DOLPHIN COVE’S US$2.5-M LIFT

Visitors interact with dolphins at one of Dolphin Cove Limited’s Jamaican attractions. The company has added approximately US$2.53 million to its net book value following a revaluation of its Jamaican properties DOLPHIN Cove Limited has added approximately US$2.533 million to its net book value after revaluing its Jamaican properties, an adjustment disclosed while its majority shareholder has agreed to sell its controlling stake and is seeking to add four directors. Property Consultants Limited valued the group’s Jamaican land and buildings as at March 31, but its report reached Dolphin Cove’s board after the company had published its first-quarter financial statements. The appraisal increases the carrying value of property, plant and equipment by approximately US$2.576 million. After adjustments to deferred taxation, the net increase in Dolphin Cove’s book value is approximately US$2.533 million. Applied to the previously reported March figures, the adjustment would lift property, plant and equipment from approximately US$26.65 million to US$29.23 million and shareholders’ equity from US$27.39 million to approximately US$29.92 million, before any other second-quarter movements. Dolphin Cove’s Jamaican properties have been revalued, adding approximately US$2.53 million to the company’s net book value as its majority shareholder moves to sell control. The increase is equivalent to approximately nine per cent of the equity Dolphin Cove reported at the end of March. It is an accounting adjustment rather than new income or cash. Dolphin Cove said the revaluation has no effect on revenue, operating results or cash flow for the period. The revised values will be reflected in the company’s financial statements for the six months ended June 30. Dolphin Cove did not identify the individual Jamaican properties covered by the appraisal, disclose their separate values or say whether the updated figures were considered in the proposed sale of the company’s controlling stake. The transaction under way is a sale of shares in Dolphin Cove rather than a direct sale of the properties. World of Dolphins Inc agreed on July 9 to sell all 313,901,858 Dolphin Cove shares it owns to Global Attractions Limited, a Saint Lucia company incorporated in March. The shares represent 79.99 per cent of Dolphin Cove. Neither the purchase price nor the expected completion date has been disclosed. Completion is subject to conditions, including arrangements for the refinancing and discharge of Dolphin Cove’s existing credit facility with Sagicor Bank Jamaica Limited. The beneficial owners of Global Attractions, its financing arrangements and its plans for Dolphin Cove also remain unknown. The property adjustment has now been announced as World of Dolphins seeks to add four directors to the listed company’s board. The majority shareholder has nominated Colin Kerr, Darys Estrella, Alberto Bergés González and Sylvain Dominici for election, according to a notice signed by World of Dolphins representative and Dolphin Cove director Steven Strom. Dolphin Cove has not published biographies of the nominees, explained their connections to World of Dolphins or said whether any of them is associated with Global Attractions. It also has not explained why the selling shareholder is seeking to expand the board before the ownership transaction is completed. The nominations were scheduled for consideration at Dolphin Cove’s annual general meeting on Thursday, July 30, at The Courtleigh Hotel & Suites. However, the chairman was expected to seek shareholders’ consent to adjourn the meeting to allow investors at least 14 days’ notice of the proposed appointments. The outcome was unavailable at press time. If shareholders approve the adjournment, the resumed meeting would be held between August 13 and August 28. The exact date has not been announced. Based on Dolphin Cove’s latest public disclosures, electing all four nominees would expand its five-member board to nine if the present directors remain in office. World of Dolphins currently holds enough shares to determine the outcome of the elections if it votes its 79.99 per cent stake. That could change if the sale is completed or the voting rights are transferred before the adjourned meeting. Once completed, the acquisition will trigger a mandatory offer allowing minority shareholders to sell their shares to the new controlling owner. The price and other terms have not been published. Dolphin Cove said its properties in Saint Lucia and the Turks and Caicos Islands will also be revalued. It did not say when those appraisals would be completed or whether it expects them to increase or reduce the assets’ carrying values.