AS Tallinna Sadam financial results for 2025 Q3 and 9 months

In  the third quarter, Tallinna Sadam earned  close to 32 million euros in sales
revenue  and close to 9 million euros  in profit, adjusted EBITDA was 16 million
euros.  Sales revenue increased by +1.5%, profit  by +54% and adjusted EBITDA by
+17% compared  to  the  last  year.  The  revenue for nine months was 90 million
euros, profit 19 million euros and adjusted EBITDA 45 million euros. The revenue
of  9 months  decreased  by  -1.4%,  profit  increased  +27% and adjusted EBITDA
increased  +11%. In the third  quarter, the volume  of investments was 9 million
euros, and we invested a total of 21 million euros within nine months.

The  number  of  passengers  grew  +1.4% and  cargo  volumes  +8%, vessel  calls
decreased  by -1.6% in the third quarter of 2025. Ferry segment showed growth in
the  number of vehicles  +2.4%. The icebreaker Botnica  was chartered 22% of the
time which is -20% less than last year.

"We have achieved strong results in the third quarter. Growth continued in both,
volumes  and revenues, in  passenger and cargo  harbours. Revenues of Icebreaker
Botnica  have  decreased  due  to  the  shortening  of the charter period, while
profitability  of its activities has increased.  The efficiency in operations is
demonstrated by growth in adjusted EBITDA and profit," commented Valdo Kalm, the
Chairman of the Management Board, on the results.

Tallinna  Sadam management will present the financial  results of the Group at a
webinars  on 10 November, including webinar  in Estonian starting at 10.00 (EET)
(link       to      EST      webinar      (https://teams.microsoft.com/l/meetup-
join/19%3ameeting_NjQ4NzQ2OGQtMTU0Mi00ZDA2LTg3ZGUtNDkwYTRhMmFmOGFl%40thread.v2/0
?context=%7b%22Tid%22%3a%223c572f71-c808-4685-aa00-
2ca59a11c7e2%22%2c%22Oid%22%3a%2216aaa10d-0f16-4312-8940-581f83498a0b%22%7d))
and   webinar   in   English  starting  at  11.00 (EET)  (link  to  ENG  webinar
(https://teams.microsoft.com/l/meetup-
join/19%3ameeting_NWYzYjcwZDAtYzNlYS00MTAyLTk5NDEtYTRiNzQwM2YxZTFk%40thread.v2/0
?context=%7b%22Tid%22%3a%223c572f71-c808-4685-aa00-
2ca59a11c7e2%22%2c%22Oid%22%3a%2216aaa10d-0f16-4312-8940-581f83498a0b%22%7d)).

Materials related to the interim report can be found attached to this notice and
on our website: https://www.ts.ee/en/investor/interim-reports/
https://www.ts.ee/en/investor/presentations/.

Key figures (in million EUR):

                              Q3      Q3    +/-      9M      9M     +/-

                            2025    2024      %    2025    2024       %

  Revenue                   31.7    31.2    1.5    89.5    90.8    -1.4

  Adjusted EBITDA           15.5    13.3   16.7    45.3    40.9    10.8

  Adjusted EBITDA margin   48.9%   42.6%    6.3   50.6%   45.0%     5.6

  Operating profit           9.6     7.3   32.4    27.9    23.2    20.3

  Income tax                 0.0     0.0    0.0    -5.4    -3.1    73.3

  Profit for the period      8.6     5.6   54.0    18.9    14.9    27.0

  Investments                8.8     8.4    4.6    20.8    33.5   -37.7


                          30.09.2025   31.12.2024     +/-

  Total assets                 629.7        629.9    0.0%

  Interest bearing debt        182.3        184.8   -1.4%

  Other liabilities             70.1         67.4    0.1%

  Equity                       377.3        377.6   -0.1%

  Number of shares             263.0        263.0    0.0%

Major events in Q3:
? Icebreaker Botnica at additional work in Canada
? New cruise operator and 10 first ship visits
? Tallinn-Helsinki regular line celebrated 60th anniversary
? Ship accident in Muuga harbour
?  AS Tallinna Sadam  and OÜ TS  Laevad filed an  appeal in cassation concerning
criminal case involving former members of the management board
? Tallinn Circuit Court dismissed MPG AgroProduction OÜ appeal

Revenue
Revenue  decreased by EUR  1.3 million (-1.4%) in  the first 9 months of 2025 to
EUR  89.5 million. The decline in revenue was  due to a decrease in charter days
of  the icebreaker Botnica  (other segment). Revenue  increased in the passenger
and  cargo harbour segments  and in the  ferry segment providing service between
mainland Estonia and the larger islands. In the third quarter, revenue increased
by EUR 0.5 million (+1.5%).
By  revenue type, the largest change over  the 9-month period was the decline in
vessel charter fee revenue, which decreased by EUR 3.8 million (-39.4%) due to a
24% drop  in  charter  days.  The  percentage  decrease  in revenue exceeded the
decline  in  charter  days,  as  the  project-based  work  performed  after  the
icebreaking  season was  carried out  at lower  daily rates.  Vessel due revenue
increased  by EUR 1.7 million  (+7.,3%) to EUR  25.6 million. Vessel due revenue
increased, driven by a higher number of vessel calls from passenger, cruise, and
cargo ships, as well as by higher tariff rates. Cargo charge revenue grew by EUR
0.6 million  (+12.8%) to EUR 5.0 million due to increased cargo volumes and, for
2025, higher expected annual revenue from liquid bulk, which, under IFRS 15, had
an  additional positive  impact on  the 9-month  results. Operating lease income
increased  by EUR 0.3 million  (+3.1%) to EUR  11.0 million. Growth was recorded
across  the cargo, ferry, and passenger  harbour segments, mainly due to indexed
rate  adjustments.  Revenue  from  other  services  decreased by EUR 0.3 million
(-14.9%),  as  the  previous  year's  project-based  work  performed  by Botnica
included  higher  additional  income  from  the  provision of catering services.
Passenger  fee revenue increased by EUR  0.3 million (+2.8%) to EUR 9.4 million.
The  growth was supported by an increase in passenger numbers (+1.0%) and higher
rates  applied to regular  line passengers and  cruise passengers using Old City
Harbour.  Revenue from electricity sales decreased by EUR 0.2 million (-6.3%) to
EUR  3.2 million. Electricity revenue decreased in the cargo harbour segment due
to lower electricity sales volumes and prices. In the passenger harbour segment,
however,  electricity revenue  increased as  a result  of higher  sales volumes.
Revenue  from ferry service  provision  increased by  EUR 0.1 million (+0.4%) to
EUR 27.9 million. The number of trips decreased by 0.8% compared to the previous
year.  Revenue growth  was positively  affected by  the indexation of tariffs in
line with Estonia's labour cost and consumer price indices, while the decline in
the fuel price index had a negative impact.

EBITDA
Adjusted  EBITDA increased by EUR 4.4 million  (+10.8%) in the first 9 months to
EUR  45.3 million. Adjusted  EBITDA increased  in the  Cargo harbours, Passenger
harbours,  and Other segments, supported by higher revenue (in the passenger and
cargo  harbours) and lower expenses (in  the Cargo harbours and Other segments).
The  Ferry segment  remained in  decline, as  expenses grew faster than revenue,
particularly  due to  higher depreciation  and personnel  expenses. In the third
quarter,  adjusted EBITDA  increased by  EUR 2.2 million  (+16.7%) year-on-year.
Adjusted  EBITDA increased in the Other,  Cargo harbours, and Passenger harbours
segments but declined in the Ferry segment. The adjusted EBITDA margin rose from
45.0% to  50.6% over the  9-month period  and from  42.6% to 48.9% in  the third
quarter.

Profit
Profit  before tax  increased by  EUR 6.3 million  (+35.0%) to  EUR 24.3 million
compared  to the 9 months  in the previous  year. Net profit  grew more strongly
than  operating profit,  driven by  the reduction  in financial expenses. In the
second  quarter  of  2025, dividends  totalling  EUR 19.2 million were paid out,
accompanied by income tax expenses of EUR 5.4 million, which was EUR 2.3 million
higher  than the  tax expense  related to  the previous year's dividend payment.
Although  the  amount  of  dividends  remained  unchanged, the dividend tax rate
increased  in  2025, and  the  reduced  rate  for  regularly  paid dividends was
eliminated.  Net  profit  for  the  9-month  period increased by EUR 4.0 million
(+27.0%)  year-on-year. The  third quarter  net profit  was EUR 8.6 million (EUR
+3.0 million;  +54.0%) and  profit  before  tax  was  EUR 8.6 million (EUR +3.0
million; +54.0%).

Investments
In  the first 9 months  of 2025, the Group  invested EUR 20.8 million, which was
EUR 12.6 million less than in the previous year. Investments during the first 9
months  of  2025 were  mainly  related  to  the construction of an offshore wind
terminal-  quay  at  Paldiski  South  Harbour,  quay upgrades at cargo harbours,
scheduled  dry-docking of  a ferriesy,  information technology  projects, design
works  at the passenger harbour, procurement  of equipment for ferries, and dry-
docking of the icebreaker Botnica. Investments in the third quarter totalled EUR
8.8 million (the third quarter 2024: EUR 8.4 million).

Interim condensed consolidated statement of financial position:

                                                                31 December
  In thousands of euros                     30 September 2025          2024
----------------------------------------------------------------------------
  ASSETS

  Current assets

  Cash and cash equivalents                            44 360        17 213

  Bank deposits with maturities exceeding
  3 months                                                  0        22 000

  Trade and other receivables                           7 961        12 512

  Contract assets                                         771             0

  Inventories                                             649           695

  Total other current assets                           53 741        52 420

  Non-current assets held for sale                          0         4 190

  Total current assets                                 53 741        56 610
----------------------------------------------------------------------------
  Non-current assets

  Investments in an associate                           2 740         2 664

  Investment properties                                14 069        14 069

  Property, plant and equipment                       556 863       554 280

  Intangible assets                                     2 265         2 238

  Total non-current assets                            575 937       573 251
----------------------------------------------------------------------------
  Total assets                                        629 678       629 861
----------------------------------------------------------------------------
  LIABILITIES

  Current liabilities

  Loans and borrowings                                 25 437        12 185

  Provisions                                            1 360         1 771

  Government grants                                    20 158        22 146

  Taxes payable                                         1 570           906

  Trade and other payables                             15 284         7 780

  Total current liabilities                            63 809        44 788
----------------------------------------------------------------------------
  Non-current liabilities

  Loans and borrowings                                156 850       172 650

  Government grants                                    31 338        31 995

  Other payables                                          681         2 815

  Total non-current liabilities                       188 577       207 460
----------------------------------------------------------------------------
  Total liabilities                                   252 386       252 248
----------------------------------------------------------------------------
  EQUITY

  Share capital                                       263 000       263 000

  Share premium                                        44 478        44 478

  Statutory capital reserve                            23 848        23 304

  Retained earnings                                    45 966        46 831

  Total equity                                        377 292       377 613
----------------------------------------------------------------------------
  Total liabilities and equity                        629 678       629 861
----------------------------------------------------------------------------

Interim condensed consolidated statement of profit or loss:

 In thousands of euros                          Q3 2025 Q3 2024 9M 2025 9M 2024
-------------------------------------------------------------------------------
 Revenue                                         31 673  31 214  89 535  90 797

 Other income                                       308     398   1 988   1 164

 Operating expenses                              -9 856 -11 651 -26 133 -30 951

 Impairment of financial assets                    -167    -214      85    -680

 Personnel expenses                              -6 205  -6 302 -19 164 -18 661

 Depreciation, amortisation and impairment       -6 076  -6 087 -18 216 -18 207

 Other expenses                                     -55     -90    -187    -262

 Operating profit                                 9 622   7 268  27 908  23 200
-------------------------------------------------------------------------------
 Finance income and costs

 Finance income                                     214     203     795     703

 Finance costs                                   -1 340  -2 158  -4 486  -6 400

 Finance costs - net                             -1 126  -1 955  -3 691  -5 697
-------------------------------------------------------------------------------
 Share of profit (loss) of an associate
 accounted for under the equity method               96     265      76     491

 Profit before income tax                         8 592   5 578  24 293  17 994
-------------------------------------------------------------------------------
 Income tax expense                                   0       0  -5 415  -3 125
-------------------------------------------------------------------------------
 Profit for the period                            8 592   5 578  18 878  14 869
-------------------------------------------------------------------------------
 Attributable to:

 Owners of the Parent                             8 592   5 578  18 878  14 869
-------------------------------------------------------------------------------
 Basic earnings and diluted earnings per share
 (in euros)                                        0.03    0.02    0.07    0.06
-------------------------------------------------------------------------------

Interim condensed consolidated statement of cash flows:

 in thousands of euros                                     9M 2025 9M 2024
--------------------------------------------------------------------------
 Cash receipts from sale of goods and services             100 239  99 181

 Cash receipts related to other income                          69      42

 Payments to suppliers                                     -32 208 -37 612

 Payments to and on behalf of employees                    -19 168 -17 787

 Payments for other expenses                                  -260    -224

 Income tax paid on dividends                               -5 415  -3 325

 Cash flows from operating activities                       43 257  40 275
--------------------------------------------------------------------------
 Purchases of property, plant and equipment                -17 678 -33 118

 Purchases of intangible assets                               -347    -479

 Proceeds from sale of property, plant and equipment         4 885      17

 Proceeds from government grants related to assets             479       0

 Interest received                                             771     679

 Net change in deposits with maturities exceeding 3 months  22 000       0

 Cash used in investing activities                          10 110 -32 901
--------------------------------------------------------------------------
 Proceeds from loans received                                    0  20 000

 Repayments of loans received                               -2 183  -9 583

 Dividends paid                                            -19 199 -19 000

 Interest paid                                              -4 837  -6 427

 Other payments related to financing activities                 -1     -18

 Cash used in financing activities                         -26 220 -15 028
--------------------------------------------------------------------------
 NET CASH FLOW                                              27 147  -7 654
--------------------------------------------------------------------------
 Cash and cash equivalents at beginning of the period       17 213  29 733

 Change in cash and cash equivalents                        27 147  -7 654

 Cash and cash equivalents at end of the period             44 360  22 079
--------------------------------------------------------------------------

Tallinna  Sadam is one of the largest cargo- and passenger port complexes in the
Baltic Sea region. In addition to passenger and freight services, Tallinna Sadam
group  also operates in  shipping business via  its subsidiaries -  OÜ TS Laevad
provides  ferry services between the Estonian  mainland and the largest islands,
and  OÜ TS Shipping charters its  multifunctional vessel Botnica for icebreaking
and  offshore services in  Estonia and projects  abroad. Tallinna Sadam group is
also  a  shareholder  of  an  associate  AS  Green  Marine, which provides waste
management services.

Additional information:

Angelika Annus
Head of Investor Relations
Tel +372 5649 6230
[email protected] (mailto:[email protected])