Company Structure

The Company was first established on 31 August 2000, as a private company under the Companies Act. On the 4 September 2001, the Company acquired the rights to develop and operate Grand Harbour Marina, located in the area of Grand Harbour, Malta known as Dockyard Creek for the 97-year balance of a 99-year sub-emphyteusis. In preparation of the initial public offering of the Company in 2007, the Company was converted into a public limited company in accordance with section 213 of the Companies Act and is currently duly registered and existing as a public company pursuant to the Companies Act.

On 1 March 2007, the ordinary share capital of the Company was admitted to the Official List of the Malta Stock Exchange following a successful initial public offering of 30% of the Company’s shares. Subsequently, an offer was made to the then shareholders by Camper & Nicholsons Marina Investments Limited (CNMI) which as a result acquired 79.2% of the issued share capital of the Company.

CNMI is a closed-ended investment company registered and incorporated in Guernsey under the Companies (Guernsey) Law, 1994 (as amended) with registered number 45700.

The authorised share capital and issued share capital of the Company is two million four hundred thousand euro (€2,400,000) divided into twenty million ordinary shares of a nominal value of €0.12 per share.

All of the issued shares of the Company form part of one class of ordinary shares in the Company, which shares are listed on the MSE. The issued share capital is subscribed as follows:

CNMI now holds 17,393,590 shares (86.97%). The General Public holds, in aggregate, 2,606,410 (13.03%)

In 2010 the Company issued €10 million bonds, with an overallotment option of €2 million, bearing an interest rate of 7%, redeemable in 2020, and subject to an early redemption option exercisable by the Company between 2017 and 2020.

In 2017 the Company early redeemed the 7% €12 million bond issued in 2010, from the proceeds of a new unsecured bond for an amount of €15 million, to which the existing bondholders and shareholders were given the option to subscribe. The bonds had a nominal value of €100 per bond and were issued at par. The bonds are subject to a fixed interest rate of 4.5% per annum payable semi-annually in arrears on 22 February and 22 August of each year. All bonds are redeemable at par (€100 for each bond) on the 23 August 2027.

The Company forms part of a group of companies, under the parent company CNMI. While the Company does not own any subsidiary, it owns a 45% equity interest in IC Cesme Marina Yatirim Turizm ve Isletmeleri Sirketi (IC Cesme), a company which owns and operates a marina in Turkey, with the remaining 55% shareholding held by a Turkish group named Ibrahim Cecen Investment Holding AS.  Both the Grand Harbour Marina and the Cesme Marina are operated and managed in association with Camper & Nicholsons Marinas Limited (CNML), a company that is involved in the management and operation of marinas worldwide. CNML is fully owned by CNMI.