Clear Leisure Share Discussion Threads

[longshanks] 11/7/2017 07:37

Current running for price at Friday close:Longshanks 1.05pNopolipo 1.525pKnigel. 6.66pTemmujin. 14.0pAny more takers - get your orders in today.

[longshanks] 10/7/2017 09:01

Give it a break Tevita. Temujin is a well known fantasist on this board that has become part of the furniture.

[tevita] 10/7/2017 08:57

Nopolipo i am concerned about the number of LIES TEMMUJIN posts all over ADVFN
look at his list of threads
the ones only a MADMAN would start
just LOOK
some just pure evil

[tevita] 10/7/2017 08:53

this is NOT going to make up for all YOUR LOSERS TEMMUJIN
NOT A CHANCE

[temmujin] 10/7/2017 08:43

houston..we have lift off!

[tevita] 09/7/2017 13:39

you are such a fool as well as SERIAL LIAR and SERIAL FAILURE

[temmujin] 09/7/2017 13:37

ALFREDO VILLA has gone..honest management now who want shareprice to rise significantly

[tevita] 09/7/2017 13:34

there is CLUE there TEMMUJIN 2 years ago and now LOWER

[tevita] 09/7/2017 13:32

YES it can mr SERIAL LIAR

[temmujin] 09/7/2017 13:29

no share can fall this low without a decent bounce..remember people were saying 15p was cheap a couple of years ago...mediapolis will be the catalyst...news very soon

[mylands] 09/7/2017 12:37

My call on Friday pre re-listing, was for the share price to end the day at 1p, so I was 35% out! But it's a hell of a lot closer to that forecast than when I sold two-thirds of my stock at 1.82p. I nearly bought them back at 1.5p but decided against doing so as it's become too much of a roller coaster for me. Still holding 10% of my original holding bought at around 1.25p, so even that is in profit, but for how long?

[tevita] 08/7/2017 19:35

DECEIT from this man YET AGAIN
POSTING ARTICLES YEARS OLD HENCE NOT RELLAVENT TO TODAY
Dont be FOOLED by this SERIAL CON MAN

[tevita] 08/7/2017 19:26

TEMMUJIN SERIAL FAILURE
check his history of FAILURES starting with OXS

[tevita] 08/7/2017 19:26

BEWARE of the MANY LIES he posts

[temmujin] 08/7/2017 18:18

Clear Leisure PLC CLP

Major Shareholders
Name Type Amount Holding %
Eufingest - 56,500,000 19.75

Luke Johnson - 25,000,000 8.74



lets face it the 2 above arent idiots when it comes to investing and making money..

[temmujin] 08/7/2017 18:11

Clear Leisure - Special Situation with huge upside
Friday, Feb 07 2014 by Investing Sidekick 0 comments
4
Clear Leisure is a holding company which invests in a range of other companies. This isn't however your typical Investment Trust which holds a portfolio of equities, it has a few concentrated majority stakes in a number of leisure businesses. In this article I will attempt to value the individual businesses and show that the sum of parts far exceeds the current market cap.

The business
Clear Leisure’s core assets, where the Company owns a majority controlling stake, include a leading Italian hotel management company (Ora Hotels), Italy’s largest sushi restaurant chain (Sosushi), Italy’s most successful water theme park (Ondaland), and a 670,000 sq m (165 acres) tract of real estate, which has been approved for the development of a major theme park, hotel, shopping complex and commercial activities (Mediapolis).

Over the years the company has changed its investment strategy and constantly issued shares, mostly to the detriment of existing shareholders.

Year Shares Outstanding (adjusted for consolidation)
2005 772
2006 1,323
2007 1,323
2008 1,323
2009 1,351
2010 9,560
2011 27,968
2012 92,327
In 2010 CLP was known as 'Brainspark' (no wonder they changed the name!) and it had Net Asset Value per share (NAV) of 101.5p which fell to 29.6p in 2011. It was at this time that the company changed strategy from having minority stakes in companies to having fewer, but larger stakes in the leisure industry in the Meditarrenean. By 2011 it held all the investments listed above. It has since increased its stake in some companies and looked to sell its stake in Mediapolis (this was hoped to be completed by 2012 but still hasn't).

Over 2012 it made several new issues of shares to increase its stakes at prices per share ranging from 10p to 16p (current share price is 2p).

The Chairman of the company at the time was Alfredo Villa, and he held 13.2% of the company. His background is in options trading, where he was a technical analyst. Other members of the board, including the CEO are also members of the boards of the companies they invest in. In my opinion this gives them a conflict of interest, to continually inject capital into poor businesses.

Later in 2012 the share issues continued in exchange for stakes in the businesses, with the price of new issues falling to 5p a share. This wasn't consistent though, with new shares changing hands at all sorts of different prices.

Then a new face emerged, Luke Johnson bought a £1m stake in the company and became chairman. He is a prolific manager of big UK chains such as Giraffe restaurants. He made some good changes to the group, but that couldn't prevent the NAV per share in 2013 falling from 29.6p to 13.3p.

Its main holdings are not thoroughly segmented in the annual reports, but this is what I have gathered on the financial condition of each. More details of the operations of these companies can be found in this research report.

Ora Hotels (ORH)

CLP owns 73% of ORH. Its stake was recently increased as a result of the sale of a hotel development in Mozambique to Mr Presti, a director and shareholder of ORH, in return for shares representing approximately 16% of ORH. ORH has subsequently cancelled the shares received as consideration. Following the transaction, Mr Presti no longer has a shareholding in ORH and has left the board of ORH. I don't really know what to think of the transaction.

This RNS release gives some details of ORH, the 16% stake was traded for a hotel in development which had €650k spent on it. If that is used as a yardstick it would value ORH at €4m. I think that's likely to be a maximum value given an insider would not voluntarily short change themself, most likely the opposite.

In 2012 it recorded revenues of €46.7m (2011: €37.9m), EBITDA of €1.52m (2011: €0.23m) and a consolidated profit of €0.69m (2011: loss of €0.15m).

But the plot thickens, recently CLP has taken legal action against ORH because it financial irregularities and is trying to reclaim all the money it has invested in it. This RNS release states that the CLP shares ORH holds (which were used by CLP to acquire the stake) will be transferred back to CLP. That means the free float of share will be reduced by 14.4m, or 7.3%.

Hence this stake is worthless, but the outstanding shares can be reduced by this amount.

Sosushi

Italy's main Sushi chain has many similarities to the chain Yo Sushi.

Its latest results available show it earned €52k on €1.7m of revenues. This was an increase from a loss of €500k on €1.0m in revenues from 2011. Such impressive growth usually attracts high premiums, but I like to be more conservative. A multiple of 15x earnings seems appropriate to me, that values it at £1.2m.

Sipiem

CLP owns 50% of Sipiem. Financials on this company are hard to find. In the year ending 31 December 2011, Sipiem reported revenue of €2.2m and net profit of €0.1m which is the latest information I could find. But other investors did put €7m into the company in 2012. So I don't think it's worthless but neither do I want to put a significant valuation on a company that makes little profits. I will value CLPs portion at £1m which I think has an adequate margin of safety given it recently had €7m of cash on the balance sheet as well as an operating business. CLP also recently increased its holding at a price that valued the company at around €8m.

Mediapolis

CLP has been trying to sell this development project for years, they own a 69.5% stake in it. Deals have fallen through due to lack of mortgage financing, as well as deals rejected because the board wants payment in cash and not shares.

CLP has made a proposal to restructure Mediapolis debt and this has recently been well received by the courts so looks promising. This announcement values the company at €23.6m.

But they have also had two cash offers for the company (finally!) for €20m (£16.5m). I don't think it's unfair to take this as the value given the two offers, so CLP's stake is worth £11.5m.

Other companies

CLP also has holdings in other companies. Some it only has minority stakes and wishes to hold, others are up for sale but have been for years. I am not going to attach any value to these other holdings as they are small and even more difficult than the rest to value.

Conclusion
Market Cap: £4.2m
Reported Net Asset Value: £25.27m
CAGR (NAV per share): -49% p.a.
Valuation: £13.0m
Upside: 210%

The sale of the Mediapolis investment should act as a catalyst for investors realising the hidden value in these shares. The board has stated they intend to reinvest the proceeds into new acquisitions which isn't particularly pleasing to my ears, but is to be expected of an Investment Company.

But this company isn't without its risks, the biggest of which to me is that the company needs to continually issue new shares in order to stay solvent as its assets are not cash generating. Because of this requirement they have had to continually issue shares at a discount and that is why long term shareholders have seen shareholder value destroyed. If the Mediapolis sale does not go ahead it is likely another diluting share issue will take place.

Despite this, and the atrocious performance of this fund in the past, I still think it is deeply undervalued due to the Mediapolis investment in particular, two cash offers is hard to ignore.

Disclosure: I am long CLP

[temmujin] 08/7/2017 18:08

Is This Share Underpriced By 73%?
Tom Bulford
by Tom Bulford

Posted 30th April 2013

I like a penny share with a bit of ambition. Clear Leisure (CLP) is certainly not lacking in that department. It aims to become the largest leisure group in Italy, which is quite a stretch for a company currently valued at just £6.3m. Today its share price sits at 3.25p, but a recent note from broker Westhouse argues that it should be much closer to the company’s net asset value, which it calculates at 12.14p.

If the state of the Italian economy wasn’t a big enough problem already, Clear Leisure has the difficulty of trying to escape their tarnished history. Clear Leisure sure faces an uphill climb. Under the name Brainspark, it had a tough time on AIM. Shares debuted in 2000 and by 2012, shares had fallen 80%.

The chief executive of Clear Leisure, Alfredo Villa, did not try to downplay Italy’s problems when I spoke to him on the phone last week. “Disastrous221; is, I think, the word he used and you don’t need to look far to understand why. A coalition government has been stitched together with great difficulty, the economy is in recession, a financial crisis is gathering pace and a major bank has been accused of fraud.

This well-known UK entrepreneur is at the reins
But it may take more than these local difficulties to prevent Italians from having a good time, and in any case, Clear Leisure’s operations are by no means reliant on domestic fortunes. Clear Leisure’s story is especially interesting because Luke Johnson, one of the UK’s best known entrepreneurs, became chairman last October.

Johnson made his name and fortune with Pizza Express, and has since invested in a number of eateries and bakeries. His main interest in Clear Leisure is its 51% owned restaurant business, So Sushi, which recorded revenues of €3.4m in 2012 and is expected to record €4.1m this year.



Also in the portfolio is Clear Leisure’s 62%-owned Ora Hotel chain, for which it acts as the operator. This is the largest hotel chain in Italy with fifty properties in Italy, Africa, Brazil and Mexico. It is also a tour operator in a number of African countries and in its latest financial year achieved revenue of €46.7m and a small profit. With a number of new hotels scheduled for opening, Clear Leisure is looking for good growth over the next two years.

The third area of activity is in theme parks. Here Clear Leisure has 51% ownership of Sipiem, which is the majority owner of one of the biggest water parks in Italy, Ondaland, which can be found in a prime position half way between Turin and Milan. This expects to receive 400,000 visitors this summer, rising to 450,000 next year, and the construction of a new indoor attraction is designed to stretch the season beyond the warm summer months.

A share price damaged by an acquisition spree
Clear Leisure owns minor stakes in Ascend Capital, a London-based micro-cap broker and Class Finance, a Milan-based corporate advisory company as well as Bibop, a digital media content company, and software producer Geosim, both of which are up for sale. But the prime asset is a large, 450,000 m2 plot of land on the Milan-Turin-Aosta (A6) motorway, an hour from the Mont Blanc Tunnel.

Still under the company name Brainspark it rejected paper offers rumoured to value this site at €25m-€30m. Today having refinanced the business with the help of a £1m investment by Johnson, it is under no pressure to sell the whole site but may sell off parcels of land for shopping, hotel or leisure purposes.

But it is this plot that explains the large gap between Clear Leisure’s share price and its net asset value. Brainspark went on an acquisition spree paying for assets with cash and shares, with the former anticipated to come from the sale of the land.

When the financial crisis struck and it was unable to complete this sale, it was forced to issue additional shares to complete these acquisitions. The recipients of these shares promptly sold them in the market, driving down the share price to a January low of 2.88p. According to a note from Westhouse Securities management have now “broken this negative feedback loop”.

Westhouse believes “there is no longer an intermittent technical overhang which will now benefit investors” and argues that the share price should now close the gap with that 12.14p asset value. With Clear Leisure expecting group revenues of £43m, rising to £54m in 2014, this is a business with some substance. But given the group’s track record – admittedly before the time of chief executive Villa – and with the dark clouds looming over the Italian economy, investors are showing due caution here.

[temmujin] 08/7/2017 18:02

Clear Leisure: a liquidating train wreck
11 Replies
Clear Leisure PLC is an AIM listed investment company headquartered in London, but with the majority of its operations in Italy. The historical performance of Clear Leisure has been disastrous and the share price of the company has dropped from 120p in 2010 to just 2p today. This of course didn’t happen without incident. Last year the company for example discovered that one of their key assets, a 73.4% stake in ORH SpA, a hotel and travel company, was basically worthless because of undisclosed debt positions on some African hotels. Clear Leisure had acquired a majority position in ORH SpA, after what they described as a “thorough due diligence process” at the end of 2012. Right…

Luckily management seems to be coming to their senses. The company is looking for a new CEO and to sell some of the larger assets of the company. In anticipation of the sale of the Mediapolis SpA asset they already announced a conditional 2p/share dividend. This attracted my attention since the stock itself is currently trading at the same level. But before discussing this potential dividend, and the other assets that Clear Leisure owns, first a quick look at some key statistics:

Latest price (Mar 10, 2014): 1.98p
Shares outstanding: 192,209,377
Market cap: 3,8M GBP (6.3M USD/4.6M EUR)
NAV/share (30 June 2013): 13.3p

The assets

The NAV/share number isn’t very meaningful because it is outdated, but even taking into account the loss of ORH SpA it gives a hint that this company might be worth a lot more dead than alive. Given managements intention of selling assets and paying dividends that’s good news. A diagram of the company structure is provided on its website:

Clear Leisure PLC company structureAs already mentioned ORH is probably worthless, although it could provide some upside if Clear Leisure is able to recover anything in the bankruptcy proceedings. They did recover 14.4 million of their own shares, but this is already incorporated in the number of shares currently outstanding. The core assets that remain are:

A 50.16% stake in Sipiem (Ondaland)
A 100% stake in You Can Group (Sosushi)
A 69.45% stake in Mediapolis
Other assets are a 10.0% stake in Ascend Capital, a 67.12% stake in Bibop and a 8.9% stake in Geosim. Since these assets are small and no useful information is provided for a valuation I’m going to assume that these are worthless too, and only focus on the core assets.

Sipiem (Ondaland)

Sipiem is the holding company that owns 66% of Ondaland, the biggest water park in Italy. The park received a €7 million investment at the end of 2012 to add a traditional theme park that will allow it to remain open throughout the year. It is currently only open three months in the summer. Since Clear Leisure owns a 50.16% stake in Sipiem they effectively have a 33.1% stake in Ondaland. The latest reported financials look as follows:

Sipiem, which owns 66 per cent. of Ondaland, Italy’s largest water park, recorded revenues of EUR 5.1 million (2011: EUR 5.9 million), EBITDA of EUR 2.1 million (2011: EUR 1.7 million) and a consolidated profit after tax of EUR 0.9 million (2011: Loss after tax 0.2 million).

As at 31 December 2012, Sipiem had a consolidated net asset value of EUR 11.3 million.
Because Clear Leisure and (some of) the holding companies further down in the corporate structure own just partial stakes in the businesses they control you have to be careful to account for the impact of minority interests. Revenues and EBITDA are measures before taking into account minority interests while the earnings and net asset value numbers are (probably!) after minority interests.

Valuing Sipiem at €11.3 million might be a bit too optimistic, but it would be at 12.6x earnings and 5.4x EBITDA so it’s probably in the right direction. In 2012 Clear Leisure bought a 11 percent stake for €800 thousand, valuing the company at €7.3 million. Given that earnings and EBITDA (but not revenue) increased compared to 2011 this might actually be an investment that increased in value. The €7 million funding mentioned earlier was done for a 27% equity stake in Ondaland. This implies that Ondaland is worth €26 million and that Sipiem is worth €17.3 million. If Sipiem is worth between €7.3 and €17.3 million the 50.16% stake of Clear Leisure could be worth between €3.7 and €8.7 million.

You Can Group (Sosushi)

Sosushi is an Italian sushi restaurant chain that seems to be growing rapidly. On the Clear Leisure website they talk about 18 restaurants, but when we visit Sosushi’s own website we already see 30 locations. Revenue increased last year by 54% while EBITDA grew with 87%:

You Can recorded revenues for the year of EUR 1.7 million (2011: EUR 1.1 million), an EBITDA of EUR 177,156 (2011: EUR 61,626), and a consolidated profit of EUR 52,003 (2011: loss of EUR 562).
Based on this limited disclosure of growth and profitability I think this chain could be worth a decent amount, but a lot depends on future growth prospects. Clear Leisure paid €751,500 to acquire its 50.1% stake, and I’m guess that it’s still worth this much, and potentially twice this amount or more given the impressive growth last year. The other 49.9% was acquired in January this year, but I assume that the value of this part is offset by an equal amount of debt. A valuation for Sosushi between €1 and €2 million seems a decent guesstimate to me.

Clear Leisure is thinking about spinning of their restaurants division: questionable in my opinion given the small size of both the parent company and this division.

Mediapolis

Mediapolis is the most interesting asset because the company is in an advanced stage of selling it. Mediapolis owns a plot of land that is earmarked for the development of a theme park, shopping centre and hotel. It also owns some other assets. It has received not one, but two offers for the theme park project. Both offers are contingent on two conditions:

Court approval for the restructuring of the debt at Mediapolis
Final building approval from the local regional authority for the theme park
The project land is appraised at €35.6 million while it has €10.3 million of associated debt. The other assets have an appraised value of €4.2 million with €5.9 million in associated debt. In the debt restructuring the company wants to pay creditors the €10.3 million of debt related to the land and €1.7 million related to the negative equity of the other assets. After this transaction Mediapolis would only own the undeveloped land and it would be debt free.

Clear Media announced in Januari this year that they had received an initial positive reply from the court, but a month later the court decided that it needed more information due the complexity of the restructuring plan. The company appears to be confident about the outcome of this process because they already announced a conditional 2p special dividend.

Valuation

To find the value of Clear Leisure it’s a matter of adding up the various pieces and deducting a number for the amount of debt at the holding company level. How much this exactly is, is a bit of a guess because the latest interim report doesn’t have the necessary footnotes to figure it out. But we know that the company had €2.0 million in convertible bonds at the end of 2012 and €3.5 million of payables for total liabilities of €5.5 million. But since then the company has issued €3.1 million in new debt to buy back debt at a significant discount and approximately a million in liabilities were removed from the balance sheet by issuing new shares (already incorporated in the current number of outstanding shares).

I decided to simply use the amount of debt that was issued last year as the current debt level in the ‘high’ valuation scenario and add an additional million in debt in the ‘low’ valuation scenario. These assumptions give a wide range of outcomes, but when the upside ranges between 66% and 220% I don’t think you need to be overly precise:

CLP.L valuation

Conclusion

Clear Leisure has a terrible track record, the valuation is imprecise at best, and if the sale of the Mediapolis asset fails intrinsic value/share will probably continue to melt away like an ice cube on a hot summer day.

Having said that: I think that at current prices it’s a attractive bet. It’s pretty likely that they will be able to sell the Mediapolis asset and they already announced their intention to return 2p/share: giving investors a freeroll on the value of everything else. Ondaland and Sosushi appear to be decent assets that could provide a lot of upside. Don’t think it is prudent to allocate a large part of the portfolio to this idea though given the risks involved.

[tevita] 08/7/2017 17:40

DREAMER
IF
and
IF
then IF not
KEEP dreaming
BEFORE trusting Temm look at his history
FAILURE
you too can live in an old broken down van

[tevita] 08/7/2017 17:14

nobody in their right mind TRUSTS YOU