REPORT AND INTERIM FINANCIAL STATEMENTS
Six months ended 30 June 2025
REPORT AND INTERIM FINANCIAL STATEMENTS
Six months ended 30 June 2025
CONTENTS PAGE
Report for the six months ended 30 June 2025 1
Statement of profit or loss and other comprehensive income 2
Statement of financial position 3
Statement of changes in equity 4
Cash flow statement 5
Notes to the interim financial statements 6 - 8
REPORT FOR THE SIX MONTHS ENDED 30 JUNE 2025
On 29 September 2025 the Board of Directors of Cairo Mezz Plc approved the financial results of the Company for the first half of the year 2025.
Review of current position, and performance of the Company's businessThe Company holds mezzanine notes and junior notes.
The mezzanine notes bear interest rate at Euribor 3m+5% and the junior notes bear interest rate at Euribor 3m+8%.
On the issuance of the notes, a Priority of Payments Schedule ("Waterfall") was established, which are settled on a quarterly basis. Based on this schedule, the repayments regarding the mezzanine and junior notes are the last ones in the order of priority.
Until today, the Company has not received any interest in relation to the notes it holds. Therefore, as expected, the Company did not record any revenues in the first half of the year 2025.
Future developments of the CompanyThe Board of Directors does not expect any significant changes or developments in the operations, financial position and performance of the Company in the foreseeable future.
Related party transactionsDisclosed in note 6 of the financial statements.
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
Six months ended 30 June 2025
1/1/2025- | 1/1/2024- | ||
30/6/2025 | 30/6/2024 | ||
Note | € | € | |
Administration expenses | 2 | (179.746) | (208.398) |
Loss before tax | (179.746) | (208.398) | |
Net finance costs | 3 | (5632) | - |
Loss before tax | (185.378) | (208.398) | |
Tax | - | - | |
Net loss for the period | (185.378) | (208.398) | |
Other comprehensive income | - | - | |
Total comprehensive expense for the period | (185.378) | (208.398) | |
Loss per share attributable to equity holders of the company (cent) From continuing operations | (0,06) | (0,07) | |
Loss per share attributable to equity holders of the company (cent) | (0,06) | (0,07) | |
STATEMENT OF FINANCIAL POSITION 30 June 2025 | |||
30 June 2025 | 31 December 2024 | ||
ASSETS | Note | € | € |
Non-current assets Financial assets at fair value through profit or loss | 4 | 240.289.000 | 240.289.000 |
Current assets Trade and other receivables | 44.569 | 18.573 | |
Cash at bank | 53.925 | 118.016 | |
Total current assets | 98.494 | 136.589 | |
Total assets 240.387.494240.425.589 | |||
EQUITY AND LIABILITIES | |||
Equity Share capital | 30.909.683 | 30.909.683 | |
Share premium | 26.582.327 | 26.582.327 | |
Retained earnings | 182.521.100 | 182.706.478 | |
Total equity | 240.013.110 | 240.198.488 | |
Non-current liabilities Borrowings | 5 | 255.632 | - |
255.632 | - | ||
Current liabilities | |||
Trade and other payables | 118.751 | 227.101 | |
Total current liabilities | 118.751 | 227.101 | |
Total equity and liabilities | 240.387.494 | 240.425.589 | |
STATEMENT OF CHANGES IN EQUITY
Six months ended 30 June 2025
Share capital Share premium Retained earnings Total € € € € Six months ended 30 June 2025 Balance at 1 January 2025 30.909.683 26.582.327 182.706.478 240.198.488 Comprehensive expense- | - | (185.378) | (185.378) |
30.909.683 | 26.582.327 | 182.521.100 | 240.013.110 |
30.909.683 | 26.582.327 | 121.783.204 | 179.275.214 |
Net loss for the period
Balance at 30 June 2025 Six months ended 30 June 2024 Balance at 1 January 2024 Comprehensive expenseNet loss for the period - - (208.398) (208.398)
Balance at 30 June 2024 30.909.683 26.582.327 121.574.806 179.066.816
Companies, which do not distribute 70% of their profits after tax, as defined by the Special Contribution for the Defence of the Republic Law, within two years after the end of the relevant tax year, will be deemed to have distributed this amount as dividend on the 31 of December of the second year. The amount of the deemed dividend distribution is reduced by any actual dividend already distributed by 31 December of the second year for the year the profits relate. The Company pays special defence contribution on behalf of the shareholders over the amount of the deemed dividend distribution at a rate of 17% (applicable since 2014) when the entitled shareholders are natural persons tax residents of Cyprus and have their domicile in Cyprus. In addition, the Company pays on behalf of the shareholders General Healthcare System (GHS) contribution at a rate of 2,65%, when the entitled shareholders are natural persons tax residents of Cyprus, regardless of their domicile.
CASH FLOW STATEMENT Six months ended 30 June 2025 | |||
1/1/2025- | 1/1/2024- | ||
CASH FLOWS FROM OPERATING ACTIVITIES | Note | 30/6/2025 € | 30/6/2024 € |
Loss before tax | (185.378) | (208.398) | |
Interest expense | 3 | 5.632 | - |
(179.746) | (208.398) | ||
Changes in working capital: Increase in trade and other receivables | (25.996) | (1.958) | |
Decrease in trade and other payables | (108.349) | (72.597) | |
Cash used in operations | (314.091) | (282.953) | |
CASH FLOWS FROM INVESTING ACTIVITIES | - | - | |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from borrowings | 250.000 | - | |
Net cash generated from financing activities | 250.000 | - | |
Net decrease in cash and cash equivalents | (64.091) | (282.953) | |
Cash and cash equivalents at beginning of the period | 118.016 | 484.983 | |
Cash and cash equivalents at end of the period | 53.925 | 202.030 | |
NOTES TO THE FINANCIAL STATEMENTS
Six months ended 30 June 2025
1. General InformationThe interim financial statements relate to the period from 1 January to 30 June 2025, are not audited by the Company's auditors and were approved by the Board of Directors on 29 September 2025.
The interim financial statements comply with the International Accounting Standard 34 "Interim Financial Statements".
The same accounting policies and methods of computation are followed in the interim financial statements as compared with the most recent annual financial statements. The interim financial statements are expressed in Euro.
2. Expenses by nature | ||
1/1/2025- | 1/1/2024- | |
Directors' remuneration | 30/6/2025 € 15.708 | 30/6/2024 € 16.184 |
Auditor's remuneration | 36.295 | 42.245 |
Auditor's remuneration - prior years | 3.570 | 22.610 |
Insurance | 8.281 | 7.644 |
Accounting fees | 13.090 | 23.205 |
Advisory fees | 63.725 | 64.320 |
Administration expenses | 8.567 | 5.950 |
Stock exchange fees | 9.147 | 9.980 |
Legal fees | 4.495 | 4.760 |
Other expenses | 10.680 | 6.145 |
Other professional fees | 6.188 | 5.355 |
Total expenses | 179.746 | 208.398 |
The Company has no employees. | ||
3. Finance costs | ||
1/1/2025- | 1/1/2024- | |
30/6/2025 € | 30/6/2024 € | |
Interest expense | 5.632 | - |
Finance costs | 5.632 | - |
NOTES TO THE FINANCIAL STATEMENTS
Six months ended 30 June 2025
-
Financial assets at fair value through profit or loss
Investments designated as at fair value through profit or loss are analysed as follows:
30 June31 December 20252024 €€Mezzanine notes (Class B2) 240.289.000 240.289.000
240.289.000 240.289.000
The terms of the bonds are presented below:
Currency Interest rate Maturity date 30 June 2025 Carrying amount31 December
2024
Carrying amount
€ €Mezzanine notes (Class B2) -Cairo 1 Euro Euribor 3m + 5% 31.12.2054 548.000548.000
Mezzanine notes (Class B2) -Cairo 2 Euro Euribor 3m + 5% 31.12.2062 1.892.0001.892.000
Mezzanine notes (Class B2) -Cairo 3 Euro Euribor 3m + 5% 31.12.2035 237.849.000237.849.000
Junior notes (Class C2) -Cairo 1 Euro Euribor 3m + 8% 31.12.2054 --Junior notes (Class C2) -Cairo 2 Euro Euribor 3m + 8% 31.12.2062 --Junior notes (Class C2) -Cairo 3 Euro Euribor 3m + 8% 31.12.2035 -
240.289.000 240.289.000
The financial assets of the Company consist of bonds which were issued by the special purpose companies Cairo No.1 Finance DAC, Cairo No. 2 Finance DAC, and Cairo No.3 Finance DAC based in Ireland.
The bonds are backed by mortgage and non-mortgage receivables. The bonds are under the subordination levels of mezzanine (Class B2) and junior (Class C2).
On the issuance of the notes, a Priority of Payments Schedule ("Waterfall") was established, which they are repaid on a quarterly basis. Based on this schedule, the repayments regarding the mezzanine and junior notes are the last in the order of priority.
The bonds are traded on the Vienna Stock Exchange, but the market is not active. Fair value is therefore determined by valuation techniques by independent valuers on an annuals basis. A valuation was made to determine the fair value as at 31 December 2024. No valuation was made for the fair value as at 30 June 2025.
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Borrowings
30 June 2025
31 December
2024
Non-current borrowingsBank loans
€€255.632-
Total 255.632-NOTES TO THE FINANCIAL STATEMENTS
Six months ended 30 June 2025
The Company signed an agreement for credit with open (debit and credit) account with Eurobank S.A. to cover its operating expenses. The credit is up to the amount of Eur1.600.000. The Company assigned as a pledge every claim against the Bank deriving from the deposit / account made at the Bank in the Company's name, together with any interest to any sum to which the said claim may amount. The due amount bears an annual interest rate equal to EURIBOR (floating part) plus a spread of 4% (fixed part) plus a contribution (currently 0,6%). The interest will be calculated and capitalised on an annual basis, on 1 January of each year. The credit and the accrued interest will be payable on 1 January 2030, unless the Company has inflows from the notes. In this case, on 1 January 2026 and at the end o each subsequent interest period, the Company shall apply an amount equal to the net cash flows generated from notes held by the Company.
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Related party transactions
The following transactions were carried out with related parties:
- Directors' remuneration
The remuneration of Directors was as follows:
1/1/2025- 30/6/20251/1/2024-
30/6/2024
€€Director's remuneration 15.708 16.184
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