TIDMOTM

RNS Number : 9037A

Ottoman Fund Limited (The)

08 February 2011

THE OTTOMAN FUND LIMITED (the "Company")

Notice of Final Results for the year ended 31 August 2010

The Company is pleased to announce as follows its final results for the year ended 31 August 2010, a full copy of which is also available on the Company's website: www.theottomanfund.com.

Chairman's Statement

Dear Shareholders:

Our net asset value per share as at 31 August 2010 was 81.6 pence as compared with 83.2 pence as at 28 February 2010. Because we are internally managed our running costs are low, though the Company has had unusual expenses this year in connection with improving and marketing Alanya.

Two appraisers value our assets: Savills and TSKB. We use the Savills valuation for the disclosure in our financial statements and the TSKB valuation as a check on the Savills one. Historically both companies have tended to reach fairly similar conclusions.

 
                                                                    Average 
                Savills            TSKB             Average        28 February 
             31 August 2010    31 August 2010    31 August 2010       2010 
                  ($)               ($)               ($)              ($) 
---------  ----------------  ----------------  ----------------  ------------- 
   Riva       100,800,000       104,867,000       102,833,500     103,410,662 
---------  ----------------  ----------------  ----------------  ------------- 
  Bodrum      32,626,742        40,294,000        36,460,371       35,965,611 
---------  ----------------  ----------------  ----------------  ------------- 
 Kazikli       8,663,415        10,058,000         9,360,708       9,272,900 
---------  ----------------  ----------------  ----------------  ------------- 
  Alanya      10,852,413        10,194,515        10,523,464       12,019,709 
---------  ----------------  ----------------  ----------------  ------------- 
  TOTAL       152,942,570       165,413,515       159,178,043     160,668,882 
=========  ================  ================  ================  ============= 
 

These valuation figures must be taken with a strong caveat. Three of the Company's assets (Riva, Bodrum and Kazikli) are sui generis. Each is unique because of its size and location. So the most robust valuation methodology - completed sales of comparable assets - is only of limited applicability to these valuation figures. Nonetheless, in consultation with our advisor, we use these numbers in determining our target for sales prices. Bids substantially at variance with these figures are unlikely to be successful, at least in the current economic environment.

These financial statements reflect about eight months of the Company's new structure - internalization of management at the Board level with an external advisor, Civitas Property Partners S.A., on the ground in Turkey. Perhaps that is an insufficient period to measure progress, but we are not satisfied with our results over the last year, whether measured on a fiscal or calendar year basis. Our objective, as we have announced previously, is to sell assets and return capital to our shareholders. We have not had any major asset sales over the last year, though we have received several bids.

In connection with Riva, our most valuable asset, we obtained 1/1000 zoning and following financial year end have paid the municipality GBP2 309,684 for the final permit prerequisite to building. Although it is quite unlikely that we will be involved in the development of Riva, it is our expectation that the final zoning permission should increase Riva's value. Riva as a whole comprises 16 million square meters of developable land. About 3.9 million square meters of that land has been zoned and of the zoned portion we own 935,000 square meters. Ours is by far the largest piece of zoned land in Riva. There are many reasons why Riva should eventually be successful including that it is the largest plot of undeveloped land within commuting distance to Istanbul. But Riva is a large project that requires substantial resources.

We have received approaches from prospective buyers interested either in an outright purchase or a revenue sharing agreement. But we have yet to be offered a price or arrangement that we find acceptable.

There have also been developments in connection with Bodrum and Kazikli. Though as of the date of this letter neither has proceeded to contract.

Our biggest disappointment has been in the marketing of the Alanya units. While Alanya represents less than ten per cent of our assets, it has been the most problematic asset. When the Company was floated its first investment was in 107 units in a holiday development in Alanya (the Company bought half while the developer retained and sold the remainder). The initial targets were UK and Irish investors looking for holiday homes on the Mediterranean. The Company's initial marketing efforts were slow. Although the developer, who owned half the development, sold his entire stake, we sold only a few.

Since becoming Company Chairman I have made several trips to Alanya. I was initially quite disappointed with what I saw. The properties had not been properly maintained and there were construction issues. Our advisor has taken the lead in forcing the remediation of defects and ensuring proper upkeep. I am satisfied that it is now one of the more attractive properties in Alanya and seems to offer value commensurate with price. But following the financial dislocation of the last few years there no longer is a market for these types of assets in the UK or Ireland. The target market is now Russia. Over the last year our advisor has participated in a number of exhibitions in Russia and we have invested GBP504,618 in improving and marketing the property. Nonetheless our success has been limited. Part of the explanation is that there is a glut of product on the market. Our advisor estimates that 11,000 units in Alanya are up for sale and prospective buyers of holiday property are more limited than they were at the height of the boom.

Nonetheless we are not satisfied with relying on "market conditions" as a full explanation of our lack of success since at the right price any asset should be saleable. We have consequently decided to increase commissions and use external brokers. Following year end, we have asked our advisor to undertake a comprehensive analysis of the Alanya holiday market so we can increase sales. I hope that over the next year these steps will produce results.

Turkey has over the last several years been one of the world's fastest growing economies. Government debt is low. The banking system has been healthy since the banking crisis in 2001. The Turkish property market is healthy and there is liquidity. We are hopeful that these factors will assist us in monetizing assets and returning capital over the next year.

John D. Chapman

Chairman

 
Consolidated Statement 
of Comprehensive Income 
For the year ended 31 August 2010 
                                               Year ended   Year ended 
                                                31 August    31 August 
                                                     2010         2009 
                                                      GBP          GBP 
Revenue 
 
Bank interest                                     152,141      421,225 
                                               ----------   ---------- 
Total revenue                                     152,141      421,225 
 
Operating expenses 
 
Management/advisory fee                          (600,621)  (1,522,740) 
Other operating expenses                       (1,734,182)  (1,121,090) 
Total operating expenses                       (2,334,803)  (2,643,830) 
 
Foreign exchange (losses)/gains                  (682,998)     786,720 
 
Loss before tax                                (2,865,660)  (1,435,885) 
                                               ----------   ---------- 
 
Tax                                                     -      (24,126) 
 
Loss for the year                              (2,865,660)  (1,460,011) 
                                               ----------   ---------- 
 
Other comprehensive income: 
Foreign exchange on subsidiary translation        258,424      270,522 
 
Other comprehensive income for the year           258,424      270,522 
                                               ----------   ---------- 
 
Total comprehensive loss for the year          (2,607,236)  (1,189,489) 
                                               ----------   ---------- 
 
Loss attributable to: 
Equity shareholders of the Company             (2,865,651)  (1,460,005) 
Minority interests                                     (9)          (6) 
                                               ----------   ---------- 
                                               (2,865,660)  (1,460,011) 
                                               ----------   ---------- 
 
Total comprehensive loss attributable to: 
Equity shareholders of the Company             (2,607,248)  (1,189,505) 
Minority interests                                     12           16 
                                               ----------   ---------- 
                                               (2,607,236)  (1,189,489) 
                                               ----------   ---------- 
 
Basic and diluted earnings per share (pence)        (2.13)       (1.08) 
 

All items in the above statement derive from continuing operations.

 
Consolidated Statement of Financial Position 
 As at 31 August 2010 
                                                      2010          2009 
                                                       GBP           GBP 
Assets 
Non-current assets 
Intangible assets                                    2,687         3,226 
Plant and equipment                                  7,548        20,021 
Inventories                                     92,474,333    92,494,972 
Loans and receivables                            7,470,112     9,014,112 
                                               -----------   ----------- 
                                                99,954,680   101,532,331 
Current assets 
Other receivables                                1,055,067       986,075 
Cash and cash equivalents                        9,249,402    18,366,304 
                                               -----------   ----------- 
                                                10,304,469    19,352,379 
 
Total assets                                   110,259,149   120,884,710 
                                               -----------   ----------- 
 
Liabilities 
Current liabilities 
Other payables                                    (335,052)     (353,340) 
 
Net assets                                     109,924,097   120,531,370 
                                               -----------   ----------- 
 
Equity 
Share capital                                  127,483,015   135,483,052 
Retained earnings                              (17,775,471)  (14,909,820) 
Translation reserve                                216,508       (41,895) 
                                               -----------   ----------- 
Equity attributable to owners of the parent    109,924,052   120,531,337 
Minority interests' equity                              45            33 
                                               -----------   ----------- 
Total equity                                   109,924,097   120,531,370 
                                               -----------   ----------- 
 
Net asset value per ordinary share (pence)            81.6          89.4 
 
 
Consolidated Statement of 
Changes in Equity 
                    Share      Retained   Translation  Minority 
                  capital      earnings       Reserve  interest         Total 
                      GBP           GBP           GBP       GBP           GBP 
For the year 
ended 31 
August 2009 
As at 1 
 September 
 2008         135,483,052   (13,449,815)    (312,395)        17   121,720,859 
Loss for the 
 year                   -    (1,460,005)            -        (6)   (1,460,011) 
Foreign 
 exchange on 
 subsidiary 
 translation            -             -       270,500        22       270,522 
At 31 August 
 2009         135,483,052   (14,909,820)     (41,895)        33   120,531,370 
              -----------   -----------   -----------  --------   ----------- 
 
For the year 
ended 31 
August 2010 
As at 1 
 September 
 2009         135,483,052   (14,909,820)     (41,895)        33   120,531,370 
Return of 
 capital       (8,000,037)            -             -         -    (8,000,037) 
Loss for the 
 year                   -    (2,865,651)            -        (9)   (2,865,660) 
Foreign 
 exchange on 
 subsidiary 
 translation            -             -       258,403        21       258,424 
At 31 August 
 2010         127,483,015   (17,775,471)      216,508        45   109,924,097 
              -----------   -----------   -----------  --------   ----------- 
 
 
 
 
Consolidated Statement of Cash Flows 
                                                  Year ended   Year ended 
                                                   31 August    31 August 
                                                        2010         2009 
                                                         GBP          GBP 
Cash flow from operating activities 
Net loss before tax                               (2,865,660)  (1,435,885) 
Adjustments for: 
Interest                                            (152,141)    (421,225) 
Depreciation                                           7,274       20,850 
Amortisation                                           1,455        1,750 
Previously capitalised expenses written off          342,134            - 
                                                  (2,666,938)  (1,834,510) 
 
Net foreign exchange losses/(gains)                  941,395     (516,198) 
(Increase)/decrease in 
other receivables                                    (68,992)      29,352 
(Decrease)/increase in 
other payables                                       (18,288)      38,818 
                                                  ----------   ---------- 
Net cash outflow from operating activities 
 before interest, depreciation, amortisation and 
 tax                                              (1,812,823)  (2,282,538) 
 
Interest received                                    152,141      421,225 
Tax                                                        -      (24,126) 
                                                  ----------   ---------- 
Net cash outflow from operating activities        (1,660,682)  (1,885,439) 
Cash flow from investing activities 
Purchase of inventories                             (321,495)    (991,718) 
Purchase of plant and equipment                         (412)      (3,171) 
Sale of plant and equipment                            5,638            - 
Purchase of intangible assets                           (916)           - 
Repayment of loan to developer                       834,294      277,199 
                                                  ----------   ---------- 
Net cash inflow/(outflow) from investing 
 activities                                          517,109     (717,690) 
Cash flow from financing activities 
Return of Capital                                 (8,000,037)           - 
                                                  ----------   ---------- 
Net cash outflow from financing activities        (8,000,037)           - 
 
Net decrease in cash and cash equivalents         (9,143,610)  (2,603,129) 
Cash and cash equivalents at start of the year    18,366,304   20,900,040 
Effect of foreign exchange rates                      26,708       69,393 
                                                  ----------   ---------- 
Cash and cash equivalents at end of the year       9,249,402   18,366,304 
                                                  ----------   ---------- 
 

Notes to the financial statements

General information

The Ottoman Fund Limited has invested in Turkish land and new build residential property in major cities and coastal destinations aimed at both the domestic and tourist markets.

The Company is a limited liability company domiciled in Jersey, Channel Islands.

The Company is quoted on the AIM market of the London Stock Exchange plc.

These consolidated financial statements have been approved by the Board on 4 February 2011.

Management/Advisory fee

 
                    2010       2009 
                     GBP        GBP 
Management fee   600,621  1,522,740 
                 -------  --------- 
 

During the year DCM Capital Management (Jersey) Ltd were paid GBP314,938 (2009:GBP1,522,740) under the revised management agreement. Up until 31 December 2008 the manager had received a fee of 2% of committed capital. This agreement terminated on 22 February 2010 in line with the restructuring of the Group and the internalisation of the management of the Group.

Civitas Property Partners S.A. were appointed as Investment Advisors to the Group on 2 December 2009. The advisory fee structure is heavily incentive-based with an annual fixed component of EUR425,000 and an incentive component based on a percentage of realisation value. Civitas were paid GBP285,683 (2009:Nil) during the period.

Other operating expenses

 
                                     2010       2009 
                                      GBP        GBP 
Legal and professional fees        96,596     72,911 
Advisory and consultancy fees     162,414    216,173 
Marketing                         578,445     93,840 
Travel and subsistence             70,590     52,441 
Directors' remuneration           138,385    127,486 
Administration fees               122,099    108,414 
 Audit services                    53,764     39,260 
Depreciation                        7,247     20,850 
Amortisation                        1,455      1,750 
Other operating expenses          503,187    387,965 
                                ---------  --------- 
                                1,734,182  1,121,090 
                                ---------  --------- 
 

The Group has no employees.

Inventories

 
                                                      2010         2009 
                                                       GBP          GBP 
 Opening book cost                              92,494,972   91,503,254 
 Purchases at cost                                 321,495      991,718 
 Previously capitalised expenses written off     (342,134)            - 
                                               -----------  ----------- 
 Closing book cost                              92,474,333   92,494,972 
                                               -----------  ----------- 
 

This represents the purchase of 149,550 square metres of development land on the Bodrum peninsula, 931,739 square metres on the Riva coastline and 209,853 square metres, of which the Group has a 50% share, in the Kazikli village, in the district of Milas.

In accordance with the accounting policy, inventories are stated at the lower of cost and net realisable value. Inventories were valued at the year end by Savills on the basis of market value. On this basis, a total market value of GBP91.6 million (2009:GBP91.9 million) has been determined for inventories held by the Group at the balance sheet date. In accordance with the Group's accounting policy, unrealised gains or losses as a result of this valuation have not been recognised in the consolidated income statement.

Loans and receivables

 
                                                    2010        2009 
                                                     GBP         GBP 
Opening balance                                9,014,112   8,573,984 
New loans                                              -           - 
Repayment of loan                               (834,294)   (277,199) 
Exchange (loss)/gain on revaluation of loans    (709,706)    717,327 
                                               ---------   --------- 
Closing balance                                7,470,112   9,014,112 
                                               ---------   --------- 
 

The third party loan made to the developer, Okyap1 In aat ve Muhendislik ve Ozel E itim Hizmetleri Sanayi ve Ticaret Limited irketi ("Okyap1"), in respect of the investment in the Riverside Resort in Alanya is for GBP7,470,112 (2009:GBP9,014,112) and is secured by a mortgage over the Alanya property. No interest is accruing and repayments are based upon sales of the development.

Enquiries:

Singer Capital Markets

James Maxwell 0203 205 7500

Company Secretary

Herald Fund Services Limited 01534 610 610

This information is provided by RNS

The company news service from the London Stock Exchange

END

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