718) | (789,437) | (14,533,628) | 8,617,793 | |
of foreign operations | 26 | ||||
(13,696,718) | (789,437) | (14,533,628) | 8,617,793 | ||
Total other comprehensive income for the | (13,696,872) | (789,567) | (14,534,402) | 8,617,792 | |
period, net of tax | |||||
Total comprehensive income for the period | (28,717,872) | (3,383,696) | (33,779,430) | 7,072,906 | |
F-3
Unaudited condensed consolidated statement of comprehensive income - continued
for the period ended 30 June 2020
CHF | Notes | Three months ended | Six months ended | ||
30 June 2020 | 30 June 2019 | 30 June 2020 | 30 June 2019 | ||
(Loss)/profit attributable to: | |||||
Owners of the Parent Company | (12,176,737) | (4,016,757) | (17,108,328) | (6,007,856) | |
Non-controlling interests | (2,844,263) | 1,422,628 | (2,136,700) | 4,462,970 | |
(15,021,000) | (2,594,129) | (19,245,028) | (1,544,886) | ||
Total comprehensive income attributable | |||||
to: | |||||
Owners of the Parent Company | (22,774,807) | (7,498,679) | (28,652,049) | (3,257,165) | |
Non-controlling interests | (5,943,065) | 4,114,983 | (5,127,381) | 10,330,071 | |
(28,717,872) | (3,383,696) | (33,779,430) | 7,072,906 | ||
Earnings per share from continuing | |||||
operations | |||||
Basic | 12 | (0.30) | (0.10) | (0.43) | (0.15) |
Diluted | 12 | (0.30) | (0.10) | (0.43) | (0.15) |
Samih O. Sawiris | Ashraf Nessim |
Chairman of the Board | CFO |
F-4
Unaudited condensed consolidated statement of financial position
at 30 June 2020
CHF | Notes | 30 June 2020 | 31 December 2019 |
ASSETS | |||
NON-CURRENT ASSETS | |||
Property, plant and equipment | 14 | 803,890,013 | 814,451,407 |
Investment property | 15 | 29,005,183 | 30,161,887 |
Goodwill | 16 | 3,004,257 | 3,081,944 |
Investments in associates | 17 | 56,718,648 | 29,284,086 |
Non-current receivables | 18 | 40,669,716 | 36,513,680 |
Deferred tax assets | 2,437,925 | 2,352,131 | |
Other financial assets | 900,027 | 943,625 | |
Total non-current assets | 936,625,769 | 916,788,760 | |
CURRENT ASSETS | |||
Inventories | 19 | 542,224,063 | 516,395,245 |
Trade and other receivables | 18 | 109,234,499 | 118,231,167 |
Current receivables due from related parties | 20 | 39,993,225 | 41,169,545 |
Other current assets | 21 | 67,220,051 | 56,492,356 |
Cash and bank balances | 22 | 180,117,125 | 185,991,795 |
938,788,963 | 918,280,108 | ||
Assets held for sale | 23 | 5,524,896 | 5,785,704 |
Total current assets | 944,313,859 | 924,065,812 | |
Total assets | 1,880,939,628 | 1,840,854,572 | |
F-5
Unaudited condensed consolidated statement of financial position - continued
at 30 June 2020
CHF | Notes | 30 June 2020 | 31 December 2019 | ||
EQUITY AND LIABILITIES | |||||
CAPITAL AND RESERVES | |||||
Issued capital | 24 | 202,968,745 | 202,968,745 | ||
Reserves | 25-26 | 430,249,959 | 442,571,528 | ||
(Accumulated losses) | (253,751,310) | (239,082,062) | |||
Equity attributable to owners of the Parent Company | 379,467,394 | 406,458,211 | |||
Non-controlling interests | 159,039,197 | 160,335,858 | |||
Total equity | 538,506,591 | 566,794,069 | |||
NON-CURRENT LIABILITIES | |||||
Borrowings | 29 | 381,462,499 | 374,413,961 | ||
Trade and other payables | 27 | 358,039,097 | 345,173,802 | ||
Contract liabilities | 94,608,024 | 97,054,504 | |||
Notes payable | 51,297 | 40,751 | |||
Provisions | 27,192,198 | 27,192,198 | |||
Retirement benefit obligation | 791,809 | 791,977 | |||
Deferred tax liabilities | 25,548,713 | 25,147,388 | |||
Total non-current liabilities | 887,693,637 | 869,814,581 | |||
CURRENT LIABILITIES | |||||
Trade and other payables | 27 | 39,436,783 | 43,250,598 | ||
Borrowings | 29 | 55,862,643 | 55,451,462 | ||
Due to related parties | 23,051,278 | 26,559,334 | |||
Current tax liabilities | 20,049,512 | 20,395,981 | |||
Provisions | 6,485,795 | 6,386,658 | |||
Other current liabilities | 28 | 309,299,682 | 251,633,863 | ||
454,185,693 | 403,677,896 | ||||
Liabilities directly associated with assets held for | 23 | 553,707 | 568,026 | ||
sale | |||||
Total current liabilities | 454,739,400 | 404,245,922 | |||
Total liabilities | 1,342,433,037 | 1,274,060,503 | |||
Total equity and liabilities | 1,880,939,628 | 1,840,854,572 | |||
Samih O. Sawiris | Ashraf Nessim |
Chairman of the Board | CFO |
F-6
Unaudited condensed consolidated statement of changes in equity
for the period ended 30 June 2020
Share-based | PP&E | Investments | Foreign | Reserve from | Attributable | Non- | |||||||||||||
Issued | Share | Treasury | General | currency | common | (Accumulated | to owners of | ||||||||||||
CHF | payment | revaluation | revaluation | controlling | Total | ||||||||||||||
Capital | premium | shares | reserve | translation | control | losses) | the Parent | ||||||||||||
reserve | reserve | reserve | interests | ||||||||||||||||
reserve | transactions | Company | |||||||||||||||||
Balance at 1 January 2019 | 202,049,630 | 833,948,897 | (5,207,662) | 2,499,999 | 1,435,587 | (173,174) | 4,916,868 | (335,768,166) | (72,519,921) | (222,499,010) | 408,683,048 | 167,080,465 | 575,763,513 | ||||||
Profit/(loss) for the period | - | - | - | - | - | - | - | - | - | (6,007,856) | (6,007,856) | 4,462,970 | (1,544,886) | ||||||
Other comprehensive income for the period, net of income tax | - | - | - | - | - | (1) | - | 2,750,692 | - | - | 2,750,691 | 5,867,101 | 8,617,792 | ||||||
Total comprehensive income for the period | - | - | - | - | - | (1) | - | 2,750,692 | - | (6,007,856) | (3,257,165) | 10,330,071 | 7,072,906 | ||||||
Acquisition of treasury shares | - | - | (882,574) | - | - | - | - | - | - | - | (882,574) | - | (882,574) | ||||||
Disposal of treasury shares | - | - | 1,196,331 | - | - | - | - | - | - | 657,775 | 1,854,106 | - | 1,854,106 | ||||||
Share-based payments (note 25) | - | 1,648,725 | - | 2,468,756 | - | - | - | - | - | - | 4,117,481 | - | 4,117,481 | ||||||
Recycling of foreign exchange difference on disposal of subsidiary | - | - | - | - | - | - | - | 48,511 | - | - | 48,511 | 48,511 | |||||||
Disposal of non-controlling interests of consolidated subsidiary | - | - | - | - | - | - | - | - | - | - | - | 20,017 | 20,017 | ||||||
Non-controlling | interests' | share | in | equity | of | consolidated | - | - | - | - | - | - | - | - | - | - | - | 1,635,823 | 1,635,823 |
subsidiaries | |||||||||||||||||||
Balance at 30 June 2019 | 202,049,630 | 835,597,622 | (4,893,905) | 4,968,755 | 1,435,587 | (173,175) | 4,916,868 | (332,968,963) | (72,519,921) | (227,849,091) | 410,563,407 | 179,066,376 | 589,629,783 | ||||||
Balance at 1 January 2020 | 202,968,745 | 839,761,415 | (4,722,455) | 3,524,187 | 5,133,570 | (173,065) | 4,916,868 | (333,349,071) | (72,519,921) | (239,082,062) | 406,458,211 | 160,335,858 | 566,794,069 | ||||||
(Loss) for the period | - | - | - | - | - | - | - | - | - | (17,108,328) | (17,108,328) | (2,136,700) | (19,245,028) | ||||||
Other comprehensive income for the period, net of income tax | - | - | - | - | - | (774) | - | (11,542,947) | - | - | (11,543,721) | (2,990,681) | (14,534,402) | ||||||
Total comprehensive income for the period | - | - | - | - | - | (774) | - | (11,542,947) | - | (17,108,328) | (28,652,049) | (5,127,381) | (33,779,430) | ||||||
Acquisition of treasury shares | - | - | (2,441,354) | - | - | - | - | - | - | - | (2,441,354) | - | (2,441,354) | ||||||
Disposal of treasury shares due | to | vesting | of | share-based | - | - | 1,375,230 | (3,572,252) | - | - | - | - | - | 2,197,022 | - | - | - | ||
payments (note 25) | |||||||||||||||||||
Other disposal of treasury shares | - | - | 2,604,066 | - | - | - | - | - | - | 242,058 | 2,846,124 | - | 2,846,124 | ||||||
Share-based payments (note 25) | - | 274,788 | - | 218,893 | - | - | - | - | - | - | 493,681 | - | 493,681 | ||||||
Share-based payments subsidiaries | - | 762,781 | - | - | - | - | - | - | - | - | 762,781 | 252,946 | 1,015,727 | ||||||
Non-controlling | interests' | share | in | equity | of | consolidated | - | - | - | - | - | - | - | - | - | - | - | 3,577,774 | 3,577,774 |
subsidiaries | |||||||||||||||||||
Balance at 30 June 2020 | 202,968,745 | 840,798,984 | (3,184,513) | 170,828 | 5,133,570 | (173,839) | 4,916,868 | (344,892,018) | (72,519,921) | (253,751,310) | 379,467,394 | 159,039,197 | 538,506,591 | ||||||
F-7
Unaudited condensed consolidated statement of cash flow
for the period ended 30 June 2020
CHF | Notes | Six months ended | Six months ended |
30 June 2020 | 30 June 2019 | ||
Cash generated from operations | 8,672,450 | 19,935,020 | |
Interest paid | (3,847,705) | (14,790,297) | |
Income tax paid | (2,649,871) | (5,640,882) | |
Net cash generated from / (used in) operating | 2,174,874 | (496,159) | |
activities | |||
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Payments for property, plant and equipment | (18,685,522) | (15,635,043) | |
Proceeds from sale of financial assets | 1,888,222 | 16,633,775 | |
Proceeds from disposal of subsidiary | - | 133,381 | |
Interest received | 2,628,345 | 2,035,677 | |
Net cash (used in) / generated from investing | (14,168,955) | 3,167,790 | |
activities | |||
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from treasury shares | 404,770 | 971,532 | |
Non-controlling interests shares in changes | of | 3,577,774 | 1,635,823 |
equity for consolidated subsidiaries | |||
Repayment of borrowings | (6,399,552) | (30,775,174) | |
Proceeds from borrowings | 11,846,628 | 7,034,731 | |
Net cash generated from / (used in) financing | 9,429,620 | (21,133,088) | |
activities | |||
Net decrease in cash and cash equivalents
Cash and cash equivalents at the beginning of the period
Effects of exchange rate changes on the balance of cash held in foreign currencies
(2,564,461)(18,461,457)
185,991,795138,267,680
(3,310,209)(4,334,995)
Cash and cash equivalents at the end of the | 22 | 180,117,125 | 115,471,228 |
period | |||
F-8
Notes to the unaudited condensed consolidated interim financial statements
1. Description of business
Orascom Development Holding AG ("ODH" or "the Parent Company"), a limited company incorporated in Altdorf, Switzerland, is a public company whose shares are traded on the SIX Swiss Exchange.
The Company and its subsidiaries (the "Group") is a leading developer of fully integrated towns that include hotels, private villas and apartments, leisure facilities such as golf courses, marinas and supporting infrastructure. The Group's diversified portfolio of projects is spread over seven jurisdictions (Egypt, UAE, Oman, Switzerland, Morocco, Montenegro and United Kingdom), with primary focus on touristic towns and recently primary housing. The Group currently operates eleven destinations, five in Egypt (El Gouna, Taba Heights, Fayoum, Makadi and O-West), The Cove in the United Arab Emirates, Jebel Sifah and Salalah Beach in Oman, Luštica Bay in Montenegro, Cornwall in the UK and Andermatt in Switzerland.
2. Statement of compliance
The Group applies International Financial Reporting Standards (IFRS). The unaudited condensed consolidated interim financial statements have been prepared in accordance with the requirements of IAS 34, Interim Financial Reporting, and should be read in conjunction with the audited consolidated financial statements for the year ended 31 December 2019.
3. Basis of preparation
The unaudited condensed consolidated interim financial statements include all the subsidiaries controlled by the Parent Company and are presented in Swiss Francs (CHF).
The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses, as well as the disclosure of contingent liabilities.
Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Critical judgments made by management in the application of IFRS and key sources of estimation uncertainties were the same as those applied to the consolidated financial statements of the year ended 31 December 2019.
F-9
4. Adoption of new and revised International Financial Reporting Standards
4.1. Standards and interpretations effective in the current period
The following revised standards are effective for the current period:
Revised Standards
IFRS 3 | Definition of a business (Amendments) |
IFRS 7 | Pre-replacement issues in the context of the IBOR reform (Amendments) |
IFRS 9 | Pre-replacement issues in the context of the IBOR reform (Amendments) |
IAS 1 | Definition of material (Amendments) |
IAS 8 | Definition of material (Amendments) |
IAS 39 | Pre-replacement issues in the context of the IBOR reform (Amendments) |
These amended Standards have not had any significant impact on the unaudited condensed consolidated financial statements.
4.2. Standards and interpretations not yet adopted
At the date of authorization of these unaudited condensed consolidated interim financial statements, the Group has not adopted the following amended standard that has been issued but is not yet effective. It will be effective for annual periods beginning on or after the dates described below.
New and Revised Standards and Interpretations | Effective from | |
IFRS 16 | Covid-19-related rent concessions (Amendments) | 1 January 2021 |
IAS 1 | Classification of liabilities as current or non-current (Amendments) | 1 January 2022 |
IAS 16 | Proceeds before intended use (Amendments) | 1 January 2022 |
IAS 37 | Cost of fulfilling a contract (Amendments) | 1 January 2022 |
Various | Annual improvements to IFRS Standards 2018-2020 (IFRS 9 and IFRS 16) | 1 January 2022 |
The Group is currently assessing whether these changes will impact the consolidated financial statements in the period of initial application. However, the Group does not expect any major changes from this amended Standard.
5. Significant accounting policies
The unaudited condensed consolidated interim financial statements have been prepared on the historical cost basis except for financial instruments that are measured at fair value or amortized cost, as appropriate, and investment properties that are measured at fair value. Historical cost is generally based on the fair value of the consideration given in exchange for assets. The Group is not subject to any significant seasonality or cyclicality. The same accounting policies, presentation and methods of computation are followed in these unaudited condensed consolidated interim financial statements as were applied in the preparation of the Group's consolidated financial statements for the year ended 31 December 2019.
F-10
6. Subsidiaries
The Group is comprised of the Parent Company and its subsidiaries operating in different countries. There have been no major changes in the group structure since 31 December 2019.
The group controls its subsidiaries directly and indirectly.
7. Segment information
The Group has four reportable segments which are its strategic divisions. The strategic divisions offer different products and services and are managed separately because they require different skills or have different customers. For each of the strategic divisions, the Country CEOs and the Head of Segment review the internal management reports at least on a quarterly basis.
The accounting policies of the reportable segments are the same as the Group's accounting policies described in the consolidated financial statements for the year ended 31 December 2019. Segment result represents the result by each segment without allocation of central administration costs and directors' salaries, share in associates' results, gain recognised on disposal of interest in former associates, investment income, other gains and losses, finance costs and income tax expense, as included in the internal management reports that are regularly reviewed. This measure is considered being most relevant for the purpose of resources allocation and assessment of segment performance.
F-11
CHF | Total segment revenue | Inter-segment revenue | Revenue external customers 1) | Segment result | ||||
30/06/2020 | 30/06/2019 | 30/06/2020 | 30/06/2019 | 30/06/2020 | 30/06/2019 | 30/06/2020 | 30/06/2019 | |
Hotels | 37,522,688 | 84,040,841 | (266,250) | (481,128) | 37,256,438 | 83,559,713 | (8,749,687) | 16,366,293 |
Real estate and construction | 89,794,009 | 116,892,613 | - | (4,485) | 89,794,009 | 116,888,128 | 27,519,257 | 32,908,380 |
Land sales | 14,164,924 | - | - | - | 14,164,924 | - | 11,350,357 | 839,038 |
Destination management | 22,669,488 | 21,806,036 | (9,176,401) | (9,245,860) | 13,493,087 | 12,560,176 | (3,630,151) | (4,778,280) |
Other operations | 14,936,503 | 17,171,674 | (5,586,915) | (7,213,973) | 9,349,588 | 9,957,701 | (2,298,650) | (1,027,372) |
179,087,612 | 239,911,164 | (15,029,566) | (16,945,446) | 164,058,046 | 222,965,718 | 24,191,126 | 44,308,059 | |
Unallocated items 2): | ||||||||
Share of losses of associates | (3,187,894) | (5,682,271) | ||||||
Other gains/losses | (1,007,281) | 10,752,378 | ||||||
Investment income | 848,959 | 1,214,064 | ||||||
Central administration costs and directors' salaries | (19,413,310) | (25,068,930) | ||||||
Finance costs | (14,867,372) | (17,505,416) | ||||||
(Loss)/profit before tax | (13,435,772) | 8,017,884 | ||||||
Income tax | (5,809,256) | (9,562,770) | ||||||
(Loss) for the period | (19,245,028) | (1,544,886) | ||||||
- Of the total revenue of CHF 164.1 million (2019: CHF 223.0 million), CHF 67.4 million (2019: CHF 121.8 million) are recognised at point in time and CHF 96.7 million (2019 CHF 101.2 million) are recognised over time
- For the purpose of segment reporting, part of the amounts reported in the statement of comprehensive income for these items have been allocated in this note to their relevant segments.
F-12
CHF | 30/06/2020 | 31/12/2019 |
Hotels | 571,003,952 | 611,977,090 |
Real estate and construction | 1,086,096,306 | 1,036,807,079 |
Land sales | 182,411,518 | 185,513,725 |
Destination management | 112,602,203 | 97,356,310 |
Other operations | 91,052,538 | 85,222,157 |
Segment assets before elimination | 2,043,166,517 | 2,016,876,361 |
Inter-segment elimination | (686,603,991) | (684,876,543) |
Segment assets after elimination | 1,356,562,526 | 1,331,999,818 |
Unallocated assets | 518,852,206 | 503,069,050 |
Assets held for sale | 5,524,896 | 5,785,704 |
Consolidated total assets | 1,880,939,628 | 1,840,854,572 |
Hotels | 320,446,439 | 344,300,119 |
Real estate and construction | 797,988,961 | 760,023,194 |
Land sales | 31,432,389 | 37,653,899 |
Destination management | 140,428,241 | 120,724,113 |
Other operations | 61,459,524 | 55,405,788 |
Segment liabilities before elimination | 1,351,755,554 | 1,318,107,113 |
Inter-segment elimination | (421,064,320) | (423,577,845) |
Segment liabilities after elimination | 930,691,234 | 894,529,268 |
Unallocated liabilities | 411,188,096 | 378,963,209 |
Liabilities directly associated with assets held for sale | 553,707 | 568,026 |
Consolidated total liabilities | 1,342,433,037 | 1,274,060,503 |
Total segment result of CHF 24.2 million (2019: CHF 44.3 million) mainly decreased due to the following:
-
Due to the COVID-19 related decision to suspend most hotel operations in accordance with local regulations and guidelines, the hotel segment recorded a significant drop in revenues during the second half of H1.
Nevertheless, immediate implementation of cost savings and cash preservation measurements resulted in an overall positive GOP of CHF 3.5 million in H1 2020.
During April 2020, OHM introduced a comprehensive range of measures to ensure the safety and wellbeing of our colleagues and guests. The standard hygiene protocol was comprehensively enhanced, all Egyptian hotels received the "Corona secure" audit certificate by renowned "TÜV Nord Group" from Germany. The same is planned for all other destinations. Contactless interaction between guests and hotel staff was introduced wherever possible, replacing direct interaction with online solutions, including online check in, online table reservation, menu selection, etc. Flexible booking and cancellation options were initiated and communicated to our wholesale partners as well
F-13
as our direct customers to generate as many bookings as possible and ensure our Hotels remain ahead of competition in terms of business recovery, whilst protecting our long-term market positioning.
In Egypt, following a solid performance in the first two months of 2020, from 18 March through end of 15 May, hotels were closed as social distancing measures and travel restrictions came into effect. In May, the Egyptian government released regulations allowing hotels to operate with limited occupancy levels once strict hygiene and sanitation protocols were put in place. El Gouna and Taba Heights hotels were among the first to receive certification from the Tourism and Heath ministries to re-open in mid-May. With both destinations being highly reliant on international inbound tourism, revenues dropped by 58%, from CHF 40.6 million to CHF 17.0 million, with a marginal GOP loss of CHF
0.1 million. Although restrictions on travel continue through August, management anticipates an improvement in occupancy levels in both El Gouna and Taba Heights Hotels through the months of July and August.
In Oman, all tour operators cancelled their operations starting 11 March, following a strong performance in the first months of the winter season. In Hawana Salalah, the Rotana Salalah Resort continued to operate, while Fanar Hotel and Residences as well as Juweirah Boutique Hotel remained closed. In H1 2020, revenues dropped by 44%, from CHF 24.6 million to CHF 13.9 million, yet the hotels managed to maintain a positive GOP of CHF 3.5 million, down from CHF 9.5 million in H1 2019. With the inter-country lockdown still in effect, forward visibility regarding demand for the summer and Khareef seasons remain very limited, though we see continued strong interest from our main European market for the winter season.
In the UAE, The Cove Rotana remained open except for two weeks that were used for the sanitization of the property. In H1 2020, the Hotel reported revenues of CHF 5.9 million, down from CHF 14.4 million, and a GOP of CHF 1.1 million vs CHF 5.5 million in H1 2019. Since the beginning of July, hotel occupancy is gradually increasing, driven by local demand out of Dubai on the weekends
In Montenegro, The Chedi Lustica Bay developed an extended entertainment program for the summer season as Montenegro initially reported close to zero Covid-19 cases and allowed hotels to open as of 15 June. Unfortunately, July has seen a rise in the rate of new infections and further restrictions in travel across the region are expected during the summer months. Subsequently the Hotel performance was impacted in May and June, with revenues dropping 86% going from CHF 1.5 million to CHF 0.2 million. The outlook for the rest of the season remains uncertain.
The Group's hotels response to Covid-19 remains centered around the Group's commitment to the wellbeing of its guests and associates, and the Group continues to take all necessary actions to reinforce the resilience of our business model to the benefit of the stakeholders.
- The real estate and construction segment revenue was also lower compared to prior year period due to curfew and other restrictions imposed by the Governments of the various countries. However, this segment has not been impacted as significantly as the hotel segment by the Covid 19 pandemic.
- During Q2 2020, the Group completed two land sales in Egypt. As an extension for the "Mangroovy for Hotels" project, the Group has sold 40,654.5 m2 of land in El Gouna. The land plot will encompass mixed-use services for the owner's residences and hotel guests. The total value of the deal is CHF 6.4 million. Further, the Group, as part of its land bank monetization strategy, sold 27,722 m2 of land for 2 additional school development projects in O West.
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8. Other gains
In the first six months of 2020, other gains of CHF 0.6 million (2019: CHF 10.8 million) are due to various small items
In the first six months of 2019, the gains were mainly due to net foreign exchange gains and gain on disposal of subsidiary.
9. Finance cost
In the first six months of 2020, no finance cost was capitalized on qualifying assets (projects under construction and work in progress). Overall, finance cost decreased by CHF 3.0 million from CHF 20.9 million to CHF 17.9 million compared to the first six months of 2019 due to a decrease in interest rates in Egypt in addition to a general decrease in Libor rates.
10. Other losses
In the first six months of 2020, other losses of CHF 2.2 million (2019: CHF 1.6 million) are mainly due to net foreign exchange losses.
In the first half of 2019, there as an impairment loss of CHF 1.6 million on related party receivables.
11. Income taxes
Tax expense recognised during the period amounted to CHF 5.8 million (2019: CHF 9.6 million). These accruals are based on the estimated average annual effective income tax rate expected for the full year, applied to the pre-tax income for the six-month period.
The Group operates in different jurisdictions under different tax laws. The main operating entities' tax positions are as follows:
-
Egypt
The Egyptian subsidiaries fulfil all their requirements according to the tax laws in Egypt.
Oman
The subsidiaries in Oman fulfil all their requirements according to the tax laws in Oman. - Switzerland
The Company fulfils the conditions for taxation as a holding company in Switzerland.
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12. Earnings per share
The calculation of the basic and diluted earnings per share from continuing operations is based on the following data:
CHF | Three months ended | Six months ended | ||
30/06/2020 | 30/06/2019 | 30/06/2020 | 30/06/2019 | |
Earnings (for basic and diluted earnings per share)
(Loss) for the period attributable to owners of the parent
Number of shares
Weighted average number of ordinary shares for the purpose of basic and diluted earnings per share
(12,176,737) (4,016,757) (17,108,328) (6,007,856)
40,050,023 39,733,172 39,972,492 39,714,200
Earnings per share from continuing operations | (0.30) | (0.10) | (0.43) | (0.15) |
13. Dividends
During the interim period, no dividends were declared or paid to shareholders.
14. Property, plant and equipment
Six months ended 30 June 2020 | Property, | Property | Right-of-use | |
plant and | under | Total | ||
CHF | assets | |||
equipment (i) | construction | |||
Opening net book value at 01/01/2020 | 594,285,369 | 173,038,549 | 47,127,489 | 814,451,407 |
Additions | 2,859,894 | 18,028,781 | 129,248 | 21,017,923 |
Transfer from projects under construction | 1,201,282 | (1,201,282) | - | - |
Depreciation and amortization | (12,104,979) | - | (2,134,773) | (14,239,752) |
Net foreign currency exchange differences | (11,903,606) | (4,641,935) | (794,024) | (17,339,565) |
Closing net book value at 30/06/2020 | 574,337,960 | 185,224,113 | 44,327,940 | 803,890,013 |
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Six months ended 30 June 2019 | Property, | Property | Right-of-use | |
plant and | under | Total | ||
CHF | assets (ii) | |||
equipment (i) | construction | |||
Opening net book value at 01/01/2019 | 555,378,032 | 204,829,346 | 28,527,575 | 788,734,953 |
Additions | 8,137,623 | 7,497,420 | - | 15,635,043 |
Disposal of subsidiary | (1,418,339) | - | - | (1,418,339) |
Transfer from projects under construction | 3,283,127 | (3,283,127) | - | - |
Depreciation and amortization | (13,682,412) | - | (1,194,551) | (14,876,963) |
Net foreign currency exchange differences | 6,886,130 | (280,955) | (102,851) | 6,502,324 |
Closing net book value at 30/06/2019 | 558,584,161 | 208,762,684 | 27,230,173 | 794,577,018 |
- Includes freehold land, buildings, plant and equipment, furniture and fixtures
- The opening balance of the comparative period is CHF 11.8 million higher than shown in the consolidated financial statements of Q2 2019 as further leases were identified later in 2019.
15. Investment property
The following table summarizes the movements, which have occurred, during the current period on the carrying amount of investment property:
CHF | 30/06/2020 | 31/12/2019 |
Balance at 1 January | 30,161,887 | 7,328,798 |
Addition | - | 516,623 |
Transfer from property, plant and equipment (note 14) | - | 14,860,153 |
Revaluation gain on transfer from property, plant and equipment | - | 4,188,579 |
(through OCI) | ||
Revaluation gain (through P&L) | - | 3,142,696 |
Foreign currency translation adjustments | (1,156,704) | 125,038 |
Balance at the end of the period/year | 29,005,183 | 30,161,887 |
The fair values at 30 June 2020 were determined based on an internal valuation model performed by Group management in 2019. In estimating the fair value of the investment properties, management considers the current use of the properties as their highest and best use.
The internal valuation model relies on the Discounted Cash Flow (DCF) method to determine the fair value of the investment property. The Discounted Cash Flow (DCF) approach describes a method to value the investment property using the concepts of the time value of money. All future cash flows are estimated and discounted to give them a present value. This valuation method is in conformity with the International Valuation Standards. The same method was used for any previous external valuations. As investment property only consists of a few properties in Egypt, management has decided to use an internal valuation model due to efficiency and cost saving reasons.
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For the valuation of the investment property which is situated in Egypt the model used cash flow projections based on financial budgets for the next five years and an average discount rate of 18.4% (cost of equity). For the terminal value a perpetual growth rate of 2% was used.
For the valuation of the investment property which is situated in Oman an average discount rate of 12.4% (cost of equity) was used. As projections for 25 years were used, no perpetual growth rate was included.
For the valuation of the investment property in Montenegro an average discount rate of 10.0%, consisting of a risk-free rate of 3% and market premium of 7%, was used. The beta used was 1.
16. Goodwill
The following table shows the carrying amount of goodwill recognized in the condensed consolidated interim financial statements:
CHF | 30/06/2020 | 31/12/2019 |
Balance at the beginning of the period / year | 3,081,944 | 2,810,549 |
Effect of foreign currency exchange difference | (77,687) | 271,395 |
Balance at the end of the period / year | 3,004,257 | 3,081,944 |
17. Investments in associates
Details of the Group's associates are as follows:
Name of associate | Place of | Ownership | Carrying value | |
incorporation | interest | (CHF) | ||
30/06/2020 | 30/06/2020 | 31/12/2019 | ||
Andermatt Swiss Alps AG | Switzerland | 49.00% | 33,879,000 | 4,574,323 |
Jordan Company for Projects and | Jordan | 18.33% | 8,902,526 | 9,697,902 |
Touristic Development | ||||
New City Housing and Development | Cairo | 35.25% | 3,816,221 | 3,406,936 |
Red Sea for Construction & Development | Cairo | 40.20% | 10,120,901 | 11,604,925 |
Orascom for Housing and Establishments | Cairo | 39.90% | - | - |
Total | 56,718,648 | 29,284,086 | ||
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Below is a summary of the financial information with respect to the Group's associates as at 30 June 2020:
CHF | 30/06/2020 |
Total assets | 967,759,265 |
Total liabilities | (831,295,492) |
Net assets | 136,463,773 |
Group's share of net assets of associates | 56,718,648 |
Total revenue | 193,827,041 |
Total profit/(losses) for the period | (7,002,588) |
Group's share of losses | (3,187,894) |
Andermatt-Swiss Alps AG ("ASA")
On 25 June 2013, the Group lost control over ASA due to various capital increases in ASA in which the Group did not fully participate. With a remaining share of interest of 49% in ASA, the investment is classified as investment in associates.
The fair value of ASA on initial recognition as investment in associates is based on a third-party valuation which supported the transaction price paid by Mr. Samih Sawiris.
On 23 June 2020, the share capital of ASA was increased by CHF 70 million. The Group participated in this capital increase according to its interest of 49% by contributing CHF 34.3 million.
ASA is not subject to any restrictions on transferring funds to ODH whether resulting from regulatory requirements, borrowing arrangements or contractual arrangements between ASA and ODH.
Jordan Company for Projects and Touristic Development ("JPTD")
JPTD is investing in property, destination management and development in Aqaba in Jordon. Since 2008 the Group exercised significant influence with their two active board members out of eleven leading to changes in the JPTD's Executive Management and provision of essential technical information.
New City Housing and Development ("NCHD")
In June 2014, the Group lost control over NCHD as they did not participate in the capital increase of NCHD. With a remaining share of interest of 35.25% in NCHD, the investment is classified as investment in associates.
Red Sea for Construction & Development ("RSCD")
During 2016, RSCD, of which the Group held a direct interest of 0.4% as well as an indirect interest of 14% through OHC, increased its share capital from EGP 25 million to EGP 50 million. Of these EGP 25 million, the Group invested EGP 20 million (CHF 2.2 million), resulting in a total interest of 40.20%. Hence, the investment is classified as an associate.
In 2020, RSCD distributed dividends to shareholders. The Group's share in the distribution amounted to CHF 2.9 million and was received through settlement of related party balances (note 31).
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18. Trade and other receivables
Trade and other receivables decreased by CHF 4.8 million mainly due to collections in the real estate segment in Egypt and Oman and due to foreign exchange losses during the period. The decrease was partly netted-off by sales for the O-West project.
19. Inventories
Inventory consists of construction work in progress (CHF 73.8 million), land held for development under purchase agreements (CHF 418.0 million), right-of-use inventory (CHF 17.4 million) as well as other inventory which includes construction work materials, hotel inventory and finished units (CHF 33.0 million).
Construction work in progress includes work for contracted units of CHF 8.5 million as well as work for uncontracted units of CHF 11.7 million whereas other inventory includes completed but uncontracted units of CHF 16.5 million besides construction work materials and hotel inventory.
The main reasons for the increase in inventory compared to 31 December 2019 is work in progress in Egypt and Oman, land in relation to O-West project. The increase was partly netted-off by foreign exchange losses.
20. Current receivables due from related parties
The decrease in receivables due from related parties of CHF 1.2 million is mainly due to collections and net foreign exchange losses during the period. The decrease was partly netted off by additional receivables incurred.
21. Other current assets
Other current assets mainly consist of advances and prepayments (CHF 29.1 million), sales commissions (CHF 20.2 million), VAT and withholding tax receivables (CHF 6.3 million), deposits (CHF 2.4 million), as well as other debtors (CHF 9.2 million). Compared to 31 December 2019, the increase is mainly due to increases in advance payments to suppliers as well as sales commissions.
22. Cash and cash equivalents
For the purposes of the consolidated cash flow statement, cash and cash equivalents include cash on hand, demand deposits and balances at banks. Cash equivalents are short-term, highly liquid investments of maturities of three months or less from the acquisition date, that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
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Management's plans to manage liquidity shortages and related uncertainty
ODH is a unique group with an exceptional record of accomplishment and a very promising future. The Group has been growing its revenue stream from all its destinations and enhancing its bottom-line figures.
Management has undertaken several precautionary measures in light of the current global circumstances and economic downturn. These measures purpose is to reduce spending and preserve cash to the longest period possible to ensure stability of the Group's destinations, in order to enable the destinations to resume their operations and planned investments once the business is back to meet the Group's planned strategic and financial targets. Additionally, we took advantage of the 6 months debt service postponements initiatives granted by the banks in all our destinations and we started benefiting from the government initiatives to support the tourism companies in the destinations in which we operate.
In Q4 2019, ODH successfully issued a CHF 100 million bond. The proceeds of the bond will be used for further development of the destinations in Oman and Montenegro and for general corporate purposes.
Additionally, the Group has a diversified portfolio of businesses, which includes Real estate, Hotels, Town management, Rental portfolio, and Land monetization. And during 2020 the Group has secured CHF 32.2 million of cash inflows through its school development agreements that was signed in O West. In addition to that the Group has managed to sell a small land plot in El Gouna for CHF 6.4 million.
Also, the Group has already identified specific land plots for the purpose of sale or sub-development of certain projects that might include - but are not limited to - new hotels, conference centers, schools, universities, hospitals, business parks and aqua parks. Facilities that are needed in everyday life and would be adding more value to the destinations, will provide additional cash for the group.
In April 2019, the Chairman signed a new letter of commitment to avail up to CHF 15 million until the end of December 2019. Of the amount previously committed in April 2018, a total net amount of CHF 8.7 million was drawn down by the Group during 2019. During the first six months of 2020, a further net amount of CHF 1.9 million was draw-down.
Management believes that these plans are enough to substantially mitigate the liquidity risk and confirms on the strength of ODH business model and financial position.
23. Assets held for sale
CHF | 30/06/2020 | 31/12/2019 |
ASSETS HELD FOR SALE | ||
Related to Makadi (i) | 5,524,896 | 5,785,704 |
Balance at the end of the period / year | 5,524,896 | 5,785,704 |
LIABILITIES ASSOCIATED WITH ASSETS HELD FOR SALE | ||
Related to Makadi (i) | (553,707) | (568,026) |
Balance at the end of the period / year | (553,707) | (568,026) |
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-
Planned disposal of Makadi
During 2017, ODE, the largest Egyptian subsidiary of the Group, has signed the final offer for the sale of 100% of its equity stake in Makadi Gardens, Royal Azur and Club Azur ("Royal and Makadi").
A contract was signed with a related party at an amount of USD 24.2 million (CHF 23.8 million) and all required procedures to finalize the sale and transfer of ownership of the Royal company were finalized in Q4 2018. As a result, ODE lost control on Royal for Investment and Touristic and derecognised the disposal group excluding the Makadi garden hotel from its financial statements as of December 2018.
The required procedures to finalize the sale of the Makadi garden hotel are still in process. Therefore, this part of the disposal group is still classified as disposal group for the period ended 30 June 2020.
The disposal group does not qualify as discontinued operation as it is neither separate major line of business nor geographical area of operations.
The non-current assets held for sale and the liabilities associated with non-current assets held for sale were reclassified from the following categories of assets and liabilities:
CHF | 30 June 2020 | 31 December 2019 |
Non-current assets | ||
Investment property | 5,524,896 | 5,785,704 |
Total assets | 5,524,896 | 5,785,704 |
Non-current liabilities | ||
Deferred tax liabilities | (553,707) | (568,026) |
Total liabilities | (553,707) | (568,026) |
Net assets | 4,971,189 | 5,217,678 |
24. Issued and paid-up capital
Issued and paid-up capital as of 30 June 2020 amounts to CHF 202,968,745 and is divided into 40,593,749 registered ordinary shares with a par value of CHF 5.00 per share.
25. Share-based payment reserve
As of 7 May 2019, the Company concluded a new employment contract with CEO Khaled Bichara, retroactively replacing and terminating the previous contract as of 1 January 2019. The contingent remuneration accrued under the old contract was settled by a one-offlump-sum payment of CHF 3 million, which was paid through the issuance of 183,823 shares based on the fair value of the share at grant date of CHF 16.32. The new agreement was approved by the Annual General Meeting on 7 May 2019. As at 31 January 2020, all compensation agreements were terminated due to the death of the CEO Khaled Bichara.
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As part of the new employment contract, the CEO received a share-based compensation. The share-based compensation was in form of restricted share awards ("RSAs") with a fair value at grant date of CHF 16.32 per RSA which proved for a staggered allocation of a total of 2.5% of the outstanding ODH shares (a total of 1,012,248 shares) over the next five years. Each RSA constituted a contingent right to receive one share in the Company upon vesting of the RSAs. The RSAs were agreed to vest in five equal tranches over a period of five years on 1 January each year. The first tranche of 202,050 shares vested on 1 January 2020. The shares were distributed out of treasury shares which led to the respective reclassifications within equity.
As this share-based payment was a replacement of the superseded contract, the incremental fair value of the new contract at grant date, which was based on the market price of the listed shares, was recognised over the vesting period within profit or loss on top of the share-based payment expense of the superseded contract, resulting in total personnel expense of CHF 0.2 million for January 2020 (2019: CHF 0.8 million) which is recognised as an increase in share-based payment reserve. As at 30 June 2020, CHF 0.2 million are shown as a separate share-based payment reserve within equity as the shares for one month of 2020 are still due to be distributed and the termination of the agreement still needs to be finalised.
Further, the CEO received another 2.5% of the outstanding ODH shares (a total of 1,010,050 shares) directly from the Chairman. Such a transaction needs to be accounted for as if the shares were received from the Company. As the shares were granted for a vesting period of five years, the total fair value at grant date of CHF 16.5 million, which was based on the market price of the listed shares, was spread over the original vesting period. After 31 January 2020, no further amounts were recognised as the shares, in accordance with the contract, will be returned to the Chairman upon the passing away of the CEO. Hence, CHF 0.3 million (2019: none) were recognised in profit or loss for January 2020 with the corresponding amount recognised as share premium directly in equity. As not all procedures in relation to the termination are finalised, the amounts recognised in share premium in relation to these granted shares remain in share premium.
26. Foreign currency translation reserve
In the first six months of 2020, the Swiss Franc strengthened against the Egyptian Pound by 3% and against the USD by 2%. This resulted in a net loss for the period recognised in other comprehensive income of CHF 14.5 million.
27. Trade and other payables
Trade payables mainly increased by CHF 9.1 million due to release of discounting of unpaid portion of acquired land in relation to O West project in Cairo. The increase was partly netted-off by net foreign exchange gains.
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28. Other current liabilities
Other current liabilities consist of advances from customers (CHF 96.2 million), shareholders' current account (CHF 98.8 million), accrued expenses (CHF 51.9 million), deposits from others (CHF 14.9 million) and other liabilities (CHF 47.5 million).
Other current liabilities increased by CHF 57.7 million mainly due to the increase in shareholders' current account for the financing of the capital increase in ASA (refer to note 17) as well as due to increases in advances from customers and in accrued expenses compared to 31 December 2019. These increases were partly netted-off by net foreign currency gains.
29. Borrowings
Total borrowings increased by CHF 7.5 million due to new loans in Egypt, Oman, Montenegro and UK.
On 15 March 2020, due to the current condition of Covid-19 Virus, the Central Banks of Egypt, Oman and UAE launched to postpone all loans due instalments, principle and interests, for a period of 6 months with no additional fees applied for late payments.
Accordingly, the Group carried out all procedures in coordination with all banks and financial institutions to postpone all credit dues from instalments and interests to benefit from the initiative of the Central Bank.
30. Assets and liabilities measured at fair value
Fair value of financial instruments carried at amortised cost
Except as detailed in the following table, management considers that the carrying amounts of financial assets and financial liabilities recognised in the consolidated financial statements approximate their fair values.
30 June 2020 | 31 December 2019 | |||
CHF | Carrying amount | Fair value | Carrying amount | Fair value |
Financial liabilities | ||||
Borrowings/bank loans | 437,325,142 | 439,487,858 | 429,865,423 | 432,459,403 |
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Valuation techniques and assumptions applied for the purposes of measuring fair value
The fair values of financial assets and financial liabilities are determined as follows:
- The fair values of financial assets with standard terms and conditions and traded on active liquid markets are determined with reference to quoted market prices (includes unlisted and listed equity investments classified as at FVTPL and FVTOCI respectively).
- The fair values of other financial assets and financial liabilities (excluding those described above) are determined in accordance with generally accepted pricing models based on discounted cash flow analysis. Specifically, significant assumptions used in determining the fair value of the following financial assets and liabilities are set out below.
The valuation techniques and assumption applied for investment property are explained in note 15.
Fair value measurements recognised in the consolidated statement of financial position
The following table provides an analysis of assets and liabilities that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable.
- Level 1: fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities.
- Level 2: fair value measurements are those derived from inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
- Level 3: fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).
30 June 2020 | ||||
CHF | Level 1 | Level 2 | Level 3 | Total |
Financial assets at FVTOCI | ||||
Listed and unlisted shares measured at FV | 1,362 | - | 898,665 | 900,027 |
1,362 | - | 898,665 | 900,027 | |
Other assets at fair value | ||||
Investment property 1) | - | - | 29,005,183 | 29,005,183 |
- | - | 29,005,183 | 29,005,183 | |
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31 December 2019 | ||||
CHF | Level 1 | Level 2 | Level 3 | Total |
Financial assets at FVTOCI | ||||
Listed and unlisted shares measured at FV | 2,183 | - | 941,442 | 943,625 |
2,183 | - | 941,442 | 943,625 | |
Other assets at fair value | ||||
Investment property 1) | - | - | 30,161,887 | 30,161,887 |
- | - | 30,161,887 | 30,161,887 | |
There were no transfers between Level 1 and 2 in the period. The unlisted financial assets at FVTOCI were measured at fair value based on a method that combined the earning and net equity book values of the companies.
- The reconciliation for investment property is shown in note 15.
Reconciliation of Level 3 fair value measurements of financial assets
Unquoted equity securities | |
CHF | 2020 |
Opening balance | 941,442 |
Total losses recognized in other comprehensive income | (42,777) |
Closing balance | 898,665 |
31. Non-cash transactions
During the six-month-period, the Group entered into the following non-cash investing and financing activities which are not reflected in the condensed consolidated statement of cash flow:
- Additional investment in ASA through increase of shareholders' current account (note 17)
- Additions to property, plant and equipment against other liabilities in the total amount of CHF 2.3 million
- Proceeds from dividends of CHF 2.9 million through settlement of related party balances (note 17)
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32. Commitments for expenditure
The following commitments for expenditure have been made for the future development of the respective projects:
CHF | 30/06/2020 |
Eco-Bos Development Limited (i) | 3,756,356 |
- As per the property management agreement between Eco-Bos and Imerys (shareholder in Eco-Bos),Eco-Bos has the right but not the obligation (American call option maturing in 2030) to purchase part or all of 6.6 million square meters (divided on 7 independent plots), which is currently owned by Imerys Mineral Limited. An annual option premium is paid to retain the rights and the purchase price is calculated based on an agreed dynamic pricing formula. The trigger event of the option(s) is at the full discretion of Eco-Bos and shall only be exercised when building permits are attained. Currently Eco-Bos is in negotiations with the local authorities and other investors and is taking its time to optimize on the best alternatives for the development.
Minimum building obligations
Beside the legally binding commitment for expenditure mentioned above the following should be considered:
One part of the Group's business is to acquire land for the development of tourism projects. Out of these business opportunities often no legally binding commitments are incurred. However, the Group has unbinding non-binding business opportunity commitments in relation to their projects. In particular the Group has minimum building obligations ("MBOs") for the next five years, which are included in their development agreements ("DAs") with the relevant governments in Oman, Morocco and Montenegro.
The contingent liabilities in relation to MBOs in Oman, Morocco and Montenegro are assessed regularly by the management of the Group.
Management has analysed the various MBOs and is comfortable with the current status of the MBOs and the minimum investment obligations. Albeit that certain delays have or may potentially occur, all such delays, as described herein, were well founded and are premised on legal grounds that would protect the Group from any exposure. The Group has exerted a great deal of negotiations in all destinations to ensure that any delays are communicated to the relevant local authorities and thereby working alongside each concerned government in rescheduling and extending the completion dates. Additionally, the Group has worked on securing finance schemes to accommodate the newly developed restructuring of the investment obligations, or in cases were completion dates are at risk, expending the necessary amounts to comply with the contractual obligations. There have been no significant changes to this matter since 31 December 2019.
33. Litigation
There were no significant open litigations at 30 June 2020.
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34. Subsequent Events Impact of Corona Virus
2020 has been a challenging year not only for ODH but also for the whole world. We kicked off 2020 on a positive note and on a path towards stronger and better operational performance across all business segments; however, the momentum was cut short by the unprecedented circumstances that accompanied the Covid-19 outbreak. The pandemic started affecting the Group's operations and normal business conduct in early-March, as global governments took actions to encourage social distancing and implement shelter in place directives. The deterioration accelerated towards the end of March as the pandemic spread further and the number of countries and localities adopting restrictive measures meaningfully increased, of which travel restrictions and flight suspensions around the world have been implemented in addition to halting of all events, conferences and parties and the closure of malls, restaurants and cafes along with many other measures. Governments have instructed the closure of hotels in all touristic destinations of which we operate, and others imposed a partial curfew on its citizens.
Nevertheless, the Group was able to respond quickly to the crisis on hand and put together a well- balanced set of initiatives. These measures purpose is to reduce spending and preserve cash to the longest period possible to ensure stability of the Group's destinations, in order to enable the destinations to resume their operations and planned investments once the business is back to meet the Group's planned strategic and financial targets.
Initiatives taken across the board include:
- Reduction in capex to keep only the necessary committed items, making sure not to breach any minimum built obligations.
- Reduction in all marketing expenses across all destinations.
- Postponement of some of the governments' dues where possible to reflect governments' initiatives to support companies.
- Took advantage of the 6 months debt service postponements initiatives granted by the banks in all our destinations.
- Took advantage to benefit from the government initiatives to support the tourism companies in the destinations in which we operate.
- ODH's Board Members, Executive and Senior Management team, took a partial voluntary reduction in their salaries and compensation for an initial period of three months to help in covering the needs of the hotel staff, whom were strongly impacted by COVID-19 pandemic
The Egyptian government has officially allowed the reopening of hotels and resorts on 15 May 2020 for domestic tourism, after being closed since 19 March 2020, as the Covid-19 pandemic spread across the world. Accordingly, the Group has gradually been re-opening its hotels in El Gouna since 15 May 2020 and re-opened Taba Heights Hotels on 21 May 2020. According to the government regulations, hotels were permitted to operate at a maximum capacity of 25% until 1 June 2020 then at 50% by June 2020. The number of residents will always be in accordance with guidelines of the World Health Organization (WHO) and medical measures, ensuring quality of personal protective tools and sterilization materials. The Sultanate of Oman has been in lock down from 25 July 2020 where no cross-governorate access was permitted. The lockdown was removed on Saturday 8 August 2020 (except for Dhofar). All governorates
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had curfews from 7pm to 6am. This curfew is now being extended until 15 August 2020, however will be from 9pm to 5am. Hotels generally have started opening up, but no pools, beach access or restaurants are open. Hotel guests are only able to have in-room dining and no international flights are still permitted in Salalah or Sifah.
After having faced a difficult phase leading to closure of hotels in Egypt and Oman, the governments are starting to lift their curfews and ease up the coronavirus restrictions subsequent to the reporting period
While the situation was rather challenging, the Group remained focused on the future, working closely with all concerned authorities to prepare for resumption of operation in order to contribute to fuel the economic recovery. Also, hotels in El Gouna and Taba Heights were successfully audited by TÜV NORD, which confirmed Hotels do conform to the guidelines issued by the ministry of tourism in Egypt and TÜV Nord Guidelines.
The repercussions of COVID-19 continue to be an evolving situation with fast changing conditions making it impossible to provide an accurate outlook on its ramifications on operational and financial results. Nevertheless, given the measures taken to face the impacts and challenges of the COVID-19 pandemic, and thanks to a solid liquidity position, management is fully confident of ODH's ability to meet all upcoming obligations. The strength of our balance sheet affords us room for flexibility and will be key in seeing us through these turbulent times. Management and the board of directors are in no doubt about the Group's ability to continue as a going concern.
Appointment of new Group CEO and changes to Executive Management
On 29 July 2020, The Board of Directors of ODH announced the appointment of Omar El Hamamsy as Chief Executive Officer (CEO) effective 1 September 2020. The appointment of the new CEO marks the end of the interim committee created in February 2020 for the transitional phase. Samih Sawiris, Jürgen Fischer and Naguib S. Sawiris will focus again on their roles as members of ODH's Board of Directors. Abdelhamid Abouyoussef will take up the new position as the Chairman of Orascom Hotels Management (OHM), the Group's hotels management company, and as a result will leave the Executive Management team. Ashraf Nessim will continue his role as the current Chief Financial Officer (CFO) and Executive Management member.
Except for the above matters, there have been no significant events subsequent to 30 June 2020.
35. Approval of condensed consolidated interim financial statements
The unaudited condensed consolidated interim financial statements were approved by management and the board of directors on 18 August 2020.
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Orascom Development Holding AG published this content on 18 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 18 August 2020 22:21:08 UTC