MERCANTILE PORTS & LOGISTICS LIMITED

Earnings Release • Sep 30, 2025

National Storage Mechanism | Additional information

RNS Number : 2985B

Mercantile Ports & Logistics Ltd

30 September 2025

30 September 2025

Mercantile Ports & Logistics Limited

("MPL", the Group or the "Company")

Interim Results

Mercantile Ports & Logistics Limited (AIM: MPL), which is operating a port and logistics facility in Navi Mumbai, Maharashtra, India announces its interim results for the period ended 30 June 2025.

Management Statement:

As previously announced, the Company's performance during the period was impacted by the Company's ongoing negotiations with its lenders, given that the Company has been engaged for nearly two years with its banks to refinance the debt held by its Indian lenders. In May 2025 the company made a one-time settlement offer ("OTS") offer to lenders to settle the debt at GBP 43mn. The lenders ran a process for price discovery, wherein they received a bid from the third party to settle the debt at GBP 46.5mn. In exercising its right of first refusal, the company offered a settlement amount of GBP 47.1 million and was subsequently declared as the successful bidder by the consortium. Between June and July 2025, sanctioning authorities of two of the three lenders approved the OTS proposal for the Company's term debt, with approval from the third lender pending. In September 2025, the Company was informed that the OTS had been annulled, as the third lender's approval had not been received. It was further understood that an arbitrary bid had been received by the lenders which offered to settle the debt at GBP 52 million.

The Company maintains that it has met all of its obligations under the agreed terms and has taken steps to safeguard its position. Legal proceedings have been initiated before the High Court of Delhi, where interim protection has been granted. The Company is represented in these proceedings by senior legal counsel, including a former Attorney General of India.

Through the continued support of its shareholders and the sustained efforts of the Company, a strategically important and valuable port and logistics asset has been developed. However, business operations on the ground have been constrained by the uncertainty and the time taken to conclude the debt settlement process.

The Board remains fully committed to safeguarding the Company's core asset and protecting the interests of all stakeholders.

At present, the court is due to deliver its interim ruling on 6 October 2025. Should the ruling be adverse to MPL, the Company will have the opportunity to appeal against the verdict as per legal advice. The Board will continue to act in the best interests of the Company and will keep shareholders informed of material developments.

The Board firmly believes that there is significant inherent value in MPL's listing on the London Stock Exchange. The Board is determined to ensure that MPL remains a going concern and that this value is preserved.

The original purpose of MPL's listing in London was to provide a platform to invest in and develop niche infrastructure and logistics assets across India and internationally. That strategic objective remains unchanged. The Board's priority is to safeguard the existing asset base and to position the Company to deliver on its long-term strategy once the current challenges are resolved.

Trading and Financial update:

The protracted resolution of lender-related matters has weighed heavily on business operations and profitability. For 1H 2025, revenues fell by approximately 7% year-on-year, while operating profit at Indian level declined by about 80%, largely due to higher legal and administrative costs associated with the debt negotiations. 1H 2025 consolidated operating loss before depreciation and impairment loss amounted to GBP 6.3 million primarily as a result of advances write off.

The uncertainty has also presented challenges in sustaining confidence among customers, suppliers, and employees. This environment has led to delays in signing of new customer contracts until greater clarity emerges on the company's financial position.

One-Time Items

Beyond operating performance, financial results were affected by specific one-time charges, including:

i.          A write-off of approx. GBP 6 million in advances provided in FY2019/20 to an EPC contractor for quarry booking and development. The contractor subsequently entered liquidation, with the order finalized by the court in 2025.

ii.         A GBP 6.9 million impairment following a review of actual results versus budgeted revenues and profitability.

It is important to note that, given the current debt situation, the Company reclassified borrowings to current liabilities and has prudently refrained from any new capital expenditure in 2025, focusing instead on stabilizing operations and safeguarding resources.

Outlook

As and when the position with the Company's lenders is resolved, the Board remains confident in the prospects of its facility and the Board looks forward to updating investors in due course.

For further information, please visit  www.mercpl.com   or contact:

MPL	c/o Cavendish +44 (0) 20 7220 0500
Cavendish Capital Markets Limited (Nomad and Broker)	Stephen Keys +44 (0) 20 7220 0500

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

		6 months ended 30 June 2025 Unaudited	6 months ended 30 June 2024 Unaudited	Year ended 31 Dec 2024 Audited
		£000	£000	£000
CONTINUING OPERATIONS
Revenue		976	1,050	4,352
Operating costs		(473)	(790)	(2,330)
Advances Given Written Off		(5,658)	-	-
Administrative expenses		(1,157)	(1,284)	(2,841)
Operating (loss) / profit before depreciation and impairment loss		(6,287)	(1,024)	(819)
Depreciation		(1,998)	(2,360)	(4,740)
Impairment loss		(6,488)	-	(6,772)
Other income		182	935	921
OPERATING LOSS		(14,591)	(2,449)	(11,410)
Finance income		13	18	34
Finance cost		(3,380)	(3,590)	( 7,291 )
NET FINANCING COST		(3,367)	(3,572)	(7,257)
LOSS BEFORE TAX		(17,958)	(6,021)	(18,667)
Tax expense for the period		-	-	-
LOSS FOR THE PERIOD		(17,958)	(6,021)	(18,667)
Loss for the period attributable to:
Non-controlling interest		(33)	(12)	(37)
Owners of the parent		(17,924)	(6,009)	(18,630)
Loss for the period / year		(17,958)	(6,021)	(18,667)
Other comprehensive income/(expense)
Items that will not be reclassified to profit or loss
Re-measurement of net defined benefit liability		-	-	1
Items that may be reclassified to profit or loss
Exchange differences on translating foreign operations		2,256	708	(460)
Other comprehensive income / loss for the period / year		2,256	708	(459)
Total comprehensive income / loss for the period / year		(15,702)	(5,313)	(19,126)
Total comprehensive income / loss for the period / year attributable to:
Non-controlling interest		(33)	(12)	(38)
Owners of the parent		(15,668)	(5,302)	(19,088)
		(15,872)	(5,313)	(19,126)
Loss per share (consolidated):
Basic and diluted, for the period attributable to ordinary equity holders		( £ 0.050p)	( £ 0.017p)	( £ 0.052p)

FOR THE PERIOD ENDED 30 JUNE 2025

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2025

		Period ended 30 June 2025 Unaudited		Period ended 30 June 2024 Unaudited		Year ended 31 Dec 2024 Audited
		£000		£000		£000
Assets
Property, plant and equipment		85,236		104,553		93,543
Intangible asset		4		49		33
Non-current tax assets		-		-		-
Total non-current assets		85,240		104,602		93,576
Inventory of traded goods		26		-		323
Current tax assets		299		2,995		2,879
Trade and other receivables		5,801		15,953		13,296
Investments		171		179		180
Cash and cash equivalents		480		937		911
Total current assets		6,777		20,065		17,589
Total assets		92,017		124,667		111,165
Liabilities
Non-current
Employee benefit obligations		37		24		42
Borrowings		-		35,320		28,461
Lease liabilities payables		1,235		1,242		1,206
Non-current liabilities		1,272		36,586		29,709
Current
Employee benefit obligations		54		128		259
Borrowings		48,415		15,531		22,037
Current tax liabilities		47		26		17
Leases Liabilities payable		473		533		590
Trade and other payables		2,955		3,546		4,048
Current liabilities		51,944		19,763		26,951
Total liabilities		53,216		56,349		56,660
Net assets		38,801		68,318		54,505
Equity
Share capital and share premium		152,354		152,354		152,354
Retained earnings		(83,770)		(53,226)		(65,846)
Translation reserve		(29,650)		(30,736)		(31,093)
Equity attributable to owners of parent		38,934		68,392		54,605
Non-controlling interest		(133)		(74)		(100)
Total equity and liabilities			38,801		68,318		54,505

CONDENSED STATEMENT OF CASH FLOWS

FOR THE PERIOD ENDED 30 JUNE 2025

		6 months ended 30 June 2025 Unaudited	6 months ended 30 June 2024 Unaudited	Year ended 31 Dec 2024 Audited
		£000	£000	£000
CASH FLOWS FROM OPERATING ACTIVITIES
Loss before tax for the period / year		(17,958)	(6,021)	(18,667)
Non cash flow adjustments		12,358	5,831	18,664
Net cash generated/(used in) operating activities		(5,600)	(190)	(3)
Net changes in working capital		5,205	25	1,116
Taxes paid		--	(869)	(765)
Net cash from operating activities		(395)	(1,034)	348
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment		-	(870)	518
Sale proceeds of property, plant and equipment		8	4	25
Finance income		7	14	34
Net cash generated/(used in) investing activities		15	(852)	577
CASH FLOWS FROM FINANCING ACTIVITIES
Subscription money received (from the previous fund raise)		-	-	290
Repayment of bank borrowing principal		-	-	(3094)
Interest paid on borrowing		-	(2)	-
Repayment of leasing liabilities principal (net)		-	(22)	(54)
Interest payment on leasing liabilities		-	(16)	(31)
Net cash generated / (used in) from financing activities		-	(40)	(2,890)
Net change in cash and cash equivalents		(380)	(1,926)	(1,965)
Cash and cash equivalents, beginning of the period		911	2,881	2,881
Exchange differences on cash and cash equivalents		(51)	(18)	(5)
Cash and cash equivalents, end of the period		480	937	911

Note :

1.    The adjustments and working capital movements have been combined in the above Statement of Cash Flows.

Consolid ated St atement of Changes in Equity

for the PERIOD ended 30 JUNE 2025

	Stated Capital	Translation Reserve	Retained Earnings	Other Components of equity	Non- controlling Interest	Total Equity
	£000	£000	£000	£000	£000	£000
Balance at 1 January 2024	152,354	(31,444)	(47,217)	--	(62)	73,631
Issue of share capital	--	--	--	--	--	--
Share issue cost	--	--	--	--	--	--
Transactions with owners	152,354	(31,444)	(47,217)	--	(19)	73,631
Loss for the year	--	--	(18,630)	--	(37)	(18,667)
Foreign currency translation differences for foreign operations	--	(459)	--	--	(1)	(460)
Re-measurement of net defined benefit pension liability	--	--	--	1	--	1
Re-measurement of net defined benefit pension liability transfer to retained earning	--	--	1	(1)	--	--
Total comprehensive income for the year	--	(459)	(18,629)	--	(38)	(19,126)
Balance at 31 December 2024	152,354	(31,903)	(65,846)	--	(100)	54,505
Balance at 1 January 2025	152,354	(31,903)	(65,846)	--	(100)	54,505
Loss for the period	--	--	(17,924)	--	(33)	(17,958)
Foreign currency translation differences for foreign operations	--	2,253	--	--	--	2,253
Total comprehensive income for the period	--	2,263	(17,924)	--	(33)	(15,705)
Balance at 30 June 2025	152,354	(29,650)	(83,770)	--	(133)	38,801

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