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

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 Šaltinių 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
prokapital@prokapital.ee

Attachment

• PKG_Q4_2025_ENG