Börsiteade

Pealkiri

Pro Kapital Council approved Consolidated Interim Report for IV Quarter and 12 Months of 2025 (Unaudited)

Teade

MANAGEMENT REPORT

Real Estate Development

Tallinn

During  the fourth  quarter of  2025 we completed  the construction of the white
building in our Uus- Kindrali project, located in Kristiine City, Tallinn.

Client  inspections  and  the  signing  of  real  rights agreements commenced in
November,  and by year-end,  we had successfully  closed 39 residential units in
the  white building.  The remaining  pre-sold units  are scheduled  to be closed
during  the  first  quarter  of  2026.  By  the  end  of  the  reporting period,
corresponding with the completion of construction, 78% of the sellable area (m²)
had been sold.

At the same time, the construction activities continued on a second seven-storey
residential  building with 90 units, located next to the white building at Sammu
Street  10 / Seebi Street 24a, Tallinn. By the year end all the windows had been
installed;  partition walls' installation was almost complete and electrical and
plumbing  works were mostly finished on floors  two and three. The completion of
this building is targeted for October-November 2026.

Within  Kristiine  City,  we  are  continuing  the  design  and  building permit
processes  for four additional  projects submitted to  the Tallinn City Planning
Department.  These developments  will add  approximately 35,000 square metres of
gross building area (GBA), comprising around 350 predominantly residential units
(about 95% residential and 5% commercial), further strengthening our presence in
this  well-established urban area. To date,  a building permit has been obtained
for  the Tondi 53 project, also known  as "Dunte", which comprises approximately
160 residential  units  located  in  one  of  the historic buildings along Tondi
Street. The project design is currently in its final stage and will be completed
by February 2026.

For  the remaining  projects, building  permits are  expected to  be obtained in
spring 2026.

In  Kalaranna District  the construction  works have  been completed, and we are
continuing  with sales and marketing activities  for the remaining inventory. To
date, we have sold 64% of the m²s.

Riga

In Riga, construction activities continued on the Blue Marine project within the
Kliversala Quarter.

Construction works commenced in the third quarter of 2025, and by the end of the
reporting  period, the  project was  in the  zero-cycle construction  phase. The
steel sheet pile retaining wall had been installed, and reinforcement works were
completed  shortly,  enabling  the  excavation  of  the  construction  pit to be
finalised. Construction contracts have been concluded for the in-situ reinforced
concrete  works,  as  well  as  for  the  production and installation of precast
reinforced concrete elements for the above-ground structure of the building.

During  the fourth quarter, a construction loan  was closed with BluOr Bank, and
financing  has commenced following  the fulfilment of  all condition's precedent
under the loan agreement.

At the same time, we are actively engaged in sales and marketing activities with
the aim to boost the attraction for the whole Kliversala Quarter.

Vilnius

During  the fourth quarter, construction activity in the final stage of Shaltini?
Namai Attico with City Villas and a commercial building, is nearing completion.
In  December 2025, the first real rights agreements were signed, and the initial
residential  units were handed  over to customers.  The remaining pre-sold units
are scheduled to be closed and delivered during the first six months of 2026.

Our latest investment on Naugarduko Street in Vilnius, to be developed under the
name  Borgo, will transform a former school building into a distinctive high-end
residential  complex comprising  approximately 50 luxury  apartments. As  at the
date  of this report, the  building permit has been  issued, and construction is
planned to commence in the second half of 2026.

Hotel operations

The  twelve months performance remained  slightly below budget; however, several
periods  demonstrated  encouraging  momentum  and  improvement  compared  to the
previous  year. Towards  the end  of the  year, occupancy levels softened across
both  the leisure and corporate  segments, reflecting broader market conditions,
particularly  in  the  leisure  segment.  Food and beverage revenue nevertheless
achieved a modest year-on-year increase.

Other operations

Our  Italian  operations,  led  by  Preatoni  Nuda  Proprietà (PNP) and Preatoni
Intermediazioni Immobiliari (PII), operated in a challenging market environment,
reflecting broader conditions in the Italian real estate sector. Market activity
during the period remained subdued, affecting transaction volumes. Nevertheless,
the  underlying fundamentals of the bare  ownership model remain intact, and the
concept  continues  to  gain  traction  among  both  private  and  institutional
investors.

During  the year,  PNP focused  on strengthening  its operational foundation and
developing  partnerships,  demonstrating  resilience  in a changing environment.
While  market  conditions  remain  uncertain,  management  continues  to monitor
developments  closely and believes that a gradual stabilisation of the operating
environment may support future activity as conditions normalise.

Conclusion

2025 was  a  strong  and  profitable  year  for  the Group, marked by consistent
execution,  tangible progress, and growing momentum  across all our markets. Our
teams  remained focused  on delivering  high-quality projects  and advancing our
long-term  strategy, translating vision into  measurable results and reinforcing
the strength of our operating platform.

In  Tallinn, construction  progress and  key planning  achievements at Kristiine
City  clearly  demonstrated  how  disciplined  execution  and long-term thinking
create  enduring value.  In Riga,  the Blue  Marine project advanced decisively,
moving  from planning  into execution  and reflecting  our hands-on  approach to
development  and  full  control  over  quality  and  know-how.  In  Vilnius, the
achievement of record sales prices in our flagship development further confirmed
our strong market positioning and the trust our clients place in our brand.

Looking  back  on  the  year,  I  am  particularly proud of the professionalism,
commitment,  and entrepreneurial  spirit shown  across the  organization. With a
focused team, a solid and visible pipeline, and supportive market conditions, we
successfully  converted stability  into sustainable  growth. The  foundations we
have  built are  robust, and  the results  achieved during  the year confirm our
capacity  to  grow  profitably  while  maintaining discipline, creativity, and a
clear sense of purpose.

I  would like to sincerely thank  all our colleagues, partners, and shareholders
for  their  continued  trust  and  dedication.  The achievements of 2025 are the
result  of a  shared long-term  vision and  a collective  commitment to building
lasting value.

Edoardo Preatoni
CEO


KEY FINANCIALS

The  total revenue of  the Group in  2025 was EUR 53.2 million  (2024: EUR 18.2
million),  and the  total revenue  of the  fourth quarter  amounted to EUR 18.9
million (fourth quarter of 2024: EUR 7.6 million).

Revenue  from real estate  sales is recognised  at the moment  when the notarial
sales  agreement is signed and legal title to the property is transferred to the
buyer.  Therefore,  revenue  from  real  estate  sales  is closely linked to the
construction cycle and the timing of project completions.

Revenue  from  the  sale  of  real  estate  increased  in 2025 compared with the
previous  year, primarily  due to  the handover  of completed  apartments in the
Kalaranna  and  Uus?Kindrali  developments  in  Tallinn,  as well as in the City
Villas  project in  Vilnius. In  contrast, revenue  in 2024 remained  at a lower
level,  as  apartment  handovers  in  the  Kalaranna  District commenced only in
December 2024 and, for most of the year, sales were largely limited to remaining
inventory units in Latvia and Lithuania.

The  Group's gross profit for 2025 amounted  to EUR 18.8 million (2024: EUR 5.4
million),  and  the  gross  profit  for  the  fourth quarter was EUR 6.9 million
(fourth quarter of 2024: EUR 2.6 million).

Operating   profit  for  2025 was  EUR  14.7 million  (2024:  EUR  0.1 million).
Operating  profit for  the fourth  quarter amounted  to EUR  7.1 million (fourth
quarter of 2024: EUR 1.9 million).

The Group's net profit for the twelve months of 2025 was EUR 12.0 million (2024:
EUR  3.9 million loss), and the  net profit for the  fourth quarter was EUR 6.0
million (fourth quarter of 2024: EUR 0.2 million).

Cash  generated  from  operating  activities  during  2025 amounted to EUR 10.8
million,  compared with  cash used  of EUR  10.4 million in  the same  period of
2024. In  the fourth quarter, cash  generated from operating activities totalled
EUR  4.0 million,  compared  with  cash  used  of  EUR 0.4 million in the fourth
quarter of 2024.

Net assets per share were EUR 1.12 as at 31 December 2025 (31 December 2024: EUR
0.89).

KEY PERFORMANCE INDICATORS

                              2025 12M   2024 12M   2025 Q4   2024 Q4
----------------------------------------------------------------------
  Revenue, th, EUR              53 162     18 158    18 897     7 554

  Gross profit, th. EUR         18 795      5 423     6 861     2 567

  Gross profit, %                  35%        30%       36%       34%

  Operating result, th. EUR     14 733        123     7 065     1 854

  Operating result, %              28%         1%       37%       25%

  Net result, th. EUR           12 041     -3 875     6 016       187

  Net result, %                    23%       -21%       32%        2%



  Earnings per share, EUR         0.22      -0.06      0.11      0.01


                                        31.12.2025   31.12.2024
----------------------------------------------------------------
  Total Assets, th. EUR                    124 490      118 758

  Total Liabilities, th. EUR                61 163       67 537

  Total Equity, th. EUR                     63 327       51 221

  Debt/ Equity *                              0.97         1.32



  Return on Assets, % **                     10.1%        -3.4%

  Return on Equity, % ***                    21.0%        -7.0%

  Net asset value per share, EUR ****         1.12         0.89


   *debt / equity = total debt / total equity
   **return on assets = net profit/loss / total average assets
   ***return on equity = net profit/loss / total average equity
   ****net asset value per share = net equity / number of shares


 CONSOLIDATED FINANCIAL STATEMENTS

Consolidated interim statement of financial position

  in thousands of euros                                31.12.2025   31.12.2024
-------------------------------------------------------------------------------
  ASSETS

  Current assets

      Cash                                                  5 143        4 344

      Current receivables                                   5 645          822

      Prepaid expenses                                        287          422

      Inventories                                          57 503       56 951
-------------------------------------------------------------------------------
  Total current assets                                     68 578       62 539

  Non-current assets

      Non-current receivables                                 324          317

      Property, plant and equipment                         7 836        7 595

      Right-of-use-assets                                     781          513

      Investment property                                  43 516       44 210

      Goodwill                                                  0          863

      Intangible assets                                     1 555        2 721
-------------------------------------------------------------------------------
  Total non-current assets                                 54 012       56 219

  Assets held for sale                                      1 900            0

  Total assets held for sale                                1 900            0

  TOTAL ASSETS                                            124 490      118 758

  LIABILITIES AND EQUITY

  Current liabilities

      Current debt                                         18 833       21 893

      Customer advances                                     5 888        9 618

      Trade and other payables                              5 447        5 600

      Tax liabilities                                       2 562          833

      Short-term provisions                                   116           24
-------------------------------------------------------------------------------
  Total current liabilities                                32 846       37 968

  Non-current liabilities

      Non-current debt                                     26 266       27 350

      Other long-term liabilities                               8            6

      Deferred income tax liabilities                       1 813        2 031

      Long-term provisions                                    230          182
-------------------------------------------------------------------------------
  Total non-current liabilities                            28 317       29 569

  TOTAL LIABILITIES                                        61 163       67 537

  Equity

      Share capital in nominal value                       11 338       11 338

      Share premium                                         5 661        5 661

      Statutory reserve                                     1 134        1 134

      Revaluation reserve                                   2 322        1 977

      Retained earnings                                    42 691       30 523
-------------------------------------------------------------------------------
  Total equity attributable to owners of the Company       63 146       50 633

  Non-controlling interest                                    181          588
-------------------------------------------------------------------------------
  TOTAL EQUITY                                             63 327       51 221

  TOTAL LIABILITIES AND EQUITY                            124 490      118 758


 Consolidated interim statements of comprehensive income

 in thousands of euros                     2025 12M 2024 12M 2025 Q4 2024 Q4
----------------------------------------------------------------------------
 CONTINUING OPERATIONS

 Operating income

 Revenue                                     53 162   18 158  18 897   7 554

 Cost of goods sold                         -34 367  -12 735 -12 036  -4 987
----------------------------------------------------------------------------
 Gross profit                                18 795    5 423   6 861   2 567



 Marketing expenses                          -1 213   -1 136    -280    -363

 Administrative expenses                     -5 659   -5 293  -1 434  -1 474

 Other operating income                       3 824    1 164   2 809   1 130

 Other operating expenses                    -1 014      -35    -891      -6
----------------------------------------------------------------------------
 Operating profit                            14 733      123   7 065   1 854



 Finance income                                  40      123      10      25

 Finance cost                                -2 615   -4 276    -701  -1 865
----------------------------------------------------------------------------
 Profit/ -loss before income tax             12 158   -4 030   6 374      14

 Income tax                                    -117      155    -358     173
----------------------------------------------------------------------------
 Profit/ -loss for the period                12 041   -3 875   6 016     187

 Attributable to:

 Equity holders of the parent                12 314   -3 675   6 022     337

 Non-controlling interest                      -273     -200      -6    -150



 Total other comprehensive income

 Net change in asset revaluation reserve        345     -115     345    -115
----------------------------------------------------------------------------
                                             12 386   -3 990   6 361      72

 Attributable to:

 Equity holders of the parent                12 659   -3 675   6 022     337

 Non-controlling interest                      -273     -200      -6    -150

 Earnings per share (Basic) EUR                0.22    -0.06    0.11    0.01


The full report can be found in the file attached.

Ann-Kristin Kuusik
CFO
+372 614 4920
[email protected]