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	Grand Harbour Marina plc - Prospectus dated 25 January 2010

The Company

GHM was incorporated on 31 August 2000 and became a public limited company on 12 January 2007. The Company entered into a deed of sub-emphyteusis on 4 September 2001 with Cottonera Waterfront Group plc, after which it acquired the rights to develop and operate the Grand Harbour marina for a 99-year term as well as develop the surrounding land and buildings and operate the ancillary facilities located in part of the Grand Harbour in Malta. Following the issue of permits in January 2003, the Company commenced the development of the marina and related facilities geared for the berthing of yachts with a focus on super-yachts. The marina was officially launched in autumn 2005 after completion of the super-yacht berths at St. Angelo Wharf.

GHM principally develops, operates and manages marinas and marina real estate with its main focus in the Mediterranean. The Company also provides all related services ancillary to marina related activities such as berthing, mooring and anchoring.

GHM is operated and managed by Camper & Nicholsons Marinas Ltd – an internationally known company which has a strong expertise in this sector and manages various marinas worldwide.

The marina’s revenue generating activities are derived from:

• The rental of berths for periods up to a year.

• The sale of long-term Super-yacht berth licenses typically for periods of 25 years with full settlement being made at the commencement of the agreement coupled with an additional annual charge.

• The sale of utilities including electricity and water to the berth lessees.

Use of Proceeds

The net proceeds from this bond issue are principally being used by GHM for:

1) The repayment of its current loan facility of €3.8 million with HSBC Bank Malta plc. This will release all assets of the company from any encumbrances granted to HSBC and increase GHM’s capability of obtaining further financing in the future.

2) Further waterside and landside investments within the Grand Harbour Marina itself including the reconfiguration of the marina layout to increase the number of super-yacht berths and the potential lettable berth area; real estate projects which are synergistic with the existing marina business and the expansion of the water area in Dockyard Creek. GHM may also invest in other marinas within Malta through the efforts being made by the Malta Maritime Authority to increase the number of pontoon berths.

3) Potential co-investments with CNMI in existing and new investment marinas outside of Malta focussing on the Mediterranean.

Security

Unsecured

Coupon

7%

Amount Issued

€12,000,000

ISIN Code

MT0000321217

Interest Payment

Semi-annually on 25 February and 25 August

XD Dates

11 February & 11 August

Maturity

The Bonds mature at 100% (par) on 25 February 2020 but may be redeemed early on any date between 25 February 2017 and 24 February 2020, by giving not less than 60 days notice.

Listing

Official List

No. of Bondholders

approx. 2,177

Directors

Lawrence Zammit, Nicholas Maris, Trevor Ash, John Hignett & Roger Lewis.