Transcorp Hotels PlcNSENG: TRANSCOHOT

Quarter 1 - financial statement for 2026

· Issued by Transcorp Hotels Plc


TRANSCORP HOTELS PLC

UNAUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 MARCH 2026



TRANSCORP HOTELS PLC.

UNAUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 MARCH 2026

CORPORATE INFORMATION

Dr. (Mrs). Awele Vivien Elumelu, OFR

Mrs. Uzoamaka Oshogwe

Dr. (Mrs.) Owen Omogiafo, OON

Ms. Bolanle Onagoruwa

Alhaji Garba Abubakar

Ms. Adesimbo Ukiri

Mr. Muyiwa Akinyemi

Chairman (Appointed 1 January 2026)

Managing Director/Chief Executive Officer

Non-Executive Director

Independent Non-Executive Director

Independent Non-Executive Director

Non-Executive Director

Independent Non-Executive Director (Appointed 1 April 2026)

Country of incorporation and Domicile Nigeria Directors:

Group Company Secretary: Atinuke Kolade

1 Aguiyi Ironsi Street, Maitama

Federal Capital Territory

Abuja, Nigeria.

Registered Office:

Holding Company: Transnational Corporation Plc.

Registration Number: RC 248514 Tax Identification Number: 04259425-0001

Africa Prudential Plc

220B Ikorodu Road

Palmgrove, Lagos.

Registrars:

United Bank for Africa Plc

UBA House

57 Marina, Lagos

Nigeria.

Principal Banker:

Zenith Bank Plc

Plot 84/87 Ajose Adeogun Street

Victoria Island, Lagos

Nigeria.

Deloitte & Touche

Chartered Accountants

Civic Towers, Plot GA 1 Ozumba Mbadiwe Avenue

Victoria Island, Lagos

Nigeria.

Auditors:

Investors Relations Manager:

Mrs. Oluwatobiloba Ojediran investorrelations@transcorphotelsplc.com

Investors Relations Portal: https://www.transcorphotels.com/investor-relations/

2



TRANSCORP HOTELS PLC.

UNAUDITED CONSOLIDATED AND SEPARATE STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE PERIOD ENDED 31 MARCH 2026

Group

Jan- Mar 2026

Jan- Mar 2025

N '000

N '000

22,412,993

20,639,934

(5,217,540)

(5,166,158)

17,195,453

15,473,776

Profit for the period attributable to:

Owners of the Company

Non-controlling interests

Company

Note

Revenue

Cost of sales

Gross profit

5.

6.

Jan- Mar 2026

N '000

22,412,993

(5,217,540)

17,195,453

Jan- Mar 2025

N '000

20,639,209

(5,166,158)

15,473,051

Other operating income

Impairment (losses)/gains on financial assets Impairment losses on non-current assets

Operating expenses

Operating profit

7.

8.

13.

9.

100,212

(66,077)

-(9,608,666)

7,620,922

129,923

(20,167)

-(8,686,251)

6,897,281

100,212

(71,087)

-(9,594,164)

7,630,414

129,911

(20,167)

-(8,680,438)

6,902,357

Finance costs

Finance income

Profit before tax

10.

10.

(762,215)

219,747

7,078,454

(892,365)

151,997

6,156,913

(762,215)

219,747

7,087,946

(892,365)

151,997

6,161,989

Income tax 11.

Profit for the period

(1,417,591)

5,660,863

(1,110,573)

5,046,340

(1,417,591)

5,670,355

(1,110,573)

5,051,416

5,661,465

(602)

5,660,863

5,048,161

(1,821)

5,046,340

5,670,355

-

5,670,355

5,051,416

-

5,051,416 Other comprehensive income/(loss)

Fair value gain on equity instrument

Total other comprehensive income for the period

200,130

200,130

3,004

3,004

200,130

200,130

3,004

3,004

Total comprehensive income for the period

5,860,993

5,049,344

5,861,595

(602)

5,860,993

5,051,165

(1,821)

5,049,344

55

55

49

49

Attributable to:

Owners of the Company

Non-controlling interests*

5,870,485

5,870,485

5,054,420

5,054,420

-

-

5,870,485

5,054,420

55 49

55 49

Earnings per share

Basic earnings per share (kobo)

Diluted earnings per share (kobo)

12.

12.

The material accountig policy information on pages 7 to 8 and the notes on pages 9 to 30 form an integral part of the unaudited consolidated and separate financial statements.

3



TRANSCORP HOTELS PLC. UNAUDITED CONSOLIDATED AND SEPARATE STATEMENTS OF FINANCIAL POSITION AS AT 31 MARCH 2026

Group

Company

Note

31 Mar 2026

31 Dec 2025

31 Mar 2026

31 Dec 2025

N '000

N '000

N '000

N '000

Assets

Non-current assets

Property, plant and equipment

13.

125,305,650

124,857,235

110,726,430

110,277,904

Investment property

14.

-

-

2,816,000

2,816,000

Intangible assets

15.

305,313

238,450

284,035

217,172

Investment in subsidiaries

4.

-

-

21,220

21,220

Other investment

16.

3,889,210

3,689,079

3,889,210

3,689,079

Long term receivables

18.

1,575,000

1,631,250

11,672,050

11,726,400

131,075,173

130,416,014

129,408,945

128,747,775

Current assets

Inventories

17.

743,357

629,339

743,357

629,339

Trade and other receivables

18.

19,036,700

10,996,634

18,983,065

10,989,428

Prepayments

19.

2,184,048

904,653

2,184,048

904,653

Cash and bank balances

20.

12,494,567

16,959,276

12,489,897

16,916,133

34,458,672

29,489,902

34,400,367

29,439,553

Total assets

165,533,845

159,905,916

163,809,312

158,187,328

Equity and Liabilities

Equity

Share capital

21.

5,121,264

5,121,264

5,121,264

5,121,264

Share premium

21.

12,548,859

12,548,859

12,548,859

12,548,859

Other reserves

451,094

250,964

451,094

250,964

Retained earnings

23.

70,895,599

77,525,168

71,402,627

78,023,306

Equity attributable to Owners of the Company

89,016,816

95,446,255

89,523,844

95,944,393

Non-controlling interests

24.

(217,414)

(216,812)

-

-

Total equity

88,799,402

95,229,443

89,523,844

95,944,393

Liabilities

Non-current liabilities

Borrowings

25.

23,092,364

5,068,646

23,092,364

5,068,646

Deferred income

26.

92,397

202,701

92,397

202,701

Contract liabilities

27.

1,642,874

1,681,080

1,642,874

1,681,080

Deposit for shares

28.

2,410,000

2,410,000

-

-

Defined benefit liability

29.

443,371

359,212

443,371

359,212

Deferred tax liability

11.

18,956,904

18,177,938

18,956,904

18,177,938

46,637,910

27,899,577

44,227,910

25,489,577

Current liabilities

Trade and other payables

30.

18,658,373

24,448,050

18,619,438

24,424,552

Current tax liabilities

11.

5,911,781

5,273,156

5,911,741

5,273,116

Contract liabilities

27.

1,220,790

1,077,889

1,220,790

1,077,889

Borrowings

25.

3,763,263

5,449,642

3,763,263

5,449,642

Deferred income

26.

444,000

444,000

444,000

444,000

Defined benefit liability

29.

98,326

84,159

98,326

84,159

30,096,533

36,776,896

30,057,558

36,753,358

Total liabilities

76,734,443

64,676,473

74,285,468

62,242,935

Total equity and liabilities

165,533,845

159,905,916

163,809,312

158,187,328



The Unaudited Consolidated and Separate Financial Statements on pages 3 to 30 were approved by the Board of Directors on 23 April 2026 and were signed on its behalf by:



Dr. Awele Vivien Elumelu,OFR Chairman Mrs. Oluwatobiloba Ojediran Chief Finance Officer Mrs. Uzoamaka Oshogwe Managing Director/CEO FRC/2013/MDCAN/000000004705 FRC/2020/PRO/ICAN/001/00000020314 FRC/2013/PRO/DIR/003/00000004689

The material accountig policy information on pages 7 to 8 and the notes on pages 9 to 30 form an integral part of the unaudited consolidated and separate financial statements.

4



TRANSCORP HOTELS PLC.

UNAUDITED CONSOLIDATED AND SEPARATE STATEMENTS OF CHANGES IN EQUITY

AS AT 31 MARCH 2026

Group

Share capital

Share premium

Other reserves

Retained earnings

Total attributable to owners of the

parent

Non-controlling

interests

Total equity

N '000

N '000

N '000

N '000

N '000

N '000

N '000

Balance at 1 January 2025

5,121,264

12,548,859

(186,679)

63,234,028

80,717,472

(198,323)

80,519,149

Profit/(loss) for the period

-

-

-

21,870,611

21,870,611

(18,489)

21,852,122

Other comprehensive income

-

-

437,643

-

437,643

-

437,643

Total comprehensive income for the period

-

-

437,643

21,870,611

22,308,254

(18,489)

22,289,765

Dividends declared

-

-

-

(7,579,471)

(7,579,471)

-

(7,579,471)

Total contributions by and distributions to

Owners of Company

-

-

-

(7,579,471)

(7,579,471)

-

(7,579,471)

Balance at 31 December 2025

5,121,264

12,548,859

250,964

77,525,168

95,446,255

(216,812)

95,229,443

Balance as at 1 January 2026

5,121,264

12,548,859

250,964

77,525,168

95,446,255

(216,812)

95,229,443

Profit/(loss) for the period

-

-

-

5,661,465

5,661,465

200,130

(602)

5,660,863

Other comprehensive income

-

-

200,130

-

-

200,130

Total comprehensive income for the period

-

-

200,130

5,661,465

5,861,595

(602)

5,860,993

Dividends declared

-

-

-

(12,291,034)

(12,291,034)

-

(12,291,034)

Total contributions by and distributions to

Owners of Company

-

-

-

(12,291,034)

(12,291,034)

-

(12,291,034)

Balance at 31 March 2026

5,121,264

12,548,859

451,094

70,895,599

89,016,816

(217,414)

88,799,402

Company

Balance at 1 January 2025

5,121,264

12,548,859

(186,679)

62,765,636

80,249,080

-

80,249,080

Profit for the period

-

-

22,837,141

22,837,141

-

22,837,141

Other comprehensive income

-

-

437,643

-

437,643

-

437,643

Total comprehensive income for the period

-

-

437,643

22,837,141

23,274,784

-

23,274,784

Dividends declared

-

-

-

(7,579,471)

(7,579,471)

-

(7,579,471)

Total contributions by and distributions to

Owners of Company

-

-

-

(7,579,471)

(7,579,471)

-

(7,579,471)

Balance at 31 December 2025

5,121,264

12,548,859

250,964

78,023,306

95,944,393

-

95,944,393

Balance at 1 January 2026

5,121,264

12,548,859

250,964

78,023,306

95,944,393

-

95,944,392

Profit for the period

-

-

5,670,355

5,670,355

-

5,670,355

Other comprehensive income

-

-

200,130

-

200,130

-

200,130

Total comprehensive income for the period

-

-

200,130

5,670,355

5,870,485

-

5,870,485

Dividends declared

-

-

-

(12,291,034)

(12,291,034)

-

(12,291,034)

Total contributions by and distributions to

Owners of Company

-

-

-

(12,291,034)

(12,291,034)

-

(12,291,034)

Balance at 31 March 2026

5,121,264

12,548,859

451,094

71,402,627

89,523,844

-

89,523,843

The material accountig policy information on pages 7 to 8 and the notes on pages 9 to 30 form an integral part of the unaudited consolidated and separate financial statements.

5



UNAUDITED CONSOLIDATED AND SEPARATE STATEMENTS OF CASH FLOWS FOR THE PERIOD ENDED 31 MARCH 2026

Group

Company

Note

N '000

N '000

Operating activities

31 Mar 2026 31 Mar 2025 31 Mar 2026 31 Mar 2025

N '000

N '000

Cash generated from operations

Income taxes paid

31. (6,445,613) 7,572,066 (6,407,140) 7,582,139

-

Net cash from operating activities

(6,445,613)

7,572,066

(6,407,140)

7,582,139

Investing activities

Proceeds on disposal of subsidiary

56,250

56,250

56,250

56,250

Interest received

21,675

9,145

21,675

9,145

Proceeds from sale of property, plant and equipment

8,088

12,512

8,088

11,173

Purchase of property, plant and equipment

13.

(1,542,969)

(1,221,921)

(1,542,970)

(1,220,538)

Purchase of intangible asset

15.

(84,952)

-

(84,952)

-

Net cash used in investing activities

(1,541,908)

(1,144,014)

(1,541,909)

(1,143,970)

Financing activities

11. - - -

Proceeds from borrowings

25.

19,918,270

-

19,918,270

-

Repayment of borrowings

25.

(2,364,098)

(1,166,141)

(2,364,098)

(1,166,141)

Interest paid

25.

(275,375)

(677,552)

(275,375)

(677,552)

Dividends paid

(12,291,034)

-

(12,291,034)

-

Net cash used in financing activities

4,987,763

(1,843,693)

4,987,763

(1,843,693)

Net (decrease)/increase in cash and cash equivalents

(2,999,758)

4,584,359

(2,961,285)

4,594,476

Cash and cash equivalents at beginning of period

15,551,621

7,015,168

15,508,478

6,961,695

Effect of foreign exchange rate changes

(57,296)

(49,114)

(57,296)

(49,114)

Cash and cash equivalents at end of period

20.

12,494,567

11,550,413

12,489,897

11,507,057

The material accountig policy information on pages 7 to 8 and the notes on pages 9 to 30 form an integral part of the unaudited consolidated and separate financial statements.

1. Corporate information

Transcorp Hotels Plc is a public limited company incorporated and domiciled in Nigeria.

Transcorp Hotels Plc (the company or the parent) was incorporated under the Companies and Allied Matters Act on 12 July 1994 as a private limited liability company and is domiciled in Nigeria. Following a successful Initial Public Offer (IPO), the Company was on 15 January 2015 listed on the Nigerian Exchange Limited (formerly Nigerian Stock Exchange) and its shares are publicly traded.

The ultimate parent of the Company is Transnational Corporation Plc with 76.16% (2023:76.16%) shareholdings. The registered office is located at 1 Aguiyi Ironsi Street, Maitama, Federal Capital Territory, Abuja, Nigeria.

The Group is principally engaged in hospitality activities; rendering of hotel services by providing luxury accomodation, fully equipped meeting rooms, and leisure facilities to business travelers and tourists from all over the world.

In 2025, the Group commissioned the Transcorp Centre, a state-of-the -art facility with a 5,000-seater capacity, further enhancing its ability to host large-scale conferences, corporate events, and social gatherings. These offerings cater to both business travelers and tourists, reflecting the Group's commitment to excellence in service delivery and operational standards

Information on the Group's structure is provided in Note 4.

The unaudited consolidated and separate financial statements for the period ended 31 March 2026 were authorised for issue in accordance with a resolution of the Directors on 23 April 2026.

2. Material Accounting Policy Information

The material accounting policies applied in the preparation of these unaudited consolidated and separate financial statements are set out below.

2.1 Basis of preparation

The unaudited consolidated and separate financial statements have been prepared on the going concern basis in accordance with, and in compliance with,the IFRS® Accounting Standards and International Financial Reporting Interpretations Committee

("IFRIC") interpretations issued and effective at the time of preparing these consolidated and separate financial statements, the

Companies and Allied Matters Act of Nigeria, 2020 and the Financial Reporting Council of Nigeria (Amendment) Act, 2023.

The unaudited consolidated and separate financial statements have been prepared on the historical cost convention, unless otherwise stated in the accounting policies which follow and incorporate the material accounting policies set out below. The consolidated and separate financial statements are presented in Naira, which is the Group's and Company's functional currency.

All values are rounded to the nearest thousand (N'000), except when otherwise indicated. These accounting policies are consistent with the previous period.

The unaudited consolidated financial statements do not include all the information and disclosures required in the annual

financial statements, and should be read in conjunction with the Group's annual financial statements as at 31 December 2025.

Going Concern

Management believes that a going concern assumption is appropriate for the Group due to sufficient capital adequacy ratio and projected liquidity. This is based on historical experience that short-term obligations will be re-financed as required in the normal course of business.

As at 31 March 2026, the unaudited consolidated statement of financial position reflected an excess of current liabilities over current assets. The working capital deficit was primarily caused by the related parties payabels within current liabilities for which there is no immediate demand for repayment..

A cash flow forecast for the next 12 months prepared by management has indicated that the consolidated entity will have sufficient cash assets to be able to meet its debts as and when they are due.

Liquidity ratio and continuous evaluation of current ratio of the Group is carried out on an ongoing basis to ensure that there are no going concern threats to the operations of the Group.

2.2 Segmental Reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating-decision

maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Managing Director/Chief Executive Officer (MD/CEO) of Transcorp Hotels Plc, that makes strategic decisions.

The basis of segmental reporting has been set out in Note 3.

2.3 Consolidation

The unaudited consolidated financial statements incorporate the financial statements of the Company and entities controlled by

the Company (its subsidiaries) made up to each reporting date (financial year end is 31 December). Control is achieved when the Company has:

•

Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee)

•

Exposure, or rights, to variable returns from its involvement with the investee

•

The ability to use its power over the investee to affect its returns

The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.

When the Company has less than a majority of the voting rights of an investee, it considers that it has power over the investee when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally. The Company considers all relevant facts and circumstances in assessing whether or not the Company's voting rights in an investee are sufficient to give it power, including:

•

The size of the Company's holding of voting rights relative to the size and dispersion of holding of the other vote holders

•

Potential voting rights held by the Company, other vote holders or other parties

•

Rights arising from other contractual arrangements

•

Any additional facts and circumstances that indicate that the Company has, or does not have, the current ability to direct the

relevant activities at the time that decisions need to be made, including voting patterns at previous shareholders' meetings.

3. Segment information

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision-maker has been identified as the Managing Director/Chief Executive Officer (MD/CEO) of Transcorp Hotels Plc. The MD/CEO reviews the Group's internal reporting to assess performance and allocate resources. The MD/CEO has determined the operating segments based on these reports. Assessment of performance is based on operating profits of the operating segments that are reviewed by the MD/CEO and other Directors. Other information provided to the Board is measured in a manner consistent with that of the financial statements.

The Directors consider the business from an industry perspective and have identified one (1) operating segment which is the hospitality business as none of the subsidiaries consolidated qualify for segment analysis.

All businesses are situated in Nigeria. In addition, there are no inter-segmental sales as all sales are to external customers.

For the period ended 31 March 2026 Company Group

Segment by entity

Transcorp Hotels Plc

Other Segments

Transcorp Hotels Plc

N '000

N '000

N '000

Rooms

15,757,958

-

15,757,958

Food & Beverage

5,576,746

-

5,576,746

Event centre hall rental

153,131

153,131

Shop rental

442,477

-

442,477

Service charge

223,331

-

223,331

Recreation Service

100,382

-

100,382

Secretarial Service

14,180

-

14,180

Other operating revenue

144,788

-

144,788

Total revenue from contracts with customers

22,412,993

-

22,412,993

For the period 31 March 2025

N '000

N '000

N '000

Rooms

14,216,885

-

14,216,885

Food and beverages

5,620,326

-

5,620,326

Shop rental

433,365

-

433,365

Service charge

114,835

-

114,835

Recreation Service

119,034

-

119,034

Secretarial Service

33,955

-

33,955

Accommodation and experiences

-

725

725

Other operating revenue

100,809

-

100,809

Total revenue from contracts with customers

20,639,209

725

20,639,934

Segments by entity Company Transcorp Hotels Plc Other Segments Group Transcorp Hotels Plc

4. Interests in Subsidiaries including Consolidated Structure Entities

The following table lists the entities which are controlled by the Group, either directly or indirectly through other subsidiaries.

Name Principal activities

Country of incorporation % equity interest 2026 2025

Transcorp Hotels Port Harcourt Limited

Hospitality

Nigeria

100

100

Transcorp Hotels Ikoyi Limited

Hospitality

Nigeria

58

58

Aura by Transcorp Hotels Limited

Hospitality

Nigeria

60

60

Investment in subsidiaries

2026 2025

Name

N '000

N '000

Transcorp Hotels Port Harcourt Limited

20,000

20,000

Transcorp Hotels Ikoyi Limited

1,160

1,160

Aura by Transcorp Hotels Limited

60

60

21,220 21,220

The Holding Company

The immediate and ultimate holding company of Transcorp Hotels Plc is Transnational Corporation Plc which is based and listed in Nigeria and listed on Nigerian Exchange Limited.

Entity with significant influence over the Group

Ministry of Finance Incorporated owns 11.04% of the ordinary shares of Transcorp Hotels Plc (2025: 11.04%).

Non-controlling interest

  • Heirs Holdings Ltd owns 42% of the ordinary shares of Transcorp Hotels Ikoyi Limited (2025: 42%).

  • Transnational Corporation Plc. and Heirs Holdings Ltd own 20% each of the ordinary shares of Aura by Transcorp Hotels Ltd (2025: 20% each)

Group

Company

31 Mar 2026 31 Mar 2025 31 Mar 2026 31 Mar 2025

N '000

N '000 N '000 N '000

5. Revenue

Rooms*

15,757,958

14,216,885

15,757,958

14,216,885

Food and beverages

5,576,746

5,620,326

5,576,746

5,620,326

Event centre hall rental

153,131

-

153,131

-

Service Charge

223,331

114,835

223,331

114,835

Shop Rental

442,477

433,365

442,477

433,365

Accomodation and experiences

-

725

-

-

Recreation Service

100,382

119,034

100,382

119,034

Secretarial Service

14,180

33,955

14,180

33,955

Other operating revenue

144,788

100,809

144,788

100,809

Total revenue

22,412,993

20,639,934

22,412,993

20,639,209

*The Rooms Revenue, for prior period ended 31 March 2025, has been adjusted with the sum of N366mn, being discount accrued from Hilton loyalty programme, in line with IFRS 15. This is a reclassification from advertising expense line under operating expenses, hence it has a nil effect on the profit or loss position for the period.

Group

Company

31 Mar 2026 31 Mar 2025 31 Mar 2026 31 Mar 2025

N '000 N '000 N '000 N '000

6. Cost of sales

Rooms

1,793,967

2,045,767

1,793,967

2,045,767

Food and beverages

3,297,099

3,022,993

3,297,099

3,022,993

Other operating costs

126,474

97,398

126,474

97,398

Total cost of sales

5,217,540

5,166,158

5,217,540

5,166,158

Group

Company

31 Mar 2026 31 Mar 2025 31 Mar 2026 31 Mar 2025

N '000 N '000 N '000 N '000

7. Other operating income (net)

Net gain on disposal of property, plant and equipment

8,088

11,173

8,088

11,173

Key money (Note 27.2)

38,206

38,206

38,206

38,206

Deferred income (Note 26)

110,304

110,485

110,304

110,485

Net unrealised foreign exchange (loss)/gain

(57,296)

(49,114)

(57,296)

(49,114)

Other operating income

910

19,173

910

19,161

Total net other operating income

100,212

129,923

100,212

129,911

8. Impairment losses/(gains) on financial assets

Group

Company

31 Mar 2026

31 Mar 2025

31 Mar 2026

31 Mar 2025

N '000

N '000

N '000

N '000

Trade receivables

59,649

20,167

18,541

20,167

Receivables from related parties

6,428

-

50,593

-

Receivables from related parties (long term receivables)

-

-

1,953

-

66,077

20,167

71,087

20,167

  1. Operating expenses

    Group

Company

31 Mar 2026 31 Mar 2025 31 Mar 2026 31 Mar 2025

N '000

N '000 N '000 N '000

Advertising**

457,971

437,004

457,971

437,004

Amortisation (Note 15)

18,089

11,109

18,089

8,627

Auditors remuneration

65,440

23,794

55,426

23,794

Bank charges

348,994

276,274

348,994

276,268

Consulting and professional fees

17,833

38,879

17,377

38,805

Depreciation (Note 13)

1,094,554

674,352

1,094,443

673,949

Directors' remuneration

272,501

183,201

272,501

183,201

Employee costs

1,469,499

1,541,627

1,469,499

1,540,935

Energy cost

1,077,327

1,333,436

1,077,327

1,333,436

Group services and benefits

482,439

451,611

482,439

451,611

Insurance

321,341

260,714

321,341

260,714

IT expenses

121,757

121,206

121,757

120,877

Licenses, fees and rates

23,176

16,376

23,176

16,376

Management fees *

2,489,292

1,465,280

2,489,292

1,465,280

Medical expenses

19,178

15,008

19,178

15,008

Other expenses

503,448

622,303

502,249

622,007

Printing and Stationery

8,447

8,043

8,447

8,043

Repairs and maintenance

662,081

1,017,465

662,081

1,017,465

Security

25,971

45,151

23,249

43,620

Travel, logistics and accommodation

129,328

143,418

129,328

143,418

Total operating expenses

9,608,666

8,686,251

9,594,164

8,680,438

*Management fees are made up of base management fees payable to Hilton International at 1.5% of revenue, incentive fees based on an accelerated rate schedule applied on gross operating profit, and technical service fee payable to Transnational Corporation Plc at 5% of revenue.

The fees to Hilton are specified in the executed management agreement between Transcorp Hotels Plc and Hilton International for the provision of Hotel Management and other related services to the Company. Similarly, there exists a Technical Service Agreement between Transcorp Hotels Plc and Transnational Corporation Plc.

**The Advertising expenses, for prior period ended 31 March 2025, has been adjusted with the sum of N366mn, being discount accrued from Hilton loyalty programme, and reclassified to Room Revenue, hence it has a nil effect on the profit or loss position for the period.

  1. Finance costs/ income

    Group

Company

31 Mar 2026 31 Mar 2025 31 Mar 2026 31 Mar 2025

N '000 N '000 N '000 N '000

  1. Finance costs

    Interest on debts and borrowings

    466,197

    521,975

    466,197

    521,975

    Interest on Intercompany loan payables

    270,260 424,055 270,260 424,055

    Other finance cost

    25,758

    23,141

    25,758

    23,141

    762,215

    969,171

    762,215

    969,171

    Less: Capitalised borrowing cost

    -

    (76,806)

    -

    (76,806)

    Total finance costs

    762,215

    892,365

    762,215

    892,365

    Group

Company

  1. Finance income

31 Mar 2026 31 Mar 2025 31 Mar 2026 31 Mar 2025

N '000 N '000 N '000 N '000

Interest on bank deposits

Interest on intercompany loan receivables

21,675

198,072

9,145

142,852

21,675

198,072

9,145

142,852

Total finance income

219,747

151,997

219,747

151,997

11. Income Tax

The major components of income tax expense for the period ended 31 March 2026 and 2025 are:

Group

Company

31 Mar 2026

31 Mar 2025

31 Mar 2026 31 Mar 2025

N '000

N '000 N '000 N '000

Current Income Tax:

Current income tax

381,332

686,329

381,332

686,329

Capital gain tax

-

1,128

-

1,128

Tertiary education tax charge

257,293

206,330

257,293

206,330

638,625

893,787

638,625

893,787

Deferred tax:

778,966

216,786

778,966

216,786

Originating and reversing temporary differences

Tax expense in the statement of profit or loss

1,417,591

1,110,573

1,417,591

1,110,573

Current tax payable

Group

Company 31 Mar 2026 31 Dec 2025 31 Mar 2026 31 Dec 2025

N '000 N '000 N '000 N '000

As of 1 January

5,273,156

3,067,783

5,273,116

3,067,743

Income tax expense during the period

638,625

5,175,941

638,625

5,175,941

Payment during the period

-

5,911,781

(2,970,568)

5,273,156

-

5,911,741

(2,970,568)

5,273,116

The charge for taxation during the period has been computed in accordance with the provisions of the Nigeria Tax Act 2025.

11.1 Deferred tax

Deferred tax relates to the following:

Group Company

31 Mar 2026

N '000

31 Dec 2025

N '000

31 Mar 2026

N '000

31 Dec 2025

N '000

Deferred tax liability

18,956,904

18,177,938

18,956,904

18,177,938

Total Net Deferred Tax Liability

18,956,904

18,177,938

18,956,904

18,177,938

Group

Deferred tax relates to the following:

Statement of financial position Statement of profit or loss 31 Mar 2026 31 Dec 2025 31 Mar 2026 31 Mar 2025

N '000 N '000 N '000 N '000

Property, plant and equipment

19,234,845

18,455,879

778,966

216,786

Expected credit losses on debt financial assets

(125,410)

(125,410)

-

-

Exchange difference

(87,004)

(87,004)

-

-

Deferred tax expense- profit or loss statement

Add:

19,022,431

18,243,465

778,966

216,786

Net actuarial gain in OCI (65,527) (65,527) - -

Total deferred tax expense

Net deferred tax liabilities

778,966 216,786

18,956,904 18,177,938

TRANSCORP HOTELS PLC.

NOTES TO THE UNAUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS-CONT'D

FOR THE PERIOD ENDED 31 MARCH 2026

Property, plant and equipment Investment Property

Expected credit losses on debt financial assets Exchange difference

Deferred tax expense- profit or loss statement

Net actuarial gain in OCI Total deferred tax expense Net deferred tax liabilities

Deferred tax relates to the following:

Company

Statement of financial position

Statement of profit or loss

31 Mar 2026

31 Dec 2025

31 Mar 2026

31 Mar 2025

N '000

N '000

N '000

N '000

19,184,445

18,405,479

778,966

216,786

50,400

50,400

-

-

(125,410)

(125,410)

-

-

(87,004)

(87,004)

-

-

778,966

216,786

(65,527)

(65,527)

-

-

778,966

216,786

18,956,904

18,177,938

Reconciliation of deferred tax liabilities, net

As of 1 January

18,177,938

12,361,948

18,177,938

12,361,948

Tax expense for the period

778,966

5,815,990

778,966

5,815,990

18,956,904

18,177,938

18,956,904

18,177,938

Group

Company

31 Mar 2026

31 Dec 2025

31 Mar 2026

31 Dec 2025

N '000

N '000

N '000

N '000

12. Earnings per share (EPS)

Basic EPS is calculated by dividing the profit/loss for the period attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the period.

Diluted EPS is calculated by dividing the profit attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the period.

Thousands Thousands Thousands Thousands

10,242,528 10,242,528 10,242,528 10,242,528

The following table reflects the income and share data used in the basic and diluted EPS calculations:

Group

Company

31 Mar 2026

31 Mar 2025

31 Mar 2026

31 Mar 2025

N '000

N '000

N '000

N '000

Profit attributable to ordinary equity holders of the parent for

basic earnings

5,661,465

5,048,161

5,670,355

5,051,416

Weighted number of shares at the end of the period

Basic Earnings per share (Kobo)

55

49

55

49

Diluted Earnings per share (Kobo)

55

49

55

49

There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date and the date of authorisation of these financial statements.

TRANSCORP HOTELS PLC. NOTES TO THE UNAUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS-CONT'D FOR THE PERIOD ENDED 31 MARCH 2026

13. Property, plant and equipment

Group

Freehold Land Building Plant & Machinery Computer & Office Equipment Motor Vehicle Capital work in progress Total

N '000

N '000

N '000 N '000

N '000

N '000

N '000

Cost

1-January-2025

39,545,157

49,956,403

5,217,860

20,197,856

382,374

21,028,848

136,328,498

Additions

-

72,264

1,147,781

2,317,412

1,496,506

5,403,332

10,437,295

Interest cost capitalised in the period

-

-

-

-

-

101,148

101,148

Reclassification

-

7,733,709

4,887,637

1,844,441

-

(14,465,787)

-

Write Off*

-

-

-

-

-

(85,655)

(85,655)

Disposal

-

-

(7,570)

(141,559)

(61,448)

-

(210,577)

31-December-2025

39,545,157

57,762,376

11,245,708

24,218,150

1,817,432

11,981,886

146,570,709

Additions

-

-

-

165,949

896,550

480,470

1,542,969

Reclassification

-

87,598

825,072

2,088,905

-

(3,001,575)

-

31-March-2026

39,545,157

57,849,974

12,070,780

26,473,004

2,713,982

9,460,781

148,113,678

31-March-2026 - 10,295,618 2,941,513 9,086,454 484,443 - 22,808,028

Accumulated depreciation

1 January 2025

-

8,581,666

2,477,751

7,155,904

324,726

-

18,540,047

Depreciation for the period

-

1,344,936

337,036

1,595,872

93,698

3,371,542

Disposals

-

-

(7,570)

(140,452)

(50,093)

-

(198,115)

31-December-2025

-

9,926,602

2,807,217

8,611,324

368,331

-

21,713,474

Depreciation for the period

-

369,016

134,296

475,130

116,112

-

1,094,554

Net book value

At 31 March 2026

39,545,157

47,554,356

9,129,267

17,386,549

2,229,539

9,460,781

125,305,650

At 31 December 2025

39,545,157

47,835,774

8,438,491

15,606,826

1,449,101

11,981,886

124,857,235

In line with IAS 40 (Investment Property), the investment property occupied by Transcorp Hotels Port Harcourt Limited (subsidiary of the Group) has been reclassified to property, plant and equipment upon

consolidation.

TRANSCORP HOTELS PLC.

NOTES TO THE UNAUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS-CONT'D

FOR THE PERIOD ENDED 31 MARCH 2026

13. Property, plant and equipment continued

Company

Freehold Land

Building

Plant & Machinery

Computer & Office

Equipment

Motor Vehicle

Capital work in

progress

Total

N'000

N'000

N'000

N'000

N'000

N'000

N'000

1-January-2025 30,872,625 49,956,403 5,217,860 20,191,304 382,374 16,160,170 122,780,736

Additions

Interest cost capitalised in the period Reclassification

Write off Disposal

- 72,264 1,147,781 2,317,412 1,496,506 4,365,633 9,399,596

- - - - - 101,148 101,148

- 7,733,709 4,887,637 1,844,441 - (14,465,787) -

- - - (85,655) (85,655)

- - (7,570) (141,559) (61,448) - (210,577)

31-December-2025 30,872,625 57,762,376 11,245,708 24,211,598 1,817,432 6,075,509 131,985,248

Additions Reclassification Disposal

- - - 165,948 896,550 480,470 1,542,970

87,598 825,072 2,088,905 (3,001,575) -

- - - - - - -

31-March-2026 30,872,625 57,849,974 12,070,780 26,466,451 2,713,982 3,554,404 133,528,217

Accumulated depreciation

1 January 2025

-

8,581,666

2,477,751

7,152,093

324,726

-

18,536,236

Depreciation for the period

-

1,344,936

337,036

1,593,553

93,698

-

3,369,223

Disposals

-

-

(7,570)

(140,452)

(50,093)

-

(198,115)

31-December-2025

-

9,926,602

2,807,217

8,605,194

368,331

-

21,707,344

Depreciation for the period

369,016

134,296

475,019

116,112

-

1,094,443

Disposals

-

-

-

31-March-2026

-

10,295,618

2,941,513

9,080,213

484,443

-

22,801,787

Net book value

At 31 March 2026 30,872,625 47,554,356 9,129,267 17,386,238 2,229,539 3,554,404 110,726,430

At 31 December 2025 30,872,625 47,835,774 8,438,491 15,606,404 1,449,101 6,075,509 110,277,904

Property, plant and equipment encumbered as security

As at 31 March 2026, there is negative pledge over the Group's property, plant and equipment and floating assets, given in relation to the Group's borrowings.

Impairment and reversal of impairment

No impairment loss nor reversal was recognised in the current period (2025: Nil).

Capital commitment

As at 31 March 2026, the Group had no commitments during the period.

Capital work in progress

Capital work in progress comprises mainly building under construction that are not yet in location or condition for use during the period.

TRANSCORP HOTELS PLC. NOTES TO THE UNAUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS-CONT'D FOR THE PERIOD ENDED 31 MARCH 2026

14. Investment property

Group

Company

31 Mar 2026

31 Dec 2026

31 Mar 2026

31 Dec 2025

N '000

N '000

N '000

N '000

Opening balance at 1 January

-

- 2,816,000

1,843,000

Net gain from fair value remeasurement

-

- -

973,000

-

- 2,816,000

2,816,000

15. Intangible assets

Computer Software

Group Company

N'000

N'000

Cost

At 1 January 2025

459,085

409,227

Additions

128,110

128,110

At 31 December 2025

587,195

537,337

Additions

84,952

84,952

At 31 March 2026

672,147

622,289

Amortisation

At 1 January 2025

301,320

282,669

Amortisation

47,425

37,496

At 31 December 2025

348,745

320,165

Amortisation

18,089

18,089

At 31 March 2026

366,834

338,254

Net book value

At 31 March 2026

305,313

284,035

At 31 December 2025

238,450

217,172

Computer software consists of acquisition costs of software used in the day-to-day operations of the Group.

TRANSCORP HOTELS PLC.

NOTES TO THE UNAUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS-CONT'D

FOR THE PERIOD ENDED 31 MARCH 2026

16. Other investment

Equity instrument (Unquoted)*

Investment in shares(Quoted)**

Other investment

200,130 384,004 200,130 384,004

3,889,210 3,689,079 3,889,210 3,689,079

Fair value gain on investment(measured through OCI)

Company

Group

31 Mar 2026

31 Dec 2025

N '000

N '000

300,075

300,075

300,075

300,075

3,389,005

2,005,000

3,389,005

2,005,000

-

1,000,000

-

1,000,000

3,689,080

3,305,075

3,689,080

3,305,075

31 Mar 2026 31 Dec 2025

N '000 N '000

*The equity instrument represents a purchase of 7.5% of the 2,000,000 ordinary share capital (equivalent to N300,075,000) of Jeolan International Ltd. The shares has been fully allotted.

Food and beverage Fuel

Guest supplies

Group Company

31 Mar 2026

31 Dec 2025 31 Mar 2026 31 Dec 2025

N '000

N '000 N '000 N '000

297,273

248,131 297,273 248,131

211,800

177,017 211,800 177,017

234,284

204,191 234,284 204,191

743,357

629,339 743,357 629,339

**Shares investment (77,359,050 units held) in United Bank for Africa Plc was purchased at an arm's length in the open market.

17. Inventories

18. Trade and other receivables

Group Company

N '000

N '000

N '000

N '000

31 Mar 2026 31 Dec 2025 31 Mar 2026 31 Dec 2025

Financial Instruments:

3,472,767

3,495,984

3,472,761

3,495,978

Trade receivables

Receivables from subsidiaries*

-

-

10,217,383

10,213,529

Receivables from other related parties

11,991,862

4,020,117

12,476,718

4,543,446

Provision for impairment on trade receivables (Note 18.1,

18.2 & 18.3)

(137,387)

(76,208)

(789,003)

(717,914)

15,327,242 7,439,893 25,377,859 17,535,039

Non-Financial Instruments:

821,611

921,868

821,611

921,868

Deposits and advances

Withholding tax receivables

898,215

558,610

898,215

558,610

Receivables from Eco Travels and Tours Limited**

1,800,000

1,856,250

1,800,000

1,856,250

Other receivables

1,764,632

1,851,263

1,757,430

1,844,061

Total Trade and Other Receivables

20,611,700

12,627,884

30,655,115

22,715,828

Current

19,036,700

10,996,634

18,983,065

10,989,428

Non-current

1,575,000

1,631,250

11,672,050

11,726,400

Total Trade and Other Receivables 20,611,700 12,627,884 30,655,115 22,715,828

Trade receivables are non-interest bearing and are generally on terms of 30 to 90 days.

Deposits and advances include amounts paid in advance to suppliers for goods to be delivered in the near future. It also includes employee advances for operating expenses which will be retired after the related purchases.

Other receivables generally arise from transactions outside the provision of hospitality and related activities in the day-to-day operations of the Group. These include advances to contractors, advances to staff, etc. Interest may be charged at commercial rates where the terms of repayment exceed six months. Collateral is not normally obtained. All other receivables are due and payable within one year from the end of the reporting year.

*Receivables from subsidiaries are long term in nature and it relate to accumulation of capital investment and operating expense made on behalf of Transcorp Hotels Ikoyi Limited and Transcorp Hotels Port Harcourt Limited.

**Receivables from Eco Travels and Tours Limited relate to the sales consideration balance due from Eco travels and tours, following the completion of the disposal of Transcorp Hotels Calabar Limited.

  1. Allowance for expected credit losses

    Set out below is the movement in the allowance for expected credit losses of trade and other receivables:

    Group Company

    As at 1 January

    Provsion for the period

    31 Mar 2026

    31 Dec 2025

    31 Mar 2026

    31 Dec 2025

    N '000

    N '000

    N '000

    N '000

    71,311

    51,691

    71,311

    51,691

    23,441

    19,620

    18,541

    19,620

    89,852

    71,311

    89,852

    71,311

  2. Allowance for expected credit losses -subsidiaries

    Set out below is the movement in the allowance for expected credit losses of receivables from related parties (long term):

    Group

    Company

    31 Mar 2026 31 Dec 2025

    N '000

    N '000

    As at 1 January

    Provision for expected credit losses

    - -

    - -

    - -
  3. Allowance for expected credit losses - other related parties

Set out below is the movement in the allowance for expected credit losses of receivables from related parties:

31 Mar 2026 31 Dec 2025

N '000 N '000

118,379 85,833

1,953 32,546

120,332 118,379

Group

Company

N '000

N '000

N '000 N '000

31 Mar 2026 31 Dec 2025 31 Mar 2026 31 Dec 2025 As at 1 January

Provision for expected credit losses

4,898

42,637

47,535

41,107

(36,209)

4,898

528,226

50,593

578,819

553,589

(25,363)

528,226

19. Prepayments

Group

Company

N '000

N '000

31 Mar 2026 31 Dec 2025 31 Mar 2026 31 Dec 2025

N '000 N '000

Maintenance contracts 614,506 507,871 614,506 507,871

Insurance and permits 1,254,144 176,654 1,254,144 176,654

Prepaid loan processing fees (BOI loans) 121,603 147,361 121,603 147,361

Other prepaid expenses 193,795 72,767 193,795 72,767

2,184,048 904,653 2,184,048 904,653

20. Cash and bank balances

Group

Company

N '000

N '000

N '000 N '000

31 Mar 2026 31 Dec 2025 31 Mar 2026 31 Dec 2025

Cash on hand

33,384

40,702

33,384

40,702

Cash at banks

5,171,820

9,260,065

5,167,150

9,216,922

Short term deposit

7,289,363

7,658,509

7,289,363

7,658,509

12,494,567 16,959,276 12,489,897 16,916,133

Cash at banks earns interest at floating rates based on daily bank deposit rates.

For the purpose of the statement of cash flows, cash and cash equivalents comprise of the following as at 31st March:

Group

Company

N '000

N '000

5,205,204

9,300,767

7,289,363

7,658,509

12,494,567

16,959,276

-

(1,407,655)

12,494,567

15,551,621

N '000

N '000

5,200,534

9,257,624

7,289,363

7,658,509

12,489,897

16,916,133

-

(1,407,655)

12,489,897

15,508,478

Cash on hand and at bank Short term deposit

Bank overdrafts (Note 25)

Cash and cash equivalents 31 Mar 2026 31 Dec 2025 31 Mar 2026 31 Dec 2025

TRANSCORP HOTELS PLC.

NOTES TO THE UNAUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS-CONT'D

FOR THE PERIOD ENDED 31 MARCH 2026

21. Share Capital

Group Company

31 Mar 2026

31 Dec 2025

31 Mar 2026

31 Dec 2025

N'000

N'000

N'000

N'000

Authorised shares

10,242,528,411 (2024:10,242,528,411) ordinary shares of

50k each

5,121,264

5,121,264

5,121,264

5,121,264

Ordinary shares issued and fully paid

10,242,528,411 ordinary shares of 50k each

Share premium

At 1 January

At 31 March

5,121,264

5,121,264

5,121,264

5,121,264

12,548,859

12,548,859

12,548,859

12,548,859

12,548,859

12,548,859

12,548,859

12,548,859

(a) Compliance with Free Float Requirements and Shareholding pattern as at 31st March 2026 Shareholding Structure/Free Float Status Description 2026 2026 2025 2025 Units % Holding Units % Holding

Issued Share Capital 10,242,528,411 100% 10,242,528,411 100%

Substantial Shareholdings (5% and above)

Transnational Corporation Plc

7,800,070,016

76.16%

7,800,070,016

76.16%

Ministry of Finance Incorporated

1,131,165,000

11.04%

1,131,165,000

11.04%

Total Substantial Shareholdings

8,931,235,016

87.20%

8,931,235,016

87.20%

Directors' Shareholdings (direct and indirect), excluding directors with substantial interests

Mr. Emmanuel Nnorom (Indirect - Representing Vine

Foods Ltd)*

-

0.00%

1,000,000

0.01%

Dr. (Mrs.) Owen Omogiafo (Direct)

350,000

0.00%

350,000

0.00%

Mr. Peter Elumelu (Direct)**

-

0.00%

93,097

0.00%

Mrs Uzoamaka Oshogwe (Direct)

192,000

0.00%

15,000

0.00%

Bolanle Onagoruwa (Direct)

162,031

0.00%

162,031

0.00%

Total Directors' Shareholdings

704,031

0.01%

1,620,128

0.01%

Other Influential Shareholdings

-

Nil - 0.00% - 0.00%

Total Other Influential Shareholdings

-

0.00%

-

0.00%

Free Float in Units and Percentage

1,310,589,364

12.79%

1,309,673,267

12.80%

Free Float in Value in absolute value

266,049,640,892

223,823,161,330

Declaration: Transcorp Hotels Plc with a free float value of N266,049,640,892 (Share price:N203) as at 31 March 2026, is compliant with The Nigerian Exchange Limited's (NGX) free float requirements for companies listed on the Main Board.

*Mr. Emmanuel Nnorom retired as a Non-Executive Director on December 31, 2025

**Mr. Peter Elumelu retired as a Non-Executive Director on December 12, 2025

According to the register of members as at 31 March 2026, the shareholding in the Company was as follows:

Range No. of Holders Holders % Units Unit %

1-999

6830

78.51%

915,690

0.01%

1,000 - 9,999

1383

15.90%

3,256,859

0.03%

10,000-99,999

393

4.52%

9,214,350

0.09%

100,000-999,999

74

0.85%

14,644,435

0.14%

1,000,000-9,999,999

10

0.11%

26,494,501

0.26%

10,000,000-99,999,999

2

0.02%

20,761,513

0.20%

100,000,000-999,999,999

5

0.06%

1,236,006,047

12.07%

Above 1,000,000,000

2

0.02%

8,931,235,016

87.20%

Total

8,699

100%

10,242,528,411

100%

TRANSCORP HOTELS PLC. NOTES TO THE UNAUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS-CONT'D FOR THE PERIOD ENDED 31 MARCH 2026

22. Dividend distribution

Group Company

31 Mar 2026 31 Dec 2025 31 Mar 2026 31 Dec 2025 Cash dividends on ordinary shares approved and paid: 2025 Final Dividend-N1.20kobo per share (2024 Final Dividend for 2024-64kobo per share: 2025 interim

Dividend-10k per share) 12,291,034 7,579,471 12,291,034 7,579,471

12,291,034 7,579,471 12,291,034 7,579,471

23. Retained earnings

Group

31 Mar 2026 31 Dec 2025

N '000 N '000

Company

31 Mar 2026 31 Dec 2025

N '000 N '000

78,023,306 62,765,636

Balance brought forward

77,525,168 63,234,028

Profit for the year attributed to owners

5,661,465 21,870,611 5,670,355 22,837,141

Dividend

(12,291,034) (7,579,471) (12,291,034) (7,579,471)

70,895,599 77,525,168 71,402,627 78,023,306

24. Non-controlling interest

Group

31 Mar 2026 31 Dec 2025

N '000 N '000

Balance brought forward

(216,812) (198,323)

Non-controlling interest in Transcorp Hotels Ikoyi-42%

(558) (8,701)

Non-controlling interest in Aura by Transcorp Hotels-40%

(44) (9,788)

(217,414) (216,812)



TRANSCORP HOTELS PLC.

NOTES TO THE UNAUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS-CONT'D

FOR THE PERIOD ENDED 31 MARCH 2026

25. Borrowings

Group

Company

Interest rate

Maturity

31 Mar 2026

31 Dec 2025

31 Mar 2026

31 Dec 2025

%

N '000

N '000

N '000

N '000

N2 billion bank overdraft

24.5

-

1,407,655

-

1,407,655

N2 billion loan

16.75

-

1,038,365

-

1,038,365

N12.75 billion loan

10.0

31-May-29

6,768,620

7,274,810

6,768,620

7,274,810

N10 billion loan

10.0

-

797,458

-

797,458

N19.92 billion loan

0.2

17-Mar-31

20,087,007

-

20,087,007

-

26,855,627 10,518,288 26,855,627 10,518,288

N12.75 billion loan

N12.75 billion term loan with a tenor of 8 years and 24 months moratorium on principal and at interest rate of 10%. The loan is secured by an arrangement by Transnational Corporation Plc (the Parent Company).

N19.92 billion loan

N19.92 billion term loan with a tenor of 5 years and 6 months moratorium on principal and at interest rate of 22%. The loan is secured by a negative pledge.

Total interest-bearing loans and borrowings

26,855,627

10,518,288

26,855,627

10,518,288

Current

3,763,263

5,449,642

3,763,263

5,449,642

Non-current

23,092,364

5,068,646

23,092,364

5,068,646

24



TRANSCORP HOTELS PLC.

25. Borrowings continued

25.1 The analysis of interest repayment for the purpose of Cash Flow statement is as follows;

31 Mar 2026 31 Mar 2025 31 Mar 2026 31 Mar 2025

N '000 N '000 N '000 N '000

275,375

677,552

275,375

677,552

26. Deferred income

Company

Group

Group

Company

31 Mar 2026

31 Dec 2025

31 Mar 2026

31 Dec 2025

NOTES TO THE UNAUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS-CONT'D FOR THE PERIOD ENDED 31 MARCH 2026

Loan liability

N '000

N '000

N '000

N '000

As at 1 January

9,110,633

14,504,611

9,110,633

14,504,611

Additions

19,918,270

-

19,918,270

-

Effective interest

456,223

1,611,689

456,223

1,611,689

Principal repayments

(2,364,098)

(5,555,070)

(2,364,098)

(5,555,070)

Interest repayments

(265,401)

(1,450,597)

(265,401)

(1,450,597)

26,855,627

9,110,633

26,855,627

9,110,633

Overdraft

-

1,407,655

-

1,407,655

26,855,627

10,518,288

26,855,627

10,518,288

Interest repayment on third party loans (Note 25)

265,401

629,399

265,401

629,399

Interest repayment on overdraft

9,974

48,153

9,974

48,153

Group

Company

31 Mar 2026

31 Dec 2025

31 Mar 2026

31 Dec 2025

N '000

N '000

N '000

N '000

At 1 January

646,701

1,094,778

646,701

1,094,778

Released to the statement of profit or loss

(110,304)

(448,077)

(110,304)

(448,077)

536,397

646,701

536,397

646,701

Current

444,000

444,000

444,000

444,000

Non-current

92,397

202,701

92,397

202,701

536,397

646,701

536,397

646,701

The Company obtained a loan from the Bank of Industry (BOI) to procure equipment to upgrade the hotel rooms, kitchen, public area and equip a new multi-purpose banqueting conference centre. The interest rate of 10% on the loan was below the market loan rate between 13% to 15.5% at the time the loan was obtained. The fair value and the deferred income on the loan was recognized initially on the loan drawn-down date.The deferred income was subsequently amortized on a straight-line basis over the tenor of the loan. There were no unfulfilled conditions relating to the loan as at the reporting date. The opening deferred income was N647mn and N110mn was credited to other operating income in the statement of profit or loss for the period ended 31 March 2026.

25



TRANSCORP HOTELS PLC.

NOTES TO THE UNAUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS-CONT'D

FOR THE PERIOD ENDED 31 MARCH 2026

27. Contract liabilities

Group Company

31 Mar 2026

31 Dec 2025

31 Mar 2026

31 Dec 2025

N '000

N '000

N '000

N '000

Short-term advances for hospitality services (Note 27.1)

1,067,970

925,069

1,067,970

925,069

Key money from Hilton (Note 27.2)

1,795,694

1,833,900

1,795,694

1,833,900

2,863,664

2,758,969

2,863,664

2,758,969

Current

1,220,790

1,077,889

1,220,790

1,077,889

Non current

1,642,874

1,681,080

1,642,874

1,681,080

2,863,664

2,758,969

2,863,664

2,758,969

27.1 Short-term advances for hospitality services

This relates to consideration paid by customers before the Hotel transfers goods or services. Contract liabilities are recognised as revenue when the Hotel performs its obligations under the contract. The entire advances would be earned as revenue in 2026.

Group Company

31 Mar 2026 31 Dec 2025 31 Mar 2026 31 Dec 2025

Reconciliation of Short-term advances

N '000

N '000

N '000

N '000

At 1 January

925,069

204,889

925,069

204,889

Deferred during the period

1,067,970

925,069

1,067,970

925,069

Recognised as revenue during the period

(925,069)

(204,889)

(925,069)

(204,889)

1,067,970

925,069

1,067,970

925,069

Current 1,067,970 925,069 1,067,970 925,069

27.2 Key money from Hilton

In 2017, the managers of Transcorp Hilton Hotel Abuja, Hilton Worldwide Manage Limited contributed $ 10 million towards the refurbishment of the hotel. The contribution is referred to as Key money. It does not attract any interest and is not repayable by the Company unless the contract is terminated before the end of the 20-year contract year. The Key money from Hilton International LLC will be notionally amortised over the contract year on a straight-line basis to other income. The outstanding balance of N1.80bn relates to the unamortised portion of the key money as at 31 March 2026.

Group

Company

31 Mar 2026

31 Dec 2025

31 Mar 2026

31 Dec 2025

Reconciliation of Key money from Hilton

N '000

N '000

N '000

N '000

At 1 January

1,833,900

1,986,725

1,833,900

1,986,725

Recognised as other operating income during the period

(38,206)

(152,825)

(38,206)

(152,825)

1,795,694

1,833,900

1,795,694

1,833,900

28. Deposit for shares

Group

Company

31 Mar 2026

31 Dec 2025

31 Mar 2026

31 Dec 2025

N '000

N '000

N '000

N '000

2,410,000

2,410,000

-

-

Deposit for shares relates to Heirs Holdings Ltd's contribution to the development of Transcorp Hotels Ikoyi Limited (THIL). Based on the Memorandum of Understanding between Transcorp Hotels Plc and Heirs Holdings Ltd, THIL will issue shares to Heirs Holdings Ltd on completion of the construction and start of operation of the hotel.

26



TRANSCORP HOTELS PLC. NOTES TO THE UNAUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS-CONT'D FOR THE PERIOD ENDED 31 MARCH 2026

29. Defined Benefit Plan - Other employee benefit

Transcorp Hotels Plc (the parent company) provides a long-service award benefit to employees who is in active employment for a determined lengths of service. The benefit is defined for different length of service in 8 bands of 5 years from 5 to 40 years with benefits escalating with the length of service. The plan is funded from the company's operations for each year that there are qualifying staff members.

The benefit typically exposes the Company to actuarial risks such as: foreign exchange risk, interest rate risk, longevity risk and attrition risk. The risk relating to benefits to be paid to the qualifying staff members is borne by the company and factored into the computation of the defined benefit obligation.

Amounts recognised in profit or loss in respect of these defined benefit plans are as follows:

Group and Company

31 Mar 2026 31 Mar 2025

N '000 N '000

Current Service cost

98,326 9,994

Components of defined benefit costs recognised in profit or loss 98,326 9,994

Movements in the other reserves in the period were as follows:

Group and Company

31 Mar 2026 31 Dec 2025

N '000 N '000

Opening defined benefit obligation

133,040 186,679

- (53,639)

Remeasurement of the net defined benefit liability after tax

Closing other reserves 133,040 133,040

Group and Company

The amount included in the statement of financial position arising from the Group's obligations in respect of its defined benefit retirement benefit plans is as follows:

31 Mar 2026 31 Dec 2025

N '000 N '000

Present value of defined benefit obligations

541,697 443,371

- -

Fair value of plan assets Funded status

Restrictions on asset recognised

541,697 443,371

- -

Net liability arising from defined benefit obligation 541,697 443,371

Current

98,326 84,159

Non-current

443,371 359,212

541,697 443,371

Movements in the present value of defined benefit obligations in the period were as follows:

Group and Company

31 Mar 2026 31 Dec 2025

N '000 N '000

Opening defined benefit obligation

443,371 466,751

98,326 19,764

- 79,991

- (80,058)

- (43,077)

Current Service cost

Interest cost Actuarial losses Benefits paid

Closing defined benefit obligation 541,697 443,371

27

30. Trade and other payables

Group

Company

Trade payables

6,891,005

5,862,342

6,890,542

5,861,880

Related party (Note 32)

16,802

5,724,345

-

5,707,542

Other payables (Note 30.1)

11,750,566

12,861,363

11,728,896

12,855,130

31 Mar 2026

31 Dec 2025

31 Mar 2026

31 Dec 2025

N '000

N '000

N '000

N '000

18,658,373 24,448,050 18,619,438 24,424,552

Terms and conditions of the above financial liabilities

  • Trade payables are non-interest bearing and are normally settled on 60-day terms.

  • Other payables are non-interest bearing and have an average term of six months.

Company

30.1 Other payables

Group

N '000

N '000

N '000 N '000

31 Mar 2026 31 Dec 2025 31 Mar 2026 31 Dec 2025

VAT payable

1,012,379

1,200,331

1,012,617

1,200,570

Accrued liabilities

9,851,523

10,548,336

9,829,934

10,542,183

Unclaimed dividend

453,569

453,569

453,569

453,569

Security deposits from guests

161,578

161,578

161,578

161,578

WHT Payable

271,517

497,549

271,198

497,230

11,750,566 12,861,363 11,728,896 12,855,130

31. Cash generated from operations

Group Company

Note

31 Mar 2026

31 Mar 2025

31 Mar 2026

31 Mar 2025

Profit before tax

7,078,454

6,156,913

7,087,946

6,161,989

Adjustments to reconcile profit before tax to net cash

flows:

Depreciation of property, plant and equipment

13.

1,094,554

674,352

1,094,443

673,949

Amortisation of intangible assets

15.

18,089

11,110

18,089

8,627

Impairment allowance on financial assets

8.

66,077

20,167

71,087

20,167

Unrealised (gain) on foreign exchange

7.

57,296

49,114

57,296

49,114

Gain on disposal of property, plant and equipment

7.

(8,088)

(11,173)

(8,088)

(11,173)

Key money

27.2

(38,206)

(38,206)

(38,206)

(38,206)

Day 1 Gain Income

29.

(110,304)

(110,485)

(110,304)

(110,485)

Finance income

10.2

(219,747)

(151,997)

(219,747)

(151,997)

Finance cost

10.1

762,215

892,365

762,215

892,365

Working capital adjustments:

(Increase) in trade and other receivables

(7,990,079)

(3,085,558)

(7,948,660)

(3,086,543)

(Increase)/decrease in prepayments

(1,279,395)

(3,050,140)

(1,279,395)

(3,050,140)

(Increase)/decrease in inventories

(114,018)

(152,195)

(114,018)

(152,195)

Increase in contract liabilities

142,901

303,067

142,901

303,067

(Increase) in long term receivables

56,250

-

54,351

(19,480)

Increase in defined benefit liability

29.

98,326

9,994

98,326

9,994

Increase in trade and other payables

(6,059,938)

6,054,738

(6,075,376)

6,083,086

(6,445,613) 7,572,066 (6,407,140) 7,582,139

  1. Related party disclosures

    Relationships Entities

    Holding company Transnational Corporation Plc

    Subsidiaries Refer to note 4

    Fellow Subsidiaries: Transcorp Power Plc

    Transafam Power Limited

    Related party balances

    N '000

Group - 2026

55,906 72,185 11,991,862

(47,535)

11,944,327 16,803

Provision for impairment on related parties

Net balance

Group - 2025

N '000

N '000

N '000

Sales to related parties Interest payable/ (receivable) Amounts due from related parties Amounts due to related parties

Transnational Corporation Plc

24,662

(24,617)

5,786,251

16,802

Transafam Power Limited

4,512

(166,465)

3,127,106

-

Transcorp Power Plc

26,733

263,266

3,078,505

-

Transnational Corporation Plc

173,140

(124,472)

859,472

149,731

Transafam Power Limited

42,709

(579,248)

3,160,645

-

Transcorp Power Plc

196,220

1,927,697

-

5,574,614

412,069

1,223,977

4,020,117

5,724,345

Provision for impairment on related parties

(4,898)

Net balance

4,015,219

Company - 2026

Sales to related parties

Interest payable/ (receivable)

Amounts owed by related parties

Amounts owed to related parties

N '000

N '000

N '000

N '000

Transnational Corporation Plc

24,662

(24,617)

5,786,251

-

Transafam Power Limited

4,512

(166,465)

3,127,106

-

Transcorp Power Limited

26,733

263,266

3,078,505

-

55,906 72,185 12,476,718 -

Provision for impairment on related parties (578,819)

Net balance 11,897,899

Company - 2025

Transnational Corporation Plc

173,140

(124,472)

859,472

132,928

Transafam Power Limited

42,709

(579,248)

3,160,645

-

Transcorp Power Limited

196,220

1,927,687

-

5,574,614

Aura by Transcorp Hotels Limited

-

-

523,329

-

412,069 1,223,967 4,543,446 5,707,542

Provision for impairment on related parties (528,226)

Net balance 4,015,220

TRANSCORP HOTELS PLC.

NOTES TO THE AUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS-CONT'D

FOR THE PERIOD ENDED 31 MARCH 2026

  1. Transactions with subsidiaries

Group Company

31 Mar 2026

31 Dec 2025 31 Mar 2026 31 Dec 2025

At 1 January

-

-

10,213,529

9,143,284

Additions

Transcorp Hotels Port Harcourt Limited*

-

-

1,747

11,509

Transcorp Hotels Ikoyi Limited*

-

-

2,107

1,058,736

Gross carrying amount (Note 18)

-

10,217,383

10,213,529

Impairment

-

-

(120,332)

(118,379)

Net carrying amount - - 10,097,051 10,095,150

*Long term receivables from subsidiaries relate to accumulation of capital investment and operating expense made on behalf of Transcorp Hotels Ikoyi Limited and Transcorp Hotels Port Harcourt Limited. The classification as long term is based on the expectation that the entities will only be able to repay when they become operational, which will not be earlier than 3-5 years time.

33. Securities Trading Policy

The Company's Code of Conduct contains the Securities Trading Policy. It prohibits employees and Directors from insider trading, dealings and stock tipping during closed periods. The Capital Market, Board and Management are regularly notified of closed periods and no insider trading was recorded during the period under review.

34. Subsequent Events

There are no significant subsequent events which could have had a material effect on the state of affairs of the Group and Company as at 31 March 2026 that have not been adequately provided for or disclosed in these unaudited financial statements.

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