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RNS Number : 0732B Black Sea Property PLC 26 September 2025
Friday 26 September, 2025
Black Sea Property
Half-year Report
BLACK SEA PROPERTY PLC
("Black Sea Property" or the "Company")
Half-yearly report for the period ended 30 June 2025
The Board of Black Sea Property PLC is pleased to announce its interim report
for the six-month period ended 30 June 2025.
Electronic copies of the interim report will be available at the Company's
website http://www.blackseapropertyplc.com
(http://www.blackseapropertyplc.com/)
BLACK SEA PROPERTY PLC simon.hudd@d3ainvestments.com (mailto:simon.hudd@d3ainvestments.com)
Simon Hudd, Chairman
PETERHOUSE CAPITAL LIMITED +44 (0) 20 7469 0930
Aquis Corporate Adviser
Market Abuse Regulation (MAR) Disclosure
This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation EU 596/2014 as it forms part of retained EU law
(as defined in the European Union (Withdrawal) Act 2018).
Black Sea Property PLC
HALF-YEARLY REPORT
FOR THE SIX-MONTH PERIOD ENDED
30 JUNE 2025
Contents
Chairman's Statement (#_Toc146802711) (#_Toc146802711)
Consolidated Statement of Comprehensive Income (#_Toc146802713)
(#_Toc146802713)
Consolidated Statement of Financial Position (#_Toc146802714) (#_Toc146802714)
Consolidated Statement of Changes in Equity (#_Toc146802715) (#_Toc146802715)
Consolidated Statement of Cash Flows (#_Toc146802716) (#_Toc146802716)
Notes to the Consolidated Financial Statements (#_Toc146802717)
(#_Toc146802717)
Chairman's Statement
As at 30 June 2025 the significant shareholders of Black Sea Property Plc
("the Company") were as follows:
Beneficial shareholder Holding Percentage
Neo London Capital PLC 491,126,806 19.98%
Elea Capital Holding JSC 669,000,000 27.21%
Mamferay Holdings Ltd 449,957,561 18.30%
DF Compass Progress 169,356,690 6.89%
Interfund Investments PLC 89,500,000 3.64%
DF C 80,200,000 3.26%
Mix
The shareholder structure as at 31 December 2024 is the following:
Beneficial shareholder Holding Percentage
Neo London Capital PLC 491,126,806 19.98%
Elea Capital Holding JSC 669,000,000 27.21%
Mamferay Holdings Ltd 449,957,561 18.30%
DF Compass Progress 169,356,690 6.89%
Interfund Investments PLC 89,500,000 3.64%
DF C 80,200,000 3.26%
Mix
Chairman's statement
I am pleased to present the unaudited interim financial statements of the
Company for the six months ended 30 June 2025.
The unaudited net asset value as at 30 June 2025 was €51,439,639 million or
2.05 cents per share (31 December 2024: €52,556,450 or 2.10 cents per
share).
During the period, the Company generated revenues of €668,278 (June 2024:
€1,478,299) which resulted in a loss of €1,116,812 (June 2024: profit
before taxation of €111,619). The results reflected other income of
€1,065,304 (June 2024: €1,722,716), property operating expenses of
€1,183,185 (June 2024: €1,221,323), other operating expenses of €712,869
(June 2024: €561,614) and interest payable and other charges of €1,173,890
(June 2024: €1,306,459). Loss per share amounted to €0.05 cents (June
2024: profit per share amounted to €0.01 cents).
Camping South Beach EOOD ("CSB")
So far in 2025, CSB maintained its role as a luxury destination for camping
tourism and first line beach houses. Although tourists from countries affected
by the conflict between Ukraine and Russia are still missing, the niche is
being filled by local guests, who represent about 90% of all bookings.
The initial forecast by the management of over 10% growth in bookings,
compared to 2023 was fulfilled, as occupancy level in July was 71% and in
August around 61%, which also led to more than 18% growth in revenues,
compared to 2023.
2025 is the fifth year since the Concession Agreement for managing the beach
in front of Camping South Beach was signed. The perfectly maintained and
equipped beach adds additional value to rental properties and provides
excellent synergy.
The long-term strategy of CSB is to develop the whole Gradina area, including
all newly acquired adjacent properties into an exclusive high-quality summer
resort.
Chairman's Statement (Continued)
Nobu Sofia Project
A conceptual frame of the project has been prepared, while the floor
distribution is currently being refined. All accompanying procedures are
progressing in good time. The assignment of a technical phase and a working
project for the issuance of a building permit is pending.
Nobu Varna Project
The project has been issued a design visa according to the current Detailed
Development Plan of St. Constantine and Elena Resort and a conceptual design
focusing on the architecture has been prepared. A survey of the existing
external connections was made and an engineering infrastructure design was
commissioned.
The Directors of the Company are responsible for the contents of this
announcement.
Simon Hudd
Chairman
26.09.2025
Consolidated Statement of Comprehensive Income
for the period ended 30 June 2025
(Unaudited) (Unaudited) (Audited)
6 months to 6 months to Year ended
30 June 2025 30 June 2024 31 December 2024
Note € € €
Total revenue
Revenue 668,278 1,478,299 4,013,057
Property operating expenses (1,183,185) (1,221,323) (2,549,955)
Net rental income/(expense) (514,907) 256,976 1,463,102
Fair value gain on revaluation of investment properties - - 3,180,759
Fair value gain on financial assets at fair value through profit and loss - - 257,806
Net (loss)/gain on investment property - - 3,438,565
Administration and other expenses 5 (712,869) (561,614) (2,116,186)
Total operating profit/(loss) (1,227,776) (304,638) 2,785,481
Other income 6 1,065,304 1,722,716 1,777,744
Write off of loans - - (60,841)
Interest payable and similar charges (1,173,890) (1,306,459) (2,341,512)
Interest receivable and similar income 219,550 - 266,944
(Loss)/profit before tax (1,116,812) 111,619 2,427,816
Tax expense 8 - - (383,258)
(Loss)/profit and total comprehensive income for the period (1,116,812) 111,619 2,044,558
(Loss)/Profit and total comprehensive income attributable to the:
- shareholders of the parent company (1,117,327) 109,811 2,038,912
- non-controlling interest 515 1,808 5,646
Profit/(Loss)/earnings per share
Basic & Diluted(loss)/earnings per share (cents) 7 (0.05) 0.01 0.08
The notes form an integral part of these financial statements.
The financial statements were approved and authorised for issue by the Board
of Directors on 26.09.2025
and were signed on their behalf by:
Chairman
Director
Simon
Hudd
Valentino Georgiev
Consolidated Statement of Financial Position at 30 June 2025
(Unaudited) (Audited)
30 June 31 December
2025
2024
Note € €
Non-current assets
Investment properties 9 48,340,328 48,340,327
Intangible assets 10 1,852,033 1,908,853
Property, plant and equipment 35,236,375 34,561,502
Long term Deposit 102,258 11,693
Total non-current assets 85,530,994 84,822,375
Current assets
Trade and other receivables 12 5,985,056 3,920,774
Short term investments 11,738,958 12,163,597
Cash and cash equivalents 1,134,647 1,250,649
Total current assets 18,858,661 17,335,020
Total assets 104,389,655 102,157,395
Equity and liabilities
Issued share capital 13 81,019,442 81,019,442
Retained deficit (29,056,187) (27,938,860)
Foreign exchange reserve (1,533,086) (1,533,086)
Total equity, attributable to the shareholders of the parent company 50,430,169 51,547,496
Non-controlling interest 1,009,470 1,008,954
Total equity 51,439,639 52,556,450
Non-current liabilities
Bank loans 14 13,830,330 14,217,236
Trade and other payables 15 3,307,838 1,708,923
Deferred tax liability 8 3,152,676 3,152,676
Total non-current liabilities 20,290,844 19,078,835
Current liabilities
Trade and other payables 15 4,273,447 2,428,819
Tax liability 15 26,076 13,925
Bank loans 14 3,059,210 3,355,402
Shareholder loan 16 25,300,439 24,723,964
Total current liabilities 32,659,172 30,522,110
Total liabilities 52,950,016 49,600,945
Total equity and liabilities 104,389,655 102,157,395
Number of ordinary shares in issue 2,458,323,603 2,458,323,603
NAV per ordinary share (cents) 17 2.05 2.10
The notes form an integral part of these financial statements.
The financial statements were approved and authorised for issue by the Board
of Directors on 26.09.2025
and were signed on their behalf by:
Chairman
Director
Simon
Hudd
Valentino Georgiev
Consolidated Statement of Changes in Equity for the period ended 30 June 2025
Share capital Retained earnings Foreign currency translation reserve Total equity attributable to the parent company Non-controlling interests Total
€ € € € € €
At 1 January 2024 81,019,442 (29,977,772) (1,533,086) 49,508,584 1,003,308 50,511,892
Profit for the period - 109,811 - 109,811 1,808 111,619
Total comprehensive income - 109,811 - 109,811 1,808 111,619
At 30 June 2024 (unaudited) 81,019,442 (29,867,961) (1,533,086) 49,618,395 1,005,116 50,623,511
At 1 January 2024 81,019,442 (29,977,772) (1,533,086) 49,508,584 1,003,308 50,511,892
Profit for the year - 2,038,912 - 2,038,912 - 2,038,912
Non-controlling interest - - - - 5,646 5,646
Total comprehensive income - 2,038,912 - 2,038,912 5,646 2,044,558
At 31 December 2024 (audited) 81,019,442 (27,938,860) (1,533,086) 51,547,496 1,008,954 52,556,450
At 1 January 2025 81,019,442 (27,938,860) (1,533,086) 51,547,496 1,008,954 52,556,450
Profit for the period - (1,117,327) - (1,117,327) - (1,117,327)
Non-controlling interest - - - - 516 516
Total comprehensive income - (1,117,327) - (1,117,327) 516 (1,116,811)
At 30 June 2025 (unaudited) 81,019,442 (29,056,187) (1,533,086) 50,430,169 1,009,470 51,439,639
The notes form an integral part of these financial statements.
The financial statements were approved and authorised for issue by the Board
of Directors on 26.09.2025
and were signed on their behalf by:
Chairman
Director
Simon
Hudd
Valentino Georgiev
Consolidated Statement of Cash Flows
for the period ended 30 June 2025
(Unaudited) (Unaudited) (Audited)
6 months to 6 months to Year ended
30 June 2025 30 June 2024 31 December 2024
€ € €
Operating activities
(Loss)/profit before tax (1,116,812) 111,619 2,427,816
Loss/(gain) on revaluation of investment properties - - (3,180,759)
Bargain Purchase on Acquisition - - -
Amortization of intangible fixed assets 56,820 57,688 114,508
Depreciation of property, plant and equipment 80,632 2,348 446,520
Interest received (219,550) (267,730) (266,944)
Bad debt recovered (63,916) (1,086,295) (827,269)
Finance expense 1,173,890 1,306,459 2,341,512
Changes in the working capital (88,936) 124,089 1,055,384
Decrease/(increase) in receivables (2,064,282) 869,614 (1,267,690)
(Decrease)/increase in payables 3,443,543 (493,364) 569,253
Cash used in operation 1,290,325 500,339 356,947
Tax refund/(paid) 12,151 11,427 (450,283)
Net cash outflow from operating activities 1,302,476 511,766 (93,336)
Investing activities
Investment property additions and acquisitions - - -
Tangible fixed assets additions (755,505) (986,916) (3,351,784)
Proceeds from sale of tangible fixed assets - - 2,091,556
Acquisition of intangibles - (280,215) (140,450)
Bad debt recovered 63,916 1,086,295 827,269
Interest received 219,549 267,730 266,944
Long term deposit paid (90,565) - 90,565
Short term investments 424,639 386,809 167,006
Net cash (outflow)/ from investing activities (137,966) 473,703 (248,842)
Financing activities
Proceeds from issuing share capital - - -
Loans issued/(repaid) (683,097) (1,987,957) (241,096)
Interests paid and other charges (1,173,890) (1,306,459) (2,341,512)
Loans granted from shareholders 576,475 734,769 1,416,131
Net cash inflow/(outflow) from financing activities (1,280,512) (2,559,034) (1,464,213)
Net increase/(decrease) in cash and cash equivalents (116,002) (1,574,178) (1,308,707)
Cash and cash equivalents at beginning of period 1,250,649 2,559,356 2,559,356
Cash and cash equivalents at end of period 1,134,647 985,178 1,250,649
The notes form an integral part of these financial statements.
The financial statements were approved and authorised for issue by the Board
of Directors on 26.09.2025
and were signed on their behalf by:
Chairman
Director
Simon
Hudd
Valentino Georgiev
Notes to the Financial Statements for the period ended 30 June 2025
1. General information
Black Sea Property Plc (the Company) is a company incorporated and domiciled
in the Isle of Man whose shares are publicly traded on the Aquis Stock
Exchange in London.
2. Statement of compliance
These interim consolidated financial statements have been prepared in
accordance with IAS 34 Interim Financial Reporting. They do not include all of
the information required for full annual financial statements, and should be
read in conjunction with the consolidated financial statements of the Group as
at and for the year-ended 31 December 2024.
The principal risks and uncertainties are The consolidated financial
statements of the Group as at and for the year ended 31 December 2024 are
available upon request from the Company's registered office at 6th Floor,
Victory House, Prospect Hill, Douglas, Isle of Man or at
www.blackseapropertyplc.com.
These interim consolidated financial statements were approved by the Board of
Directors on 26.09.2025.
3. Significant accounting policies
The accounting policies applied in these interim financial statements, except
for the ones listed below, are the same as those applied in the Group's
consolidated financial statements as at and for the year ended 31 December
2024.
4. Financial risk management policies
consistent with those disclosed in preparation of the Group's annual financial
statements for the year ended 31 December 2024.
5. Administration and other expenses
(Unaudited) (Unaudited) (Audited)
6 months to 6 months to Year ended
30 June 30 June 31 December
2025
2024
2024
€ € €
Directors' remuneration 34,758 45,477 67,509
Administration fees 77,945 77,405 147,599
Legal and professional fees 171,014 135,282 393,118
Auditors' remuneration - - 100,213
Foreign currency expenses 218 10,824 7,961
Other administration and sundry expenses 291,482 232,590 838,758
Depreciation expense and amortization 137,452 60,036 561,028
712,869 561,614 2,116,186
Notes to the Financial Statements for the period ended 30 June 2025
(continued)
6. Other income
(Unaudited) (Unaudited) (Audited)
6 months to 6 months to Year ended
30 June 30 June 31 December
2025
2024
2024
€ € €
Interest income - receivable balances 219,550 267,730 266,944
Bad debts recovered 63,916 1,086,295 827,269
Others 1,001,388 368,691 950,475
1,284,854 1,722,716 2,044,688
7. Profit/(Loss)/earnings per share
The basic (loss)/earnings per ordinary share is calculated by dividing the net
(loss)/profit attributable to the ordinary shareholders of the Company by the
weighted average number of ordinary shares in issue during the period.
(Unaudited) (Unaudited) (Audited)
6 months to 6 months to Year ended
30 June 30 June 31 December
2025
2024
2024
€ € €
(Loss)/earnings attributable to owners of parent € (1,117,327) 109,811 2,038,912
Weighted average number of ordinary shares in issue 2,458,323,603 1,922,885,247 2,458,323,603
Basic profit / (loss)/earnings per share (cents) (0.05) 0.01 0.08
The Company has no potential dilutive ordinary shares; the diluted
profit/(loss)/earnings per share is the same as the basic
profit/(loss)/earnings per share.
Notes to the Financial Statements for the period ended 30 June 2025
(continued)
8. Taxation
Isle of Man
There is no taxation payable on the Company's or its Jersey subsidiaries'
results as they are based in the Isle of Man and in Jersey respectively where
the Corporate Income Tax rates for resident companies are 0% (2024: 0%).
Additionally, neither the Isle of Man nor Jersey levies tax on capital gains.
Consequently, shareholder's resident outside of the Isle of Man and Jersey
will not incur any withholding tax in those jurisdictions on any distributions
made to them.
Bulgaria
Subsidiaries of the Company incorporated in Bulgaria are taxed in accordance
with the applicable tax laws of Bulgaria. The Bulgarian corporate tax rate for
the year was 10% (2024: 10%).
No deferred tax assets are recognised on trading losses in the subsidiary
companies as there is significant uncertainty as to whether sufficient future
profits will be available in order to utilise these losses.
A reconciliation of the tax charge for the year to the standard rate of
corporation tax for the Isle of Man of 0% (2024: 0%) is shown below.
(Unaudited) (Audited)
30 June
31 December 2024
2025 €
€
Profit before tax (1,116,812) 2,427,816
Profit on ordinary activities multiplied by the standard rate in the Isle of - -
Man of 0% (2024: 0%)
Effect of different tax rates in different countries - 65,182
Deferred tax liability movement - 318,076
Current charge for the year - 383,258
Bulgarian tax losses brought-forward at 10% (166,914) (347,840)
Tax losses utilised in the year - 180,925
Bulgarian tax losses carried-forward at 10% (166,914) (166,914)
Deferred tax liability
Opening deferred tax liability balance 3,152,676 2,869,332
Deferred tax liability on fair value uplift of investment property on - -
Acquisition/(disposal) of a subsidiary
Bulgarian deferred tax liability charge - (34,732)
Deferred tax liability on fair value uplift of investment property - 318,076
Closing deferred tax liability balance 3,152,676 3,152,676
Notes to the Financial Statements for the period ended 30 June 2025
(continued)
9. Investment properties
(Unaudited) (Audited)
30 June 31 December 2024
2025
€ €
Beginning of year 48,340,327 58,888,532
Additions - -
Transfers - (13,728,964)
Fair value adjustment - 3,180,759
Total investment property 48,340,327 48,340,327
Camp South Beach 17,100,000 17,100,000
Camp South Beach additional plots 5,900,000 5,900,000
Byala Land 11,240,000 11,240,000
Star Mill 8,210,710 8,210,710
Lazuren Bryag 5,889,617 5,889,617
Total investment property 48,340,327 48,340,327
The Directors confirm that there are no material changes in the valuation of
investments as of 30 June 2025.
Fair value determination:
The valuations of the other Group properties at 31 December 2024 and 31
December 2023 were based on the most recent independent valuation received for
each property. The valuations were performed by external accredited
independent valuers with recognised professional qualifications and with
recent experience in the location and category of the investment properties
being valued.
The fair value of completed investment property has been determined on a
market value basis in accordance with the RICS "Red Book". In arriving at
their estimates of market values, the valuers have used their market knowledge
and professional judgement, historical transactional comparable and discounted
cash flow forecasts. The highest and best use of the investment properties is
not considered to be different from its current use.
The Group's investment properties are measured at fair value based on a
valuation performed by an independent external valuer. Due to limited market
data and the property's development status, the residual method was used. The
valuation is based on various unobservable inputs. This approach is classified
as a Level 3 fair value measurement under IFRS 13.
The Byala Land properties, and CSB properties along with additional plots were
all evaluated by Cushman & Wakefield Forton, an independent professional
valuation specialist.
In 2024, Ivan Vazov 1 Building was reconstructed in order to change its use.
As a result and in accordance with the business development plans, the
property has been transferred to tangible fixed assets.
The Byala Land properties and the CSB properties with additional plots were
valued as at 31 December 2024. The CSB properties are also pledged as
security to Central Cooperative Bank against the company's investment loans
and overdraft positions (note 16).
All valuations were based on expected rental income or cash flows, net of
operating expenses, and capitalised using a discount rate reflecting the
market yield from recent transactions of similar properties.
These valuations are based on income and market approach and primarily include
unobservable inputs: the estimated rental value, cashflows, the discount rate,
and adherence to specific legal and regulatory requirements.
Notes to the Financial Statements for the period ended 30 June 2025
(continued)
10. Intangible assets
At the end of 2020, after participating in an open concession award procedure,
the Group through Camping South Beach received the concession rights over the
sea beach "Camping Gradina". During the active summer season of 2021, the
beach was managed by CSB under the terms of a lease agreement. The concession
agreement entered into force on 17 October 2020, and at the beginning of 2021
the handover of the sea beach by the grantor Ministry of Tourism to the
concessionaire was carried out. The term of the contract is 20 years.
The concession contract of CSB grants the right to operate the sea beach,
performing alone or through subcontractors providing visitors to the sea beach
of the following services: beach services, including the provision of
umbrellas and sunbeds, services in fast food restaurants, sports and
entertainment services, water attraction services, health and rehabilitation
services and other events, after prior agreement with the grantor. A condition
for operation of the concession site is the implementation of mandatory
activities, which include provision of water rescue activities, security of
the adjacent water area, health and medical services for beach users, sanitary
and hygienic maintenance of the beach, maintenance for use of the elements of
the technical infrastructure, the temporary connections, the movable objects,
the facilities and their safe functioning.
In 2020 the Group paid the first due concession fee, which provides the period
from the date of entry into force of the concession agreement until the end of
the same calendar year and the period from January 1 of the last calendar year
in which the concession agreement is valid until the date upon expiration of
the contract.
According to the financial model presented by the Company, which is accepted
by the grantor and is an integral part of the concession agreement, for the
concession period the Group will make additional investments related to the
implementation of mandatory activities and investments to improve access to
the beach. After the expiration of the concession contract, all constructed
sites remain the property of the grantor. The activities related to the
operation of the concession site are performed by the concessionaire at his
risk and at his expense. The cost of the acquired intangible assets was
€655,876 and no amortization expenses were recognised in 2020. The acquired
intangible asset was amortized by € 17,264 (2023: €34,528).
Lazuren Bryag holds two concession contracts, with a carrying value of
€1,284,126 as at the period-end.
The first concession contract was granted by the Ministry of Tourism in 2020
and grants the right to operate the sea beach "Varna - central" in the city of
Varna. The concession contract is valid for a period of twenty years.
The second concession contract in addition, Lazuren Bryag was signed in 2022
and permits the company to rent the sea beach "Ribarski - West" and sea beach
"Fisherman - East". The contract is valid for a period of five years.
The amortisation expense has been included with in property operating expenses
in the Consolidated Statement of Comprehensive Income.
Period ended 30 June 2025 Year ended 31 Dec 2024
€ €
Beginning of year 1,908,853 1,882,911
Additions - 140,450
Amortisation (56,820) (114,508)
Total Intangible assets at year end 1,852,033 1,908,853
Notes to the Financial Statements for the period ended 30 June 2025
(continued)
11. Trade and other receivables
(Unaudited) (Audited)
30 June 31 December 2024
2025
€ €
Trade receivables* 5,878,505 3,894,433
Prepayments 106,551 26,341
5,985,056 3,920,774
*All amounts are due within one year. The expected credit losses (ECL) for
this amount is nil.
12. Issued share capital
(Unaudited) (Audited)
Authorised As at As at
30 June 2025 31 December 2024
Founder shares of no par value 10 10
Founder shares of no par value Unlimited Unlimited
Issued and fully paid € €
2 Founders shares of no par value (2024: 2) - -
2,458,323,603 ordinary shares of no par value (2024: 2,458,323,603) 81,019,442 81,019,442
The Founders shares do not carry any rights to dividends or profits and on
liquidation they will rank behind Shares for the return of the amount paid up
on each of them. The shares carry the right to receive notice of and attend
general meetings, but carry no right to vote thereat unless there are no
Participating Shares in issue.
Capital management
The Directors consider capital to be the net assets of the Group. The capital
of the Company will be managed in accordance with the Investment Strategy
documented on the Company's website.
13. Bank Loans
(Unaudited) (Audited)
30 June 31 December 2024
2025
€ €
Loan from UniCredit (a & c) 7,410,127 7,668,835
Loan from BACB (b) 3,338,166 3,343,341
Central Cooperative Bank (d) 6,141,248 6,560,462
16,889,541 17,572,638
Long term bank loans 13,830,330 14,217,236
Current bank loans 3,059,211 3,355,402
Reconciliation of bank loans
Beginning of year (gross loan) 17,572,638 20,568,424
Bank loan arrangement fees (21,381) (8,998)
Loan received 3,765 11,740
Interest charged 287,525 709,663
Principal repayments (657,001) (2,959,722)
Interest payments (296,004) (748,469)
Total bank loans 16,889,541 17,572,638
Notes to the Financial Statements for the period ended 30 June 2025
(continued)
13. Bank Loans (continued)
a) In October 2017, BSPF Bulgaria EAD, a subsidiary of parent
company entered into a secured debt funding of €7 million
from UniCredit Bulbank AD ("UniCredit"), a leading Bulgarian commercial bank
which was used to complete the acquisition of the Ivan Vazov 1 Building. The
debt funding from UniCredit is secured by a
commercial mortgage on the property valued at €13,548,212.
The debt funding is also secured by a first rank pledge
of all the receivables, claims, rights and interests, both current and
future, of the company along with a first ranking registered pledge of the
commercial enterprise of the company and a first ranking pledge of
100% of the shares of the capital of the company. The
initial term of the debt funding was thirty-six months from date of execution
of the loan documentation and the repayment shall be
made as a one-off payment on the repayment deadline.
The company renegotiated the terms of the loan in November 2021, extending the
repayment period until 30 November 2033 and changed the margin to the interest
rate to 2%. The principal should be repaid in equal installments, with the
first installment set from 23 December 2023. The interest on the loan is now
the internal interest percentage by the bank plus 2.00% (2024: 2%).
In November 2021, BSPF Bulgaria EAD entered into an agreement with Unicredit
Bulbank AD ("UniCredit"), a leading Bulgarian commercial bank, which involved
revised and extended lending terms for the construction of the Ivan Vazov 1
Building. The Company entered into a secured debt funding of up to BGN
4,498,409 (approximately €2.3 million) from UniCredit Bulbank AD
("UniCredit"), a leading Bulgarian commercial bank which was used to partly
finance the construction costs for the planned renovation of the roof and
overhaul of the administrative building known as the Ivan Vazov 1 Building.
The secured debt funding is made up of an investment limit of up to €1.8
million and a revolving limit of up to €0.5 million. The debt funding from
UniCredit is secured by a commercial mortgage on the property valued
at €13,548,212. The debt funding is also secured by a second rank pledge of
all the receivables, claims, rights and interests, both current and future, of
the company along with a second ranking registered pledge of the commercial
enterprise of the company and a second ranking pledge of 100% of the shares of
the capital of the company. The utilization deadline of €1.5 million of
the investment limit is no later than 30 November 2023 while the utilization
deadline of the remaining €0.3 million is no later than 30 November 2024.
There is a grace period on the repayment of the principal amount due until 30
November 2023. After this date the principal will be repaid in equal monthly
instalments. Interest is also repayable monthly with no grace period agreed.
The repayment period is up until 30 November 2033. The repayment of the
revolving limit is made within 6 months of each utilized amount and the
repayment period is up until 31 July 2032.
The liabilities under this loan amount to €7,410 thousand, of which €629
thousand are short-term.
b) In 2022, the BSPF Project 1 received financing from a
commercial bank in the amount of €4,167,028. The financing was granted in
connection with the acquisition of an investment in Star Mill EOOD. The loan
is repayable by October 20, 2030 in instalments according to a repayment plan.
The loan is charged a floating interest sum of LEONIA Plus and a risk
allowance. The loan is secured by the following assets:
• Receivables of the BSPF Project 1 from Star Mill EOOD;
• Bank deposit of the BSPF Project 1 of €102,258,
which will be released after full payment to the creditor;
• Mortgage of the real estate of Star Mill EOOD
• Current and future funds of the BSPF Project 1 and
Star Mill EOOD on current accounts opened with the creditor bank,
Notes to the Financial Statements for the period ended 30 June 2025
(continued)
13. Bank Loans (continued)
c) Central Cooperative bank loan and overdraft
(Unaudited) (Audited)
30 June 31 December 2024
2025
€ €
Central Cooperative Bank overdraft (i) 663,666 664,449
Central Cooperative Bank overdraft (ii) 4,349,422 4,390,183
Central Cooperative Bank investment loan (ii) 950,118 959,195
Central Cooperative Bank loans (iv) 178,042 -
6,141,249 6,013,827
(i) On 24 June 2016, the company entered an overdraft credit
agreement with the Central Cooperative Bank AD with a limit of €818,067. On
29 June 2018, the parties agreed that the Company will pay annual interest at
4% variable interest rate. On 12 March 2020, the agreed interest rate was
renegotiated and reduced to 2.8%. In 2020, the terms of the contract were
extended to 24 March 2022. As at 30 June 2025, the carrying amount was
€663,667.
(ii) On 28 December 2017, the company entered an overdraft credit
agreement with the Central Coorporative Bank AD with a limit of €8,569,252.
On 12 March 2020, the agreed interest rate was 2.8%. The overdraft usage
period has a maturity date of 21 January 2028. As at 30 June 2025, the
carrying amount was €4,349,422.
(iii) On 28 December 2017, the company entered an investment loan
agreement with the Central Cooperative Bank AD. The loan was for an amount of
€2,024,205 and is due for repayment by 21 January 2028. On 12 March 2020,
the agreed interest rate was renegotiated and reduced to 2.8%. As at 30 June
2025, the carrying amount was €950,118.
The above overdraft and loans positions are secured by the commercial property
of South Beach (Gradina) Camp which includes all the tangible fixed assets of
the property along with the mortgage on the land.
(iv) This relates to two loans held by Lazuren Bryag 91 EOOD and
provided by the Central Cooperative Bank. The loans are subject to a rate of
1-month Euribor plus 1.3%, however not less than 3.5% and no more than 3.85%.
The second loan is subject to a rate of 2.8%. The loans will mature on 16
September 2024 and 12 September 2025 and the real estate owned by Lazuren
Bryag 91 EOOD has been charged as security for the total loan amount.
Notes to the Financial Statements for the period ended 30 June 2025
(continued)
14. Trade and other payables
Non-current trade and other payables can be presented as follows:
(Unaudited) (Audited)
30 June 31 December 2024
2025
€ €
Concession payable 1,633,067 1,693,209
Other payable 1,674,771 15,714
3,307,838 1,708,923
The current trade and other payables can be presented as follows:
(Unaudited) (Audited)
30 June 31 December 2024
2025
€ €
Trade creditors 573,934 423,971
Concession payable 103,585 102,737
Other payables 2,925,347 1,757,553
Deferred income 670,581 144,558
4,273,447 2,428,819
15. Related party transactions
In July 2017, the Company appointed Phoenix Capital Management JSC as its
investment adviser with responsibility for advising on the investment of the
Company's property portfolio. Phoenix Capital Holding JSC owns 79.99% of the
Phoenix Capital Management JSC shares. Phoenix Capital Holding JSC, through
its wholly owned subsidiary Mamferay, holds 18.30% (2024: 18.30%) of the
issued share capital of the Company.
The total amount outstanding at year end to the shareholders totalled €
25,300,439 (2024: €24,042,603). The loans are unsecured and are interest
bearing.
16. Net asset value per share
(Unaudited) (Unaudited)
30 June 30 June
2025
2024
€ €
Net assets attributable to owners of the parent (€) 50,430,169 49,618,395
Number of ordinary shares outstanding 2,458,323,603 2,458,323,603
Net Asset Value (cents) 2.05 2.02
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