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GO Plc

Annual / Quarterly Financial Statement Aug 7, 2025

2053_rns_2025-08-07_c175168c-0c60-4913-817c-3db8fe1eaa81.pdf

Annual / Quarterly Financial Statement

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COMPANY ANNOUNCEMENT

The following is a Company Announcement issued by GO p.l.c. ("the Company") pursuant to the Capital Markets Rules as issued by the Malta Financial Services Authority in accordance with the provisions of the Financial Markets Act (Chapter 345 of the Laws of Malta) as they may be amended from time to time.

Quote

Group Interim Unaudited Financial Statements

In a meeting held earlier today, the Board of Directors of the Company approved the attached Group Interim Unaudited Financial Statements for the six-month period ended 30 June 2025.

The Board of Directors has also authorised the publication of the same Financial Statements which will be available for viewing on the Company's website at: https://prodcms.go.com.mt/wp-content/uploads/2025/08/GO-Interim-FS-30-Jun-2025_finalv3.pdf

The Board of Directors further approved the payment of an interim dividend of €0.07 net of taxation per share. The payment of this Net Dividend amounts to the total sum of €7.1 million.

The interim dividend will be paid on Tuesday 2 September 2025 to all shareholders who appear on the shareholders' register of Monday 18 August 2025.

Unquote

Dr. Francis Galea Salomone LL.D. Company Secretary

7 August 2025

Condensed Consolidated Interim Financial Statements

For the Period 1 January 2025 to 30 June 2025

Company Registration Number: C 22334

Condensed Consolidated Interim Financial Statements

For the period 1 January 2025 to 30 June 2025

Contents

Pages

Directors' Report pursuant to Capital Markets Rules 5.75.2 1 - 3
Condensed Consolidated Interim Financial Statements:
Condensed Consolidated Interim Statement of Financial Position 4 - 5
Condensed Consolidated Interim Income Statement 6
Condensed Consolidated Interim Statement of Comprehensive Income 7
Condensed Consolidated Interim Statement of Changes in Equity 8 - 9
Condensed Consolidated Interim Statement of Cash Flows 10 - 11
Notes to the Condensed Consolidated Interim Financial Statements 12 - 23
Statement pursuant to Capital Markets Rules 5.75.3 24

Directors' Report pursuant to Capital Markets Rules 5.75.2

For the period 1 January 2025 to 30 June 2025

This Half-Yearly Report is being published in terms of Chapter 5 of the Capital Markets Rules issued by the Malta Financial Services Authority and the Prevention of Financial Markets Abuse Act, 2005. The Half-Yearly Report comprises the unaudited condensed consolidated interim financial statements for the six months ended 30 June 2025 prepared in accordance with International Financial Reporting Standards adopted for use in the EU for interim financial statements (International Accounting Standard 34, "Interim Financial Reporting"). The condensed consolidated interim financial statements have not been audited or reviewed by the Group's independent auditors. The comparative statement of financial position has been extracted from the audited financial statements for the year ended 31 December 2024.

Principal activities

GO p.l.c. ('GO') is a publicly listed company on the Malta Stock Exchange and parent company of the GO Group ('Group'). The Group has a controlling interest in BMIT Technologies p.l.c., Cablenet Communications Systems p.l.c., Connectedcare Limited, Sens Innovation Group Limited, Cybersift Holdings Limited, Klikk Finance p.l.c and AQS Med Limited.

GO is a leading integrated telecommunication services company and the first quad play provider in Malta, offering mobile, fixed line, high-speed broadband, and TV services to more than 500,000 customers. GO also provides unrivalled services to the Maltese business community, including cloud services, roaming services, data networking solutions, business IP services, and managed services.

Review of financial performance

This interim financial report outlines the performance of the Group for the six-month period ended 30 June 2025. During this period, the Group remained steadfast in its purpose of "driving a digital Malta where no one is left behind," while continuing to expand its presence across the digital, energy, and technology ecosystems.

A major milestone was reached with the formal declaration of Malta as a "True Fibre Island," following the successful completion of the nationwide FTTH network rollout. With fibre now available to every home and business across Malta and Gozo, GO has solidified its position as the market leader in nextgeneration connectivity, supporting the country's digital infrastructure for years to come.

In alignment with its strategic ambition to diversify and expand into adjacent sectors, the Group has continued to build on its investment in AQS Med Limited, in which it acquired a 51% shareholding in the latter part of 2024. AQS has provided the platform for the launch of GO Energi, a new brand offering renewable energy solutions for residential clients. GO Energi has delivered encouraging results in its initial months of operation, supporting the Group's long-term commitment to sustainability and the energy transition.

Additionally, in the final quarter of 2024, the Group completed the acquisition of Klikk, a leading provider of consumer and commercial ICT hardware and electronics in Malta. This acquisition supports the Group's strategic objective of offering customers a comprehensive suite of digital products and services, while strengthening its capabilities in the technology retail and distribution space.

Collectively, these developments reflect the Group's continued transformation into a multi-vertical, digitally enabled organisation, with a clear focus on delivering sustainable growth, shareholder value, and long-term resilience.

Directors' Report pursuant to Capital Markets Rules 5.75.2

For the period 1 January 2025 to 30 June 2025

Subsequent to the reporting date, on 10 July 2025, the Group announced its intention to pursue a significant strategic investment through its subsidiary, BMIT Technologies p.l.c. ('BMIT'), via the proposed acquisition of a 49% shareholding in Malta Properties Company Limited ('MPC'). MPC, together with its subsidiaries, owns, develops, manages, and leases a diversified portfolio of commercial properties across Malta and also serves as the Group's principal landlord. This potential investment is in line with the Group's long-term strategy to enhance its digital capabilities while further strengthening its relationship with a key strategic partner.

In the first half of 2025, the Group recorded a revenue high of €123.9 million, reflecting an increase of €10.5 million compared to the same period in 2024. This growth was mainly attributable to the positive contribution from recently acquired subsidiaries, which accounted for approximately €7.1 million of the increase.

Despite a highly competitive landscape in the telecommunications segment, both technologically and marketwise, the local segment continued to register steady growth, driven by an increase in subscriber numbers across both fixed and mobile services.

Service revenue in Cyprus recorded a year-on-year increase of 2%, primarily driven by growth in mobile subscribers. Despite this improvement, total revenue declined slightly, largely due to a drop in footballrelated income and a reduction in mobile device financing activity. However, these declines were partially offset by corresponding reductions in the related cost of sales, helping to mitigate the overall impact on profitability.

BMIT generated total revenue of €18.3 million, an increase of €1.6 million or 9.6% compared to €16.7 million in the same period of 2024. Revenue from Data Centre, Cloud, and Managed Services rose to €16.2 million from €14.8 million in June 2024. As in previous years, the continued growth in cloud service adoption remains the primary driver of the Group's revenue growth.

Additionally, both Cybersift and Connected contributed positively to revenue growth, with a combined increase of €0.8 million. SENS, whose revenue is project-based and therefore variable, recorded a slight decline of €0.1 million.

In the first half of 2025, the Group's cost of sales totalled €77.7 million, compared to €71.4 million in the same period of 2024. The €6.4 million (9%) increase was primarily attributable to higher activity levels following the acquisitions of Klikk and AQS, which together contributed €6.6 million to the rise. The gross margin remained stable at 37%.

Administrative and other related expenses remained stable when compared to the same period in 2024, despite the Group's increased operational activity. This reflects effective cost management, particularly in controlling wage-related expenses and one-off items such as voluntary retirement schemes, which had impacted the prior year. Maintaining these costs at 2024 levels highlights the Group's continued focus on operational efficiency.

The Group's financial performance for the first half of 2025 reflects solid execution of its strategic priorities and continued resilience across all business segments. Consolidated EBITDA increased to €47.8 million, up €3.3 million or 8% compared to the same period in 2024, supported by top-line growth and stable operating costs. Depreciation and amortisation saw a modest decrease of €0.8 million, while net finance costs rose by €0.4 million. As a result, consolidated profit before tax for the six-month period reached €16.4 million, representing a €2 million or 14% improvement over the prior year. These results highlight the Group's ability to generate sustainable earnings growth, despite ongoing pressures in the competitive telecommunications market and the broader economic environment.

Directors' Report pursuant to Capital Markets Rules 5.75.2

For the period 1 January 2025 to 30 June 2025

Review of financial performance - continued

The Group generated net cash flows from operating activities of €40.1 million during the first half of 2025, representing an increase of €5 million compared to the same period in 2024. Net cash used in investing activities amounted to €23 million, down from €33.9 million in 2024. This decrease reflects the tapering off of intensive capital expenditure related to the completion of the FTTH rollout, which is now substantially finalised. During the period under review, the Group also repaid €4.6 million in bank loans and distributed dividends amounting to €8.1 million.

As at June 2025, the Group's consolidated total assets amounted to €432.3 million, reflecting a slight decrease from €430.6 million as at 31 December 2024. Net borrowings (borrowings net of cash holdings) decreased marginally by €0.6 million during the first six months of 2025, reaching €157.6 million (31 December 2024: €158.2 million). Total equity as at 30 June 2025 stood at €86.3 million, representing 20% of total assets, remained unchanged from the position at year-end 2024.

Related party transactions

During the period under review, GO paid dividends amounting to €5.3 million to its parent company and effected payments amounting to €1 million for lease of properties, to entities related to the ultimate parent Société Nationale des Télécommunications (Tunisie Telecom).

Dividends

At the last Annual General Meeting of GO p.l.c., a final net dividend of €0.08 per share in respect of the year ended 31 December 2024 was approved and was paid to the shareholders on 24 June 2025. The Board resolved to distribute an interim net dividend of €0.07 per share which will be paid to shareholders on 2 September 2025.

Approved by the Board of Directors on 7 August 2025 and signed on its behalf by

Lassâad Ben Dhiab Faker Hnid Chairman Director

Condensed Consolidated Interim Financial Statements

Statement of financial position As at 30 June 2025

ASSETS Note As at
30 Jun 2025
Unaudited
€000
As at
31 Dec 2024
Audited
€000
Non-current assets
Property, plant and equipment 5 195,379 197,841
Right-of-use assets 49,553 51,678
Intangible assets 93,536 96,126
Investment in associate 2,383 2,432
Loan from other associates 184 184
Other investments
Deferred tax assets
3,858
1,286
3,714
754
Trade and other receivables 5,968 5,667
Total non-current assets 352,147 358,396
Current assets
Inventories 9,226 10,770
Trade and other receivables 15252
50,205
45,698
Current tax assets 225 948
Cash and cash equivalents 20,512 14,776
Total current assets 80,168 72,192
Total assets 432,315 430,588
EQUITY AND LIABILITIES
EQUITY
Share capital 58,998 58,998
Reserves (50) 1,021
Retained earnings 21,462 18,274
Total equity attributable to equity
holders of the Company
80,410 78,293
Non-controlling interests 5,889 7,905
Total equity 86,299 86,198

Condensed Consolidated Interim Financial Statements

Statement of financial position - continued As at 30 June 2025

LIABILITIES Note As at
30 Jun 2025
Unaudited
€000
As at
31 Dec 2024
Audited
€000
Non-current liabilities
Borrowings 154,543 157,026
Lease liabilities 36,609 38,977
Other financial liabilities 3,355 1,315
Deferred tax liabilities 11,263 11,247
Provisions for pensions 367 367
Trade and other payables 19,038 21,198
Total non-current liabilities 225,175 230,130
Current liabilities
Borrowings 23,597 15,972
Lease liabilities 8,027 7,831
Provisions for pensions 2,950 2,950
Current tax liabilities 3,282 -
Trade and other payables 82,985 87,507
Total current liabilities 120,841 114,260
Total liabilities 346,016 344,390
Total equity and liabilities 432,315 430,588

The notes on pages 12 to 23 are an integral part of these condensed consolidated interim financial statements.

The condensed consolidated interim financial statements set out on pages 4 to 23 were approved by the Board of Directors on 7 August 2025 and were signed on its behalf by:

Lassâad Ben Dhiab Faker Hnid Chairman Director

Condensed Consolidated Interim Financial Statements

Income statement For the period 1 January 2025 to 30 June 2025

Six months
ended
30 Jun 2025
Unaudited
€000
Six months
ended
30 Jun 2024
Unaudited
€000
Revenue
Cost of sales
123,942
(77,676)
113,544
(71,366)
Gross profit
Administrative and other related expenses
Other income
46,266
(27,398)
2,025
42,178
(27,540)
2,137
Operating profit 20,893 16,775
Analysed as follows:
EBITDA
47,758 44,417
Depreciation and amortisation (26,865) (27,642)
Operating profit 20,893 16,775
Gain on disposal of equity investments at fair value
through other comprehensive income (FVOCI)
Finance income
Finance costs
-
144
(4,623)
1,690
353
(4,475)
Profit before tax
Tax expense
16,414
(4,905)
14,343
(4,907)
Profit for the period 11,509 9,436
Attributable to:
Owners of the Company
Non-controlling interests
11,271
238
8,895
541
Profit for the period 11,509 9,436
Earnings per share (euro cents) 11c1 8c8

The notes on pages 12 to 23 are an integral part of these condensed consolidated interim financial statements.

Condensed Consolidated Interim Financial Statements

Statement of comprehensive income For the period 1 January 2025 to 30 June 2025

Comprehensive income Six months
ended
30 Jun 2025
Unaudited
€000
Six months
ended
30 Jun 2024
Unaudited
€000
Profit for the period 11,509 9,436
Other comprehensive income
Items that may be reclassified to profit or loss
Exchange differences on translation of
foreign operations
21 (39)
Release of fair value gain on equity investments
at FVOCI
- (1,665)
Income tax related to components of other
comprehensive income
Release of fair value gain on equity investments
at FVOCI
- 567
Total other comprehensive income for the
period, net of tax
21 (1,137)
Total comprehensive income for the period 11,530 8,299
Attributable to:
Owners of the Company 11,292 7,758
Non-controlling interests 238 541
11,530 8,299

Condensed Consolidated Interim Financial Statements

Statement of changes in equity For the period 1 January 2025 to 30 June 2025

Unaudited Share
capital
€000
Reserves
€000
Retained
earnings
€000
Total
€000
Non
controlling
interests
€000
Total
equity
€000
Balance at 1 January 2024 58,998 3,499 29,628 92,125 7,315 99,440
Comprehensive income
Profit for the period
- - 8,895 8,895 541 9,436
Other comprehensive income:
Exchange differences on
translation of foreign
operations
Release of fair valuation of available
for sale investments
-
-
-
(1,098)
(39)
-
(39)
(1,098)
-
-
(39)
(1,098)
Total other comprehensive income - (1,098) (39) (1,137) - (1,137)
Total comprehensive income - (1,098) 8,856 7,758 541 8,299
Transactions with owners in
their capacity as owners
Distributions to owners:
Dividends to equity holders
Changes in ownership interest
that do not result in loss of
- - (20,263) (20,263) (2,450) (22,713)
control:
Acquisition of further stake in
subsidiary
Non-controlling interest
- - (955) (955) 1,215 260
arising on acquisition of
subsidiary
- - - - 1,156 1,156
Total transactions with
owners
- - (21,218) (21,218) (79) (21,297)
Balance at 30 June 2024 58,998 2,401 17,266 78,665 7,777 86,442

Condensed Consolidated Interim Financial Statements

Statement of changes in equity - continued For the period 1 January 2025 to 30 June 2025

Unaudited Share
capital
€000
Reserves
€000
Retained
earnings
€000
Total
€000
Non
controlling
interests
€000
Total
equity
€000
Balance at 1 January 2025 58,998 1,021 18,274 78,293 7,905 86,198
Comprehensive income
Profit for the period
- - 11,271 11,271 238 11,509
Exchange differences on
translation of foreign
operations
- - 21 21 - 21
Total other comprehensive
income
- - 21 21 - 21
Total comprehensive income - - 11,292 11,292 238 11,530
Transactions with owners in
their capacity as owners
Distributions to owners:
Dividends to equity holders
Recognition of reserve arising on
- - (8,104) (8,104) (1,769) (9,873)
written put option available to
minority shareholder
Non-controlling interest
- (1,071) - (1,071) (969) (2,040)
arising on acquisition of
subsidiary
- - - - 484 484
Total transactions with
owners
- (1,071) (8,104) (9,175) (2,254) (11,429)
Balance at 30 June 2025 58,998 (50) 21,462 80,410 5,889 86,299

The notes on pages 12 to 23 are an integral part of these condensed consolidated interim financial statements.

Condensed Consolidated Interim Financial Statements

Statement of cash flows For the period 1 January 2025 to 30 June 2025

Six months
ended
30 Jun 2025
Unaudited
€000
Six months
ended
30 Jun 2024
Unaudited
€000
Cash flows from operating activities
Operating profit 20,893 16,775
Adjustments for:
Depreciation and amortisation 26,865 27,642
Net increase in provisions and write-
downs in relation to receivables and inventories 353 900
Gain on disposal of investment - -
Provisions for pensions - -
Voluntary retirement costs 328 1,283
48,439 46,600
Changes in working capital:
Inventories 1,422 1,051
Trade and other receivables 5,133 11,086
Trade and other payables (11,238) (22,906)
Cash generated from operations 43,756 35,831
Interest paid on bank overdrafts (44) (52)
Interest paid on lease liabilities (1,495) (726)
Tax paid (1,714) (1,900)
Payments under voluntary retirement scheme (452) -
Payments in relation to pension obligations - -
Net cash from operating activities 40,051 33,153

Condensed Consolidated Interim Financial Statements

Statement of cash flows - continued For the period 1 January 2025 to 30 June 2025

Six months
ended
30 Jun 2025
Unaudited
€000
Six months
ended
30 Jun 2024
Unaudited
€000
Cash flows from investing activities
Payments to acquire property, plant and equipment
and intangible assets
Payments to acquire subsidiary
Payments to acquire other investments
Proceeds from disposal of investments
(22,905)
(190)
(94)
-
(34,303)
(1,228)
(50)
1,690
Loans advanced to subsidiary from minority
shareholder
200 -
Net cash used in investing activities (22,989) (33,891)
Cash flows from financing activities
Repayment of bank and other loans
Redemption of bond, net of issue costs
Principal elements of lease payments
Dividends paid to controlling shareholders
Dividends paid to non-controlling shareholders
Interest paid on borrowings
(4,616)
(57)
(3,416)
(8,040)
(40)
(3,899)
(8,575)
-
(4,565)
(20,176)
(2,190)
(3,382)
Net cash used in financing activities (20,068) (38,888)
Net movements in cash and cash equivalents (3,006) (39,626)
Cash and cash equivalents at beginning of
period
4,558 43,666
Exchange differences on cash and cash 2 (6)
equivalents
Cash acquired on acquisition of subsidiary
Movement in cash pledged as guarantees
64
(1,036)
(1,011)
Cash and cash equivalents at end of period 582 3,023

In addition to the cash and cash equivalents presented above, a subsidiary held restricted bank deposits amounting to €1.349 million (2024: €1.673 million). These deposits act as collateral for issued shortterm as well as long-term letters of guarantee and are expected to be partly released back to the Company's liquidity over time.

The notes on pages 12 to 23 are an integral part of these condensed consolidated interim financial statements.

Condensed Consolidated Interim Financial Statements

Notes to the Condensed Consolidated Interim Financial Statements For the period 1 January 2025 to 30 June 2025

1 General information

GO p.l.c. ("the Company") is a limited liability company domiciled and incorporated in Malta. The condensed consolidated interim financial statements of the Company as at 30 June 2025 and for the six-month period then ended comprise the Company and its subsidiaries (together referred to as the "Group"). The Group is Malta's leading integrated telecommunications services provider and its high-speed networks form the backbone of the island's modern communications infrastructure. The services provided by the Group include fixed-line and mobile telephony, data and TV services for consumers and business clients. The Group also provides business clients with data centre facilities and ICT solutions.

The Group also operates in Cyprus through Cablenet Communication Systems Limited ("Cablenet") which provides broadband, cable TV and fixed and mobile telephony services to consumers and business clients.

The consolidated financial statements of the Group as at and for the year ended 31 December 2025 are available upon request from the Company's registered office at GO, Triq Hat-Tarxien, Zejtun ZTN3000, Malta. They are also available for viewing on its website at www.go.com.mt.

These condensed consolidated interim financial statements were approved for issue by the Board of directors on 7 August 2025.

The condensed consolidated interim financial statements have not been audited or reviewed by the Group's independent auditors.

2 Basis of preparation

The condensed consolidated interim financial statements as at and for the six-month period ended 30 June 2025 have been prepared in accordance with International Financial Reporting Standards ("IFRSs") as adopted by the EU applicable to interim financial reporting (International Accounting Standard 34, "Interim Financial Reporting"). The condensed consolidated interim financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2024, which have been prepared in accordance with IFRSs as adopted by the EU.

Financial position of the Group and the Group's cash flow forecasting process:

As of 30 June 2025, the Group's current liabilities exceeded its current assets by €40.7 million, (€42.1 million 31 December 2024). Management of the Group attribute part of this position due to the structuring of the cost base of the Group's and Company's operations, whereby a portion of expenses are committed to in advance, and hence are captured in the payables as at year-end. These liabilities include current lease liabilities amounting to €8m (2024: €7.8m), as well as payments relating to broadcasting rights classified as intangible assets amounting to €4.3 million for Group (2024: €4.3 million). Furthermore, included in trade and other payables are amounts due relating to the significant capital investment relating to Fibre-to-the-Home ('FTTH') that the Company has undertaken during the last years. This investment is expected to contribute to further top line revenue growth, hence strengthening the Group and Company's cash generation

Management envisages that a significant level of earnings will be generated throughout the current year, through its cash generating units, which will enable the Group to manage effectively its forecasted cash flows and liquidity needs.

Condensed Consolidated Interim Financial Statements

Notes to the Condensed Consolidated Interim Financial Statements For the period 1 January 2025 to 30 June 2025

2 Basis of preparation - continued

The above-mentioned factors have been reflected in detailed base case projections for profitability and cashflows prepared by Management extending beyond the current year. Furthermore, the Group has unutilised banking facilities amounting to €14 million, which are considered in the context of the Group's liquidity management programme. These factors are embedded within the Group's cash flow forecasts.

The accounting policies applied are consistent with those of the annual financial statements for the year ended 31 December 2024, as described in those annual financial statements.

(a) New and amended standards adopted by the Group

A number of amended standards became applicable for the current reporting period. There is no impact on the adoption of these revisions on the Group's accounting policies and on the Group's financial results.

(b) Impact of standards issued but not yet applied by the Group

Certain amendments and interpretations to existing standards have been published by the date of authorisation for issue of these financial statements but are mandatory for the Group's accounting periods beginning after 1 January 2025. The Group has not early adopted these revisions to the requirements of IFRSs as adopted by the EU, and the Company's Directors are of the opinion that there are no requirements that will have a possible significant impact on the Group's financial statements in the period of initial application.

3 Fair values of financial and non-financial instruments

Financial instruments

The Group is required to disclose fair value measurements by level of a fair value measurement hierarchy for financial instruments (Level 1, 2 or 3). The different levels of the fair value hierarchy are defined as fair value measurements using:

  • Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1).
  • Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly i.e. as prices, or indirectly i.e. derived from prices (Level 2).
  • Inputs for the asset or liability that are not based on observable market data i.e. unobservable inputs (Level 3).

Condensed Consolidated Interim Financial Statements

Notes to the Condensed Consolidated Interim Financial Statements For the period 1 January 2025 to 30 June 2025

3 Fair values of financial and non-financial instruments - continued

At 30 June 2025 and 31 December 2024 the carrying amounts of certain financial instruments not carried at fair value, principally comprising cash at bank, receivables, payables, accrued expenses and short-term borrowings, reflected in the financial statements are reasonable estimates of fair value in view of the nature of these instruments or the relatively short period of time between the origination of the instruments and their expected realisation. The fair value of advances to related parties and other balances with related parties, which are short-term or repayable on demand, is equivalent to their carrying amount.

The fair value of non-current financial instruments, mainly borrowings and lease liabilities, is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the Group for similar financial instruments. The fair value of the Group's non-current floating interest rate bank borrowings and lease liabilities at the end of the reporting period is not significantly different from the carrying amounts. The current market interest rates utilised for discounting purposes, which were almost equivalent to the respective instruments' contractual or related interest rates, are deemed observable and accordingly these fair value estimates have been categorised as Level 2.

Non-financial instruments

Intangible assets held by the Group mainly consist of goodwill attributable to the excess of the purchase price in respect of acquisitions effected in previous years over the carrying amount of net assets acquired allocated to the identifiable assets and liabilities of the acquired entity. The Group made judgements and estimates in relation to the fair value allocation of the purchase price. The amount of goodwill initially recognised as a result of a business combination is dependent on the allocation of the purchase price to the fair value of the identifiable assets acquired and the liabilities assumed. The determination of the fair value of the assets and liabilities is based, to a considerable extent, on management's judgement. Allocation of the purchase price affects the results of the Group as intangible assets with a finite life are amortised, whereas intangible assets with an indefinite life and goodwill are not amortised.

The recoverable amount of the cash-generating units (CGUs), to which intangible assets were allocated, as at 30 June 2025 was determined based on value in use (VIU) calculations consistent with the methods used as at 31 December 2024 (for further details refer to Note 7 of the 2024 annual report). Considering the prevailing economic circumstances, management determined the deterioration in performance or long-term growth rates which would need to occur, or the increase in discount rate which would need to be applied to the models, that may lead to impairment of goodwill or other intangible assets. The VIU of the CGUs, as a result of this assessment, remains in excess of the carrying amounts by a comfortable headroom.

Condensed Consolidated Interim Financial Statements

Notes to the Condensed Consolidated Interim Financial Statements For the period 1 January 2025 to 30 June 2025

4 Segment information

4.1 Operating segments

The Group has three reportable segments, which are effectively the Group's key and distinct strategic business units and cash-generating units, as they represent the lowest level at which separately identifiable cash flows can be identified. The strategic business units are managed separately with their own separate management structure and board of directors.

The following summary describes the operations in each of the Group's reportable segments:

Malta Telecommunication Services (Malta Telecommunications CGU) comprises the Group's fixed-line and mobile telephony services, digital television, broadband and internet services, business communication solutions, electronic retail outlets, and IoT services delivered in Malta. Through the acquisition of AQS, this segment now also encompasses solar energy products, leveraging synergies in customer targeting and expanding GO's product portfolio

Data Centre Services (Data Centre CGU) comprise the Group's operations of BMIT Technologies p.l.c., which provides data centre facilities and ICT solutions in Malta.

Cyprus Telecommunication Services (Cyprus Telecommunications CGU) comprise the Group's operations of the Cypriot subsidiary, Cablenet Communications Systems Limited. The company provides broadband, cable television and fixed and mobile telephony services. The operations of the Cypriot subsidiary constitute a reportable segment in view of the specific nature and characteristics of the Cypriot telecommunications sector, giving rise to a varied degree of business risks and returns.

The Group's internal reporting to the Board of Directors and Senior Management is analysed according to these three segments. For each of these three strategic business units, the Board of Directors reviews internal management reports at least on a monthly basis.

Condensed Consolidated Interim Financial Statements

Notes to the Condensed Consolidated Interim Financial Statements For the period 1 January 2025 to 30 June 2025

4 Segment information - continued

4.1 Operating segments - continued

Malta Operations Cyprus Operations Total
Telecommunications Data Centre Telecommunications
30 Jun
2025 2024 2025 2024 2025 2024 2025 2024
Unaudited €000 €000 €000 €000 €000 €000 €000 €0
Total revenue 77,380 64,826 16,251 16,738 34,433 36,176 128,064 117,740 00
Inter-segment revenue (3,663) (1,755) (459) (2,441) - - (4,122) (4,196)
Revenue from external customers (73,717) 63,071 15,792 14,297 34,433 36,176 123,942 113,544
Timing of revenue recognition
Over time 52,381 48,523 14,399 12,494 29,052 30,130 95,832 91,147
At a point in time 21,336 14,548 1,393 1,803 5,381 6,046 28,110 22,397
Revenue from external customers 73,717 63,071 15,792 14,297 34,433 36,176 123,942 113,544
Reportable segment profit before tax 12,597 11,708 5,142 3,687 (1,325) (1,052) 16,414 14,343
30 Jun 31 Dec 30 Jun 31 Dec 30 Jun 31 Dec 30 Jun 31 Dec
2025 2024 2025 2024 2025 2024 2025 2024
€000 €000 €000 €000 €000 €000 €000 €000
(Audited) (Audited) (Audited) (Audited)
Reportable segment assets 358,583 354,714 28,731 25,092 154,589 161,437 541,903 541,243
Reportable segment liabilities 249,961 244,756 18,860 13,996 122,035 126,973 390,857 385,725

Condensed Consolidated Interim Financial Statements

Notes to the Condensed Consolidated Interim Financial Statements For the period 1 January 2025 to 30 June 2025

4 Segment information - continued

4.1 Operating segments - continued

A reconciliation of reportable segment results, assets and liabilities, to the amounts presented in the consolidated financial statements, is as follows:

Profit
Total profit for reportable segments and consolidated profit
Six months
ended
30 Jun 2025
Unaudited
€000
Six months
ended
30 Jun 2024
Unaudited
€000
before tax 16,414 14,343
30 Jun 2025
Unaudited
€000
31 Dec 2024
Audited
€000
Assets
Total assets for reportable segments
Inter-segment eliminations
541,903
(109,588)
541,243
(110,655)
Consolidated total assets 432,315 430,588
Liabilities
Total liabilities for reportable segments
Inter-segment eliminations
390,857
(44,841)
385,725
(41,335)
Consolidated total liabilities 346,016 344,390

4.2 Information about geographical segments

The Group's revenues are derived from operations carried out in Malta and in Cyprus. The Telecommunications segment for both Malta and Cyprus also derives revenue from incoming interconnect traffic and inbound roaming from foreign operators worldwide. Considering the nature of the Group's activities, its non-current assets are predominantly located in Malta and Cyprus.

4.3 Information about major customers

The Group does not have any particular major customer, as it largely derives revenue from a significant number of customers availing of its services. Accordingly, the Group does not deem necessary any relevant disclosures in respect of reliance on major customers.

Condensed Consolidated Interim Financial Statements

Notes to the Condensed Consolidated Interim Financial Statements For the period 1 January 2025 to 30 June 2025

5 Property, plant and equipment

(a) Acquisitions and disposals

During the six months ended 30 June 2025, the Group acquired assets, primarily plant and equipment, with a cost of €14.3 million (six months ended 30 June 2024: €19.9 million).

(b) Capital commitments

The following are capital commitments of the Group:

30 Jun 2025
Unaudited
€000
31 Dec 2024
Audited
€000
Contracted for:
Property, plant and equipment
Intangible assets
5,313
433
5,990
355
Authorised but not yet contracted for:
Property, plant and equipment
Intangible assets
10,758
689
16,806
752
17,193 23,903

6 Acquisition of subsidiary

On 25 March 2025, BMIT Technologies p.l.c. ("BMIT"), a subsidiary of the Group announced that it has signed a Share Purchase Agreement that will result in the acquisition of 51% shareholding in 56Bit Limited (C 92422) ("56Bit"). On 30 May 2025, BMIT announced that it has concluded the acquisition of 51% shareholding in 56Bit.

Further to the acquisition, BMIT may increase its shareholding in 56Bit over a period of five years depending on the performance of 56Bit.

56Bit, an AWS Advanced Tier Services Partner, specialises in cloud solutions, DevOps, and managed services. The acquisition strengthens the BMIT's cloud capabilities, adding deep AWS expertise that complements its existing services and reinforces its position as Malta's leading hybrid IT and cloud provider.

This strategic move enhances Group's ability to deliver vendor-agnostic, tailored cloud solutions, while providing access to specialised skills, certifications, and customer relationships. It also accelerates the Group's delivery of AWS-focused migration, optimisation, and managed services, boosting competitiveness in hybrid and multi-cloud environments.

Condensed Consolidated Interim Financial Statements

Notes to the Condensed Consolidated Interim Financial Statements For the period 1 January 2025 to 30 June 2025

6 Acquisition of subsidiary - continued

The total consideration for the acquisition amounted to €602,000, comprising three components assessed in line with IFRS 3 guidance on business combinations and the identification of consideration transferred and separately identifiable assets. Management applied judgement in determining the appropriate classification and accounting treatment based on the substance of the transaction.

  • I. Share acquisition: A cash payment was made to the founders of 56Bit Limited in exchange for their shares, as stipulated in the Share Purchase Agreement (SPA).
  • II. Non-compete agreement: Additional consideration was paid for a contractual noncompete clause restricting the founders from engaging in competing activities for two years post-employment. This is recognised as a separately identifiable intangible asset under IFRS 3 and IAS 38 due to its distinct nature and expected economic benefits.
  • III. Equity injection: As a condition of the SPA, the Company injected capital into 56Bit in return for non-voting Class C shares. This was deemed an integral part of the transaction and included in the total consideration, as it supports the acquiree's growth and benefits both 56Bit and its owners.

Purchase consideration – net cash outflow

€000
Outflow of cash to acquire subsidiaries, net of cash acquired:
Cash consideration
Less: cash acquired (incl. cash injection)
602
(412)
Net outflow of cash – investing activities 190
€000
Fair value of initial 51% equity holding in 56Bit Limited at acquisition date 602

Condensed Consolidated Interim Financial Statements

Notes to the Condensed Consolidated Interim Financial Statements For the period 1 January 2025 to 30 June 2025

6 Acquisition of subsidiary - continued

The estimated fair values of identifiable assets and liabilities of 56Bit Limited as at date of acquisition were as follows:

€000
Property, plant and equipment 11
Intangible assets (principally brands and AWS certification) 515
Current assets (principally cash and trade and other receivables) 507
Trade and other payables (141)
Net identifiable assets acquired 892
Attributable to non-controlling interests (392)
Goodwill 102
602

Non-controlling interests have been measured at the related proportion of the net identifiable assets at acquisition.

As of the date of these interim financial statements, the Company is still in the process of compiling all information required to finalise the Purchase Price Allocation and therefore at this stage the composition of the intangible assets is yet to be finalised.

BMIT entered into a shareholders' agreement with the minority shareholders of 56Bit, granting them put options to sell their remaining shares in two tranches: 29% in 2027 and 20% in 2029. These options are exercisable subject to performance targets, with prices based on 56Bit's EBITDA and capped at €1.4 million and €2.5 million respectively.

Given the performance-based pricing, the non-controlling shareholders retain exposure to the underlying risks and rewards. As such, control is not considered to have transferred at inception. Management estimated the liability based on projected EBITDA and recognised a financial liability of €2.0 million, with a corresponding debit to equity. This treatment is consistent with past practice and reflects that changes in the liability will be recognised directly in equity until the options are exercised.

Condensed Consolidated Interim Financial Statements

Notes to the Condensed Consolidated Interim Financial Statements For the period 1 January 2025 to 30 June 2025

7 Dividends

A final dividend in respect of the year ended 31 December 2024 of €0.08 (2024: €0.05) per share, amounting to €8,104,000 (2023: €5,066,000), was proposed by the Board of Directors. The 2024 final dividend was approved for payment by the Board of Directors during the Annual General Meeting held on 19 June 2025 and accordingly was reflected within these condensed consolidated interim financial statements.

The Board resolved to distribute an interim dividend of €0.07 per share which will be payable on 2 September 2025. The financial statements do not reflect this proposed dividend, which will be accounted for within shareholders' equity as an appropriation of retained earnings for the year ending 31 December 2025.

8 Contingencies

There are no major changes in the contingencies of the Company and its subsidiaries from those disclosed in the consolidated financial statements of the Group for the year ended 31 December 2024.

Condensed Consolidated Interim Financial Statements

Notes to the Condensed Consolidated Interim Financial Statements For the period 1 January 2025 to 30 June 2025

9 Related party transactions

(a) Parent and ultimate controlling party

The Company and its subsidiaries have a related party relationship with Société Nationale des Télécommunications (Tunisie Telecom), the Company's ultimate parent, related entities ultimately controlled by Tunisie Telecom, together with the Company's directors (key management personnel). 65.4% of the issued share capital of the Company is held by TTML Limited, a wholly owned subsidiary of Tunisie Telecom, which is registered in Malta. Dubai Holding LLC (GO's former ultimate parent) and all entities ultimately controlled by it are still considered to be related parties, in view of Dubai Holding LLC's interest in and significant influence on GO's current ultimate parent. The Tunisian Government holds a 65% shareholding in Tunisie Telecom, and Emirates International Telecommunications ("EIT"), a subsidiary of Dubai Holding LLC, owns the other 35%.

(b) Related party transactions

Consistent with the disclosures in the audited financial statements for the year ended 31 December 2024, the Group has a related party relationship with its current and former ultimate parents and entities ultimately controlled by them (see above), with key management personnel together with close members of their family and entities controlled by them.

The principal related party transactions during the six-month period under review comprise:

Six months
ended
Six months
ended
30 Jun 2025
Unaudited
30 Jun 2024
Unaudited
Current ultimate parent and related entities
Dividends paid to
€000
5,297
€000
5,965
Former ultimate parent and related entities
Payments effected relating to leased assets
1,030 1,925

Condensed Consolidated Interim Financial Statements

Notes to the Condensed Consolidated Interim Financial Statements For the period 1 January 2025 to 30 June 2025

12. Subsequent events

(a) Further investment in BMIT Technologies p.l.c.

On 18 June 2025, our subsidiary BMIT declared a net dividend of €0.0189 per ordinary share for the year ending 31 December 2024. The directors of the company offered all shareholders the option to receive this dividend either in cash or as new ordinary shares at an attribution price of €0.319 per share.

On 11 July 2025, GO converted its dividend of €2,100,143 into ordinary shares, acquiring 6,583,521 additional shares in BMIT whilst the minority shareholders acquired 534,818 additional shares. As a result, GO's shareholding in BMIT increased by 1.3%, bringing the total ownership to 53.8%.

(b) Potential Investment in an associated entity

On 10 July 2025, the Group's subsidiary, BMIT Technologies p.l.c. ("BMIT"), announced that it has entered into a share purchase agreement with Emirates International Telecommunications (Malta) Limited ("EITML") for the potential acquisition of 49,642,139 ordinary shares in Malta Properties Company p.l.c. ("MPC"), representing 49% of MPC's issued share capital (the "Proposed Acquisition").

The shares are being offered at a price of €0.51 per share, for a total consideration of €25.3 million, payable upon completion. The transfer is subject to the satisfaction of various conditions precedent by no later than 31 December 2025, or such other date as may be agreed between the parties.

MPC and its subsidiaries own, develop, manage, and lease a portfolio of commercial properties across Malta, many of which are strategic digital infrastructure assets that support the country's telecommunications and technology sectors. As the Group's principal landlord, MPC plays a key role in the Group's operational footprint.

The Proposed Acquisition is expected to reinforce the Group's position in the digital infrastructure space by complementing its technology services with ownership exposure to mission-critical property assets. It also aligns with the Group's broader strategy to diversify its revenue streams, improve resilience to market volatility, and support long-term sustainable growth.

EITML is considered a related party in the context of this transaction.

I hereby confirm that to the best of my knowledge:

  • the condensed consolidated interim financial statements give a true and fair view of the financial position of the Group as at 30 June 2025, and of its financial performance and cash flows for the six-month period then ended in accordance with International Financial Reporting Standards as adopted by the EU applicable to interim financial reporting (International Accounting Standard 34, "Interim Financial Reporting");
  • the Interim Directors' report includes a fair review of the information required in terms of Capital Markets Rules 5.81 to 5.84.

Lassâad Ben Dhiab Chairman

7 August 2025

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