Preatoni GroupEURONEXT: ALPG

Consolidated financial statements as of June 30, 2025

· Issued by Preatoni Group


CONSOLIDATED FINANCIAL STATEMENTS As of June 30, 2025

Unaudited

Consolidated financial statements

Consolidated income statements and consolidated statements of comprehensive income

Consolidated Statement of financial position

Statement of changes in consolidated shareholders' equity Consolidated statements of cash flows

3

4

5

6

Consolidated financial statements

Consolidated statements of net income and comprehensive income

In euros Note June 2025

June 2024 Restated

Turnover

6.1

50 899 272

26 856 770

Consumed purchases and other external services

6.2

(33 943 669)

(19 362 417)

Personal costs and charges

6.3

(6 680 487)

(6 897 183)

Amortizations, impairment and provisions

6.4

(3 991 122)

(2 815 878)

Current revenues

708 011

487 770

Current expenses

(894 427)

(501 958)

Current operating income

6 097 578

(2 232 896)

Change in value of investment properties

754 149

-

Income from the disposals of assets

307

(32 110)

Scope effects

324 675

(6 750)

Other non-recurring revenues and expenses

(16 268)

(39 835)

Goodwill impairment

(109 037)

(129 761)

Share of net income (loss) of equity-accounted entities

(196 029)

(227 617)

Income from operating activities

6.5

6 855 375

(2 668 969)

Cost of net debt

(2 392 476)

(3 115 308)

Other financial income and expenses

160 420

1 744 662

Financial income (Loss)

6.6

(2 232 056)

(1 370 646)

Profit before tax

4 623 319

(4 039 615)

Tax expenses

5.18

(153 083)

(245 900)

Consolidated net income

4 470 236

(4 285 515)

Of which

Attributable to the Group

1 652 835

(2 388 267)

Attributable to non-controlling interests

2 817 401

(1 897 248)

Average number of non diluted shares

8 807 035

8 807 035

Non diluted net income, Group share per share

0,19

(0,27)

Average number of diluted shares

8 807 035

8 807 035

Diluted net income, Group share per share

0,19

(0,27)

June 2025 June 2024 Restated

In euros Total

of which Group

share

of which non controlling

interests Total

of which Group

share

of which non controlling interests

Consolidated net income

4 470 236

1 652 835

2 817 401

(4 285 515)

(2 388 267)

(1 897 248)

Translation gains and losses

(6 570 074)

(6 432 412)

(137 662)

(33 835 570)

(33 186 414)

(649 156)

Tax on translation gains and losses

-

0

0

0

0

0

Total reclassifiable items

(6 570 074)

(6 432 412)

(137 662)

(33 835 570)

(33 186 414)

(649 156)

Actuarial gains and losses

0

0

0

0

0

0

Tax on actuarial gains and losses

0

0

0

0

0

0

Total non- reclassifiable items

0

0

0

0

0

0

Other comprehensive Items

(6 570 074)

(6 432 412)

(137 662)

(33 835 570)

(33 186 414)

(649 156)

Total Comprehensive income (loss)

(2 099 838)

(4 779 577)

2 679 739

(38 121 085)

(35 574 681)

(2 546 404)

Consolidated Statements of financial position

In euros Note June 2025 December 2024

Non-current assets

Goodwill

5.1

101 959 327

104 595 133

Intangible assets

5.2

6 315 805

6 461 508

Tangible assets

5.3

112 184 029

119 118 722

Investments properties at fair value

5.4

42 776 923

44 510 686

Rights of use

5.20

1 322 689

1 505 309

Investments in associates

5.5

0

0

Equity instruments

5.6

740 130

1 024 119

Other non-current assets

5.7

2 938 095

2 479 376

Deferred tax assets

5.19

4 589 458

4 583 598

Total on-current assets

272 826 456

284 278 451

Current assets

Inventories

5.8

57 877 225

57 911 758

Trade receivables

5.9

8 854 092

10 491 301

Other current assets

5.10

7 188 682

4 711 190

Cash and cash equivalents

5.11

12 050 906

10 251 675

Total current assets

85 970 905

83 365 925

Assets classified as held for sale

5.4

-

-

Total assets

358 797 361

367 644 375

Capital and additional paid in capital

361 088 435

361 088 435

Retained earnings

(94 307 861)

(79 768 296)

Translation reserves

(104 523 867)

(98 091 455)

Consolidated net income

1 652 835

-14 664 829

Shareholders' equity, Group share

163 909 542

168 563 855

Non-controlling interests

31 443 357

28 846 398

Total shareholder's equity

5.12

195 352 899

197 410 253

Non-current liabilities

Provisions

5.13

1 580 081

2 072 902

Pensions obligations

5.14

650 917

590 934

Long-term borrowings

5.15

75 512 113

68 557 859

Lease liabilities

5.20

1 040 581

1 104 285

Contracts liabilities

5.18

10 533 998

8 420 135

Other liabilities

5.16

4 468 925

5 345 071

Deferred tax liabilities

5.19

16 466 253

18 696 443

Total non-current liabilities

110 252 868

104 787 629

Current liabilities

Short-term borrowings

5.15

12 035 084

26 934 157

Lease liabilities

5.20

323 710

441 774

Trade payables

5.16

16 089 312

13 072 480

Contracts liabilities

5.18

11 726 168

11 629 295

Other liabilities

5.17

13 017 320

13 368 787

Total current liabilities

53 191 594

65 446 493

Total shareholder's equity and liabilities

358 797 361

367 644 375

Statements of changes in consolidated shareholders' equity

Number of

Additional

Consolidated

Translation

Shareholders'

Non

In euros

Shares Share capital paid in capital reserves and net

income

adjustments

equity,

Group share

controlling

interests

Total

-

-

-

(2 340 529)

-

(2 340 529)

(2 340 529)

Capital increase

Transactions between shareholders & Business

Other changes

-

-

-

(13 847 192)

(426 107)

(14 273 299)

Capital increase

Transactions between shareholders & Business combinations

- (36 108 843)

36 108 843

-

-

-

(35 780 556)

-

-

5 417

-

5 417

(14 592)

(9 175)

Equity at June 2024

restated

Net income

8 807 035

361 088 435

(1 944 986)

- (33 186 414)

(33 186 414)

(649 156)

(33 835 570)

(47 738)

(33 186 414)

(33 234 152)

(2 546 404)

(6 432 412)

(4 779 577)

(12 661 968)

Other comprehensive

income

(12 212)

(1 558 418)

(1 570 630)

(40 701)

(1 611 331)

Comprehensive income

(12 288 774)

(1 897 248)

(6 432 412)

(6 432 412)

1 652 835

-

-

-

4 470 236

2 817 401

Capital increase/decrease

Transactions between shareholders & Business

Other changes

1 652 835

(385 406)

-

-

-

-

-

-

(602)

(602)

Other changes

(1 558 418)

-

(81 917 219)

(96 533 044)

182 638 172

29 419 323

212 057 495

(12 276 562)

-

(12 276 562)

42 484

(94 433 125)

(98 091 455)

168 563 855

28 846 398

197 410 253

Net income

Other comprehensive income

Comprehensive income

Dividends distributed in cash

-

-

1 652 835

(47 738)

-

Equity at June 2025

8 807 035 324 979 592

36 108 843

(92 655 026)

(104 523 867)

163 909 542

31 443 357

195 352 899

(82 780)

36 108 843

(6 570 074)

(2 099 838)

-

-

-

-

-

-

-

-

-

-

(227 132)

7

(227 125)

(146 216)

(373 341)

Equity at December 2024

8 807 035

324 979 592

-

-

-

-

-

-

125 264

-

125 264

(1 870)

-

-

-

-

-

-

(103 289)

-

(103 289)

101 419

-

(47 738)

250 189 625

31 878 900

218 310 725

(63 346 630)

(79 431 080)

8 807 035 361 088 435

Equity at December 2023

Restated

Net income

Other comprehensive income

Comprehensive income

Spread of Sunny Properties Turnover: Income statement

-

(137 662)

2 679 739

-

-

-

-

-

-

-

-

-

Consolidated statements of cash flows

In euros June 2025

June 2024 Restated

Net income

4 470 236

(4 285 515)

Share in net income (loss) of associates

196 029

227 617

Amortizations, impairment and provisions

2 634 891

2 831 823

Elimination of capital gains and losses on assets disposals

244 407

60 392

Change in value of investment properties

(741 151)

-

Other items with no cash effect

-

(8 609)

Income tax expense

153 083

245 900

Interest expense on borrowings and lease liabilities

2 410 534

3 131 290

Cash flows from operations before financial income/(expense) and income tax

9 368 029

2 202 898

Income tax (received) paid

(1 326 347)

(418 422)

Change in working capital requirements

5 661 225

(1 394 684)

Cash flows from operating activities

13 702 907

389 792

Investments in tangible and intangible assets

(590 813)

(3 275 230)

Acquisitions of investment properties

(141 049)

-

Takeover of subsidiaries net of cash and cash equivalents acquired

-

-

Acquisitions of interests in associates and joint-ventures

-

-

Loss of controlling interests in subsidiaries net of cash and cash equivalents sold

-

-

Disposals of assets

-

-

Change in loans and other financial receivables

(576 102)

(172 712)

Cash flows from investing activities

(1 307 964)

(3 447 942)

New loans and borrowings

12 427 637

11 120 139

New lease liabilities

-

-

Repayment of loans and borrowings

(20 158 117)

(10 766 012)

Repayment of lease liabilities

(232 558)

-

Interets paid on loans, borrowings and lease liabilities

(2 400 962)

(2 615 262)

Other financing flows

-

-

Cash flows from financing activities

(10 364 000)

(2 261 135)

Total cash flows for the period

2 030 943

(5 319 285)

Opening cash and cash equivalents

10 251 675

22 039 520

Closing cash and cash equivalents

12 049 202

15 908 722

Impact of changes in exchange rates and other

(233 416)

(811 513)

Notes on the consolidated financial statements

  1. Accounting principles and methods 9

    1. Preatoni Group presentation 9

    2. Accounting basis 9

    3. Application of IAS 8 for error correction 10

    4. Basis of measurement and preparation of the consolidated financial statements 10

    5. Use of estimates and judgment 11

    6. Accounting policies 11

  2. Highlights of the period 13

  3. Scope of consolidation 14

  4. Segments information 16

  5. Notes to the consolidated statements of financial position 20

    1. Goodwills 20

    2. Intangible fixed assets 21

    3. Tangibles assets 22

    4. Investment property at fair value 23

    5. Investments in associates 24

    6. Financial assets 24

    7. Inventories 26

    8. Trade receivables 27

    9. Other current assets 28

    10. Cash and cash equivalents 29

    11. Shareholders' equity 29

    12. Provisions 29

    13. Current and non-current financial liabilities 30

    14. Other non-current liabilities 32

    15. Operating liabilities 32

    16. Contract assets and liabilities 32

    17. Lease agreements 33

  6. Notes to the statements of net income 35

    1. Revenues 35

    2. Operating expenses 36

    3. Impairment losses, amortization and provisions 36

    4. Income from operating activities 36

    5. Net financial income/loss 37

  7. Income tax 38

    1. Income taxes 38

    2. Deferred taxes 39

  1. Employee compensation and benefits

    1. Pension and similar commitments

    2. Personnel costs and workforce

40

40

41

  1. Financial risk management

    1. Market risk

    2. Counterparty risk

    3. Liquidity risk

42

42

42

44

10 Guarantees given

45

  1. Additional information

    1. Share ownership

    2. Compensation of Supervisory Board and Executive Board members

    3. Transactions with related parties

    4. Atypical and/or unusual operations

    5. Subsequent events

46

46

46

46

47

47

  1. Accounting principles and methods
    1. Preatoni Group presentation

      PREATONI Group has been registered in the Paris Trade Register since July 13, 2022, as a public limited company and is domiciled at 7, avenue Victor Hugo, 75116 Paris. The company is a financial holding that has been in operation since July 1, 2022,

      It is the parent company of the PREATONI Group, which is mainly located:

      • In Egypt and Italy, operating its own hotels and resorts, and

      • In the Baltic States and Dubai, developing real estate.

      PREATONI Group shares were admitted to trading on the Euronext Access+ Paris market on February 12, 2025.

      PREATONI Group's consolidated financial statements as of June 30, 2025, were approved by the Board on September 25, 2025.

    2. Accounting basis
      • Accounting standards

        The consolidated financial statements as of June 30,2025 have been prepared in accordance with the International Financial Reporting Standards (IFRS) published by the International Accounting Standards Board (IASB), as adopted by the European Union and applicable on that date.

      • Changes in accounting standards

      Texts applicable as of January 1, 2025

      The accounting principles applied by the Group are identical to those used in the consolidated financial statements as of December 31, 2024, with the exception of new standards and amendments that are mandatory as of January 1, 2025, and which had not been applied in advance by the Group.

      The amendment below, which is mandatory as of January 1, 2025, had no impact on the Group's consolidated financial statements as of June 30, 2025:

      • Amendment to "IAS 21 - The Effects of Changes in Foreign Exchange Rates - Non-convertible Currencies."

        Texts applicable from January 1, 2026

        The following standards, amendments, or interpretations applicable as of January 1, 2026, have not been early adopted by the Group:

      • Amendments to IFRS 9 and IFRS 7 - Classification and measurement of financial instruments

        Texts applicable from January 1, 2027

        The following two standards will be mandatory from January 1, 2027, subject to their adoption by the European Union:

      • IFRS 19 - Subsidiaries not subject to public disclosure requirements: Disclosures

      • IFRS 18 - Presentation and disclosures in financial statements

      IFRS 18 is intended to replace IAS 1 on the presentation of financial statements and to amend, primarily, IAS 7 -Statement of Cash Flows and IAS 8 - Accounting Policies, Changes in Accounting Estimates, and Errors. If adopted, this standard will have to be applied retrospectively.

      Annual improvements to IFRS are limited to changes that clarify certain wording in the accounting standards or remedy omissions or inconsistencies between the provisions of the standards.

    3. Application of IAS 8 for error correction

      In accordance with the provisions of IAS 8, the following error corrections were recorded on the financial statements as of June 30, 2024:

      • Spreading of revenues from the sale of Time-share in Egypt

      In Egypt, time-shares are sold by Sunny Properties in the form of a right to usufruct for a period of one or more weeks essentially over a period of 5 or 30 years. The customer has the right to use the property as soon as a deposit of 30% of the contract value has been paid. The balance, i.e. 70%, is paid over a maximum of 18 months. The average sale price for 5-year contracts is around €5,000, and for 30-year contracts around €11,000.

      The customer must notify the resort operator annually, with six months' notice, of their intention to use their period. They then undertake to pay the resort operator a sum corresponding to the hotel services that will be provided to them under the contract.

      According to IFRS 15, revenue from ordinary activities is recognized when the goods or services promised to customers are provided. In the case of Sunny Properties, the time-share contract is treated as a contract for the provision of hotel services, with the obligations being fulfilled over the total term of the contract.

      Sunny Properties recognized the full amount of revenue when the contract was signed and the 30% deposit was paid. In accordance with IFRS 15, its revenue has been adjusted to recognize 1/5 of 5-year contracts and 1/30 of 30-year contracts in the annual or interim results.

      This adjustment was applied retrospectively:

      • In equity as of December 31, 2023, for an amount of -7,423,365 euros; this impact is presented in the consolidated financial statements published by the group as of December 31, 2024.

      • In the consolidated statement of financial position as of June 30, 2024, for an amount of -2,340,529 euros. The impact of the correction on the income statement as of June 30, 2024, is as follows:

      In euros

      June 2024

      published

      Spread of Sunny

      Properties Turnover

      June 2024

      restated

      Turnover

      29 128 299

      (2 271 529)

      26 856 770

      Consumed purchases and other external services

      (19 362 417)

      -

      (19 362 417)

      Personal costs and charges

      (6 897 183)

      -

      (6 897 183)

      Amortizations, impairment and provisions

      (2 746 878)

      (69 000)

      (2 815 878)

      Current revenues

      487 770

      -

      487 770

      Current expenses

      (501 958)

      -

      (501 958)

      Current operating income

      107 633

      (2 340 529)

      (2 232 896)

      Change in value of investment properties

      -

      -

      -

      Income from the disposals of assets

      (32 110)

      -

      (32 110)

      Scope effects

      (6 750)

      -

      (6 750)

      Other non-recurring revenues and expenses

      (39 835)

      -

      (39 835)

      Goodw ill impairment

      (129 761)

      -

      (129 761)

      Share of net income (loss) of equity-accounted entities

      (227 617)

      -

      (227 617)

      Income from operating activities

      (328 440)

      (2 340 529)

      (2 668 969)

      Cost of net debt

      (3 115 308)

      -

      (3 115 308)

      Other f inancial income and expenses

      1 744 662

      -

      1 744 662

      Financial income (Loss)

      (1 370 646)

      -

      (1 370 646)

      Profit before tax

      (1 699 086)

      (2 340 529)

      (4 039 615)

      Tax expenses

      (245 900)

      -

      (245 900)

      Consolidated net income

      (1 944 986)

      (2 340 529)

      (4 285 515)

      Of w hich

      Attributable to the Group

      (47 738)

      (2 340 529)

      (2 388 267)

      Attributable to non-controlling interests

      (1 897 248)

      -

      (1 897 248)

    4. Basis of measurement and preparation of the consolidated financial statements

      The consolidated financial statements have been prepared under the historical cost convention, except for investment property, which is measured at fair value.

    5. Use of estimates and judgment

      In accordance with the IFRS conceptual framework, the preparation of financial statements requires the use of estimates and assumptions that affect the amounts reported in the financial statements.

      Estimates are based on historical experience and other factors. Estimates are revised periodically, and the effects of any changes are reflected in the consolidated financial statements for the year in which the change occurs. Final outcomes could differ from those estimates.

      The main items concerned are as follows:

      • Pension commitments

        The valuation of pension commitments is based on actuarial calculations. The Group considers that the assumptions used are appropriate and justified, and that any change in assumptions would not have a material impact.

      • Measurement of the fair value of assets and liabilities

        The main assumptions and estimates used to determine the fair value of assets and liabilities include the expected market outlook required to measure future cash flows, and the discount rates to be applied. The values used reflect management's best estimates.

      • Deferred tax assets

        Deferred tax assets are recognized on tax loss carry-forwards when it is probable that future taxable profit will be available to the Group against which the tax loss carry-forwards can be utilized. The likelihood of future taxable profits is estimated taking into account the existence of temporary taxable differences from the same tax entity and is passed on to the same deadlines towards the tax authority as well as the estimates of future taxable profits.

      • Inventory valuation

      Inventories are periodically assessed and written down if their net realizable value is lower than their book value. Net realizable values are determined on the basis of assumptions made by management based on experience and historical observations.

      In addition to relying on estimates, the Group's management may use judgments to determine the appropriate accounting treatment for certain activities and transactions, particularly when the IFRS standards and interpretations in force do not precisely address the accounting issues concerned.

    6. Accounting policies
      1. Foreign currency translation methods (IAS 21)

        • Presentation currency of the consolidated financial statements

          The consolidated financial statements are presented in euros (€), which is PREATONI Group's functional and presentation currency.

        • Functional currency

          Functional currency is the currency of the primary economic environment in which an entity operates. In most cases, the functional currency is the local currency. However, for some entities, a functional currency other than the local currency may be used, provided it better reflects the currency of the entity's main transactions and economic environment.

        • Translation of foreign currency transactions

          Transactions in foreign currencies are recorded in the functional currency at the exchange rate on the transaction date. At each reporting date :

          • Monetary assets and liabilities denominated in foreign currencies are translated at year-end exchange rates. The resulting exchange gains and losses are recognized in the income statement for the period;

          • Non-monetary assets and liabilities denominated in foreign currencies are recognized at the historical exchange rate prevailing at the transaction date.

        • Conversion of the financial statements of consolidated companies whose functional currency is not the euro

          The statement of financial position is translated into euros at the year-end exchange rate. Income and cash flow statements are translated at average exchange rates. Differences arising from the translation of the financial statements of these consolidated companies are recorded under "Translation adjustments" within "Other comprehensive income".

          The exchange rates of non-euro zone currencies used to prepare the consolidated financial statements are as follows:

          2025
          2024

          Currency

          Average rate Closing rate Average rate Closing rate

          CHF

          Sw iss franc

          1,062362

          1,069991

          1,049388

          1,062877

          EGP

          Egyptian pound

          0,018126

          0,017108

          0,020381

          0,018931

          AED

          United Arab Emirates Dirham

          0,248944

          0,231046

          0,251566

          0,262087

  2. Highlights of the period
    • Listing of PREATONI Group on Euronext Access+ Paris

      On February 10, 2025, PREATONI Group announced the listing of its securities on the Euronext Access+ Paris compartment by way of technical admission. The shares were first listed on February 12, 2025.

    • Withdrawal of Domina Vacanze Holding AS from the commercial register

      On February 19, 2025, Domina Vacanze Holding AS was removed from the Commercial Register (Tartu County Court Registration) for failure to file its certified 2023 annual accounts. Given this situation, the company is no longer able to perform legal or management acts. Domina Vacanze Holding AS may be reinstated in the Commercial Register on condition that it files its certified 2023 and 2024 accounts.

      The process of certifying and filing the 2023 and 2024 financial statements with the Commercial Register is currently underway.

    • Egyptian pound exchange rate

    In the first half of 2025, the average exchange rate between the euro and the Egyptian pound was 1 euro to 58.27 EGP, compared with 1 euro to 49.043 025 in fiscal year 2024.

    The exchange rate between the euro and the Egyptian pound stood at €33 before the devaluation in March 2024.

  3. Scope of consolidation

    ACCOUNTING PRINCIPLES

    The consolidated financial statements include all controlled entities and investments in associates and joint ventures.

    Controlled entities

    The financial statements of entities over which the Group exercises exclusive control, directly or indirectly, are consolidated using the full consolidation method. Control is assessed by reference to the Group's exposure to the entity's returns and its ability to influence those returns, by virtue of the power exercised over the entity.

    The Preatoni Group controls an entity if it meets the following three cumulative conditions:

    1. It has power over this entity, i.e. it holds substantive rights that give it the practical ability to direct its key activities.

    2. It is exposed to or entitled to variable cash flows associated with its interest in the entity;

    3. He has the ability to exercise his power over the entity, to optimize the cash flows from which he benefits.

    Control is presumed to exist when PREATONI Group directly or indirectly holds more than half of the company's voting rights.

    A subsidiary is consolidated in the Group's financial statements from the date on which the Group takes control, and ceases to be consolidated on the date on which the Group loses control of the entity.

    All intra-group balances, income and expenses, as well as unrealized gains or losses arising from internal transactions between controlled entities, are eliminated in full.

    Investments in associates and joint ventures

    The equity method is used to consolidate associates and joint ventures.

    An associate is an entity over which the Group exercises significant influence, i.e. the power to participate in decisions relating to the entity's financial and operating policies, without controlling or jointly controlling these policies.

    A joint venture is a partnership in which the parties exercising joint control have rights over its net assets. Joint control refers to the contractually agreed sharing of control over an entity, which exists only where decisions concerning the relevant activities require the unanimous consent of the parties sharing control.

    The results, assets and liabilities of investments in associates and joint ventures are included in the Group's consolidated financial statements using the equity method.

    When a Group entity enters into a transaction with a Group joint venture or associate, the profits and losses arising from the transaction with the joint venture or associate are recognized in the Group's consolidated financial statements only to the extent of the interests held by third parties in the joint venture or associate.

    The Group's consolidation includes 43 companies as of December 31, 2024.

    AS Pro Kapital Grupp has been listed on Nasdaq Tallinn (Baltic Main List segment) since November 23, 2012. It is fully consolidated with a 49.62% controlling interest.

    PREATONI Group - with its subsidiary Svalbork - is the majority shareholder and has substantive rights that give it the effective ability to manage key activities that significantly affect AS Pro Kapital Grupp's profitability.

    The changes in the scope of consolidation during the first half of 2025 are as follows:

    • BM Kliversala Sia and Pro Kapital Latvia Engineering SIA, both Latvian subsidiaries of AS Pro Kapital Grupp, were included in the scope of consolidation; SIA Pro Kapital Engineering will be responsible for managing construction projects in Latvia and BM Kliversala SIA will be responsible for developing Blue Marine project in Riga.

    • Reduction of the 21% interest in Preatoni Real Estate DMCC following an increase fully subscribed by the external shareholder; the entity remains under equity accounting with a 29% interest.

    The entities included in the scope of consolidation are listed below:

    June 2025 December 2024

    Entity

    Country

    %

    interest

    % control

    Consolidation method

    (a)

    %

    interest

    % control

    Consolidation method

    (a)

    Preatori Group

    France

    100,00%

    100,00%

    Holding

    100,00%

    100,00%

    Holding

    Prea Swiss Holding SA

    Switzerland

    100,00%

    100,00%

    FC

    100,00%

    100,00%

    FC

    Preatoni Real Estate DMCC

    Dubai

    29,00%

    29,00%

    EM

    50,00%

    50,00%

    EM

    Suny Properties UAE

    United Arab Emirates

    100,00%

    100,00%

    FC

    100,00%

    100,00%

    FC

    Domina International SA

    Switzerland

    100,00%

    100,00%

    FC

    100,00%

    100,00%

    FC

    Domina Vacanze Holding

    Estonia

    67,99%

    67,99%

    FC

    67,99%

    67,99%

    FC

    Svalbork

    Estonia

    100,00%

    100,00%

    FC

    100,00%

    100,00%

    FC

    Sinai Co. For touristic development

    Egypt

    96,72%

    96,72%

    FC

    96,72%

    96,72%

    FC

    Mayra misr

    Egypt

    100,00%

    100,00%

    FC

    100,00%

    100,00%

    FC

    Domina Health and Beauty

    Egypt

    90,00%

    90,00%

    FC

    90,00%

    90,00%

    FC

    Sheikh Coast Diving

    Egypt

    96,80%

    96,80%

    FC

    96,80%

    96,80%

    FC

    Nile Company for Hotels & Resorts Management

    Egypt

    96,00%

    96,00%

    FC

    96,00%

    96,00%

    FC

    Domina International Management srl

    Italy

    100,00%

    100,00%

    FC

    100,00%

    100,00%

    FC

    Unopuntotre Srl

    Italy

    51,00%

    51,00%

    FC

    51,00%

    51,00%

    FC

    Domina VIP TRAVEL Srl

    Italy

    100,00%

    100,00%

    FC

    100,00%

    100,00%

    FC

    Domina SRL

    Italy

    100,00%

    100,00%

    FC

    100,00%

    100,00%

    FC

    PK Sicily Spa

    Italy

    67,99%

    100,00%

    FC

    67,99%

    100,00%

    FC

    Immobiliare Novate

    Italy

    67,06%

    98,64%

    FC

    67,02%

    98,57%

    FC

    A.F.I American Financial Investment Limited

    Liechtenstein

    100,00%

    100,00%

    FC

    100,00%

    100,00%

    FC

    Zenith Holding AG

    Liechtenstein

    100,00%

    100,00%

    FC

    100,00%

    100,00%

    FC

    AS Pro Kapital Grupp

    Estonia

    49,62%

    49,62%

    FC

    49,62%

    49,62%

    FC

    Pro Kapital Eesti AS

    Estonia

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    Pro kapital Vilnius Real Estate UAB

    Lithuania

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    Pro Kapital Latvia JSC

    Latvia

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    Pro Kapital Germany Holdings OÜ

    Estonia

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    Pro Kapital Germany GMBH

    Germany

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    OÜ PKE Treasury (ex OU Ilmarise Kvartal)

    Estonia

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    AS Tondi Kvartal

    Estonia

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    Pro Halduse OÜ

    Estonia

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    OÛ Kalaranna Kvartal

    Estonia

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    OÜ Marsi Elu

    Estonia

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    OÜ Kindrali Majad (OÜ Dunde Arendus)

    Estonia

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    Oû Pro Kapital Engineering

    Estonia

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    Preatoni Nuda proprieta Srl

    Italy

    33,49%

    67,50%

    FC

    67,50%

    67,50%

    FC

    Preatoni Intermediazioni Immobiliari Srl

    Italy

    33,49%

    100,00%

    FC

    67,50%

    100,00%

    FC

    PK Invest UAB

    Lithuania

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    In Vitam UAB

    Lithuania

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    Kliversala SIA

    Latvia

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    Talina Nekustamie Ipasumi SIA

    Latvia

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    Nekustamo Ipasumu sabiedriba Zvaigznes Centrs

    SIA

    Latvia

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    Pro Kapital Latvia Engineering SIA

    Latvia

    49,62%

    100,00%

    FC

    -

    -

    -

    BM Kliversala Sia

    Latvia

    49,62%

    100,00%

    FC

    -

    -

    -

    PK Hotel Management Services GMBH

    Germany

    49,62%

    100,00%

    FC

    49,62%

    100,00%

    FC

    (a) FC : full consolidation

    EQ: Equity method

  4. Segments information

    ACCOUNTING POLICIES (IFRS 8)

    IFRS 8 requires disclosure of information on operating segments.

    For management purposes, the Group is organized into operating segments. These segments are as follows: Real estate development, Hotels & Tourism including time-share and Holdings.

    The Group also presents analyses by geographical area: Italy, Baltic States, Egypt, Dubai, Others

    Each entity is allocated to its country of origin and to an operating segment; the information is presented according to this allocation, with the following two exceptions:

    • Financial liabilities are reallocated to the operating segment and country benefiting from the financing;

    • Sunny Properties, the entity responsible for the Sharm El Sheik Time-share activity, is attached to Egypt.

    The following information is presented by operating segment and geographical area: income statement, EBITDA, fixed assets, cash and financial liabilities.

  • Statement of net income and EBITDA

    Operating segments

    June 2025 (in euros)

    Real Estate

    Hospitality & Tourism

    Holding

    Total

    Turnover

    28 226 861

    22 672 411

    -

    50 899 272

    Consumed purchases and other external services

    (17 665 656)

    (15 989 092)

    (288 921)

    (33 943 669)

    Personal costs and charges

    (2 758 711)

    (3 920 333)

    (1 443)

    (6 680 487)

    Amortizations, impairment and provisions

    (311 865)

    (3 541 950)

    (137 307)

    (3 991 122)

    Current revenues

    26 966

    618 994

    62 051

    708 011

    Current expenses

    (108 564)

    (783 863)

    (2 000)

    (894 427)

    Current operating income

    7 409 031

    (943 833)

    (367 620)

    6 097 578

    Fair value investment properties

    754 149

    -

    -

    754 149

    Goodwill impairment

    -

    (109 037)

    0

    (109 037)

    Result from entities in equity method

    (196 029)

    -

    -

    (196 029)

    Other

    -

    307

    308 407

    308 714

    Result from operational activities

    7 967 151

    (1 052 563)

    (59 213)

    6 855 375

    Financial result

    (1 554 472)

    (492 497)

    (185 087)

    (2 232 056)

    Result before tax

    6 412 679

    (1 545 060)

    (244 300)

    4 623 319

    Income tax expense

    (924)

    276 457

    (428 616)

    (153 083)

    Net result

    6 411 755

    (1 268 603)

    (672 916)

    4 470 236

    EBITDA

    8 279 016

    2 598 424

    78 094

    10 955 534

    June 2024 restated (in euros) Real Estate Hospitality & Tourism Holding Total

    Turnover

    6 896 217

    19 960 553

    -

    26 856 770

    Consumed purchases and other external services

    (4 957 263)

    (14 408 811)

    3 657

    (19 362 417)

    Personal costs and charges

    (2 438 447)

    (4 457 930)

    (806)

    (6 897 183)

    Amortizations, impairment and provisions

    (302 337)

    (2 397 481)

    (116 060)

    (2 815 878)

    Current revenues

    72 540

    415 230

    -

    487 770

    Current expenses

    (13 153)

    (471 014)

    (17 791)

    (501 958)

    Current operating income

    (742 443)

    (1 359 453)

    (131 000)

    (2 232 896)

    Fair value investment properties

    -

    -

    -

    -

    Goodwill impairment

    -

    (129 761)

    0

    (129 761)

    Result from entities in equity method

    (227 617)

    -

    -

    (227 617)

    Other

    (30 190)

    (27 765)

    (20 740)

    (78 695)

    Result from operational activities

    (1 000 250)

    (1 516 979)

    (151 740)

    (2 668 969)

    Financial result

    (2 238 875)

    1 311 264

    (443 035)

    (1 370 646)

    Result before tax

    (3 239 125)

    (205 715)

    (594 775)

    (4 039 615)

    Income tax expense

    (2 414)

    (188 602)

    (54 884)

    (245 900)

    Net result

    (3 241 539)

    (394 317)

    (649 659)

    (4 285 515)

    EBITDA

    (697 913)

    1 010 263

    (35 680)

    276 670

    Geographical areas

    Italy Baltic countries Egypt Other

    June 2025 (in euros)

    Total

    Turnover

    9 386 472

    28 226 861

    13 237 726

    48 213

    50 899 272

    Consumed purchases and other external services

    (7 699 148)

    (17 699 976)

    (8 740 250)

    195 705

    (33 943 669)

    Personal costs and charges

    (1 529 836)

    (2 758 711)

    (2 145 554)

    (246 386)

    (6 680 487)

    Amortizations, impairment and provisions

    (1 633 468)

    (311 865)

    (1 908 482)

    (137 307)

    (3 991 122)

    Current revenues

    79 936

    26 966

    539 055

    62 054

    708 011

    Current expenses

    (41 284)

    (108 564)

    (742 579)

    (2 000)

    (894 427)

    Current operating income

    (1 437 328)

    7 374 711

    239 916

    (79 721)

    6 097 578

    Fair value investment properties

    -

    754 149

    -

    -

    754 149

    Goodwill impairment

    (17 036)

    0

    (92 001)

    0

    (109 037)

    Result from entities in equity method

    -

    -

    -

    (196 029)

    (196 029)

    Other

    307

    (16 268)

    -

    324 675

    308 714

    Result from operational activities

    (1 454 057)

    8 112 592

    147 915

    48 925

    6 855 375

    Financial result

    (758 423)

    (1 639 252)

    303 619

    (138 000)

    (2 232 056)

    Result before tax

    (2 212 480)

    6 473 340

    451 534

    (89 075)

    4 623 319

    Income tax expense

    (30 151)

    (924)

    334 600

    (456 608)

    (153 083)

    Net result

    (2 242 631)

    6 472 416

    786 134

    (545 683)

    4 470 236

    EBITDA

    196 447

    8 424 457

    2 148 398

    186 232

    10 955 534

    June 2024 restated (in euros)

    Italy B

    altic countries

    Egypt

    Other

    Total

    Turnover

    7 675 030

    6 896 217

    12 285 523

    -

    26 856 770

    Consumed purchases and other external services

    (6 424 246)

    (4 994 774)

    (8 427 943)

    484 546

    (19 362 417)

    Personal costs and charges

    (1 562 318)

    (2 438 447)

    (2 594 784)

    (301 634)

    (6 897 183)

    Amortizations, impairment and provisions

    (1 447 255)

    (302 337)

    (950 226)

    (116 060)

    (2 815 878)

    Current revenues

    414 185

    72 540

    -

    1 045

    487 770

    Current expenses

    (44 480)

    (13 153)

    (427 669)

    (16 656)

    (501 958)

    Current operating income

    (1 389 084)

    (779 954)

    (115 099)

    51 241

    (2 232 896)

    Fair value investment properties

    -

    -

    -

    -

    -

    Goodwill impairment

    (17 036)

    0

    (112 725)

    0

    (129 761)

    Result from entities in equity method

    -

    -

    -

    (227 617)

    (227 617)

    Other

    (28 045)

    (36 940)

    (13 992)

    282

    (78 695)

    Result from operational activities

    (1 434 165)

    (816 894)

    (241 816)

    (176 094)

    (2 668 969)

    Financial result

    (850 925)

    (2 306 448)

    2 286 247

    (499 520)

    (1 370 646)

    Result before tax

    (2 285 090)

    (3 123 342)

    2 044 431

    (675 614)

    (4 039 615)

    Income tax expense

    167 090

    (2 414)

    (186 383)

    (224 193)

    (245 900)

    Net result

    (2 118 000)

    (3 125 756)

    1 858 048

    (899 807)

    (4 285 515)

    EBITDA

    30 126

    (514 557)

    821 135

    (60 034)

    276 670

  • Non-current assets

    Operating segments

    Real Estate Hospitality & Tourism Holding

    June 2025 (in euros) Total

    Goodwill

    69 134 591

    32 824 736

    -

    101 959 327

    Intangible assets

    93 064

    5 897 910

    324 831

    6 315 805

    Tangible assets

    7 462 262

    104 689 394

    32 373

    112 184 029

    Investments properties at fair value

    42 505 198

    271 725

    -

    42 776 923

    Rights of use

    384 401

    574 183

    364 105

    1 322 689

    December 2024 (in euros) Real Estate Hospitality & Tourism Holding Total

    Goodwill

    69 134 591

    35 460 543

    -

    104 595 133

    Intangible assets

    98 277

    5 933 070

    430 161

    6 461 508

    Tangible assets

    7 594 744

    111 490 188

    33 790

    119 118 722

    Investments properties at fair value

    44 210 000

    300 686

    -

    44 510 686

    Rights of use

    513 397

    599 787

    392 125

    1 505 309

    Geographical areas

    June 2025 (in euros)

    Italy Baltic countries Egypt Other

    Total

    Goodwill

    9 156

    164

    69 071

    888

    23

    668

    573

    62

    702

    101 959 327

    Intangible assets

    79

    677

    93

    064

    2

    064

    614

    4 078

    450

    6 315 805

    Tangible assets

    57 330

    478

    7 462

    262

    47

    358

    916

    32

    373

    112 184 029

    Investments properties at fair value

    -

    42 505

    198

    271

    725

    -

    42 776 923

    Rights of use

    574

    183

    384

    401

    -

    364

    105

    1 322 689

    December 2024 (in euros) Italy Baltic countries Egypt Other Total

    Goodwill

    9

    173

    200

    69 071

    888

    26

    287

    342

    62

    702

    104 595 133

    Intangible assets

    126

    221

    98

    277

    2

    078

    397

    4 158

    613

    6 461 508

    Tangible assets

    58

    566

    021

    7 594

    744

    52

    924

    167

    33

    790

    119 118 722

    Investments properties at fair value

    -

    44 210

    000

    300

    686

    -

    44 510 686

    Rights of use

    599

    787

    513

    397

    -

    392

    125

    1 505 309

  • Cash and cash equivalents

    Operating segments

    June 2025 (in euros)

    Real Estate

    Hospitality & Tourism

    Holding

    Total

    Banking and postal deposit accounts

    3 553 426

    8 004 683

    183 609

    11 741 718

    Cash on hand

    18 260

    290 414

    514

    309 188

    Total

    3 571 686

    8 295 097

    184 123

    12 050 906

    December 2024 (in euros)

    Real Estate

    Hospitality & Tourism

    Holding

    Total

    Banking and postal deposit accounts

    4 329 782

    5 330 415

    286 470

    9 946 667

    Cash on hand

    13 990

    290 729

    289

    305 008

    Total

    4 343 772

    5 621 144

    286 759

    10 251 675

    Geographical areas

    June 2025 (in euros)

    Italy

    Baltic countries

    Egypt

    Other

    Total

    Banking and postal deposit accounts

    5 604 445

    3 557 578

    2 055 869

    523 826

    11 741 718

    Cash on hand

    27 628

    18 260

    263 230

    70

    309 188

    Total

    5 632 073

    3 575 838

    2 319 099

    523 896

    12 050 906

    December 2024 (in euros) Italy Baltic countries Egypt Other Total

    Banking and postal deposit accounts

    3 259 824

    4 329 841

    1 872 324

    484 678

    9 946 667

    Cash on hand

    11 447

    13 990

    279 502

    69

    305 008

    Total

    3 271 271

    4 343 831

    2 151 826

    484 747

    10 251 675

  • Financial liabilities

Operating segments

Real Estate Hospitality & Tourism Holding

June 2025 (in euros) Total

Bonds issues

30 091 157

10 027 334

953 096

41 071 587

borrowing from credit institutions.

11 017 843

23 327 595

8 797

34 354 235

Other Loans and similar debts

631 065

8 318 586

3 171 724

12 121 375

Financial debts

41 740 065

41 673 515

4 133 617

87 547 197

Lease liabilities

408 802

579 210

376 279

1 364 291

Total

42 148 867

42 252 725

4 509 896

88 911 488

non current

34 346 037

38 699 654

3 507 003

76 552 694

current

7 802 830

3 553 071

1 002 893

12 358 794

December 2024 (in euros) Real Estate Hospitality & Tourism Holding Total

Bonds issues

30 155 264

9 777 628

953 096

40 885 988

borrowing from credit institutions.

17 827 547

23 973 914

6 883

41 808 344

Other Loans and similar debts

631 065

8 568 309

3 598 309

12 797 683

Financial debts

48 613 876

42 319 851

4 558 288

95 492 015

Lease liabilities

532 387

611 813

401 859

1 546 059

Total

49 146 263

42 931 664

4 960 147

97 038 074

non current

26 730 583

39 197 900

3 733 661

69 662 144

current

22 415 680

3 733 764

1 226 487

27 375 931

Geographical areas

June 2025 (in euros)

Italy

Baltic countries

Egypt

Other

Total

Bonds issues

10 027 334

30 091 157

-

953 096

41 071 587

borrowing from credit institutions.

23 327 595

11 017 843

99 034

8 797

34 453 269

Other Loans and similar debts

4 613 144

1 350 997

-

6 058 200

12 022 341

Financial debts

37 968 073

42 459 997

99 034

7 020 093

87 547 197

Lease liabilities

579 210

408 802

-

376 279

1 364 291

Total

38 547 283

42 868 799

99 034

7 396 372

88 911 488

non current

34 994 212

34 346 037

99 034

7 113 411

76 552 694

current

3 553 071

8 522 762

0

282 961

12 358 794

December 2024 (in euros)

Italy

Baltic countries

Egypt

Other

Total

Bonds issues

9 777 628

30 155 264

-

953 096

40 885 988

borrowing from credit institutions.

23 960 258

17 827 547

13 656

6 883

41 808 344

Other Loans and similar debts

2 692 930

3 495 179

26 715

6 582 860

12 797 684

Financial debts

36 430 816

51 477 990

40 371

7 542 839

95 492 016

Lease liabilities

611 813

532 387

-

401 859

1 546 059

Total

37 042 629

52 010 377

40 371

7 944 698

97 038 075

non current

35 217 277

26 730 583

26 715

7 687 568

69 662 143

current

1 825 352

25 279 794

13 656

257 128

27 375 930

  1. Notes to the consolidated statements of financial position
    1. Goodwills

      ACCOUNTING PRINCIPLES (IFRS 3 and IAS 36)

      Business combinations are accounted for using the purchase method as defined in IFRS 3 (revised).

      Under this method, the identifiable assets acquired and liabilities and contingent liabilities assumed must be recognized at their fair value at the acquisition date.

      Goodwill represents the difference between (1) the consideration transferred and the amount of any non-controlling interest in the acquired company, and (2) the fair value of identifiable assets, liabilities and contingent liabilities acquired. Where this results in a negative difference (negative goodwill), it is recognized immediately in the income statement.

      The Group applies the partial goodwill method.

      For each business combination, the amount of any non-controlling interests in the acquired company (minority interests) may initially be measured either on the basis of their fair value, or on the basis of their proportionate share of revalued net assets.

      The Group may adjust the values initially assigned in the initial and provisional accounting of a business combination within 12 months of the acquisition date.

      Goodwill is allocated to cash-generating units (CGUs) or groups of CGUs.

      In accordance with IAS 36, the Group performs impairment tests whenever there is an indication that goodwill may be impaired, and at least once a year. The annual test is mandatory for assets with indefinite useful lives and goodwill only.

      Goodwill is tested at the level of Cash-Generating Units (CGUs), which are homogeneous entities generating cash flows that are largely independent of the cash flows generated by other CGUs.

      PREATONI Group's CGUs are :

      • Hotel business: "the hotel", which may be run by a single entity (Domina Milano Fiera at Novate, Zagarella Domina Sicily at PK Sicily) or several entities (Sharm El Sheikh at Nile and Sicot).

      • Real estate development: the Pro Kapital group.

        These valuations are based on the discounted cash flow (DCF) method. The method consists of three stages:

      • Stage 1: estimation of cash flows likely to be generated in the future by operations. These cash flows are estimated on the basis of business plans drawn up in each country where the Group has management activities, on its own behalf.

      • Stage 2: discounting of cash flow forecasts, together with the estimated value of activities at the end of the forecast period (terminal value) at an appropriate rate.

      • Stage 3: obtain a value for the entity equal to the value of the business, plus any gain resulting from the difference between the effective tax payable on sale via a disposal of shares and the deferred tax recognized in the balance sheet under IAS 12

        Impairment testing consists of comparing the net book value with the recoverable value, as explained above, and recognizing an impairment loss in the income statement when the net book value of the assets tested exceeds the recoverable value.

        In the event of impairment of a CGU to which goodwill is allocated, the impairment loss is recognized:

      • First, by reducing the carrying amount of goodwill allocated to the CGU; then

      • Where appropriate, by reducing the carrying amount of the CGU's other assets.

        Impairment losses recognized on goodwill are definitive and cannot be reversed.

        • Change in carrying amount

          In euros Gross amount Accumulated

          impairment Carrying Amount

          December 2024

          168 361 497

          (63 766 364)

          104 595 133

          Changes in scope of consolidation

          -

          -

          -

          Impairment loss

          -

          (109 037)

          (109 037)

          Translation adjustments

          (3 370 421)

          843 652

          (2 526 769)

          Other

          -

          -

          -

          June 2025

          164 991 076

          (63 031 749)

          101 959 327

          In

          June 2025 December 2024

          En euros

          Real Estate Hospitality & Tourism

          Total Real Estate Hospitality &

          Tourism Total

          Egypt resort

          -

          13 954 148

          13 954 148

          -

          15 441 432

          15 441 432

          Egypt time share

          -

          -

          0

          -

          -

          0

          Italy

          -

          5 711 174

          5 711 174

          -

          5 711 174

          5 711 174

          Baltic countries

          69 071 888

          -

          69 071 888

          69 071 888

          -

          69 071 888

          Dubai

          -

          -

          0

          -

          -

          0

          Other

          62 703

          -

          62 703

          62 703

          -

          62 703

          Goodwill on operating companies

          69 134 591

          19 665 322

          88 799 913

          69 134 591

          21 152 606

          90 287 197

          Egypt

          -

          9 714 424

          9 714 424

          -

          10 845 909

          10 845 909

          Italy

          -

          3 444 990

          3 444 990

          -

          3 462 026

          3 462 026

          Goodwills from deferred taxes

          0

          13 159 414

          13 159 414

          0

          14 307 935

          14 307 935

          Total 69 134 591 32 824 736 101 959 327 69 134 591 35 460 542 104 595 133

          In the first half of 2025, the change in this item is the result of translation differences on the Egyptian currency.

        • Impairment

      No impairment loss was recognized as of June 30, 2025.

    2. Intangible fixed assets

      ACCOUNTING PRINCIPLES (IAS 38)

      Intangible assets are non-monetary assets with no physical substance. They must be identifiable (i.e. separable from the acquired entity or resulting from legal or contractual rights), controlled by the company as a result of past events, and give rise to future economic benefits.

      IAS 38 states that intangible assets should only be amortized if they have a finite useful life. Intangible assets with no finite useful life are not amortized but are tested for impairment annually (IAS 36), or whenever there is an indication that they may be impaired.

      Intangible assets with finite useful lives are amortized on a straight-line basis over their estimated useful lives.

      The useful life of the Domina brand is indefinite; an impairment test is carried out annually, comparing the net book value with the royalty income received.

      Usufruct rights relate to the Time-share park acquired by Sunny Properties, with a useful life of 75 years. The annual amortization rate is 1.2%.

      Other intangible assets include licenses, software and websites. These assets are amortized over 3 to 5 years. Amortization of intangible assets is included in "Amortization, depreciation and provisions" in recurring operating income.

In euros Trademarks Commercial

goodwill

Other intangible assets

Total

Gross amount

December 2024

4 419 169

2 296 859

2 101 512

8 817 540

Changes in scope of consolidation

0

0

0

-

Acquisitions

208

2 579

22 416

25 203

Disposals

0

0

(16 235)

(16 235)

Translation adjustments

29 583

0

(1 179)

28 404

Reclassifications

0

0

0

-

Other

0

0

251 776

251 776

June 2025

4 448 960

2 299 438

2 358 290

9 106 688

Accumulated depreciation and impairment

December 2024

(626 944)

(228 592)

(1 500 496)

(2 356 032)

Changes in scope of consolidation

0

0

0

-

Depreciation and impairment

0

(15 330)

(163 326)

(178 656)

Disposals

0

0

0

-

Translation adjustments

(4 624)

0

205

(4 419)

Reclassifications

(63 773)

0

63 773

0

Other

0

0

(251 776)

(251 776)

June 2025

(695 341)

(243 922)

(1 851 620)

(2 790 883)

Carrying Amount

December 2024

3 792 225

2 068 267

601 016

6 461 508

June 2025

3 753 619

2 055 516

506 670

6 315 805

  1. Tangibles assets

    ACCOUNTING PRINCIPLES (IAS 16)

    Tangibles assets are initially measured at acquisition or production cost.

    Subsequent to initial recognition, tangibles assets, with the exception of land, are depreciated on a straight-line basis over the following average useful lives:

    • Buildings 33 to 50 years

    • Infrastructure 8 to 10 years

    • Fixtures and fittings 5 to 8 years

    Office furniture and transport vehicles are depreciated over 5 to 8 years.

    Where there is an indication of impairment at the year-end, an impairment test is performed and, if necessary, the carrying amount of the property is written down to its recoverable amount.

Plant,

Other fixtures,

Tangible

In euros Lands Buildings

equipment and furniture,

fixed assets

Total

machinery

transport, office

equipment

in progress

Gross amount

December 2024

47 519 300

97 127 378

11 942 198

10 400 862

895 684

167 885 422

Changes in scope of consolidation

0

0

0

0

0

0

Goodwill allocation

0

0

0

0

0

0

Acquisitions

0

58 843

123 245

383 553

0

565 641

Disposals

0

(239 541)

0

(1 641)

0

(241 182)

Translation adjustments

(3 376 315)

(1 360 842)

(591 593)

(394 105)

(77 895)

(5 800 750)

Reclassifications

0

0

0

0

0

0

Other

0

0

20 457

0

0

20 457

June 2025

44 142 985

95 585 838

11 494 307

10 388 669

817 789

162 429 588

Accumulated depreciation and impairment

December 2024

(29 312 774)

(10 144 425)

(9 019 080)

(290 421)

(48 766 700)

Changes in scope of consolidation

0

0

0

0

-

Depreciation and impairment

(1 290 040)

(408 615)

(511 799)

0

(2 210 454)

Disposals

11 062

0

1 448

0

12 510

Changes in fair value

0

0

0

0

-

Translation adjustments

156 157

186 731

360 198

27 973

731 059

Reclassifications

0

0

0

0

-

Other

392

(19 348)

6 982

0

(11 974)

June 2025

0

(30 435 203)

(10 385 657)

(9 162 251)

(262 448)

(50 245 559)

Carrying Amount

December 2024

47 519 300

67 814 604

1 797 773

1 381 782

605 263

119 118 722

June 2025

44 142 985

65 150 635

1 108 650

1 226 418

555 341

112 184 029

The net change in this item is mainly explained by depreciation for the period and the impact of exchange rate fluctuations.

  1. Investment property at fair value

    ACCOUNTING PRINCIPLES (IAS 40)

    Investment properties are real estate assets held to earn rental income and/or for capital appreciation.

    Investment property also includes land and buildings held on a longer-term basis for future use as investment or other property. When acquired, investment properties are recorded on the balance sheet at acquisition cost, including costs and transfer taxes.

    After this initial recognition, investment property is recognized at fair value, determined in accordance with the valuation rules set out in IFRS 13:

    • Based on prices quoted on an active market (level 1);

    • Based on internal valuation techniques using standard mathematical calculation methods incorporating observable market data (forward prices, yield curves, etc.), the valuations derived from these models are adjusted to take account of a reasonable change in the Group's or counterparty's credit risk (level 2);

    • Using internal valuation techniques incorporating parameters estimated by the Group in the absence of observable data (level 3).

      The fair values of investment properties have been classified in level 3: they are determined annually by independent appraisers, either by direct comparison with transactions carried out on equivalent assets in kind and location, or by the discounted cash flow method.

      Changes in the fair value of investment properties are recognized in "Income from operating activities".

      When the future use of the building changes, it is reclassified in the appropriate asset item and follows the accounting rules of the item to which it is reclassified.

      The Group's investment properties consist of land held for the construction of real estate projects intended for sale. When a project, or part of a project, enters an active development phase with a view to being marketed, the building or share concerned is reclassified under inventories.

      The Group considers that a project has entered the active development phase when one or more of the following events occur:

    • Signature of a reservation agreement with the customer(s);

    • Application to the local municipality for a building permit;

    • Signing of a development loan agreement;

    • Signature of a construction contract.

In euros

June 2025

December

2024

Balance opening

44 510 686

40 557 677

Changes in scope of consolidation

-

-

Acquisitions

141 049

570 375

Disposals

0

0

Changes in fair value

754 149

1 129 904

Reclassifications

(2 600 000)

2 335 000

Translation adjustments

(28 961)

(82 270)

Other

0

0

Balance closing

42 776 923

44 510 686

The buildings are land intended for real estate development. They are valued annually (December 31, 2024) by an independent expert, and this valuation is carried forward to June 30, 2025. The change in fair value recorded on June 30, 2025 relates to the "Blue Marina" land in Riga. It was carried out in order to separate the latter from the Kiversala project and transfer it to inventory for an amount of 2,600,000 euros.

The breakdown of the fair value by property is as follows:

Property (In thousands of euros)

June 2025

December

2024

Variation

Kristiine City

20 196 479

20 100 000

96 479

Ulemiste 5

4 200 000

4 200 000

0

Kliversala

11 909 029

13 743 180

(1 834 151)

City Oasis

3 830 910

3 820 000

10 910

Brivibas

2 368 780

2 347 000

21 780

Other buildings

271 725

300 506

(28 781)

Total

42 776 923

44 510 686

(1 733 763)

  1. Investments in associates

    As of June 3, 2025, the only entity accounted for by the equity method was Preatoni Real Estate DMCC

    The amount of the investments in associates was reduced to zero, with the recognition of a risk provision of 574,765 euros compared with 773,424 euros at the previous December 31.

    Summarized data for assets, liabilities and income at 100% are as follows:

    Figures at 100% and in euros

    June 2025

    December

    2024

    Current assets

    82 869 877

    93 341 028

    Non-current assets

    9 558 262

    10 881 306

    Current liabilities

    79 562 473

    86 066 496

    Non-current liabilities

    14 847 615

    19 702 685

    Shareholders' equity

    (1 981 949)

    (1 546 847)

    Net income (675 961) (784 885)

  2. Financial assets

    ACCOUNTING POLICIES (IFRS 9)

    Financial assets comprise non-current financial assets, current assets representing operating receivables, debt securities or marketable securities, including derivatives and cash.

    At the acquisition date, the Group classifies the financial assets in one of the accounting categories provided for under IFRS 9, based on the instrument's characteristics and business model.

    PREATONI Group's financial assets are classified under the following two categories:

Assets measured at amortized cost

Financial assets are measured at amortized cost when recovery is assured by the collection of contractual cash flows (repayment of principal and interest on the principal outstanding).

These assets correspond to receivables from associates, operating financial assets, other loans and receivables and trade receivables. They are initially recognized at fair value, then at amortized cost calculated using the effective interest rate method. In accordance with IFRS 9, these assets are written down by an amount corresponding to expected credit losses. Depending on the nature of the asset, the impairment loss is recognized either in recurring operating income or in net financial income/expense.

Assets measured at fair value through profit or loss

This category includes :

  • Financial assets whose holding objective does not correspond either to the collection of contractual cash flows, or to a disposal of these assets, and for which the expected cash flows do not correspond solely to principal repayments and interest payments;

  • Assets designated at fair value by option. This mainly concerns the treasury mutual fund portfolio, whose management and performance are based on fair value.

    Changes in the value of these assets are recorded under "Other financial income and expenses ".

    The Group does not hold any financial assets measured at fair value through other comprehensive income. The Group's financial assets comprise :

  • Investments in non-consolidated entities (equity instruments)

    These investments are classified as equity instruments measured at fair value through profit or loss.

    In accordance with IFRS 9, equity instruments are recognized at initial cost when measured at fair value through profit or loss. Transaction costs are then recognized in the income statement at the acquisition date.

    At each closing date, the Group's investments in non-consolidated companies are measured and recognized at fair value. Fair value is determined on the basis of net book value.

  • Other non-current financial assets.

They comprise receivables and loans from associates and non-consolidated investments, loans and advances to third parties (related parties) and guarantee deposits.

Other financial assets are measured at amortized cost.

Impairment losses are calculated on the basis of expected losses on individual assets as follows:

  • Assets whose credit risk has not deteriorated significantly are written down to the amount of expected losses over a 12-month horizon.

  • Assets whose credit risk has increased significantly are written down to the extent of expected losses over their entire useful life.

    Fair value

    IFRS 13 establishes a three-level fair value classification for inputs to fair value measurement techniques for all financial assets and liabilities. Fair value is determined either :

  • Based on prices quoted on an active market (level 1);

  • Based on internal valuation techniques using standard mathematical calculation methods incorporating observable market data (forward prices, yield curves, etc.), the valuations derived from these models are adjusted to take account of a reasonable change in the Group's or counterparty's credit risk (level 2);

  • Using internal valuation techniques incorporating parameters estimated by the Group in the absence of observable data (level 3). The fair value of financial instruments held by the Group measured at amortized cost generally approximates their carrying amount.

    1. Equity instruments

      As of June 30, 2025, the securities of Hypermarket (€736,639), a non-consolidated subsidiary of Svalbork, are recorded as equity instruments. The amount presented on the line "Transfers and other movements" relates to the securities of the non-consolidated subsidiary Colosseum Real Estate Vilnius, which was liquidated in the first half of 2025.

      In euros

      Equity instruments at FV through income

      statement

      December 2024

      1 024 119

      Changes in scope of consolidation Acquisitions

      Changes in fair value posted to income statement

      3 272

      Disposals Reclassifications Translation adjustments

      June 2025

      1 027 391

    2. Other financial assets

      In euros June 2025 December 2024

      Loans and receivables from investments Deposits

      Other non current financial assets

      2 335 301

      496 106

      106 688

      1 911 059

      530 712

      37 605

      Total

      2 938 095

      2 479 376

      Current

      0

      0

      Non current

      Loans and receivables mainly include:

      2 938 095

      2 479 376

      • Loans granted by Preatoni Swiss Holding to Preatoni Real Estate DMCC: 1,149,062 euros as of June 30, 2025, compared to 1,141,918 euros at the end of 2024.

      • A receivable from the related party Domina Rus, arising from the timeshare business: 1,183,023 euros as of June 30, 2025, compared with 769,140 euros at the end of 2024.

  1. Inventories

    ACCOUNTING PRINCIPLES (IAS 2)

    Inventories include those relating to the Hotels & Tourism business and those relating to the Real Estate Development business.

    Hotels & Tourism inventories

    These are essentially inventories of consumables, valued at purchase cost plus any acquisition costs.

    Provisions for depreciation of these inventories are determined on the basis of net realizable value, i.e. the amount expected to be derived from the use of the inventory in the normal course of business.

    Real estate development inventories

    Land for real estate development projects is initially recognized as investment property. They are transferred to inventories when the project enters the development phase (see section 5.4).

    The cost of each real estate project comprises the value of the land transferred from investment property, design and construction costs, and all directly attributable costs, including financial charges relating to the direct financing of the project.

    Property Development inventories comprise :

    • Completed projects available for sale, and

    • Work in progress.

      Completed projects are derecognized from inventory when the assets are sold. The cost of the asset and the sale proceeds are recognized in the income statement over the same period.

      When the estimated realizable value is lower than the net book value, an impairment loss is recognized based on the difference between these two amounts. Realizable value corresponds to the estimated selling price based on market prices, less the estimated costs of completion and the costs necessary to complete the sale.

      Property development inventories are classified as current assets when they are:

    • Realized, sold or consumed during the normal operating cycle ;

    • Held primarily for trading purposes.

      In euros

      June 2025

      December

      2024

      Consumables and miscellaneous products

      932 941

      1 055 279

      Real estate - Work in progress

      40 405 493

      54 657 645

      Uus Kindrali, Tallinn

      13 058 799

      8 948 174

      Kalaranna Kvartal, Tallinn

      147 631

      24 906 619

      Šaltinių Namai (Attico), Vilnius

      17 001 912

      13 405 565

      Naugarduko, Vilnius

      6 462 650

      6 462 250

      Blue Marina, Riga

      2 600 000

      0

      Prepayments for inventories

      1 134 501

      935 037

      Real estate - completed properties

      16 538 791

      2 198 834

      Kindrali Majad, Tallinn

      171 706

      193 008

      Kalaranna kvartal, Tallinn

      15 418 484

      899 380

      River Breeze, Riia

      0

      42 153

      Šaltinių Namai (Attico), Vilnius

      948 601

      1 064 293

      Total

      57 877 225

      57 911 758

      Of the projects under development and completed, the following were sold as of June 30, 2025:

    • 61% of the Kalaranna project in Tallinn (55% as of December 31, 2024);

    • 60% of the Uus Kindrali project (Tallinn) (50% as of December 31, 2024);

    • 34% of the Saltniu Namai project (Vilnius) (29% as of December 31, 2024).

  2. Trade receivables

    ACCOUNTING POLICIES (IFRS 9)

    Trade receivables are measured at amortized cost, less allowances for expected credit losses.

    Impairment losses are measured in accordance with the simplified method set out in IFRS 9; potential losses are recognized over the life of the receivable, based statistically on historical losses.

    To determine impairments based on expected non-payment rates, Group entities use non-payment risk matrices adapted to their local realities, with regard to non-payment rates observed in the recent past on receivables with a similar credit risk profile (see note 9.2 Counterparty risks).

In euros June 2025 December

2024

Trade receivables

Impairment of trade receivables

15 868 241

(7 014 149)

16 497 861

(6 006 560)

Total

8 854 092

10 491 301

"Trade receivables" item breaks down as follows by activity:

June 2025 December 2024

In euros Gross Impairment Net Gross Impairment Net

Real Estate

768 324

0

768 324

807 121

0

807 121

Hospitality & Tourism of which time-share

14 018 695

(5 932 927)

8 085 768

14 600 751

(4 925 338)

9 675 413

Holding

1 081 222

(1 081 222)

0

1 089 989

(1 081 222)

8 767

Total

15 868 241

(7 014 149)

8 854 092

16 497 861

(6 006 560)

10 491 301

Real estate customers are private individuals. Sales are secured by advance payments. The sold property remains the property of Pro Kapital until the debt has been paid in full by the customer.

The Hotels & Tourism business breaks down as follows between Hotels and Time-share, and by country:

June 2025 December 2024

In euros Gross Impairment Net Gross Impairment Net

Egypt - Time-share

1 061 044

(692 067)

368 977

665 847

(537 827)

128 020

Egypt - Hospitality

7 247 266

(3 646 733)

3 600 533

8 510 763

(2 753 314)

5 757 449

Italy - Time-share

4 273 319

(1 087 490)

3 185 829

3 663 491

(1 080 939)

2 582 552

Italy - Hospitality

1 216 521

(506 637)

709 884

1 591 083

(553 258)

1 037 825

Other - Hospitality

220 546

0

220 546

169 567

0

169 567

Total

14 018 695

(5 932 927)

8 085 768

14 600 751

(4 925 338)

9 675 413

NB: for the above presentation, the entities PK Sicily, Unupuntotre and Domina Srl are included in the line "Italy - Time share".

  • Egypt Time-share

    Time-share customers in Egypt are private individuals. Upon signing the contract, the customer pays a deposit of 30%; the remaining 70% is collected within a contractually agreed period of up to 18 months

    The gross outstanding amount consists of receivables prior to July 1, 2022 (706,058 euros) and invoices to be issued.

  • Egypt Hospitality

    The "Egypt Hospitality" line includes in gross receivables:

    • 1,834,571 euros receivables that have been fully written off for Sicot;

    • 5,412,695 euros receivables for Nile.

      As at December 31, 2024, Nile's customers are:

      • 35% of the balance is owed by tour operators, whose average payment term is 30 days;

      • 61% are property owners (individuals or companies) in Sharm El Sheik (villas, shops, apartments) to whom the entity bills for various services: electricity, maintenance, etc. Billing varies depending on the service sold (annual, biannual, etc.).

  • Italy Time-share

    The time-share business in Italy has two categories of customers:

    • Time-share "buyers", mainly private individuals, whose receivables are registered with PK Sicily Zagarella and Unopuntotre. Contracts may be settled immediately or over one or two financial years, depending on the terms agreed with the customer

    • Time-share owners whose properties are placed through an agent (in this case Domina Srl) and who are charged a commission for this service. These owners are private individuals and companies.

  • Italy Hospitality

Hospitality customers are mainly tour operators. The payment terms granted to them are based on the final customer's payment (30% on reservation and 70% generally 30 days before the event).

Information on the age of receivables is provided in Note 9.2 "Counterparty risk".

  1. Other current assets

    In euros June 2025 December

    2024

    Other receivables

    4 966 583

    2 538 633

    Tax and social security receivables

    1 291 251

    1 458 855

    Prepaid expenses

    930 848

    713 702

    Impairement of other receivables

    0

    0

    Total

    7 188 682

    4 711 190

    The balance of other receivables includes:

    • Advances and deposits paid to suppliers (including charter companies): 1,925,910 euros;

    • Accrued interest on loans: 253,060 euros.

    Tax and social security receivables mainly comprise VAT credits.

  2. Cash and cash equivalents

    ACCOUNTING PRINCIPLES (IAS 7)

    Cash and cash equivalents include cash on hand and short-term investments - demand deposits - which are considered liquid, convertible into a known amount of cash, subject to an insignificant risk of change in value and held for the purpose of meeting short-term cash commitments.

    Bank overdrafts are included in current borrowings.

Cash and cash equivalents consist of the following:

In euros June 2025 December 2024

Banking deposit accounts

Cash on hand

11 741 719

309 187

9 946 667

305 008

Total

12 050 906

10 251 675

Bank accounts are mainly denominated in euros, Swiss francs, US dollars and Egyptian pounds.

  1. Shareholders' equity

    PREATONI Group's share capital amounts to 324,979,392 euros, divided into 8,807,035 fully paid-up shares with a par value of 36.9 euros each. A share premium of 36,108,843.5 euros was recognized as a result of the capital reduction carried out in 2024.

    Currency translation adjustments arise from the translation into euros of subsidiaries' financial statements prepared in currencies other than the euro.

  2. Provisions

    ACCOUNTING PRINCIPLES (IAS 37)

    In accordance with IAS 37 "Provisions, contingent liabilities and contingent assets", a provision is recognized when the Group has a present legal or constructive obligation to a third party as a result of past events, and it is probable or certain that the obligation will result in an outflow of resources to the third party.

    Provisions maturing in more than 12 months are discounted whenever the effect of discounting is material.

As of June 30, 2025, total provisions amounted to 1,580,081 euros, including 957,870 euros for Egyptian entities.

in euros December 2024 Allowances Reversals

Changes in scope of consolidation

Translation adjustments

Reclassific Other June 2025 ations

Provisions for litigations

Provisions for charges Risks provisions

715 001

584 479

773 422

-

-

-

(134 850)

(50 177)

(198 657)

-

-

-

(56 264)

(52 873)

-

-

-

-

-

-

-

523 887

481 429

574 765

Total Provisions

2 072 902

0

(383 684)

0

(109 137)

0

0

1 580 081

Current

Non-current 2 072 902 1 580 081

Over the period, the change in this item is explained by:

  • A reversal of the provision for risks of 198,657 euros on the equity investment in Preatoni Real Estate DMCC;

  • A reversal of provisions for litigation in Egypt of 134,850 euros, following payments in three cases in the first half of 2025;

  • A currency effect of -109,137 euros.

  1. Current and non-current financial liabilities

    ACCOUNTING POLICIES (IFRS 9)

    Financial liabilities include bonds, loans from banks and other financial institutions, amounts due to Ernesto PREATONI and bank overdrafts; their measurement and recognition are defined by IFRS 9 "Financial Instruments".

    Financial liabilities are measured at amortized cost using the effective interest rate method.

    On initial recognition, issue premiums/discounts, redemption premiums/discounts and issuance costs are recorded as an increase or decrease in the nominal value of the borrowings concerned. These issue premiums and costs are taken into account in calculating the effective interest rate and are then recognized in the income statement on an actuarial basis over the life of the loan.

    Financial liabilities are broken down in the statements of financial position into non-current and current liabilities.

    • Fair value

      IFRS 13 establishes a three-level fair value classification for inputs to fair value measurement techniques for all financial assets and liabilities. Fair value is determined either :

    • Based on prices quoted on an active market (level 1) ;

    • Based on internal valuation techniques using standard mathematical calculation methods incorporating observable market data (forward prices, yield curves, etc.), the valuations derived from these models are adjusted to take account of a reasonable change in the Group's or counterparty's credit risk (level 2);

    • Using internal valuation techniques incorporating parameters estimated by the Group in the absence of observable data (level 3). The fair value of financial instruments held by the Group measured at amortized cost generally approximates their carrying amount.

  1. Changes in debt

    The change in debt presented below does not include lease liabilities as defined by IFRS 16.

    In euros December 2024 Increase Decrease

    Translation adjustments

    Changes in scope of consolidation

    Reclassifications June 2025

    Gross amounts

    Bonds issues

    borrowing from credit institutions.

    Other Loans, similar debts and bank overdrafts

    Subtotal Accrued interets

    Bonds issues

    borrowing from credit institutions. Other Loans and similar debts Subtotal

    37 916 994 1 517 915 (1 659 661) 0 0 (1 085 286) 36 689 962

    41 028 613 10 388 770 (17 821 202) (581) 0 0 33 595 600

    10 764 115 118 273 (217 677) 57 812 (227 500) (397 908) 10 097 115

    89 709 722 12 024 958 (19 698 540) 57 231 (227 500) (1 483 194) 80 382 677

    2 968 994 1 625 874 (1 298 529) 0 0 1 085 286 4 381 625

    779 731 57 434 (78 530) 0 0 0 758 635

    2 033 569 30 668 0 96 0 (40 073) 2 024 260

    5 782 294 1 713 976 (1 377 059) 96 0 1 045 213 7 164 520

    Total 95 492 016 13 738 934 (21 075 599) 57 327 (227 500) (437 981) 87 547 197

    Current

    Non-current

    26 934 157

    68 557 859

    12 035 084

    75 512 113

  2. Breakdown of debt by maturity

    Gross amounts and accrued interests (in euros) Less than 1 year

    1 - 5 years Beyond 5 years June 2025

    Bonds issues

    borrowing from credit institutions.

    Other Loans, similar debts and bank overdrafts

    6 416 945

    2 320 810

    3 297 329

    34 654 642

    25 504 931

    8 458 609

    0

    6 528 494

    365 437

    41 071 587

    34 354 235

    12 121 375

    Total

    12 035 084

    68 618 182

    6 893 931

    87 547 197

  3. Main sources of financing

    • Bond issues

The bonds issuers are AS Pro KapitaL for the financing of the real estate development activity and Domina Vacanze Holding for the financing of the Milan hotel and the Zagarella resort.