MHP SE

Interim / Quarterly Report • May 21, 2025

National Storage Mechanism | Additional information

RNS Number : 5655J

MHP SE

21 May 2025

2 1 May 202 5 , Limassol, Cyprus

MHP SE

Financial Results for the First Quarter ended 31 March 2025

MHP SE (LSE:MHPC), the parent company of a leading international food and agri company headquartered in Ukraine, today announces its unaudited results for the first quarter ended 31 March 2025. Hereinafter, MHP SE and its subsidiaries are referred to as "MHP", "The Company" or "The Group" .

Presentation of 2024 results for the conference call with stakeholders can be found here: https://mhp.com.ua/en/mhp-se/results-and-presentations

DIAL-IN DETAILS

MHP's management will host a conference call for investors and analysts followed by Q&A on the day of the results.

The dial-in details are:

Time:                            13.00 London / 15.00 Kyiv / 08.00 New York

Title:                            Financial results for Q1 2025

UK:                              +44 203 984 9844

Ukraine:                       +380 89 324 0624

USA:                            +1 718 866 4614

PIN code:                     645982

To follow the presentation with the management team, please use the following link:

https://mm.closir.com/slides?id=645982

For Investor Relations enquiries, please contact:

Anastasia Sobotiuk (Kyiv)                    +38 050 339 29 99

+357 99 76 71 26                      [email protected]

Q1 2025 RESULTS

MHP is reporting good operational and financial results for Q1 2025 thanks to stable export and domestic sales, continued strong demand for poultry and non-commodity products, more favorable price environment for poultry products and MHP team's success in minimizing adverse impacts and disruption to production and operational cost. Future results may again be adversely affected by War-related challenges that are not under MHP's control.

OPERATIONAL HIGHLIGHTS

Q1 2025

·              Poultry meat production volume in Ukraine remained stable y/y at 180,869 tonnes (Q1 2024: 178,487 tonnes). Poultry meat production volumes at PP increased by 4% y/y to 35,272 tonnes (Q1 2024: 33,958 tonnes).

·              MHP Ukraine's average poultry meat price increased by 10% y/y to US$ 2.18 per kg (Q1 2024: US$ 1.99 per kg) excluding VAT. The average price of poultry meat produced by PP stayed on the same level y/y at EUR 3.55 per kg (Q1 2024: EUR 3.44 per kg).

·              Poultry meat exports from Ukraine remained stable y/y at 97,227 tonnes (Q1 2024: 98,055 tonnes).

FINANCIAL HIGHLIGHTS

Q1 2025

·              Revenue increased by 8% y\y to US$ 779 million (Q1 2024: US$ 719 million).

·              Operating profit decreased to US$ 60 million, down by 29% y/y (Q1 2024: US$ 84 million) and operating margin also decreased to 8% (3M 2024: 12%).

·              Adjusted EBITDA (net of IFRS 16) decreased by 7% y/y to US$ 111 million (Q1 2024: US$ 119 million); adjusted EBITDA margin (net of IFRS 16) also decreased to 14% (Q1 2024: 17%).

·              Net profit of US$ 32 million (3M 2024: net profit of US$ 16 million), primarily reflecting a US$ 13 million non-cash foreign exchange gain in Q1 2025 compared with a US$ 40 million of loss in Q1 2024.

SEGMENT PERFORMANCE

Poultry and processed meat and related operations

Q1 2025

·              Revenue increased by 6% at US$ 421 million(Q1 2024: US$ 398 million).

·              Gross profit decreased to US$ 101 million fell by 11% y/y (Q1 2024: US$ 114 million) and gross margin also decreased to 24% (Q1 2024: 29%).

·              Adjusted EBITDA (net of IFRS 16) decreased by 7% y/y to US$ 80 million (Q1 2024: US$ 86 million); adjusted EBITDA margin (net of IFRS 16) slightly decreased to 19% from 22%.

Vegetable oil operations

Q1 2025

·              Revenue remained stable y/y at US$ 119 million (Q1 2024: US$ 116 million).

·              Gross profit decreased to US$ 1 million fall by 92% y/y (Q1 2024: US$ 13 million) and gross margin also decreased to 1% (1Q1 2024:11%).

·              Adjusted EBITDA (net of IFRS 16) decreased by 92% y/y to US$ 1 million (Q1 2024: US$ 12 million); adjusted EBITDA margin (net of IFRS 16) also decreased to 1% from 10%.

Agriculture operations

Q1 2025

·              Revenue increased by 33% y/y to US$ 92 million (Q1 2024: US$ 69 million).

·              Adjusted EBITDA (net of IFRS 16) increased to US$ 35 million which is 106% y/y (Q1 2024: US$ 17 million).

European operating segment

Q1 2025

·              Revenue at US$ 147 million was up by 8% y/y (Q1 2024: US$ 136 million).

·              Gross profit increased to US$ 32 million up by 7% y/y (Q1 2024: US$ 30 million) but gross margin remained unchanged at 22% (Q1 2024: 22%).

·              Adjusted EBITDA (net of IFRS 16) increased by 6% y/y to US$ 19 million (Q1 2024: US$ 18 million); adjusted EBITDA margin (net of IFRS 16) remained at the same level of 13%.

CURRENT GROUP CASH FLOW

(in mln. US$)		Q1 2025		Q1 2024
Cash from operations		101		90
Change in working capital		(56 )		12
Net Cash from operating activities		45		102
Cash used in investing activities		(60)		(65)
Cash from financing activities		16		(73 )
Total change in cash1)		1		(36 )

1) Calculated as Net Cash from operating activities plus Cash used in investing activities plus Cash used in financing activities

Debt Structure and Liquidity

As at 31 March 2025 the Net Debt equals to US$ 1,192 million and LTM adjusted EBITDA (net of IFRS 16) was at US$  559  million (31 December 2024: US$ 1,179 million and US$ 566 million respectively).

The Net Debt / LTM adjusted EBITDA (net of IFRS 16) ratio was 2.13 as of 31 March 2025, well below the limit of 3.0 defined in the Eurobond agreement.

Notes to Editors:

About MHP

MHP SE is a publicly listed (London Stock Exchange) international food and agri company, producing high-quality healthy food products that enhance consumers' lives. The company operates in agriculture, food production, and retail, with manufacturing facilities in Ukraine and South-Eastern Europe, as well as subsidiaries in the Netherlands, the United Kingdom, the UAE, Saudi Arabia, and other EU countries.  

MHP employs over 36,000 people in Ukraine and abroad. The company exports its products to more than 80 countries worldwide and manages a land bank of 360,000 hectares across 12 regions in Ukraine.    

During the full-scale war, MHP sees its mission as supporting the economy and food security of Ukraine. The company is the largest taxpayer in the agricultural sector and is also one of the top 5 largest investors in the country.    

As a culinary company, MHP develops over 15 product brands, including Qualiko, Sultanah, Аssilah, Nasha Ryaba, Apetytna, Lehko!, Bashchynskyi, Skott Smeat, RyabChick, and others.    

To ensure that Ukrainians always have access to high-quality and delicious food, the company, together with its partners, develops several retail chains: MeatMarket stores, Fresh Food, Nasha Ryaba and Döner Market restaurants, which offer tasty and safe fast food.    

MHP in Ukraine, in collaboration with its strategic partner, the Charitable Foundation MHP - GROMADI, is actively engaged in community development enhancing community livability, while also supporting those in greatest need.    

MHP in Ukraine is fostering the MHP Standing Together program, which provides personalized assistance and comprehensive support to military personnel, veterans, their families, and those awaiting the return of their loved ones from the frontlines.    

The founder and CEO of MHP is Ukrainian businessman Yuriy Kosyuk.    

South-Eastern Europe: Perutnina Ptuj is a leading poultry and meat-processing company in Southeast Europe. The company operates production facilities in four countries of the region: Slovenia, Croatia, Serbia, and Bosnia and Herzegovina. It also owns distribution companies in Austria, North Macedonia, and Romania, and supplies its products to 26 countries across Europe. In addition, Perutnina Ptuj is also present on the U.S. market and exports directly to the United Arab Emirates.  

Perutnina Ptuj is a vertically integrated company, managing every stage of chicken meat production - from feed manufacturing, production and hatching of eggs, to breeding, slaughtering, sausage production, and advanced poultry processing.  

Forward-Looking Statements

This press release might contain forward-looking statements that refer to future events or forecast financial indicators for MHP SE. Such statements do not guarantee that these are actions to be taken by MHP SE in the future, and estimates can be inaccurate and uncertain. Actual final indicators and results can considerably differ from those declared in any forward-looking statements. MHP SE does not intend to change these statements to reflect actual results .

MHP SE AND ITS SUBSIDIARIES

Interim condensed consolidated Financial Statements

As of and for the three-month period ended 31 March 2025

CONTENTS

STATEMENT OF MEMBERS OF THE BOARD OF DIRECTORS................................................................. 3

MANAGEMENT REPORT........................................................................................................................ 4

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS OF AND FOR THE THREE-MONTH PERIOD ENDED 31 MARCH 2025

INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME .............................................................................................................................................................. 5

INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION ..................................... 6

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ..................................... 7

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS ................................................ 9

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS .............................. 11

1. Corporate information ..................................................................................................................... 11

2. Basis of preparation and accounting policies ................................................................................... 12

3. Changes in the group structure ........................................................................................................ 13

4. Segment information ...................................................................................................................... 14

5. Profit for the period ....................................................................................................................... 15

6. Property, plant and equipment ........................................................................................................ 15

7. Inventories and agricultural produce ................................................................................................ 15

8. Shareholders' equity ....................................................................................................................... 15

9. Bank borrowings ............................................................................................................................ 16

10. Bonds issued .............................................................................................................................. 17

11. Related party balances and transactions ....................................................................................... 19

12. Operating environment ................................................................................................................. 20

13. Contingencies and contractual commitments ................................................................................. 21

14. Fair value of financial instruments ................................................................................................. 22

15. Risk management policy .............................................................................................................. 22

16. Subsequent events ...................................................................................................................... 23

17. Authorization of the interim condensed consolidated financial statements ....................................... 23

STATEMENT OF MEMBERS OF THE BOARD OF DIRECTORS

In accordance with Article 10 of the Transparency Requirements (Securities for Trading on Regulated Market) Law 190(l)/2007 ("Law"), as amended, the members of the Board of Directors of MHP SE confirm that to the best of our knowledge:

(a)        The interim condensed consolidated financial statements for the period from 1 January 2025 to

31 March 2025 that are presented on pages 5 to 23:

i.    were prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union and in accordance with the provisions of Article 10 (4) of the Law , and

ii.    give a true and fair view of the assets and liabilities, the financial position, and the profits of MHP SE and the businesses that are included in the interim condensed consolidated financial statements as a whole and

(b)        the interim management report gives a fair review of the information required under Article 10 (6) of the Law .

20 May 2025

Members of the Board of Directors:

Chief Executive Officer                                                                                           Yuriy Kosyuk

Chief Financial Officer                                                                                            Viktoriia Kapeliushna

Director                                                                                                                   John Clifford Rich

Director                                                                                                                   Philip J Wilkinson

Director                                                                                                                   Andriy Bulakh

Director                                                                                                                   Christakis Taoushanis

Director                                                                                                                    Oscar Chemerinski

MANAGEMENT REPORT

Key financial highlights

During the three-month period ended 31 March 2025 consolidated revenue increased by 8% to USD 779 million, compared to USD 719 million for the three-month period ended 31 March 2024. Export sales for the three-month period ended 31 March 2025 constituted 63% of total revenue and amounted to 489 USD million, compared to USD 453 million, 63% of total revenue for the three-month period ended 31 March 2024. Revenue grew across all segments, primarily driven by the Poultry and Agriculture segments, due to higher poultry meat prices and increased grain sales volumes.

Gross profit decreased by 4% to USD 163 million for the three-month period ended 31 March 2025, compared to USD 170 million for the three-month period ended 31 March 2024. The decline was primarily driven by weaker margins in the Poultry and Vegetable Oil segments, partially offset by improved performance in the Agriculture operations.

Operating profit fell to USD 60 million for the three-month period ended 31 March 2025, down from USD 84 million for the same period in 2024. The decrease was driven by adverse changes in gross profit and  increased payroll expenses within the selling, general, and administrative functions along with additional war-related costs recorded under other operating expenses.

Profit for the three-month period ended 31 March 2025 was USD 32 million, up from USD 16 million for the same period in 2024. This increase was mainly attributable to the relative stabilization of Ukrainian Hryvnia against US Dollar and EURO, leading to a foreign exchange gain of USD 13 million for the three-month period ended 31 March 2025, compared to a loss of USD 40 million for the same period in 2024.

Dividends

In view of continuing War-related uncertainties and the resulting need to preserve liquidity to support the Company's ongoing business operations, the Directors decided not to declare a final dividend for the 2024 financial year . No interim dividend has been declared for the three-month period ended 31 March 2025.

Risks and uncertainties

Russian invasion

On 24 February 2022, Russian forces began a military invasion of Ukraine resulting in a full-scale war across the Ukrainian State (the "War"). Focused on continuity and sustainability of its business and the preservation of value for all stakeholders, the Group has concentrated on two key areas: the safety of its employees and the food security of the country by prioritizing a continuous supply of food to the population of Ukraine.

As a result of the War, MHP has experienced a number of significant disruptions and operational issues within its business, which are described in detail in Note 12 Operating environment. Detailed information on this matter can also be found on page 171 of the Annual Report , which is available at mhp.com.cy .

Management believes that the Group has adequate resources to continue in operational existence for the foreseeable future. However, due to the currently unpredictable effects of the ongoing War on the significant assumptions underlying management forecasts, Management concludes that a material uncertainty exists, which may cast significant doubt about the Group's ability to continue as a going concern and, therefore, the Group may be unable to realize its assets and discharge its liabilities in the normal course of business.

Other risks and uncertainties

There are a number of potential risks and uncertainties, which could have a material impact on the Group's performance over the remaining nine months of the financial year and could cause actual results to differ materially from expected and historical results. The directors do not consider that the principal risks and uncertainties have changed since the publication of the 2024 Annual Report on 28 April 2025. A detailed explanation of the risks, and how the Group seeks to mitigate them, can be found on pages 221 to 224 of the Annual Report which is available at mhp.com.cy .

20 May 2025

On behalf of the Board:

Chief Executive Officer                                                                                                                    Yuriy Kosyuk

Chief Financial Officer                                                                                               Viktoriia Kapeliushna

INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

	Notes	Three-month period ended 31 March 2025		Three-month period ended 31 March 2024
Revenue	4	779		719
Net change in fair value of biological assets and agricultural produce	4	(4 )		10
Cost of sales		(612)		(559)
Gross profit	5	163		170
Selling, general and administrative expenses		(87)		(77)
Other operating income		2		3
Other operating expenses		(18)		(12)
Operating profit		60		84
Finance income		5		11
Finance costs	9, 10	(39)		(41)
Foreign exchange gain/(loss), net	5, 15	13		(40)
Profit before tax	5	39		14
Income tax (expense)/benefit		(7 )		2
Profit for the period		32		16
Other comprehensive income
Items that may be reclassified to profit or loss:
Cumulative translation difference		30		(48)
Other comprehensive profit / (loss) for the period		30		(48)
Total comprehensive profit / (loss) for the period		62		(32 )
Profit/(loss) attributable to:
Equity holders of the Parent		32		17
Non-controlling interests		-		(1)
		32		16
Total comprehensive profit / (loss) attributable to:
Equity holders of the Parent		62		(31 )
Non-controlling interests		-		(1 )
		62		(32 )
Earnings per share
Basic and diluted earnings/ per share (USD per share)		0.30		0.16

On behalf of the Board:

Chief Executive Officer                                                                                                                                                             Yuriy Kosyuk

Chief Financial Officer                                                                                                                                    Viktoriia Kapeliushna

The accompanying notes on the pages 11 to 23 form an integral part of these interim condensed consolidated financial statements

INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

as of 31 March 2025

(in millions of US dollars , unless otherwise indicated)

	Notes	31 March 2025		31 December 2024
ASSETS
Non-current assets
Property, plant and equipment	6	2,357		2,301
Right-of-use assets		295		266
Intangible assets		67		66
Goodwill		79		65
Non-current biological assets		34		31
Investments in associates		6		21
Non-current financial assets		11		10
Deferred tax assets		1		1
		2,850		2,761
Current assets
Inventories	7	463		381
Biological assets		223		169
Agricultural produce	7	328		437
Prepayments		41		47
Other current financial assets		16		19
Taxes recoverable and prepaid		67		57
Trade accounts receivable		255		200
Cash and cash equivalents		359		355
		1,752		1,665
TOTAL ASSETS		4,602		4,426
EQUITY AND LIABILITIES
Equity
Share capital	8	285		285
Treasury shares	8	(45)		(45)
Additional paid-in capital		174		174
Revaluation reserve		939		960
Retained earnings		2,105		2,052
Translation reserve		(1,457)		(1,486)
Equity attributable to equity holders of the Parent		2,001		1,940
Non-controlling interests		26		26
Total equity		2,027		1,966
Non-current liabilities
Bank borrowings	9	501		492
Bonds issued	10	895		894
Lease liabilities		220		197
Deferred tax liabilities		172		169
Deferred income		36		37
Other non-current liabilities		6		6
		1,830		1,795
Current liabilities
Bank borrowings	9	288		271
Lease liabilities		94		79
Interest payable	9,10	37		24
Trade accounts payable		151		147
Contract liabilities		28		24
Other current liabilities		147		120
		745		665
TOTAL LIABILITIES		2,575		2,460
TOTAL EQUITY AND LIABILITIES		4,602		4,426

On behalf of the Board:

Chief Executive Officer                                                                                                                                                Yuriy Kosyuk

Chief Financial Officer                                                                                                                                    Viktoriia Kapeliushna

The accompanying notes on the pages 11 to 23  form an integral part of these interim condensed consolidated financial statements

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

	Attributable to equity holders of the Parent
	Share capital		Treasury shares		Additional paid-in capital		Revaluation reserve		Retained earnings		Translation reserve		Total		Non-controlling interests		Total equity
Balance as of 1 January 2025	285		(45)		174		960		2,052		(1,487)		1,939		26		1,965
Profit for the period	-		-		-		-		32		-		32		-		32
Other comprehensive income	-		-		-		-		-		30		30		-		30
Total comprehensive income for the period	-		-		-		-		32		30		62		-		62
Transfer from revaluation reserve to retained earnings	-		-		-		(33)		33		-		-		-		-
Translation differences on revaluation reserve	-		-		-		12		(12 )		-		-		-		-
Balance as of 31 March 2025	285		(45)		174		939		2,105		(1,457)		2,001		26		2,027

On behalf of the Board:

Chief Executive Officer                                                                                                                                                                                                               Yuriy Kosyuk

Chief Financial Officer                                                                                                                                                                                                                      Viktoriia Kapeliushna

The accompanying notes on the pages 11 to 23 form an integral part of these interim condensed consolidated financial statements

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the three-month period ended 31 March 2024

(in millions of US dollars , unless otherwise indicated)

	Attributable to equity holders of the Parent
	Share capital		Treasury shares		Additional paid-in capital		Revaluation reserve		Retained earnings		Translation reserve		Total			Non-controlling interests
Balance as of 1 January 2024	285		(45)		174		706		1,793		(1,357 )		1,556			11
Profit/(loss) for the period	-		-		-		-		17		-		17			(1 )
Other comprehensive loss	-		-		-		-		-		(48 )		(48 )			-
Total comprehensive income/(loss) for the period	-		-		-		-		17		(48 )		(31 )			(1)
Transfer from revaluation reserve to retained earnings	-		-		-		(16)		16		-		-			-
Translation differences on revaluation reserve	-		-		-		(21 )		21		-		-			-
Balance as of 31 March 2024	285		(45)		174		669		1,847		(1,405)		1,525			10

On behalf of the Board:

Chief Executive Officer                                                                                                                                                                                                               Yuriy Kosyuk

Chief Financial Officer                                                                                                                                                                                                                      Viktoriia Kapeliushna

The accompanying notes on the pages 11 to 23 form an integral part of these interim condensed consolidated financial statements

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)                            

	Notes	Three-month period  ended 31 March 2025		Three-month period  ended 31 March 2024
Operating activities
Profit before tax		39		14
Non-cash adjustments to reconcile profit before tax to net cash flows
Depreciation and amortization expense	4	60		43
Net change in fair value of biological assets and agricultural produce	4	4		(10)
Change in allowance for irrecoverable amounts and direct write-offs		5		1
Loss on disposal of property, plant and equipment and other non-current assets		-		1
Finance income		(5)		(11)
Finance costs		39		41
Released deferred income		(1)		(1)
Foreign exchange (gain)/loss		(13 )		40
Operating cash flows before movements in working capital		128		118
Working capital adjustments
Change in inventories	7	(71)		(72)
Change in biological assets		(19)		(16)
Change in agricultural produce	7	60		71
Change in prepayments made		8		5
Change in other current financial assets		1		2
Change in taxes recoverable and prepaid		(10)		(10)
Change in trade accounts receivable		(49)		(13)
Change in contract liabilities		4		7
Change in other current liabilities		8		22
Change in trade accounts payable		12		16
Cash generated by operations		72		130
Interest received		3		3
Interest paid		(25)		(25)
Income taxes paid		(5)		(6)
Net cash flows from operating activities		45		102
Investing activities
Purchases of property, plant and equipment		(60)		(57)
Proceeds from disposals of property, plant and equipment		1		1
Purchases of intangible assets		(1)		(2)
Purchases of non-current biological assets		(1)		-
Prepayments and capitalized initial direct costs under lease contracts		-		(1)
Loans provided		-		(4)
Divestments / (investments) in financial assets		1		(2)
Net cash flows used in investing activities		(60)		(65)

The accompanying notes on the pages 11 to 23 form an integral part of these interim condensed consolidated financial statements

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS ( continued )

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

	Notes	Three-month period ended 31 March 2025		Three-month period ended 31 March 2024
Financing activities
Proceeds from bank borrowings		63		131
Repayment of bank borrowings		(43)		(73)
Repayment of bonds issued		-		(128)
Repayment of lease liabilities		(4)		(3)
Net cash flows from/(used in) financing activities		16		(73)
Net increase/(decrease) in cash and cash equivalents		1		(36 )
Net foreign exchange difference on cash and cash equivalents		3		(10 )
Cash and cash equivalents at 1 January		355		436
Cash and cash equivalents at 31 March		359		390

On behalf of the Board:

Chief Executive Officer                                                                                                                                                Yuriy Kosyuk

Chief Financial Officer                                                                                                                                    Viktoriia Kapeliushna

The accompanying notes on the pages 11 to 23 form an integral part of these interim condensed consolidated financial statements

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

for the three-month period  ended 31 March 2025

(in millions of US dollars, unless otherwise indicated)

1.    Corporate information

MHP SE (the "Parent" or "MHP SE"), a limited liability company (Societas Europaea) registered under the laws of Cyprus, was formed on 30 May 2006. Hereinafter, MHP SE and its subsidiaries are referred to as the "MHP SE Group" or the "Group". The registered address of MHP SE is 16-18 Zinas Kanther Street, Agia Triada, 3035 Limassol, Cyprus. The MHP SE shares are listed on the London Stock Exchange ("LSE") in the form of global depositary receipts ("GDRs").

The controlling shareholder of MHP SE is Mr. Yuriy Kosyuk ("Principal Shareholder"), who owns 100% of the shares of WTI Trading Limited ("WTI"), the immediate majority shareholder of MHP SE, which in turn directly owns of 59 . 7% of the total outstanding share capital of MHP SE.

The principal business activities of the Group are poultry and related operations, vegetable oil, and agriculture operations. The Group's poultry and related operations integrate all functions related to chicken production, including hatching, fodder manufacturing, raising chickens to marketable age ("grow-out"), processing and sale of frozen and chilled chicken meat, as well as processed meat products. Agriculture operations comprise producing and selling grains and cattle breeding for milk production. Vegetable oil operations include the production and sale of vegetable oil, cake, and husk. As at 31 March 202 5 the Group employed 36 777 people (31 December 2024: 3 6 , 306 people).

The primary subsidiaries, the principal activities of the companies forming the Group and the Parent's effective ownership interest as of 31 March 2025 and 31 December 2024 were as follows:

Name	Country of registration	Year established/ acquired	Principal activities	31 March 202 5	31 December 202 4
MHP Lux S.A.	Luxembourg	2018	Finance Company	100.0%	100.0%
MHP	Ukraine	1998	Management, marketing and sales	99.9%	99.9%
Myronivsky Plant of Manufacturing Feeds and Groats	Ukraine	1998	Fodder and vegetable  oil production	88.5%	88.5%
Vinnytska Ptakhofabryka	Ukraine	2011	Chicken farm	100.0%	100.0%
Peremoga Nova	Ukraine	1999	Breeder farm	99.9%	99.9%
Oril-Leader	Ukraine	2003	Chicken farm	99.9%	99.9%
Myronivska Pticefabrika	Ukraine	2004	Chicken farm	99.9%	99.9%
Starynska Ptakhofabryka	Ukraine	2003	Breeder farm	100.0%	100.0%
Zernoprodukt MHP	Ukraine	2005	Grain cultivation	99.9%	99.9%
Katerinopilskiy Elevator	Ukraine	2005	Fodder production and grain storage, vegetable oil production	99.9%	99.9%
SPF Urozhay	Ukraine	2006	Grain cultivation	99.9%	99.9%
Agrofort	Ukraine	2006	Grain cultivation	99.9%	99.9%
MHP-Urozhayna Krayina	Ukraine	2010	Grain cultivation	99.9%	99.9%
Ukrainian Bacon	Ukraine	2008	Meat processing	79.9%	79.9%
MHP-AgroKryazh	Ukraine	2013	Grain cultivation	51.0%	51.0%
MHP-Agro-S	Ukraine	2013	Grain cultivation	51.0%	51.0%
Zakhid-Agro MHP	Ukraine	2015	Grain cultivation	100.0%	100.0%
Perutnina Ptuj d.d.	Slovenia	2019	Poultry production	100.0%	100.0%
MHP Food Trading	United Arab Emirates	2016	Trading in vegetable oil and poultry meat	100.0%	100.0%
MHP B.V.	Netherlands	2014	Trading in poultry meat	100.0%	100.0%
MHP Trade B.V.	Netherlands	2018	Trading in poultry meat	100.0%	100.0%
MHP Saudi Arabia Trading	Saudi Arabia	2018	Trading in poultry meat	100 .0%	100.0%
MHP Food UK Limited	United Kingdom	2021	Trading in poultry meat	100.0%	100.0%

The Group's primary operational facilities are located in different regions of Ukraine as well as in Southeast Europe, including Slovenia, Serbia, Croatia and Bosnia and Herzegovina (represented by Perutnina Ptuj d.d. together with its subsidiaries).

Notes to the INTERIM CONDENSED Consolidated financial statements

for the three-month period  ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

2.    Basis of preparation and accounting policies

Basis of preparation

The interim condensed consolidated financial statements for the three-month period ended 31 March 2025 have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" as adopted by the European Union (EU). The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group's annual consolidated financial statements as of 31 December 2024, prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union and the requirements of the Cyprus Companies Law, Cap.113.

The interim condensed consolidated financial statements are presented in the US dollars (USD) and all values are rounded to the nearest million, except when otherwise indicated.

Going concern

In 2025, the Group has continued its operations in an environment severely affected by the Russian invasion of Ukraine since 24 February 2022. The Group concluded that the analysis of the observable impact of the War as described on pages 1 7 1 and 2 17 -2 18 of the Annual Report , which is available at mhp.com.cy , continues to be relevant for these interim condensed consolidated financial statements. The updates in the economic environment conditions during January-March 2025 are presented in Note 12 Operating environment.

Management has prepared financial forecasts, including cash flow projections, covering the 2025-2026 budget cycle. These forecasts reflect expected economic conditions, considering anticipated changes in the operating environment, including the impact of the War and other relevant factors. The Group ensures financial stability by continuously monitoring its obligations under existing debt agreements and implementing necessary measures to meet its debt servicing requirements in full and on time.

These forecasts indicate that the Group has adequate resources to continue in operational existence for the foreseeable future. The Directors have therefore concluded that it is appropriate to apply the going concern basis of accounting in preparing these consolidated financial statements. However, due to the currently unpredictable effects of the ongoing War, the Directors have concluded that a material uncertainty exists, which may cast significant doubt on the Group's ability to continue as a going concern, in which case the Group may be unable to realize its assets and discharge its liabilities in the normal course of business.

Adoption of new and revised International Financial Reporting Standards

The adoption of the new or revised Standards did not have any effect on the financial position or performance of the Group and did not result in any changes to the Group's accounting policies and the amounts reported in the interim condensed consolidated financial statements of the Group.

Functional and presentation currencies

The functional currency of the Ukrainian companies of the Group is the Ukrainian Hryvnia ("UAH"); the functional currency of the Cyprus companies and Luxembourg company of the Group is the US Dollar ("USD"); the functional currency of the European companies of the Group is the Euro ("EUR"); the functional currency of the United Arab Emirates companies is the Dirham ("AED"); the functional currency of the UK company is the British Pound ("GBP"); the functional currency of the Saudi Arabia company is the Saudi Riyal ("SAR").

Transactions in currencies other than the functional currency of the entities concerned are treated as transactions in foreign currencies .

Such transactions are initially recorded at the rates of exchange ruling at the dates of the transactions. Monetary assets and liabilities denominated in such currencies are translated at prevailing rates on the reporting date. All realized and unrealized gains and losses arising on exchange differences are recognized in the consolidated statement of profit or loss and other comprehensive income for the period .

These consolidated financial statements are presented in US Dollars ("USD"), the Group's presentation currency, and all values are rounded to the nearest million, except when otherwise indicated.

The results and financial position of the Group are translated into the presentation currency using the following procedures:

Notes to the INTERIM CONDENSED Consolidated financial statements

for the three-month period  ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

2. Basis of preparation and accounting policies (continued)

Functional and presentation currencies (continued)

·      Assets and liabilities for each consolidated statement of financial position presented are translated at the closing rate as of the reporting date of that statement of financial position;

·      Income and expenses for each consolidated statement of profit or loss are translated at exchange rates at the dates of the transactions;

·      Exchange differences arising on translation for consolidation are recognised in other comprehensive income and presented as a separate equity component. On disposal of a foreign operation, the component of OCI relating to that particular foreign operation is reclassified to profit or loss;

·      All equity items except the revaluation reserve are translated at the historical exchange rate. The revaluation reserve is translated at the closing rate as of the statement of financial position date.

For practical reasons, the Group translates items of income and expenses for each period presented in the financial statements using the quarterly average exchange rates if such translations reasonably approximate the results translated at exchange rates prevailing at the dates of the transactions.

The relevant exchange rates were:

Currency	Closing rate as of            31 March 2025	Average for three months ended     31 March 2025	Closing rate as of 31 December 2024	Average for three  months ended    31 March 2024
UAH/USD	41.4787	41.7563	42.039	38.1727
UAH/EUR	44.7472	43.8887	43.9266	41.4668
USD/EUR	1.0788	1.0511	1.0449	1.0863
USD/GBP	1.2946	1.2579	1.2594	1.2683
AED/USD	3.67	3.67	3.67	3.67
SAR/USD	3.75	3.75	3.75	3.75

Material accounting policies

The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group's annual financial statements for the year ended 31 December 2024.

Seasonality of operations

Poultry and related operations, European operating segment, and Vegetable oils operations segment are not significantly exposed to seasonal fluctuations.

Agriculture operations segment, due to seasonality and implications of IAS 41, in the first half of the year mainly reflects sales of carried forward agricultural produce and the effect of biological assets revaluation, while during the second half of the year, it reflects sales of crops and the effect of revaluation of agricultural produce harvested during the year. Also, Agriculture operations segment has seasonal requirements for working capital increase from November to May due to the sowing campaign.

3.    Changes in the group structure

Acquisition of   Ukrainskyi Miasnyi Khutir

On 24 January 2025, the Group obtained control over Ukrainskyi Miasnyi Khutir LLC, a Ukrainian meat processing company. The acquisition was carried out in stages: an initial 24.9% stake was acquired in April 2024, increased to 49% in August 2024, and completed with the acquisition of the remaining 51% in January 2025.

The total estimated consideration for this acquisition is USD 15. 6 million. At the acquisition date, the fair value of the company's identifiable net assets was USD 6 . 3 million, primarily consisting of property, plant and equipment, inventories, trade and other accounts receivables and payables.

Goodwill of USD 9.3 million was recognized as part of the transaction, reflecting expected synergies from the enhanced market presence in the processed meat segment, access to established brands such as  

Notes to the INTERIM CONDENSED Consolidated financial statements

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

3. Changes in the group structure (continued)

Acquisition of   Ukrainskyi Miasnyi Khutir (continued)

"Ukrainskyi Miasnyi Khutir" and "Parowki", and anticipated operational efficiencies from integrating support functions while maintaining the acquired company's autonomous operations.

From the date of acquisition, Ukrainskyi Miasnyi Khutir contributed revenue of USD 3 million to the Group `s results . Its contribution to net profit was not material .

As of the date of approval of these consolidated financial statements, the Group is in the process of completing the purchase price allocation for the business combination, which is expected to be finalized within twelve months from the acquisition date. In addition to goodwill, the allocation is likely to result in the recognition of other intangible assets, such as trademarks and customer relationships.

4.    Segment information

The reportable segment information for the three-month period ended 31 March 2025 comprised :

	Poultry and related operations	Vegetable oils operations	Agriculture operations	European operating segment	Total reportable segments	Eliminations	Consolidated
External sales	421	119	92	147	779	-	779
Sales between segments	3	45	65	-	113	(113)	-
Total revenue	424	164	157	147	892	(113)	779
Segment results	48	-	25	13	86	-	86
Unallocated corporate expenses							(26)
Other expenses, net 1)							(21)
Profit before tax							39
Other information:
Depreciation and amortization expense 2)	33	1	17	7	58	-	58
Net change in fair value of biological assets and agricultural produce	30	-	(34)	-	(4)	-	(4)

1) Includes finance income, finance costs, foreign exchange gain .

2) Depreciation and amortization for the three-month period ended 31 March 2025 does not include unallocated depreciation and amortization in the amount of USD 1.5 million.

The reportable segment information for the three-month period ended 31 March 2024 comprised :

	Poultry and related operations	Vegetable oils operations	Agriculture operations	European operating segment	Total reportable segments	Eliminations	Consolidated
External sales	398	116	69	136	719	-	719
Sales between segments	4	42	53	-	99	(99)	-
Total revenue	402	158	122	136	818	(99)	719
Segment results	66	12	8	13	99	-	99
Unallocated corporate expenses							(15)
Other expenses, net 1)							(70)
Profit before tax							14
Other information:
Depreciation and amortization expense 2)	21	1	14	6	42	-	42
Net change in fair value of biological assets and agricultural produce	12	-	1	(3)	10	-	10

1) Includes finance income, finance costs, foreign exchange loss.

2) Depreciation and amortization for the three-month period ended 31 March 202 4 does not include unallocated depreciation and amortization in the amount of USD 0.8 million.

Notes to the INTERIM CONDENSED Consolidated financial statements

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

5.    Profit for the period

Gross profit de creased by 4% to USD 163 million for the three-month period ended 31 March 2025, down from USD 170 million for the same period in 2024. The decrease was largely attributable to diminished gross profits in the poultry and vegetable oil operations. However, improved performance in the agriculture segment helped to partially offset these losses.

Operating profit fell to USD 60 million for the three-month period ended 31 March 2025, down from USD 84 million for the same period in 2024. The decrease was driven by adverse changes in gross profit and  increased payroll expenses within the selling, general, and administrative functions along with additional war-related costs recorded under other operating expenses.

Profit for the three-month period ended 31 March 2025 was USD 32 million, up from USD 16 million for the same period in 2024. This increase was mainly attributable to the relative stabilization of Ukrainian Hryvnia against US Dollar and EURO, leading to a foreign exchange gain of USD 13 million for the three-month period ended 31 March 2025, compared to a loss of USD 40 million for the same period in 2024.

6.    Property, plant and equipment

During the three-month period  ended 31 March 2025, the Group's additions to property, plant and equipment amounted to USD 66 million (three-month period ended 31 March 2024: USD 59 million) mainly related to  maintenance and modernization of existing facilities.

There were no significant disposals of property, plant and equipment during the three-month period ended 31 March 2025.

7.    Inventories and agricultural produce

An increase in inventory balance as of 31 March 2025 compared to 31 December 202 4 is mainly attributable to costs incurred by grain growing entities in preparation for the upcoming spring sowing campaign . Additionally, increased acquisitions of sunflower seeds intended for vegetable oil production have contributed to this uptick.

A decrease of agricultural produce for three-month period ended 31 March 2025 was mainly as a result of consumption of internally produced grains that was partially mitigated by increase of chicken meat stocks .

8.    Shareholders' equity

As of 31 March 2025 and 31 December 2024 the authorized, issued and fully paid share capital of MHP SE comprised the following number of shares:

	31 March 2025		31 December 2024
Number of shares issued and fully paid	110,770,000		110,770,000
Less: Treasury shares	(3,731,792)		(3,731,792)
Number of shares outstanding	107,038,208		107,038,208

The authorized share capital as of 31 March 2025 and 31 December 2024 was EUR 221,540 million represented by 110,770,000 shares with par value of EUR 2 each.

All shares have equal voting rights and rights to receive dividends, which are payable at the discretion of the Group.

Notes to the INTERIM CONDENSED Consolidated financial statements

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

9.    Bank borrowings

The following table summarizes bank borrowings and credit lines outstanding as of 31 March 2025 and 31 December 2024:

								31 March 2025					31 December 2024
				Currency			WAIR 1)		USD' mln			WAIR 1)		USD' mln mlm000
Non-current
				EUR			EURIBOR2) + 1.04%		116			EURIBOR2) + 1,03%		105
				EUR			1.99%		4			1,50%		4
				USD			SOFR3) + 3.95%		337			SOFR3)+ 3,95%		337
				USD			UIRD4) + 5.53%		42			UIRD4)+ 5,53%		44
				UAH			UIRD4) + 4,00%		2			UIRD4)+ 4,00%		2
									501					492
Current
				EUR			EURIBOR2) + 2.30%		35			EURIBOR2) + 2,30%		34
				EUR			4.80%		54			4,60%		54
				USD			SOFR3) + 2.48%		32			SOFR3) + 2,48%		32
				USD			5.70%		55			5,70%		45
Current portion of long-term bank borrowings				EUR			EURIBOR2) + 1.04%		29			EURIBOR2) + 1,03%		26
				EUR			1.99%		1			1,50%		1
				USD			SOFR3) + 3.95%		75			SOFR3)+ 3,95%		74
				USD			UIRD4) + 5.53%		7			UIRD4)+ 5,53%		5
									288					271
Total bank borrowings									789					763

1)         WAIR represents the weighted average interest rate on outstanding borrowings;

2)         According to the terms of the agreement, if market EURIBOR becomes negative, it shall be deemed zero for the calculation of interest expense;

3)         The Secured Overnight Financing Rate (SOFR) is a broad measure of the cost of borrowing cash overnight collateralized by Treasury securities;

4)         Ukrainian Index of Retail Deposit Rates (UIRD) - indicative rate calculated at 15:00 Kyiv time of each Banking Day in the Thomson Reuters system based on nominal rates on time deposits of individuals in US Dollars for a period of 3 months with interest paid upon the expiration of the deposit agreement, operating in 20 largest Ukrainian banks in the size of the deposit portfolio of individuals;

The Group's borrowings are drawn from various banks, mostly from international ones and Ukrainian subsidiaries of international banks as term loans, credit line facilities. Repayment terms of principal amounts of bank borrowings vary from monthly repayment to repayment on maturity depending on the terms of the agreement with each bank.

As of 31 March 2025 and 31 December 2024, the Group's bank term loans and credit lines bear either floating or fixed interest rates.

Term loans and credit line facilities were as follows as of 31 March 202 5 and 31 December 2024 :

	31 March 202 5		31 December 202 4
Credit lines	176		164
Term loans	613		599
	789		763

Bank borrowings and credit lines outstanding as of 31 March 2025 and 31 December 2024 were repayable as follows:

	31 March 2025		31 December 2024
Within one year	288		271
In the second year	137		134
In the third to fifth year inclusive	344		336
After five years	20		22
	789		763

Notes to the INTERIM CONDENSED Consolidated financial statements

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

9. Bank borrowings (continued)

As of 31 March 2025, the Group had undrawn facilities of USD   177 million (31 December 2024: USD 162 million). These undrawn facilities expire during the period until January 2030.

The Group's bank borrowings are jointly and severally guaranteed by MHP, Myronivsky Plant of Manufacturing Feeds and Groats, Oril-Leader, Peremoga Nova, Starynska Ptakhofabryka, Zernoproduct MHP, Katerinopilskiy Elevator, Agrofort, SPF Urozhay, MHP SE, Scylla Capital Limited, Myronivska Pticefabrika, Ptakhofabryka Snyatynska Nova, Vinnytska Ptakhofabryka, Zakhid-Agro MHP, MHP-Urozhayna Krayina.

As of 31 March 2025, the Group had borrowings of USD 204 million that were secured by property, plant and equipment with a collateral amount of USD  192 million (31 December 2024: USD  189 million and USD 188 million respectively).

As of 31 March 2025, the Group had borrowings of USD 85  million that were secured by agricultural produce with a carrying amount of USD 107 million (31 December 2024: USD 84 million and USD 105 million respectively).

As of 31 March 2025 and 31 December 2024, interest payable on bank borrowings was USD 18.0 million and USD 8.6  million, respectively.

Covenants

The Group, as well as its specified subsidiaries, have to comply with the following maintenance covenants imposed by the banks providing the loans: EBITDA to interest expenses ratio, current ratio, and liabilities to equity ratio. These covenants are assessed periodically to ensure compliance, and the Group is required to meet these covenants on a quarterly basis.

As of the reporting date, the carrying amount of non-current liabilities related to these covenants is USD 327 million. The Group has reviewed all relevant facts and circumstances and believes that is unlikely that the risk of non-compliance with these covenants can be realized. This assessment considers the Group's current financial position and historical performance, along with its established processes for proactively managing financial metrics to maintain compliance with covenant requirements. The Group consistently monitors these metrics to ensure that all covenant obligations are met.

Separately, in case of excess of Net Debt to EBITDA ratio (the Group's leverage ratio), there are negative covenants in respect of restricted payments, including dividends, additional indebtedness and restrictions on mergers or consolidations, limitations on liens and dispositions of assets and limitations on transactions with affiliates.

As of 31 March 202 5 the Group has complied with all bank covenants. As of 31 March 2025, the Group's leverage ratio slightly increased to  2.13  to 1, below the defined limit of 3.0 to 1, compared with 2. 08 to 1 as at 31 December 202 4 respectively.

10.  Bonds issued

Bonds issued and outstanding as of 31 March 2025 and 31 December 2024 were as follows:

	Carrying amount		Nominal amount

	31 March 2025		31 December 2024		31 March 2025		31 December 2024
Non-current
6.25% Senior Notes due in 2029	348		348		350		350
6.95% Senior Notes due in 2026	547		546		550		550
	895		894		900		900
Unamortized debt issuance cost	-		-		(5)		(6)
Total bonds issued	895		894		895		894

As of 31 March 2025 and 31 December 2024 amount of accrued interest on bonds issued was USD 19.5 million and USD 15.4 million, respectively.

Notes to the INTERIM CONDENSED Consolidated financial statements

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

10. Bonds issued (continued)

6.25% Senior Notes

On 19 September 2019, MHP Lux S.A., a public company with limited liability (société anonyme) incorporated in 2018 under the laws of the Grand Duchy of Luxembourg, issued USD 350 million 6.25% Senior Notes due in 2029 at par value. The funds received were used to satisfy and discharge the 8.25% Senior Notes due in April 2020 for debt refinancing and general corporate purposes.

The Senior Notes are jointly and severally guaranteed on a senior basis by MHP SE, PrJSC "Oril - Leader", PrJSC "Myronivska Pticefabrika", "SPF "Urozhay" LLC, "Starynska Ptakhofabryka" ALLC, "Vinnytska Ptakhofabryka" LLC, "Peremoga Nova" SE, "Katerinopolskiy Elevator" LLC, PrJSC "MHP", PrJSC "Zernoprodukt MHP" and PrJSC "Agrofort".

Interest on the Senior Notes is payable semi-annually in arrears in March and September. These Senior Notes are subject to certain restrictive covenants including, but not limited to, limitations on the incurrence of additional indebtedness in excess of Net Debt to EBITDA ratio as defined by the indenture, restrictions on mergers or consolidations, limitations on liens and dispositions of assets and limitations on transactions with affiliates. If the Group fails to comply with the covenants imposed, the Trustee or the Holders of at least 25% in principal amount of outstanding Notes may, upon written notice to the Group, declare all outstanding Senior Notes to be due and payable immediately. If a change of control occurs, the Group shall make an offer to each holder of the Senior Notes to purchase such Senior Notes at a purchase price in cash in an amount equal to 100% of the aggregate principal amount thereof, plus accrued and unpaid interest and additional amounts, if any.

6.95% Senior Notes

On 3 April 2018, MHP Lux S.A. issued USD 550 million 6.95% Senior Notes due in 2026 at par value. Out of the total issue amount, USD 416 million were designated for redemption and exchange of the existing 8.25% Senior Notes due in 2020.

The Senior Notes are jointly and severally guaranteed on a senior basis by MHP SE, PrJSC "MHP", PJSC "Myronivsky Plant of Manufacturing Feeds and Groats", PrJSC "Zernoprodukt MHP", PrJSC "Agrofort", PrJSC "Oril-Leader", PrJSC "Myronivska Pticefabrika", "SPF "Urozhay" LLC, "Starynska Ptakhofabryka" ALLC, "Vinnytska Ptakhofabryka" LLC, "Peremoga Nova" SE, "Katerinopolskiy Elevator" LLC, Scylla Capital Limited. 

Interest on the Senior Notes is payable semi-annually in arrears in April and October. These Senior Notes are subject to certain restrictive covenants including, but not limited to, limitations on the incurrence of additional indebtedness in excess of Net Debt to EBITDA ratio as defined by the indenture, restrictions on mergers or consolidations, limitations on liens and dispositions of assets and limitations on transactions with affiliates. If the Group fails to comply with the covenants imposed, the Trustee or the Holders of at least 25% in principal amount of outstanding Notes may, upon written notice to the Group, declare all outstanding Senior Notes to be due and payable immediately. If a change of control occurs, the Group shall make an offer to each holder of the Senior Notes to purchase such Senior Notes at a purchase price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest and additional amounts, if any.

7.75% Senior Notes

On 10 May 2017, MHP SE issued USD 500 million 7.75% Senior Notes due in 2024 at par value. Out of the total issue amount, USD 245 million were designated for redemption and exchange of existing 8.25% Senior Notes due in 2020.

To refinance part of these Notes, the Group secured up to USD 400 million in facilities from DFC, IFC, and EBRD. These funds were used for repurchasing Notes under Tender Offers in November 2023 (USD 151 million repurchased for USD 128 million) and January 2024 (USD 138 million repurchased for USD 131 million). As the Group repurchased these Notes with discount, finance income in the amount of USD 6 million was recognized in 2024 (2023: USD 22 million). The remaining USD 211 million was repaid in May 2024.

As a result, all obligations under the 7.75% Senior Notes due in 2024 have been fully discharged.

Notes to the INTERIM CONDENSED Consolidated financial statements

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

10. Bonds issued (continued)

Covenants

Certain restrictions under the indebtedness agreements (e.g. incurrence of additional indebtedness, restricted payments as defined above, dividends payment) are dependent on the leverage ratio of the Group calculated as Net Debt to EBITDA. Once the leverage ratio exceeds 3.0 to 1, it is not permitted for the Group to make certain restricted payments, declare dividends exceeding USD 30 million in any financial year, or incur additional debt except that defined as a Permitted Debt. According to the indebtedness agreements, the consolidated leverage ratio is tested on the date of incurrence of additional indebtedness or restricted payment and after giving pro forma effect to such incurrence or restricted payment as if it had been incurred or done at the beginning of the most recent four consecutive fiscal quarters for which financial statements are publicly available (or are made available).

As of 31 March 2025 the Group has complied with all covenants. As of 31 March 2025, the Group's leverage ratio decreased to  2.13  to 1, below the defined limit of 3.0 to 1, compared with 2.08 to 1 as at 31 December 2024 respectively.

11.  Related party balances and transactions

For the purpose of these financial statements, parties are considered to be related if one party controls, is controlled by, or is under common control with the other party or exercises significant influence over the other party in making financial or operational decisions. In considering each possible related party relationship, attention is directed to the substance of the relationship, not merely the legal form.

Related parties may enter into transactions unrelated parties might not, and transactions between related parties may not be effected on the same terms and conditions as transactions between unrelated parties.

Transactions with related parties under common control

The Group, in the ordinary course of business, enters into transactions with related parties that are companies under common control of the Principal Shareholder of the Group (Note 1) for the purchase and sale of goods and services and the key management personnel in relation to the provision of financing arrangements. Terms and conditions of sales to related parties are determined based on arrangements specific to each contract or transaction. The terms of the payables and receivables related to the Group's trading activities do not vary significantly from the terms of similar transactions with third parties.

Transactions with related parties during the three-month periods ended 31 March 2025 and 31 March 2024 were as follows:

in thousand USD	2025			2024
Interest charged on loans and finance aid provided		36		63
Sales of goods		91		227
Purchases from related parties		78		31
Key management personnel of the Group:
Loans provided		-		131
Loans repaid		44		66

The balances owed to and due from related parties were as follows as of 31 March 2025 and 31 December 2024 :

in thousand USD	2025		2024
Loans and finance aid receivable	3,635		5,287
Less: expected credit losses	(2,337)		(1,955)
	1,298		3,332
Loans to key management personnel	3,607		3,336
Less: expected credit losses	(792)		(596)
	2,816		2,740
Trade accounts receivable	317		346
Payables due to related parties	25		28
Payables due to associates	105		189

Notes to the INTERIM CONDENSED Consolidated financial statements

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

11. Related party balances and transactions (continued)

Loans and finance aid receivable

For loans and finance aid receivable, credit risk increased to the point where it is considered credit-impaired. The expected credit loss for such loans amounted to USD 1,8 4 1 thousand and USD 1 , 810 thousand as at 31 March 2025 and 31 December 2024 respectively .

Compensation of key management personnel

Total compensation of the Group's key management personnel included primarily in selling, general and administrative expenses in the Consolidated Statements of Profit and Loss and Other Comprehensive Income amounted to USD 2,916 thousand and USD 2,843 thousand for the periods ended 31 March 2025 and 2024, respectively. Compensation of key management personnel consists of contractual salary and performance bonuses paid .

12.  Operating environment

On 24 February 2022, Russian forces commenced a military invasion of Ukraine, resulting in a full-scale war across the Ukrainian State. The ongoing military hostilities have led and continue to lead, to significant casualties, dislocation of the population, damage to infrastructure, disruption to economic activity in Ukraine. Some territories remain temporarily occupied, further complicating the situation.

In 2024, Ukrainian businesses continued their activities in the challenging economic environment, facing disruption of supply chains, rising operational costs, and physical destruction of production facilities and infrastructure. Between March and August 2024, Russian attacks on Ukrainian power generation and distribution infrastructure led to the loss of a number of power generating capacities, severe power outages and increased electricity price.

The stable operation of the Black Sea corridor, established during second half of 2023, continued to support economic activities of Ukrainian companies. However, logistic challenge, which arose from the blockade of the Polish-Ukrainian border by Polish truckers and farmers during November 2023 - April 2024, negatively impacted the country's external trade during this period.

The European Union's Autonomous Trade Measures (ATMs), which have granted Ukrainian agricultural products, including poultry, tariff-free access to EU markets, are set to expire on June 5, 2025. These measures have played a critical role in supporting Ukraine's economy during ongoing challenges. However, their expiration could result in the reinstatement of tariffs and quotas on key exports. The expiration of ATMs introduces uncertainty, and the Company is closely monitoring developments and preparing to adapt to the evolving trade landscape.

In the first quarter of 2025, the NBU estimates that real GDP grew by 0.5% y/y, supported largely by a relatively stable electricity supply. However, GDP growth for the full year is expected to remain subdued, constrained by the ongoing impacts of the war. Key limiting factors include labour shortages-exacerbated by a continued negative migration balance-increased shelling, and damage to gas infrastructure, which is expected to raise reliance on imports. Additionally, global trade tensions are weighing on external demand. These challenges have led to a downward revision of the real GDP growth forecast for 2025 to 3.1%.

In the first quarter of 2025, consumer inflation was expected to rise, accelerating to 14.6% y/y in March, up from 12.0% in December 2024. A key driver of this increase was the limited domestic food supply following last year's poor harvests. While the primary impact of this factor was already reflected at the end of 2024, its residual effects are still being felt. However, these effects are expected to gradually subside as supply expands with the arrival of new harvests, including greenhouse and household produce.

To stabilize the foreign exchange market, anchor inflation expectations, and gradually bring inflation down to the 5% target over the policy horizon, the NBU raised its key policy rate to 15.5%.

The NBU continued implementing its managed exchange rate flexibility policy, first introduced in October 2023. Throughout the year, the official exchange rate of the hryvnia against the US dollar gradually declined, following a depreciation trend.

The Government continues to implement measures to stabilize markets and the economy. International organizations (such as the IMF, EBRD, World Bank), along with individual countries and charities, are providing Ukraine with financing, donations and material support. International assistance remains an important source of financing to meet state budget needs.

Despite the ongoing conflict, the Ukrainian economy has been demonstrating remarkable resilience and adaptability, relying on international support and domestic reforms to sustain recovery.

Notes to the INTERIM CONDENSED Consolidated financial statements

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

12. Operating environment (continued)

The Group considers the following expenses incurred during the three-month periods ended 31 March 2025 and 31 March 2024 to be directly related to or driven by the continuing war :

	2025		2024
Salary to mobilized employees2)	5.6		5.2
Community support donations1)	5.1		3.5
Write-off of inventories and biological assets1)	2.6		-
Other war-related expenses1)	0.8		1.0
Total amount recognized in profit or loss	14.1		9.7

1)         These expenses are presented within other operating expenses in the consolidated statement of profit or loss and other comprehensive income;

2)         These expenses are presented within cost of sales and selling, general and administrative expenses in the consolidated statement of profit or loss and other comprehensive income.

The Group, working with volunteers, has provided humanitarian aid (mainly through food supply) to the people of Ukraine since the beginning of the war.

While the Ukrainian businesses and government institutions demonstrated a high degree of adaptability and resilience in the face of challenges brought by the full-scale military invasion, the related security and macroeconomic risks remain high and continue to affect the economic situation in Ukraine. Due to the unpredictability in the future course of the war and the uncertainty regarding the timing of its cessation as well as availability of sustainable international financial support, other geopolitical and macroeconomic factors, it remains difficult to estimate the scale and direction of possible further developments, both negative or positive, in the operating environment in Ukraine at present.

13.  Contingencies and contractual commitments

Taxation and legal issues

The Group carries its operations in various jurisdictions, with a significant number of operations in Ukraine. Ukrainian legislation regarding taxation and other regulatory matters, including currency exchange control and customs regulations, is regularly changed and revisited. Non-compliance with tax laws and regulations may lead to the imposition of severe penalties and fines.

Management believes that the Group has complied with all requirements of effective tax legislation.

The Group exports vegetable oil, chicken meat, and related products and performs intercompany transactions, which may potentially be in the scope of the Ukrainian transfer pricing regulations. The Group believes that it complies with relevant transfer pricing requirements.

As of 31 March 2025 and 31 December 2024, management assessed the Group`s possible exposure to tax risks for a total amount of USD 4 million related to corporate income tax. No provision was recognised relating to such possible tax exposure.

As of 31 March 2025, companies of the Group were engaged in ongoing litigation with tax authorities for the amount of USD 34 million (31 December 2024: USD 35 million), including USD 3 million (31 December 2024: USD 5 million) of litigations with the tax authorities related to disallowance of certain amounts of VAT refunds and deductible expenses claimed by the Group. Out of this amount, USD 29 million as of 31 March 2025 (31 December 2024: USD 30 million) relates to cases where court hearings have taken place and where the court in either the first or second instance has ruled in favour of the Group. In addition, the Group maintained disputes with tax authorities in the amount USD 2 million, which are not brought to the courts as at 31 December, but there were not such disputes as at 31 March 2025.

Manage-ment believes that, based on the past history of court resolutions of similar disputes upheld by the Group, it is unlikely that a significant settlement would arise out of such lawsuits and, therefore, no respective provision is required in the Group's financial statements.

Contractual commitments on purchase of property, plant and equipment

During the three-month period ended 31 March 2025, the companies of the Group entered into a number of contracts with foreign suppliers for the purchase of property, plant and equipment. These agreements are mainly related to maintenance and modernization projects, new product development in Ukraine, and expansion of Perutnina Ptuj production facilities . As of 31 March 2025, purchase commitments amounted to USD 77 million (31 December 2024: USD 70 million).

Notes to the INTERIM CONDENSED Consolidated financial statements

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

14.  Fair value of financial instruments

Fair value disclosures in respect of financial instruments are made in accordance with the requirements of IFRS 7 "Financial Instruments: Disclosure" and IFRS 13 "Fair Value Measurement". Fair value is defined as the amount at which the instrument could be exchanged in a current transaction between knowledgeable willing parties in an arm's length transaction, other than in forced or liquidation sale. As no readily available market exists for a large part of the Group's financial instruments, judgment is necessary in arriving at fair value, based on current economic conditions and specific risks attributable to the instrument. The estimates presented herein are not necessarily indicative of the amounts the Group could realize in a market exchange from the sale of its full holdings of a particular instrument.

The fair value is estimated to be the same as the carrying value for cash and cash equivalents, short-term bank deposits, trade accounts receivables, other current assets, and trade accounts payable due to the short-term nature of the financial instruments. The fair value of non-current financial assets is measured by discounting the estimated future cash outflows, with reference to market interest rates, and it approximates the carrying value of non-current financial assets.

Set out below is the comparison of carrying amounts and fair values of the Group's financial instruments, excluding those discussed above, in the consolidated statement of financial position:

	Carrying amount			Fair value
	31 March 2025	31 December 2024		31 March 2025	31 December 2024
Financial liabilities
Bank borrowings (Note 8)	806	772		806	774
Senior Notes due in 2026, 2029 (Note 9)	915	909		823	807

The fair value of bank borrowings was estimated by discounting the expected future cash outflows by a market rate of interest for bank borrowings, and is within Level 2 of the fair value hierarchy.

The fair value of Senior Notes was estimated based on market quotations and is within Level 1 of the fair value hierarchy.

In determining the fair value of financial instruments, the impact of potential climate-related matters, including legislation, climate change, and company climate objectives, which may affect the fair value measurement of financial assets and liabilities, has been considered and found not to be material.

15.  Risk management policy

During the three-month period ended 31 March 2025 there were no material changes to the objectives, policies and process for credit risk, capital risk, liquidity risk, currency risk, interest rate risk, livestock diseases risk and commodity price and procurement risk managing.

Currency risk

Currency risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign exchange rates. The Group subsidiaries undertake various export and import transactions and have certain loans and borrowings denominated in foreign currencies. In particular, the Ukrainian operations (with UAH as their functional currency) are primarily exposed to the foreign currency risk. The Group does not use any derivatives to manage foreign currency risk exposure . However, Management limits exposure to foreign currency fluctuations to manage currency risk.

The carrying amounts of the Group's foreign currency denominated monetary assets and liabilities as of

31 March 2025 and 31 December 2024 were as follows:

	31 March 2025			31 December 202 4
	USD	EUR		USD	EUR
Assets	218	108		2 1 5	9 7
Liabilities1)	1,494	160		1, 470	153
Net liabilities	1,276	52		1, 255	56

1)  Currency denominated liabilities consist mostly of bonds issued and bank borrowings.

Notes to the INTERIM CONDENSED Consolidated financial statements

for the three-month period ended 31 March 2025

(in millions of US dollars , unless otherwise indicated)

15. Risk management policy (continued)

The table below illustrates the Group's sensitivity to a change in the exchange rate of the Ukrainian Hryvnia against the US Dollar and EUR. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at period end for possible change in foreign currency rates .

	Change in foreign currency exchange rates		Effect on profit before tax
2025
Increase in USD exchange rate	10%		(128)
Increase in EUR exchange rate	10%		(5)
Decrease in USD exchange rate	2%		26
Decrease in EUR exchange rate	2%		1
2024
Increase in USD exchange rate	1 0%		(126)
Increase in EUR exchange rate	1 0%		(6)
Decrease in USD exchange rate	2%		25
Decrease in EUR exchange rate	2%		1

During the three-month period ended 31 March 2025, the Ukrainian Hryvnia depreciated against the EUR by 1.8 % but appreciated against the USD by 1.4% (three-month period  ended 31 March 2024: depreciated against the EUR by 0.4 % and the USD by 3.2% ). As a result, during the three-month period  ended 31 March 2025 the Group recognized net foreign exchange gain in the amount of USD 13 million (three-month period ended 31 March 2024: foreign exchange loss in the amount of USD 40 million) in the consolidated statement of profit or loss and other comprehensive income.

16.  Subsequent events

Planned acquisition in 2025

Subsequent to the reporting date, MHP signed additional adherence deeds following the Share Purchase Agreement (SPA) dated 20 March 2025 with shareholders representing 41% of UVESA's share capital, increasing its total acquired stake to 92%. Further details on this transaction are provided on the page 225 of the 2024 Annual Report, which is available at mhp.com.cy .

There are no other subsequent events to mention.

17.  Authorization of the interim condensed consolidated financial statements

These interim condensed consolidated financial statements were authorized for issue by the Board of Directors of MHP SE on 20 May 2025.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

QRFUASVRVAUVURR