St. Anthony Co. plc - 391200NB9MLRM4HFQ976

St. Anthony Co. p.l.c.

Report of the Directors

For the year ended 31 December 2024

The Directors present their report and the audited separate and consolidated financial statements for the year ended 31 December 2024.

Principal Activity

St. Anthony Co. p.l.c. (“the Company”, “the Parent”) acts as the parent company of two 100% owned subsidiary undertakings, namely Goldvest Company Limited (C 18266) and St. George’s Care Ltd (C 95621) (collectively “the Group”). The Company also provides finance to Goldvest Company Limited in the form of redeemable preference shares.

Goldvest Company Limited owns the two properties of the Group, whilst St. George’s Care Ltd operates two senior citizens’ homes from the two properties, one in Sliema known as The Imperial and the other in Balzan named Casa Antonia.

Review of Business

The Group registered a pre-tax profit for the year of €1,058,234 compared to a pre-tax loss for the previous year of €766,965. At the end of the reporting year, net assets amounted to €25,807,123 compared to €20,492,859 at the end of the prior year. The movement in the net assets is a result of the profit for the year and an upward movement in the revaluation reserve.

The achieved results are consistent with the projection illustrated in the financial analysis summary presented in June 2024. Group turnover increased by over 28% from €10.9m to €14m and the gross profit margin improved from 25% to 32%. The operating profit registered in 2023 of €1.4m was further increased to €2.9m in 2024.

Going Concern

The Directors have assessed the Group’s ability to continue to operate as a going concern, taking into account the results achieved to date, the financial projections prepared by management, the current funding arrangements and a number of measures being considered to continue to improve the Group’s financial performance.

As discussed in Note 2.2 to these financial statements, the Directors, at the time of approving these financial statements, have determined that there is reasonable expectation that the Group and the Company will have adequate resources to continue to operate sustainably for the foreseeable future. For this reason, these financial statements have been prepared on a going concern basis, which assumes that the Group and the Company will continue in operational existence for the foreseeable future and will continue to meet their financial obligations as and when they fall due.

Dividends and Reserves

The Directors do not recommend the payment of a dividend.

St. Anthony Co. p.l.c.

Report of the Directors (continued)

For the year ended 31 December 2024

Financial Risk Management

The Group’s activities potentially expose it to financial risks, mainly liquidity and credit risk. The Group’s overall risk management focuses on the unpredictability of general economic activity and financial markets and seeks to minimise potential adverse effects on the Group’s financial performance. The Board provides principles for overall risk management, as well as policies covering risks referred to above.

(a)

Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash, the availability of reasonable credit terms with suppliers and funding through an adequate amount of committed credit facilities both externally and with related parties.

(b)

Credit risk

The Group has no significant concentrations of credit risk. It has policies in place to ensure that services are provided to individual customers who are not expected to default on invoices issued.

Principal risks and uncertainties

The Group's principal risks and uncertainties can be categorised as follows:

Operational risks

Maintaining sufficient occupancy levels and generating sufficient cash flow to meet obligations as they fall due.

The Group expects to maintain current occupancy levels at both homes and generate sufficient cash flow to meet the Group’s obligations as they fall due.

There is the risk that the occupancy levels achieved may fall for various reasons including but not limited to reputational damage and/or a slowdown in the market. Reduced occupancy levels at either the Casa Antonia property or The Imperial property may adversely impact the Group’s revenue and general financial performance.

Staff compliment

The Group’s operations require the employment and retention of an appropriately skilled and trained workforce. There is a risk that St. George’s Care Ltd, as the operating company, may not be able to maintain or expand an appropriately skilled and trained workforce that is able to meet the existing or future care needs of residents for various reasons including but not limited to industry shortage, travel restrictions and an increase in wages which cannot be absorbed and/or recouped.

Should it not be possible to recruit accordingly thereby lessening the quality of the offering and this translates into decreased occupancy, or should it be possible to recruit but this results in increased wages and therefore operating costs which cannot be recouped through rates and/or other savings, the Group’s revenue and profitability may suffer.

St. Anthony Co. p.l.c.

Report of the Directors (continued)

For the year ended 31 December 2024

Principal risks and uncertainties – continued

Competition

The industry in which the Group operates is highly competitive. In addition to normal competitive risks, the fact that the Company has opted to provide a high-quality offering at The Imperial property, thereby reducing the market available to it, may, should a competitor decide to open in the same space, cause a reduction in prices, resident losses and thinning margins, thereby having a potentially direct material adverse effect on the financial performance and profitability of the Group.

Fixed costs

The fixed costs associated with the ownership of the Group’s aforementioned properties and the carrying out of the operations are substantial. A dip in demand and the inability to adjust fixed costs may adversely affect the Group’s profitability and financial condition.

Medical claims and litigation

In addition to the risk of litigation typical operations may carry, the nature of the operations inherently exposes the Group to the risk of medical related litigation. Subject to the insurance arrangements the Group has in place, any actual or threatened medical related litigation against the Group could cause the Group to incur significant expenditure and may adversely impact on the Group’s future financial performance. The costs of such actions as well as increased insurance costs could also adversely affect the Group’s financial performance and profitability.

Maintaining licence

The Group’s operations are conducted under a licence granted in terms of the OPSA – Older Persons Standards Authority (Act No. XXXVIII of 2023 of the Laws of Malta), with such licence being renewed on a yearly basis. Should the renewal of the licence be delayed for any reason (or ultimately not granted), either or both operations would be unable to continue, which would adversely impact the Group’s revenue and general financial performance.

Changes to regulations

Any regulatory changes for the aged care industry may, in terms of compliance costs and other regulatory requirements, have an adverse impact on the properties and the manner in which the operations are carried out which could have a negative impact on the Group’s financial performance and profitability.

St. Anthony Co. p.l.c.

Report of the Directors (continued)

For the year ended 31 December 2024

Future Developments

The Board’s main objective is focused on maintaining the present occupancy levels and earn sufficient revenue to cover the operating expenses and to build up cash reserves to settle the Group’s commitments as they fall due.

Directors’ Interest

As illustrated in Note 18 to these financial statements, only Mr Edward Vella, a member of the Board of Directors, has a beneficial interest in the shares of the Company.

Auditors

CLA Malta have indicated their willingness to continue in office and a resolution concerning their re-appointment will be proposed at the forthcoming annual general meeting.

Signed on behalf of the Board of Directors on 22 April 2025 by Edward Vella (Chairman) and Sarah Cassar (Managing Director) as per Directors’ Declaration on ESEF Annual Report submitted in conjunction with the Annual Report 2024.

St. Anthony Co. p.l.c.

Directors’ Responsibilities

For the year ended 31 December 2024

The Companies Act, 1995 requires the directors to prepare financial statements for each financial period in accordance with generally accepted accounting principles and practice which give a true and fair view of the state of affairs of the Group and the holding company as at the end of each financial period and of the profit or loss of the Group and the holding company for that period. In preparing these financial statements, the directors are required to:

-adopt the going concern basis unless it is inappropriate to presume that the Group and the holding company will continue in business

-select suitable accounting policies and apply them consistently from one accounting period to another

-make judgements and estimates that are reasonable and prudent

-account for income and charges relating to the accounting period on the accruals basis

-value separately the components of asset and liability items and

-report comparative figures corresponding to those of the preceding accounting period.

The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Group and holding company and to enable them to ensure that the financial statements comply with the Companies Act, 1995 enacted in Malta.

This responsibility includes designing, implementing and maintaining such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. They are also responsible for safeguarding the assets of the Group and holding company and for taking reasonable steps for the prevention and detection of fraud and other irregularities.

St. Anthony Co. p.l.c.

Corporate Governance – Statement of Compliance

For the year ended 31 December 2024

Introduction

St. Anthony Co. plc (the “Company”) is committed to observing the principles of transparency and responsible corporate governance. The Board considers compliance and corporate governance principles to constitute an important means of maintaining the confidence of present and future shareholders, bondholders, creditors, employees, business partners and the public. Pursuant to the requirements of the Capital Markets Rules issued by the Malta Financial Services Authority, the Company hereby reports on how it has complied with the Code of Principles of Good Corporate Governance (the “Code’’) contained in Appendix 5.1 of the Capital Markets Rules for the financial period ended 31 December 2024, which report details the extent to which the Code has been adopted, as well as the effective measures taken by the Company to ensure compliance with said Code during the reporting period.

The Board recognises that, in virtue of Capital Markets Rule 5.101, the Company is exempt from the requirement to disclose the information prescribed by Capital Markets Rules 5.97.1 to 5.97.3, 5.97.6 and 5.97.8.

For the purpose of this Statement of Compliance and during the period under review, the Group is defined as comprising the Company [as parent company], Goldvest Company Limited (C 18266) [the guarantor of the €15,500,000 4.55% Secured Bonds 2032 issued by the Company] and St. George’s Care Ltd (C 95621) [the operating arm of the Group currently carrying out the operation of the nursing and residential retirement homes at the Casa Antonia property and at the Imperial property, respectively].

Compliance with the Code

Principles 1 and 4 - The Board of Directors and its Responsibilities

The Board is responsible for overseeing the Company’s strategic planning process, as well as reviewing and monitoring management’s execution and attainment of financial projections. The Board delegates certain powers, authorities and discretions to the Audit Committee, as duly constituted in terms of the Capital Markets Rules, the role and competence of which committee are further described hereunder.

The Board of Directors has a composition that ensures that the Company is led by individuals who have the necessary skills and diversity of knowledge. It considers strategic issues, key projects and regularly monitors performance against delivery of the key targets of previously approved projections.

In fulfilling its mandate, the Board assumes responsibility for:

−reviewing the Company’s strategy on an on-going basis, as well as setting the appropriate business objectives

−reviewing the effectiveness of the Company’s system of internal controls

−implementing an appropriate organisational structure for planning, executing, controlling and monitoring business operations in order to achieve the Company’s objectives

−identifying and ensuring that significant risks are managed satisfactorily and

−ensuring that Company policies are being rigorously observed.

St. Anthony Co. p.l.c.

Corporate Governance – Statement of Compliance (continued)

For the year ended 31 December 2024

Principle 2 - Chairman and Managing Director

The roles of Chairman and Managing Director are occupied by separate individuals.

The role of Chairman of the Board of Directors is occupied by Mr Edward Vella. The Chairman is responsible to lead the Board and set its agenda. The Chairman ensures that the Board is in receipt of precise, timely and objective information and encourages active engagement by all members of the Board for discussion of all issues raised during Board meetings.

The Board has, to date, not deemed it necessary to appoint a Chief Executive Officer of the Company given the nature of the Company’s operations and sphere of activity; specifically, the Company is a special purpose vehicle set up to act as a financing company solely for the Group’s requirements. Dr Sarah Cassar acts as Managing Director as she is responsible for the overall management of Casa Antonia care home and The Imperial care home, both of which are operated by St. George’s Care Ltd.

Principle 3 – Composition of the Board

The Company’s Memorandum of Association provides that the Board of Directors shall consist of not less than four (4) and not more than seven (7) Directors. Each Director has one (1) vote. All Directors are appointed by means of an ordinary resolution of the shareholders of the Company in a general meeting. All directors are to retire from office at least once every three (3) years but shall be eligible for re-election. During the last Annual General Meeting of the Company held on 22 May 2024, the Company’s shareholders approved the re-appointment of the then-current Directors up to the next Annual General Meeting in accordance with the Company’s Articles of Association.

As at the date of this Statement and during the reporting period under review the members of the Board are as follows:

Mr. Edward Vella – Chairman, Executive Director

Dr. Sarah Cassar – Managing Director

Mr. Joshua Vella - Executive Director

Ms. Lora Cascun - Independent, non-Executive Director

Mr. Stephen Paris - Independent, non-Executive Director

Mr. Joseph M. Zrinzo - Independent, non-Executive Director

Dr. Luca Vella acts as Company Secretary.

Accordingly, as at the date of this statement, the Board consists of three (3) executive Directors, who are entrusted with the Company’s day-to-day management, and three (3) non-executive Directors, all of whom are also independent of the Company, whose main functions are to monitor the operations of the executive Directors and their performance, as well as to review any proposals tabled by the executive Directors.

In compliance with the Capital Markets Rules, the Board considers that the independent, non-executive Directors are independent of management and free from any business, family or other relationship with the Company, its controlling shareholder or its management that could materially interfere with the exercise of their independent judgment. In assessing the independence of the independent non-executive Directors, due notice has been taken of Capital Markets Rule 5.119. The composition of the Board has a balance of knowledge and experience, as well as a strong independent, non-executive presence, to allow continued scrutiny of performance, strategy and governance.

St. Anthony Co. p.l.c.

Corporate Governance – Statement of Compliance (continued)

For the year ended 31 December 2024

Principle 5 – Board Meetings

Meetings of the Board are held as frequently as considered necessary, with a minimum of four (4) meetings being held annually – the Board met five (5) times during 2024. The Board members are notified of forthcoming meetings at least seven (7) days before the said meeting.

In addition, the notification includes the issue of an agenda and any supporting documentation as necessary, in order to ensure that all meetings are of a highly effective nature and all participants are well informed and able to effectively contribute to Board decisions. Attendance with regards to Board meetings is recorded in the minutes of the meetings. Minutes of all Board and Audit Committee meetings are circulated to all members and kept on file by the Company Secretary.

Board and Audit Committee meetings are attended by the Group Chief Financial Officer, in order for the Board to have direct access to the financial results of the Group. This is also intended to ensure that the policies and strategies adopted by the Board are effectively implemented by the finance team and senior management.

The Board is headed by the Chairman, Mr Edward Vella. All executive Directors have more than 10 years’ work experience with the Group, whereas all independent, non-executive Directors have relevant experience related to the business in which the Group operates.

The remuneration of the Directors is reviewed periodically by the shareholders of the Company. Furthermore, the composition of the Board (which includes 3 independent, non-executive Directors) ensures that no individual has unfettered power of decision.

All Directors are kept adequately informed of all statutory and regulatory requirements connected to the business of the Company on an on-going basis by the Company’s in-house and external financial and legal advisors. The Directors are also kept updated with respect to their obligations in terms of the Market Abuse Regulation [Regulation (EU) No 596/2014] in view of their position as Restricted Persons (PDMRs and Persons having access to Internal Information) of the Company.

Principle 6 – Information and Professional Development

The Company firmly believes in the professional development of all the members within the organisation. The senior management team is responsible for establishing and implementing schemes which are aimed at maintaining and recruiting employees and management personnel. Furthermore, periodic training exercises are held for the Group’s employees to keep abreast of current technological and other relevant subject matter trends and practices. Directors are encouraged to talk directly to any member of management regarding any questions or concerns the Directors may have. Senior management are invited to attend Board meetings from time to time, when and as appropriate.

The Board delegates certain powers, authorities and discretions to the Audit Committee.

The Company’s Board has established an Audit Committee for the purpose of assisting the Board in fulfilling its responsibilities for overseeing the financial reporting process, the system of internal controls, the audit process and the process for monitoring compliance with applicable laws and regulations. The Audit Committee also acts to facilitate communication between the Board, management and the external auditors. The Audit Committee reports directly to the Board.

St. Anthony Co. p.l.c.

Corporate Governance – Statement of Compliance (continued)

For the year ended 31 December 2024

Principle 6 – Information and Professional Development (continued)

The Audit Committee scrutinizes and monitors related party transactions. It considers the materiality and the nature of the related party transactions carried out by the Company to ensure that the arms’ length principle is adhered to at all times. As part of its duties, the Committee receives and considers reports on the historic and projected financial performance of the Group and the audited statutory financial statements of the companies comprising the Group. The Audit Committee is also tasked with assessing any potential conflicts of interest between the duties of the Directors and their respective private interests or duties unrelated to the Company, to ensure that any potential abuse is managed, controlled and resolved in the best interests of the Company and according to law.

The Board has formally appointed the following three (3) individuals as the members of the Audit Committee:

Stephen Paris – Chairman & Independent, non-Executive Director

Lora Cascun – Independent, non-Executive Director

Joseph M. Zrinzo – Independent, non-Executive Director

Audit Committee members are appointed for a one (1) year term of office. Such term is automatically renewed for further periods of one (1) year each unless otherwise determined by the Board of Directors of the Company. The Audit Committee meets at least four (4) times a year, with additional meetings to be called at the discretion of the Chairperson of the Audit Committee, presently Mr Stephen Paris. The Audit Committee met four (4) times during 2024. The Chairperson will also call a meeting of the Audit Committee if required by any Committee member, by senior management or by the external auditors of the Company. In compliance with the Capital Markets Rules, Mr Stephen Paris is considered to be the member competent in accounting and/or auditing matters. The Company considers that the members of the Audit Committee have the necessary experience, independence and standing to hold office as members thereof.

Principle 9 - Relations with shareholders and with the market

The Company is committed to having an open and communicative relationship with its shareholders and bondholders. The market is kept updated with all relevant information concerning the Company via the publication of Company Announcements in terms of the Capital Markets Rules and, furthermore, the Company regularly publishes such information on its website to ensure continuous relations with the market, including but not limited to the interim and annual financial statements.

Principle 11 - Conflicts of Interest

Directors are expected to always act in the best interests of the Company and its shareholders and investors. In accordance with the provisions of the Articles of Association of the Company, any actual, potential or perceived conflict of interest must be immediately declared by a director to the other members of the Board, who then (also possibly through a referral to the Audit Committee) decides on whether such a conflict exists. In the event that the Board perceives such interest as conflicting with the relative Director’s duties, said Director shall not vote at a meeting of Directors in respect of any contract, arrangement or proposal in which he/she has a material interest, whether direct or indirect.

St. Anthony Co. p.l.c.

Corporate Governance – Statement of Compliance (continued)

For the year ended 31 December 2024

Principle 11 - Conflicts of Interest (continued)

Specifically, in accordance with Article 88.3 of the Articles of Association of the Company, a Director who is in any way, whether directly or indirectly, interested in a contract or proposed contract or in any transaction or arrangement (whether or not constituting a contract) with the Company shall declare the nature of his/her interest at a meeting of the Directors and, save for as provided in the Articles, a Director shall not vote in respect of any contract or proposed contract or arrangement, transaction or any other proposal whatsoever in which he/she has any material interest otherwise than by virtue of his/her interests in shares or debentures or other securities of or otherwise in or through the Company.

Principle 12 - Corporate Social Responsibility

The Board is mindful of and seeks to adhere to sound principles of corporate social responsibility in its management practices. This helps the Group develop strong relationships with its stakeholders and create long-term value for society and its business. The Group is committed to play an effective role in the country’s sustainable development, whilst tangibly proving itself to be a responsible citizen of the community in which it operates. The Group continues to support a number of different local initiatives aimed at improving the quality of life of the local communities it supports.Additionally, the Group retains active links with the communities surrounding its properties and supports a number of cultural initiatives and charitable causes.

The Group is committed to the conservation and celebration of local heritage, with dedicated efforts aimed at preserving and enhancing historical properties, in particular the original structure of The Imperial on Rudolph Street, Sliema. Recognition of the exemplary transformation of one of the oldest buildings in Sliema was given by the Malta Architecture and Spatial Planning Award Committee who awarded the Imperial with the Hospitality, Tourism, Accommodation and Leisure Award. The Group works closely with local authorities in an effort to improve the public spaces surrounding its properties.

As a provider of a social service, the Group is committed to being an active member of civil society. The Group provides support to various cultural organizations, mainly through sponsorships and the provision of premises and logistical support, as well as via the holding of fund-raising events in aid of local charitable causes.

The Group further prides itself in being a catalyst in the promotion of intra-generational opportunities, working hard to introduce people from younger generation into the communities within its Care Homes.

In respect of the environment and reduction of carbon footprint through innovation and sustainable. The Group invests heavily in its maintenance and engineering department to ensure that all owned buildings are as energy efficient as possible.

More specifically, in line with applicable Maltese legislation and regulatory frameworks, the Company integrates Environmental, Social and Governance (ESG) principles and corporate social responsibility (CSR) considerations into its strategic decision-making, risk management, and operational practices to promote sustainable business growth and environmental and social responsibility. The Board shall continue to assess the Company’s impact on the environment and society, adopting best practices to minimize its carbon footprint and enhance workplace diversity and inclusion, among other initiatives. The Company remains dedicated to fulfilling all legal and regulatory requirements concerning ESG and CSR, in alignment with international best practices and stakeholder expectations.

St. Anthony Co. p.l.c.

Corporate Governance – Statement of Compliance (continued)

For the year ended 31 December 2024

Remuneration Statement

In terms of the Company’s Memorandum and Articles of Association, it is the shareholders of the Company in the General Meeting who determine the maximum annual aggregate remuneration of the Directors. The independent, non-executive Directors received €21,000 in aggregate for directorship services rendered during 2024.

No part of the remuneration paid to the independent, non-executive Directors is performance based. None of the Directors, in their capacity as Director of the Company, is entitled to profit sharing, share options or pension benefits.

Non-compliance with the Code

Other than as stated below, the Company has fully implemented the principles set out in the Code:

Principle 7 - Evaluation of the Board’s performance

Under the present circumstances, the Board of the Company does not consider it necessary to appoint a committee to carry out a performance evaluation of its role, as the Board’s performance is evaluated on an on-going basis by, and is subject to the constant scrutiny of, the Company’s shareholders and the rules by which the Company is regulated as a listed company.

Principle 8 - Nomination Committee and Remuneration Committee

The Board of Directors considers that the size and operation of the Company does not warrant the setting up of nomination and remuneration committees. Given that the Company does not have any employees other than the Directors and the company secretary it is not considered necessary for the Company to maintain a remuneration committee. Similarly, the Company has not incorporated a nomination committee. Appointments to the Board of Directors are determined by the shareholders of the Company in accordance with the Company’s Memorandum and Articles of Association. The Company considers that the members of the Board possess the level of skill, knowledge and experience expected in terms of the Code.

Principle 10 – Institutional Shareholders

The Company is ultimately privately beneficially owned and has no institutional shareholders, therefore Principle 10 does not, at present, apply to the Company.

Approved by the Board of Directors on 22 April 2025.

St. Anthony Co. p.l.c.

CLA Malta is a Civil Partnership registered in Malta bearing registration number LPA-92,with offices at CLA Malta, The Core, Valley Road, Msida MSD9021, Malta (EU)CLA Malta is an independent network member of CLA Global. See CLAglobal.com/disclaimer

Independent Auditors’ Report

To the shareholders of St. Anthony Co. p.l.c.

Opinion

In our opinion, the Group financial statements and Parent Company financial statements give a true and fair view of the Group and the Parent’s Company’s financial position of St Anthony Co. p.l.c. as at 31 December 2024, and of the Group’s and the Parent’s Company financial performance and cash flows for the year then ended in accordance with International Financial Reporting Standards (IFRSs) as adopted by the EU and have been prepared in accordance with the requirements of the Maltese Companies Act (Cap. 386).

Our opinion is consistent with our additional report to the audit committee.

What we have audited

St Anthony Co. plc’s financial statements comprise:

•the Consolidated and Parent Company statements of financial position as at 31 December 2024;

•the Consolidated and Parent Company income statements and statement of comprehensive income for the year then ended;

•the Consolidated and Parent Company statement of changes in equity for the year then ended;

•the Consolidated and Parent Company statement of cash flows for the year then ended; and

•the Notes to the Financial Statements, which include significant accounting policies and other explanatory information.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (IESBA Code) together with the ethical requirements that are relevant to our audit of the financial statements in accordance with the Accountancy Profession (Code of Ethics for Warrant Holders) Directive issued in terms of the Accountancy Profession Act (Cap. 281) in Malta, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

To the best of our knowledge and belief, we declare that we have not provided non-audit services to the Company in accordance with the applicable law and regulations in Malta and that we have not provided non-audit services that are prohibited under Article 18A of the Accountancy Profession Act (Cap. 281)

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current year. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

St. Anthony Co. p.l.c.

Independent Auditors’ Report (continued)

Key Audit Matters (continued)

Property, plant and equipment

The Group’s property, which is fair valued in accordance with the Group’s accounting policy has a carrying amount of €54,931,779 as at 31 December 2024.

The Group selects valuation techniques based on the nature of the asset and the availability of relevant inputs. The valuations are determined using a combination of the income capitalisation approach and the market approach, as applicable. The Group engages a professionally qualified and independent external valuer to perform the revaluation of the property portfolio in line with international valuation standards and professional practice.

The valuation of the Group’s property is inherently subjective due to the judgmental nature of the techniques and assumptions used, including capitalisation rates, rental income, and comparable market data. Given the level of estimation involved and the materiality of the carrying amount, this area was a focus of our audit.

Relevant references in the financial statements:

•Accounting policy: Note 6.7;

•Note on fair value of property: Note 12.3;

As part of our audit we performed the following procedures:

•Evaluating the design and implementation of key controls over the Group’s property valuation process by inquiring the valuation process owners;

•Performing tests relating to the valuation of the Group’s property, focusing on management reviews over the property valuations by inspecting management workings and analysis;

•Obtaining an understanding of the scope of work of the professional valuers by reviewing the latest available valuation reports and considered the independence and expertise thereof;

•Performing procedures over the accuracy and completeness of the inputs used in the valuations in light of our understanding of the business and industry developments, historical data and other available information.

Other Information

The Directors are responsible for the other information. The other information comprises the Report of the Directors, the Statement of Directors’ Responsibilities and the Corporate Governance Statement of Compliance. Our opinion on the financial statements does not cover this information. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

CLA Malta is a Civil Partnership registered in Malta bearing registration number LPA-92,

with offices at CLA Malta, The Core, Valley Road, Msida MSD9021, Malta (EU)

CLA Malta is an independent network member of CLA Global. See CLAglobal.com/disclaimer

St. Anthony Co. p.l.c.

Independent Auditors’ Report (continued)

Report on Corporate Governance (continued)

The Capital Market Rules issued by the Malta Financial Services Authority require the Directors to prepare and include in their Annual Report a Statement of Compliance providing an explanation of the extent to which they have adopted the Code of Principles of Good Corporate Governance and the effective measures that they have taken to ensure compliance throughout the accounting period with those Principles.

The Capital Market Rules also require the auditor to include a report on the Statement of Compliance prepared by the Directors.

We read the Statement of Compliance and consider the implications for our report if we became aware of any apparent misstatement or material inconsistencies with the financial statements included in the Annual Report. Our responsibilities do not extend to considering whether this statement is consistent with any other information included in the annual return.

We are not required to, and we do not, consider whether the Board’s statements on internal control included in the Statement of Compliance cover all risks and controls, or form an opinion on the effectiveness of the Company’s corporate governance procedures or its risks and control procedures.

In our opinion, the Statement of Compliance set out on pages 5 to 11 has been properly prepared in accordance with the requirements of the Capital Market Rules issued by the Malta Financial Services Authority.

We also read other information contained in the Annual Report and consider whether it is consistent with the audited financial statements. Our responsibilities do not extend to any other information.

With respect to the Report of the Directors, we also considered whether the Report of the Directors includes the disclosures required by Article 177 of the Maltese Companies Act (Cap. 386). Based on the work we have performed in our opinion:

•the information given in the Report of the Directors, for the financial year for which the financial statements are prepared is consistent with the financial statements; and

•the Report of the Directors has been prepared in accordance with the Maltese Companies Act (Cap. 386).

In addition, in light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we are required to report if we have identified material misstatements in the Report of the Directors. We have nothing to report in this regard.

CLA Malta is a Civil Partnership registered in Malta bearing registration number LPA-92,

with offices at CLA Malta, The Core, Valley Road, Msida MSD9021, Malta (EU)

CLA Malta is an independent network member of CLA Global. See CLAglobal.com/disclaimer

St. Anthony Co. p.l.c.

Independent Auditors’ Report (continued)

Report on Other Legal and Regulatory Requirements (continued)

Report on compliance with the requirements of the European Single Electronic Format Regulatory Technical Standard (the “ESEF RTS”), by reference to Capital Market Rule 5.55.6

We have undertaken a reasonable assurance engagement in accordance with the requirements of Directive 6 issued by the Accountancy Board in terms of the Accountancy Profession Act (Cap. 281) – the Accountancy Profession (European Single Electronic Format) Assurance Directive (the “ESEF Directive 6”) on the annual financial report of St. Anthony Co p.l.c for the year then ended 31 December 2024, entirely prepared in a single electronic reporting format.

Responsibility of the directors

The directors are responsible for the preparation of the annual financial report and the relevant mark-up requirements therein, by reference to Capital Market Rule 5.56A, in accordance with the requirements of the ESEF RTS.

Our responsibilities

Our responsibility is to obtain reasonable assurance about whether the annual financial report and the relevant electronic tagging therein comply in all material respects with the ESEF RTS based on the evidence we have obtained. We conducted our reasonable assurance engagement in accordance with the requirements of ESEF Directive 6.

Our procedures included:

Obtaining an understanding of the entity’s financial reporting process, including the preparation of the annual financial report, in accordance with the requirements of the ESEF RTS.

Obtaining the annual financial report and performing validations to determine whether the annual financial report has been prepared in accordance with the requirements of the technical specifications of the ESEF RTS.

Examining the information in the annual financial report to determine whether all the required tagging therein have been applied and whether, in all material respects, they are in accordance with the requirements of the ESEF RTS.

We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

CLA Malta is a Civil Partnership registered in Malta bearing registration number LPA-92,

with offices at CLA Malta, The Core, Valley Road, Msida MSD9021, Malta (EU)

CLA Malta is an independent network member of CLA Global. See CLAglobal.com/disclaimer

St. Anthony Co. p.l.c.

Independent Auditors’ Report (continued)

Opinion

In our opinion, the annual financial report for the year ended 31 December 2024 has been prepared, in all material respects, in accordance with the requirements of the ESEF RTS.

Responsibilities of the Directors

The Directors are responsible for the preparation of the financial statements that give a true and fair view in accordance with International Financial Reporting Standards as adopted by the EU, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors’ Report that includes our opinion. Reasonable assurance is a high level of assurance but this is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

•identify and assess the risks of material misstatement of the financial statements whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

St. Anthony Co. p.l.c.

Independent Auditors’ Report (continued)

Auditors’ Responsibilities for the Audit of the Financial Statements (continued)

•obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

•evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Directors.

•conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Auditors’ Report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our Auditors’ Report. However, future events or conditions may cause the Company to cease to continue as a going concern.

•evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Matters on which we are required to report by exception under the Companies Act

Our responsibilities

We have responsibilities under the Companies Act, 1995 enacted in Malta to report to you if, in our opinion:

•The information given in the Report of the Directors is not consistent with the financial statements.

•Adequate accounting records have not been kept.

•The financial statements are not in agreement with the accounting records and returns.

•We have not received all the information and explanations we require for our audit.

Our opinion

We have nothing to report to you in respect of these responsibilities.

St. Anthony Co. p.l.c.

Independent Auditors’ Report (continued)

Matters on which we are required to report by exception under the Companies Act (continued)

Use of our Report

Our report, including the opinions, has been prepared for and only for the Parent’s Company’s shareholders as a body in accordance with Article 179 of the Maltese Companies Act (Cap. 386) and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior written consent.

Auditor Tenure

We were first appointed as auditors of the Company on 15 January 2021. Our appointment has been renewed annually by shareholder resolution representing a total period of uninterrupted engagement appointment of 4 years.

Bernard Charles Gauci (Partner) for and on behalf of

CLA Malta

Certified Public Accountants

Msida

Malta

22 April 2025

St. Anthony Co. p.l.c.

Statements of Profit or Loss and Other Comprehensive Income

For the year ended 31 December 2024

Group

Company

		2024	2023	2024	2023
	Notes	€	€	€	€
Revenue	7	14,002,061	10,905,117	1,834,422	1,596,726
Cost of sales	8.1	(9,550,580)	(8,179,249)	-	-
Gross profit		4,451,481	2,725,868	1,834,422	1,596,726
Administration expenses	8.1	(1,594,616)	(1,288,222)	(88,998)	(81,355)
Operating profit		2,856,865	1,437,646	1,745,424	1,515,371
Finance costs	9.2	(1,798,631)	(2,204,611)	(966,088)	(1,040,533)
Profit/ (Loss) before tax		1,058,234	(766,965)	779,336	474,838
Income tax	10	(382,962)	135,312	(391)	-
Profit/ (Loss) for the year		675,272	(631,653)	778,945	474,838
Other Comprehensive Income for the year
Revaluation of freehold land and buildings		5,102,296	46,415
Deferred Tax on Revaluation		(463,304)	-	-	-
Other Comprehensive Income		4,638,992	46,415	-	-
Total comprehensive income/(expense) for the year		5,314,264	(585,238)	778,945	474,838
Profit/ (Loss) for the year attributable to:
Owners of the Company		5,314,264	(585,238)	778,945	474,838
Earnings per share	11	0.05	(0.04)	0.01	0.03

The notes on pages 24 to 63 are an integral part of these financial statements.

St. Anthony Co. p.l.c.

Statement of Financial Position

As at 31 December 2024

Group

Company

		2024	2023	2024	2023
	Notes	€	€	€	€
Assets
Property, plant and equipment	12.1	65,903,573	61,425,379	-	-
Investment in subsidiaries	17	-	-	14,827,061	14,827,061
Investment in financial assets	13.5	-	-	20,261,895	20,261,895
Deferred tax	12.4	601,055	983,626	-	-
Total non-current assets		66,504,628	62,409,005	35,088,956	35,088,956
Inventories	12.6	219,330	150,501	-	-
Trade and other receivables	13.1	1,426,904	1,322,492	2,227,256	1,052,035
Current tax assets		-	-	35,098	-
Cash and cash equivalents	13.4	2,046,934	1,965,962	616,806	793,945
Total current assets		3,693,168	3,438,955	2,879,160	1,845,980
Total assets		70,197,796	65,847,960	37,968,116	36,934,936
Liabilities
Trade and other payables	13.2	-	94,308	-	-
Borrowings	13.3	35,707,279	37,039,434	19,544,428	19,769,557
Deferred tax	12.5	3,910,229	3,400,000	-	-
Total non-current liabilities		39,617,508	40,533,742	19,544,428	19,769,557
Borrowings	13.3	956,867	731,325	1,821,308	1,354,000
Trade and other payables	13.2	3,815,907	4,087,634	667,858	655,802
Current tax		391	2,400	-	-
Total current liabilities		4,773,165	4,821,359	2,489,166	2,009,802
Total liabilities		44,390,673	45,355,101	22,033,594	21,779,359
Net assets		25,807,123	20,492,859	15,934,522	15,155,577

St. Anthony Co. p.l.c.

Statement of Financial Position (continued)

As at 31 December 2024

Group

Company

	Notes	2024	2023	2024	2023
		€	€	€	€
Equity
Share capital	14.1	14,676,284	14,676,284	14,676,284	14,676,284
Revaluation reserve	14.2	15,152,938	10,513,946	-	-
Reorganisation reserve	14.3	(1,241,057)	(1,241,057)	-	-
Accumulated losses/ Retained Earnings		(2,781,042)	(3,456,314)	1,258,238	479,293
Equity attributable to owners of the Company		25,807,123	20,492,859	15,934,522	15,155,577

The notes on pages 24 to 63 are an integral part of these financial statements.

These financial statements on pages 19 to 63 were approved by the Board of Directors and authorised for issue on 22 April 2025 and signed on its behalf by Edward Vella (Chairman) and Sarah Cassar (Managing Director) as per Directors’ declaration on ESEF Annual Report submitted in conjunction with Annual Report 2024.

St. Anthony Co. p.l.c.

Statement of Changes in Equity

Group

Reorganisation

Revaluation

Accumulated

Total

Capital

Reserve

Losses

€

Balance as at 1 January 2023

14,676,284

(1,241,057)

10,467,531

(2,824,661)

21,078,097

Loss for the year

(631,653)

Revaluation of freehold land and buildings

46,415

Balance at 31 December 2023

14,676,284

(1,241,057)

10,513,946

(3,456,314)

20,492,859

Changes in equity for 2024
Profit for the year	-	-	-	675,272	675,272
Revaluation of freehold land and buildings	-	-	4,638,992	-	4,638,992
Balance at 31 December 2024	14,676,284	(1,241,057)	15,152,938	(2,781,042)	25,807,123

Company
	Share	Retained
	Capital	Earnings	Total
	€	€	€
Balance as at 1 January 2023	14,676,284	4,455	14,680,739
Other comprehensive income for the year	-	474,838	474,838
Balance as at 31 December 2023	14,676,284	479,293	15,155,577
Other comprehensive income for the year	-	778,945	778,945
Balance as at 31 December 2024	14,676,284	1,258,238	15,934,522

The notes on pages 24 to 63 are an integral part of these financial statements.

St. Anthony Co. p.l.c.

Statement of Cash Flows

Group

Company

		2024	2023	2024	2023
	Notes	€	€	€	€
Cash flows from operating activities
Profit/ (Loss) before tax		1,058,234	(766,965)	779,336	474,838
Adjustments for:
Depreciation		1,202,656	1,135,255	-	-
Expected credit losses		1,814	33,309	(7,376)	14,804
Amortisation of bond expenses		39,463	35,632	39,463	35,632
Dividends received		-	-	-	(890,966)
Interest excluding amortization		1,717,404	2,025,029	907,966	282,768
Operating profit/(loss) before working capital changes:		4,019,571	2,462,260	1,719,389	(82,924)
Movement in trade and other receivables		(107,112)	(466,195)	(1,175,224)	9,107
Movement in inventories		(68,829)	(37,839)	-	-
Movement in trade and other payables		(366,035)	(268,113)	(14,814)	(745,224)
Cash generated from/ (used in) operations		3,477,595	1,690,113	529,351	(819,041)
Interest paid		(1,141,163)	(1,253,289)	(705,250)	-
Tax Paid		(2,400)	-	-	-
Net cash inflow/(outflow) from operating activities		2,334,032	436,824	(175,899)	(819,041)
Cash flows from investing activities
Payment for property, plant and equipment		(531,630)	(387,366)	-	-
Payment to acquire preference shares		-	-	-	-
Net cash outflow from investing activities		(531,630)	(387,366)	-	-
Cash flows from financing activities
Proceeds from bank loans		3,010,860	-	-	-
Movement in related parties balances		(4,726,142)	(315,358)	-	720,222
Net cash (outflow)/inflow from financing activities		(1,715,282)	(315,358)	-	720,222
Net movement in cash and cash equivalents
Cash and cash equivalents		87,120	(265,900)	(175,899)	(98,819)
Cash and cash equivalents at beginning of year		1,958,927	2,225,377	793,945	892,077
Expected credit losses on bank balances		887	(550)	(1,240)	687
Cash and cash equivalents at end of year	13.4.1	2,046,934	1,958,927	616,806	793,945

The notes on pages 24 to 63 are an integral part of these financial statements.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

REPORTING ENTITY AND OTHER INFORMATION

St. Anthony Co. p.l.c. (the Company) is a public limited liability company incorporated in Malta. The registered office and the registration number of the Company are disclosed in the introduction to the annual report. The principal activities of the Company and its subsidiaries (the Group) are described in the Report of the Directors.

BASIS OF ACCOUNTING

2.1 Accounting Standards

The Company’s and the Group’s financial statements are prepared in accordance with IFRSs as adopted by the European Union. They were authorised for issue by the Company’s board of directors on 22 April 2025.

The financial statements have been prepared on the historical cost basis, except for land and buildings, which are stated at their revalued amounts.

The preparation of financial statements in conformity with IFRSs as adopted by the EU requires the use of certain accounting estimates. It also requires directors to exercise their judgement in the process of applying the Company’s and the Group’s accounting policies. Estimates and judgements are continually evaluated and based on historical experience and other factors including expectations of future events that are believed to be reasonable under the circumstances. Details of the significant judgements and estimates are included in Note 5.

Details of the material accounting policies are included in Note 6.

2.2 Going Concern

As at 31 December 2024, the Group’s current liabilities exceeded its current assets by €1,079,997 (2023: €1,382,404) showing a significant improvement of 22%. Additionally, the Group’s total assets exceeded its total liabilities by €25,807,123 (2023: €20,492,859). As at 31 December 2024, the Company’s current assets exceeded its current liabilities by €389,994. As at 31 December 2023, the Company’s current liabilities exceeded its current assets by €163,822 .

The average occupancy level at The Imperial for the year ended 31 December 2024 stood at 94% (2023: 66%), resulting in an improvement of 28%. On the other hand, the average occupancy level for the year ended 31 December 2024 at Casa Antonia stood at 96% (2023: 94%) resulting in an improvement of 2%. The increases in occupancy led to an improvement in revenue of 28%.

The Group’s corporate and operational structure gives rise to a high level of interaction and reciprocal reliance between the various Group companies. For this reason, the Company’s financial position assumes the continued support of the parent company and each of the individual asset-owning and operating companies.

These financial statements have been prepared on a going concern basis, which assumes that the Group will continue in operations for the foreseeable future and that its liabilities will continue to be settled as and when they fall due.

On the basis of the updated financial projections prepared by management, which show sustained improvement in the financial and operational performance of the Group, and improved debt servicing obligation terms, it would appear that the Group will be in a position to sustain its operations and debt servicing obligations for the reasonably foreseeable future.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

BASIS OF ACCOUNTING (continued)

2.2 Going Concern (continued)

Management is constantly working on initiatives aimed at further improving and consolidating the Group’s operational and financial position. In this regard management:

-is assessing a number of incremental income streams from as yet unutilised parts of the Group’s investment assets

-improving cost efficiencies without negatively impacting the quality of service

-improving revenue yields.

Management is confident that the above initiatives will deliver further improvements to its results and will place the Group in an even stronger position to continue to operate in a sustainable manner for the foreseeable future. For this reason, the directors believe that the preparation of these financial statements, on a going concern basis, remains appropriate.

FUNCTIONAL AND PRESENTATION CURRENCY

These financial statements are presented in Euro, which is also the Group and Company’s functional currency (being the currency of the primary economic environment in which the company operates).

APPLICATION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRSs) Standards and interpretations applied during the current year

In the current year, the Group and the Company have applied a number of amendments to IFRS Standards issued by the International Accounting Standards Board (IASB) and adopted by the EU that are mandatorily effective in the EU for an accounting period that begins on or after 1 January 2024. Their adoption did not have any material impact on the disclosures or on the amounts reported in these financial statements.

Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures titled Supplier Finance Arrangements

The Group has adopted the amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures titled Supplier Finance Arrangements for the first time in the current year.

The amendments add a disclosure objective to IAS 7 stating that an entity is required to disclose information about its supplier finance arrangements that enable users of financial statements to assess the effects of those arrangements on the entity’s liabilities and cash flows. In addition, IFRS 7 is amended to add supplier finance arrangements as an example within the requirements to disclose information about an entity’s exposure to concentration of liquidity risk.

The Group does not have any arrangements which fall within the scope of the amendments.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

APPLICATION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRSs) (continued)

Amendments to IAS 1 Classification of Liabilities as Current or Non-current

The Group has adopted the amendments to IAS 1, published in January 2020, for the first time in the current year. The amendments affect only the presentation of liabilities as current or non-current in the statement of financial position and not the amount or timing of recognition of any asset, liability, income or expenses, or the information disclosed about those items.

The amendments clarify that the classification of liabilities as current or non-current is based on rights that are in existence at the end of the reporting period, specify that classification is unaffected by expectations about whether an entity will exercise its right to defer settlement of a liability, explain that rights are in existence if covenants are complied with at the end of the reporting period, and introduce a definition of ‘settlement’ to make clear that settlement refers to the transfer to the counterparty of cash, equity instruments, other assets or services. The adoption of these amendments has not had any material impact on the disclosures or on the amounts reported in these financial statements.

Amendments to IAS 1 Presentation of Financial Statements - Non-current Liabilities with Covenants

The Group has adopted the amendments to IAS 1, published in November 2022, for the first time in the current year. The amendments specify that only covenants that an entity is required to comply with on or before the end of the reporting period affect the entity’s right to defer settlement of a liability for at least twelve months after the reporting date (and therefore must be considered in assessing the classification of the liability as current or non-current). Such covenants affect whether the right exists at the end of the reporting period, even if compliance with the covenant is assessed only after the reporting date (e.g. a covenant based on the entity’s financial position at the reporting date that is assessed for compliance only after the reporting date).

The IASB also specifies that the right to defer settlement of a liability for at least twelve months after the reporting date is not affected if an entity only has to comply with a covenant after the reporting period. However, if the entity’s right to defer settlement of a liability is subject to the entity complying with covenants within twelve months after the reporting period, an entity discloses information that enables users of financial statements to understand the risk of the liabilities becoming repayable within twelve months after the reporting period. The adoption of these amendments has not had any material impact on the disclosures or on the amounts reported in these financial statements.

Amendments to IFRS 16 Leases - Lease Liability in a Sale and Leaseback

The Group has adopted amendments to IFRS 16 for the first time in the current year. The amendments to IFRS 16 add subsequent measurement requirements for sale and leaseback transactions that satisfy the requirements in IFRS 15 Revenue from Contracts with Customers to be accounted for as a sale. The amendments require the seller-lessee to determine ‘lease payments’ or ‘revised lease payments’ such that the seller-lessee does not recognise a gain or loss that relates to the right of use retained by the seller-lessee, after the commencement date.

Considering the company not being part of any lease contracts, the adoption of these amendments has not had any material impact on the disclosures or on the amounts reported in these financial statements.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

APPLICATION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRSs) (continued)

4.1

Standards issued but not yet effective

The new and amended standards and interpretations that are issued, but not yet effective, up to the date of issuance of these financial statements are disclosed below. The Group and the Company intend to adopt these new and amended standards and interpretations, if applicable, when they become effective.

The Directors are of the opinion that the adoption of these Standards (where applicable) will not have a material impact on the financial statements.

(This list excludes Amendments / Revisions to IFRS 1 First-Time Adoption of IFRSs (including IFRS 14 Regulatory Deferral Accounts) and it also excludes IFRS / Amendments / Revisions that are effective before 1 January 2024):

Standard	Subject of New Standard or Amendment
Amendments to IAS 21	Lack of Exchangeability
IFRS 18	Presentation and Disclosures in Financial Statements
IFRS 19	Subsidiaries without Public Accountability: Disclosures

The directors do not expect that the adoption of the amendments to the existing standards listed above will have a material impact on the consolidated financial statements of the Group and the Company in future period except as identified below:

IFRS 18 Presentation and Disclosures in Financial Statements

IFRS 18 replaces IAS 1, carrying forward many of the requirements in IAS 1 unchanged and complementing them with new requirements. In addition, some IAS 1 paragraphs have been moved to IAS 8 and IFRS 7. Furthermore, IASB has made minor amendments to IAS 7 and IAS 33 Earnings per Share.

IFRS 18 introduces new requirements to:

•present specified categories and defined subtotals in the statement of profit or loss

•provide disclosures on management-defined performance measures in the notes to the financial statements

•improve aggregation and disaggregation.

An entity is required to apply IFRS 18 for annual reporting periods beginning on or after 1 January 2027, with earlier application permitted.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

USE OF JUDGEMENTS AND ESTIMATES

In preparing these financial statements, management has made judgements and estimates that affect the application of the Group’s accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised prospectively.

5.1 Judgements

Information about judgements made in applying accounting policies that have the most significant effects on the amounts recognised in the financial statements is included in the following Notes:

-Estimation of current tax payable and current tax expense – Note 10

-Estimated useful life of property, plant and equipment – Note 12.2

-Recognition of deferred tax assets/(liabilities) – Note 12.4 and 12.5

-Estimated fair value of land and buildings – Note 12.3.

ACCOUNTING POLICIES

6.1PRINCIPLES OF CONSOLIDATION

6.1.1Subsidiaries

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the holding company.

Subsidiaries are entities over which the parent company has control. The parent company controls an entity when it is exposed to, or has the right to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.

Unless the Group applies a different accounting policy for combinations of entities or businesses under common control, the acquisition of subsidiaries is accounted for by applying the acquisition method. The consideration is measured at the aggregate of the fair values, at the date of exchange, of assets given, liabilities incurred or assumed, and equity instruments issued by the acquirer in exchange for control of the acquiree. Acquisition-related costs are recognised in profit or loss as incurred, except for costs to issue debt or equity securities. The acquiree’s identifiable assets and liabilities that meet the conditions for recognition are recognised at their fair values at the acquisition date, except as otherwise required by IFRS 3. A contingent liability assumed in a business combination is recognised at the acquisition date if there is a present obligation that arises from past events and its fair value can be measured reliably. Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset.

The accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the parent company.

Non-controlling interests in the acquiree that are present ownership interests and entitle their holders to a proportionate share of the entity’s net assets in the event of liquidation may be initially measured either at the present ownership instruments’ proportionate share in the recognised amounts of the acquiree’s identifiable net assets or at fair value.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

ACCOUNTING POLICIES (continued)

6.1PRINCIPLES OF CONSOLIDATION (continued)

6.1.1Subsidiaries (continued)

The choice of measurement basis is made on an acquisition-by-acquisition basis. All other components of non-controlling interests shall be measured at their acquisition-date fair values unless another measurement basis is required. After initial recognition, non-controlling interests in the net assets consist of the amount of those interests at the date of the original business combination and the non-controlling interests’ share of changes in equity since the date of the combination.

Non-controlling interests in the net assets of consolidated subsidiaries are presented separately from the holding company’s owners’ equity therein. Non-controlling interests in the profit or loss and other comprehensive income of consolidated subsidiaries are also disclosed separately. Total comprehensive income is attributed to non-controlling interests even if this results in the non-controlling interests having a deficit balance.

No non-controlling interests arose as at 31 December 2024 and 31 December 2023.

Combinations of entities or businesses under common control

For combinations of entities or businesses under common control, the acquisition of subsidiaries is accounted for by applying predecessor accounting. Under predecessor accounting, the acquiree’s assets and liabilities are recognised at their carrying amounts (as adjusted, where necessary, to align accounting policies), without any adjustments to reflect fair values. No new goodwill is recognised as a result of the combination and the difference between the payable consideration and the carrying amounts of assets and liabilities is recognised directly in equity within Reorganisation Reserves.

6.2

GOODWILL

Goodwill arising in a business combination is recognised as an asset on the date that control is acquired (the acquisition date). Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non- controlling interests in the acquiree and in a business combination achieved in stages, the acquisition-date fair value of the acquirer’s previously held equity interest in the acquiree, and the fair value of the acquirer’s previously held equity interest in the acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, after reassessment, the Group’s interest in the fair value of the acquiree’s identifiable net assets exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree and the fair value of the acquirer’s previously held equity interest in the acquiree (if any), the excess is recognised immediately in profit or loss as a bargain purchase gain. Goodwill is tested for impairment at least annually. For the purpose of impairment testing, goodwill is allocated to each of the Group’s cash-generating units expected to benefit from the synergies of the combination.

Cash-generating units to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss recognised for goodwill is not reversed in a subsequent period. The business combinations undertaken by the Group up to 31 December 2024 (and up to the prior reported period) did not result in the recognition of goodwill.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

ACCOUNTING POLICIES (continued)

6.2

GOODWILL (continued)

While the business combinations undertaken by the Group up to 31 December 2024 (and up to the prior reporting period) have been assessed in line with the above, they did not result in the recognition of goodwill.

6.3

REVENUE RECOGNITION

The Group recognizes revenue through the operation and management of two residential care homes, providing services that include accommodation, personal care, and nursing support to residents. Revenue is measured based on the consideration to which the Group expects to be entitled in a contract with a customer, and excludes returns, trade allowances, rebates, and amounts collected on behalf of third parties.

Revenue is recognised as the Group satisfies its performance obligations, which are assessed based on the nature of the services provided. The Group’s performance obligations are satisfied over time, as residents simultaneously receive and consume the benefits of the services as they are delivered.

Fees charged to residents are based on the terms of their respective agreements and are invoiced in advance. Revenue is recognised on a straight-line basis over the period of service, reflecting the continuous transfer of control of services to the resident. The straight-line recognition over the period of service appropriately reflects the stage of completion of the performance obligations under IFRS 15 Revenue from Contracts with Customers, as it best represents the Group’s progress in transferring the promised services to residents.

Any amounts received in advance of services being rendered are recognised as liabilities represented within the trade and other payables on the statement of financial position, and released to revenue as the services are delivered. The Group does not have significant elements of variable consideration, financing components, or costs to obtain or fulfil contracts with customers that require separate recognition.

6.4

FOREIGN CURRENCY AMOUNTS

The financial statements of the Company are presented in its functional currency, the Euro, being the currency of the primary economic environment in which the Company operates.

Transactions in currencies other than the Company’s functional currency (foreign currencies) are recognised at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

Exchange differences arising on the settlement and on the re-translation of monetary items are recognised in profit or loss in the period in which they arise. Exchange differences arising on the translation of non-monetary items carried at fair value are included in profit or loss for the period, except for differences arising on the re-translation of non-monetary items in respect of which gains and losses are recognised in other comprehensive income. For such non-monetary items, any exchange component of that gain or loss is also recognised in other comprehensive income.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

ACCOUNTING POLICIES (continued)

6.4

FOREIGN CURRENCY AMOUNTS (continued)

Foreign exchange gains and losses are included within operating profit, except in the case of significant exchange differences arising in investing or financing activities, which are classified within investment income, investment losses or finance costs as appropriate.

6.5

BORROWING COSTS

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

During the current and previous financial years, there were no such instances of the borrowing costs being capitalised, yet capitalised borrowing costs are to be included within the Non-Current Assets of the Group.

6.6

INCOME TAX

The income tax expense or credit for the period is the tax payable on the current period’s taxable income, based on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.

The current income tax charge is calculated on the basis of the Maltese tax laws enacted or substantively enacted at the end of the reporting period. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is provided in full, using the balance sheet liability method, on temporary differences arising between the tax basis of assets and liabilities and their carrying amounts. However, deferred tax liabilities are not recognised if they arise from the initial recognition of goodwill.

Deferred income tax is also not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss.

Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised, or the deferred income tax liability is settled.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

ACCOUNTING POLICIES (continued)

6.6

INCOME TAX (continued)

Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of investments in subsidiaries where the company is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered. No amounts of deferred tax balances have been offset during the current and the prior period.

Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

6.7

PROPERTY, PLANT AND EQUIPMENT

The company’s property, plant, and equipment are classified into the following categories: freehold land and buildings, plant, machinery and equipment and furniture.

Property, plant and equipment are initially measured at cost.

Land and buildings are held for use in the production or supply of goods or services or administrative purposes.

Subsequent to initial recognition, land and buildings are stated at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are made for the entire class of land and buildings and with sufficient regularity such that the carrying amount does not differ materially from that which would be determined using fair values at the end of the reporting period.

All other property, plant and equipment is stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Cost may also include transfers from equity of any gains or losses on qualifying cash flow hedges of foreign currency purchases of property, plant and equipment.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the entity and the cost of the item can be measured reliably. The carrying amount of any component accounted for as an asset is derecognised when replaced. All other repairs and maintenance are charged to profit or loss during the reporting period in which they are incurred.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

6 ACCOUNTING POLICIES (continued)

6.7

PROPERTY, PLANT AND EQUIPMENT (continued)

Increases in the carrying amounts arising on revaluation of land and buildings are recognised, net of tax, in other comprehensive income and accumulated in equity under the heading of revaluation reserve. To the extent that the increase reverses a decrease previously recognised in profit or loss for the same asset, the increase is first recognized in profit or loss to the extent of the decrease previously charged. Decreases that reverse previous increases of the same asset are first recognised in other comprehensive income to the extent of the remaining surplus attributable to the asset; all other decreases are charged to profit or loss.

Each year, the difference between depreciation based on the revalued carrying amount of the asset charged to profit or loss and depreciation based on the asset’s original cost, net of tax, is reclassified from the property, plant and equipment revaluation surplus to retained earnings.

The depreciation methods and useful lives used by the Group are disclosed in Note 12.2. The depreciation method applied, and the assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount as further disclosed in Note 6.9. Property, plant and equipment are derecognised on disposal or when no future economic benefits are expected from their use or disposal. Gains and losses arising from derecognition are determined by comparing the net disposal proceeds, if any, with the carrying amount. These are included in profit or loss in the period of derecognition. When revalued assets are derecognised, it is the Group’s policy to transfer any attributable revaluation remaining in the revaluation reserve in respect of those assets to retained earnings.

6.8

IMPAIRMENT

When a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash‑generating units, or otherwise they are allocated to the smallest Group of cash generating units for which a reasonable and consistent allocation basis can be identified.

Recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash generating unit) is reduced to its recoverable amount.

An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

6 ACCOUNTING POLICIES (continued)

6.9

INVENTORIES

Inventories held by the Group are made up of foods, beverages, and supplies which are stated at the lower of cost and net realisable value. Costs of inventories are determined using the weighted average cost basis. Net realisable value represents the estimated selling price for inventories in the ordinary course of business, less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.

When the net realisable value of inventories falls below cost, a write-down is recognised in profit or loss. Any subsequent increase in net realisable value, up to the amount of the original write-down, is recognised as a reversal of the write-down in the period in which the increase occurs.

6.10

INVESTMENTS IN SUBSIDIARIES

Investments in subsidiaries are stated at cost less any accumulated impairment losses in the separate financial statements of the Company. Dividends from the investment are recognised in profit or loss.

Investments in subsidiaries are tested for impairment in accordance with the accounting policy for “Impairment.”

6.11

FINANCIAL INSTRUMENTS

Financial assets and financial liabilities are recognised in the group’s statement of financial position when the group becomes a party to the contractual provisions of the instrument.

Financial assets and financial liabilities are initially measured at fair value, except for trade receivables that do not have a significant financing component which are measured at transaction price. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss.

Financial assets

All regular way purchases or sales of financial assets are recognised and derecognised on a trade date basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace.

All recognised financial assets are measured subsequently in their entirety at either amortised cost or fair value, depending on the classification of the financial assets.

Classification of financial assets

Debt instruments that meet the following conditions are measured subsequently at amortised cost:

• the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows;

• the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

6ACCOUNTING POLICIES (continued)

6.11 FINANCIAL INSTRUMENTS

Classification of financial assets (continued)

Debt instruments that meet the following conditions are measured subsequently at fair value through other comprehensive income (FVTOCI):

• the financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling the financial assets;

• the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

By default, all other financial assets are measured subsequently at fair value through profit or loss (FVTPL).

Despite the foregoing, the group may make the following irrevocable election / designation at initial recognition of a financial asset:

• the group may irrevocably elect to present subsequent changes in fair value of an equity investment in other comprehensive income if certain criteria are met

• the group may irrevocably designate a debt investment that meets the amortised cost or FVTOCI criteria as measured at FVTPL if doing so eliminates or significantly reduces an accounting mismatch.

Financial assets at FVTPL

Financial assets that do not meet the criteria for being measured at amortised cost or FVTOCI are measured at FVTPL. Specifically:

• investments in equity instruments are classified as at FVTPL, unless the group designates an equity investment that is neither held for trading nor a contingent consideration arising from a business combination as at FVTOCI on initial recognition;

• debt instruments that do not meet the amortised cost criteria or the FVTOCI criteria are classified as at FVTPL.

In addition, debt instruments that meet either the amortised cost criteria or the FVTOCI criteria may be designated as at FVTPL upon initial recognition if such designation eliminates or significantly reduces a measurement or recognition inconsistency (so called ‘accounting mismatch’) that would arise from measuring assets or liabilities or recognising the gains and losses on them on different bases. The Company has designated the preference shares held with subsidiary as FVTPL.

Financial assets at FVTPL are measured at fair value at the end of each reporting period, with any fair value gains or losses recognised in profit or loss to the extent they are not part of a designated hedging relationship.

The net gain or loss recognised in profit or loss includes any dividend or interest earned on the financial asset and is included in the ‘other gains and losses’. Fair value is determined in the manner described in note 15.4.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

6ACCOUNTING POLICIES (continued)

6.12

ECLs

A loss allowance for ECLs is recognised on financial assets measured at amortised cost, contract assets and debt instruments measured at FVTOCI (if any). The amount of ECLs is updated at each reporting date to reflect changes in credit risk since the initial recognition.

For trade receivables and contract assets that do not contain a significant financing component (or for which the IFRS 15 practical expedient for contracts that are one year or less is applied), the simplified approach is applied and lifetime ECL is recognised.

Where a collective basis is applied, the ECLs on these financial assets are estimated using a provision matrix based on the historical credit loss experience based on the past due status of the debtors, adjusted for factors that are specific to the debtors, general economic conditions of the industry in which the debtors operate and an assessment of both the current as well as the forecast direction of conditions at the reporting date.

For all other financial instruments, the general approach is applied and lifetime ECL is recognised when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on the financial instrument has not increased significantly since initial recognition, the loss allowance for that financial instrument is measured at an amount equal to 12-month ECL (‘12m ECL’). The assessment of whether lifetime ECL should be recognised is based on significant increases in the likelihood or risk of a default occurring since initial recognition instead of on evidence of a financial asset being credit-impaired at the reporting date or an actual default occurring.

Lifetime ECL represents the ECLs that will result from all possible default events over the expected life of a financial instrument. In contrast, 12m ECL represents the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date. An impairment gain or loss is recognised in profit or loss for all financial assets with a corresponding adjustment to their carrying, except for investments in debt instruments that are measured at FVTOCI (if any), for which the loss allowance is recognised in other comprehensive income and accumulated in the Fair value reserve and does not reduce the carrying amount of the financial asset in the statement of financial position.

Significant increase in credit risk

In assessing whether the credit risk on a financial instrument has increased significantly since initial recognition, the risk of a default occurring on the financial instrument as at the reporting date is compared with the risk of a default occurring on the financial instrument as at the date of initial recognition. In making this assessment, both quantitative and qualitative information that is reasonable and supportable, (including historical experience and forward- looking information that is available without undue cost or effort and, where applicable, the financial position of the counterparties) are considered.

Irrespective of the outcome of the above assessment, the credit risk on a financial asset is presumed to have increased significantly since initial recognition when contractual payments are more than 30 days past due, unless there is reasonable and supportable information that is available without undue cost or effort, that demonstrates otherwise. Despite the above assessment, it is assumed that the credit risk on a financial instrument has not increased significantly since initial recognition if the financial instrument is determined to have low credit risk at the reporting date. Accordingly, for these financial assets, the loss allowance is measured at an amount equal to 12m ECL.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

6 ACCOUNTING POLICIES (continued)

6.12 ECLs (continued)

Definition of default

The following are considered as constituting an event of default for internal credit risk management purposes as historical experience indicates that receivables that meet either of the following criteria are generally not recoverable:

-when there is a breach of financial covenants by the counterparty or

-information developed internally or obtained from external sources indicates that the debtor is unlikely to pay its creditors in full (without taking into account any collateral held).

Irrespective of the above analysis, default is considered to have occurred when a financial asset is more than 365 days past due. The 90 days past due presumption is rebutted by the Company and the Group since there is reasonable and supportable information to demonstrate that a more lagging default criterion is more appropriate.

Credit-impaired financial assets

A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of that financial asset have occurred.

Evidence that a financial asset is credit-impaired includes observable data about the following events:

a)significant financial difficulty of the issuer or the borrower

b)a breach of contract, such as a default or past due event

c)the lender(s) of the borrower, for economic or contractual reasons relating to the borrower’s financial difficulty, having granted to the borrower a concession(s) that the lender(s) would not otherwise consider

d)it is becoming probable that the borrower will enter bankruptcy or other financial reorganisation or

e)the disappearance of an active market for that financial asset because of financial difficulties.

A financial asset is written off when there is information indicating that the counterparty is in severe financial difficulty and there is no realistic prospect of recovery, for example when the counterparty has entered into bankruptcy or in the case of trade receivables, when the amounts are over 3 years passed due, whichever occurred sooner.

Measurement and recognition of ECLs

For financial assets, the credit loss is the difference between all contractual cash flows that are due in accordance with the contract and all the cash flows that are expected to be received, discounted at the original effective interest rate. ECLs represent the weighted average of credit losses with the respective risks of a default occurring as the weights.

The assessment of the probability of default and loss given default is based on historical data adjusted by forward- looking information, where applicable. Where applicable, the financial position of the counterparties is also taken into consideration.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

6 ACCOUNTING POLICIES (continued)

6.12 ECLs (continued)

Collective basis

If evidence of a significant increase in credit risk at the individual instrument level is not yet available, the assessment of significant increases in credit risk is performed on a collective basis by considering information on, for example, a Group or sub-Group of financial instruments. Where reasonable and supportable information that is available without undue cost or effort to measure lifetime ECL on an individual instrument basis is not available, lifetime ECL is measured on a collective basis. In such instances, the financial instruments are Grouped on the basis of shared credit risk characteristics. The Grouping is regularly reviewed by management to ensure the constituents of each Group continue to share similar credit risk characteristics.

6.13 FINANCIAL LIABILITIES

Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.

All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs. The Company’s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts, and derivative financial instruments.

Subsequent measurement

The measurement of financial liabilities depends on their classification, as described below:

Financial liabilities measured at amortised cost are the Group’s primary category of financial liabilities and include borrowings, bonds, trade and other payables. These are subsequently measured using the effective interest method.

Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss.

Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near term. Gains or losses on liabilities held for trading are recognised in the statement of profit or loss. Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at the initial date of recognition, and only if the criteria in IFRS 9 are satisfied. The Company has not designated any financial liability as at fair value through profit or loss.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

6 ACCOUNTING POLICIES (continued)

6.13 FINANCIAL LIABILITIES (continued)

Loans and borrowings

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the Effective Interest Rate (EIR) method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit or loss. This category generally applies to interest-bearing loans and borrowings. For more information, refer to Note 13.3.

Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period.

Trade payables

Trade payables are classified under current liabilities and are stated at their nominal value unless the effect of discounting is material. In such cases, trade payables are measured at amortised cost using the effective interest method.

Derecognition

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit or loss.

6.14

PROVISIONS

Provisions are recognised when an entity has a present obligation (legal or constructive) as a result of a past event, it is probable that the entity will be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation. For the provision of care home services, potential obligations may arise from matters such as employee benefits, legal claims, compliance with regulatory requirements, and service commitments.

However, the Group has assessed that no such obligations existed at the reporting date and as at the prior reporting period that would require recognition.

6.15

SHARE CAPITAL

Ordinary shares issued by the Company are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction, net of tax, from the proceeds.

Dividends to holders of equity instruments are recognised as liability in the period in which they are declared. Dividends to holders of equity instruments are recognised directly in equity.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

6 ACCOUNTING POLICIES (continued)

6.16

FINANCE INCOME AND FINANCE COST

Finance income and finance cost are accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable.

Finance income is recognised to the extent that it is probable that future economic benefits will flow to the Company and these can be measured reliably.

Finance costs include interest incurred on bank loans, bonds issued by the Group, and amounts due to the ultimate parent company, as well as the amortisation of bond issue costs and other charges related to financing arrangements. Borrowing costs are expensed in the period in which they are incurred, unless they relate to the acquisition, construction, or production of a qualifying asset, in which case they are capitalised.

6.17

DIVIDEND INCOME

Dividend income is recognised when the shareholder’s right to receive payment is established. Dividend income is recognised to the extent that it is probable that future economic benefits will flow to the Company and these can be measured reliably.

6.18

EMPLOYEE BENEFITS

The Group entities contribute towards the state pension in accordance with local legislation. The only obligation is to make the required contributions. Costs are expensed in the period in which they are incurred.

6.19

CASH AND CASH EQUIVALENTS

Cash and cash equivalents comprise cash on hand, demand deposits and short-term highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are included as a component of cash and cash equivalents for the purpose of the statement of cash flows and are presented in current liabilities on the statement of financial position.

7 REVENUE

The Group derives its revenue as disclosed in Note 6.3 and as per below:

	Group		Company
	2024 €	2023 €	2024 €	2023 €
Income from accommodation	11,740,434	8,860,271	-	-
Income from services	2,261,627	2,044,846	-	-
Dividend income	-	-	926,455	890,966
Finance income	-	-	907,967	705,760
	14,002,061	10,905,117	1,834,422	1,596,726

Income from services is generated in the delivery of care, nursing, meals, and other ancillary services.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

8 EXPENSE ITEMS

8.1 Breakdown of expenses by nature

	Group		Company
Cost of sales	2024 €	2023 €	2024 €	2023 €
Food, beverages and supplies	918,849	718,570	-	-
Depreciation	1,202,656	1,135,255	-	-
Salaries (Note 1)	6,005,896	4,951,996	-	-
Cleaning	58,911	56,440	-	-
Gardening Expenses	25,082	24,239	-	-
Laundry	147,722	119,041	-	-
Repairs and maintenance	238,506	258,003	-	-
Sanitaries	164,788	155,484	-	-
Security services	88,169	81,643	-	-
Other direct costs	67,062	102,230	-	-
Water & Electricity	411,061	384,181	-	-
Other expenses	221,878	192,167	-	-
	9,550,580	8,179,249	-	-

	Group		Company
Administrative expenses	2024€	2023€	2024€	2023€
Professional fees (Note 2)	206,538	116,567	46,645	31,491
Salaries and directors' fees (Note 1)	717,528	584,143	21,000	21,000
Rent (Vat)	346,810	308,650	-	-
Advertising	33,527	57,858	-	-
Telecommunications	41,563	44,043	-	-
Insurance	66,586	61,259	13,977	14,060
Loss allowance	96,335	33,309	7,376	14,804
Other expenses	85,729	82,393	-	-
	1,594,616	1,288,222	88,998	81,355

Note 1:

	Group		Company
	2024	2023	2024	2023
Staff costs:	€	€	€	€
Salaries	5,977,140	4,983,776	-	-
Directors' fees	358,339	246,050	21,000	21,000
Social security costs	387,945	306,313	-	-
	6,723,424	5,536,139	21,000	21,000

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

9OTHER INCOME AND EXPENSE ITEMS

9.1 Breakdown of expenses by nature (continued)

The average number of persons employed by the Group during the current period was as follows:

	Group		Company
	2024	2023	2024	2023
Note 1:	Number	Number	Number	Number
Operations	251	210	-	-
Administrative	16	16	-	-
	267	226	-	-

	Group		Company
Note 2:	2024	2023	2024	2023
Auditors Fees:	€	€	€	€
Included within professional fees charged by the auditor for services rendered during the financial year:
Annual statutory audit	28,870	27,354	4,130	3,894

9.2 Finance costs

	Group		Company
	2024 €	2023 €	2024 €	2023 €
Financial charges	41,764	144,460	18,659	16,883
Bank loan interest	435,913	526,365	-	-
Bond interest	705,250	705,250	705,250	705,250
Interest on amount due to ultimate parent company	576,241	792,904	202,716	282,768
Amortisation of bond expenses	39,463	35,632	39,463	35,632
	1,798,631	2,204,611	966,088	1,040,533

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued) For the year ended 31 December 2024

INCOME TAX

10.1 Income tax recognised in profit or loss
	Group		Company
	2024 €	2023 €	2024 €	2023 €
Current tax:
Current tax on taxable income for the year	391	-	391	-
Deferred tax:
Temporary differences arising on items of property,
plant and equipment	168,547	184,035	-	-
Temporary differences on property	-	-	-	-
Temporary differences arising on tax losses	85,321	28,711	-	-
Unabsorbed capital allowances	128,703	(348,058)	-	-
Total income tax recognised in the current year	382,962	(135,312)	391	-
	Group		Company
10.2 Reconciliation of income tax	2024 €	2023 €	2024 €	2023 €
Profit/(Loss) before tax	1,058,234	(766,965)	779,336	474,838
Theoretical taxation expense at 35%	370,382	(268,438)	272,768	(166,193)
Tax effect of:
Rental income	(7,038)	(2,835)	-	-
Other differences	(48,831)	11,658	54,847	166,193
Disallowable expenses	68,449	124,303	-	-
Income tax credit	382,962	(135,312)	-	-

EARNINGS PER SHARE

Earnings per share is calculated by dividing the results attributable to owners of the Company by the weighted average number of ordinary shares in issue during the year.

	Group		Company
	2024	2023	2024	2023
	€	€	€	€
Profit/(Loss) for the year	675,272	(631,653)	778,945	474,838
Weighted number of ordinary shares	14,676,284	14,676,284	14,676,284	14,676,284
Basic earnings per share	0.05	(0.04)	0.05	0.03

St.

Anthony

Co.

p.l.c

Notes to the Consolidated Financial Statements (continued)For the year ended 31 December 2024

NON-FINANCIAL ASSETS AND LIABILITIES

12.1 PROPERTY, PLANT & EQUIPMENT

Group	Freehold land and buildings	Plant, machinery and equipment	Furniture	Total
	€	€	€	€
Cost / revalued amount
At 1 January 2023	51,064,791	10,601,917	1,758,198	63,424,906
Additions	44,960	232,202	110,204	387,366
At 31 December 2023	51,109,751	10,834,119	1,868,402	63,812,272
At 1 January 2024	51,109,751	10,834,119	1,868,402	63,812,272
Additions	34,938	387,693	108,999	531,630
Revaluation	5,102,296	-	-	5,102,296
At 31 December 2024	56,246,985	11,221,812	1,977,401	69,446,198
Depreciation
At 1 January 2023	583,746	597,995	116,312	1,298,053
Charge for the year	365,730	637,334	132,191	1,135,255
Reversal of revaluation	-	(41,764)	(4,651)	(46,415)
At 31 December 2023	949,476	1,193,565	243,852	2,386,893
At 1 January 2024	949,476	1,193,565	243,852	2,386,893
Charge for the year	365,730	681,233	155,693	1,202,656
Reversal of revaluation	-	(42,073)	(4,851)	(46,924)
At 31 December 2024	1,315,206	1,832,725	394,694	3,542,625
Carrying amounts
Carrying amount at 31 December 2023	50,160,275	9,640,554	1,624,550	61,425,379
Carrying amount at 31 December 2024	54,931,779	9,389,087	1,582,707	65,903,573

St.

Anthony

Co.

p.l.c.

Notes to the Consolidated Financial Statements (continued)

For the year ended 31 December 2024

12 NON-FINANCIAL ASSETS AND LIABILITIES (continued)

12.2Depreciation

Depreciation commences when the depreciable assets are available for use and is charged to profit or loss. Depreciation is calculated using the straight-line method to allocate their cost or revalued amounts, net of the residual values, over the estimated useful lives, as follows:

Buildings and finishings 1 – 2

Buildings fixtures 10

Plant, machinery and other equipment 5 - 25

Furniture and fittings 5 - 10

No depreciation is charged on land.

12.3 Fair value measurement of the Group’s land and buildings

The Group’s land and building are stated at their revalued amounts, being the fair value at the date of revaluation, less any subsequent accumulated depreciation and any subsequent accumulated impairment losses.

The entity classifies its fair value measurements using a three-level hierarchy based on the inputs used in the valuation techniques to measure fair value. The levels are defined as follows:

•Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

•Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

•Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The following table provides a reconciliation from the opening balances to the closing balances for assets measured at fair value and categorised within Level 3 of the fair value hierarchy. The reconciliation includes changes during the period attributable to total gains or losses recognised in profit or loss and other comprehensive income:

Group	Fair Value Level 3	Fair Value Level 3
	2024	2023
	€	€
Land and buildings:
Casa Antonia, Pope Alexander V11 Junction, Balzan Malta	19,852,411	20,011,327
The Imperial, 1, Rudolph Street, Sliema, Malta	30,307,864	30,469,718
Opening Balance at 1 January	50,160,275	50,481,045
Additions	34,938	44,960
Depreciation	(365,730)	(365,730)
Total Gains/(Losses) Recognised in Other Comprehensive Income (Revaluation Reserve)	5,102,296	-
Closing Balance at 31 December	54,931,779	50,160,275
Casa Antonia, Pope Alexander V11 Junction, Balzan, Malta	20,158,729	19,852,411
The Imperial, 1, Rudolph Street, Sliema, Malta	34,773,050	30,307,864

St.

Anthony

Co.

p.l.c.

Notes to the Consolidated Financial Statements (continued)

For the year ended 31 December 2024

12 NON-FINANCIAL ASSETS AND LIABILITIES (continued)

12.3 Fair Value measurement of the Group land and buildings (continued)

There were no purchases, sales, issues, or settlements during the period. Transfers between levels of the fair value hierarchy are recognised at the end of the reporting period during which the change occurred. This policy is consistently applied for transfers into and out of each level. During the reporting period, there were no transfers into or out of Level 3 of the fair value hierarchy.

The amount of total gains or losses for the period included in other comprehensive income, that is attributable to the change in unrealised gains or losses relating to assets held at the end of the reporting period is €5,863,945 (2023: €46,415).

The Group selects valuation techniques based on the nature of the asset and the availability of relevant inputs. For the valuation of land and buildings, the Group:

•uses a mix of the market comparable approach and the discounted cash flow approach

•engages independent, qualified external valuers with relevant experience.

The Group’s land and buildings were valued independently by Architect and Civil Engineer Charles Buhagiar as at 31 December 2024. These were found to be consistent with the Group’s fair value measurement.

The Group’s methodology for property valuation is based on the following:

1.Land value: This considers the physical area, location, and permitted development according to relevant Planning Authority Local Plans. It also includes the present-day capitalisation of revenue derived from income streams over a ten-year period, based on financial forecasts related to the type of development the property is used for.

2.Capital investment: This encompasses the value of investments made in the property including the construction of the building on the property and the building services and finishes.

3.Operational contents: This involves the necessary contents required to carry out the operations for which the building is utilised.

4.Discount rate: Applied to future cash flows when using the discounted cash flow method to estimate fair value. The discount rate reflects market-based borrowing rates, the specific risk profile of the property, and expected future economic conditions.

The table below includes further information about the Group’s Level 3 fair value measurements.

Type of Property	Valuation Technique	Inputs	Sensitivity
The Imperial Commercial property amounting to €34.6m (excluding plant, equipment, fixtures and furniture of €10.7m)	Income capitalisation approach	Income capitalisation approach: total projected stabilised EBITDA €3.06m using an average growth of 2% and discount rate of future income of 8%.	The higher the capitalisation rate the lower the fair value. The higher the rental income and growth rate the higher the fair value
Casa AntoniaCommercial property amounting to €19.7m (excluding plant, equipment, fixtures and furniture of €0.9m)	Income capitalisation approach	Income capitalisation approach: total projected stabilised EBITDA €1.3m using an average growth of 2% and discount rate of future income of 7.5%	The higher the capitalisation rate the lower the fair value. The higher the rental income and growth rate the higher the fair value

St.

Anthony

Co.

p.l.c.

Notes to the Consolidated Financial Statements (continued)

For the year ended 31 December 2024

12 NON-FINANCIAL ASSETS AND LIABILITIES (continued)

12.3 Fair Value measurement of the Group land and buildings (continued)

The carrying amount of land and buildings that would have been included in the ﬁnancial statements had these assets been carried at cost less accumulated depreciation and accumulated impairment losses is €37,333,344 (2023: €36,962,971).

12.4Deferred tax asset

	Group		Company
	2024€	2023€	2024€	2023€
Opening balance:Other temporary differences	983,626	848,314	-	-
For the year:Other temporary differences	(382,571)	135,312	-	-
Closing balance:Other temporary difference	601,055	983,626	-	-

12.5 Deferred tax liability

	Group		Company
	2024€	2023€	2024€	2023€
Acquired by the GroupTemporary difference on property, plant and equipment	3,400,000	3,400,000	-	-
Movement for the year Temporary difference on property, plant and equipment	510,229	-	-	-
Closing balance Temporary difference on property, Plant and equipment	3,910,229	3,400,000	-	-

12.6Inventories

	Group		Company
	2024	2023	2024	2023
	€	€	€	€
Foods, beverages, and supplies	219,330	150,501	-	-

No inventory write-downs or reversals of write-downs were recognised during the years ended 31 December 2024 and 31 December 2023.

St.

Anthony

Co.

p.l.c.

Notes to the Consolidated Financial Statements (continued)

For the year ended 31 December 2024

13. OTHER ASSETS AND OTHER LIABILITIES

13.1 Trade and other receivables

Current assets	Group		Company
	2024 €	2023€	2024 €	2023 €
Trade receivables	1,295,470	1,228,910	-	-
Other receivables	9,500	7,000	2,226,261	1,049,894
Prepayments	121,934	86,582	995	2,141
	1,426,904	1,322,492	2,227,256	1,052,035

13.1.1 Classification as trade receivables

Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course of business. They are generally due for settlement within 30 days and therefore are all classified as current.

Trade receivables are recognised initially at the amount of consideration that is unconditional unless they contain significant financing components, when they are recognised at fair value.

The Group holds the trade receivables with the objective of collecting the contractual cash flows and therefore measures them subsequently at amortised cost using the effective interest method.

13.2 Trade and other payables

	Group		Company
	2024	2023	2024	2023
	€	€	€	€
Non - Current liabilities
NI & FSS	-	94,308	-	-
Current liabilities
Trade payables	658,817	629,236	-	998
Deferred Income from Accommodation and Care	782,682	726,520	-	-
Vat payable	271,627	276,097	-	-
NI & FSS	480,821	795,409	-	-
Wages Payable	433,932	391,281	-	-
Other payables	357,055	293,481	-	-
Accruals	830,973	975,610	667,858	654,804
	3,815,907	4,087,634	667,858	655,802

St.

Anthony

Co.

p.l.c.

Notes to the Consolidated Financial Statements (continued)

For the year ended 31 December 2024

13 OTHER ASSETS AND OTHER LIABILITIES (continued)

13.2 Trade and other payables (continued)

Notes:

Trade payables are unsecured and are usually paid within 30 to 90 days of recognition.

13.3 Borrowings

	Group		Company
	2024	2023	2024	2023
	€	€	€	€
Unsecured
Current liabilities
Amounts due to ultimate owner (Note c)	82,755	82,755	-	-
Amounts due to ultimate parent (Note d)	482,252	417,345	1,821,308	1,354,000
Amounts due to subsidiary	-	-	-	-
	565,007	500,100	1,821,308	1,354,000
Secured
Current liabilities
Bank loans (Note a)	391,860	224,190	-	-
Bank balance overdrawn	-	7,035	-	-
Total secured/unsecured current borrowings	956,867	731,325	1,821,308	1,354,000
Unsecured
Non-current liabilities
Amounts due to ultimate parent (Note d)	10,100,200	14,315,008	4,368,799	4,633,391
	10,100,200	14,315,008	4,368,799	4,633,391
Secured
Non-current liabilities
Bank loans (Note a)	10,431,450	7,588,260	-	-
4.55% Secured Bonds 2032	15,175,629	15,136,166	15,175,629	15,136,166
	25,607,079	22,724,426	15,175,629	15,136,166
Total secured/unsecured non-current borrowings	35,707,279	37,039,434	19,544,428	19,769,557
Total borrowings	36,664,146	37,770,759	21,365,736	21,123,557

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued)For the year ended 31 December 2024

13 OTHER ASSETS AND OTHER LIABILITIES (continued)

13.3 Borrowings (continued)

Notes:

a)Bank loans

The Group enjoys bank loan facilities with its bankers. These facilities are secured by general hypothecs over the Group’s assets, by special hypothecs over properties of the Group, by pledges taken over various insurance policies and by personal guarantees of certain directors and shareholders. Towards the end of the year 2023 the Group entered into an agreement with its bankers to extend the duration of the existing loans to 20 years with a fixed interest coupon rate of 4.5%.

Furthermore, two new loan facilities of €2,850,000 and €1,000,000 with the same conditions as the revised existing loans were granted to the Guarantor (Goldvest Ltd). The €2,850,000 loan was utilized to settle dues to the ultimate parent in the form of a loan balance of €1,000,000 and amounts due on the mirrored intercompany loans which had been granted a moratorium in 2023.

A bank loan of €1,000,000 was approved to finance the refurbishment and upgrade of Casa Antonia, Balzan. As at 31 December 2024 unutilised balance on the latter loan was €563,209.

b)Bank overdraft

The Group benefits from two bank overdraft facilities with its bankers of €1,818 (2023: €1,818) and €500,000 (2023: Nil). These facilities are secured by general hypothecs over the Group’s assets, by special hypothecs over the properties of the Group, by pledges taken over various insurance policies and by personal guarantees of the directors and shareholders. The applicable annual interest rates on the bank overdrafts are 5.15% and 4.5% respectively.

The bank overdraft facilities remain unused as the Group’s working capital has been sufficient to meet its requirements.

c)Amounts due to Ultimate Owner

The amount due to Ultimate Owner amounting to €82,755 is unsecured, interest free and has no fixed date of repayment.

d)Amounts due to Ultimate Parent (Casa Antonia Limited)

As noted above towards the end of the year 2023 the Group underwent a significant restructure of its banking facilities. The duration of all the existing loans was extended to 20 years from review with a fixed interest coupon rate of 4.5%. These changes are now also reflected in the intercompany loans and backed up with revised intercompany agreements.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued)For the year ended 31 December 2024

13 OTHER ASSETS AND OTHER LIABILITIES (continued)

13.3 Borrowings (continued)

d)Amounts due to Ultimate Parent (Casa Antonia Limited) (continued)

The amount due to the Ultimate Parent includes:

-A loan liability, originally valued at €5,150,000, had decreased to €4,193,829 as at 31 December 2024. The liability accrues interest at a rate parallel to that applied to the Ultimate Parent’s bank loans, amounting to 4.5% per annum. Repayments are made in monthly installments, which were adjusted to €27,635 during the year.

-Unsecured loan amounting to €5,375,771 which bears interest of 4.5% per annum. This loan is now also repayable over 20 years from the date of review. During 2023 a one-year moratorium on capital repayments had been agreed covering 2023.

-An unsecured loan originally valued at €2,771,000, which had decreased to €2,278,647 as at 31 December 2024. The loan bears an adjusted interest rate of 4.5% per annum and repayments are made in monthly installments of €15,015. The facility is to be repaid by 2043.

-An unsecured loan amounting to €506,474. This loan is interest-free and repayments are made by monthly installments of €5,600.

	Group		Company
	2024	2023	2024	2023
	€	€	€	€
Amounts falling after more than five years:
4.55% Bond Loan 2032	15,175,629	15,136,166	15,175,629	15,136,166

On 10 January 2022, the Company successfully raised €15,500,000 via the issue of 4.55% Secured Bonds due to mature in 2032. These instruments started trading on the Malta Stock Exchange on 21st January 2022.

These funds were used to restructure the Group debt and for general corporate funding purposes.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued)For the year ended 31 December 2024

13 OTHER ASSETS AND OTHER LIABILITIES (continued)

13.3 Borrowings (continued)

	Group		Company
	2024	2023	2024	2023
	€	€	€	€
4.55% Bond 2032	15,175,629	15,136,166	15,175,629	15,136,166
Proceeds	15,500,000	15,500,000	15,500,000	15,500,000

Gross amount of bond issue cost	431,743	431,743	431,743	431,743
Amortisation of gross bond issue costs:
At 1 January 2024	67,909	32,277	67,909	32,277
Amortisation for the year	39,463	35,632	39,463	35,632
Accumulated amortisation at end of year	107,372	67,909	107,372	67,909
Unamortised bond issue costs	324,371	363,834	324,371	363,834
Amortised cost and closing carrying amount	15,175,629	15,136,166	15,175,629	15,136,166

13.4 Cash and cash equivalents

	Group		Company
	2024€	2023€	2024€	2023€
Current assets
Cash at bank and in hand	2,046,934	1,965,962	616,806	793,945

13.4.1 Reconciliation to cash flow statement

	Group		Company
	2024 €	2023 €	2024€	2023€
Cash at bank and in hand (Note 13.4)	2,046,934	1,965,962	616,806 6156567	793,945 1,200
Bank balance overdrawn (Note 13.3)	-	(7,035)	-	-
Balances per statement of cash flows	2,046,934	1,958,927	616,806	793,945

13.5 Investment in Financial Assets

Company	Non-Current		Current
	2024€	2023 €	2024 €	2023 €
Investment in equity instrument designated at FVTPL	20,261,895	20,261,895	-	-
Total investments	20,261,895	20,261,895	-	-

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued)For the year ended 31 December 2024

13 OTHER ASSETS AND OTHER LIABILITIES (continued)

13.5 Investment in Financial Assets (continued)

The Company holds 2,844,497 cumulative preference shares in Goldvest Company Limited. The shares have a rate of return of 3.5%. The Company holds 15,150,000 redeemable cumulative preference shares in Goldvest Company Limited. The shares have a rate of return of 4.7%. These shares are redeemable in 2032. The Company

values this investment using the discounted cash flows, using a discount rate of 4.5% (2023: 4.5%) that reflects the group’s current borrowing rate at the end of the reporting period for the 15,150,000 redeemable cumulative rate and 3.5% (2023: 3.5%) for the 2,844,497 cumulative preference shares reflecting similar bonds in issue. Since the discount rate used is approximately the rate of return of the bond, no movement in fair value was recorded.

14 EQUITY

14.1 Share Capital

	2024€	2023€
Authorised
2,499,999 Ordinary A Shares of €1 each	2,499,999	2,499,999
1 Ordinary B Share of €1 each	1	1
20,000,000 Ordinary C Shares of €1 each	20,000,000	20,000,000
7,500,000 Ordinary D Shares of €1 each	7,500,000	7,500,000
	30,000,000	30,000,000
Called-up, issued and fully paid
1,199 Ordinary 'A' Shares of € 1 each	1,199	1,199
1 Ordinary 'B' Shares of €1 each	1	1
14,675,084 Ordinary 'C' Shares of €1 each	14,675,084	14,675,084
	14,676,284	14,676,284

Except for the 1 Ordinary B Share, all classes of Ordinary Shares have full voting rights, right for distribution of profits and right for capital upon dissolution of the Company. The 1 Ordinary B Share has the right for capital distribution upon dissolution of the Company.

14.2 Revaluation reserve

The Revaluation Reserve of €15,152,938 (2023: €10,513,946) is net of deferred tax.

14.3

Reorganisation reserve

The reorganisation reserve arose in 2020 as part of the Group reorganisation and is made up of:

- the excess €616,017 of the consideration payable by St. George’s Care Limited for the acquisition of the net assets; and

- the excess €625,040 of the consideration payable by St. Anthony Co. p.l.c. for the acquisition of Goldvest Company Limited.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued)For the year ended 31 December 2024

FINANCIAL RISK MANAGEMENT

15.1 Financial risk management objectives

The Group’s and the Company’s activities potentially expose them to a variety of financial risks: market risk (including currency risk, fair value interest rate risk, cash flow interest rate risk and price risk), credit risk and liquidity risk. The Group’s overall risk management focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group’s and the Company’s financial performance. The Board provides principles for overall risk management, as well as policies covering risks referred to above and specific areas such as investment of excess liquidity. The Group and the Company did not make use of derivative financial instruments to hedge certain risk exposures during the current and preceding financial year.

At 31 December 2024 and 2023, the Group and the Company were not exposed to price risk in relation to financial assets subsequently measured at FVTPL or at FVTOCI because they did not hold any of these financial assets.

Where applicable, any significant changes in the Group’s or the Company’s exposure to financial risks or the manner in which these risks are managed and measured are disclosed below.

Where possible, the Group aims to reduce and control risk concentrations. Concentrations of financial risk arise when financial instruments with similar characteristics are influenced in the same way by changes in economic or other factors. The amount of the risk exposure associated with financial instruments sharing similar characteristics is disclosed in more detail in the Notes to the financial statements.

15.2 Market risk

(i)

Foreign exchange risk

Foreign exchange risk arises from commercial transactions and recognised assets and liabilities which are denominated in a currency that is not the entity’s functional currency. The Group and the Company have no significant currency risk since substantially all assets and liabilities are denominated in Euro.

(ii)

Cash flow and fair value interest rate risk

The Group and the Company are exposed to risks associated with the effects of fluctuations in the prevailing levels of the market interest rates on their financial position, financial performance and cash flows. As at the reporting date, the Group and the Bank have cash at bank, as disclosed in Note 13.4 and the Group and the Company also have variable interest-bearing liabilities and fixed interest-bearing liabilities as disclosed in Note 13.3.

The Group and the Company are exposed to cash flow interest rate risk on financial instruments carrying a floating interest rate. The Group and the Company are not exposed to fair value interest rate risk since none of their financial instruments carrying a fixed rate are measured at fair value.

Management monitors the movement in interest rates and, where possible, reacts to material movements in such rates by adjusting its selling prices or by restructuring its financing structure.

For financial instruments held or issued, the Group and the Company have used a sensitivity analysis technique that measures the change in the cash flows of the company’s financial instruments at the end of the reporting year/period for hypothetical changes in the relevant market risk variables. The sensitivity due to changes in the relevant risk variables is set out below.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued)For the year ended 31 December 2024

15 FINANCIAL RISK MANAGEMENT (continued)

15.2 Market risk (continued)

(ii)

Cash flow and fair value interest rate risk (continued)

The amounts generated from the sensitivity analysis are forward-looking estimates of market risk assuming certain market conditions. Actual results in the future may differ materially from those projected results due to the inherent uncertainty of global financial markets. The sensitivity analysis is for illustrative purposes only, as in practice market rates rarely change in isolation and are likely to be interdependent.

The estimated change in fair values and cash flows for changes in market interest rates are based on an instantaneous increase or decrease of 100 basis points at the end of the reporting period, with all other variables remaining constant.

The sensitivity of the relevant risk variables, on an after-tax basis is as follows (for bank borrowings and for loans due to ultimate parent whose interest is variable):

	Group		Company
	Profit or Loss Sensitivity		Profit or Loss Sensitivity
	2024	2023	2024	2023
	€	€	€	€
Market interest rates – cash flow	+/- 205k	+/- 218k	+/- 41k	+/- 44k

15.3Credit risk

Credit risk refers to the risk that a counterparty will cause a financial loss for the Group by failing to discharge an obligation. Financial assets which potentially expose the Group to credit risk include trade receivables and amounts held with financial institutions (Notes 13.1 and 13.4).

The maximum credit exposure to credit risk at the reporting date in respect of the financial assets was as follows:

	Group		Company
	2024€	2023 €	2024 €	2023 €
Trade and other receivables	1,426,907	1,322,492	2,227,256	1,052,035
Cash at bank	1,945,658	1,818,834	615,606	792,746
	3,372,565	3,141,326	2,842,862	1,844,781

Receivables and cash at bank are presented net of an allowance for doubtful debts using an ECL model.

The tables below detail, by credit risk rating grades, the gross carrying amount of financial assets.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued)

For the year ended 31 December 2024

15FINANCIAL RISK MANAGEMENT(continued)

15.3 Credit Risk (continued)

Group	12m ECL	Lifetime ECL (Not-credit – impaired)	Lifetime ECL (Credit-impaired but not POCI)	Total ECL (Credit – POCI)
	€	€	€	€
Bank balances
External rating grades
BBB	BBB
Gross carrying amount at 31 December 2024	1,959,274	-	-	-
Loss allowance at 31 December 2024	(13,616)	-	-	-
Net carrying amount at 31 December 2024	1,945,658	-	-	-
External rating grades
BBB	BBB
Gross carrying amount at 31 December 2023	1,831,563	-	-	-
Loss allowance at 31 December 2023	(12,729)	-	-	-
Net carrying amount at 31 December 2023	1,818,834	-	-	-

Company	12m ECL	Lifetime ECL (Not-credit – impaired)	Lifetime ECL (Credit-impaired but not POCI)	Total ECL (Credit – POCI)
	€	€	€	€
Bank balances
External rating grades
BBB	BBB
Gross carrying amount at 31 December 2024	619,915	-	-	-
Loss allowance at 31 December 2024	(4,308)	-	-	-
Net carrying amount at 31 December 2024	615,606	-	-	-
External rating grades
BBB	BBB
Gross carrying amount at 31 December 2023	798,294	-	-	-
Loss allowance at 31 December 2023	(5,548)	-	-	-
Net carrying amount at 31 December 2023	792,746	-	-	-

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued)

For the year ended 31 December 2024

15 FINANCIAL RISK MANAGEMENT (continued)

15.3 Credit risk (continued)

Company	12m ECL	Lifetime ECL (Not-credit – impaired)	Lifetime ECL (Credit-impaired but not POCI)	Total ECL (Credit – POCI)
	€	€	€	€
Related company loan	-	-	-	-
Gross carrying amount at 31 December 2024	-	2,253,017	-	-
Loss allowance at 31 December 2024	-	(26,756)	-	-
	-	2,226,261	-	-
Related company loan	-	-	-	-
Gross carrying amount at 31 December 2023	-	1,068,042	-	-
Loss allowance at 31 December 2023	-	(18,148)	-	-
	-	1,049,894	-	-

Group		Days past due - simplified approach
	Not past due	31-59	60-89	90-199	>120	Total
Expected credit loss rate	0.16%	0.81%	1.49%	3.20%	9.87%
Estimated total gross carrying amount at default	214,933	659,202	121,103	46,813	291,432	1,333,483
Lifetime ECL at 31 December 2024	(344)	(5,340)	(1,804)	(1,498)	(29,027)	(38,013)
Net carrying amount at 31 December 2024	214,589	653,862	119,299	45,315	262,405	1,295,470
Expected credit loss rate	0.16%	0.81%	1.49%	3.20%	9.87%
Estimated total gross carrying amount at default	213,569	408,199	266,999	71,406	309,162	1,269,335
Lifetime ECL at 31 December 2023	(342)	(3,306)	(3,978)	(2,285)	(30,514)	(40,425)
Net carrying amount at 31December 2023	213,227	404,893	263,021	69,121	278,648	1,228,910
Credit losses – Group					2024€	2023€
Impairment loss on trade receivables					38,013	40,425

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued)

For the year ended 31 December 2024

15 FINANCIAL RISK MANAGEMENT (continued)

15.3 Credit risk (continued)

The following table shows the movement in lifetime ECLs that has been recognised for trade receivables in accordance with the simplified approach set out in IFRS 9:

Group	Lifetime ECL(not credit – impaired)		Lifetime ECL (credit-impaired but not POCI)
	Trade receivables		Trade receivables
	no SFC(Collective)	no SFC(Individual)	no SFC(Collective)	no SFC(Individual)
	€	€	€	€
Opening balance at 1 January 2024	9,911	-	30,514	-
Resulting from new originations during the year	(925)	-	(1,487)	-
Closing balance at 31 December 2024	8,986	-	29,027	-
Opening balance at 1 January 2023	869	-	7,085	-
Resulting from new originations during the year	9,042	-	23,429	-
Closing balance at 31 December 2023	9,911	-	30,514	-

15.4 Liquidity risk

The Group and the Company are exposed to liquidity risk in relation to meeting future obligations associated with their financial liabilities, which comprise principally debt securities in issue, other borrowings and trade and other payables (Notes 13.2 and 13.3).

Prudent liquidity risk management includes maintaining sufficient cash to ensure the availability of an adequate amount of funding to meet the Group’s and the Company’s obligations and ensuring that alternative funding is available when the loans are due for repayment.

The following tables analyses the Group’s and the Company’s financial liabilities into relevant maturity Groupings based on the remaining period at the reporting date to the contractual maturity date.

The amounts disclosed in the tables below are the contractual undiscounted cash flows. Balance due within 12 months equal their carrying balances, as the impact of discounting is not significant.

St.

Anthony

Co.

p.l.c.

Notes to the Consolidated Financial Statements (continued)For the year ended 31 December 2024

15 FINANCIAL RISK MANAGEMENT (continued)

15.4 Liquidity risk (continued)

Group	Carrying amounts	Contractual cash flows	Less than 3 months	Between 3 months and 1 year	Between 1 and 2 years	Between 2 and 5 years	More than 5 years
At 31 December 2024	€	€	€	€	€	€	€
Trade and other payables (Note 13.2)	3,815,908	3,182,150	1,211,441	1,970,709	-	-	-
4.55% Secured Bonds 2032(Note 13.3)	15,175,629	21,142,000	705,250	-	705,250	2,115,750	17,615,750
Bank loans (Note 13.3)	10,823,310	17,173,118	222,660	667,980	890,640	2,671,920	12,719,918
Bank overdraft (Note 13.3)	-	-	-	-	-	-	-
Amounts due to ultimate parent (Note 13.3)	10,582,452	17,441,930	249,900	749,700	999,600	2,998,800	12,443,930
Amounts due to ultimate owner (Note 13.3)	82,755	82,755	82,755	-	-	-	-
	40,480,054	59,021,953	2,472,006	3,388,389	2,595,490	7,786,470	42,779,598
At 31 December 2023
Trade and other payables (Note 13.2)	4,087,634	3,453,876	1,458,265	1,995,611	-	-	-
4.55% Secured Bonds 2032(Note 13.3)	15,136,166	21,847,250	705,250	-	705,250	2,115,750	18,321,000
Bank loans (Note 13.3)	7,812,450	11,373,757	149,100	447,300	596,400	1,789,200	8,391,757
Bank overdraft (Note 13.3)	7,035	7,035	7,035	-	-	-	-
Amounts due to ultimate parent (Note 13.3)	14,732,353	18,374,330	233,100	699,300	932,400	2,998,800	13,510,730
Amounts due to ultimate owner (Note 13.3)	82,755	82,755	82,755	-	-	-	-
	41,858,393	55,139,003	2,635,505	3,142,211	2,234,050	6,903,750	40,223,487

Balances amounting to 2024: €1,544,096 (2023: €1,781,155) classified with the amounts which are to be settled within three months for Trade and Other payables and Amounts due to ultimate parent are repayable on demand.

St.

Anthony

Co.

p.l.c.

Notes to the Consolidated Financial Statements (continued)For the year ended 31 December 2024

15 FINANCIAL RISK MANAGEMENT (continued)

15.4 Liquidity risk (continued)

Company	Carrying amounts	Contractual cash flows	Less than 3 months	Between 3 months and 1 year	Between 1 and 2 years	Between 2 and 5 years	More than 5 years
At 31 December 2024	€	€	€	€	€	€	€
Trade and other payables (Note 13.2)	632,760	-	-	-	-	-	-
4.55% Secured Bonds 2032(Note 13.3)	15,175,629	21,142,000	705,250	-	705,250	2,115,750	17,615,750
Amounts due to ultimate parent (Note 13.3)	6,190,107	8,250,954	1,710,014	299,115	398,820	1,196,460	4,646,545
	21,998,496	29,392,954	2,415,264	299,115	1,104,070	3,312,210	22,262,295
At 31 December 2023
Trade and other payables (Note 13.2)	655,802	22,044	22,0444	-	-	-	-
4.55% Secured Bonds 2032(Note 13.3)	15,136,166	21,847,250	705,250	-	705,250	2,115,750	18,321,000
Amounts due to ultimate parent (Note 13.3)	5,987,391	8,072,689	1,238,599	248,715	398,820	1,196,460	4,646,545
	21,779,359	29,941,983	1,965,893	248,715	1,104,070	3,312,210	22,967,545

Balances amounting to 2024: €1,710,014 (2023: €1,260,643) classified with the amounts which are to be settled within three months for Trade and Other payables and Amounts due to ultimate parent are repayable on demand.

St.

Anthony

Co.

p.l.c.

Notes to the Consolidated Financial Statements (continued)For the year ended 31 December 2024

15 FINANCIAL RISK MANAGEMENT (continued)

15.4 Liquidity risk (continued)

15.4.1Fair values of financial assets and financial liabilities

At 31 December 2024 and 2023 the carrying amounts of financial assets and financial liabilities classified with current assets and current liabilities respectively approximated their fair values due to the short term maturity of these assets and liabilities

Group
	Fair value measurement at end of the reporting period using:
2024	Level 1	Level 2	Level 3
Financial liabilities measured at amortised cost	€	€	€
- Bond loan	-	15,175,629	-
- Bank loans	-	10,823,310	-
- Amounts due to related parties	-	10,665,207	-
2023
Financial liabilities measured at amortised cost
- Bond loan	-	15,136,166	-
- Bank loans	-	7,812,450	-
- Amounts due to related parties	-	14,815,108	-

Company
	Fair value measurement at end of the reporting period using:
2024	Level 1	Level 2	Level 3
Financial liabilities measured at amortised cost	€	€	€
- Amounts due to related parties	-	6,190,107	-
- Bond loan	-	15,175,629	-
2023
Financial liabilities measured at amortised cost
- Amounts due to related parties	-	5,987,391	-
- Bond loan	-	15,136,166	-

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued)For the year ended 31 December 2024

15 FINANCIAL RISK MANAGEMENT (continued)

15.4 Liquidity risk (continued)

15.4.1Fair values of financial assets and financial liabilities (continued)

The fair value of the instruments classified as Level 2 was calculated using the discounted cash flow method taking into consideration a market-based discount rate.

There are no financial instruments that are measured at amortised cost but for which fair value is classified as Level 3 either in the current year or in previous year.

CAPITAL MANAGEMENT

The Group manages its capital to ensure that entities in the Group will be able to continue as going concern, while maximizing the return to stakeholders through the optimisation of the debt and equity balance.

The primary objective of the company’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise shareholder value.

The company also ensures that it complies with the capital requirements set by the regulator.

The capital structure of the Group consists of net debts (borrowings as detailed in Notes 13.3 and 13.4 offset by cash and bank balances) and equity (comprising issued capital, reserves, retained earnings as detailed in Note 14).

The company’s directors manage the company’s capital structure and adjust it, in light of changes in economic conditions. The capital structure is reviewed on an ongoing basis. Based on recommendations of the directors, the company balances its overall capital structure through the payments of dividends, new share issues as well as the issue of new debt or the redemption of existing debt.

16.1Gearing ratio

The gearing ratio at the end of the reporting period was as follows:

	Group		Company
	2024€	2023 €	2024 €	2023 €
Debt (i)	36,664,146	37,770,759	21,365,736	21,123,557
Cash and bank balances	2,046,934	1,965,962	616,806	793,945
Net debt	34,613,644	35,804,797	20,750,170	20,329,612
Equity (ii)	25,807,123	20,492,859	15,934,522	15,155,577
Net debt to equity ratio	1.34	1.75	1.30	1.34

(i)Debt is defined as long-and short-term borrowings.

(ii)Equity includes all capital and reserves of the Group that are managed as capital.

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued)For the year ended 31 December 2024

INVESTMENT IN SUBSIDIARIES

The investment in Group undertakings is as follows:

Cost

At 1 January 2023

Reclassified to investment in financial assets

31 December 2023

Reclassified to investment in financial assets

31 December 2024

Company

€

14,827,061

_______-

14,827,061

An intercompany debt by Goldvest Ltd. to St. Anthony Co p.l.c. was settled through the issue and allotment of 6,348,900 Ordinary C shares of a nominal value of €2.329373 each in favour of St. Anthony Co p.l.c.

17.1

Details of the Company’s subsidiaries at the end of the reporting period are as follows:

Name of subsidiary	Principal activity	Registered office	Proportion of ownership interest and voting power held2023 & 2024
Goldvest Company Limited	Property company	1, Hotel Imperial, Rudolph Street Sliema	100%
St. George’s Care Limited	To operate homes for the elderly	Casa Antonia, Pope Alexander VII Junction, Balzan	100%

	Capital and reserves
	2024	2023
	€	€
Goldvest Company Limited	29,020,209	26,380,079
St.George’s Care Ltd	2,834,858	1,443,170
	Profit / (loss)
	2024	2023
	€	€
Goldvest Company Limited	3,531,091	7,308,179
St.George’s Care Ltd	1,391,688	1,060,726

St. Anthony Co. p.l.c.

Notes to the Consolidated Financial Statements (continued)For the year ended 31 December 2024

RELATED PARTY TRANSACTIONS

St. Anthony Co. p.l.c. is the parent company of the undertakings in Note 17.

The parent and ultimate parent company are Casa Antonia Limited and Edoardo Company Limited respectively, which are all incorporated in Malta. The ultimate controlling party is Mr Edward Vella.

Balances and transactions between the Company and its subsidiaries, which are related parties of the Group, have been eliminated on consolidation.

18.1

Compensation of key management personnel

The remuneration of directors and other members of key management personnel during the year was as follows:

	Group		Company
	2024 €	2023 €	2024 €	2023 €
Directors’ remuneration	358,339	246,050	21,000	21,000

18.2 Related party balances

The related party balances are included in Note 13.3 and the interest thereon is included in Note 9.2.

The terms and conditions in respect of the related party balances do not specify the nature of the consideration to be provided in settlement. No guarantees have been given or received.

18.3

Transactions with Group Companies

COMPARITIVE FIGURES

Certain comparative figures were adjusted to reflect the current year presentation.

	Group		Company
	2024 €	2023 €	2024 €	2023 €
Interest paid to parent	576,241	792,904	202,716	282,768

Contents	Pages
Report of the Directors	1 – 4
Directors’ Responsibilities	5
Corporate Governance Statement	6 - 11
Independent Auditor’s Report	12- 18
Statement of Profit or Loss and Other Comprehensive Income	19
Statement of Financial Position	20 - 21
Statement of Changes in Equity	22
Statement of Cash Flows	23
Notes to the Financial Statements	24 - 63