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PARTNER BRANDS
People, Places, Experiences
ANNUAL REPORT AND ACCOUNTS 2025
GOVERNANCE
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Year in review
New flagship art’otel openings
We are pleased to report that we have completed our multi-year £300+ million capital
expenditure programme in the year, delivering newly developed and repositioned hotel
properties across five European capital cities. In 2025, our programme was completed with
thefull launch of art’otel London Hoxton and the opening of art’otel Rome Piazza Sallustio.
See more on pages 16 and 23
art’otel Rome Piazza Sallustio
Following several years of construction, our first property in
Italy launched in March 2025, with YEZI Restaurant & Bar
opening in April. The five-star luxury lifestyle property in the
heart of the Italian capital offers 99 rooms and suites, and has
received excellent guest feedback since opening its doors.
art’otel London Hoxton
Following its 2024 phased soft opening, the iconic 357-room art’otel
London Hoxton was fully completed in 2025. In May, the 24th floor
meetings and event space was launched, providing panoramic views
across London, with the 25th floor destination restaurant and bar
opening in September. All signature suites, located on the 23rd floor,
were completed in the fourth quarter. The 5,000m
2
office space is
currently being marketed to third parties.
ESG strategic progress
We finalised an extensive decarbonisation
plan in support of our SBTi submission,
which was completed in December 2025,
and continued to reduce the amount of
single-use plastics in our properties.
We increased our support to local
communities by setting up new charity
partnerships and providing volunteering
opportunities to our team members.
Post balance sheet events
Sale of New York development site.
See more on page 39
Financial performance and growth
Total revenue
£466.4m
£442.8m: 2024
EBITDA
*
£138.2m
£136.5m: 2024
EPRA earnings
*
£52.9m
£53.2m: 2024
Adjusted EPRA EPS
*
125p
125p: 2024
EPRA NRV per share
*
£27.35
£27.51: 2024
Reported PBT
£1.5m
£30.6m: 2024
Reported basic EPS
32p
67p: 2024
Dividend
39p
38p: 2024
Operational performance
Occupancy
75.1%
74.5%: 2024
Average room rate
*
£164.3
£161.5: 2024
RevPAR
*
£123.4
£120.3: 2024
Employee engagementrate
84%
81%: 2024
1 Includes the interim dividend and the proposed final dividend over the year.
This Annual Report includes various Alternative Performance Measures (APMs), such asEPRA performance
metrics and hospitality operational performance indicators. Fordefinitions, further details and reconciliations
to measures defined under International Financial Reporting Standards (IFRS), please refer to the Appendix:
Alternative Performance Measures on pages 202 and 203 of the report. The metrics presented remain
consistent with those in our previous Annual Report, with no changes to the bases of calculation. All APMs have
been separately flagged throughout the report with the use of an asterisk
*
.
PPHE Hotel Group Annual Report and Accounts 2025
1
Strategic Report Corporate Governance Financial Statements Appendices
At a glance
We are an integrated hospitality real
estate Group, with a £2.2 billion
portfolioof primarily prime freehold
andlong-leasehold assets in Europe.
See more: pages 4 to 9
CEO Review
We delivered a solid performance,
launched our first property in Italy,
completed art’otel London Hoxton and
strengthened our future pipeline.
See more: pages 14 to 19
Our investment case
Our ‘Buy, Build, Operate’ business
model provides exposure and
returns across the entire
hospitality real estate value chain.
See more: page 5
Stakeholder engagement
We fully engaged throughout the year
with all our stakeholder groups,
including guests, team members,
investors, suppliersand affiliates.
See more: pages 55 to 71
ESG report
In 2025, we made important
advancements on our ESG strategy,
improving the sustainability profile of
our properties and their social impact.
See more: pages 58 to 71
Strategy in action
Following a period of investment, we
have unlocked value by launching and
now operating several new properties.
Asaresult, we create asset value
andensure steady revenue flows.
See more: pages 22 to 29
People, Places, Experiences
Contents
Strategic Report
04 At a glance
06 Attractive brands
10 Chairman’s Statement
14 CEO Review
20 Strategy at a glance
22 Strategy in action
30 Key performance indicators
32 Financial Review
42 Business Review
54 Stakeholder engagement
58 Environmental, Social and Governance
72 TCFD report
80 Risk management
92 Viability statement
Corporate Governance
93 Introduction to governance
96 Board of Directors
98 Executive Leadership Team
100 Corporate governance
110 Nomination Committee report
115 Audit Committee report
121 ESG Committee report
123 Remuneration Committee report
136 Directors’ report
Financial Statements
141 Independent auditors’ report
144 Consolidated statement of financial position
145 Consolidated income statement
146 Consolidated statement of comprehensive income
147 Consolidated statement of changes in equity
148 Consolidated statement of cash flows
150 Notes to consolidated financial statements
Appendices
194 Subsidiaries included in the Group
198 Jointly controlled entities
198 Current renovation, repositioning and pipeline projects
199 Glossary
202 Alternative Performance Measures
204 Contacts
art’otel Rome Piazza Sallustio – YEZI Restaurant & Bar Terrace
PPHE Hotel Group Annual Report and Accounts 2025 Strategic Report Corporate Governance Financial Statements Appendices
32
Integrated developer,
owner and operator
• Our business model provides
exposure and returns across
theentire hospitality real
estatevaluechain
• Strong preference for assets
withdevelopment and/or
repositioningpotential
• Diversified real estate
portfoliofocused on Europe
• Driving value growth through
development, repositioning
andoperational excellence
Unique approach to capital structure
• Raising capital (both third party
equity and debt) at asset level, growth
funded through capital recycling
• Multiple sources of capital providing
a hedge against market fluctuations
• Conservative loan-to-value*, low
refinance risk and long-term hedges
in place to mitigate interest risk
All disciplines under one roof
• Scalable platform offering growth
through management ofowned and
third party properties
• Unique strategic relationship with
Radisson Hotel Group, enabling brand
diversification and scale
• Full operational control benefits asset
value growth. Ability to sellassets
unencumbered
Business model Unique capital structure Operating platform control
Why invest in PPHE?
Capital cities
73.7% of property value
Country Rooms
Value
(£m)
Discount
rate
1
London 3,149 1,218 7.8 %– 9. 5%
Amsterdam 849 295 8.0%–10.3%
Other 614 123 8.0%–10.0%
Secondary cities
6.5% of property value
Country Rooms
Value
(£m)
Discount
rate
1
UK 365 35 10.5–10.8%
The Netherlands 224 38 9.0%–9.5%
Germany 395 71 9.0%–9.3%
Resorts and other
19.8% of property value
Country Rooms
Value
(£m)
Discount
rate
1
Croatia rooms 2,603 188 8.0%–10.0%
Croatia campsites 5,661 163 9.0%–11.0%
Austria 144 14 10.5%
Other
2
n/a 76 n/a
A stronger portfolio
in sought-after locations
£1,253m
United Kingdom
12
United Kingdom
6
The
Netherlands
£333m
The Netherlands
£92m
Germany
£370m
Croatia
£109m
Other
4
Austria, Hungary,
Italy, Serbia
6
Germany
22
Croatia
£64m
Under development
2
1 The fair values were determined on the basis of independent external valuations prepared in December 2025.
2 Properties under development include: New York, Westminster Bridge Road (London), Leman Street development site and Guest House Riviera.
Austria
Hungary
Serbia
Italy
Croatia
The Netherlands
Germany
United Kingdom
Hotels and resorts by geographyValue split by geography
1
1 Cap rates used for cash flow after year 10 are typically 2.5%lower.
2 Includes landsites and projects under development at costprice.
PPHE Hotel Group Annual Report and Accounts 2025 Strategic Report Corporate Governance Financial Statements Appendices
4 5
As independent property owners, our approach is to select the brand for each of our
propertieswhichwe believe will generate most value. We work with a number of distinct
andappealingbrands from premium lifestyle to upscale and upper upscale.
Attractive brands
Upper upscale, premium lifestyle
In 2022, we extended our long-standing partnership with Radisson
Hotel Group (‘Radisson’), providing us with access to all of Radisson’s
brands at favourable commercial terms. This new agreement
enabled us to launch the five-star Grand Hotel Brioni Pula, a Radisson
Collection Hotel, in May 2022.
radissoncollection.com
A place to dream and be inspired, art’otel is a hotel like no other.
A contemporary collection of upper upscale, premium lifestyle
hotels, each inspired by a Signature Artist, forming a cultural,
gastronomic and social hub in the most creative areas of the most
interesting cities, attracting international, domestic and local guests.
Each art’otel is an arts and premium lifestyle hotel devoted to
creating and presenting original work.
Be bold. Be creative. Be original. artotel.com
This award-winning premium boutique hotel is located on iconic
Chiltern Street in London’s West End and is surrounded by fashion
boutiques, cafés and restaurants. The hotel has been inspired by
Baker Street’s most famous resident, Sherlock Holmes, and is a witty
blend of heritage and playfulness, filled with a stylish mix of antiques,
curiosities and artefacts that are bound to intrigue even the busiest
of guests.
For curious minds holmeshotel.com
Upscale, select service
Midscale & upscale
The Radisson RED brand is an upscale/upper upscale brand with a
playful twist on the conventional and we are proud to now offer this in
the heart of Belgrade – Radisson RED Belgrade – and inBerlin – Radisson
RED Berlin Kudamm – following their respective openings in February
and June 2024. In June 2025, we were pleased to announce our first
Radisson RED project for central London, set to open in 2029.
radisson.com | radissonred.com
Arena Hotels & Apartments is a collection of hotels and self-catering
apartment complexes offering relaxed and comfortable
accommodation within beachfront locations across the historic
settings of Pula and Medulin in Istria, Croatia, and at a mountain resort
in Nassfeld, Austria. Featuring contemporary and warm design/
interiors accompanied by welcoming and friendly service, it offers a
holiday full of opportunities for exploration and relaxation.
arenahotels.com
TUI BLUE is the global flagship hotel brand of the TUI Group, one of the
world’s leading tourism businesses. The first TUI BLUE hotel opened in May
2016 and now the TUI BLUE portfolio includes nearly 100 hotels in 19
countries across the globe. At PPHE, we have a long-standing relationship
with TUI Group and utilise its TUI BLUE brand for our four-star TUI BLUE
Medulin property in Croatia.
tui-blue.com
Arena Campsites and glamping sites are located on exclusive
beachfront sites across the southern coast of Istria, Croatia. Situated
within close proximity to the historic towns of Pula and Medulin, each
campsite provides a distinctive offering and relaxed environment
from which guests can experience Istria’s areas of natural beauty and
enjoy outdoor activities all year round.
arenacampsites.com | arenaglamping.com
Luxury & upper upscale (partner brand)
Upper upscale
An upper upscale, contemporary hotel brand featuring
individually designed hotels in vibrant city centre locations
andselect resort destinations. Renowned for creating
memorable moments, Park Plaza caters to both leisure and
business travellers with stylish guest rooms and versatile
meeting facilitieswhich are perfectly complemented by award-
winning restaurants and bars.
Feel the authentic parkplaza.com
PARTNER BRANDS
THE ORIGINAL
PPHE Hotel Group Annual Report and Accounts 2025
6 7
Strategic Report Corporate Governance Financial Statements Appendices
Attractive brands – continued
TOZI is a Venetian-Italian restaurant
and bar concept spanning London
Victoria and Amsterdam. The
brand has evolved in London
Battersea with a focus on pizza as
well as the signature Cicchetti
sharing plates. Drinks include
Italian wines and barrel-
agednegronis served viaatrolley.
tozirestaurantsandbars.com
Restaurants & bars
art’otel London Hoxton
A selection of our other
restaurant & bar brands
JOIA is a restaurant, bar and rooftop
restaurant created by two Michelin
starred Portuguese chef Henrique Sá
Pessoa, located on the 14th, 15th and
16th floors of art’otel London Battersea
Power Station. JOIA means ‘jewel’
inPortuguese. The menu comprises
Petiscos (small tapas), with large dishes
to share, such as the signature
Arroz de Marisco.
joiabattersea.com
YEZI Restaurant & Bar is a brand new
concept launched at theend of 2023.
This relaxed fine dining restaurant and
bar experience in the heart of Zagreb
hotel, Croatia is a unique approach to
Asian cuisine. The second is set to
launch this spring in Rome, located in the
art’otel Rome Piazza Sallustio. Inspired
by the traditional Asian teahouse style of
eating, drinking and socialising, YEZI
Restaurant & Bar focuses on theart of
dim sum, mixology, tea and
Europeanpatisserie.
yezirestaurant.com
The Brush is an all-day Grand Café, with an
outdoor terrace, located on the ground
floor of art’otel London Hoxton. The
seasonally led bistro-style menu pays
homage to the Grand Café genre,
featuring an array of dishes from playful
takes on French brasserie signatures
with some wider European influences. This
hub is the spot for any moment in the day
– breakfast, lunch, dinner or simply a
coffee or cocktail in between. The Brush is
named after D*Face’s graffiti-style murals
within the space and an iconic paint brush
bronze sculpture just outside the
restaurant entrance.
thebrushhoxton.co.uk
Opened in September 2025 and located
at art’otel London Hoxton, Solaya is
Kenny Atkinson’s first London debut: 25
floors high with unparalleled views of
London and beyond is a modern French
Mediterranean restaurant and bar in
the heart of Shoreditch. Michelin
starred chef Kenny Atkinson is the
concept chef for Solaya and the food is
inspired by the flavours of the Côte
d’Azur, focusing on Southern French
and Mediterranean cuisine, fusing
sunshine cuisine with
contemporarydining.
solayalondon.com
PPHE Hotel Group Annual Report and Accounts 2025 Strategic Report Corporate Governance Financial Statements Appendices
98
People,
Places,
Experiences
art’otel London Hoxton – Solaya London
art’otel London Hoxton
Arena Stupice – Croatia
10
Chairman’s Statement
Ken Bradley
Chairman
Welcome
I am pleased to report that the Group
continued to make strategic progress during
2025, a year which saw the completion of our
largest-ever investment programme, with the
opening of our first hotel in Italy and the full
opening of our flagship art’otel London
Hoxton, the strengthening ofour
development pipeline and our unwavering
commitment to delivering memorable
experiences for our guests.
A key focus for the year has been on
optimising our newly and recently opened
hotels as they become established in their
markets to unlock value, whilst also actively
managing costs and driving efficiencies
across our operations.
The strategic progress and revenue growth
delivered during the year reflect the
attractiveness and strength of our portfolio,
which utilises attractive brands across
appealing destinations serving diversified
market segments underpinned by our unique
‘Buy, Build, Operate’ business model, which in
turn provides exposure and returns across
the entire hospitality real estate value chain.
Environmental, Social and
Governancestrategy
The Board is focused on sustainability and
good corporate governance, and we
recognise the importance of engagement
with all our stakeholders to understand their
priorities. The Board and the Executive
Leadership Team regularly meet with
shareholders, and we actively engage with
our team members through engagement
surveys and town hallmeetings.
We have continued to advance our
Environmental, Social, and Governance
(ESG)strategy, further enhancing the
sustainability profile of our operations and
social impact. We strive to minimise our
impact on the environment across our
markets, with a focus on having a positive
impact on all our stakeholders, including team
members, guests, partners and those in our
local communities.
A double materiality assessment was
conducted in Q2 2025 to identify a list of
material impacts, risks and opportunities
(IROs) for our business, and to understand
the most important issues for our
stakeholders, as well as how societal and
environmental factors affect the Group.
“The strategic progress and revenue growth
delivered during the year reflect the
attractiveness and strength of our portfolio”
PPHE Hotel Group Annual Report and Accounts 2025
11
Strategic Report Corporate Governance Financial Statements Appendices
Chairman’s Statement – continued
Thiswas marked by a series of four
workshops with senior PPHE leaders,
including all relevant teams such as ESG,
Legal, Finance, Procurement, Engineering, HR
and Operations. The material IROs identified
included climate change adaptation, water
consumption, investment in energy efficiency
measures, gender equality and ethical issues
in the supply chain. This double materiality
assessment succeeded the one completed in
2022. While PPHE is not yet in scope of the
Corporate Sustainability Reporting Directive
(CSRD), this assessment was conducted
based on the same criteria set out by the
regulation, so PPHE is aligned with future
compliance requirements.
Further details can be found in the CEO Review:
page 19.
The Board
As announced in January 2025, I succeeded
Eli Papouchado as Non-Executive Chairman
and Roni Hirsch was appointed a Non-
Executive Director. Roni is the CEO of the Red
Sea Group, a role he has held since 1993. The
Red Sea Group is controlled by Eli
Papouchado, who, together with his family
trusts, owns 32.93% of the voting rights in
PPHE Hotel Group.
As a Board, we work closely with our highly
skilled Executive Leadership Team to drive
forward our growth strategy and longer-
term development pipeline. Against a
challenging backdrop of macro-economic
pressures and geo-political uncertainty, I
would like to take this opportunity to thank
the Board and Executive Leadership
Team,aswell as our team members, for
theircontribution and commitment
throughout 2025.
Offer Period
In November 2025, the Board announced that
it was undertaking a Strategic Review to
consider a range of potential options to
maximise value for all shareholders. As part
of the Strategic Review, the Board will
consider options, including but not limited to,
a range of potential actions to improve
shareholder value, introducing growth
capital into the Group or its portfolio, or a
potential sale of all or part of the issued share
capital of the Group.
Well-positioned for future growth
Following the completion of our largest ever
investment cycle, which leveraged our unique
‘Buy, Build, Operate’ business model
expertise, the Group has a well-invested
portfolio of 50 operational properties in
prime locations, which operates under seven
brands, across eight countries in Europe.
This, combined with our expert teams, makes
our properties attractive and allows us to
deliver memorable experiences for our
guests.
Whilst we will remain focused on building
profile and establishing the market positions
of recently launched properties in the year
ahead , the Group also has a longer-term
development and asset enhancement pipeline
to support future growth.
ea ore on or eveoent eneonage 
Ken Bradley
Chairman
50
properties in operation
8
keycountries in Europe
Dividends
We are committed to delivering value to our
shareholders, which is reflected in our
progressive dividend policy.
The Board has declared a proposed final
dividend of 22 pence per ordinary share.
Together with the interim dividend of 17
pence per ordinary share, the total dividend
for the 2025 financial year is 39 pence per
ordinary share, an increase of 2.6%
compared with 2024.
Further details on the dividend are set out in the
Financial Review on page 41.
Whilst we will remain focused on building profile and
establishing the market positions of recently launched
properties in the year ahead , the Group also has a
longer-term development and asset enhancement
pipeline to support future growth.
Further details can be found in the CEO report on page 19.
Pipeline projects and asset optimisation
sort tre grot
Radisson RED Belgrade
art’otel Zagreb
PPHE Hotel Group Annual Report and Accounts 2025
12 13
Strategic Report Corporate Governance Financial Statements AppendicesPPHE Hotel Group Annual Report and Accounts 2025
Boris Ivesha
President & Chief Executive Officer
Greg Hegarty
Co-Chief Executive Officer
“Throughout our largest ever investment
programme, we have been focused on enhancing
our hospitality offer and maximising returns for
our shareholders over the longer term.”
Boris Ivesha
President & Chief Executive Officer
Boris Ivesha & Greg Hegarty
2025 in review
2025 marked the completion of the Group’s
multi-year development programme, which
saw us invest more than £300 million in
upgrading and repositioning our existing
hospitality real estate portfolio and expanding
our footprint in existing and new markets,
with the launch of new hotels in London,
Zagreb and Rome. Throughout this
investment programme, we have been
focused on enhancing our hospitality offer
and maximising returns for our shareholders
over the longer term.
We are pleased to have delivered a robust
performance with reported revenue growth
of 5.3% and RevPAR* growth of 2.6%, achieved
in a year characterised by cost inflation and a
volatile macro-economic and geo-political
environment. While cost inflation and
stabilised room rates put pressure on
margins, we have been focused on driving
efficiencies across our markets to help
mitigate operational cost pressures, such
asgovernment-led wage and social security
cost increases. In line with our expectations,
reported EBITDA* was up by 1.3% at
£138.2 million. Our newly opened hotels
hadapositive impact on EBITDA*, as they are
stabilising, with EBITDA* negatively impacted
by the cost pressures outlined earlier.
Onalike-for-like basis*, revenue was up
3.7%,RevPAR* was up 2.4% and EBITDA*
was2.1% higher.
Across most of our properties, we saw
increased occupancy achieved alongside a
stabilisation of room rates, which was
proactively managed given the trading
environment. The UK delivered a solid
performance against strong prior-year
comparatives, with increased occupancy
and a slight increase in average room rates*.
In the Netherlands and Germany, trading was
more subdued, with in the Netherlands a
strong comparative period, and in both
regions due to pressure on occupancy and
average room rates*. Our operations in
Croatia, which are primarily leisure based,
performed well during the peak trading
months, delivering growth in average room
rates*, which more than offset a slight
reduction in occupancy.
Our newly opened hotels performed well,
with demand growing month-on-month.
Allnew hotels have received excellent
guestfeedback.
With a focus on longer-term growth, we
continue to look for opportunities to expand
into existing and new markets, capitalising on
the strength of our unique ‘Buy, Build,
CEO Review
art’otel Rome Piazza Sallustio
PPHE Hotel Group Annual Report and Accounts 2025
14 15
Strategic Report Corporate Governance Financial Statements Appendices
CEO Review – continued
We continue to invest in a range of innovative
learning and development programmes to
support growth and development
throughout colleagues’ careers, including
programmes to build a pipeline of future
leaders, such as our 2023 Graduate
Managers Cohort, who completed their
programme in March 2025, our NextGen
programme for team leaders, and a new
format for people development workshops to
enhance knowledge sharing and
collaboration. In the UK, our degree
apprenticeship programme continues
with eight team members currently taking
part, three of whom will graduate by the end
of 2026.
During the year, we actively expanded our
internal and external initiatives to positively
impact the communities in which we operate,
for example, by helping young people and
those facing barriers to employment embark
on a career in hospitality. In the UK, we
partnered with the charity, Only A Pavement
Away, which works with people facing
homelessness, and prison leavers and
veterans who are struggling to get into work,
overcome hurdles by finding jobs within the
hospitality industry. In the Netherlands, our
partnership with JINC helps more than
80,000 young people each year enter the job
market through education and career
guidance projects. Across the Netherlands
and Italy, we launched a quarterly career
development campaign to showcase career
development opportunities both at PPHE and
externally. In Rome, we collaborated with the
local government to recruit approximately
19% of the overall team members for art’otel
Rome Plazza Sallustio, helping the long-term
unemployed re-enter the workforce.
Read more on page 23.
Industry recognition
We are delighted that our properties, brands
and concepts continue to be recognised
through industry awards and accreditations.
Notably, in London, art’otel London Battersea
Power Station was awarded ‘Hotel of the Year’
at The Cateys 2025 and ‘Best Luxury Rooftop
View Hotel’ at the Luxury Lifestyle Awards
2025. Our TOZI restaurant in Victoria,
London, received an ‘Authentic Italian
Restaurant’ award from the Italian Chamber
of Commerce and ‘Best International Cuisine’
at the British Restaurant Awards 2025. In
Croatia, Arena Grand Kazela Campsite, Arena
One 99 Glamping and Arena Stoja Campsite
have all been awarded ‘Croatia’s Best
Campsite’ by the Croatian Camping Union.
art’otel Rome Piazza Sallustio was ranked
among the ‘Top 50 Best Hotels in Italy’ by
Travel + Leisure.
Technology transformation
We are continuing to adopt technologies that
simplify back-office functions, support our
operations, and drive guest experience and
topline growth. Notably, we are well advanced
in transitioning to a new cloud-based core
infrastructure for our properties, with our
migration to a new Oracle’s cloud-based
Property Management System. Our hotels in
the Netherlands, Italy and most of the hotels
in the UK have been migrated to this new
platform in recent months, which is
envisioned to bring efficiency benefits, unlock
third party software integrations, and
leverage data to improve the guest
experience and drive efficiencies and growth.
During the year, we actively expanded our
internal and external initiatives to positively
impact the communities in which we operate,
for example, by helping young people and those
facing barriers to employment embark
on a career in hospitality.
Further details can be found in the stakeholder engagement section
on pages 64 to 67.
Expanded our community initiatives
Operate’ model. In September, we acquired,
through our European Hospitality Fund, a
development site near the City of London with
plans to open our first select service hotel in
London. We also acquired the freehold of our
leasehold property, Park Royal in London, and
the adjacent development site.
Our recent hotel openings and development
plans solidify the successful evolution of PPHE
as a pan-European, multi-brand hospitality
real estate group, with broad customer
appeal (and offerings in different market
segments, located in attractive destinations)
and the opportunity for attractive long-term
growth.
We increased the Group’s holding in Arena
Hospitality Group d.d. (‘AHG’) to 66.1% of
theshare capital, acquiring shares from
minority shareholders, reflecting a yield
ofapproximately 10% on 2024 AHG EBITDA*.
Full details of the Group’s financial performance
are set out in the Financial Review and Business
Review on pages 32 to 53.
Completion of £300+ million
development pipeline
We opened our first hotel in Italy, the
much-anticipated art’otel Rome Piazza
Sallustio, in March 2025, following a major
repositioning project. This five-star property
is located in the centre of Rome, and features
a YEZI Restaurant & Bar, which is inspired by
the traditional Asian teahouse style of
informal eating, drinking and socialising.
Thehotel and restaurant have been well
received by guests and are steadily building
momentum as they continue to establish
theirmarket position.
Our art’otel London Hoxton development is
now complete, following the soft opening in
April 2024. In September, our 25th floor
restaurant and bar, Solaya, opened in
collaboration with Michelin chef Kenny
Atkinson. The 24th floor meetings and events
space launched in May, followed by the
signature suites on the 23rd floor in Q4. The
5,000m
2
office space is currently being
marketed to prospective tenants through
expert agents. Since opening, we have been
focused on maximising the long-term financial
potential of this property, rather than
focusing on short-term performance.
In addition, in Croatia, we upgraded the Arena
Stupice Campsite and the Arena Indije
Campsite to four-star properties, with both
campsites reopening in time for the summer
season.
The completion of the investment projects
above, alongside other recently opened
properties, including the development of
art’otel Zagreb and the repositioning
programmes of the Radisson RED Berlin
Kudamm, Radisson RED Belgrade and Grand
Hotel Brioni Pula – a Radisson Collection Hotel,
marked the completion of the final phase of
our multi-year investment programme.
As we extend our footprint, we will continue to
implement our market segment and
geographic differentiation strategy, which
allows us to flex our offer and brand
properties appropriately by location and
target markets. This brand diversification
approach includes our core upper upscale
Park Plaza branded properties, our upper
upscale and premium lifestyle art’otel
branded properties, and more recently our
Radisson Collection branded hotel and select
service lifestyle Radisson RED properties in
Berlin and Belgrade, and our first Radisson
RED development project in London. In
addition, in Croatia, our properties utilise the
midscale to upscale Arena Hotels & Resorts
and Arena Campsites brands (campsites,
premium lodges and glamping).
Investing in people
People and culture are at the heart of our
business. Our approach is focused on
colleague wellbeing, engagement, learning
and development, and retention, all of which
support the execution of the Group’s growth
strategy and help our team members create
memorable experiences for our guests.
We actively engage with our teams and,
during 2025, we conducted two team
member engagement surveys at PPHE and
one at AHG. We are pleased to report that
average engagement scores increased
to 86.5% (2024: 84.5%) and 77% (2024: 75%)
respectively, with engagement scores in the
UK and the Netherlands outperforming the
sector by 5%. Wellbeing scores improved
by 4.5% compared with 2024, supported by
initiatives such as our Employee Assistance
Programme in the UK.
“We are pleased to have delivered a robust performance
with reported revenue growth, achieved in a year characterised
by cost inflation and a volatile macro-economic and
geo-political environment.”
Greg Hegarty
Co-Chief Executive Officer
PPHE Hotel Group Annual Report and Accounts 2025
16 17
Strategic Report Corporate Governance Financial Statements Appendices
CEO Review – continued
Longer-term development pipeline
We are always identifying and assessing new
opportunities where we can leverage our
unique business model and drive value for
our stakeholders through the hospitality real
estate value chain. This includes reviewing
opportunities to enhance existing assets in
existing markets, as well as exploring
opportunities to expand our portfolio in
existing and new markets.
Our longer-term development pipeline in
London currently comprises four development
sites, of which three sites have planning.
In September 2025, through a subsidiary of
our European Hospitality Real Estate Fund, we
acquired a prime mixed-use development site
near the City of London for £17.5 million. The
project, which is expected to be completed in
2029, will feature a select service Radisson
RED lifestyle hotel. The hotel will have a
minimum of 182 rooms, a restaurant, bar and
gym, as well as approximately 4,000m
2
of
office space. The total investment in the
project is expected to be approximately
£90 million, including the site acquisition price,
with an expected running unlevered annual
yield of high single digits at stabilisation. The
development will focus on sustainability,
targeting a BREEAM ‘Excellent’ environmental
accreditation.
In the South Bank area of London, close to
our Park Plaza London Waterloo and Park
Plaza London Westminster Bridge properties,
we have planning permission for a hotel-led,
mixed-use development at 79–87
Westminster Bridge Road, purchased for
£12.9 million in 2019. The hotel will be a
midscale, design-led concept comprising up
to 186 rooms over 15 floors, and it will include
two floors of office and light industrial space
(approximately 800m
2
), activated by a
flexible-use ground floor public space
featuring an all-day dining bar and café. The
building’s design will focus heavily on
sustainability, transforming a former
brownfield site, and will also target a BREEAM
‘Excellent’ environmental accreditation.
In central London, at our Park Plaza London
Victoria property, we are advancing our
design scheme to create an additional 79
subterranean rooms. By amending our
originally consented scheme of 179
subterranean rooms, we are fully optimising
value through retaining the meetings and
events spaces, which have seen good
demand since the pandemic.
In west London, for the landsite adjacent to
our Park Plaza London Park Royal property,
our original design scheme for the
development of a 465-room hotel (for which
planning was granted) has been amended to
develop a 616-room co-living aparthotel. This
new scheme has been granted planning
consent and we are currently exploring
further value generating options for this
development project.
In New York, where we own a landsite near
Hudson Yards, we demolished the existing
structures in 2024 and acquired the air rights
in 2025, creating further value for the
development site. The site has been sold post
balance sheet to a Real Estate developer for
$33.5 million.
Focus on sustainability
We made further progress against our
sustainability commitments. As planned, we
submitted the Group’s emission reduction
targets to the Science Based Targets initiative
(SBTi). This includes both 2035 near-term
targets and 2050 long-term and net zero
targets, covering Scopes 1, 2 and 3. The
submission was backed by an extensive
decarbonisation plan developed in
collaboration with the Engineering and
Procurement teams, with support from
external specialists, which provides a clear
roadmap to achieve the targets. Another
area of progress in 2025 is waste
management, with an increase in recycling
rates across many of our hotels. This was
achieved by introducing food waste bins in
more properties and running training
sessions on waste segregation with our team
members. We also made further progress
towards BREEAM In-Use building
certifications, with three of our properties
expected to be certified in early 2026 and
more to follow later in the year.
We have expanded our engagement with local
communities through more structured
partnerships with charities, such as The
Children’s Society in the UK and JINC in the
Netherlands, and we have seen an increased
uptake of the volunteering day by team
members. We have also stepped up
communication of sustainability efforts, both
internally and externally, through more
regular use of social media and our internal
communications platform Youniverse.
Looking ahead
Notwithstanding wider macro-economic
volatility and fiscal headwinds, the Board
expects to build on the Group’s 2025
performance and further grow revenue and
EBITDA in 2026, driven by the growing
contribution from recent investments and
our newly opened hotels.
As at the end of February 2026, forward
booking momentum across all regions is
encouraging following a strong start to the
year, and the Board remains confident in
delivering results for the financial year
ending 31 December 2026 in line with
marketexpectations*.
We extend our heartfelt gratitude to all our
team members for their dedication and
exceptional service, which has resulted in
high levels of guest satisfaction.
Furthermore, we want to thank our
shareholders for their support.
Boris Ivesha
President & Chief Executive Officer
Greg Hegarty
Co-Chief Executive Officer
As part of this transformation, we have
developed a new suite of Digital Experience
solutions, some of which we have started to
roll out already. This includes the
development of a new self-service kiosk
option for the UK and the Netherlands, which
provides guests with a choice of how they
wish to check in and out, by either using their
mobile phone or these new kiosks, or going to
the reception desk. By offering our guests a
choice, we can better meet expectations and
deliver a faster and more personalised
service. New functionalities in our online
check in experience will include Google Wallet
and Apple Wallet mobile keys for guests to
use. Our newly developed guest experience
platform includes an improved room service
ordering system, which is anticipated to
improve conversion, and real-time guest
messaging options, for which the back-end
lends itself for integrations with our
operations ticketing system and will unlock
further opportunities to leverage Artificial
Intelligence (AI) and Robotic Process
Automation (RPA).
Across the operation, in back of house, in
support functions and in our customer
service centre, we have identified significant
opportunities to leverage AI and RPA to drive
efficiency, simplify processes and positively
impact the guest experience. A dedicated
team drives this transformation of our
operation, working closely with the business
units to ensure optimum results are delivered.
Successes in the year include the introduction
of AI and RPA in the customer service centre,
where over 50% of emails are now managed
through AI and with the vast majority of guest
surveys and guest feedback responded to by
AI. This has enabled our team to provide
greater focus on more complex matters
andvalue generating initiatives.
In 2026, we will be implementing Dayforce,
which is an AI-powered platform, bringing
together our HR, payroll, compensation and
benefits, workforce management and talent
management functions into a single
application to streamline people operations.
By introducing this new platform, we
anticipate benefiting from tasks automation,
and data, analytics, and self-service tools for
our team members.
While technology is an important enabler to
enhance guests’ overall experience and
improve efficiencies, we remain highly
focused on ensuring our guests are warmly
welcomed to our hotels, and technology helps
our teams continue to deliver high levels
ofservice.
Guest experience
Our expert teams are dedicated to delivering
unparalleled hospitality experiences,
seamlessly blending exceptional service with
premium products and thoughtfully designed
offerings. Our unwavering commitment to
excellence ensures that every guest enjoys
unforgettable moments tailored to their
needs and expectations, fostering lasting
impressions and inspiring loyalty. In 2025,
ourteams achieved a robust and consistent
guest experience across our portfolio.
Despite ongoing cost pressures and
increasing guest expectations, overall guest
satisfaction rose from 87.8% to 88.1% (on a
scale of 1–100%). This improvement can be
attributed to the excellent feedback received
by our newly opened properties and the
rigorous service focus maintained by our
established locations. Service quality and
cleanliness remain the most significant
drivers of positive guest sentiment.
Additionally, we have increased the number
of guest responses and implemented a more
consistent approach to service recovery,
supported by refreshed brand standards
and comprehensive training programmes.
While technology is an important enabler to enhance guests’ overall
experience and improve efficiencies, we remain highly focused on ensuring
our guests are warmly welcomed to our hotels and technology helps our
teams continue to deliver high levels of service.
Further details can be found on pages 28 and 29.
Technology to enhance guests’ overall experience
* At 26 February 2026, the Company compiled analyst
consensus forecast range for the financial year ending
31 December 2026 showed a revenue range of £473 million
to £489 million and an EBITDA range of £147 million to
£148 million.
PPHE Hotel Group Annual Report and Accounts 2025
18 19
Strategic Report Corporate Governance Financial Statements Appendices
C
O
R
E
,
U
P
P
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R
U
P
S
C
A
L
E
,
C
I
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Y
C
E
N
T
R
E
H
O
T
E
L
S
.
1.
Strategic
priority
L
E
I
S
U
R
E
A
N
D
O
U
T
D
O
O
R
H
O
S
P
I
T
A
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Y
.
2.
Strategic
priority
H
O
S
P
I
T
A
L
I
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Y
M
A
N
A
G
E
M
E
N
T
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L
A
T
F
O
R
M
.
3.
Strategic
priority
REAL ESTATE
Strategy at a glance
Strategic blocks 2025 performance 2026 priorities Principal risks and opportunities
Property:
• Full launch of art’otel London Hoxton, following the soft opening in 2024, with the 23rd floor skyline suites,
24th floor meetings and events space and 25th floor restaurant and bar now all operational. The 5,000m
2
of office space is currently being marketed to prospective tenants
• Launched five-star art’otel Rome Piazza Sallustio and YEZI Restaurant & Bar
• Extended long-term development pipeline with acquisition of mixed-use development site near the
CityofLondon, earmarked for a Radisson RED upscale, select service hotel
• Acquired freehold of existing leasehold of hotel and adjacent development site at Park Royal in London
• Significant property refinancing activities completed in the year
• Detailed decarbonisation plan for each property in the Group developed to support the submission of
the SBTi targets.
• Work is underway to obtain the BREEAM In-Use certification for Park Plaza London Westminster Bridge,
Park Plaza London Riverbank and art’otel Rome Piazza Sallustio, with the certifications expected in
early2026.
Operations:
• Build the opening team leading up to the opening of art’otel Rome Piazza Sallustio
andYEZIRestaurant&Bar
• Continued focus on learning and development, improved productivity and team member engagement
• Drove the commercial launch strategies for new properties and for existing portfolio
• Continued to drive efficiencies through technology implementations and efficiency programmes
Property:
• Secure tenants for the 5,000m
2
of office space at art’otel LondonHoxton
• Drive detailed design stage, define operating models and select brands for
development sites in London (Westminster Bridge Road, Leman Street and
ParkRoyal)
• Activate and drive a range of asset optimisation projects within the existing
portfolio
• Explore new growth opportunities
• Post balance sheet, the Group sold its development site in New York
Operations:
• Review operating structures in light of portfolio growth and wider
macro-economic environment
• Continue to drive performance of newly opened hotels during 2024/2025
• Implement the actions in the decarbonisation plan, such as continuing
toreplace gas equipment with more energy efficient electric equipment.
• Continue to focus on learning and development, improved productivity
andteam member engagement
• Drive the commercial performance of all properties in their respective
markets and support the maturity of newly launched properties
• Continue to drive operational efficiencies through technology
implementations and efficiency programmes
• Create and implement a new Food & Beverage Operating Model to further
enhance performance in terms of procurement benefits and a consistent
guest experience
Effective delivery of our strategic priorities depends on strong
management of the Group’s principal risks and the ability to capitalise on
emerging opportunities.
Property:
Progress depends on navigating economic and market conditions,
maintaining funding resilience, and managing development-related
uncertainties, alongside continued attention to ESG expectations.
Principal Risks:
1 2 4 9 11
Operations:
Our ability to optimise the portfolio, enhance performance, and evolve our
operating model is further shaped by operational, technology, cyber, and
people-related risks. At the same time, opportunities in sustainability, guest
experience, and AI-enabled efficiency support the successful execution of our
plans and strengthen our long-term resilience.
Principal Risks: Opportunities:
1 2 3 5 6 7 8 9 10
12 13 14
Property:
• Completed repositioning programmes of Arena Stupice and Arena Indije Campsites, with
newpremiumlodges, upgraded facilities and increased star rating from two to four stars
Operations:
• Continued to focus on building the teams and improving the overall guest experience
• Continued to drive the performance of all properties
• Continued to drive efficiencies through technology implementations
Property:
• Drive the performance of the recently repositioned hotels and campsites
Operations:
• Continue to focus on improving the overall guest experience
• Continue to drive the performance of all properties
• Continue to drive efficiencies through technology implementations
Operations:
The delivery of these priorities relies on effective management of several of the
Group’s principal risks, particularly those relating to market conditions and
operational resilience. Enhancing guest experience and property performance
is supported by strong oversight of operational, technology, cyber and
data-privacy risks, as well as the continued availability of skilled team members.
Principal Risks: Opportunities:
1 2 3 5 6 7 8 9 10
12 13 14
Operations:
• Embedded art’otel brand in new markets such as London Hoxton and Rome
• Drove brand Standards and quality across all properties through regular brand standards reviews,
external brand audits and mystery shoppers, and utilising guest feedback
• Continued to drive efficiencies for the managed properties through centralisation and introduction of
new technologies
• Continued to implement new ESG initiatives
• Continued to drive ESG progress through Responsible Business Ambassadors at every property
• Continued to drive recruitment programmes to create jobs and opportunities for local communities
• Migrated all hotels in the Netherlands, Italy and most of the hotels in the UK to a new Oracle’s cloud-based
Property Management System, unlocking significant data and connectivity options
• Prepared for 2026 launch of new Digital Experience Guest suite of products, which will deliver options for
guests on how to check in or out (via mobiles, kiosks), and order food and drink online, as well as
e-concierge options, real-time messaging and more. Operator benefits include a significant reduction of
administrative and back-office tasks, and enriched data
• Continued to drive the extended partnership with Radisson Hotel Group, with increased collaboration on
our art’otel brand and utilisation of Radisson Collection (in Croatia) and Radisson RED (in Belgrade and
Berlin), and on a London project following a mixed-use site acquisition
Operations:
• Continue to develop art’otel brand following the four openings between
2022 and 2025, and in partnership with Radisson Hotel Group
• Continue to drive multi-brand and diversification strategy
• Focus on driving the maturing of newly opened properties
• Continue to drive efficiencies for the managed properties through
centralisation and introduction and adoption of new technologies
• Continue to drive the ESG strategy
• Continue to drive learning and development programmes, further
aidedbythe introduction of a new people management system
• Implement organisational changes following a period of significant
growthand in line with market dynamics
• Finalise migration of all properties in the UK to new Property
ManagementSystem
• Launch new Digital Experience Guest technologies
Operations:
Continued brand development, alongside planned technology and
organisational change, depends on a resilient operating model supported by
skilled and engaged teams. The successful rollout of new technology initiatives
requires robust cyber security, data-privacy protections and resilient systems.
Effective management of these risks enables the Group to enhance guest
experience, improve operational efficiency and strengthen its brands across
the portfolio.
Principal Risks: Opportunities:
1 2 3 5 6 7 8 9 10
12 13 14
Our strategic
framework is
built across a
series of distinct
objectives,
supported by
PPHE’s pillars
and enablers,
which allow us
to achieve our
vision of
delivering a best-
in-class
performance
through building
further scale and
etn or rea
estate portfolio
and growing the
platform with
our integrated
‘Buy, Build,
erate
model.
Our vision
1
12
62
13
7
3
14
8
9 10
11
4 5
Adverse
economic climate
Embedding sustainability intoour brand
experience, attracting values-driven travellers
and enhancing long-term customer loyalty
Technology disruption – prolonged
failure of core technology
Market dynamics – Consumer
spending slowdown
Enhancing guest experience - meeting growing demand
forpersonalisation and experience-led travel that deepen
guest engagement and strengthen brand loyalty
Operational
disruption
Cyber threat – unrestricted
cyber security incidents
Harness AI driven technology to enhance efficiency, personalise guest experiences,
and redeploy team members toward higher-value, guest-facing activities,
strengthening service quality while optimising operational performance
Difficulty in attracting, engaging, and
retaining a suitably skilled workforce
Negative stakeholder perception ofthe
Group regarding ESG matters
Serious threat to guest, team member or
third party health, safety and security
Development project delays
orunforeseen cost increases
Funding and
liquidity risk
Data privacy –
risk of data breach
Key: Principal risks
Opportunities for 2026
PPHE Hotel Group Annual Report and Accounts 2025
20 21
Strategic Report Corporate Governance Financial Statements Appendices
Strategy in action
Bringing the creativity,
community and culture of Rome
art’otel Rome Piazza Sallustio
art’otel Rome Piazza Sallustio
C
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1.
Strategic
priority
Rome remains one of Italy’s prime hotel investment markets, fuelled by strong tourism
demand from Europe, the Middle East and the US. Following a transformative refurbishment
project, we proudly launched the five-star art’otel Rome Piazza Sallustio in March 2025,
featuring our second YEZI Restaurant & Bar. The boutique lifestyle hotel has been met with
exceptional guest feedback, gold-tier media coverage and strong digital engagement.
Situated in a charming local
neighbourhood, walking distance from
landmarks including Villa Borghese and
the Spanish Steps, the hotel offers 99
guest rooms, including 11 suites with
private terraces, a Pan-Asian
restaurant and bar, art gallery, creative
meeting spaces, and a technogym and
sauna. Under the artistic vision of
world-renowned Roman artist Pietro
Ruffo, Italy’s Artist of the Year 2024/25,
the property stands as the largest
permanent collection of his work to
exist, complemented by regular cultural
programming for guests and locals –
from gallery exhibitions to art
workshops, wellbeing events, concerts
and book clubs.
Early accolades including Travel +
Leisure’s Top 50 Best Hotels in Italy,
Condé Nast Traveler’s Best Hotels in
Rome and Gambero Rosso’s Il Meglio del
Lazio 2026, naming YEZI among the
region’s best restaurants, ensure
art’otel Rome Piazza Sallustio stands as
one of the city’s most exciting new
openings.
“We are extremely proud to
open this exciting new art’otel,
further solidifying the presence
and reputation of the lifestyle
art’otel brand internationally.”
Boris Ivesha
President & Chief Executive Officer
PPHE Hotel Group Annual Report and Accounts 2025
22 23
Strategic Report Corporate Governance Financial Statements Appendices
Strategy in action – continued
L
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D
O
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H
O
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P
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A
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Y
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2.
Strategic
priority
Creating four-star outdoor hospitality
Enhancements at Arena Indije Campsite
At Arena Indije Campsite, extensive
improvements were carried out to
elevate the guest experience. Upscale
mobile homes were installed, providing a
higher standard of comfort and
convenience. Pitches were improved to
accommodate guests seeking exclusive
holiday experiences. The sanitary blocks
underwent significant upgrades,
ensuring modern facilities for all visitors.
Further enhancements included the
refurbishment of the main restaurant,
the addition of a new children’s
playground, an open-air fitness area and
comprehensive landscaping to enrich
the overall ambience of the site.
Upgrades at Arena Stupice Campsite
Similarly, Arena Stupice Campsite
benefited from a range of upgrades.
New upscale mobile homes were added,
while pitches were developed in line with
today’s guest expectations. New sanitary
blocks were constructed, and the beach
bar received a substantial upgrade. The
site now features an improved water
sports and recreation centre, a new
children’s playground, an open-air
fitness area, and general landscaping
improvements to create a welcoming
and attractive environment for all
guests.
the highest standards of service and
comfort, while further strengthening
our reputation for excellence in the
region.
Upgrades to Arena Indije and
Arena Stupice Campsites
Significant investments for the 2025
serseason
Ahead of the 2025 summer season, we
successfully completed a series of
investments at both Arena Indije and
Arena Stupice Campsites. These efforts
resulted in the transformation of each
site, elevating their status from two-star
to four-star rated properties. In addition,
a selection of premium mobile homes
was introduced, further enhancing the
accommodation options and positively
impacting overall earnings.
Unique holiday experiences across Istria
As part of our extensive hospitality
offering, we provide unique holiday
experiences throughout Croatia’s Istrian
peninsula. Our diverse portfolio includes
hotels, resorts, self-catering
apartments, campsites and glamping
properties, ensuring a wide range of
options to suit every traveller’s
preference.
Ongoing investments and
roertyreostonng
Over the past 15 years, we have
undertaken comprehensive
repositioning programmes aimed at
enhancing the quality and value of our
properties. Significant, value-accretive
investments have been made across our
portfolio of campsites. As a result of
these efforts, we have successfully
transformed five out of our eight
campsites, bringing them in line with
Our hospitality offering in Istria
Arena Stupice Campsite – Croatia
PPHE Hotel Group Annual Report and Accounts 2025
24 25
Strategic Report Corporate Governance Financial Statements Appendices
Strategy in action – continued
• Proprietary learning and
development platform, with access
to third party training academies to
further support our team’s growth
and expertise
Market segments and the importance
of brands
Our extensive experience spans a
broad range of hospitality offerings,
managing hotels and assets across
different market segments. This
includes select service, upper
upscale, lifestyle and luxury hotels,
aswell as resorts, glamping facilities,
city centre hotels, event venues and
destination restaurants.
We deploy a mix of established and
emerging commercial brands,
utilising both Group owned brands,
and a number of brands operated
under (exclusive) licence from
third-party brand owners. We
enjoyaparticularly strong and
long-standing strategic relationship
with Radisson Hotel Group.
We believe in the commercial value
that the right brand brings to each
property – delivering greater
awareness, trust and brand equity –
while leveraging global distribution
and marketing reach.
Trusted partnerships
We are a trusted partner, managing
or having managed assets on behalf
of prominent private investors and
institutions. Some of our current and
former partners include Goldman
Sachs, Clal Insurance, Galliard
Homes, Jordache Enterprises
andBattersea Power Station
Development Company.
Our ingredients for success
• Award-winning management
platform, recognised for its strong
culture and highly engaged team
members
• A team of approximately 200
experienced hospitality specialists,
strategically located across four
service hubs: London, Amsterdam,
Berlin and Pula, Croatia
• All disciplines are available
in-house, driving innovation and
continuous improvement for every
asset under our management
• Centralised divisions for back-
office functions such as
housekeeping, recruitment and
customer service, providing a
comprehensive plug-and-play
solution for property owners
Our expertise in hospitality
asset management
We are a specialist operator of
hospitality assets across various
market segments, boasting a track
record of over 35 years. During this
time, we have consistently delivered
memorable guest experiences,
fostered highly engaged teams
and generated accretive returns
for our owners.
Scale and reach
Our platform manages hospitality
assets exceeding £2.2 billion in value.
These assets include city centre
hotels, leisure resorts, glamping
properties and destination
restaurants, showcasing
our diverse and extensive
management portfolio.
Currently, we are active in eight
countries across Europe, further
reinforcing our international
presence. Our reach extends to 16
destinations, ranging from prime
locations in major capital cities such
as Amsterdam, Belgrade, Berlin,
Budapest, London, Rome and Zagreb,
to provincial cities and sought-after
leisure destinations.
The Group’s independent hospitality operating platform oversees the
management of all properties either fully owned or part owned by PPHE,
ase as seect roertes one y tr artes s ator s esgne to
be fully scalable, encompassing all the specialist disciplines needed to acquire,
develop, launch and operate hospitality properties effectively.
H
O
S
P
I
T
A
L
I
T
Y
M
A
N
A
G
E
M
E
N
T
P
L
A
T
F
O
R
M
.
3.
Strategic
priority
Mastering hospitality with our integrated hospitality management platform
Our integrated platform delivers
multiple benefits
art’otel London Hoxton
PPHE Hotel Group Annual Report and Accounts 2025
26 27
Strategic Report Corporate Governance Financial Statements Appendices
Strategy in action – continued
Mobile and kiosk check-ins and check-outs, digital
room keys (mobile and wearables) and intuitive
online platforms let guests interact at their own
pace, easing congestion and helping teams
manage peak demand. Our improved digital
solutions include food and drink ordering,
contactless payments, guest messaging and
AI-powered agents available 24/7, all tailored to
guest preferences.
In 2025, most of our properties in the UK, the
Netherlands and Italy migrated to Oracle’s
cloud-based Property Management System,
improving daily operations and workflow
consistency. Our other investments include
automated integrations and self-service
systems, reducing manual work, speeding up
responses and providing actionable insights
for management.
AI and Robotic Process Automation (RPA) are driving changes in
operations and resource management, with proven benefits
particularly for our finance and customer service functions.
Building on our 2025 successes, we have identified a significant
number of tasks or processes which are fit for automation.
Supported by our proprietary business intelligence platform,
we expect to be in an excellent position to boost efficiency and
deliver topline growth.
Supporting a more seamless stay
More time for delivery
Better planning and resource allocation
Mobile check-in
and check-out and
secure digital key
Easier solution for
innovation and
customisation
Personalised
stays
Improved response times to
customer queries, new
business enquiries and
internalrequests
24/7 direct
messaging
Guest benefits:
Operational benefits:
Servicing benefits:
Supporting a more seamless stay
Flexible, self-directed
arrival and departure
experience
Online ordering
of food and drink
Improved forecasting,
scenario planning and
resource allocation
Improved resolution
of guest requests
Real-time insights across
property and Group level
Reduced administration
for hotel teams
Automation of repeat
processes and tasks
Improved consistency
across properties
Our technology investments improve operations
and enhance the guest experience
Our 2025 technology investments and deployments have significantly contributed to improved
operational efficiencies, simplified workflows and an improved guest experience. They have
freed up time from our team members for them to focus on delivering consistent and memorable
guest experiences. We have also created an independent data repository, bringing together data
collected through various systems and platforms, providing greater insights and actionable
opportunities to improve processes and deliver higher levels of personalisation.
PPHE Hotel Group Annual Report and Accounts 2025
28 29
Strategic Report Corporate Governance Financial Statements Appendices
Key performance indicators
Property KPIs
1
Average room rate
*
£ RevPAR
*
£ EPRA NRV per share
*
£m
164.3
161.5
166.8
160.4
2025
2
024
163.0
2
025 (like-for-like)
*
2
023
2
022
123.4
120.3
120.7
96.2
2025
2
024
123.52
025 (like-for-like)
*
2
023
2
022
27.51
26.72
25.17
2
024
27.352025
2
023
2
022
KPI definition
Total room revenue divided by the number ofrooms
sold.
KPI definition
Revenue per available room; total room revenue
divided by the number of available rooms.
KPI definition
Recognised equity, attributable to the parent
company’s shareholders on a fully diluted basis
adjusted to include properties and other
investment interests at fair value and to exclude
certain items not expected to crystallise in a
long-term investment property business model
(deferred tax on timing differences on property,
plant and equipment, and intangible assets and
financial instruments) divided by the dilutive
number of shares. Adjustments to therecognised
equity are calculated on the share allocated to the
parent company’s shareholders (netof non-
controlling interest).
Normalised profit before tax* £m
Reported basic earnings per share
pence
Guest rating score %
34.2
38.8
37.5
8.3
2025
2
024
2
023
2
022
32
67
53
24
2025
2
024
2
023
2
022
88.1
87.8
86.4
84.8
2025
2024
2023
2022
KPI definition
Profit before tax adjusted to remove exceptional or
one-time influences which are not part of the
Group’s regular operations.
KPI definition
Earnings for the year, divided by the weighted
average number of ordinary shares outstanding
equals basic earnings per share during the year.
KPI definition
Guest satisfaction and a strong reputation are vital
to our long-term success. We measure these
through guest surveys and reviews completed
onmajor travel review websites and booking
platforms. The reported guest rating score is based
on guest reviews from external platforms,
reflecting our focus on delivering quality and
exceptional experiences.
1 Further details on the key financial, operating and property KPIs can be found in the Financial Review on pages 32 to 53.
Financial KPIs
1
Operating KPIs
1
Total revenue £m EBITDA* £m Occupancy %
466.4
442.8
414.6
330.1
2025
2024
456.9 2025 (like-for-like)
*
2023
2022
136.5
128.2
94.6
138.2 2025
2024
139.0 2025 (like-for-like)
*
2023
2022
75.1
74.5
72.4
60.0
2025
2
024
75.82
025 (like-for-like)
*
2
023
2
022
KPI definition
Total revenue includes all operating revenue
generated by the Group’s owned and leased
hotels,management fees, franchise fees and
marketing fees.
KPI definition
Earnings before interest
*
(financial income and
expenses), tax, depreciation and amortisation,
impairment loss, share in results of joint ventures
and exceptional items presented as other income
and expense.
KPI definition
Total rooms occupied divided by the
availablerooms.
Employee engagement % Adjusted EPRA EPS
*
pence
84%
81%
80%
82%
2025
2024
2023
2022
125
125
118
50
2025
2
024
2
023
2
022
KPI definition
Team member engagement is measured across
theentire Group through surveys conducted
throughout the year. Results are presented in
dashboards, with integrated action planning tools,
to support continuous improvement.
KPI definition
Shareholders’ earnings from operational activities
with the Company’s specific adjustments. The main
adjustment is adding back the reported
depreciation charge, which is based on assets at
historical cost, and replacing it with a charge
calculated as 4% of theGroup’s total revenue, which
represents the Group’s expected average cost to
maintain the real estate in good quality. The adjusted
shareholders’ earnings from operational activities
are divided by the weighted average number of
ordinary shares outstanding during theyear.
PPHE Hotel Group Annual Report and Accounts 2025
30 31
Strategic Report Corporate Governance Financial Statements Appendices
Topline growth with newly opened hotels ramping up
Daniel Kos
Chief Financial Officer
& Executive Director
Overview of 2025
The year unfolded as a story of gradually
strengthening performance, strategic
expansion and improving balance sheet
resilience amid a still volatile macro-economic
backdrop. The Group reported a 5.3%
increase in total revenue through rate and
occupancy growth.
The Group experienced a slow start to
thefirst half of the year, with ongoing
normalisation of room rates across several
markets. Strong occupancy growth,
particularly in the second quarter, resulted in
overall RevPAR* and total revenue growth in
the first six months of the year. The second
half of the year saw average room rates*
increasing and, with occupancy growth, this
resulted in an acceleration of the revenue
growth for the year.
Whilst occupancy is an important contributor
to RevPAR*, margins remain sensitive to
movements in room rates and cost inflation.
EBITDA* increased by 1.3%, the EBITDA margin*
declined by 120 basis points, particularly due
to the dilutive effect that newly opened hotels
have with a maturing EBITDA* profile.
Operational efficiency initiatives helped
mitigate the impact of cost inflation and
government-driven wage and tax increases.
The art’otel London Hoxton continued to
ramp up, with the office space actively
marketed and the top-floor restaurant and
suites opening in the fourth quarter. The
art’otel successfully opened in April,
receiving strong guest feedback, and the
Group further strengthened its future
pipeline through the acquisition of a landsite
near the City of London.
Liquidity and balance sheet resilience
improved through a series of refinancings,
extending average maturities and enhancing
the Group’s funding position. The Group also
acquired the freehold of an existing
leasehold hotel and adjacent development
site located at Park Royal in London.
“Despite the challenging macro backdrop and operating in
a highly inflationary environment, theGroup’s strong focus
on cost control enabled us toachieveEBITDA* growth.”
Daniel Kos
Chief Financial Officer & Executive Director
Financial results
Key financial statistics for the financial year ended 31 December 2025.
Reported Like-for-like*
1
Year ended
31 December
2025
Year ended
31 December
2024
%
change
2
Year ended
31 December
2025
Year ended
31 December
2024
%
change
2
Occupancy
3
75.1% 74.5% 60bps 75.8% 74.5% 130bps
Average room rate*
3
£164.3 £161.5 1.7% £163.0 £161.9 0.7%
RevPAR*
3
£123.4 £120.3 2.6% £123.5 £120.6 2.4%
Total revenue £466.4 million £442.8 million 5.3% £456.9 million £440.8 million 3.7%
Total room revenue
3
£330.4 million £317.2 million 4.2% £323.0 million £315.4 million 2.4%
EBITDA* £138.2 million £136.5 million 1.3% £139.0 million £136.1 million 2.1%
EBITDA margin* 29.6% 30.8% (120)bps 30.4% 30.9% (50)bps
Adjusted EPRA EPS* 125p 125p (0.7)% n/a n/a n/a
EPRA NRV per share* £27.35 £27.51 (0.6)% n/a n/a n/a
Reported PBT £1.5 million £30.6 million (95.2)% n/a n/a n/a
Normalised PBT* £34.2 million £38.8 million (11.9)% n/a n/a n/a
Reported EPS 32p 67p (53.0)% n/a n/a n/a
Reported diluted EPS 31p 66p (53.0)% n/a n/a n/a
1 The like-for-like* figures exclude the 2025 results from the newly opened art’otel Rome Piazza Sallustio, the results of the first three months of 2025 from art’otel London Hoxton and the last
four months of 2024 of the recently terminated leasehold of Park Plaza Wallstreet Berlin Mitte.
2 Percentage change figures are calculated from actual figures as opposed to the rounded figures included in the above table.
3 The room revenue, average room rate*, occupancy and RevPAR* statistics include all accommodation units at hotels and self-catering apartment complexes and exclude campsites and
mobile homes.
Revenue
Reported total revenue was up 5.3% to
£466.4 million and like-for-like* total revenue
rose 3.7% to £456.9 million. Like-for-like*
revenue was supported by increased
RevPAR* levels and solid meetings and events
revenue growth and reported revenues
werefurther positively impacted
bytheincreased contribution of newly
opened hotels.
2025 RevPAR* was £123.4, an increase of
2.6%. This reflected good growth in
occupancy and an 1.7% increase in average
room rates* to £164.3.
EBITDA*, profit and earnings per share
The Group reported EBITDA* of £138.2 million
for 2025, compared to £136.5 million in the
previous year. The EBITDA margin* showed a
marginal year-on-year decline to 29.6%, down
from 30.8% in 2024. This decline was largely
caused due to the dilutive effect that newly
opened hotels have with a maturing EBITDA*
profile. As was the case last year, the Group
this year focused on enhancing efficiencies
within back-office functions through
automation and increasing productivity levels.
Reported basic earnings per share for the
period was 32 pence, compared to 67 pence
in2024. Depreciation for the year, including
impairments of £23.7 million, amounted to
£72.3 million (2024: £47.1 million). While
depreciation is recorded in accordance
withIFRS, internally, we consider the ongoing
average capital expenditure (CAPEX) over
thelifespan of our hotels as a more pertinent
measure for determining profit. In the
hospitality industry, this is approximately
4%oftotal revenue. Our EPRA earnings* are
calculated using this 4% rate instead of the
reported non-cash depreciation charge (refer
to the EPRA earnings* table on page 37).
Normalised profit before tax* declined to
£34.2 million, compared to £38.8 million in
2024. Reported profit before tax decreased by
£29.1 million to £1.5 million (2024: £30.6 million),
mainly due impairments of £23.7 million
recorded this year. Further details can be
found in the normalisation adjustments table
on page 34.
Cash flow and EPRA earnings*
In 2025, the Group had a positive operational
cash flow of £155.2 million. Debt service costs
decreased to £88.2 million (2024: £95.2 million),
mainly due to a decrease of loan amortisation
to £30.3 million (2024: £41.2 million) offset
byanincrease in net interest expenses to
£54.0 million (2024: £49.9 million). Main driver
for the change compared to last year is the
refinance of the Dutch hotel portfolio last year
and the finance costs contribution of newly
opened hotels.
Investment cash flows reported an outflow
of£84.7 million, with around £67.0 million
duetodevelopments and acquisitions and
£17.7 million dedicated to maintenance CAPEX*
projects. The £300+ million investment pipeline
is now largely complete.
The Group reported adjusted EPRA earnings*
of £52.9 million (2024: £53.2 million), with
adjusted EPRA earnings per share* of 125
pence (2024: 125 pence). Adjusted EPRA
earnings* was affected by the increase in the
net interest expenses offset by the increased
ownership stake of the Group in Arena
Hospitality Group.
Financial Review
PPHE Hotel Group Annual Report and Accounts 2025
32 33
Strategic Report Corporate Governance Financial Statements Appendices
Financial Review – continued
Free cash flow allocated to expansion and dividend distributions
Reported cash
as of 31.12.2024
£113.2m
£155.2m
£50.7m
(£84.7m)
(£88.2m)
(£5.6m)
£0.4m
£123.5m
EBITDA
*
and
working capital
Capital
expenditure
New Facilities
and movement
in restricted
cash
Debt service
lease payments,
and unit holder
payments
Transactions
with NCI
Dividends Other
items
(includingFX)
Reported cash
as of 31.12.2025
£0.0m
£300.0m
£250.0m
£200.0m
£50.0m
£150.0m
£100.0m
(£17.5m)
(£57.9m) interest, rent and
unit holder payments
(£30.3m) bank loan repayments
(£17.7m) maintenance
capex* (£67.0m)
expansion capex
Normalised profit before tax*
£million
12 months
ended
31 December
2025
12 months
ended
31 December
2024
Reported profit before tax 1.5 30.6
Loss on buy-back of units in Park Plaza London Westminster Bridge from private investors 1.1 1.5
Non-cash re-measurement of lease liability 4.1 4.0
Refinance expenses – 2.6
Gain on lease termination (2.1) –
Non-cash changes in fair value of Park Plaza County Hall London Income Units (0.2) (0.5)
Pre-opening expenses and other non-recurring expenses 1.5 3.9
Capital loss on disposal of fixed assets and inventory, net 0.2 0.2
Non-cash changes in fair value of financial instruments 4.4 (3.5)
Property impairment 23.7 –
Normalised profit before tax* 34.2 38.8
Real estate performance
Valuations
The Group is an integrated developer, owner and operator of hotels, resorts and campsites with a business model centred on real estate. We
generate returns and enhance value for all stakeholders by developing our owned assets and optimising the operation of our properties.
Certain EPRA performance measures are disclosed to assist investors in analysing the Group’s performance and assessing the value of its
assets and earnings from a property perspective.
In December 2025, the Group’s properties (excluding operating leases and managed and franchised properties) were independently valued
primarily by Savills for properties in the Netherlands, the UK, Germany and Italy, and by Zagreb Nekretnine Ltd (Zane) for the properties in Croatia.
Based on these valuations, we have calculated the Group’s EPRA NRV*, EPRA NTA* and EPRA NDV*. As of 31 December 2025, the EPRA NRV*, as
detailed in the EPRA performance measurement section below, amounts to £1,157.4 million (2024: £1,163.3), equating to £27.35 per share
(2024: £27.51 per share).
The EPRA NRV* was positively impacted by the £13.2 million profit for the year, as well as a £22.2 million increase resulting from favourable foreign
currency translation to the British Pound and the increased ownership stake in Arena Hospitality Group. However, this was offset by a £15.9 million
reduction due to dividend distributions and £75m due to negative property revaluations in the UK following increases in business rates.
The table below provides additional information regarding the discount and cap rates used.
Actualised trading versus assumption in 2024 valuations
Discount rates Cap rates
2025
Valuations
2024
Valuations
2025
Valuations
2024
Valuations
United Kingdom 7.75%–10.75% 7.75%–10.50% 5.25%–8.25% 5.25%–8.00%
The Netherlands 8.00%–10.25% 8.25%–9.75% 5.50%–7.75% 5.75%–7.25%
Germany 8.25%–9.25% 8.25%–9.25% 5.75%–6.75% 5.75%–6.75%
Croatia 8.00%–11.00% 8.00%–11.00% 6.00%–9.00% 6.00%–9.00%
PPHE Hotel Group Annual Report and Accounts 2025
34 35
Strategic Report Corporate Governance Financial Statements Appendices
Financial Review – continued
EPRA earnings*
12 months
ended
31 December
2025
£ million
12 months
ended
31 December
2024
£ million
Earnings attributed to equity holders of the parent company 13.2 28.2
Depreciation, amortisation and impairment 72.3 47.1
Revaluation of Park Plaza County Hall London Income Units (0.2) (0.5)
Changes in fair value of financial instruments 4.4 (3.5)
Non-controlling interests in respect of the above
3
(22.8) (10.6)
EPRA earnings* 66.9 60.7
Weighted average number of ordinary shares outstanding (in thousands) 41,840 42,045
EPRA earnings per share* (in pence) 160 143
Company specific adjustments
1
:
Capital loss on buy-back of Income Units in Park Plaza London Westminster Bridge 1.1 1.5
Re-measurement of lease liability
4
4.1 4.0
Disposals and other non-recurring expenses (including pre-opening expenses)
7
1.7 4.1
Refinance expenses – 2.6
Adjustment of lease payments
5
(2.5) (2.6)
One-off tax adjustments
6
(0.7) (1.7)
Maintenance CAPEX*
2
(18.7) (17.7)
Lease termination
8
(2.1) –
Non-controlling interests in respect of maintenance CAPEX* and the adjustments above
3
3.1 2.3
Company specific adjusted EPRA earnings* 52.9 53.2
Company specific adjusted EPRA earnings per share* (in pence) 125 125
Reconciliation Company adjusted EPRA earnings* to normalised PBT*:
Company adjusted EPRA earnings* 52.9 53.2
Reported depreciation and amortisation (72.3) (47.1)
Non-controlling interest in respect of reported depreciation 22.8 10.6
Maintenance CAPEX*
2
18.7 17.7
Non-controlling interest on Maintenance CAPEX* and the Company specific adjustments
3
(3.1) (2.3)
Adjustment of lease payments
5
2.5 2.6
One-off tax adjustments
6
0.7 1.7
Profit attributable to non-controlling interest
3
(12.6) (0.5)
Impairment
9
23.7 –
Reported tax 0.9 2.9
Normalised profit before tax* 34.2 38.8
1 The ‘Company specific adjustments’ represent adjustments of non-recurring or non-trading items.
2 Calculated as 4% of revenues, which represents the expected average maintenance capital expenditure required in the operating properties.
3 Non-controlling interests include the non-controlling shareholders in Arena, third party investors in Income Units of Park Plaza London Westminster Bridge and the non-controlling
shareholders in the partnerships with Clal that were entered into in June 2021 and in March 2023.
4 Non-cash revaluation of finance lease liability relating to minimum future CPI/RPI increases.
5 Lease cash payments which are not recorded as an expense in the Group’s income statement due to the implementation of IFRS 16.
6 Mainly relates to deferred tax asset on carry forward losses recorded in 2024 and 2025.
7 Mainly relates to pre-opening expense and net profit and loss on disposal of property, plant and equipment.
8 Profit recorded as a result of the early termination of the Park Plaza Wallstreet Berlin Mitte lease.
9 Impairments of PP&E (see Note 4b in the annual consolidated financial statements).
EPRA performance measurement
EPRA summary
Summary of EPRA performance indicators
Year ended 31 December 2025 Year ended 31 December 2024
£ million Per share £ million Per share
EPRA NRV (Net Reinstatement Value)* 1,157.4 £27.35 1,163.3 £27.51
EPRA NTA (Net Tangible Assets)* 1,129.1 £26.69 1,134.1 £26.82
EPRA NDV (Net Disposal Value)* 1,076.8 £25.45 1,101.3 £26.05
EPRA earnings* 66.9 160p 60.7 143p
Adjusted EPRA earnings* 52.9 125p 53.2 125p
EPRA NRV*
31 December 2025 31 December 2024
£ million EPRA NRV* EPRA NTA*
4
EPRA NDV* EPRA NRV* EPRA NTA*
4
EPRA NDV*
NAV per the financial statements 321.4 321.4 321.4 312.7 312.7 312.7
Effect of exercise of options 0.7 0.7 0.7 0.5 0.5 0.5
Diluted NAV, after the exercise of options
1
322.1 322.1 322.1 313.2 313.2 313.2
Includes:
Revaluation of owned properties in operation
(net of non-controlling interest)
2
803.2 803.2 803.2 824.5 824.5 824.5
Revaluation of the joint venture interest
heldintwo German properties
(net ofnon-controlling interest)
2
8.1 8.1 8.1 6.3 6.3 6.3
Fair value of fixed interest rate debt – – (11.5) – – (6.8)
Deferred tax on revaluation of properties – – (45.1) – – (35.9)
Real estate transfer tax
3
21.7 – – 21.6 – –
Excludes:
Fair value of financial instruments 14.3 14.3 – 18.3 18.3 –
Deferred tax (16.6) (16.6) – (16.0) (16.0) –
Intangibles as per the IFRS balance sheet – 6.6 – – 7.6 –
NAV 1,157.4 1,129.1 1,076.8 1,163.3 1,134.1 1,101.3
Fully diluted number of shares (in
thousands)
1
42,311 42,311 42,311 42,288 42,288 42,288
NAV per share (in £) 27.35 26.69 25.45 27.51 26.82 26.05
1 The fully diluted number of shares excludes treasury shares but includes 454,824 outstanding dilutive options (as at 31 December 2024: 498,248).
2 The fair values of the properties were determined on the basis of independent external valuations prepared in December 2025.
3 EPRA NTA* and EPRA NDV* reflect fair value net of transfer costs. Transfer costs are added back when calculating EPRA NRV*.
4 NTA is calculated under the assumption that the Group does not intend to sell any of its properties in the long run.
PPHE Hotel Group Annual Report and Accounts 2025
36 37
Strategic Report Corporate Governance Financial Statements Appendices
Financial Review – continued
Capital structure
As part of our strategy, we unlock capital
from our assets through various methods.
This includes raising debt, securing equity via
multiple partnership forms or sometimes
entering into ground rent structures
exceeding 100 years. This funding approach
allows us to leverage the fair value of our
assets, while balancing liquidity and interest
rate risk within our capital structure.
Our partnerships, including third party unit
holders in Park Plaza London Westminster
Bridge, shareholders in our listed Croatian
subsidiary and individual professional
partners across several assets, provide
long-term equity, thereby sharing the risks
and returns on each asset. In 2025, the
Group acquired a further stake in its
subsidiary Arena Hospitality Group d.d.
(‘AHG’) from minority shareholders and,
following this acquisition, the Group holds
66.1% of the share capital of AHG.
The 100+ year ground rent structures offer
long-term access to capital without covenants,
recourse to the Group, refinance risk or
interest rate exposure. These arrangements
are typically linked to inflation, often capped at
approximately 4–5% annually.
In 2025, the Group bought back the freehold
of the existing leasehold hotel and adjacent
development site located at Park Royal in
London for £10 million, equating to a yield
of4.8%.
Furthermore, our asset-backed mortgages
are mainly established with long-standing
banking partners, featuring one- to ten-year
maturities and either fixed or variable rates
with hedging arrangements. These
mortgages include covenants relating to
asset value (loan-to-value) and trading
performance (interest or debt service cover
ratios*). The debt raised on trading assets
generally represents about up to 50% of their
value, with appropriate buffers maintained
towards loan covenants. Additionally, some
loans are amortised annually with a fixed
percentage of the nominal amount over the
term. The current net bank debt leverage
(EPRA LTV*) percentage stands at 34.8%.
During the year, the Group successfully
refinanced three loan facilities totalling
approximately £220 million that were due to
mature in early 2026. The £88 million facility
previously financed by MassMutual was
refinanced with ABN AMRO Bank and
Santander. Importantly, the interest rate on
this facility had been prehedged in 2022—
prior to the significant uplift in global interest
rates—locking in an all-in rate of 3.9%. The
remaining two maturing loans were
refinanced with existing lenders at prevailing
market rates.
The Group’s average interest is now 4.2%
(89.1% fixed or hedged), with an average
remaining maturity of 4.2 years.
Year ended
31 December
2025
£ million
Year ended
31 December
2024
£ million
Category Group
1
Group
1
Acquisitions 18.4 –
Development 41.6 53.3
Investment properties 17.7 16.0
Incremental lettable space – –
No incremental lettable space 17.7 16.0
Tenant incentives – –
Other material non-allocated types of expenditure – –
Capitalised interest 0.2 1.9
Total CAPEX 77.9 71.2
Conversion from accrual to cash basis 1.9 2.9
Total CAPEX on cash basis 79.8 74.1
1 Proportionate consolidation was not applied to the joint ventures as it is considered as not material.
Other EPRA measurements
Given that the Group’s asset portfolio is comprised of hotels, resorts and campsites which are also operated by the Group, a few of EPRA’s
performance measurements, which are relevant to real estate companies with passive rental income, have not been disclosed as they are not
relevant or non-existent. Those EPRA performance measurements include EPRA Net Initial Yield (NIY), EPRA ‘Topped-up’ NIY, EPRA Vacancy Rate
and EPRA Cost Ratios.
PPHE Hotel Group Annual Report and Accounts 2025
38 39
Strategic Report Corporate Governance Financial Statements Appendices
** Includes assets at market value, with ground
rent liabilities included in the asset valuation.
Units at Park Plaza London Westminster
Bridge owned by private investors are
netted off with the unit holder liability.
£582m GBP denominated
£330m EUR denominated
Average interest
 e rate
Average maturity
4.2 years
2030+2029202820272026
0
100
200
400
300
700
600
500
£24
£22
£21
£37
£14
£196
£4
£25
£345
£186
£14
£27
6.9%
31.0%
4.1%
37.4%
3.9%
34.7%
2.3%
28.9%
2.1%
35.5%
Avg. Rate
Avg. LTV*
Gross debt composition and metrics Debt maturity schedule (£ in millions) Net bank debt leverage (LTV)
*
Equity
shareholders
£1,135m
Equity
minority
£314m
Net bank debt*
£776m
Net assets
£2,225m**
34.9%
LTV
*
Regular amortisation
EUR facility
GBP facility
Financial Review – continued
Capital expenditure/development
eneate
With the tail of our expansion CAPEX of
£60.2 million, we have now come to an end of a
multi-year £300+ million expansion, with five
hotels opening in the last 24 months.
The construction phase of our new hotel in
Hoxton, London (art’otel London Hoxton) was
largely completed in December 2025, following
a phased opening and continues to be
carefully managed to maximise the long-term
financial potential of the property. The
25th-floor French Mediterranean restaurant,
Solaya, opened in September. The 5,000m
2
of
premium office space is currently being
marketed to prospective tenants.
In Rome, the full repositioning and
construction of art’otel Rome Piazza Sallustio
was completed, and the hotel opened in March.
The hotel continues to establish its market
position and to receive excellent feedback.
We are continuously striving to enhance our
existing portfolio and seek out promising
opportunities to acquire additional assets to
expand the Group’s holdings. In 2025, the
Group , via the European Hospitality Fund,
acquired a development site near the City of
London for £17.5 million, earmarked for PPHE’s
first select service hotel in London. The Group
expects an investment of c.£90 million for this
project, including the site acquisition price,
with an expected running unlevered yield of
ahigh single digit at stabilisation.
The diagram above summarises our
investments over the past decade, with the
capital expenditures of the last four years
attributable to recent openings.
Dividend
The Board proposes increasing the final
dividend to 22 pence per share (2024: 21
pence). Combined with the interim dividend
of 17 pence, the total for the financial year
will be 39 pence per share, a 2.6% increase
from 2024.
Pending approval at the 2026 Annual General
Meeting in May 2026, the final dividend will be
paid on 29 May 2026 to all shareholders who
are on the register as of 24 April 2026.
This follows the Company’s policy of
distributing around 30% of adjusted EPRA
earnings*, supporting both returns and
future growth investments.
Daniel Kos
Chief Financial Officer & Executive Director
Net debt* leverage/EPRA LTV* reconciliation
Group as
reported under
IFRS
£ million
Adjustments to
arrive at EPRA
Group LTV*
£ million
Group EPRA LTV*
before non-
controlling interest
adjustment
£ million
Proportionate
consolidation
(non-controlling
interest)
£ million
Combined
EPRA LTV*
£ million
Include:
Borrowings (short-/long-term) 913.5 - 913.5 (187.2) 726.3
Exclude:
Cash and cash equivalents and restricted cash (138.0) - (138.0) 18.3 (119.7)
Net debt* (a) 775.5 - 775.5 (168.9) 606.6
Include:
Property, plant and equipment 1.460.7 759.0 2,219.7 (485.0) 1,734.7
Right-of-use assets 222.9 (222.9) - - -
Lease liabilities (281.6) 281.6 - - -
Liability to Income Units at Westminster Bridge hotels (108.0) 108.0 - - -
Intangible assets 6.6 - 6.6 (0.4) 6.2
Investments in joint ventures
1
8.1 12.3 20.4 (7.0) 13.4
Other assets and liabilities, net (20.6) (1.5) (22.1) 9.4 (12.7)
Total property value (b) 1,288.1 936.5 2,224.6 (483.0) 1,741.6
EPRA LTV
*
(a/b) 60.2% 34.9% 34.8%
Adjustments to reported EPRA NRV*:
Real estate transfer tax --- 2 27.0 27.0 (5.3) 21.7
Effect of exercise of options - 0.7 0.7 - 0.7
Total property value after adjustments (c) 1,288.1 964.2 2,252.3 (488.3) 1,764.0
Total equity (c-a) 512.6 964.2 1,476.8 (319.4) 1,157.4
1 Proportionate consolidation was not applied to the joint ventures as it is considered as not material.
PPHE Hotel Group Annual Report and Accounts 2025
40 41
Strategic Report Corporate Governance Financial Statements Appendices
2014
2025
2024202320222021202020192018201720162015
16.0
15.0
9.8
6.6
14.9
19.2
21.1
14.1
12.2
8.8
55.2
17.7
60.2
110.6
85.0
99.1
85.2
62.2
115.5
97.1
215.4
65.6
2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
£0m
£50m
£100m
£150m
£200m
£250m
Maintenance CAPEX*
Expansion CAPEX
EBITDA*
Financial performance Reported in Pound Sterling (£) Like-for-like
*1
in Pound Sterling (£)
UK
Year ended
31 Dec 2025
Year ended
31 Dec 2024 % change
4
Year ended
31 Dec 2025
Year ended
31 Dec 2024 % change
4
Total revenue £263.4m £248.6m 6.0% £258.6m £248.6m 4.0%
Room revenue £202.6m £192.2m 5.4% £198.9m £192.2m 3.5%
EBITDA* £83.0m £77.4m 7.3% £83.1m £77.4m 7.4%
EBITDA margin* 31.5% 31.1% 40 bps 32.1% 31.1% 100 bps
Occupancy 85.3% 83.0% 230 bps 85.9% 83.0% 290 bps
Average room rate* £185.1 £186.0 (0.5)% £185.2 £186.0 (0.4)%
RevPAR* £158.0 £154.4 2.3% £159.1 £154.4 3.1%
1 The like-for-like* figures exclude the results of the first three months of 2025 and 2024 from art’otel London Hoxton.
2 Independent valuation by Savills in December 2025, excluding the London development sites at Westminster Bridge Road and Leman St.
3 Revenues derived from these hotels are accounted for in Management and Holdings, and their values and results are excluded from the data provided in this section.
4 Percentage change figures are calculated from actual figures as opposed to the rounded figures included in the above table.
Property portfolio
Total value of the UK property portfolio
2
£1,253 million (2024: £1,328 million)
The Group has a well-invested 12-strong
property portfolio of more than 4,200 rooms in
the upper upscale segment of the UK hotel
market. This consists of four hotels located in
London’s popular South Bank area and further
properties in Hoxton, Victoria, Marylebone,
Battersea and Park Royal. Three of the Group’s
properties are in the UK regional cities of
Nottingham, Leeds and Cardiff.
The Group has an ownership interest in ten
properties: Park Plaza London Westminster
Bridge, Park Plaza London Riverbank, Park
Plaza London Waterloo, Park Plaza County Hall
London
3
, Park Plaza Victoria London, Park
Plaza London Park Royal, art’otel London
Hoxton, Holmes Hotel London, Park Plaza Leeds
and Park Plaza Nottingham. Park Plaza Cardiff
3
operates under a franchise agreement and
art’otel London Battersea Power Station
3
operates under a long-term management
agreement through the Group’s
hospitalityplatform.
The Group also has four development sites in
London, which are expected to add more than
1,100 rooms to its UK portfolio over the
mediumterm.
Park Plaza
London Park Royal
Adjacent to the
Park Plaza London
Park Royal, we have
a development site
with planning
Holmes Hotel
London
art’otel
London Hoxton
Park Plaza
London Riverbank
Park Plaza
Victoria London
At Park Plaza Victoria
London, we have a
development project
with planning
art’otel
London Battersea
Power Station
Park Plaza County Hall London
Park Plaza London Waterloo
Park Plaza London Westminster Bridge
Westminster Bridge Road (developmentsite,
with planning)
1 2
3
4 5 6
7 8 9
This tag indicates a property
currently in development
Leman Street currently
indevelopment
Unlocking Growth in the
United Kingdom
Total value of the UK property portfolio
£1,253m
(2024: £1,328m)
Room count
4,200+
Number of employees across the UK
3,000
7
WALWORTH
NOTTING HILL
WESTMINSTER
Buckingham
Palace
Big Ben &
Houses of Parliament
Battersea
Power Station
Nine Elms
Hyde Park
KENSINGTON
The British Museum
St. Paul’s Cathedral
Liverpool St Station
Old Street Station
Tower of London
SOHO
SHOREDITCH
BERMONDSEY
CANARY WHARF
SHEPHERD’S
BUSH
BATTERSEA
CHELSEA
FULHAM
EARL’S COURT
MARYLEBONE
Wembley Stadium
London Eye
1
2
3
5
4
6
9
London Eye
8
art’otel
London Hoxton
art’otel
London Battersea
Power Station
This tag indicates a property
Number of employees across the UK
CANARY WHARF
Our flagship art’otel London Hoxton continued to grow from strength to
strength, with operations gaining momentum, guests positively rating their
hotel experience, and all areas and outlets of the property now
fullylaunched.
visit artotellondonhoxton.com
art’otel London Hoxton
Business Review
PPHE Hotel Group Annual Report and Accounts 2025
43
Strategic Report Corporate Governance Financial Statements Appendices
42
Business Review – continued
Portfolio performance
The United Kingdom remains the most
significant operating region for the Group,
interms of revenue generated and the value
of its property portfolio.
The solid performance was characterised
bya continued increase in occupancy
throughout the year as the business mix
normalised, with increasing demand from
corporates, groups, and meetings and
eventsalongside the leisure segment.
Alongside this, the average room rate* was
flatcompared to 2024.
During the year, art’otel London Hoxton
further enhanced its profile in the London
market and continues to be very well
received by guests, with excellent guest
feedback and reviews, recognised with a 9.2
score on Booking.com (on a scale of 1–10),
earning a 4.7-star score on Tripadvisor.com
(on a scale of 1-5) and ranked in 89th position
on Tripadvisor.com (out of 1,186 hotels
in London as listed on Tripadvisor.com).
In April 2025, the 24th floor meetings and
events space provided the opportunity to
expand corporate and meeting and events
activities at the hotel. Offering diners
stunning panoramic views of London, the
25th floor French Mediterranean restaurant,
Solaya, in partnership with Michelin-starred
chef Kenny Atkinson, opened in September
2025. The 5,000m
2
of premium office space is
being marketed to prospective tenants, and
the premium 23th floor suites became fully
operational in the fourth quarter.
While, as previously communicated, the
carefully managed phased opening has
resulted in a slower initial profit contribution
from this asset, the Group believes this
phased approach will maximise the long-term
financial potential of the property.
Reported revenue grew by 6% to £263.4 million
,
(2024: £248.6 million), driven by improved
occupancy from 83.0% to 85.3%, and a slightly
lower average room rate* at £185.1
(2024: £186.0). This resulted in RevPAR* of
£158.0, an increase of 2.3% (2024: £154.4).
Reported EBITDA* was £83.0 million
(2024: £77.4 million), which delivered an EBITDA
margin* of 31.5% (2024: 31.1%).
On a like-for-like* basis, which excludes
art’otel London Hoxton for the first three
months in 2024 and 2025, revenue improved
slightly at £258.6 million (2024: £248.6 million).
Like-for-like* EBITDA* increased to £83.1 million
(2024: £77.4 million), delivering a like-for-like*
EBITDA margin* of 32.1% (2024: 31.1%).
The United Kingdom hotel market
**
In the United Kingdom, RevPAR* was up 1.0%
at £95.52, driven by a 1.1% increase in the
average room rate* to £123.20 and a 0.1%
decline in occupancy to 77.5%.
In London, the Group’s main market, RevPAR*
declined by 0.2% to £ 157. 17 compared with
2024, resulting from a 0.2% increase in
occupancy to 81.2% and a 0.4% decline in the
average room rate* to £193.51.
**Source STR European Hotel Review, December 2025.
art’otel London Hoxton
PPHE Hotel Group Annual Report and Accounts 2025
45
Strategic Report Corporate Governance Financial Statements Appendices
44
Total value of theNetherlands
property portfolio
2
£333m
(2024: ££319m)
Room count
1,000+
Park Plaza
Amsterdam
Airport
Park Plaza
Vondelpark,
Amsterdam
art’otel
Amsterdam
Park Plaza
Victoria
Amsterdam
Park Plaza
Utrecht
Park Plaza
Eindhoven
1
2
3
3
4
3
4
5
6
1
2
5
AMSTERDAM
ALMERE
HAARLEM
TILBURG
BREDA
ROTTERDAM
UTRECHT
Number of employees
across the Netherlands
450
Eindhoven
Airport
Oudewater
De Haar Castle
Slot Loevestein
Kinderdijk
Zanse Schans
Broekin
Waterland
Ijmuiden
Rotterdam
Airport
Amsterdam
Airport
Zandvoort
Eindhoven
Airport
Financial performance Reported in Pound Sterling (£) Reported in local currency Euro
1
(€)
The Netherlands
Year ended
31 Dec 2025
Year ended
31 Dec 2024 % change
3
Year ended
31 Dec 2025
Year ended
31 Dec 2024 % change
3
Total revenue £65.0m £66.2m (1.8)% €75.9m €78.4m (3.2)%
Room revenue £47.8m £49.1m (2.6)% €55.8m €58.1m (3.9)%
EBITDA* £20.1m £22.1m (9.2)% €23.5m €26.2m (10.5)%
EBITDA margin* 30.9% 33.4% (250) bps 30.9% 33.4% (250) bps
Occupancy 84.2% 86.5% (220) bps 84.2% 86.5% (220) bps
Average room rate* £144.9 £144.5 0.3% €169.2 €171.2 (1.1)%
RevPAR*
*
£122.1 £124.9 (2.3)% €142.6 €148.0 (3.7)%
1 Average exchange rate from Euro to Pound Sterling for the period ended 31 December 2025 was 1.168 and for the period ended 31 December 2024 was 1.185, representing a1.4%decrease.
2 Independent valuation by Savills in December 2025.
3 Percentage change figures are calculated from actual figures as opposed to the rounded figures included in the above table.
Property portfolio
Total value of the Netherlands property
portfolio
2
£333 million (2024: £319 million)
The Group has an ownership interest in three
hotels in the centre of Amsterdam (Park Plaza
Victoria Amsterdam, art’otel Amsterdam and
Park Plaza Vondelpark, Amsterdam), and a
fourth property located near Schiphol
Airport (Park Plaza Amsterdam Airport). It
also owns Park Plaza branded hotels in
Utrecht and Eindhoven.
Portfolio performance
Throughout the year, the performance of the
Group’s Dutch properties was more subdued
compared with the prior year, with pressure
on both average room rate* and occupancy*.
Total revenue (in local currency) was 3.2%
lower at €75.9 million (2024: €78.4 million).
The average room rate* was slightly lower at
€169.2 (2024: €171.2) and occupancy was
lower at 84.2% (2024: 86.5%). As a result,
RevPAR* was 3.7% lower at €142.6
(2024: €148.0).
EBITDA* was €23.5 million (2024: €26.2 million),
delivering an EBITDA margin* of 30.9%
(2024: 33.4%).
The Dutch hotel market**
RevPAR* increased by 2.1% to €110.12
compared with 2024. Occupancy increased
by 2.0% to 74.1%, and the average room rate*
was €148.59, 0.1% higher than in 2024.
In Amsterdam, the Group’s main market
in the Netherlands, RevPAR* increased by
0.8% to €132.17. Occupancy levels increased
by 2.3% to 77.5% with the average room rate*
decreasing by 1.5% to €170.61.
** Source: STR European Hotel Review, December 2025.
Business Review – continued
The Netherlands
Park Plaza Victoria Amsterdam
PPHE Hotel Group Annual Report and Accounts 2025
47
Strategic Report Corporate Governance Financial Statements Appendices
46
EINDHOVEN
6
Unlocking growth in
Croatia
Business Review – continued
Portfolio performance
The Group’s operations in Croatia delivered
another strong summer season, with a rise in
average room rate* driving revenue growth.
The portfolio continued to benefit from
recent investments in repositioning
properties to upper upscale, which has
significantly enhanced the proposition for
guests, improved guest satisfaction and
overall performance.
Croatian operations are primarily seasonal
and aimed at the leisure segment. Most hotels,
resorts and campsites open for guests from
early spring, around Easter time, with
demand and activity accelerating during Q2
ahead of the peak season in June, July
and August. Most properties are closed
during the first and last quarters of the year.
All three operating segments – hotels,
resorts and campsites – reported growth in
average daily rates, with significant growth
reported in the campsites segment.
Arena Stupice Campsite and Arena Indije
Campsite were both successfully
repositioned from two-star to four-star rated
campsites in Q2 2025 following the initiation of
works in late 2024. All existing mobile homes
were replaced with modern, spacious and
premium mobile homes, sanitary blocks were
refurbished and modernised to a premium
standard, and landscaping, pitches and
recreational areas were improved. These
investment projects delivered substantial
year-on-year growth.
The recently repositioned Grand Hotel Brioni
Pula and art’otel Zagreb both operate
throughout the year and have continued to
build their market presence.
Total reported revenue (in local currency) was
up 4.9% to €104.4 million (2024: €99.6 million).
RevPAR* increased by 4.7% to €93.9, which
reflected a 5.6% higher average room rate*
to £173.0 (2024: €163.8), while occupancy was
50 bps lower at 54.3% (2024: 54.8%).
Reported EBITDA* increased by 14.8% to
€29.2 million (2024: €25.4 million), which
delivered an EBITDA margin* of 28.0%
(2024: 25.6%).
Property portfolio
Total value of the Croatian property
portfolio
2
£370 million (2024: £351 million)
The Group’s subsidiary Arena Hospitality
Group d.d. owns and operates a Croatian
portfolio comprising nearly 8,400 rooms and
accommodation units across eight hotels, six
resorts and eight campsites (including one
all-glamping property). Four of these
properties are Park Plaza branded, one
property is art’otel branded and Grand Hotel
Brioni Pula is a Radisson Collectionhotel.
The remainder of the portfolio operates as
part of the Arena Hotels & Apartments and
Arena Campsites brands. Except for art’otel
Zagreb, all properties are located in Istria,
Croatia’s most prominent tourist region,
which benefits from easy access from Italy,
the DACH countries, and Central and
EasternEurope.
Financial performance
Reported in Pound Sterling (£) Reported in local currency Euro
1
(€)
Croatia
Year ended
31 Dec
2025
Year ended
31 Dec
2024 % change
3
Year ended
31 Dec
2025
Year ended
31 Dec
2024 % change
3
Total revenue £89.4m £84.1m 6.4% €104.4m €99.6m 4.9%
Room revenue
4
£49.0m £46.6m 5.1% €57.2m €55.2m 3.6%
EBITDA* £25.0m £21.5m 16.4% €29.2m €25.4m 14.8%
EBITDA margin* 28.0% 25.6% 240 bps 28.0% 25.6% 240 bps
Occupancy
4
54.3% 54.8% (50) bps 54.3% 54.8% (50) bps
Average room rate*
4
£148.1 £138.3 7.1% €173.0 €163.8 5.6%
RevPAR*
4
£80.4 £75.7 6.2% €93.9 €89.7 4.7%
1 Average exchange rate from Euro and Pound Sterling for the period ended 31 December 2025 was 1.168 and for the period ended 31 December 2024 was 1.185, representing a 1.4% decrease.
2 Independent valuation by Zagreb Nekretnine Ltd in December 2025.
3 Percentage change figures are calculated from actual figures as opposed to the rounded figures included in the above table.
4 The room revenue, average room rate*, occupancy and RevPAR* statistics include all accommodation units at hotels and self-catering apartment complexes, and exclude campsites and
mobilehomes.
PULA
ŠIŠAN
MEDULIN
POMER
BANJOLE
ADRIATIC SEA
PREMATURA
JADREŠKI
1
2
3
4
5
6
7
8
Beach Pinižule
Bijeca
Otok Levan
Total value of theCroatia
property portfolio
£370m
(2024: £351m)
Room count
2,700+
Number of employees
across Croatia
755
Number of people within
driving distance
c.0.5bn
Number of people within
c.0.5bn
From: Distance to Pula in km
Vienna 583km
Venice 282km
Triest 121km
Ljubljana 202km
Munich 603km
Amsterdam 1,433km
Zurich 809km
Zagreb 269km
Budapest 607km
Brussels 1,360km
Prague 811km
Horizont
Resort
Hotel Riviera
Grand Hotel
Brioni Pula,
Park Plaza
Arena Pula
Splendid Resort
Arena Verudela Beach
& Villas, Park Plaza
Verudela Pula, Park
Plaza Histria Pula
Arena Verudela Beach
Kamp Kažela
apartments
TUI Blue Medulin,
Park Plaza
Belvedere Medulin
1
3
5
7
2
4
6
8
Trieste
Ljubljana
Budapest
Zagreb
Vienna
Prague
Venice
Zurich
Munich
Amsterdam
Brussels
Boat Pula
to Venice
c. 3.5 hours
PPHE Hotel Group Annual Report and Accounts 2025
49
Strategic Report Corporate Governance Financial Statements Appendices
48
Property portfolio
Total value of the German property portfolio
2
£92 million (2024: £85 million)
The Group’s portfolio includes three
properties in Berlin and one hotel each in
Cologne, Nuremberg and Trier. Hotels with an
ownership interest include Radisson RED
Berlin Kudamm
3
, Park Plaza Nuremberg,
art’otel Berlin Mitte
3
, Park Plaza Berlin and
art’otel Cologne. Park Plaza Wallstreet Berlin
Mitte operated under an operating lease until
September 2025, and Park Plaza Trier
3
operates under a franchise agreement.
Portfolio performance
The Group’s portfolio in Germany was
subdued throughout the year, due to
moderated demand putting pressure
onbothoccupancy and average room rate*.
While demand was underpinned by major
international trade fairs and events in Berlin,
Cologne and Nuremberg, in 2024, the
performance benefited from the European
UEFA Football Championship in Berlin and
Cologne, which was not repeated in 2025.
As a result, total revenue (in local currency)
was 12.9% lower at €25.2 million
(2024: €28.9 million). RevPAR* declined by 6.2%
to €89.0 (2024: €94.9), primarily due to a 6.3%
reduction in average room rate*
1
to €128.0
(2024: €136.6), while occupancy marginally
improved to 69.6% (2024: 69.5%).
EBITDA* was down 26.2% at €6.0 million
(2024: €8.1 million), which delivered an EBITDA
margin* of 23.7% (2024: 28.0%).
In Berlin, the lease for Park Plaza Wallstreet
Berlin Mitte was due to expire at the end of
2025. However, a mutually beneficial
agreement with the landlord resulted in the
termination of the lease four months earlier
than scheduled, in early September. This
four-month operational gap did not have a
material impact on the Group’s 2025 results.
On a like-for-like* basis, excluding Park Plaza
Wallstreet Berlin Mitte, revenue (in local
currency) was €25.1 million (2024: €26.5 million)
and EBITDA* was €6.1 million (2024: €7.4 million),
which delivered an EBITDA margin* of 24.2%
(2024: 28.0%).
Radisson RED Berlin Kudamm had its first full
year of operation being refurbished and
rebranded, and is achieving excellent guest
feedback. This is the second Radisson RED
branded hotel operated by PPHE’s Croatian
subsidiary Arena Hospitality Group d.d. The
property is a joint venture, so its performance
in not included in the metrics reported above.
The German hotel market
**
The German market saw a 0.7% decrease in
RevPAR* to €78.85, resulting from a 1.1%
increase in occupancy to 67.6% and a 1.8%
decline in average room rate* to €116.61.
In Berlin, RevPAR* decreased by 4.1%
to €89.46. Occupancy increased by 0.7%
to 74.2%. The average room rate* declined
4.8% to €120.52.
Germany
Financial performance Reported in local currency Euro
2
(€) Like-for-like
*1
in local currency Euro
2
(€)
Germany
Year ended
31 Dec 2025
Year ended
31 Dec 2024 % change
4
Year ended
31 Dec 2025
Year ended
31 Dec 2024 % change
4
Total revenue €25.2m €28.9m (12.9)% €25.1m €26.5m (5.1)%
Room revenue €21.3m €24.8m (14.1)% €21.3m €22.7m (6.1)%
EBITDA* €6.0m €8.1m (26.2)% €6.1m €7.4m (17.9)%
EBITDA margin* 23.7% 28.0% (430) bps 24.2% 28.0% (380) bps
Occupancy 69.6% 69.5% 10 bps 69.6% 69.1% 50 bps
Average room rate* €128.0 €136.6 (6.3)% €128.0 €136.4 (6.1)%
RevPAR* €89.0 €94.9 (6.2)% €89.0 €94.2 (5.5)%
1 The like-for-like* figures exclude the last four months of 2024 and 2025 of the recently terminated leasehold of Park Plaza Wallstreet Berlin Mitte.
2 Average exchange rate from Euro to Pound Sterling for the period ended 31 December 2025 was 1.168 and for the period ended 31 December 2024 was 1.185, representing a1.4%decrease.
3 Independent valuation by Savills in December 2025.
4 Percentage change figures are calculated from actual figures as opposed to the rounded figures included in the above table.
** Source: STR European Hotel Review, December 2025.
Financial performance Reported in Pound Sterling (£) Like-for-like*
1
in Pound Sterling (£)
Germany
Year ended
31 Dec 2025
Year ended
31 Dec 2024 % change
4
Year ended
31 Dec 2025
Year ended
31 Dec 2024 % change
4
Total revenue £21.6m £24.4m (11.7)% £21.5m £22.4m (4.0)%
Room revenue £18.2m £20.9m (12.9)% £18.2m £19.2m (5.0)%
EBITDA* £5.1m £6.8m (25.1)% £5.2m £6.3m (16.8)%
EBITDA margin* 23.7% 28.0% (430) bps 24.2% 28.0% (380) bps
Occupancy 69.6% 69.5% 10 bps 69.6% 69.1% 50 bps
Average room rate* £109.6 £115.3 (5.0)% £109.4 £115.2 (5.0)%
RevPAR* £76.2 £80.1 (4.9)% £76.1 £79.6 (4.4)%
Business Review – continued
Berlin
Airport
Munich
Airport
Stuttgart
Airport
Frankfurt
Airport
Wartburg
Castle
Neuschwanstein Castle
Heidelberg Castle
Cologne
Airport
Bremen
Airport
Hamburg
Airport
Nurnberg
Airport
Bohemian
Forest
BERLIN
OLDENBURG
THE NETHERLANDS
FRANCE
SWITZERLAND
C Z E C H
REPUBLIC
SCHWERIN
DORTMUND
BIELEFELD
HANNOVER
KASSEL
OSNABRUCK
ESSEN
HAMBURG
LEIPZIG
REGENSBURG
HOF
ROSENHEIM
MUNICH
PASSAU
FREIBURG
KARLSRUHE
WURZBURG
MANNHEIM
TRIER
KOBLENZ
COLOGNE
Badestrand Dorum-Neufeld
Travemünde Strand
Berlin
Airport
Bohemian
Forest
BERLIN
C Z E C H
REPUBLIC
LEIPZIG
REGENSBURG
ROSENHEIM
MUNICH
PASSAU
Total value of the Germany
property portfolio
£92m
(2024: £85m)
Room count
900+
art’otel
Cologne
Park Plaza
Berlin
art’otel Berlin
Mitte
Radisson RED
Berlin Kudamm
Park Plaza
Nuremberg
Park Plaza
Trier
1
2
3
4
6
5
5
6
Number of employees across Germany
250
1
2
3
4
‘‘Germany is a growing market and
our presence is balanced between
predominantly corporate travel and
conference destinations such as Nuremberg
and Cologne, and the capital Berlin which
enets ro astrong esre aea
PPHE Hotel Group Annual Report and Accounts 2025
51
Strategic Report Corporate Governance Financial Statements Appendices
50
Our performance
The revenue in this segment is primarily
related to management, sales, marketing and
franchise fees, and other charges for Central
Services. This includes properties operated
by the Group’s hospitality management
platform, such as art’otel London Battersea
Power Station.
These fees and costs are mainly charged
within the Group and therefore eliminated
upon consolidation. For the year ended
31 December 2025, the segment showed an
EBITDA* profit of £3.8 million, as internally and
externally charged management fees
exceeded the costs in this segment.
Management, Group Central Services, and
licence, sales and marketing fees are
calculated as a percentage of revenue and
profit, and therefore are affected by
underlying hotel performance.
Business Review – continued
Reported in Pound Sterling (£)
Year ended 31 Dec 2025
Listed Company
Development
projects
Management
platform
Arena
Hospitality
Group Total
Management revenue – – £39.5m – £39.5m
Central Services revenue – – – £15.9m £15.9m
Revenues within the consolidated Group – – £(29.9)m £(14.7)m £(44.6)m
External and reported revenue – – £9.6m £1.2m £10.8m
EBITDA* £(4.1)m £(0.2)m £9.6m £(1.5)m £3.8m
Reported in Pound Sterling (£)
Year ended 31 Dec 2024
Listed Company
Development
projects
Management
platform
Arena
Hospitality
Group Total
Management revenue – £0.1m £40.0m – £40.1m
Central Services revenue – – – £15.8m £15.8m
Revenues within the consolidated Group – – £(32.2)m £(14.9)m £(47.1)m
External and reported revenue – £0.1m £7.8m £0.9m £8.8m
EBITDA* £(3.2)m £(0.3)m £11.1m £(0.2)m £7.4m
This includes the Group’s properties in
Austria, Italy and Serbia, and a property
operated in Hungary.
Our performance
The Group’s properties in Austria, Serbia and
Hungary all performed well and delivered
revenue and, on a like-for-like* basis,
occupancy growth, supported by a notable
increase in business activity in the year. The
newly opened hotel in Italy was open for nine
months of the year, with pre-opening and
marketing costs ahead of opening.
Total revenue significantly increased by 52.2%
to £16.2 million, RevPAR* increased by 20.3%
to £82.7, driven by the average room rate*,
which increased to £142.6. Occupancy slightly
decreased to 58.0%. EBITDA* decreased by
5.8% to £1.2 million primarily as a result of
thestabilisation phase of art’otel Rome
PiazzaSallustio.
Nassfeld, Austria
The Arena Franz Ferdinand, a 144-room
mountain resort in the Austrian Alps,
whichoperates for 10 months of the year,
performed strongly. The hotel delivered
revenue growth, driven by growth in the
average room rate* and occupancy*.
Asusual, the hotel closed at the end of
Marchforseveral months and reopened
forthe summer season at the end of May.
Rome, Italy
On 6 March 2025, art’otel Rome Piazza Sallustio
opened, following a transformational
investment programme to reposition this
property to afive-star luxury boutique hotel.
The hotel, situated in a prime position in the
heart of the city of Rome near iconic
landmarks, features 99 rooms, including 11
stunning suites and private terraces, a YEZI
Restaurant & Bar and terrace and terrace, a
state-of-the-art fitness centre and sauna. The
hotel is also home to the largest permanent
collection of the renowned Italian artist Pietro
Ruffo’s work.
Since opening, the hotel has received
excellent guest feedback and reviews, and
demand has consistently grown. The hotel is
recognised with a 9.3 score on Booking.com
(on a scale of 1–10) and is rated a 4.7-star
score on Tripadvisor.com (on a scale of 1–5).
Belgrade, Serbia
The Radisson RED Belgrade, despite ongoing
political tensions, reported improved revenue
and EBITDA* as it continued to build its market
position. This was achieved despite the
current political situation, which resulted
inevents in the capital being cancelled and
softer travel demand.
Budapest, Hungary
Park Plaza Budapest performed well,
reporting EBITDA* growth, driven by an
improvement in occupancy.
The hotel markets
**
The Budapest hotel market
In Budapest, RevPAR* increased by 5.8%
to €90.34 and occupancy increased by 4.8% to
73.8%. The average room rate* increased by
1.0% to €122.39.
The Belgrade hotel market
In Belgrade, RevPAR* declined 1.9% to €83.95.
Occupancy decreased by 9.0% to 61.3%, with
the average room rate* increasing 7.7%
to €1 3 6 . 97.
The Rome hotel market
In Rome, RevPAR* increased by 3.3%
to €178.20 and occupancy increased by 0.2%
to 73.0%. The average room rate* increased
by 3.1% to €243.96.
**Source STR European Hotel Review, December 2025
Financial performance Reported in Pound Sterling (£) Like-for-like*
1
in Pound Sterling (£)
Italy, Hungary, Serbia and Austria
Year ended
31 Dec 2025
Year ended
31 Dec 2024 % change
2
Year ended
31 Dec 2025
Year ended
31 Dec 2024 % change
2
Total revenue £16.2m £10.7m 52.2% £11.6m £10.7m 9.0%
Room revenue £12.8m £8.3m 53.8% £9.1m £8.3m 9.0%
EBITDA* £1.2m £1.3m (5.8)% £1.8m £1.5m 22.6%
EBITDA margin* 7.3% 11.8% (450) bps 15.6% 13.8% 170 bps
Occupancy 58.0% 59.3% (130) bps 63.8% 59.3% 450 bps
Average room rate* £142.6 £116.1 22.9% £113.9 £116.1 (1.9)%
RevPAR* £82.7 £68.8 20.3% £72.7 £68.8 5.6%
1 The like-for-like* figures exclude the 2025 results from the newly opened art’otel Rome Piazza Sallustio.
2 Percentage change figures are calculated from actual figures as opposed to the rounded figures included in the above table.
Other markets Italy, Hungary, Serbia and Austria Management and Central Services
View from Solaya London
PPHE Hotel Group Annual Report and Accounts 2025
52 53
Strategic Report Corporate Governance Financial Statements Appendices
art’otel Zagreb
Guests
Stakeholder priorities
• Unique, memorable experiences
• Consistency in service and product
• To enjoy our hotels in a responsible way through a
proactive approach to reducing carbon, plastics and
other waste
• Multiple, easy communication channels throughout the
guest journey
• A personalised approach
• Rewarding their loyalty
How we engaged in 2025
Our teams engage with guests and monitor feedback through
multiple channels, including face-to-face interactions during
their stay, our dedicated WhatsApp service, and pre and post
stay support from our customer service centre. We also
gather insights through social media, post stay surveys and
more than 90,000 guest reviews each year. Social media
listening tools enable real-time engagement, and our hotel
websites offer a live chat function during office hours. Guests
may also contact us through the Radisson Contact Centres.
This year, we enhanced ESG related content across our hotel
websites to ensure guests have clear, accessible information
about our sustainability activities.
Investors
Stakeholder priorities
• Transparency and accountability to ensure that
what we do drives long-term, sustainable returns
on investment
• Good corporate governance
• Reduced carbon emissions
• Diversity, Equity and Inclusion at leadership level
How we engaged in 2025
Our Executive Leadership Team follows our full-year and
half-year results announcements with an Investor
Roadshow, creating an opportunity for open dialogue
around our performance and strategic direction. This
approach strengthens transparency and enhances
accountability to our investor community.
We provide live video presentations on the results, with
recordings made available on our website so all investors
can easily access key messages and updates at their
convenience. We also continue to host regular investor
lunches at our hotels and arrange site visits to highlight
selected properties.
In addition, we remain available for ad hoc investor calls
and presentations, supported by our online
communication channels, including LinkedIn and a
dedicated investor email newsletter.
In line with our three‑year cycle, we conducted a new double materiality
assessment in 2025. Central to this process was a stakeholder engagement
exercise, through which we consulted key stakeholder groups to identify
their material topics and assess the Company’s activities in these areas.
The following sections outline stakeholder priorities and our engagement
approach as part of this assessment.
Stakeholder
engagement
PPHE Hotel Group Annual Report and Accounts 2025
55
Strategic Report Corporate Governance Financial Statements Appendices
54
Team members
Stakeholder priorities
• Working for an employer that cares about their
wellbeing and development
• Contributing to environmental and social progress
• A great place to work that is safe, flexible, diverse and inclusive
• A job to be proud of
• Health, physical and mental
• Being rewarded for loyalty and dedication
How we engaged in 2025
We continue to hold monthly Team Member Forums across our hotels
and quarterly regional forums with the Executive Vice President of
Operations. These sessions are attended by elected representatives
from each department, ensuring meaningful, two-way communication
between our people and the business. Alongside these forums, we
host regular ‘Let’s Connect’ town-hall-style sessions, where all
employees are invited to hear updates from the Executive Leadership
Team and share their feedback.
In 2025, we further strengthened engagement on ESG topics through
our internal communications platform, Youniverse, enhancing
transparency and encouraging wider participation. Our network of
ESG Ambassadors also remained instrumental in gathering local
insights and cascading information within hotels, helping to reinforce
ESG communication and action across the organisation.
This year, we launched a Diversity, Equity and Inclusion (DE&I) Working
Group, comprising representatives from both the HR and ESG teams.
Its purpose is to assess current practices at PPHE and develop
recommendations to enhance our approach in this important area.
Affiliates
Stakeholder priorities
• A strong business partnership through shared stewardship
of brand standards
• Safeguarding brand reputation for environmental
and social issues
How we engaged in 2025
In 2025, we continued to engage regularly with Radisson to
ensure strong alignment between our organisations, both on
brand standards and across broader opportunities for
collaboration. Our partnership remains robust and spans
multiple specialist teams – including Commercial, Learning and
Development, ESG, Procurement, Business Development and
Health & Safety.
One example of this collaboration is our support for Radisson’s
ESG reporting. Each year, we provide a detailed breakdown of
our activities and carbon footprint, helping to enhance
accuracy, transparency and consistency across shared
reporting frameworks.
Teams across PPHE maintain frequent contact with their
Radisson counterparts to ensure that initiatives remain aligned
and that we fully leverage Radisson’s technologies, commercial
programmes and consumer brands. This ongoing coordination
strengthens our joint capabilities and supports a coherent
experience for guests, partners and employees.
Suppliers
Stakeholder priorities
• Ensure that suppliers are able to meet our
sustainability demands
• Alignment and collaboration on sustainability goals
How we engaged in 2025
In 2025, we focused on assessing the ESG performance of
both existing and potential suppliers, identifying
opportunities to collaborate on improving the sustainability
of the products and services we procure. We broadened
the number of suppliers we actively engage with on
sustainability matters. For example, we are working closely
with our laundry service providers to reduce the energy
and water consumption associated with their operations,
and with our waste management partners to enhance
recycling and waste-segregation practices across
ourproperties.
This year, we also developed a new Supplier Code of
Conduct with strengthened sustainability requirements.
This updated Code was launched in February 2026, further
embedding responsible sourcing practices across our
supply chain.
Communities
Stakeholder priorities
• Creation of good jobs to support the local economy
• Care for our environment through clean air,
waste reduction and biodiversity
• Engagement with local non-profit organisations
• Attraction of consumers and investments to the
local communities
How we engaged in 2025
We maintain a consistent approach to engaging with and
supporting local communities across all our hotels, while still
giving each property the flexibility to focus on the causes
most meaningful to them. In 2025, this commitment
strengthened our relationships with local organisations—
including The Felix Project, The Children’s Society, and
others—through team-led fundraising initiatives and
volunteering activities.
Our community support efforts also extend to employment.
We welcomed new team members through partnerships
with UK-based charities and through direct engagement at
our London Victoria Jobcentre, helping us create
opportunities for local talent while contributing positively to
the communities we serve.
Park Plaza London Westminster Bridge Radisson RED Berlin Kudamm art’otel Rome Piazza Sallustio
Stakeholder engagement – continued
PPHE Hotel Group Annual Report and Accounts 2025
56 57
Strategic Report Corporate Governance Financial Statements Appendices
Strategic objective Strategic pillar
Achieve net zero
by 2050
Adapt to
climate change
Attract and
retain talent
Communicate our ESG
efforts to stakeholders
Enhance
biodiversity
Ensure waste
management
best practice
Promote Diversity,
Equity and Inclusion
Promote ESG across
our supply chain
Ensure good
stewardship of
water resources
Support local
communities
Environmental, Social and Governance
Inbar Zilberman
Chief Corporate & Legal Officer
In 2025, we continued to make significant
progress on our ESG strategy, focusing on
various areas of environmental sustainability
and social responsibility. We have achieved
the targets that we set in previous years,
such as completing the submission to SBTi
and expanding our support to local
communities, while also setting new ones for
the years tocome.
As in recent years, the implementation of the
strategy is led by the ESG Manager, who
reports to the Chief Legal & Corporate
Officer. They meet quarterly with the ESG
Committee of the Board to share recent
progress and the plan for the upcoming
quarter. We continue to be members of the
Energy & Environment Alliance, while also
reporting to CDP (formerly known as Carbon
Disclosure Project) and WDI (Workforce
Disclosure Initiative). An important
advancement worth noting about the CDP
disclosures is that PPHE was awarded a
B- CDP rating on its climate disclosure for
2025, showing a significant improvement
compared to previous years.
One of our key achievements in 2025 was the
submission of our targets to the Science
Based Targets initiative (SBTi), marking a
significant milestone in our formal
commitment to reducing carbon emissions
and progressing towards net zero. Alongside
this, we advanced several other ESG
priorities, including improvements in waste
management and deeper engagement with
local communities. For example, we increased
the recycling rate and enhanced the
collection of food waste across many of our
properties, enabling positive sustainability
outcomes together with financial savings. We
also strengthened our community
engagement efforts, expanding our
collaboration with local and international
charities through a wider range of
volunteering and fundraising activities.
The following sections provide detailed
insights into these developments and the
broader scope of our ESG initiatives
throughout 2025.
“In 2025, we continued to make significant progress on
our ESG strategy, focusing on various areas of
environmental sustainability and social responsibility. We
have achieved the targets that we set in previous years,
while also setting new ones for the years to come.”
Inbar Zilberman
Chief Corporate & Legal Officer
Below we present some of the main material IROs identified through the double materiality
assessment process.
Material impacts
Positive:
• Climate change adaptation through
the procurement of renewable
energy
• Water provision and sanitation for
communities in developing countries
through the partnership with Just a
Drop
Negative:
• Increase in greenhouse gas (GHG)
concentration in the atmosphere due
to our business model and value chain
• Soil pollution generating from
upstream activities in the supply chain
Material risks
• Climate change increasing
input costs
• Anti-bribery and
corruption legislation
Material opportunities
• Reduction of carbon emissions
• Investment in energy efficiency
measures
ESG strategic objectives
Our ESG targets are designed to support
ten strategic objectives, which are
presented in the table below. These remain
the same as in previous years, with the
exception of Achieving net zero, for which
the target year has now moved to 2050.
The explanation for this change is
presented on pages 61.
GOVERNANCE
S
u
s
t
a
i
n
a
b
l
e
P
R
O
P
E
R
T
I
E
S
F
o
r
w
a
r
d
-
l
o
o
k
i
n
g
P
E
O
P
L
E
S
t
r
o
n
g
L
O
C
A
L
C
O
M
M
U
N
I
T
I
E
S
R
e
s
i
l
i
e
n
t
S
U
P
P
L
Y
C
H
A
I
N
Each of our targets is intended to contribute to one or more of the United Nations Sustainable
Development Goals (SDGs). The SDGs that we support the most are the ones opposite.
Links to SDGs:
PPHE Hotel Group Annual Report and Accounts 2025
58 59
Strategic Report Corporate Governance Financial Statements Appendices
Double materiality assessment
Following the 2022 double materiality
assessment (DMA), we conducted a new
assessment in 2025 in line with a three-year
cycle.While still not in scope of CSRD, we
havealigned our DMA to its requirements on
a voluntary basis, to allow us to be fully ready
when compliance will become mandatory.
Within this framework, we have identified a
list of impacts, risks and opportunities (IROs),
and assessed their relevance to the business.
It is worth noting that AHG had already
conducted its DMA in 2024, as this was its first
year in scope for CSRD. Although the DMAs
for PPHE and AHG were carried out in
different years, the outcomes show strong
alignment, with similar results and overlaps
across the identified IROs.
The consultants Code Gaia supported us
inthe DMA and provided their proprietary
software to conduct the analysis. The
process took place in the first half of the
yearand was marked by a set of four
workshops, involving senior representatives
of all relevant teams (ESG, Legal, Finance,
Engineering, Procurement, HR, Risk and
Internal Audit). Throughout these meetings,
we went through the list of IROs provided by
the ESRS (European Sustainability Reporting
Standards) and assessed the various criteria
to determine their materiality (e.g. severity,
timeframe and reversibility of impacts).
Decarbonisation journey
PPHE has implemented various
carbon-reduction initiatives over several
years, with a more formalised approach to
decarbonisation in recent years with the
work on SBTi targets.
In 2025, the Group engaged Greenview
asan external specialist consultancy
tosupport the development of a
decarbonisation plan intended to underpin
the SBTi submission and ensure the
robustness of PPHE’s commitments. As part
of this process, PPHE reviewed its recent
carbon footprint inventory to confirm
alignment with SBTi requirements. The
Group also conducted detailed engagement
with senior internal stakeholders, including
the Heads of Engineering and Procurement,
to identify existing and planned
decarbonisation initiatives. This information
served as the basis for the development of
two emission reduction scenarios: a
baseline reflecting projected emissions
without SBTi-aligned action, and an
enhanced scenario incorporating the
additional measures required to meet
PPHE’s SBTi commitments. The modelling
also included an assessment of the capital
expenditure associated withachieving the
near-term 2035 reductiontarget.
A key step in the process was the
presentation of the initial draft
decarbonisation plan during a workshop held
in London in June 2025. Feedback from
internal stakeholders was incorporated into
the plan during the subsequent months. The
finalised version was presented to the ESG
Committee of the Board, and the resulting
actions were integrated into capital
expenditure plans at the property level.
During the development of the plan, PPHE also
reassessed the Group’s previous 2040 net
zero target year. Since a detailed analysis
indicated that this date was not achievable,
particularly in relation to Scope 3 emissions,
the target year was revised to 2050. This
updated timeframe aligns with anticipated
decarbonisation trajectories across the
hospitality sector and allows sufficient time
for supply chain partners to adapt and
support PPHE in achieving its long-term net
zero objective.
The submission of our targets to SBTi was
completed in December, with SBTi validation
expected in Q1 2026.
Q4 2023
Submission of
commitment
letter to SBTi
Q4 2024
Appointment of
Greenview as the
chosen consultants
Q2 2025
Workshop with Greenview to
present the decarbonisation
plan and proposed targets
Q4 2025
Submission of
targets to SBTi
Q2–Q3 2024
Gathering and
evaluation of
proposals for
SBTi support
Q1 2025
Analysis of carbon footprint
inventory of most recent
years and start of internal
engagement
Q3 2025
Finalisation of
decarbonisation plan
and presentation to
the ESG Committee
Q1 2026
Expected validation
of targets by SBTi
Environmental, Social and Governance – continued
Park Plaza County Hall London
Park Plaza London Waterloo
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art’otel London Battersea Power Station
Environmental, Social and Governance – continued
Sustainable properties
and recycling of nearly 18,000 kg of plastic
in 2025 alone. We are also progressing with
the elimination of other single-use plastic
items in our hotels, such as the gradual
replacement of plastic bottles with either
aluminium cans or water fountains in the
corridors.
Another new initiative we launched in 2025
is a pilot of Olio in art’otel London Battersea
Power Station. Olio is a sharing app that
connects neighbours and local businesses
to give away surplus food and household
items instead of throwing them away.
Through this platform, art’otel London
Battersea Power Station has helped reduce
food waste while supporting the local
community. We will expand the use of this
app to new hotels in 2026, to further reduce
food waste across our operations.
Building certifications
In 2025, we started the process to obtain
the BREEAM In-Use certification for Park
Plaza London Westminster Bridge, Park
Plaza London Riverbank and art’otel Rome
Piazza Sallustio. The evidence for Park Plaza
London Westminster Bridge and Park Plaza
London Riverbank was gathered and
submitted to BRE, and we are currently
awaiting BRE’s feedback. The submission for
art’otel Rome Piazza Sallustio will be
completed in 2026, with further properties
expected to undergo the assessment
throughout the year as well.
In 2025, art’otel Rome Piazza Sallustio also
received the BREEAM certification,
recognising the environmental upgrades
brought by the refurbishment of the
property. The hotel now joins other PPHE
properties with a BREEAM certification,
including Park Plaza London Riverbank,
Park Plaza London Waterloo, Park Plaza
London Park Royal, art’otel London
Hoxtonand art’otel London Battersea
Power Station.
Hotel sustainability certifications
and awards
Strong environmental performance across
our properties has played a key role in
helping our hotels earn top ratings in
respected sustainability certifications.
These include Green Tourism, Green Globe,
Green Key, Travelife and Blue Flag,
reflecting our commitment to responsible
operations and continuous improvement.
Having received a BREEAM ‘Excellent’
certification in 2024, art’otel London
Hoxton was eligible for the 2025 BREEAM
Awards, for which it was shortlisted in the
category of People’s Choice – Commercial
Building. Although the hotel was not the
final winner, this was a great opportunity
to showcase the environmental
performance of this new-build and
present PPHE as a leader in real estate
sustainability.
2025 has also seen AHG receiving
recognitions for its ESG work. For the
second consecutive year, AHG ranked
third among 59 companies in AmCham’s
ESG Maturity Assessment (American
Chamber of Commerce in Croatia). AHG
also proudly secured third place among
all tourism companies in the ESG
assessment conducted by the Croatian
Chamber of Economy, placing it among
the top tier of sustainable businesses in
Croatia. Finally, in 2025, AHG was awarded
the ESG rating ‘Very High’ by the Croatian
Chamber of Commerce, recognising the
Company’s efforts in operating as a
responsible business.
Drip Drop
In 2025, we started replacing our
umbrellas with the Drip Drop system in
some of our London and Amsterdam
hotels. With this, guests can borrow a
Drip Drop umbrella from the front desk
or concierge for a small fee, use it during
their stay and return it when they no
longer need it, with the fee refunded to
them. Drip Drop umbrellas are made
entirely with recycled plastic and are
more durable than traditional ones,
making it both a convenient and more
sustainable amenity for our guests.
Waste management
We continue to send zero waste to landfill
in the UK and we are working to achieve
this in all other countries in our portfolio
as well in the coming years. For the past
two years, we have been working with the
company The Waste Specialists (TWS),
who are supporting us in aligning waste
management practices across our UK
properties. 2025 was a year of progress
in this area, as we introduced food waste
bins in all UK properties and standardised
data collection across them through TWS.
This allowed us to have a better
understanding of the different potential
for waste segregation across the hotels
(mainly differing due to the space available
in the waste loading bay) and introduce
recycling targets tailored to each hotel
based on this. Training sessions for team
members were delivered across all
hotels, to ensure alignment and a clear
understanding of the use of the various
bins in the back of house area. Our work
throughout 2025 quickly showed
improved segregation rates across all
properties, also leading to lower waste
management costs, due to food waste and
DMR (dry mixed recycling) being cheaper
to dispose of than general waste.
In the past year, we piloted the Orbisk
system in Park Plaza Victoria Amsterdam.
This is an AI-powered food waste
monitoring system that uses smart
cameras and image recognition to track,
analyse and provide insights to reduce
food waste in kitchens. The results of the
pilot showed clear improvements in the
amount of food waste generated in just a
few months after installation, together
with lower food purchasing costs thanks
to better menu planning and lower waste
collection costs. With this success in mind,
we are now looking to expand the use of
this technology to other UK hotels as well,
to maximise the food waste reduction
potential across our portfolio.
Since 2024, we have been working with
Clean the World, an organisation
specialised in waste recycling that collects
and processes the used bathroom
dispensers from our properties. This
collaboration resulted in the collection
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Links to UN SDGs
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Environmental, Social and Governance – continued
Forward-looking people
Wellbeing remained a key priority, with the
relevant indicator from the engagement
survey showing that 79% of team members
believe PPHE supports their wellbeing at
work, marking a 2% increase compared to
2024. These results were supported by
initiatives such as a continued focus on
Vitality at Work and our Employee Assistance
Programme, helping us create a healthier and
more supportive workplace across a wide
range of topics important to our people.
Workforce retention
Retention remained a key focus throughout
2025, with improvements linked to stronger
engagement, targeted development
programmes and inclusive recruitment
practices.
PPHE saw an increase in the retention rate to
63%, reflecting the positive impact of
initiatives such as the Graduate Managers
Cohort, internal promotions campaigns and
enhanced wellbeing support. These efforts
have helped create a more stable workforce,
reduce turnover costs and foster long-term
career growth for our team members. The
2025 retention rate for AHG sits at 57%, which
reflects the specific challenge of having a
large number of seasonal workers.
Learning and Development
We continue to invest in the growth and
development of our people through a
range of innovative programmes. The
Graduate Managers Cohort who started
in 2023 celebrated the successful
completion of their programme in March
2025, marking a significant milestone in
building our future leadership pipeline. We
introduced a new format for people
development workshops creating informal
spaces for knowledge sharing and
collaboration. To strengthen leadership
capability, we launched The NextGen
programme for team leaders, equipping
them with even more skills to lead
effectively in a dynamic environment.
Additionally, we began piloting immersive
learning using virtual reality technology to
deliver engaging and impactful training
experiences.
Team member engagement
To track progress on engagement of our
team members, we ran two engagement
surveys throughout the year, one at PPHE
and one at AHG, ensuring we gather
valuable insights from our diverse
workforce.
In 2025, PPHE achieved an average
engagement score of
86.5%
outperforming the sector benchmark
as in previous years by
6%
At AHG, where seasonal employment is
common, we again refined its survey
approach to better include permanent,
seasonal and international team members.
This allowed us to set a tailored
engagement metric, which this
year reached
77%
an increase of
2%
compared to 2024
Links to UN SDGs
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YEZI team
art’otel Rome Piazza Sallustio
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Employee Engagement and Culture
Our commitment to fostering a strong,
inclusive culture was reinforced through
the introduction of three key internal
focus areas: Connect, Create and Grow.
These pillars serve to support the
foundation of our people strategy,
ensuring alignment across teams and
promoting engagement. We also
developed a more structured recognition
programme to unify all team member-led
support groups under one scalable
framework. This initiative not only
celebrates achievements but also
strengthens our sense of community
and belonging.
To ensure a high level of engagement, in
the following paragraphs we bring
examples of some feedback given by our
team members and how the Company
responded to it.
Our team members said:
“Achieving a healthy balance
between work and home life is
important.”
What we did:
We acted by improving scheduling practices.
Rotas are now shared at least two weeks in
advance (four weeks in some properties),
giving team members more time to plan their
personal and professional lives. This change
reflects our commitment to flexibility and
wellbeing across all hotels.
Our team members said:
“Many people across properties
expressed that they value
working in a fun and exciting
environment.”
What we did:
To build on this feedback, we introduced
engagement calendars across multiple
hotels, ensuring every department could
participate in activities that foster team spirit.
At art’otel London Hoxton, the teams
organised themed lunches, departmental
recognition days and competitions. Park
Plaza London Waterloo and Park Plaza
London Westminster Bridge hosted social
events and departmental celebrations, while
Park Plaza London Riverbank and art’otel
London Battersea Power Station rolled out
full engagement calendars tied to national
events. In Park Plaza Leeds, senior
management arranged dinners and off-site
activities to keep the teams engaged.
Environmental, Social and Governance – continued
Radisson RED Belgrade
Solaya London
Our team members said:
“Career development
aspirations matter and should
be supported.”
What we did:
We delivered on this by focusing on internal
promotions across departments and
recognising talent. At Park Plaza London
Waterloo and Park Plaza London Westminster
Bridge, we introduced leadership enablement
training, succession planning and focused
development huddles. These initiatives
ensure that talent is recognised and
supported, creating clear pathways for
growth within the Company.
Our team members said:
“Better workspaces and
facilities would enhance the
experience at work.”
What we did:
We invested in refurbishing offices and
working spaces, including upgrades at Park
Plaza London Westminster Bridge and Park
Plaza Eindhoven. We also launched new
uniforms and improved staff restaurant
offerings, creating a more comfortable and
professional environment for our teams.
Recruitment and job creation
The launch of Solaya at art’otel London
Hoxton in September 2025 and the opening of
art’otel Rome Piazza Sallustio in March 2025
created valuable employment opportunities,
with around 30 and 70 roles created in each
location, respectively. In Rome, our
collaboration with the local government
enabled us to support individuals who had
experienced long-term unemployment,
helping them re-enter the workforce through
meaningful hospitality careers. These
initiatives not only strengthened our
operational capacity and supported
successful openings but also reinforced our
commitment to inclusive hiring practices and
community impact, empowering people with
new opportunities while building diverse,
resilient teams across our portfolio.
In 2025, we further expanded our social
impact through strategic partnerships and
internal mobility initiatives. In the UK, we
partnered with Only A Pavement Away, a
charity supporting individuals facing barriers
to employment – including the homeless,
prison leavers, refugees and those with
mental health challenges – into hospitality
careers. Through this partnership, we
attended external events and successfully
hired candidates within a range of roles.
Across the UK, the Netherlands and Italy, we
launched a quarterly campaign to spotlight
internal talent and showcase career
development opportunities both internally
and externally. To further support mobility,
we implemented a new matrix and internal
reporting, enabling recruitment teams to
access key talent data and promote internal
opportunities.
In the Netherlands, our new partnership with
JINC aligns us with its mission to support
more than 80,000 young people each year in
gaining a strong start in the job market
through educational programmes and
career guidance.
Degree and apprenticeship programmes
Our degree and apprenticeship programmes
remain a cornerstone of our talent
development strategy. These programmes
provide structured career pathways,
ensuring that team members have
opportunities to grow and thrive within our
organisation. The current cohort continues
to progress and will graduate in 2027.
DE&I
In 2025, we set up a DE&I (Diversity, Equity
andInclusion) working group made up of
representatives from the HR and ESG teams.
The objective of this group was to assess
current practices at PPHE and propose
recommendations for improvements. An
important milestone was the presentation of
these recommendations to the Co-CEO and
Chief Corporate & Legal Officer, who have
agreed on progressing with them and will
receive quarterly updates by the
workinggroup.
ESG communications
In 2025, we set out the ambition to increase
PPHE’s presence on social media around ESG
initiatives. This was achieved through regular
ESG social media posts, especially on LinkedIn,
with regular monthly posts highlighting
initiatives both at the hotel and corporate
levels (examples include updates on our SBTi
journey, volunteering activities and local
community partnerships).
We also identified an opportunity to enhance
ESG awareness among our team members.
To support this objective, we have introduced
regular ESG related content on our internal
communications platform, Youniverse. This
platform enables us to share updates on
recent initiatives, particularly those related to
volunteering and community engagement,
and to make this information accessible to all
team members across the organisation.
Besides this general internal awareness, we
also recognise the importance of some teams
being more comfortable with the ESG
strategy of the Company, namely the Sales
and Recruitment teams. These teams
regularly engage with corporate clients and
prospective employees, both of whom
increasingly expect transparent and
informed responses on ESG matters.
Therefore, it is essential that the teams feel
confident addressing ESG related questions
within their stakeholder groups. To support
this, the ESG Manager delivered targeted
training sessions to update these teams on
the Company’s ESG progress and priorities.
This ensures they are well equipped to
communicate our achievements and
approach externally in a clear and
credibleway.
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art’otel London Hoxton
Environmental, Social and Governance – continued
Resilient supply chain
Links to UN SDGs
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standards in areas such as decarbonisation
and the circular economy. This was approved
internally in February 2026 and subsequently
communicated to all our suppliers.
In 2025, we stepped up the interactions with
our suppliers to share carbon footprint data,
which is useful to increase the accuracy of
our Scope 3 emissions results. For instance,
we now rely on footprint data provided by our
laundry supplier in the UK instead of
applying generic, spend-based emission
factors. In the future, the ambition is to
expand this approach to a growing
number of suppliers across various
products and services, an aspect that is
also covered in the new Supplier Code of
Conduct.
In the past years, our supplier standards
were guided by a Responsible and Ethical
Sourcing Policy, which set the minimum
social and environmental standards for
our supply chain. However, in view of the
progress achieved across key ESG areas,
we have updated this policy to include a
new Supplier Code of Conduct, reflecting
the Company’s ambition to raise
“In the future, the ambition is to expand this approach to a growing
number of suppliers across various products and services.”
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Environmental, Social and Governance – continued
Strong local communities
vital water, sanitation and hygiene solutions to
communities in developing countries. As a
token of appreciation, guests can also select
from a range of rewards in recognition of
their contribution. In the period from
September 2022 when the partnership
started until the end of 2025, PPHE hotels
have raised a total of £460,000 for Just a
Drop (£195,000 in 2025 alone). The success of
this collaboration earned PPHE and Just a
Drop the 2025 Business Charity Award in the
category Sports, Travel and Leisure.
The Felix Project: This is a London-based
charity focused on reducing food waste and
combating hunger by redistributing surplus
food to those in need. For the second year in a
row, between May and July 2025, various
PPHE restaurants and bars in London
supported the charity in its Restaurants Feed
London campaign, helping to raise £4,000.
JINC: In 2025, we set up a partnership with
the charity JINC in the Netherlands. It is an
organisation that helps children aged 8 to 16
from disadvantaged backgrounds discover
their talents, explore different professions
and learn essential skills for entering the job
market. The Dutch PPHE hotels have engaged
in various activities to support JINC, such as
volunteering to provide career advice to
young students and help them transition to
the workplace.
Jubilee Gardens Trust: In 2025, we also
partnered with the Jubilee Gardens Trust,
which manages Jubilee Gardens, a park
located near PPHE’s London Regional Office.
Our financial support provided the Trust with
the resources to plant new holly hedges
around the gardens, while a group of PPHE
volunteers helped them with planting tulip
and daffodil bulbs. More volunteering days of
this kind are planned for 2026, with a view to
provide regular support to the gardens
throughout the year.
Rambert: One of the latest partnerships
set up in 2025 is that with Rambert. This is
a non-profit organisation providing
world-class performances, dance and
wellness classes, and programmes for
people of all ages and abilities in the
London borough of Lambeth. Besides its
activities as a dance school, it is very
involved in the local community in
Lambeth, especially through its Future
Movement Lambeth Programme, of which
PPHE is now the main supporter. This is an
initiative aimed at young people aged 16 to
21, designed to help them explore
professional skills and connect with
various industries through collaborative
projects and mentorship.
Community engagement in Pula
In Croatia, AHG continues to support the
Pula General Hospital through donations
of medical equipment and sponsoring
various other activities taking place at the
hospital. Furthermore, AHG also
sponsored major cultural and sporting
events such as the Pula Marathon, Visualia
Festival of Lights, Pula Film Festival, Jazz
Waves, the 31st Pula Book Fair and the
traditional humanitarian Christmas
concert at the Istrian National Theatre.
AHG has been very active in environmental
stewardship in the Istrian region as well. An
important opportunity for this was the
support of a reforestation project in Pula
to plant 2,000 oak trees to restore areas
affected by wildfires. The Company also
maintains internationally recognised
environmental certifications that support
the preservation of the local area, such as
Travelife, Green Key and Blue Flag.
Charity partnerships
In 2025, PPHE joined the Lambeth Climate
Partnership (LCP) and the Westminster
Sustainable City Charter (WSCC), two
voluntary frameworks set up by the
London boroughs of Lambeth and
Westminster, where many of our hotels
are located. The LCP is a collaborative
network of local organisations,
businesses, schools and communities
working together to deliver Lambeth’s
Climate Action Plan and achieve the
borough’s Net Zero 2030 vision. The
WSCC is a voluntary climate action
initiative that brings together businesses,
public institutions and property owners to
reduce emissions from non-domestic
buildings, which are responsible for over
70% of Westminster’s greenhouse gases.
Following the introduction of a dedicated
volunteering day for all PPHE team
members in 2024, this year, our teams
took part in a variety of initiatives,
including gardening projects at Jubilee
Gardens and other community spaces
across London.
We continue to work closely with a range
of charity partners and, in 2025,
expanded our collaborations to include
new organisations, further strengthening
our community impact.
Just a Drop: For the past years, we have
been supporting Just a Drop through the
Ecological Programme. This programme
offers guests staying for two nights or
more the option to decline housekeeping
services, helping to reduce water, energy
and detergent usage associated with linen
cleaning. For each night a guest opts out,
the hotel donates €/£1 to Just a Drop,
supporting the charity’s efforts to deliver
Links to UN SDGs
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PPHE volunteers gardening for the High Tree charity in Lambeth, London
PPHE volunteers gardening
in London Jubilee Gardens
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The UK Listing Rules (6.6.6(8)R) require the Company to include a Task Force on
Climate‑related Financial Disclosures (TCFD) statement in the Annual Report.
This section is drafted in compliance with the
11 TCFD recommendations and, together with
a climate scenario analysis, it provides an
overview of the four pillars of the TCFD
report for PPHE: Governance, Strategy, Risk
Management, and Metrics and Targets. These
pages also address our reporting obligations
under the Streamlined Energy and Carbon
Reporting (SECR) regulation and the
requirements of the Companies Act 2006 as
amended by the Companies (Strategic
Report) (Climate-related Financial Disclosure)
Regulations 2022.
Governance
As of 2024, climate related risks are no longer
considered emerging risks but are integrated
into our core business risk assessments,
reflecting their strategic importance. Our
ERM framework is built on four foundational
pillars that enable informed decision-making:
a risk-reward strategy, robust governance, a
structured risk management process and
comprehensive risk assurance. We conduct
quarterly enterprise risk assessments,
evaluating the likelihood and potential impact
of each risk.
In 2021, we established an ESG Committee
comprising four Non-Executive Directors. The
Committee meets quarterly and works
closely with the Executive Leadership Team to
review climate related developments,
approve proposed strategies and targets,
and annually assess TCFD disclosures in
February. It also oversees the broader ESG
strategy, ensures stakeholder engagement
on ESG initiatives, and monitors
communication of these efforts both
internally and externally.
The Audit Committee plays a key role in
overseeing and advising the Board on the
Group’s risk exposure, appetite and future
strategy. As part of its remit, the Committee
meets quarterly to monitor both financial and
non-financial climate related risks, identifying
any shifts that could influence the Group’s
overall risk profile.
In Q4 2025, the Head of Internal Audit and
Risk, supported by the ESG Manager,
conducted routine functional risk reviews
across all internal departments, focusing on
climate related risks. The findings were
presented to the Audit Committee, with no
new issues or concerns identified during the
process.
Responsibility for ESG and climate related
matters within the Executive Leadership Team
lies with the Chief Corporate & Legal Officer,
Inbar Zilberman. She reports to the Co-CEO
and regularly attends meetings of the ESG
Committee of the Board. She oversees
compliance with TCFD reporting
requirements, as well as the Group’s ESG
policies, practices and procedures.
Throughout 2025, we continued our
awareness campaign to embed
environmental sustainability and social
responsibility into daily operations. This
included an internal awareness campaign
through our team member communication
platform, Youniverse, with regular content
about ESG activities across the Company, as
well as ESG Ambassadors in our hotels.
Strategy
We acknowledge the complexity of climate
change and our responsibility to reduce the
Company’s environmental impact. With this in
mind, we remain committed to lowering both
our carbon footprint and overall
environmental impact. Our ESG strategy,
supported by clearly defined targets, is the
cornerstone to this ambition.
As a Company that develops, owns, co-owns
and manages many of its properties, we are
uniquely positioned to implement
sustainability initiatives across all stages of
our business, from development through to
day-to-day operations. By embedding
sustainability into every aspect of our
activities, we aim to generate long-term value
for the Group and its stakeholders.
As part of the evolution of our ESG strategy,
we have committed to developing a detailed
decarbonisation plan to support our journey
toward net zero by 2050, which formed the
basis of our SBTi submission. In 2024, we
engaged specialist consultancy Greenview to
support this work. Its input resulted in a
comprehensive action plan to address
carbon emissions across our operations,
which is a critical step in shaping our future
decarbonisation efforts. We have also
continued our collaboration with Energy and
Environment Alliance, whose expertise
continues to support our activities.
Climate scenario analysis
In line with our TCFD obligations, we
reassessed PPHE’s exposure to both
transition and physical climate risks in 2025.
As already started in 2024, this year, we
continued to conduct our analysis of physical
risks by examining risk profiles at the
individual property level. To support this, we
continued our partnership with Climatig,
gaining access to its proprietary software to
evaluate physical climate risks under two
distinct climate scenarios:
• Representative Concentration Pathway
(RCP) 4.5: An intermediate scenario from
the IPCC, assuming greenhouse gas
emissions peak around 2040 before
declining.
• RCP8.5: A worst-case scenario where
emissions continue to rise throughout the
21st century.
We chose these scenarios as they were
created and endorsed by the IPCC
(Intergovernmental Panel on Climate Change),
the global scientific authority on climate
change created by the United Nations. While
the IPCC typically works under four
scenarios in total, Climatig’s analysis only
focuses on two of them, RCP4.5 and RCP8.5,
as these are deemed sufficient for climate
risk analysis at the level of our organisation.
These two scenarios are used to inform the
approach to the various climate-related risks
in the ERM.
Time horizons
Given the long-term nature of climate
change, risks were assessed across
three timeframes:
• Short term: 2026–2028
• Medium term: 2029–2031
• Long term: 2032–2040
These horizons were selected to provide
sufficient analytical depth without extending
beyond the limits of reliable forecasting. Due
to the inherent uncertainty in climate science
and policy, we defined 2040 as the boundary
for our long-term scenario, as projections
beyond this point become increasingly
speculative.
The tables that follow present our
assessment of transition and physical risks,
grouping financial impacts across the
medium and long-term horizons. Our findings
through this approach indicate that the
potential financial impact of these risks would
increase from the short-term to the medium/
long-term. However, given the mitigation
measures in place that are discussed below,
we do not anticipate significant differences in
the concrete financial impact between the
two periods.
Transition risks
We identified and assessed four key
transition risks, as detailed in Table 1. The risk
profile for each varies significantly depending
on the geographic location of our properties.
For example, customer expectations
regarding climate related issues tend to be
more pronounced in certain countries, and
local regulatory frameworks also differ,
influencing the level and nature of exposure
to these risks.
Table 1 Assessment of residual transition risks
Transition risk Likelihood
Short-term
financial
impact
*
Medium/
long-term
financial
impact
*
Negative perception of the Group by
stakeholders with regard to climate
related matters
Unlikely Moderate Moderate
Climate change increasing input costs Almost certain Minor Moderate
New climate related regulations
impacting asset value
Very unlikely Minor Moderate
Cost and disruption of updating physical
infrastructure to phase out non-
renewable energy sources
Almost certain Minor Major
Increased cost of carbon credits Very likely Minor Minor
* Minor: <£1.35 million; Moderate: £1.35–£6.75 million; Major: £6.75– £27 million. All refer to annual impact.
One of the transition risks identified is the
potential for negative stakeholder perception
regarding climate related matters. PPHE
actively mitigates this risk through key
elements of its ESG strategy, including our
commitment to securing environmental
building certifications and the submission of
our decarbonisation targets to the SBTi.
We also highlighted the risk of climate change
driving increased input costs. Food and
beverage (F&B) costs have risen in recent
years, partly due to climate related impacts
on supply chains. Considering the central role
of F&B and construction in our business
model, this risk will remain a focus moving
forward. Carbon pricing in construction
materials such as steel and cement, both of
which are critical to our property
development activities, is affecting their cost.
Another key risk is the impact of new climate
related regulations on asset value. For
example, mandates such as the UK’s Energy
Performance Certificate (EPC) requirements
may affect property valuations. To mitigate
this, we ensure that all new-build hotels,
repositioning projects and refurbishments
achieve certification from recognised
schemes such as BREEAM. Additionally, we
are conducting BREEAM In-Use assessments
for selected properties to further strengthen
our risk managementapproach.
We also identified the risk of cost and
disruption associated with updating physical
infrastructure to phase out non-renewable
energy sources. Countries like the UK and the
Netherlands have set ambitious targets for
phasing out gas, which may require us to
further accelerate our energy transition,
potentially incurring higher costs.
All the risks above were already present in
last year’s assessment. However, in 2025, we
added another risk to the register to account
for the possible increase in the cost of carbon
credits. While PPHE does not currently
purchase any carbon credits, due to our net
zero commitment, we will have to do so in the
future to offset a maximum of 10% of our
baseline emissions by the target year 2050.
With an increasing number of companies
making similar commitments, it is possible
that high quality carbon credits will become
scarcer and more expensive in the future.
For all identified risks, we have established
control and mitigation measures that are
reviewed annually. This ensures our
response remains agile and aligned with any
changes in the risk landscape.
TCFD report
to these risks.
to these risks.
to these risks.
(Intergovernmental Panel on Climate Change),
PPHE Hotel Group Annual Report and Accounts 2025
72 73
Strategic Report Corporate Governance Financial Statements Appendices
Table 2 Assessment of residual physical risks
Physical risk Likelihood
Short-term
financial
impact
*
Medium/
long-term
financial
impact
*
Coastal flooding Very unlikely Minor Minor
River flooding Unlikely Moderate Moderate
Heavy precipitation Likely Minor Minor
Drought Possible Minor Minor
Wildfires Unlikely Moderate Moderate
Heatwaves Possible Minor Minor
* Minor: <£1.35 million; Moderate: £1.35–£6.75 million; Major: £6.75–£27 million. All refer to annual impact.
It is important to recognise that the
significance of climate related risks varies
considerably across our property portfolio.
For example, heavy precipitation poses a
greater threat to our London properties,
while coastal flooding and wildfires are more
relevant to assets in the Netherlands and
Croatia, respectively. In contrast, risks such
as heatwaves are applicable to all properties.
Some of our Dutch properties are located
below sea level and therefore are potentially
exposed to coastal flooding. However, the
Netherlands has extensive coastal defence
systems, significantly reducing the likelihood
of such events. Similarly, while several of our
hotels are situated near rivers, such as the
River Thames in London, the risk of river
flooding remains low due to robust flood
protection infrastructure, including the
Thames Barrier, which safeguards the city
from tidal surges and rising sea levels.
Among the three flooding related risks –
coastal, river and heavy precipitation – heavy
precipitation is the most concerning, as it is
the least mitigated at the city or regional level.
Nevertheless, the expected impact on our
properties remains minor.
Drought risk is particularly relevant to our
Croatian properties. To reduce our exposure
to this risk, desalination facilities were
installed in Pula and Medulin in 2023. These
plants now supply sufficient fresh water for
landscape irrigation, helping to reduce
freshwater withdrawal in the region.
Overall, while our properties are exposed to
the transition and physical risks outlined
above, none are expected to result in
significant financial impact. For each risk, we
have established control and mitigation
measures, including insurance coverage and
crisis management plans, which are reviewed
regularly to ensure our response remains
effective and adaptive.
Climate related opportunities
While climate change primarily presents risks
to our business and the hospitality sector at
large, we also actively seek to identify the
opportunities it may bring. For PPHE, these
opportunities often lie in our ability to adapt
more swiftly than competitors, by offering
more sustainable products and services to
guests, and continuously improving the
energy efficiency of our operations.
.These efforts will be further supported by
the decarbonisation plan we developed in
2025, which outlines a detailed set of actions
to reduce emissions across our assets and
operations. Our commitment to reducing the
Company’s emissions through SBTi
represents a strategic opportunity to
enhance our competitiveness in climate
related matters.
On the real estate side of our business, we
are pursuing BREEAM In-Use certifications
for selected properties, which will help us
better understand the climate risks
associated with each asset and improve our
preparedness. They will also have the
potential to enhance property value through
third party validation of their sustainability
performance and reduce refinancing costs
through access to green loans.
Risk management
We operate a Group-wide Enterprise Risk
Management (ERM) system that is embedded
within the strategic planning of each
corporate function. As noted earlier, we now
treat climate related risks as core business
risks, ensuring they receive appropriate
attention in our planning and decision-making
processes.
Our risk management framework is built on
four key pillars that support informed
decision-making: a) a risk-reward strategy; b)
strong risk governance; c) a structured risk
management process; and d) risk assurance.
We conduct quarterly enterprise risk
assessments, evaluating the likelihood and
potential impact of each identified risk.
Following these assessments, the ESG
Manager and the Head of Risk and Internal
Audit inform the senior leadership team
about any changes to the profile of existing
risks or any new risks identified. This ensures
that all relevant teams are promptly informed
as appropriate, increasing ESG risk alignment
across the organisation.
Metrics and targets
As part of our reporting obligations, every
year, we provide a country-level breakdown
of our carbon emissions for Scopes 1, 2 and 3
with related intensity metrics (see SECR
paragraph). In 2026, we will also have our SBTi
targets formally validated, adding to the
metrics that we will report on yearly.
Besides these, other relevant environmental
performance targets include:
• Certifying all new-build hotels, repositioning
projects, and refurbishments through
recognised building certification schemes.
To support this, we have an internal policy
to ensure consistent implementation.
• Procuring renewable electricity across all
our properties. With our Radisson RED
Belgrade property being supplied by
renewable electricity from September
2025, this target has now been achieved
and we aim to maintain this going forward.
Streamlined Energy and Carbon Reporting
Under the 2018 Regulations, the SECR
requirements apply to quoted companies,
large unquoted companies and large LLPs,
forfinancial years starting on or after
1 April2019.
This SECR report covers the reporting period
from 1 January 2025 to 31 December 2025,
and includes:
• Energy consumption data for 2025
and2024
• Greenhouse gas (GHG) emissions for 2025
and 2024
• Intensity metrics for 2025 and 2024
• A summary of energy efficiency measures
implemented in 2025
• The methodology used for calculating the
above metrics
Our carbon footprint assessment follows the
Greenhouse Gas Protocol, using region-
specific emission factors. Emissions are
reported across Scopes 1, 2 and 3.
Scope 1 emissions cover direct emissions
from the combustion of gaseous and
transportation fuels by the Company.
• Scope 2 emissions include indirect
emissions from purchased electricity and
district heating and cooling used in our
hotels and offices.
• Scope 3 emissions account for indirect
emissions from the products and services
we procure. While we do not have direct
control over these emissions, we actively
collaborate with our value chain partners
to develop strategies for reducing them
aspart of our goal to achieve net zero
by2050.
Following on from the work carried out in
previous years, in 2025, we continued with
the established approach to calculating our
carbon footprint. This includes clear
ownership of input data across various
teams and continuous checks on this data
throughout the year, as well as on the final
calculations. This process requires the
involvement of the ESG, Engineering, Data,
Finance and Procurement teams, together
with external consultants, all working
together in ensemble to ensure that the
results are as accurate as possible.
Scope 2 emissions can be calculated using
either a location-based or market-based
approach. The location-based method uses
the average emission factor of the local
energy grid where the electricity is
consumed. In contrast, the market-based
method reflects specific contractual
arrangements for energy procurement,
such as renewable energy agreements and
on-site renewable generation.
Carbon footprint calculations were carried
out by Zero Carbon Services (ZCS) for PPHE
and by Code Gaia for AHG. ZCS then
consolidated the results to produce the
Group-wide figures. The reported figures
include all hotels under management,
regardless of ownership structure. This
means that emissions from Park Plaza
County Hall London and art’otel London
Battersea Power Station are fully accounted
for.
The tables below present our carbon
footprint and energy consumption data for
both the UK and the entire Group for the
years 2025 and 2024.
Physical risks
The physical risks we consider material to our business are outlined in Table 2.
TCFD report– continued
PPHE Hotel Group Annual Report and Accounts 2025
74 75
Strategic Report Corporate Governance Financial Statements Appendices
The tables above show that the Group’s
Scope 1 emissions have decreased year on
year, which is due to two contributing factors:
• Some gas equipment was replaced with
newer and more energy efficient electric
equipment.
• Most hotels had lower refills of refrigerant
gases, reducing related emissions.
Gas use reductions were mostly achieved in
the UK and Netherlands across many hotels,
with Park Plaza Westminster Bridge and Park
Plaza Riverbank being the largest
contributors to this decrease.
Scope 2 emissions were maintained at similar
levels to 2024. With new hotels in the portfolio
(art’otel Rome Piazza Sallustio) and others no
longer part of it (Park Plaza Berlin Mitte),
electricity consumption is expected to settle
at new levels. Furthermore, the increased
electrification of our properties means that
to lower gas use corresponds higher
electricity use. At the same time, higher
energy efficiency of newer equipment allows
us to run the same level of operations with
lower energy use overall. All these factors
combined contribute to the Scope 2
emissions reported above.
As of 2025, electricity consumption in all our
regions is covered by RECs (Renewable
Energy Certificates). The remaining market-
based emissions are largely due to district
heating use in some properties, which is not
yet considered renewable.
While the year-on-year comparison does not
show marked variations, there was a notable
change in the calculations due to some
primary data in Germany. In particular, the
district heating emission factor in Germany
provided by the supplier shows a significant
change year on year, which skews Scope 2
emissions results for the country and is
visible at the Group level as well. However, it is
worth noting that this change reflects a more
accurate emission factor and will allow us to
have more truthful reporting going forward.
Scope 3 emissions in 2025 were lower than in
2024. This is due to the combined effect of
different emission categories moving in
opposite directions:
• Category 3.1 Purchased Goods and
Services increased across the whole
Group as a result of expanded operations
(new hotel openings and increased
revenues in most regions).
• Category 3.2 Capital Goods showed a
marked reduction, which more than
compensates the increase in category 3.1.
This is because construction works for
art’otel London Hoxton were completed in
2024 and those for art’otel Rome Piazza
Sallustio in early 2025, leaving only routine
refurbishment activities in category 3.2 in
the rest of 2025. In previous years, the
construction of art’otel London Hoxton was
responsible for a significant amount of
Scope 3 emissions, hence the observed
drop in 2025.
The tables above show that overall energy
consumption for the UK remained similar to
levels in 2024, while for the Group it
decreased, driven by a reduction in the
category ‘electricity, district heating and
cooling’. However, this does not reflect a real
drop in energy consumption and it is due to
the installation of solar panels in Croatia.
While solar panels started powering Grand
Hotel Brioni and Park Plaza Arena in 2025,
data on the energy generated by these will
only be available in 2026. This leads our
energy monitoring system to show a
decrease in consumption of purchased
energy, which is not compensated by the
amount of energy generated on site. This
issue will be resolved in 2026 and should no
longer affect future energy reporting.
Intensity metrics
The intensity metrics we calculated are tonnes of
CO
2
e/total revenue (£m) and kgCO
2
e/occupied room,
both calculated using market-based emissions for
Scope 2. The table below presents these ratios for
each country. Please note that figures are rounded to
onedecimal place.
UK The Netherlands Croatia Germany
2025 2024 2025 2024 2025 2024 2025 2024
Scope 1 and 2
emissions (tCO
2
e) 5,901 6,401 1,166 1,431 2,339 1,882 1,046 699
Revenue (£m) 315.2 301.0 63.8 66.2 89.4 84.1 29.5 30.4
tCO
2
e/£m 18.7 21.3 18.3 21.6 26.2 22.4 35.5 23.0
Rooms sold 1,279,239 1,208,901 332,348 339,560 793,998 790,695 232,078 228,060
kgCO
2
e/room sold 4.6 5.3 3.5 4.2 2.9 2.4 4.5 3.1
Italy Austria Hungary Serbia
2025 2024 2025 2024 2025 2024 2025 2024
Scope 1 and 2
emissions (tCO
2
e) 8 - 194 236 275 275 538 623
Revenue (£m) 4.6 - 4.8 4.2 5.4 5.3 1.4 1.1
tCO
2
e/£m 1.7 - 40.1 56.2 50.9 51.5 391.1 560.7
Rooms sold 10,874 - 17,101 16,274 47,460 44,597 15,259 10,838
kgCO
2
e/room sold 0.7 - 11.3 14.5 5.8 6.2 35.3 57.5
Table 7 PPHE’s carbon intensity metrics for 2025 and 2024
TCFD report– continued
Table 3 Carbon footprint of PPHE Hotel Group – 2025
tCO
2
e
(market-
based)
% of total
(market-
based)
tCO
2
e
(location-
based)
% of total
(location-
based)
Scope 1 9,404 12% 9,404 10%
Scope 2 2,063 3% 16,503 18%
Scope 3 67,274 85% 67,274 72%
Total 78,741 100% 93,181 100%
Table 5 UK-only energy consumption (kWh) – 2025 vs 2024
Source 2025 2024
1
Natural gas 26,657,256 27,542,200
Electricity, district heating and cooling 35,585,884 34,811,760
Total 62,243,140 62,353,960
1 The 2024 figure for Electricity, district heating and cooling is different compared to what
was stated in the 2024 Annual Report. Due to billing issues on the supplier side, data
reported in the 2024 Annual Report was overstated and this has now been amended in the
current figure.
Table 4 Carbon footprint of PPHE Hotel Group – 2024
tCO
2
e
(market-
based)
% of total
(market-
based)
tCO
2
e
(location-
based)
% of total
(location-
based)
Scope 1 9,661 11% 9,661 9%
Scope 2 1,887 2% 17,654 17%
Scope 3 74,744 87% 74,744 73%
Total 86,292 100% 102,059 100%
Table 6 PPHE Hotel Group energy consumption (kWh) – 2025 vs 2024
Source 2025 2024
1
Natural gas, petrol, diesel, heating oil
and liquid gas
2
43,214,898 42,109,398
Electricity, district heating and cooling 73,206,021 79,915,706
Total 116,420,918 122,025,104
1 See note 1 in previous table.
2 Petrol, diesel, heating oil and liquid gas are only used in some AHG properties.
PPHE Hotel Group Annual Report and Accounts 2025
76 77
Strategic Report Corporate Governance Financial Statements Appendices
Further details on each emission category are provided in the table below.
Scope 1 – Direct emissions
• Gas usage is tracked via automatic
meter readings.
• F-gas emissions are reported by our
suppliers, including data on refills and
recovered gases.
• Company vehicle emissions are
estimated based on fuel refill records,
though these emissions are minimal.
Scope 2 – Indirect emissions from energy
• Electricity and district heating
consumption is also monitored
through automatic meter readings.
• In locations where we have renewable
energy contracts, we apply an
emission factor of zero to electricity
use when calculating market-based
emissions.
Scope 3 – Other indirect emissions
• Where feasible, Scope 3 emissions
were calculated using the volume-
based method, which accounts for
over a third of total Scope 3 emissions.
• The majority were assessed using the
spend-based method, with a small
portion estimated using average data.
Category Description Calculation method
1. Purchased goods
and services
Data comes from our procurement system
and it is integrated with our financial
accounting system to ensure completeness
and consistency.
F&B products:
volume-based
Non-F&B
products and
services:
spend-based
2. Capital goods Data comes from the CAPEX reports of
each individual property.
Spend-based
3. Fuel- and
energy-related
activities (FERA)
This is based on energy consumption
captured forScope 1 and 2.
Volume-based
4. Upstream
transportation
and distribution
Not applicable to PPHE.
5. Waste generated
in operations
Data comes from reports shared by our
waste management suppliers.
Volume-based
6. Business travel Data comes partly from reports shared by
our travel agencies and partly from
invoices, depending on the provider.
Mix of volume-
and spend-
based
7. Employee
commuting
Calculations based on number of employees
and average emission factors for the areas
in which they are located.
Average data
8. Upstream leased
assets
Not applicable to PPHE.
9. Downstream
transport and
distribution
Not applicable to PPHE.
10. Processing of
sold products
The only input data for this category is that
related to cooking oil, which is sold to
companies that then recycle and repurpose
it into new products.
Volume-based
11. Use of sold
products
Not applicable to PPHE.
12. End-of-life
treatment of sold
products
Not applicable to PPHE.
13. Downstream
leased assets
Not applicable to PPHE.
While we do have some downstream leased
assets (e.g. rented office and F&B areas), we
are responsible for paying the utility bills for
these assets, meaning that the associated
emissions fall into our Scope 1 and 2 and not
Scope 3.
14. Franchises We have two franchised properties in our
portfolio, Park Plaza Cardiff (Wales) and
Park Plaza Trier (Germany). Data for these
calculations comes from the utility reports
received directly from thehotels.
Volume-based
15. Investments Not applicable to PPHE.
Most countries show a decrease in both
metrics, with reductions in the UK, the
Netherlands, Austria, Hungary and Serbia.
This is especially significant considering that
most of the emissions and revenues for the
Group are generated in the UK and the
Netherlands. In particular, the decrease of
emissions in the Netherlands largely comes
from art’otel Amsterdam. This is because in
early 2025 we conducted a comprehensive
maintenance service in the property to
minimise damage to aircon system, markedly
reducing breakage rate and associated f-gas
emissions.
However, Croatia and Germany show the
opposite trend. In Germany, this is largely
justified by the change in district heating
emission factor that was previously
discussed. In Croatia, the increase is driven
by two factors: 1) Higher gas consumption in
the campsites due to operational changes; 2)
Higher purchases of heating oil for storage.
However, the latter is only an accounting
issue, as larger than usual amounts of heating
oil were purchased in 2025 and are only due
to be used in 2026. Since it is not possible to
determine exactly how much oil is used in a
given period, the emissions are allocated to
the year the oil was purchased in, that is
2025.
The 2024 figures for Italy are not shown in the
table as art’otel Rome Piazza Sallustio was not
yet operational, having opened only in March
2025. The reason for the Scope 1+2 value for
2025 being very low is that the hotel is almost
entirely electrified and 100% of electricity is
covered by RECs (Renewable Energy
Certificates), therefore Scope 2 market-
based emissions are zero and Scope 1
emissions are minimal.
Radisson RED Belgrade became the last
property of the Group to be covered by RECs
in September 2025. Therefore, to calculate
the hotel’s Scope 2 market-based emissions
we have applied an emission factor of zero for
the period September-December 2025, which
explains the drop in Scope 1+2 year on year.
While the hotel’s revenues have increased, its
occupancy was still low in 2025, contributing
to the high intensity metrics in the table.
Energy efficiency actions
In 2025, we upgraded some of the equipment
in our hotels to achieve energy efficiency
gains, with the key improvements made
across our portfolio described in the
following paragraphs. In various hotels in the
UK and the Netherlands, we have installed a
new kitchen extract control system, leading
to substantial energy savings in these areas.
In Park Plaza London Westminster Bridge,
weinstalled more efficient room lighting
controllers, replaced hundreds of
showerheads with more water-efficient ones,
installed hundreds of new thermoelectric
minibars and replaced older ovens with the
latest model.
In Park Plaza London Riverbank and Park
Plaza London Waterloo, we upgraded the
room control system with new generation PIR
sensors (Passive Infrared) in all rooms. In
Park Plaza London Waterloo, we also replaced
many minibars with more energy efficient
ones and installed new circulation pumps,
while in Park Plaza Victoria London, we
installed new undercounter fridges in the
restaurant and upgraded the walk-in fridges.
TCFD report– continued
Carbon footprint quantification
anreortngetooogy
Our carbon footprint assessments were
carried out by Zero Carbon Services for
PPHE and by Code Gaia for AHG, following the
guidelines of the GHG Protocol Corporate
Accounting and Reporting Standard.
The sections below outline how data was
collected across different emission scopes.
PPHE Hotel Group Annual Report and Accounts 2025
78 79
Strategic Report Corporate Governance Financial Statements Appendices
Report
Treat
Assess
Identify
Our risk management framework
R I S K- R E WA R D
S T R AT E GY
R I S K
G OV E R N A N C E
R I S K
MANAG E M E N T
P ROC ESS
R I S K
AS S U RAN C E
Sets the tone for our strategic approach to
risk and articulates the general appetite to
risk-taking and tolerance.
Roles, responsibilities and reporting
structure are defined in a Risk Policy.
Current and emerging risk
identification, assessment, treatment,
reporting and monitoring.
Assurance that risks are both identified and well
managed is obtain
ed from various internal and
external sources.
S
T
R
A
T
E
G
I
C
O
B
J
E
C
T
I
V
E
S
R
I
S
K
I
N
F
O
R
M
E
D
D
E
C
I
S
I
O
N
S
Risk management overview
Our risk management framework strengthens
organisational resilience by anticipating and addressing
risks before they materialise. It is firmly established and
adaptable, drawing on insights from functional
management, executive leadership and the Board to
enable effective decision-making, support sustainable
growth and safeguard operational stability.
Our risk environment
The external environment remains
challenging, with the hospitality industry
increasingly affected by geo-political
instability, economic uncertainty and evolving
government policies. Wage inflation caused
by statutory increases and recent changes in
tax policy, such as changes to business rates
in the UK and VAT adjustments in the
Netherlands, create additional headwinds for
the sector. Despite these pressures, the
Group has a proven ability to adapt, remain
agile, and take the initiative to deliver
efficiencies and protect profitability.
Resilience to challenging conditions remains a
priority. We continue to respond decisively
through disciplined capital and debt
management, rigorous cost control, dynamic
revenue strategies and technology-driven
process improvements toenhance efficiency.
A key aspect of our risk management
framework is monitoring for emerging
threats and developing risk drivers.
Emerging risks are actively explored during
each functional risk update and Executive
Risk Forum to strengthen response
strategies and identify potential
opportunities. Key trends are reported
alongside the enterprise risk assessment in
quarterly updates to the Audit Committee.
The rapid advancement of Artificial
Intelligence continues to present new
opportunities to improve our central
processes, hotel operations and guest
experience. We are actively pursuing these
opportunities while ensuring robust
governance and safeguards are in place to
manage the associated risks.
Cyber risk remains a high priority. As
organisations strengthen detection and
response capabilities, attackers have
accelerated their methods, leveraging
AI-driven tools to enhance speed,
sophistication and impact. To address the
evolving threat landscape, we are
transitioning to AI-driven security solutions
that enhance detection and response
capabilities, safeguarding operations
andresilience.
We continue to evaluate and monitor
climate-related risks within our risk
management framework. These risks are
closely interconnected with other functional
risks and play a role in shaping our
assessment of several principal risks.
Principal risks – at a glance
We define our principal risks as those which could have the greatest impact on our business and represent the most significant threats to the
achievement of our objectives in the year ahead. To be considered a principal risk the potential downside must be assessed as ‘Major’ orabove.
Under our current risk management methodology, this corresponds to a negative financial impact or a decline in asset values exceeding 5% of
annual EBITDA* (under normal operating conditions). Risk impact is also assessed beyond direct financial implications. We evaluate reputational
effects and stakeholder confidence, potential disruption to business operations and continuity of guest services, health and safety
considerations for our people and guests, as well as legal and regulatory consequences associated with certain risks.
Principal risks
Inherent risk
assessment
Residual risk
assessment
Trend from
previous year
Oversight
responsibility Page reference
1
Adverse economic climate High High CFO Page 85
2
Market dynamics – consumer spending slowdown High High EVP
Commercial
Affairs
Page 86
3
Cyber threat – unrestricted cyber security incidents Very High High CFO Page 87
4
Funding and liquidity risk High Medium CFO Page 86
5
Data privacy – risk of data breach Very High Medium CCLO Page 88
6
Technology disruption – prolonged failure of core
technology
High Medium CFO Page 88
7
Operational disruption High Medium Co-CEO Page 89
8
Difficulty in attracting, engaging and retaining a suitably
skilled workforce
High Medium Co-CEO Page 90
9
Negative stakeholder perception of the Group regarding
Environmental, Social and Governance (ESG) matters
High Medium CCLO Page 91
10
Serious threat to guest, team member or third party
health, safety and security
High Medium Co-CEO Page 89
11
Development project delays or unforeseen cost increases Medium Low

CCLO and
Co-CEO
Page 87
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Risk management – continued
Our risk-reward strategy
Our risk-reward strategy defines our risk appetite across key business activities and aligns with our strategic objectives. The appetite is
reviewed annually and remains unchanged this year. However, we have expanded the statement to include additional categories.
Risk appetite levels Definition Business area/activity Strategic enablers
Active We will proactively pursue opportunities that
involve calculated risk in support of our strategic
objectives, provided the potential benefits clearly
outweigh the associated impacts and the risk
remains within defined tolerances. Appropriate
safeguards will be applied to ensure responsible
risk-taking.
• Acquisitions and development
opportunities
• Innovative technologies
Diverse prime property
portfolio
International network
Our people and culture
In-house hospitality
management platform
Neutral We will accept a modest increase in risk exposure
to advance our strategic objectives, provided the
anticipated benefits outweigh the potential
impacts and the risk remains within established
tolerances. Appropriate safeguards will be
implemented to ensure prudent risk
management.
• Development projects (construction)
• Working with third parties
• Funding
• Commercial and promotional activity
Financial strength and
non-dilutive capital approach
International network
Multi-brand approach
Averse We will seek to minimise risk exposure in these
areas and will only accept risk when absolutely
necessary to achieve critical objectives. Any risk
taken must remain within strict tolerances, and
robust safeguards will be applied to ensure the
highest level of protection.
• Environmental impact
• Responsible and ethical sourcing
• Human rights
• Operational resilience
• Health and safety
• Financial operations and reporting
• Tax
• Technology resilience
• Data privacy
• Compliance
In-house hospitality
management platform
Our people and culture
Our risk governance and risk management process
Governance
Executive Leadership Team – Risk Forum
• Agrees the Risk Policy and Framework and
formulates a risk-reward strategy (risk
appetite) for proposal to the Board.
• Challenges the robustness and completeness
of the full-year and half-year updates to the
Group’s risk registers, including key actions.
• Reports PPHE principal risks for Board
approval and inclusion in the Annual Report.
• Ensures effective monitoring of emerging risk
and progress against key risk mitigation
actions.
Audit Committee
• Reviews the effectiveness of the Group’s
procedures for identifying, assessing and
reporting risks, supporting the Board in
overseeing risk management systems.
• Oversees internal and external
assurancerequirements.
ESG Committee
• Reviews ESG and climate-related riskassessment.
Board
Holds ultimate responsibility for risk
management, including approval of:
• the Group risk profile;
• the Group Risk Policy & Framework;
• the Risk and Reward Strategy;
• the Principal risk statement in the
AnnualReport.
Process
ENTERPRISE RISK ASSESSMENT
Consolidates functional and subsidiary risks into a single enterprise-wide view reported to the Board.
Underpins the Group’s principal risk disclosures.
CURRENT RISKS
Existing threats to achieving business objectives.
Regular risk updates from functional management to identify, assess
andrespond to current risks. Key steps include:
• Assessment of the severity of each risk using the Group risk assessment
criteria, considering the effectiveness of the current controls and mitigating
activity.
• Establishing clear actions with assigned accountability where further
mitigation is required.
• Regular risk reporting to the Executive Leadership Team to support informed
decision-making and resource prioritisation.
• Reporting the enterprise risk profile to the Audit Committee quarterly.
EMERGING RISKS
Future threats that cannot be accurately assessed now but could
havea material impact on the business in the future through either
heightening existing risks or becoming new stand alone risks.
• Horizon scanning during functional risk workshops and ExecutiveRisk
Forums to strengthen response plans and identifyopportunities.
• Reporting emerging risk trends alongside the enterprise risk assessment
to the Audit Committee quarterly.
When identifying emerging risk, we consider several drivers of change
including:
• Market dynamics
• Social, geo-political, macro-economic and environmental factors
• Technological trends
• Legal and regulatory developments
FUNCTIONAL AND SUBSIDIARY RISK ASSESSMENTS
Management identifies, assesses and manages risks and controls across all business functions.
PPHE Hotel Group Annual Report and Accounts 2025
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Strategic Report Corporate Governance Financial Statements Appendices
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Emerging threats
and risk drivers
Influence of sustainability
practices on demand
1
Demand for personalisation
2
Experience-led demand and
purpose-driven travel
2
Persistent labour shortages
Evolving and fragmented
ESG regulation
Increasing regulation to ensure credibility
of environmental certifications
AI regulatory evolution
Growing influence of AI
on operations
3
AI skills gap
AI expanding cyber attack capabilities
Business exposure to volatility
in government policy
Geo-political instability
Low growth economy
Rising labour costs
Interest rate volatility
Global conflicts
Increasing severe
weather events
Continued
transition to low
carbon economy
Risk management – continued
Imminent/short time horizon
Someimpact already seen or impact
to ourbusiness could
be expected within 2 years
Future time horizon
Notable impact to our business
could be expected
beyond 2years
Emerging risk
We actively monitor emerging threats and risk drivers that could materially impact the
business in the future, aiming to strengthen our response plans and identify opportunities.
Near-term threats are already factored into our principal risk assessments and influence the
prioritisation of risk mitigation actions.
Related opportunities:
1 Growing guest preference for environmentally responsible and ethically operated hotels presents a strong opportunity to strengthen demand by embedding sustainability into our brand
experience, attracting values-driven travellers and enhancing long-term customer loyalty.
2 Growing guest demand for personalisation and purpose-driven, experience-led travel presents a significant opportunity to create more tailored, meaningful stays that deepen guest
engagement and strengthen brand loyalty.
3 The increasing use of AI across operations presents a significant opportunity to enhance efficiency, personalise guest experiences and redeploy team members toward higher-value,
guest-facing activities, strengthening service quality while optimising operational performance.
Principal risks
The following tables detail our principal risks for the year ahead. The reported risks are those we consider could have the greatest impact
on our business and represent the most significant threats to the achievement of our objectives. This is not an exhaustive list of all risks
identified and monitored through our risk management process, which includes the consolidation of underlying functional and subsidiary risk
registers into a single view of risk reported to the Board. Our risk level is decided through an assessment of the likelihood of the risk
and its impact should it materialise. Our assessments are weighted towards impact to encourage prioritisation of high impact risks.
Strategic blocks Sources of value
1 Core, upper upscale, city centre hotels 4 Diverse prime property portfolio 7 International network
2 Leisure and outdoor hospitality 5 Multi-brand approach 8 Our people and culture
3 Hospitality management platform 6 In-house hospitality management platform 9 Financial strength and non-dilutive capital approach
Movement from last year: Unchanged Increased Reduced
Market and macro-economic environment Risk appetite: Not applicable
Principal risk description Residual risk level Outlook and risk response
Adverse economic climate
Persistent uncertainty in global macro-
economic and geo-political conditions could
challenge the Group’s ability to sustain or grow
revenue and profitability. Economic stress,
amplified by geo-political volatility, could manifest
through wage inflation, rising costs of goods and
services, unstable interest rates, fluctuations in
energy and commodity prices, currency
volatility, supply chain disruptions and more
stringent borrowing requirements.
Strategic links:
1, 2, 3, 7, 8, 9
Risk drivers and emerging threats:
• Geo-political instability
• Business exposure to volatility in government
policy
• Low growth economy
• Rising labour costs
• Global conflicts
High
Established mitigations:
• Budgetary control and proactive business performance oversight through
monthly and quarterly reviews to discuss key variances, identify root causes and
agree on corrective actions
• Sensitivity analysis on key budget assumptions (e.g. occupancy rates, food and
beverage revenue) to assess the financial impact of potential changes in market
conditions, operational performance or external factors
• Periodic cross-functional meetings with the Executive Leadership Team to review
and align strategic priorities
Mitigations and initiatives in 2025:
• Initiative to drive process efficiency, introducing new AI-driven technology for the
customer support centre to manage a high volume of customer contacts
• Focused project to improve food and beverage margins
• Supply chain consolidation to reduce complexity, improve value for money,
strengthen supplier performance and enable better operational control
• EDI (Electronic Data Interchange) introduced to streamline product pricing in
priority supply areas, delivering greater efficiency, clearer visibility and improved
pricing accuracy
• New fixed interest rate agreements and utilisation of interest rate swaps to mitigate
volatility associated with variable-rate borrowing
• Long-term hedging of energy
Outlook for 2026:
While macro-economic conditions are expected to remain challenging in 2026, the
resilience embedded in our business model positions us to navigate these headwinds
effectively, leveraging innovation and disciplined cost management to sustain
performance and support long-term growth.
Exposure to volatility in government policy and regulatory decisions continues to pose
a risk to business performance, with shifts in taxation and legislative priorities directly
influencing costs and growth potential. In 2026, UK hotels face a sharp increase in
rateable values, while the Netherlands’ significant VAT rise is expected to suppress
RevPAR* growth.
Strong cost management and further development of process automation are critical
strategic priorities to counter the external pressures. Initiatives include:
• Deployment of new technology and AI-enabled solutions to streamline operations,
automate back-office processes and introduce self-service check-in/out kiosks
across reception areas
• Continued emphasis on strengthening food and beverage margins by building on
the efficiencies already achieved
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Risk management – continued
Market and macro-economic environment continued Risk appetite: Not applicable
Principal risk description Residual risk level Outlook and risk response
Market dynamics – consumer
spendingslowdown
Reduced consumer spending could arise,
stemming from volatile macro-economic
conditions such as inflationary pressures,
increased taxes, interest rate fluctuations or
weakening economic growth. Additionally,
geo-political instability, trade disruptions or
significant global incidents (e.g. pandemics,
natural disasters or security threats) could
influence global travel patterns and overall
market sentiment, creating challenges in
forecasting demand and maintaining stable
revenue.
Strategic links:
1, 2, 3, 4, 5
Risk drivers and emerging threats:
• Low growth economy
• Influence of sustainability practices on
demand
• Demand for personalisation
• Experience-led demand and purpose-driven
travel
High
Established mitigation:
• Regular business reviews and commercial meetings to proactively monitor
performance and forecasts, and initiate actions where required
• Analysis of guest feedback and guest experience data and benchmarking against
competition. This is then fed back to Operating teams to ensure changes or
improvements are made
• AI-enabled revenue management and pricing system, rate shopping software,
benchmarking software and industry reports
• Close collaboration with Radisson Hotel Group and leveraging its reach for
promotional campaigns
• Actively use and promote the Radisson Rewards programme to drive new bookings
and repeat stays
• Brand audit programmes and mystery shopper programmes to ensure
brand consistency
Mitigations and initiatives in 2025:
• Implemented Revenue Forecasting tool to help drive data-driven decision-making
• Implemented a range of guest experience initiatives to increase guest satisfaction,
from new concepts, packages and offers, to service flows, training and auditing,
and mystery shopper programmes
• Embedded AI- and RPA-enabled technology for guest interactions
• Introduced AI-generated summaries for each General Manager, collating guest
feedback shared through surveys and from guest reviews
• Increased investments in property and brand advertising across key direct
booking channels and third party channels such as Global Distribution Systems,
OTAs, and meetings and events booking platforms
Outlook for 2026:
In 2026, we are launching a series of significant projects in anticipation of shifting
demand drivers and customer behaviours. A central focus is the roll out of smart
technology designed to elevate the guest experience and empower our teams to
deliver confident, consistent and memorable experiences for our guests.
This includes the introduction of a central guest experience platform, which enables
the introduction of mobile solutions and kiosks for checking in and out, digital wallet
keys for guests, AI-enabled real-time messaging, upgraded ordering platforms for
food and drink, and more.
Focused projects are also planned to further elevate the guest experience through
refreshed brand standards, training programmes and regular third party audits.
Funding and investment Risk appetite: Neutral
Principal risk description Residual risk level Outlook and risk response
Funding and liquidity risk
Failure to proactively manage funding and
liquidity risks could result in breaches of debt
covenants, restricted access to cash, erosion of
stakeholder confidence and exposure to less
favourable refinancing terms in the future. Such
outcomes may significantly impair financial
flexibility.
Strategic links:
1, 2, 7, 9
Risk drivers and emerging threats:
• Low growth economy
• Interest rate volatility
• Geo-political instability
• Global conflicts
Medium
Established mitigation:
• Board-approved Treasury Policy
• Monthly forward covenant testing
• Monthly treasury monitoring and reporting to the Board
• Proactive and regular liaison with our lenders
Mitigations and initiatives in 2025:
• Proactive refinancing to secure fixed interest rates on at least 85% of property
loans, ensuring alignment with Board-approved policy and risk appetite. This
included early refinancing of 2026 maturities to mitigate
liquidity risk
• See page 39 for further details on new financing arrangements
Outlook for 2026:
Macro-economic pressures are likely to see continued market uncertainty and
refinancing pressures during the year ahead. Following the proactive steps taken
during 2025, we are well positioned and considered this risk manageable.
With our market dynamics risk being high, robust covenant monitoring and
communication with lenders will remain a continued focus.
Development projects Risk appetite: Neutral
Principal risk description Residual risk level Outlook and risk response
Development project delays or unforeseen
cost increases
Delivery of major construction projects may be
adversely affected by factors such as supply
chain disruptions, labour market constraints
and sharp increases in material costs.
Additional pressures may arise from regulatory
changes, planning delays, contractor
performance issues and fluctuations in foreign
exchange rates for imported materials.
These challenges can lead to project delays,
budget overruns and postponed new openings,
ultimately impacting strategic growth plans and
return on investment.
Strategic links:
1, 2, 4, 7
Risk drivers and emerging threats:
• Geo-political instability
• Increasing severe weather events
• Persistent labour shortages
• Rising labour costs
• Interest rate volatility
Low
Established mitigation:
• Regular project meetings with our contractors to identify and tackle any
approaching issues which could impact the overall cost, targeted delivery schedule
or the expected quality standards
• Independent monitoring of projects by appointed third party experts
Mitigations and initiatives in 2025:
• Enhanced design certainty by progressing design work to a more advanced stage
and conducting proactive market testing of design packages throughout the
design evolution, reducing the risk of late-stage variations and unexpected cost
pressures
• Adopted a flexible and creative delivery approach to accelerate completion and
unlock the full potential of new schemes, while proactively addressing and
mitigating project bottlenecks
• Introduced an enhanced planning approach that includes multiple pre-application
meetings with local councils, enabling early evaluation of new projects and
proactive identification and resolution of potential planning challenges
Outlook for 2026:
The risk profile for 2026 has eased, aligned with the Group moving into a quieter stage
of the development cycle. We will continue to prioritise cost efficiency by leveraging
in-house expertise for minor and lower-complexity works, minimising external
dependency and maintaining strong oversight of delivery.
Looking ahead, we will continue to apply rigorous and diligent planning across the
development pipeline, ensuring that upcoming projects are thoroughly assessed,
risks are identified early and mitigation strategies are embedded from the outset.
Thisforward-looking approach will help maintain stability in the risk profile, support
predictable delivery timelines and strengthen cost control across future
developments.
Technology and information security Risk appetite: Averse
Principal risk description Residual risk level Outlook and risk response
Cyber threat – unrestricted cyber
security incidents
A significant cyber attack could disrupt critical
operations and lead to substantial financial and
reputational damage. Potential impacts include
loss of revenue due to operational downtime,
high recovery and remediation costs, regulatory
penalties and fines in the event of a data breach,
and erosion of stakeholder trust.
Strategic links:
3, 6
Risk drivers and emerging threats:
• AI expanding cyber attack intensity
• AI skills gap
• Geo-political instability
High
Established mitigation:
• Information security policies
• Network security
• AI-powered network monitoring and detection, and autonomously responding
tothreats
• Continuous vulnerability scanning and remediation
• Penetration testing programme
• Targeted phishing exercises and training
• Enhanced filtering of malicious phishing sites
• Incident management and recovery procedures
Mitigations and initiatives in 2025:
• New monitoring tool implemented to monitor new hybrid environment.
• New vulnerability management and patching tool implemented
• Continued growth of resource within Information Security department
• New procedures for onboarding suppliers ensuring baseline security
• Increased intensity of phishing training
Outlook for 2026:
Cyber risk is expected to remain a significant challenge in 2026, with persistent
threats to operational systems, data and third party platforms requiring ongoing
focus on resilience, monitoring and rapid response.
In the year ahead, our plans include:
• Continued growth of information security resource
• Modernisation and alignment of information security policies to reflect current
operations and best-practice frameworks
• Assessment of options to enhance and optimise email security controls
• Exploring applications that allow listing solutions to enhance malware protection
• Delivering an AI risk awareness programme
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Strategic Report Corporate Governance Financial Statements Appendices
Risk management – continued
Technology and information security continued Risk appetite: Averse
Principal risk description Residual risk level Outlook and risk response
Data privacy – risk of data breach
A significant data breach that could expose
sensitive personal or corporate information.
Such an incident may trigger regulatory
investigations and result in substantial fines.
Beyond financial penalties, a breach could
severely damage stakeholder trust, harm the
Group’s reputation, and lead to legal liabilities
and operational disruption.
Strategic links:
3, 6, 8
Risk drivers and emerging threats:
• Growing influence of AI on operations
• AI regulatory evolution
Medium
Established mitigation:
• Centralised records of personal data processing activity maintained within a data
protection and information security platform
• Internal awareness campaigns and training programmes
• Documented data protection and privacy procedures
• Monitoring of databases containing Personally Identifiable Information,
with data owners
• Renewing and updating data privacy risk assessments and other documentation
required under GDPR
Mitigations and initiatives in 2025:
• New business-wide policy for internal AI use to mitigate data breach risk linked to
the threat of shadow AI
Outlook for 2026:
A key driver of data privacy risk in 2026 is the accelerating influence of AI and the
introduction of new AI-driven technologies into the core processes of the business. As
we increasingly embed AI into customer interactions and operational workflows, the
volume and sensitivity of data being processed can also grow. While this expansion
can elevate the potential for unintended data exposure, or breaches of regulatory
requirements, we are committed to upholding a strong data privacy framework
supported by effective, consistently applied controls.
Technology disruption
A prolonged outage or failure in core technology
infrastructure could severely disrupt business
operations, particularly systems critical to hotel
management and reservations. Key drivers
include hardware or software failures,
inadequate disaster recovery capabilities, cyber
incidents and third party service disruptions.
Such failures may result in operational
downtime, revenue loss and customer
dissatisfaction, as well as increased recovery
costs.
Strategic links:
3, 6
Risk drivers and emerging threats:
• Growing influence of AI on operations
• AI skills gap
• AI expanding cyber attack intensity
Medium
Established mitigation:
• Network monitoring and vulnerability scanning
• Multi-layer backup strategy
• Resilient network infrastructure
• Business redundancy capabilities
Mitigations and initiatives in 2025:
• Successfully transitioned core infrastructure from a local data centre to a leading
cloud provider, significantly strengthening operational resilience and enhancing
disaster recovery capabilities
• Improved technology change management processes to reinforce governance,
operational control and the stability of system changes across the technology
estate
• Implemented the new cloud-based Property Management System, increasing
operational resilience, improving service reliability and enabling future scalability
• Completed a comprehensive external audit of the technology environment,
providing independent assurance and identifying key areas for remediation and
future improvement
• Executed targeted remediation and uplift activities across network infrastructure
to address identified vulnerabilities and improve overall stability and resilience
Outlook for 2026:
In 2026, we will continue to advance the strong foundations established last year,
concentrating on architectural resilience, enhanced information security, proven
recovery capabilities, disciplined change management and effective third party
oversight.
Key areas of focus in the year ahead include:
• Deployment of a modernised wireless infrastructure to improve network
performance, guest connectivity and operational reliability across all sites
• Replacement of legacy telephony systems with the 3CX cloud-based unified
communications solution to enhance availability, flexibility and long-term
supportability
• Build out of a secondary, high availability cloud-based environment to support
disaster recovery capabilities and provide a resilient platform for future AI
workloads
• Continued adoption of cloud-based solutions aligned to business strategy, focusing
on reducing technical debt, improving scalability and improving delivery agility
• Further roll out of Single Sign On (SSO) and Multi Factor Authentication (MFA) to
strengthen identity and access management and enhance overall cyber security
posture
• Comprehensive review and continuous improvement of disaster recovery
processes, ensuring alignment with evolving business needs and resilience
requirements
Safety and continuity Risk appetite: Averse
Principal risk description Residual risk level Outlook and risk response
Operational disruption
Major global events such as pandemics, conflicts
or large-scale environmental disasters pose a
significant risk of widespread disruption,
impacting guests, supply chains and hotel
operations. These events can lead to travel
restrictions, resource shortages and
operational instability.
In addition, localised incidents at or near our
properties such as extreme weather events,
social unrest, terrorism or other security
threats, could disrupt operations, compromise
guest safety and damage assets.
Both global and local disruptions may result in
revenue loss, increased operating costs,
reputational harm and challenges in maintaining
business continuity.
Strategic links:
3, 6, 8
Risk drivers and emerging threats:
• Global conflicts
• Increasing severe weather events
• Persistent labour shortages
Medium
Established mitigation:
• Established crisis management plans and procedures
• Regular crisis management training for management and team members
• Relationship management with key suppliers and partners to identify and mitigate
any potential issues which could impact the continuity of their service
Mitigations and initiatives in 2025:
• Introduction of new system failure operations guide providing continuity
procedures to respond to significant threats which could impact the continuity of
our critical hotel services and operations
• Review and optimisation of supply chain contingency measures, ensuring
dual-sourcing and sufficient supplier
Outlook for 2026:
To deliver a consistently smooth experience for our guests, we work to sustain
resilient operations, dependable supply chains, and stable hotel management and
reservation systems.
In 2026, resilience will be fundamental to delivering our new technology-driven
initiatives, enabling us to re-imagine the guest experience and optimise operational
performance. A key focus will be on the resilience of AI-driven processes and the
robustness of their redundancy measures.
Additionally, key areas of our supply chain will be reviewed, with opportunities
explored to adapt supplier models to enhance overall resilience.
Serious health, safety and
securityincidents
The Group faces the risk of significant health
and safety, food safety or physical security
incidents. Failure to implement adequate
preventive measures or respond effectively to
such events could lead to serious harm to
guests and team members, operational
disruption, reputational damage and a loss of
confidence among stakeholders.
Strategic links:
3, 6, 8
Risk drivers and emerging threats:
• Increasing severe weather events
• Persistent labour shortages
• AI expanding cyber attack intensity
Medium
Established mitigation:
• Regular risk assessments including those specific to large events
• Security and fire safety procedures
• Health and Safety audit programmes
• In-house and supplier food safety audit programmes
• Team member training programmes
• Mental health and wellbeing training
• Centralised incident reporting
• Proactive gathering of intelligence and advice on potential security risks through
regular liaison with local police and security services
Mitigations and initiatives in 2025:
• Review and update of large meetings and events procedures to ensure compliance
with the new Terrorism (Protection of Premises) Act 2025
• Enhanced employee training on recognising and mitigating the risk of hotels being
used for human trafficking
Outlook for 2026:
Serious health, safety and security incidents remain an ever-present operational risk,
and the business will continue to prioritise high standards, ensuring that procedures
are regularly tested for effectiveness and suitability.
Protecting our critical operational safety and security systems remains a key aspect
of our cyber security defences, ensuring we safeguard the physical wellbeing of both
our team members and our guests.
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Risk management – continued
People Risk appetite: Averse
Principal risk description Residual risk level Outlook and risk response
Difficulty in attracting,
engaging and retaining a
suitably skilled workforce
Challenges in attracting, retaining
and developing an engaged and
appropriately skilled workforce
could undermine service quality,
increase operating costs, disrupt
day-to-day operations and hinder
the successful delivery of key
strategic objectives. Factors such
as labour market constraints,
rising wage pressures and
evolving skill requirements may
exacerbate this risk.
Strategic links:
3, 6, 8
Risk drivers and emerging
threats:
• Low growth economy
• Persistent labour shortages
• Rising labour costs
• AI skills gap
Medium
Established mitigation:
• Employee experience programmes focused on employee needs and the delivery of group
initiatives for developing retention, wellbeing and engagement
• Employer value proposition development to attract candidates and drive retention
• Learning and development programmes with focus on technical skills and management
development
• Internal communication strategy and use of related technologies for employee voice enablement
• Talent management and succession planning to promote intra-Company mobility options
• Regular talent reviews and learning need analysis
• Physical health and wellbeing initiatives
Mitigations and initiatives in 2025:
• In 2025, we began to implement Dayforce as our group unified HCM system (Human Capital
Management), bringing together disparate employee data, and aligning and automating
processes across our operating regions. This should enable our talent acquisition and
onboarding activities to be more efficient and effective. Much improved analytics capabilities will,
with the centralisation of our data, allow us to have better insights into our workforce and enable
planning and deployment of talent
• Redefined our Competency Framework with leadership competencies reflective of labour
market shifts. These have been built into new management job descriptions, allowing for related
performance management alignment
• Annual engagement surveys to gather valuable insights from our diverse workforce,
consolidating our strong employee engagement results and maintaining them through a
challenging economic backdrop
• Retention initiatives including Graduate Managers Cohort, internal promotions campaign and
enhanced wellbeing support
• Launched The NextGen programme for team leaders, to strengthen leadership capability
• Piloted immersive learning using virtual reality technology to deliver engaging and impactful
training experiences
Outlook for 2026:
We anticipate that this risk will continue to present challenges in 2026, but its overall profile is
expected to remain stable.
Our priorities will include advancing our technology modernisation agenda, notably through the roll
out of the new HCM system and the introduction of an enhanced internal communications platform
designed to strengthen engagement across the organisation. The significant improvements to our
Internal Communications framework include the relaunch of our intranet and the launch of a
Company app, enabling us to better reach and interact with our predominantly deskless workforce.
A key focus for 2026 will be developing a fully formed Group Diversity, Equity and Inclusion strategy,
ensuring we identify and develop talent from a wide range of backgrounds and supporting
improved decision-making and organisational performance.
Environmental, Social and Governance Risk appetite: Averse
Principal risk description Residual risk level Outlook and risk response
Negative stakeholder
perception of the Group with
regard to Environmental,
Socialand Governance matters
With ESG remaining a priority for
our stakeholders, any perception
that the Group fails to uphold
best-practice corporate
governance principles or act
responsibly in protecting the
environment and supporting the
communities in which we operate
could significantly damage our
reputation. This may reduce our
attractiveness to guests,
investors, and business partners,
and impair our ability to attract
and retain talent.
Strategic links:
1, 2, 3, 8
Risk drivers and emerging
threats:
• Evolving and fragmented ESG
regulation
• Increasing regulation to ensure
credibility of environmental
certifications
• Continued transition to low
carbon economy
• Experience-led demand and
purpose driven travel
Medium
Established mitigation:
• ESG strategy (aligned to Radisson Hotel Group’s Responsible Business Programme)
• Externally certified performance against recognised standards,
e.g. Green Key
• Initiatives to reduce energy consumption in our properties
• Property sustainability certifications e.g. BREEAM (Building Research Establishment
Environmental Assessment Methodology)
• Member of the Energy & Environment Alliance
• CDP independent environmental disclosures and Workforce Disclosure Initiative (WDI) reporting
• Regular social media communications about ESG strategic approach, priorities and initiatives
• Climate risk analysis
Mitigations and initiatives in 2025:
• Preparation of a comprehensive decarbonisation plan and submission of the Group’s targets to
SBTi (Science Based Targets initiative)
• Improved waste management practices through increased recycling rate, leading to both
positive environmental outcomes and cost savings
• Enhanced support of local community organisations through fundraising events and
volunteering by team members
Outlook for 2026:
In the year ahead, stakeholder expectations around ESG standards will continue to intensify.
Delivering our ESG strategy will be essential to meeting these rising expectations.
Our key areas of focus will include:
• Updated Supplier Code of Conduct to increase sustainability requirements in our supply chain.
• Continued phase out of single-use plastic items from hotel rooms and other areas of the business
• Continued improvement of internal communications on ESG to increase team member
engagement in this area
PPHE Hotel Group Annual Report and Accounts 2025
90 91
Strategic Report Corporate Governance Financial Statements Appendices
Viability Statement 2025
The Group entered 2025 against a backdrop
of macro-economic headwinds, with weaker
consumer sentiment and inflationary
pressures contributing to softer room rates
in several of our key markets. As the year
progressed, trading conditions improved
meaningfully. The second half saw a steady
recovery in demand, resulting in higher room
rates, increased occupancy levels and an
overall strengthening of RevPAR* across the
portfolio. This performance underscores the
resilience of our business model and the
effectiveness of our commercial and revenue
management strategies.
During the year, the Group successfully
refinanced three loan facilities totalling
approximately £220 million that were due to
mature in early 2026. The £88 million facility
previously financed by MassMutual was
refinanced with ABN AMRO Bank and
Santander. Importantly, the interest rate on
this facility had been prehedged in 2022 –
prior to the significant uplift in global interest
rates – locking in an all-in rate of 3.9%, which
represents a strong strategic outcome in the
current high rate environment. The
remaining two maturing loans were
refinanced with existing lenders at prevailing
market rates. As a result, the Group has
extended its average debt maturity to 4.2
years and further strengthened its liquidity
profile and medium-term financial resilience.
To assess the Group’s viability, the Board has
again undertaken a comprehensive review of
current and emerging risks that may affect
our strategy, operational performance and
liquidity position. This review incorporates
detailed cash flow forecasts for the three-
year period ending 31 December 2028 and
considers both a base case and a downside
case scenario, consistent with the prior year
methodology.
Our base case scenario begins with the actual
trading results for 2025 and projects
continued momentum following the improved
performance in the second half of the year.
Revenue growth assumptions remain broadly
aligned with, or slightly above, external
market benchmarks, reflecting specific
commercial initiatives in our key territories.
EBITDA* forecasts incorporate elevated wage
expectations, general inflationary pressures
and the operational ramp-up of recent
openings. Beyond 2026, the Group assumes a
2.5% annual EBITDA* increase and continued
stabilisation of the new pipeline. Debt service
requirements reflect the updated refinancing
arrangements and current market interest
rate conditions.
The downside case assumes a 15% reduction
in EBITDA* each year relative to the base case,
reflecting both sustained pressure on room
rates and the impact of new hotels ramp-ups
on profit conversion. While operating hotels
remain comfortably within their covenant
limits under this scenario, certain newly
opened hotels would require temporary
covenant waivers during their ramp-up
period due to the lower EBITDA* under the
downside case. The forecast period extends
beyond normal booking visibility; however,
even with these adjustments, the downside
scenario does not require mandatory
prepayments or trigger cash traps under
existing loan agreements. The Group’s
available liquidity remains sufficient to
support operations without the need for
broader restructuring measures.
The refinancing completed during the year,
together with strong lender relationships,
conservative leverage levels and continued
covenant headroom at operating hotels,
provides comfort in both the base and
downside scenarios. Even in the unlikely event
that temporary covenant waivers are
required for ramp-up hotels, the Group is
confident in its strong relationships with its
banking partners and the support of lenders
following the recent refinancing.
After reviewing both scenarios, and taking
into account the Group’s current financial
position, strong cash flow generation,
extended debt maturity profile and overall
strategic outlook, the Directors have a
reasonable expectation that the Group will be
able to continue operating and meet its
obligations as they fall due over the three-
year assessment period to 31 December
2028. The Board considers a three-year
timeframe to be appropriate, reflecting the
period over which new developments will
stabilise and contribute to Group profitability.
The Board will continue to monitor
performance against both base and
downside scenarios, assess changing trading
conditions and evaluate the Group’s
long-term strategy as part of its ongoing
viability assessment.
92
Introduction to governance
Letter from the Chairman
I am pleased to present the Corporate Governance Report
for the Group in 2025.
Ken Bradley
Chairman of the Board of Directors
Dear Stakeholder,
I am issuing this Report after my first full
year in office as the Chairman of PPHE Hotel
Group. The Board remains committed to
strong governance, stakeholder
engagement and delivering sustainable
value. It is also the first report made under
the 2024 Corporate Governance Code (the
‘Code’) published by the Financial Reporting
Council (FRC). Looking ahead, January 2026
sees the implementation of Provision 29 of
the Code, and we have spent 2025 ensuring
that we are ready for this measure.
In 2025, we focused on embedding
governance enhancements. We conducted a
double materiality ESG assessment (see page
59. We have provided our science-based
targets for carbon reduction to the
Science-Based Targets Initiative (SBTi) (see
page 60) for further details. Our ESG
strategy pursues robust targets to which we
can be held publicly accountable, and we
have built a decarbonisation plan around
this. More information can be found on
pages 58-79, and the report of the ESG
Committee on page 121 sets out the Board’s
approach to oversight.
I am responsible for ensuring we are
engaging correctly with all our stakeholders.
As part of this, I have formal responsibility
for workforce engagement, and I take steps
to ensure that there is good shareholder
liaison from Board members throughout
theyear.
Board composition
As we reported in the 2024 Annual Report
and Accounts, we made changes to our
Board in January 2025. I was appointed as
Chairman and Roni Hirsch came on board as
a Non-Executive Director. Roni’s
appointment was in line with our Relationship
Agreement with the Red Sea Group, which
allows the Concert Parties to nominate a
Non-Executive Director. As such, Roni is not
independent within the meaning of the Code.
This meant that we revised and updated our
succession plans accordingly, as set out in
the Nomination Committee report on page
110. We still do not comply with targets on
female representation on the Board and in
senior roles. Please see the Nomination
Committee report for details on our
approach to ensuring those targets are met
in the future.
Board performance review
In line with our three-year cycle, an internal
review of Board and Committee
effectiveness was conducted in 2025,
following the external review in 2024 by
Independent Audit Limited. The review
confirmed that the Board operates
effectively and identified actions to further
enhance diversity and succession planning.
Further details of the Board performance
review can be found on page 105.
Leadership role
The Strategic Report sets out the objectives
of the business and what we have done to
achieve them this year. Our role in
governance mandates that we look at the
challenges and risks associated with the
achievement of those strategic objectives.
The principal risks facing the group, along
with our internal control framework in
response to those risks, are set out on
pages 80-92. This year, shareholders chose
PPHE Hotel Group Annual Report and Accounts 2025
93
Strategic Report Corporate Governance Financial Statements Appendices
Introduction to governance – continued
not to approve further share buy-backs and
the waiver of Rule 9 of the Takeover Code.
We have been engaging with shareholders
on this issue and concluded that with the
lack of a Rule 9 waiver the buy-backs do not
have sufficient shareholder support to
continue. We are therefore not seeking
shareholder approval for a further
buy-back programme in 2026.
Strategic Review process
The Strategic Review process announced by
the Company on 21 November 2025 remains
ongoing. The Company will update the
market in due course.
ESG
ESG targets are of are of increasing
importance to our stakeholders each year.
Our approach is set out on pages 58-79, and
my colleague Marcia Bakker, Chair of the
ESG Committee, provides an update on page
121. In 2025, we have submitted our
science-based targets to SBTi, which is the
culmination of a project to design a
decarbonisation plan to give us a roadmap to
net zero in 2050. We are taking steps to
ensure that our approach is substantive and
transparent. To that end, we have completed
a double materiality assessment for ESG. The
results of the double materiality assessment
are on page 59.
Shareholder engagement
Shareholder engagement is always a key
priority for us and, this year, our executives
engaged in significant shareholder
communications. Our Executive Leadership
Team hosted shareholders at the art’otel
London Hoxton including a tour of the
premises, which helped to bring to life the
strategic information we were
communicating at that session. Economic
headwinds faced by the business mean we
need to be very clear in our communications,
and shareholders have rewarded us with a
frank and open discussion. Speaking both
for myself as Chair, and for Nigel Keen, the
Senior Independent Director, we remain
available to shareholders at all times to
discuss their priorities, and welcome the
opportunity to do so whenever a
shareholder requests.
Workforce engagement
Our approach to workforce engagement is
aimed at ensuring that we have the
structures and mechanisms in place to gain
direct insight into employees’ experiences of
working in the business. Regular
engagement is sought through ‘Let’s Talk’
sessions (the Pulse Surveys) and ‘Let’s
Connect’ sessions, (regional town hall
meetings).
Marcia Bakker has undertaken workforce
engagement throughout 2025 through her
visits to all hotels in the Netherlands.
Employee engagement is an important
target, and as Non-Executive Directors, we
engage with senior management to review
performance of the employee engagement
surveys againsttargets.
As Non-Executive Directors, we undertake
site visits in order to engage with the
workforce, and, in 2025, we went to art’otel
London Hoxton, Park Plaza Amsterdam
Airport, Park Plaza Vondelpark Amsterdam
and Park Plaza Victoria London. We were
pleased to see strong progress on training
and development, particularly in the
Netherlands in 2025.
Conclusion
Strong corporate governance is the
foundation for stakeholder confidence. Our
strategic approaches to economic
challenges faced this year brought further
assurances that our governance practices
are ingrained into the group’s culture and
working practices.
Ken Bradley,
Chairman
Statement of Compliance
For the year ended 31 December 2025, the
Board considers that the Company has
applied all the principles of, and complied
with all provisions of, the 2024 UK Corporate
Governance Code (‘Code’) except as set out
in the paragraph below and in the Directors’
report on page 136.
The Company continues to comply with
Provision 29 of the 2018 UK Corporate
Governance Code, as permitted, rather than
early adopting the updated Provision 29 in
the 2024 Code. Additional disclosures are
provided in this governance statement in line
with the Financial Conduct Authority’s (FCA)
UK Listing Rules, including the ‘comply or
explain’ requirement.
We comply with corporate governance
requirements pursuant to the FCA’s
Disclosure Guidance and Transparency
Rules by virtue of information included in the
Corporate Governance section of this
Annual Report.
The relevant documents can be found
online at:
• frc.org.uk, for the Code; and
• handbook.fca.org.uk, for the FCA’s
Disclosure Guidance and Transparency
Rules sourcebook as well as the UK Listing
Rules.
Non-compliance with the 2024 Code
What follows is a list of the provisions of the
2024 Code with which the Company does not
comply:
(1) Provision 11 - of the eight Directors of the
Board identified on pages 96-97, three are
independent Non-Executive Directors (not
counting the Non-Executive Chairman). This
is because our most recently appointed
Non-Executive Director, Roni Hirsch, is not
independent.
(2) Provision 23 - the Board is not 40% female.
The roles of CEO, CFO, SID and Chair are all
currently held by men. See the Nomination
Committee report on page 110 for details on
succession planning to provide a pathway to
meeting these targets in the future.
(3) Provision 24 - the Chair resigned from the
Audit Committee in order to comply with this
provision in May 2025; however, he attended
two meetings prior to that resignation.
(4) Provision 29 - this provision did not apply
in 2025, but applies to the Company from
1 January 2026. The Company continued to
follow Provision 29 of the 2018 Code.
The Directors’ Report on page 136 provides
further details on compliance with specific
requirements.
Companies Act 2006 section 172
As a matter of good corporate governance,
as Directors of PPHE Hotel Group, we make
this statement required by Section 172 of
the UK Companies Act 2006 and the Financial
Reporting Council Corporate Governance
Code 2024 (although the Company is
Guernsey incorporated and, as such, the
Companies Act 2006 has no legal effect).
Each Director of PPHE Hotel Group listed on
pages 96-97 understands their duties, and
acts in a way that, in their judgement,
promotes the success of the Company for
the benefit of all stakeholders, with due
regard for the varying interests of different
stakeholder groups. The duties of the
Directors of the Company, separately and
collectively, include a duty to identify and
engage with identified stakeholder groups
and ensure that the interests of those
groups are taken into account in decision-
making. Decisions shall incorporate input
from identified stakeholders and be taken
with due regard and consideration for the
likely impact on them.
The Board’s decisions are guided by what is
most likely to promote the success of the
Company in the long term through creating
sustainable value for shareholders and
contributing to wider society as a whole. We
report in detail on our stakeholder
engagement activities in the Stakeholder
engagement section (page 55).
Corporate Governance Report
As of 31 December 2025, the Board was
composed of eight Directors. Three
Directors are Executive Directors, and five
are Non-Executive Directors (including the
Chair). The Executive Directors are: the
President and Co-CEO, Boris Ivesha; the
Chief Financial Officer, Daniel Kos, and the
Co-CEO, Greg Hegarty. Roni Hirsch is not
considered independent, as he is CEO of the
Red Sea Group (please see page 136 in the
Directors’ report for details of the Red Sea
Group’s shareholding in the business, as
required by the Disclosure Guidance and
Transparency Rules).
All Board members are subject to annual
re-election by shareholders at the Annual
General Meeting.
PPHE Hotel Group Annual Report and Accounts 2025
94 95
Strategic Report Corporate Governance Financial Statements Appendices
Directors whose service ended in 2025.
On 9 January 2025, we announced that the Non-Executive Chairman, Eli Papouchado was stepping down.
This also marked the end of the period of service of the Alternate Director, Yoav Papouchado.
Board of Directors as at 31 December 2025
Nigel Keen
Non-Executive Director & Senior
Independent Director
C
Stephanie Coxon
Non-Executive Director
C
Marcia Bakker
Non-Executive Director
C
Roni Hirsch
Non-Executive Director
Kenneth Bradley
Non-Executive Chairman
C
Ken joined the Board as a
Non-Executive Director in
September 2019. His role is
supporting governance in
order to ensure independence
in governance and oversight.
Ken spent over 20 years with the
Royal Bank of Scotland Group in
a range of management roles,
with a focus on corporate and
institutional banking and risk.
Ken spent eight years at
Barclays Wealth, where he led
the banking and trust business
in Guernsey and had wider
fiduciary banking
responsibilities in other
locations. Ken has an MBA from
Warwick Business School and
has completed the Institute of
Directors certificate and
diploma in Company Direction.
External appointments:
Director of several private
Companies including a
regulated Loans company
Director of RAW Capital
Partners.
Board Committees:
Nomination Committee (Chair),
Remuneration Committee,
ESGCommittee.
Independent: Yes
Year of first appointment: 2019
Nigel joined the Board as a
Non-Executive Director in
February 2020. As Senior
Independent Director, Nigel has
responsibility for assessing the
role of the Chair, for acting as an
independent sounding board for
the other Directors and leading
their effective communication
and governance of the
Company. He is also an
important communication
channel for shareholders. He is
a qualified Chartered Surveyor,
with over 35 years of property
expertise from site acquisition
through to asset management.
Nigel headed up the property
teams at Tesco where he
became Construction Director,
and The John Lewis Partnership,
where he was Property
Director, and served on the
Waitrose Board. Nigel is a
Non-Executive Director of the
construction company
RG Carter. He is also Deputy
Chairman at the Maudsley
Mental Health Charity.
External appointments:
Non-Executive Director, RG
Carter; Deputy Chairman,
Maudsley Mental Health Charity
Board Committees:
Nomination Committee, Audit
Committee, Remuneration
Committee (Chair), ESG
Committee
Independent: Yes
Year of first appointment: 2020
Stephanie joined the Board as a
Non-Executive Director in
August 2020. She is a qualified
chartered accountant, with
over20 years of capital market
expertise. Stephanie was a
Capital Markets Director at PwC,
where her role included advising
asset managers on listing
investment funds and real estate
investment trusts (UK, Guernsey
and Jersey) on the London Stock
Exchange. She also advised on
ongoing obligations, corporate
governance, accounting policies
and reporting processes.
Stephanie chairs the
Audit Committee.
External appointments:
Non-Executive Director of:
Foresight Environmental
Infrastructure Limited;
International Public
Partnerships Limited.
Board Committees:
Nomination Committee, Audit
Committee (Chair),
Remuneration Committee, ESG
Committee
Independent: Yes
Year of first appointment: 2020
Marcia joined the Board in
December 2022. She is a
certified public accountant with
over 20 years of experience in
audit, finance, executive search
and leadership advisory. She
has a broad background in
finance, with a speciality in
financial reporting, and was part
of the IFRS and Financial
Instrument competence centre
at KPMG. During the last ten
years, she has combined her
finance background with
executive search and
succession planning for various
corporate clients. Marcia chairs
the ESG Committee.
External appointments: N/A
Board Committees:
Audit Committee, Nomination
Committee, Remuneration
Committee, ESG Committee
(Chair)
Independent: Yes
Year of first appointment: 2022
Roni was appointed to the Board
on 9th January 2025. Roni
serves as the Chief Executive
Officer of the Red Sea Group,
the Company’s major
shareholder, arole he has held
since 1993. Red Sea is controlled
by Eli Papouchado, who, together
with his family trusts, owns
32.93% of the voting rights in the
Group. Roni is a CPA, with a B.A.
in Accounting and Economics
from Tel Aviv University.
External appointments:
CEO Red Sea Group
Board Committees:
N/A
Independent: No
Year of first appointment: 2025
Boris Ivesha
President & Co-CEO and Executive
Director
Boris has been President of the
Group since 1991. He brought
the Park Plaza brand to the
Group in 1994 in collaboration
with the Red Sea Group and has
been the major influencer in
expanding the Group’s portfolio
over the years. Boris has over
50 years of experience in the
hotel industry. Boris is the
Chairman of the Supervisory
Board of the Arena Hospitality
Group.
External appointments:
Chairman of the Supervisory
Board of the Arena Hospitality
Group
Board Committees:
N/A
Independent: No
Year of first appointment: 2007
Greg Hegarty
Co-CEO and Executive Director
Greg is responsible for
leading the Group’s strategy,
operations and commercial
performance across its regions,
driving growth, innovation and
operational excellence. Greg has
held senior leadership roles at
global brands such as GLH
Hotels and BDL Hotels. He holds a
Master’s Degree in Business
Administration (MBA) and is a
Fellow of the Institute of
Hospitality. In recognition of his
contributions to the industry, he
was awarded Freedom of the
City of London and is also a
Master Innholder, reflecting his
commitment to excellence.
Greg’s strategic vision and
commercial acumen have been
instrumental in positioning the
Group as a leader in hospitality.
External appointments: N/A
Board Committees:
N/A
Independent: No
Year of first appointment: 2023
Daniel Kos
Chief Financial Officer and
Executive Director
Daniel has worked with the
Group for over ten years, of
which the last seven years have
been as Chief Financial Officer
and Executive Director. As Chief
Financial Officer, Daniel is
responsible for the Group’s
finance, IT and procurement
strategy. Daniel has over 20
years of finance experience in
the field of audit and corporate
finance and has been involved
in several large complex M&A
deals, large (re)financing
projects and several
transactions on the public
markets in London andZagreb.
External appointments: N/A
Board Committees:
N/A
Independent: No
Year of first appointment: 2018
Board and Committee membership
Audit
Committee
ESG
Committee
Nomination
Committee
Remuneration
Committee
C
Chair
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96 97
Strategic Report Corporate Governance Financial Statements Appendices
Please refer to the Board
tables for biographies of
Boris Ivesha, Daniel Kos
and Greg Hegarty.
Inbar Zilberman
Chief Corporate & Legal Officer
Inbar is a key member of the
Executive Leadership Team and
PPHE’s C-Suite. She joined PPHE
Hotel Group in 2010. Inbar heads
the Group’s Expansion and
Development team as well
as leading and managing its
multi-jurisdictional legal,
corporate finance, M&A,
Corporate Governance,
insurance, compliance
and ESG functions. Inbar brings
expertise in negotiations and
deal execution, from exploring,
identifying and negotiating
new projects in the Group’s
regions of operation, to deal
structuring, financing and
planning, strategy and
construction set-up. Prior to
joining the Group, Inbar was in
the corporate finance team at
the law firm Berwin Leighton
Paisner LLP (now Bryan Cave
Leighton Paisner LLP) in London
and was also formerly a partner
at the law firm Bach, Arad,
Scharf & Co. Inbar holds an LLB
from Tel Aviv University and an
LLM from LSE. She is a qualified
solicitor in England and Wales
and in Israel.
Robert Henke
Executive Vice President
Commercial Affairs
Robert is Executive Vice
President Commercial Affairs
for PPHE Hotel Group and
oversees all commercial
activities (including Sales,
Distribution, Reservations,
Customer Service, Revenue,
Digital Marketing and CRM)
as well as Brand Marketing,
Guest Experience and
Communications (including
brand strategy, brand
development, management
of the Group’s strategic
partnership with the Radisson
Hotel Group and corporate
communications). He has more
than 25 years’ experience in
international hospitality and first
joined the Group in 2001, when
he was involved in the opening of
the Group’s hotels in the United
Kingdom and the successful
implementation of Radisson
Hotel Group’s marketing
programmes and systems.
Prior to joining PPHE Hotel
Group, he held international
marketing positions at Golden
Tulip Worldwide and Hilton Hotels
Corporation. He holds a
bachelor’s degree in
Hotel Management Business
Administration from Hotel
School The Hague, with a
major in marketing.
Daniel Pedreschi
Executive Vice President
Operations, UK
Daniel is the Executive Vice
President Operations for the
United Kingdom for PPHE Hotel
Group and oversees all UK
hotels, restaurants and bars in
collaboration with each
individual General Manager,
as well as focusing on new
property developments and the
general PPHE Hotel
Group strategy. Daniel has been
with the Company since 2009,
originally taking the position of
Hotel Manager at Park Plaza
London Westminster Bridge and,
in 2011, he moved to the General
Manager position. In October
2013, Daniel took on the
additional role of supporting the
Central Reservations Office
as a General Manager next to
his existing responsibilities.
With over 20 years’ experience,
Daniel’s passion for hospitality
and attention to detail have
always been key drivers in his
career. Daniel strives to find
improvements to always keep
ahead of the competition and
enhance our position in
the industry.
Michelle Wells
Executive Vice President
Operations, the Netherlands & Italy
Michelle has been with PPHE
Hotel Group for over 20 years,
originally joining as General
Manager at what is now Holmes
Hotel London. Michelle moved to
the role of General Manager of
sister hotel Park Plaza County
Hall London in 2014 and then
onto Park Plaza Victoria London
in 2016. Promoted to the
Regional Vice President
Operations, the Netherlands &
Italy in 2019, Michelle oversees
all operational, revenue, finance,
marketing and sales strategic
objectives for the region on
behalf of seven properties.
Michelle brings a strong
operational and commercial
background to the business
and educational qualifications
including the highly acclaimed
completion of the General
Manager Programme in
strategic management at Cornell
University in the United States,
as well as being a Master
Innholder and a holder of the
Freedom of the City of London.
Michelle oversaw the
refurbishment and opening of
our Rome property, which
opened in 2025 and received the
prestigious accolade of five
stars.
Executive Leadership Team
Boris Ivesha
President & Co-CEO &
Executive Director
Greg Hegarty
Co-CEO & Executive Director
Daniel Kos
Chief Financial Officer &
Executive Director
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Strategic Report Corporate Governance Financial Statements Appendices
98
art’otel London Hoxton
Board responsibilities
Strategy and
management
• Define and set the Company’s strategy for creating value for all stakeholders, including society as a whole,
through sustainable success over the long term
• Monitor and review performance against strategic objectives
• Oversee resourcing, ensuring that the tools are available for management and the Group as a whole to meet
the Group’s objectives and measure performance against them
Structure
and capital
• Determine the corporate structure of the Group
• Set the internal control framework
• Determine rules and procedures for dealing in the Company’s securities
• Structure and governance of subsidiaries
Financial reporting
and controls
• Approve financial and management reports
• Control of dividend policy and implementation
• Capital and operating budget management
• Major capital project oversight
Risk management
and internal controls
• Review effectiveness of risk and control processes
• Set the Group’s risk appetite
• Report on risk management
• Oversee and review internal reporting channels, including whistleblowing reports
Environmental, Social
and Governance
• Set targets for carbon reduction and other environmental KPIs
• Aim for carbon net zero
• Oversee ESG strategy delivery
Society and workforce culture:
• Promote a guest-focused culture in line with strategy, valuing integrity, transparency and respect
• Embed a culture that rewards personal and team performance aligned to our strategic and financial objectives
to maintain and attract top talent
• Ensure sustainable value creation for shareholders and for society as a whole
Business ethics:
• Control and prevention of corporate offences
• Effective management of data protection and privacy
• Conflict of interest management
• Maintain policies for good governance and ethical dealing
• Compliance with the Corporate Governance Code
• Ensure that workforce policies and practices are both ethical and consistent with the Company’s values and
long-term objectives, management is capable and effective, and sound planning is in place
Stakeholder
engagement
• Build and maintain successful relationships with a wide range of stakeholders, created on trust, transparency
and mutual respect
• Understand what matters to key stakeholders
• Ensure that the Board engages with stakeholders directly
• Oversee executive engagement with stakeholders
Performance
• Regularly review the performance of the Group in light of its business strategy, objectives, business plans and
budgets, and ensure that any necessary corrective action is taken
Corporate governance
Balance of independent Non-Executive Directors
The Code requires that at least half of the Board, excluding the Chair, be made up of independent Non-Executive Directors, and that no one
individual or group should be allowed to dominate decision-making.
After due consideration was given to all factors that are likely to impair, or appear to impair, the independent judgment of each Director, the
Board concluded the following:
There are four independent Non-Executive Directors: Kenneth Bradley, Nigel Keen, Stephanie Coxon and Marcia Bakker.
The Executive Board members are not independent, and Roni Hirsch is not independent. See page 136.
Role Responsibility
Boris Ivesha
President and
Co-CEO
It is the duty of the Co-CEO to conduct
day-to-day management of the Group and
the implementation of the Board’s strategy
and policy on the Board’s behalf.
The Co-CEO provides executive leadership
to the business. He is assisted by the
C-Suite, comprising the Chief Financial
Officer and the Chief Corporate & Legal
Officer. Additionally, the Executive
Leadership Team supports this role and is
accountable to it.
Responsibilities are shared between the two Co-CEOs
• Leading and managing the business
• Strategic implementation in line with the culture, values and purpose of
the business
• Accountability to the Chairman for achieving key objectives
• Reporting on strategic development
• Oversight of Executive Leadership Team
• Talent development
• Performance management of the Executive Leadership Team
• Resource management for the Executive Leadership Team
• Running the business and being the key decision-maker on day-to-day
Company business
Greg Hegarty
Co-CEO
The Co-CEO shares the responsibilities of
the President and Co-CEO, and is
responsible for the management of the
Group and the implementation of the Board
strategy and policy on the Board’s behalf. In
discharging his responsibilities, the Co-CEO
is advised and assisted by the Executive
Leadership Team and key management
functions.
Ken Bradley
Non-Executive
Chairman
Ensures that the appropriate governance
structure is in place and that the
functioning of the Board of Directors is
effective.
Liaises with the Executive Leadership Team
and key management positions to ensure
that the Board is well equipped to perform
its duties and effectively carry out its
functions.
Provides independent oversight and
scrutiny as required by the Code.
As Chair of the Nomination Committee, he is
responsible for ensuring the appropriate
governance structure and functioning of
the Board, as well as conducting the annual
Board effectiveness evaluation.
• Oversees corporate governance for the Board and ensures that
appropriate and tailored standards are in force to comply with the
Code
• As Chair of the Nomination Committee, monitoring the induction
programme in place for new Directors as they are appointed
• Ensures that the Directors are receiving and have access to clear and
timely information as needed to make key decisions
• Oversees annual Board and Committee performance reviews and puts
in place a plan to act on the results of the reviews
• Consulting with the Remuneration Committee about executive
remuneration
• Acting as designated Board member responsible for workforce
engagement
• Communicating with key stakeholders and independent shareholder
groups, with the support of the Chief Corporate & Legal Officer
• Ensures Committee chairs seek shareholder engagement on their
Committees’ respective areas of responsibility
• Ensures each Director has a clear understanding of the views of
shareholders
Division of responsibilities
The Financial Reporting Council’s Corporate Governance Code 2024 (the ‘Code’) requires a clear separation of powers and responsibilities
between the members of the Board. The role of each member of the Board carries separate duties and accountabilities, and collectively they
ensure effective communication with stakeholders. Thistable sets out the roles and responsibilities of our senior Executive and Non-
Executive Board members.
PPHE Hotel Group Annual Report and Accounts 2025
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Strategic Report Corporate Governance Financial Statements Appendices
Corporate governance – continued
Board activities in 2025
Role Responsibility
Nigel Keen
Senior
Independent
Director
It is the duty of the Senior Independent
Director to lead the Non-Executive
Directors in their oversight and scrutiny
roles, and provide support and
encouragement to them. He must also
provide a sounding board for the Chairman
and serve as an intermediary for the other
Directors and shareholders. Reviews the
effectiveness of the Chairman and
Non-Executive Deputy Chairman.
• Shareholder engagement, including providing a channel for
shareholder feedback on executives and governance issues in the
Company
• Support of the Chairman in delivering strategic leadership of the Board
• Evaluating the effectiveness of the Chairman on behalf of the other
Directors
• Supporting annual Board evaluation
• Challenging the Board where relevant to help in developing proposals
on strategy and objectives
• As Chair of the Remuneration Committee, ensures, with the Deputy
Chairman and the members of the Remuneration Committee, that
there is a clear relationship between remuneration and performance,
measured with clear reference to the long-term success of the
Company
• Challenging the Board where relevant to help in developing proposals
on strategy and objectives
• Taking the lead in identifying and providing for the development needs
of the Non-Executive Directors to enhance the overall effectiveness of
the Board
• As Chair of the Remuneration Committee, is responsible for ensuring
that all remuneration proposals are put before the Committee for
approval, and placed on the agenda of the next general meeting for an
advisory vote by shareholders
• Owns the Remuneration Policy, which is kept updated, and subject to a
shareholder vote once every three years
Strategy, operational performance and risks
• Conduct of Directors’ Strategy Day as a successful
annual exercise in strategic leadership and direction
• Operational updates from the Executive Leadership
Team – regular periodic updates received and
reviewed
• Potential growth and development – see Strategy on
page 20 – regular updates on the growth
opportunities discussed
• Principal risk oversight – see pages 90-91 for the
business’s principalrisks
• Regular Board-level oversight of risk management
• Internal and external audits – outputs of audits
received at Boardlevel
• Evaluation of performance of internal and external
auditors
Succession and talent
• Reviewed gender balance of the Company and senior
management, and Board Diversity Policy
• Maintained succession plans for the Board, and
oversaw plans to ensure continuity in senior
management talent retention, development
andrecruitment
• Regularly reviewed structure, size and composition of
the Board, including its gender and ethnic diversity
• Conducted annual internal review of the Board and its
composition to ensure ongoing fitness for purpose:
review covering skills, knowledge, experience and
diversity.
Financial performance
• Chief Financial Officer and Head of Risk and Internal
Audit regularly reported to the Board
• Performance against budget reviewed in detail,
including cash flow forecasts
• Reviewed and approved the full- and half-yearly
results and the associated announcements and
trading updates
• Considered interim and final dividend
recommendations and declarations
• Reviewed compliance with banking facilities
Stakeholder engagement and governance
• Received regular reports from the Chair of
eachCommittee
• Received regular reports and updates from the
Company Secretary and from the Chief Corporate &
Legal Officer
• Reviewed governance standards of the Group and its
subsidiaries, including key governance policies and
matters reserved to the Board
• Oversaw incident management through receipt of
reports received through implementation of the
Whistleblowing Policy and other internal control
framework measures.
• Monitored internal control framework activities with a
view to the introduction of the requirements of
Provision 29 of the Code from 1January 2026.
• Reviewed and approved updates to the Significant and
Related Party Transactions Policy
• Responded to investors collectively in announcements
following votes at the 2025 Annual General Meeting,
and individually in exchange of correspondence
• Non-Executive Directors attended staff meetings
asobservers
• Reviewed HR plan
• Review of staff surveys
• Site visits
PPHE Hotel Group Annual Report and Accounts 2025
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Strategic Report Corporate Governance Financial Statements Appendices
Corporate governance – continued
Board policies and matters reserved to
the Board
Our Board reserves to itself governance of
the Company in line with statutory
obligations and fiduciary duties. In particular,
the Board maintains a number of powers
(Reserved Powers) which are not delegated
to Committees of the Board or to the
Executive Leadership Team. These include:
• Statutory obligations and public
disclosure
• Strategic matters and financial reporting;
• Oversight of management and personnel
matters
• Risk assessment and management,
including reporting
• Monitoring, governance and control
• Other matters having material effects on
the Company.
Transparency and accountability are
maintained by processes and procedures
set out in documents reserved to the Board
including:
• Articles of Incorporation
• Schedules of Matters Reserved for the
Board
• Board Committee terms of reference
Each Director may obtain independent
professional advice at the Company’s
expense in the furtherance of their duties as
a Director. The Board and the Committees of
the Board have access to legal support from
the Chief Corporate & Legal Officer, external
law firms and other specialist consultancies,
such as remuneration consultants and
recruitment specialists. Wherever such
third party consultants are engaged, they
are identified in this Report in line with the
requirements of the Code.
The Board reviews all governance policies
and terms of reference periodically to
ensure the policies remain current and
appropriate to the needs of the Board and
Company.
Conflicts of interest
The Board and all team members are
required to comply with two policies: the
Conflicts of Interest Policy and the Significant
and Related Party Transactions Policy. These
policies are reviewed annually, and
compliance training is regularly refreshed.
The two policies require that anyone with a
potential conflict of interest promptly and
without delay observes a formal procedure
for reporting it and having it reviewed by the
Board with support from the Chief
Corporate & Legal Officer. A Director
affected by a conflict of interest is not
permitted to participate in formal
discussions and decision-making involving
the interest at stake. The Board does not
believe there to be any inherent conflicts of
interest other than ones already disclosed
by each Director. Any statutory duties under
Guernsey law that are in addition to the
Conflicts of Interest Policy are complied with
by the Directors.
Exercising oversight and ensuring
adequate time to carry out duties
The annual timetable for Board meetings and
meetings of the Board Committees is
designed to allow each and every Board
member to discuss and debate matters.
There is a timetable set for the submission of
papers prior to meeting so that Directors
have ample time to familiarise themselves
with the agenda and prepare for the
meetings. All Directors are expected to
contribute in all meetings to ensure proper
oversight and diversity of perspectives and
opinions. Non-Executive Directors are
required to demonstrate that they have
sufficient time to fulfil their duties and are
accountable to the Non-Executive Chairman
and Senior Independent Director for this.
The Chair of the Nomination Committee
monitors external appointments for all
Board members to ensure sufficient
capacity.
Oversight requires all Board and Committee
members to ensure they have considered
and (where relevant and lawful) solicited the
views of relevant stakeholders regarding
the issues to be discussed at meetings.
Resourcing the Board to ensure it
meets its objectives and measures
performance against them
At all times, all Directors have access to the
Chief Corporate & Legal Officer to ensure
that they have appropriate, legally informed
advice on all governance matters.
Chief Corporate & Legal Officer and
Company Secretarial support
The Chief Corporate & Legal Officer and the
Company Secretary, Suntera Limited,
provide important support functions to the
Board and its members. As a member of the
C-Suite, the Chief Corporate & Legal Officer
is required to ensure that internal
governance arrangements below Board level
for the workforce are aligned to the
directions of the Board and the risk appetite
of the Company as determined by the Board.
Responsibilities of the Chief Corporate
& Legal Officer to the Board
• Ensures compliance with the Financial
Conduct Authority’s Listing Rules (UKLR)
and Disclosure Guidance and
Transparency Rules (DTR)
• Responsible for information flow to the
Board (via the Company Secretary)
• Advises and supports the Chair and
Board on all governance matters
• Ensures all Directors have access to the
advice and services of internal lawyers
and external, independent professional
legal advice at the Company’s expense in
furtherance of their duties
• Oversees and advises the Board on the
Company’s corporate governance
practices, policies and procedures with
respect to statutory and other
corporate governance frameworks
• Ensures the Board is adequately
resourced for effective and efficient
function
• Supports the ESG Committee of the
Board in the formulation and execution
of the Group’s ESG strategy
Responsibilities of Company Secretary
to the Board (Suntera Limited)
• Provides compliance support with
respect to the Companies (Guernsey)
Law 2008 (as amended or replaced from
time to time)
• Maintains the Board and Committee
meeting diary and agenda
• Ensures the Board receives accurate,
timely and clear information prior
tomeetings
• Ensures that prior to Board meetings,
Directors receive all necessary
information to facilitate open,
constructive discussion and debate
• Ensures the Board is adequately
resourced for effective and efficient
function (alongside Chief Corporate &
Legal Officer)
Board performance review
The Board evaluates its performance and
the effectiveness of Board Directors and
Board Committees on an annual basis. Every
three years, this annual review is conducted
by an external evaluator.
The purpose of the review is to establish the
effectiveness of the Board, the Directors
and the Committees of the Board in
discharging the functions required of them
by law, by good corporate governance
practice and by the internal frameworks of
the Company. It includes consideration of the
tenure of each Director, and their skills,
experience and length of service. It also
includes an assessment of each Director’s
external responsibilities to ensure that they
are able to commit sufficient time to
discharge their duties effectively.
In 2025, the evaluation was conducted
bytheNon-Executive Chairman by holding
individual structured interviews with all
Directors, the Chief Corporate & Legal
Officer and the Company Secretary. The
process has provided positive feedback
onthe Board’s performance , allowed us
toreview the 2024 priorities and provide
valuable feedback on suggestions for
further enhancements in the coming
year.Asummary is included in the table.
The areas of focus for 2026 are:
Meetings and Committees
• Review the succession planning for the
Board and senior managers
• Ensure adequate time is allocated to key
projects and strategic presentations and
discussions
Strategy, risk and finance
• Continue to develop agenda for strategy
away-day and consider opportunities for
third party inputs to aide challenge and
debate
• Maintain a strong focus on emerging and
developing risks
• Maintain a strong focus on the refinance
risks and ensure a disciplined cost focus
including development and asset
management projects
People, culture and stakeholders
• Continue to build strong and collaborative
approach between management and
Board members
• Continue with staff engagement activities
and endeavour to obtain deeper analysis
into the results of the staff opinion survey
• Revise Board Director development
opportunities with a focus on IT and AI,
utilising external and internal resources
Board performance review summary
Focus area 2025 Priorities and Outcomes
The Board (1) Following 2024 recommendations, the Board has developed its
reports to facilitate more strategic discussions in Board meetings.
(2) The agenda for the Strategy Day was also enhanced to ensure a
wide range of discussions was encouraged, and time used efficiently.
Committees:
Audit Committee The Audit Committee was rated highly and maintained a focus on
emerging risks and preparation for Provision 29 reporting.
ESG Committee (1) Following 2024 recommendations, the Committee has provided
greater clarity around its role and its purpose.
(2) The Committee appointed consultants to support delivery of the
net-zero roadmap. The Committee was assessed as performing
consistently well.
Nomination
Committee
Director development was supported as per 2024
recommendations. Legal , ESG and IT cyber risk activities are focus
for 2026.
Remuneration
Committee
As recommended by Independent Audit Limited, the Committee
reviews Company-wide pay and employment policies and reviews the
staff opinion surveys to identify any gaps.
PPHE Hotel Group Annual Report and Accounts 2025
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Strategic Report Corporate Governance Financial Statements Appendices
Corporate governance – continued
Annual Committee assessment
Each Board Committee is assessed annually
to ensure that it is functioning in line with the
relevant terms of reference and mandates
set by the Code. Annual review of
governance documents is a requirement
ofbest practice.
oar eetngs stasng anrootng a
ctre oeatean versty
The Board values diversity of opinion and
differing viewpoints in executing its
responsibilities. The Chairman ensures that
time is made available for all opinions to be
heard. In particular, the Board values a clear
separation of responsibilities between the
Executive Leadership Team and the
leadership provided by the Board. This
ensures proper oversight, informed debate
and diversity of thought.
Each member of the Executive Leadership
Team oversees certain defined departments
of the business and reports on the progress
of these areas to the Board as and when
relevant. It is considered that this structure
ensures effective communication between
the Board and the Executive Leadership
Team of the Company’s business, and that no
small group of individuals dominates the
Board’s decision-making.
Any concern expressed by the Directors
about the Company or its subsidiaries, or a
proposed action, is recorded in the minutes
of the meeting. Additionally, the Senior
Independent Director takes responsibility
for ensuring that all viewpoints are available
to the Board.
Communication between the Board and the
Executive Leadership Team
Management, including the Executive
Leadership Team, reports to the Co-CEOs,
whom the Board has made responsible for
oversight and performance management.
The Co-CEOs report to the Board on this.
Greg Hegarty chairs a monthly meeting of
our Executive Leadership Team, which is
composed of the Executive Vice Presidents
of the Company and manages day-to-day
operations of the Group’s businesses, under
the supervision of the Board. The Board
maintains a schedule of matters reserved to
the Board and, in addition, sets the financial
parameters of the Executive Leadership
Team’s activities.
Executive Leadership Team remit:
• Recommendations to the Board for
strategic priorities, and formulation of
forward-looking strategy
• Design, construction and maintenance of
our portfolio of properties
• Performance management through KPIs,
strategic objectives and budget
• Health, safety and security
• Customer engagement, product
development and brand standards
• Asset management and capital investment
(within parameters set by the Board)
• Procurement and cost efficiency
• ESG (subject to oversight by the ESG
Committee of the Board)
• Reputation and stakeholder management;
• Risk management
• People, culture and values
• Talent and succession
• Information technology and cyber
The C-Suite had monthly business update
calls with the Non-Executive Directors in
2025. Further, the Non-Executive Directors
conduct sub-meetings following the business
update calls without others in attendance to
ensure good oversight and to ensure that
information flows and transparency are well
maintained. These regular and structured
meetings and discussions at varying levels of
the Board enables the Board to effectively
carry out its duties and make swift decisions.
Open communication between the Non-
Executive Directors and the Executive
Leadership Team has been found to be very
effective as it allows the Non-Executive
Directors to engage directly to ensure that
management takes corrective actions in a
timely manner.
Culture and values
The Board sets the culture and values of the
business and works to engage with all
stakeholders to communicate and promote
the culture and values. This requires the
Board to review annually policies which
maintain the culture and values, and
facilitate the business ethics of the Company.
Policies set out the behaviours required of
people working within our Board,
management and operations, and aim to
empower people by providing them with a
framework and guidance. When reviewing
policies, the Board takes account of
developments in the law, in stakeholder
expectations and best practice to ensure a
strong framework optimised to the specific
needs of the business.
Through the ESG Committee, the Board has
committed to rigorous targets in
environmental and social performance.
These are set out in detail in the
Environmental, Social and Governance
section of the Annual Report and Accounts
and in the report of the ESG Committee.
Important ESG Policies remain reserved to
the Board, such as the Conflicts of Interest
Policy, the Significant and Related Parties
Transactions Policy, and the Whistleblowing
Policy. These are reviewed and refreshed
annually.
The Board takes steps to monitor the culture
within the organisation. The following tools
allow the Board to keep abreast of
workforce culture:
• pulse surveys;
• online guest reviews;
• social media;
• employer review sites;
• compliance training records; and
• hotel audits.
Data from these sources is available at
Board level to monitor the health of the
culture within the business. Aligning culture
to the values and purpose of the business is
key to success. In 2026, I.T. modernisation
remains a focus, with attendant obligations
on team members to update ways of working
as systems are updated and cloud migration
of critical infrastructure takes place.
Team members are engaged and
enthusiastic, and we observed a positive
culture where team members felt able to
speak up and express their views. There are
challenges related to recruitment and
retention difficulties experienced by the
sector as a whole, but the Board is satisfied
that management has appropriate mitigating
actions in place where possible.
Workforce engagement
Provision 5 of the Code specifies
mechanisms for ensuring Board workforce
engagement. In line with that provision, the
Chairman, Ken Bradley, is the designated
Board member responsible for workforce
engagement. Other members of the Board
have also have also been involved in
supporting him in this function.
Team members’ loyalty and dedication is vital
to the long-term, sustainable success of the
business. They understand the key aim is to
create the best possible experiences for
hotel guests. This is reflected in the ESG
targets to further workforce engagement
and employee development in order to
attract and retain talent at all levels.
A works council operates in the Netherlands.
In the UK, a Team Member Forum meets
regularly. Each hotel and Regional Office has
a representative group from every
department which meets with the General
Manager every month (Regional Office-based
staff meet with the Executive Vice President
of Operations, UK). Every quarter, one
person from each of those forums
represents their hotel at a Regional-level
meeting with the Executive Vice President of
Operations, UK. A representative of Unite
the Union is also invited to the Regional
forum. Every hotel also hosts regular town
halls for their teams with the General
Managers, which includes a Q&A session
called ‘Let’s Connect’.
Board site visits
The Non-Executive Directors completed site
visits to:
• Art’otel London Hoxton;
• Park Plaza Park Royal London;
• Park Plaza London Westminster Bridge;
and
• the site of a proposed development in the
Waterloo area of London.
Further, the Non-Executive Directors held
meetings with all General Managers in the
Netherlands, and had quarterly meetings
with the Executive Vice Presidents for the UK
and the Netherlands and Italy regions. The
Non-Executive Directors reported their
finds back to the Board and Executive
Leadership Team, with follow-up actions
where required.
Pulse surveys
Some team members prefer to offer their
feedback anonymously, rather than
face-to-face. ‘Let’s Talk’, our pulse surveys,
allow us to monitor employee engagement
and other important matters, such as
employee awareness of ESG.
Pulse surveys took place online on an
anonymous basis and were conducted by an
external partner. The overall responses to
the engagement questions were positive.
Board and Committee meetings
In accordance with the Code, the Board has
established the following Committees in
order to support the Board and carry out
work on its behalf:
• Audit Committee
• Nomination Committee
• Remuneration Committee
In line with investor priorities, and to ensure
good governance, the Board has established
the ESG Committee.
Notices and review of
any conflicts arising
The notices of Board meetings, agendas
and supporting documents are formally
circulated to the Board in advance of
Board meetings as part of the Board
papers. Therefore, Directors have the
opportunity to request that any agenda
items be added that they consider
appropriate for discussion.
Notices and review of
any conflicts arising
At the beginning of each meeting, each
Director must disclose the nature and
extent of any conflict of interest arising
generally or in relation to any matter to be
discussed as soon as the Director
becomes aware of its existence. Directors
must also disclose their shareholdings and
any changes to those that have occurred.
Standing Agenda Items (1) Strategy
(2) Management updates from:
• Executive Directors
• Executive Leadership Team
(3) Updates on corporate governance by
Senior Independent Director and Chair
of the ESG Committee (supported by the
Chief Corporate & Legal Officer)
Non-members in
regular attendance
Chief Corporate & Legal Officer
Board succession
planning
Regular Executive Leadership Team
attendance of Board meetings is part of
our succession plan (talent development).
Board meetings: Procedures
PPHE Hotel Group Annual Report and Accounts 2025
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Strategic Report Corporate Governance Financial Statements Appendices
Nomination
Committee
Audit
Committee
Our Board
ESG
Committee
Remuneration
Committee
Corporate governance – continued
Terms of reference for each Board Committee are available on the Company’swebsite.
Develops. Plans.
Evaluates.
Nominates.
Oversees current needs
and evaluates, plans for the
future, monitors, advises,
nominates candidates.
• Ensures that the Board
has abalance of skills,
knowledge, diversity
andexperience
• Board and Committee
composition
• Board nominations
• Succession planning
forDirectors
• Succession planning for
senior management
Report available on page 110
Transparency.
Accuracy.
Monitors. Aligns.
Oversees risk management,
internal controls, audit
functions and financial
systems. Monitors the
integrity of the Group’s
financial statements and
internal controls of
theCompany.
• Monitors and reviews the
integrity of the Group’s
half-year and full-year
financial results, and the
financial reporting process
• Oversees risk
management and reviews
the effectiveness of the
Group’s systems of
internal controls and risks
• Oversees ethics and
compliance for the
Company
• Reviews and oversees the
Group’s internal and
external audit functions
Report available on page 115
Values.
Culture.
Talent proposition.
Oversees alignment
ofremuneration and
workforce policies to the
long-term success of the
Company and its values.
Responsible for Remuneration
Policy and for setting salary
and bonus levels for senior
management and employee
benefit structures.
• Remuneration Policy
• Sets targets and
incentiveschemes
• Executive Leadership
Team and senior
management
remuneration review
Report available on page 123
Future plans.
Safeguards.
Sustains.
Oversees the approach to
sustainability and adding
value for our people, our
places and our planet.
Responsible for reviewing
statutory reporting on
environmental and social
performance, and proposing
strategy and targets to
theBoard.
Report available on page 121
Strategy. Purpose. Culture. Communications.
The Board sets the strategy and commercial vision, leading with integrity, promoting culture. It evaluates
management, overseeing resources and talent pipeline, and engaging with key stakeholders.
Board and Committee meeting calendar 2025
JAN FEB MAR APR M AY JUN JUL AUG SEP OCT NOV DEC
B A B A B B B
A A B B
R B
E E B
N E N A B
B N B A R
R B R
R R E
N
R
B
Quarterly
Board
meeting
B
Ad-hoc Board
meeting
A
Audit
Committee
meeting
E
ESG
Committee
meeting
N
Nomination
Committee
meeting
R
Remuneration
Committee
meeting
Annual
General
Meeting
E
Extraordinary
General
Meeting
Committee
meeting
Director attendance calendar 2025
Ad-hoc Board
meeting
Annual General
Meeting
Audit Committee
meeting
Committee
meeting
ESG Committee
meeting
Extraordinary
General Meeting
Nomination
Committee
meeting
Quarterly Board
meeting
Remuneration
Committee
meeting
Director
Attended Eligible Attended Eligible Attended Eligible Attended Eligible Attended Eligible Attended Eligible Attended Eligible Attended Eligible Attended Eligible
Boris Ivesha
7 9 0 1 0 0 1 17 0 0 0 0 0 0 4 4 0 0
Daniel Kos
9 9 0 1 0 0 1 17 0 0 0 0 0 0 4 4 0 0
Greg
Hegarty
8 9 0 1 0 0 0 17 0 0 0 0 0 0 4 4 0 0
Roni Hirsch
8 8 0 1 0 0 0 17 0 0 0 0 0 0 4 4 0 0
Kenneth
Bradley
9 9 1 1 2 2 14 17 4 4 0 0 4 4 4 4 7 7
Nigel Keen
9 9 0 1 5 6 3 17 4 4 0 0 4 4 4 4 7 7
Stephanie
Coxon
8 9 0 1 6 6 16 17 4 4 0 0 4 4 4 4 6 7
Marcia
Bakker
9 9 0 1 6 6 4 17 4 4 0 0 4 4 4 4 7 7
PPHE Hotel Group Annual Report and Accounts 2025
108 109
Strategic Report Corporate Governance Financial Statements Appendices
Nomination Committee report
Ken Bradley
Non-Executive Chairman
to the Board of Directors
Membership of the Nomination Committee
and meeting attendance
Name of Director
Meetings
attended
Eligible to
attend
Ken Bradley (Chair) 4 4
Marcia Bakker 4 4
Stephanie Coxon 4 4
Nigel Keen 4 4
In January 2025, there were two main
changes to the Board: we welcomed Roni
Hirsch to the Board as a Non-Executive
Director. Eli Papouchado stepped down from
the Non-Executive Chairmanship of the
Board and I replaced him. Yoav Papouchado,
as Eli Papouchado’s Alternate Director
ceased to hold this position automatically.
With new appointments to the Board and
new responsibilities for Board members, it is
important to have ongoing measures to
ensure that Directors have the familiarity
and expertise they need to provide effective
oversight. This includes:
• periodic training on Directors’ duties,
(including on changes to the regulatory
regime), which are conducted by our
external law firm providing corporate law
support: Norton Rose Fulbright;
• site visits by Non-Executive Directors to
the business’s various locations to ensure
familiarity and workforce engagement;
and
• ongoing review to ensure that Directors
have all the training and resources
necessary to discharge their
responsibilities of ensuring full
accountability and oversight.
The Committee is composed of four
Non-Executive Directors. Each Director is
individually, and the Board is collectively,
subject to an annual performance review.
This review considers the independence of
each Director. No member of the Nomination
Committee is considered to have a personal
financial interest in matters to be decided by
the Committee.
Looking ahead
I am focused on the duties the Code requires
of an independent Chairman. Assisting me in
this new challenge is a strong and balanced
team in place to deliver the leadership the
business needs for a strong strategy for
success. I am excited by our ongoing
engagement with our shareholders on the
company’s vision and strategy for success,
and I look forward with anticipation to 2026.
Ken Bradley
Chair of the Nomination Committee
Letter from the Chair of the
Nomination Committee
Dear Stakeholder,
Good governance is achieved by assembling
a Board with the requisite expertise and
diversity of opinion. With this in mind, we
have worked to deliver on the priorities of
stakeholders and the Corporate
Governance Code 2024 (the ‘Code’). I am
pleased to present this Report of the
Nomination Committee for 2025, in which we
focused on our Board evaluation, on the
induction of our newest Director and on
succession planning.
Board composition and succession planning
PPHE Hotel Group is led by long-standing,
exceptional executives. As the independent
Non-Executive Chairman, it is my role to
balance this by ensuring oversight by
diverse, regularly rotated and independent
non-executives. I hold the responsibility for
discharging the governance requirements
of the Code.
As required by the Listing Rules, the table on
page 114 shows our reporting of Board
composition with respect to protected
characteristics (as defined by the Equality
Act 2010). Our Board members are from
different nationalities, which makes the use
of UK government classifications of ethnicity
as required by the reporting format difficult
to reconcile with the identities of our Board
members.
Succession planning is key to ensuring that
there is a roadmap internally to meeting
diversity representation targets, and we are
able to demonstrate to stakeholders that we
take seriously the need to meet them as and
when new appointment opportunities arise.
While progress at the Board level is ongoing,
the Company is proud of its representation
Board induction
I am responsible alongside the Chief
Corporate & Legal Officer for ensuring that
new appointees to the Board receive a
tailored and comprehensive induction to
familiarise them with the Company’s
strategic aims, purpose, operations,
regulatory climate, stakeholders, Directors’
duties and governance practices. We tailor
our programme taking into consideration
the Director’s previous Board experience,
expertise and familiarity with the real estate
and hospitality industries. The induction
process includes two interviews with me
before the programme commences and
mid-way to identify any gaps. This was the
procedure supporting Roni Hirsch’s
appointment as Non-Executive Director.
below the Board, particularly within the
Executive Leadership Team, where there is
one-third female representation.
Furthermore, there is strong and fair female
representation across leadership roles
throughout the Company. The Board
remains committed to promoting diversity
and will ensure this remains a core priority
as part of its long-term succession planning.
The Senior Vice President of Human
Resources & Talent Technology attends two
of the four quarterly meetings to discuss
succession planning and to allow us to
oversee the process for ensuring a diverse
pipeline. Other matters discussed with him
include employee engagement survey
results and action plans arising therefrom.
The Board is headed by a Non-Executive
Chairman. In addition to the Chairman, there
are four other Non-Executive Directors, and
three Executive Directors. The founders of
the business maintain rights to appoint
Directors as set out in the Articles of
Incorporation available on the Company
website.
All our Board Directors are subject to annual
election or re-election by shareholders at
the Annual General Meeting (AGM). Marcia
Bakker, Stephanie Coxon and Nigel Keen are
considered to be independent. Roni Hirsch is
not considered to be independent.
Consequently, less than 50% of the Board is
composed of independent Non-Executive
Directors (see page 96-97). The Non-
Executive Directors are regularly refreshed
to ensure that independence is maintained,
and diversity and fresh perspectives are
welcomed onto our Board. Executive
Directors are responsible for the day-to-day
operations of the business. They are led by
our President & Co-CEO Boris Ivesha and
Co-CEO Greg Hegarty.
The induction process introduces the new
appointee to key stakeholders and the
culture of the Board and the Company as a
whole. The induction also allows new
appointees to gain an appreciation of their
role in the success of the Company, how the
Company measures success and the
expectations of all key stakeholder groups.
The induction must be tailored to the
individual Director without neglecting the key
elements of our induction programme.
Roni Hirsch, as CEO of Red Sea Group, the
Company’s controlling shareholder, has
been with Red Sea Group since 1993 and, as
such, is very familiar and engaged with the
Group.
Nomination Committee activities and focus in 2025
Function Actions in 2025
Board and
Committee
composition
• Reviewed the composition of the Board to determine that it
remains suitable and effective to support the culture, values and
strategy of the business
• Conducted the annual Board performance review in line with the
three-year cycle (see diagram) of external assessment. In 2025, we
conducted the review internally
• Reviewed the effectiveness and performance of the Committee
• Ensured policies and procedures for diversity, equal opportunity
and inclusion at all levels of the organisation were maintained
Succession
planning for
Board and
Executive
Leadership Team
Maintaining ongoing review and annual update of succession
planning for:
(a) Board Directors; and
(b) Executive Leadership Team.
Diversity
and Talent
Management
• Ensured diversity requirements in succession plans
• Considered KPIs for monitoring DE&I elements of the ESG strategy
Workforce
engagement
The Committee reviewed outputs of employee engagement, and
incorporated targets into the ESG strategy.
Marcia Bakker visited the Netherlands hotels.
The Committee conducted site visits to:
• Three hotels in London; and
• Two proposed development sites in London (Waterloo and Leman
Street).
PPHE Hotel Group Annual Report and Accounts 2025
110 111
Strategic Report Corporate Governance Financial Statements Appendices
Succession planning
We recognise diversity of backgrounds and
experience is a key strength, and strong
succession planning is a key requirement in
stakeholder confidence that decision-
making is not dominated by any one
individual, or that a strong corporate culture
does not decay into ‘groupthink’. We are
proud of our track-record in developing and
nurturing talent internally, but we also look
outside where this helps us diversify our
ways of working.
Board succession planning
We have evaluated the composition and
functioning of the Board in light of the new
Board members as well as road-mapping a
succession plan addressing the Committee’s
short-term, medium-term and long-term
concerns and different contingencies.
Given the regular interaction between the
Board and the Executive Leadership Team,
the Committee has the required exposure to
evaluate internal candidates when planning
for different succession eventualities. The
Committee’s succession planning process is
aligned with the Group’s entrepreneurial
culture, which fosters the growth and
support of team members from varying
positions within the Company through to
leadership level and is, therefore,
engineered to produce internal candidates
who may be suitable for positions on the
Board, as well as considering external
candidates when appropriate with the
assistance of external specialist search
consultants.
Roni Hirsch’s appointment was made under
the power given to Euro Plaza under its
Relationship Agreement with the Company
and as set out in the Articles of
Incorporation.
As an important element of the succession
planning programme, consideration is also
given to the length of service of Board
members.
The Board believes that in its current
composition, it has the right combination of
skills, experience and knowledge, and
remains effective and entrepreneurial.
Executive Leadership Team
sccessonannng
Individuals whose contribution to executive
leadership can be considered for
appointment to the Board where this is
deemed necessary and appropriate for the
business.
PPHE Hotel Group has benefited from a
strong talent pipeline. Our Executive
Leadership Team members all have long
histories within the business, and many have
reached their current seniority through
‘rising through the ranks’. Ensuring the
ongoing success of this talent pipeline is a
key business priority. The Committee works
closely with the Vice President of Human
Resources & Talent Technology on all aspects
of recruitment and development of talent.
The Vice President of Human Resources &
Talent Technology documents the key skills
of the current holders of senior positions in
order to ensure that in the event an
individual needs to be replaced by the
business, their contribution can be smoothly
transitioned. Succession planning is divided
into short and long-term planning, which is
defined by the immediacy of the need to fill
any vacancy. Short-term plans are triggered
by an event such as a resignation or other
unforeseen departure.
In addition to focusing on individuals, the
organisational structure of roles and
reporting lines within the business is kept
under review to ensure that it continues to
deliver the business’s needs. Periodically,
this is externally assisted, and takes into
account the needs of various stakeholders,
not least our affiliate partner, Radisson Hotel
Group.
The Group’s ESG strategy feeds into our
succession planning. I am the Board member
responsible for workforce engagement, and
we have several strategic objectives for our
team members under the ‘social’ pillar of the
ESG strategy. This enables us to include
Diversity, Equity and Inclusion (DE&I)
elements into the strategy.
2025 Board evaluation summary (with updates on 2024 outcomes)
Priorities identified in 2024 2025 update
The Board
• Reconsider how time is used in Board meetings to enable more
strategic-level discussions.
• Develop the form and content of Board papers to facilitate
higher-level discussion and achieve greater efficiency of
oversight.
• The Board has developed some of the reports to ensure more
strategic discussions are enabled at Board meetings.
• The agenda for the Strategy Day was also enhanced to ensure a
wide range of discussions was facilitated. This is also a priority
for 2026, including third party inputs to aid challenge and
debate.
Audit Committee
• The Audit Committee has played a positive part in the
sustained improvement of the Company’s risk management.
• The Audit Committee was rated highly and maintained a focus
on emerging risks and preparation for Provision 29 reporting. It
will focus on emerging and developing risks in 2026.
ESG Committee
• While this Committee is functioning well, there is the
opportunity for greater clarity around its role and purpose.
With greater clarity, it will be evident where changes in the
Committee’s work would be helpful to achieving those
objectives.
• The Committee has provided greater clarity around its role and
its purpose, and has appointed Greenview consultants to
support delivery of our roadmap.
• In the 2025 evaluation, the ESG Committee progress was evident
and it was assessed as performing consistently well.
Nomination Committee
• The Committee could usefully give more time and attention to
Directordevelopment.
• Director development was supported with some Legal, ESG and
IT cyber risk activities and will remain a focus for the next year.
• Succession planning for Board and senior managers to be
reviewed in 2026.
Remuneration Committee
• There is an opportunity to broaden the scope of the
Committee’s activities to cover Company-wide pay and
employment policies.
• The Committee reviews Company-wide pay and employment
policies and reviews the staff opinion surveys to identify any
gaps (as recommended by Independent Audit Limited in the 2024
review).
Nomination Committee report – continued
Board performance review
PPHE Hotel Group uses a three-year cycle of
internal and external Board performance
reviews. The purpose of the Board
performance review is to conduct a formal,
rigorous annual evaluation of Board
performance, the functioning of the Board’s
Committees, and the performance of
individual Directors. The scope of the
performance review includes Board
dynamics, culture, behaviour and decision-
making.
In 2024, Independent Audit Limited
conducted the externally facilitated
evaluation of Board performance. We are
now in year one of the three-year cycle
shown in this diagram.
Priorities for 2026 are set out in the
introduction to governance.
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governance structure and induction plan
Briefing with Non-Executive Chairman
on Guernsey Companies Law and on
Guernsey Directors’ Duties Annual Strategy Day
Provided with materials on
Directors’ duties and UK
Listing Rules
Induction close-out meeting
held in August 2025
Site visits to Park Plaza
London Westminster Bridge
and art’otel London Hoxton
PPHE Hotel Group Annual Report and Accounts 2025
112 113
Strategic Report Corporate Governance Financial Statements Appendices
Position of the Chairman of the Board
I became Chairman in January 2025. The Code places significant responsibilities on the Chairman for accountability to shareholders and
representation of their interests. For this reason, consideration is given at all times to ensuring that an appropriate person occupies the role,
and provisions are made for both short and long-term succession periods.
Board diversity
Shareholders require diversity amongst Board members to ensure that the business is led by a group with varying backgrounds and
expertise, without a single, dominant presence in the form of an individual or class of individuals dominating and potentially distorting
decision-making in their interests. The Nomination Committee has responsibility for the formal elements of this by maintaining the Board
Diversity Policy. Additionally, I am responsible for ensuring that this carries forward into Board meetings, with all Directors given the
opportunity to participate and contribute fully in all meetings, and provided with sufficient time and resources to do so. Succession planning
is undertaken with the Board Diversity Policy in mind, and future Board appointments are subject to its provisions.
The Board Diversity Policy mandates that we consider gender balance in senior management and their direct reports. Our Board and the
Executive Leadership Team consist of both men and women, and we note and value the diversity of experiences, geographies, ethnicities,
ages and genders in our business and its leadership.
When considering succession planning and appointments, the Committee gives due consideration to the advantages of a wide range of
experiences and perspectives bring to innovation and breadth of ideas, as well as potential barriers to entry for individuals as a result of
Protected Characteristics (as defined by the Equality Act 2010) they possess. In this way, we seek to move towards compliance with the
requirements for minimum 40% female representation on our Board, as well as a woman in one of the following positions: CEO, CFO, SID or
Chairman.
Diversity disclosures
Disclosures in this table are made in line with the reporting requirements set out in the UKLRs (UKLR 6.6.6R(10) and UKLR 6 Annex 1R).
Direct reports to the senior management are set out in the tables on page 96-97.
Gathering of data: individuals are requested by the Compliance Team to provide the data related to their Protected Characteristics on
thebasis that the business is under a regulatory requirement to report. Board members are reminded that although it is a regulatory
requirement for the business to make a report, it is not mandatory for individuals to provide this personal data to the business, and that
anyone who does not wish to disclose could compliantly be included under the heading ‘not specified / rather not say’. Data is correct as of
31December 2025.
Reporting on sex and gender identity
1
No. of Board
members
Percentage of
the Board
No. of senior
positions on
the Board
(CEO, CFO, SID
& Chair)
No. in
executive
management
Percentage of
executive
management
Men 6 75% 4 5 71%
Women 2 25% – 2 29%
Other categories – – – – –
Not specified / prefer not to say – – – – –
Reporting on ethnic background
White British or other white (including minority white groups) 6 75% 3 6 86%
Mixed / multiple ethnic groups – – – – –
Asian / Asian British – – – – –
Black / African / Caribbean / Black British – – – – –
Other ethnic group, including Arab – – – – –
Not specified / Prefer not to say 2 25% 1 1 14%
Notes to the table
1 The tables on page 96-97 set out the members of the Board. Members of the Executive Leadership Team are a separate population and are identified in these tables.
Audit Committee report
Stephanie Coxon
Chair of the Audit Committee
Membership of the Audit Committee and
meeting attendance
Name of Director
Meetings
attended
Eligible to
attend
Stephanie Coxon
(Chair) 6 6
Marcia Bakker 6 6
Nigel Keen 5 6
Ken Bradley 2 2
Letter from the Chair of the Audit Committee
Dear Stakeholder,
As Chair of the Audit Committee, I am
pleased to present the Committee’s report
for the year ended 31 December 2025. This
Report has been prepared in accordance
with the requirements of the Corporate
Governance Code 2024 and provides a fair,
balanced and transparent overview of the
Committee’s activities and priorities. Strong
governance depends on accountability, and
the Committee continues to welcome
feedback from stakeholders to ensure our
reporting remains both compliant and
responsive.
The Audit Committee provides independent
oversight of the Company’s financial
reporting, internal audit activities, risk
management framework and system of
internal controls. In line with the Code, the
Committee comprises members with
appropriate and relevant expertise in
auditing and accounting, enabling effective
challenge and scrutiny. The Committee also
oversees the appointment, independence
and effectiveness of the external auditors,
who provide assurance over the Company’s
financial performance. Through this work,
the Committee seeks to support stakeholder
confidence in the Company’s viability and
long-term resilience.
During 2025, Brightman Almagor Zohar & Co
(a member of the Deloitte Global Network)
completed their second audit of the
Company’s Annual Report and Accounts.
The Committee monitored audit quality and
effectiveness throughout the year and was
satisfied with the auditors’ independence,
objectivity and professional scepticism.
The year included a continued focus on the
revised Corporate Governance Code and
the evolving landscape of ESG reporting. In
particular, the Committee has taken steps to
prepare for the implementation of Provision
29, reviewing and enhancing the Company’s
approach to internal controls,
documentation and assurance processes in
advance of its effective date. The Committee
also focused on ensuring that disclosures
relating to governance, strategy, risk
management and environmental metrics are
robust, transparent and aligned with
stakeholder expectations. Further details
are set out in the ESG report on page 121.
The Role of the Audit Committee
The Audit Committee plays a key role in
assisting the Board to:
• ensure that the Group’s financial systems
provide accurate, timely and reliable
information on its financial position;
• confirm that the Group’s published
consolidated financial statements and
related announcements present a true,
fair and balanced view of its financial
position;
• oversee and monitor the Company’s risk
management framework, covering
internal controls, and both financial and
non-financial risks;
• ensure that appropriate accounting
policies, internal financial controls and
compliance procedures are in place and
operating effectively;
• Monitor and review the effectiveness of
the internal audit function; and
• review and assess the quality and
effectiveness of the external audit
process, as well as the independence of
the external auditors, including leading the
process for their appointment and
ongoing evaluation.
The Audit Committee receives and reviews
information from the Executive Leadership
Team, the Head of Internal Audit and Risk,
the internal Legal, Compliance, Audit and
Risk teams, and the external auditors
Nomination Committee report – continued
PPHE Hotel Group Annual Report and Accounts 2025
114 115
Strategic Report Corporate Governance Financial Statements Appendices
throughout the year to enable it to discharge its responsibilities effectively. Suntera Limited
continues to provide Company Secretary services, ensuring the Committee has the policies,
processes, information, time and resources required to function efficiently. The Audit
Committee reports regularly to the Board on how it has fulfilled its responsibilities. The
Committee’s terms of reference are available on the Company’s website.
Audit Committee activities and focus in 2025
Function Actions in 2025
Financial
Reporting
• Reviewed the Interim Report and Financial Statements for the
half-year ended 30 June 2025.
• Reviewed the Annual Report and Accounts to ensure that, taken as
a whole, it is fair, balanced and understandable.
Monitor and
review the
effectiveness of
the Group’s
system of
internal controls
and risk
management
• Oversaw the initial implementation of a reportable controls
framework to support future compliance with Provision 29 of the
Code.
• Reviewed the effectiveness of the Internal Audit and Risk function
and confirmed adequate resourcing.
• Oversaw the annual refresh of the Risk Appetite Statement and
reviewed emerging risks, including climate-related and geo-political
risks.
Oversee ethical
dealings and
compliance for
the Group
• Reviewed climate risk integration within the ERM system and
ensured alignment with the Group’s sustainability strategy.
• Supported the ESG Committee in overseeing assurance processes
relating to ESG disclosures in the Annual Report.
• Approved Responsible Business policies for the prevention of
bribery and corruption, fraud and the facilitation of tax evasion.
Review the
Group’s external
audit function
• Monitored the external audit process, including review of the audit
plan and key findings, and assessed the independence and
objectivity of the external auditors, confirming compliance with
theFRC’s External Audit: Minimum Standards and Non-Audit
Services Policy.
Effectiveness of the Committee
The Committee is assessed annually for its
effectiveness. The evaluation of the
Committee reviews its work against the
provisions and requirements of applicable
standards, including the Code, the Guidance
on Audit Committees and the publication
“Audit Committees and the External Audit:
Minimum Standard”. The conclusion of the
2025 assessment of the effectiveness of the
Audit Committee was that the Committee is
effective in the discharge of its duties and
compliant with the Code.
Relevant skills and experience
The Audit Committee is composed entirely of
independent Non-Executive Directors.
Collectively, the Committee has the
background, qualifications, skills and
experience required by the Code. The
Committee has competence relevant to the
sectors in which the Company operates, and
includes members with recent and relevant
Oversight of the external auditors and audit
The Committee and its Chair take steps
throughout the year to remain fully informed
on the progress of the audit and to ensure it
remains aligned with the audit plan presented
to the Committee. The Committee seeks to
satisfy itself that the audit process is effective
and that there is full engagement from
management and relevant internal teams.
Regular meetings with the external auditor
enable the Chair and Committee to ask
questions, review the audit’s scope and
confirm that it is comprehensive, including
the identification of any gaps. The Committee
also challenges the auditor on its sources of
information and the basis of its conclusions.
The auditor is required to report against
theagreed audit plan, including explanations
for any changes made during the course of
the audit.
Audit plan
Following appointment of the external
auditor, an audit plan was submitted to the
Audit Committee for discussion. The basis of
the audit plan was comprised the key risks
identified by the business and the strategy
as set out in the Annual Report and
Accounts. The audit plan formed the basis
throughout the year for questions and
queries from the Audit Committee to the
external auditors, and the final assessment
of the Committee. Having sought information
in November, the external auditor presented
their audit plan to the Audit Committee for
discussion. The plan was based on the key
risks identified by the business and the
strategy outlined in the Annual Report and
Accounts. Throughout the year, the audit
plan provided the framework for the
Committee’s questions and engagement with
the external auditors, as well as for the
Committee’s final assessment.
After reviewing information from relevant
management functions and holding regular
meetings with the auditors, the Committee is
satisfied with the effectiveness of the Group’s
external audit and the integrity of both the
financial and narrative statements of the
relevant management functions, and having
conducted multiple meetings with the external
auditors, the Committee is satisfied with
theGroup’s external audit function and
theintegrity of the financial and
narrativestatements.
financial experience. Consistent with the
Code, the Board Chairman is not a member
of the Audit Committee with effect from May
2025. The Board and the Nomination
Committee review the Committee’s
composition regularly and remain satisfied
that it is properly structured and
appropriately resourced to discharge
itsduties.
Audit Committee schedules and resources
Audit Committee meetings are scheduled
approximately one week in advance of Board
meetings, allowing the Committee’s actions
and recommendations to be considered by
the Board in a timely manner. Committee
members have direct access to the
Executive Leadership Team, key corporate
functions and the external auditor, with
representatives from these groups
attending meetings at the invitation of the
Committee on an ad-hoc basis.
2025 audit plan
In 2025, the Audit Committee instructed
theexternal auditors to focus on the
followingareas:
• Impairment of property, plant and
equipment and right-of-use assets,
including related disclosures;
• Recoverability of deferred tax assets; and
• Loan refinancing arrangements,
The Audit Committee held a discussion with
Deloitte to obtain their informal feedback on
its assessment of the internal control
framework, in preparation for the
implementation of Provision 29 of the Code.
The process of oversight requires the Audit
Committee to request that management is
not present for part of the meeting where
the auditors present their conclusions. This
allows the external auditors to speak freely
and share any views without management
being present.
This also allows the Audit Committee to
understand how the external auditors have
been professionally sceptical in their
procedures and discuss any areas on which
they have challenged management. The
Committee wishes the external auditors to
maintain an attitude of challenge to
management’s assertions, and this has
facilitated an open culture of questioning
and information gathering.
The opinion of the external auditors is
available on page 141.
Review of the external auditor
The Audit Committee reviewed the
independence and objectivity of the external
auditors and reported to the Board that it
considered that the external auditors’
independence and objectivity were maintained.
This review included discussions with the
external auditors at various meetings,
reliance on the external auditor’s own
internal controls for compliance with
independence rules and ensuring
compliance with the Non-Audit Services
Policy (as further described below). When
evaluating the independence of the external
auditors, the Audit Committee also took into
consideration the quality of the audit
produced, the constitution of the audit team
being used by Brightman Almagor Zohar &
The Committee receives regular updates on
financial performance, information
technology, operational matters and
progress against strategy from relevant
executives. These updates are typically
provided by the Co-Chief Executive Officers,
the Chief Financial Officer and the Chief
Corporate & Legal Officer.
The Head of Internal Audit and Risk reports
directly to the Audit Committee and provides
monthly updates to the Committee Chair on
non-financial reporting matters, including
enterprise risk management and progress
against the internal audit plan. This reporting
structure supports the Committee’s
independent oversight of risk management
and internal audit activities.
Suntera Global continues to provide
Company Secretarial services to the
Committee, ensuring it has access to the
policies, processes, information, time and
resources required to operate effectively.
Relationship with the Board
The Audit Committee was allocated sufficient
time ahead of and in Board meetings to
address any potential conflicts between the
Board and the Committee. If any such
disagreement remain5 unresolved, the Audit
Committee has the right to report the issue
to shareholders as part of the report on its
activities in the Annual Report. Accordingly,
it is confirmed that there were no such
unresolved disagreements. All matters
presented by the Audit Committee to the
Board were discussed in full, with resolution,
in 2025.
External audit and external auditors
The Audit Committee considers the
appointment, re-appointment and removal
of the external auditors, reviews their terms
of appointment and negotiates fees on behalf
of the Board prior to making
recommendations through the Board to the
shareholders to consider at each Annual
General Meeting. The Committee also
monitors the auditor’s independence,
objectivity and the audit quality, including
compliance with the FRC’s Audit Committees
and the External Audit: Minimum Standard.
Co, communications between management
and the external audit team and generally
how the external audit team interacts with
and challenges management.
The Audit Committee conducted a thorough
evaluation of the external auditors’
performance during the year. The results of
this review indicated a high level of
satisfaction with the quality, effectiveness,
and professionalism of the audit.
Policy on engaging external auditors to supply
non-audit services
The Committee oversees the Non-Audit
Services Policy, which is reviewed annually and
is aligned with the FRC Ethical Standard 2024
and Minimum Standard. The policy sets out the
circumstances and financial limits within which
the auditors may provide non-audit services,
whether a tender process is required, and the
information to be considered to ensure
auditor independence and objectivity are
maintained.
Non-audit engagements are approved only
where they do not compromise independence
or objectivity and where the auditor is
demonstrably best placed to perform the
work, such as the interim review of half-year
results. The Committee monitors aggregate
non-audit fees and confirms that the nature
and extent of services provided during 2025
did not impair auditor independence.
The Audit Committee regularly reviews the
policy to reflect changes in standards or
regulatory requirements and monitors
compliance to ensure the Company’s
non-audit services remain consistent with
the FRC’s revised ethical requirements.
The audit fees due to the external auditors
amounted to £613,000. In 2024, the fees
were £586,000.
Total non-audit fees amounted to £120,000. In
2024, total non-audit fees were £112,000. The
Auditor’s non-audit services were as follows:
The auditor completed the interim review of
the Group’s half-year financial results.
Although this is considered to be a non-audit
service, the objective of the interim review is
aligned with the audit.
The auditor also provided certain assurance
services to our subsidiary, Arena Hospitality
Group. Although this is considered to be a
Audit Committee report – continued
PPHE Hotel Group Annual Report and Accounts 2025
116 117
Strategic Report Corporate Governance Financial Statements Appendices
non-audit service, local law requires the
statutory auditor to perform such services.
The Audit Committee considered the
provision of the non-audit service during the
2025 year and was comfortable that the
nature and extent of non-audit services
provided did not present a threat to the
external auditors’ objectivity or
independence.
Internal audit
The Company has an internal audit and risk
management function which reports directly
to the Chair of the Committee. This reporting
structure is designed to ensure maximum
independence of the internal audit function
from the Executive Leadership Team and
senior management. In addition, the Head of
Internal Audit and Risk has a dotted
reporting line to the Chief Financial Officer
and Executive Director, Daniel Kos. The
internal audit function’s management of risk
and internal controls, and the Committee’s
oversight of it follows the FRC’s Corporate
Governance Code Guidance and Guidance
on the Going Concern Basis of Accounting
and Related Reporting.
The Committee is responsible for monitoring
and reviewing the effectiveness of the
internal audit function and its compliance
with Global Internal Audit Standards. This
requires there to be monthly meetings with
the Head of Internal Audit and Risk to assess
progress against the internal audit
programme and other relevant matters,
including actions recommended in previous
audit reports. Audit Committee meetings
maintain a standing agenda item of meeting
with the Head of Internal Audit and Risk at
each meeting without the presence of
Executive Leadership Team (unless their
presence, or that of other Board members
is required by specific invitation to discuss
relevant matters).
Internal audits conducted under the audit
plan present findings in a categorised form.
Major findings are those that pose the
highest risk to the business and require
immediate response. Follow-up actions for all
audit findings (major, moderate and minor)
must be reported on by the Internal Audit
and Risk function to the Audit Committee,
with reporting prioritised for major and
moderate findings. The Audit Committee may
choose to make recommendations for
support, for example, for additional
resources or follow-up actions required to
address findings. The Audit Committee is
also responsible for the governance of the
internal audit function, and therefore must
ensure that the function has the requisite
access to records, documents, premises
and personnel needed to perform the
function.
In relation to cyber risk, external risk and
assurance activities were supported by
three independent third party providers:
• ThreatSpike, Qualys and Foregenix.
Review of the internal auditor
The Audit Committee conducts an annual
review of the effectiveness of the Internal
Audit and Risk function. The Audit Committee
is satisfied that the quality, experience and
expertise of the function is appropriate for
the business.
Enterprise Risk Management (ERM)
The Company maintains an ERM system for
which the Board is responsible. The Audit
Committee maintains responsibility for
oversight and providing the Board with
guidance in the discharge of this
responsibility. It is, therefore, a standing
agenda item of the Committee to consider
the risk register and the key risks identified
by the ERM.
Risk management is an ongoing task, with a
requirement to look ahead to emerging
risks. The Audit Committee ensures that
there is ongoing monitoring of the risk
profile of the business to ensure it remains
current and up to date. This allows the
Committee to advise the Board and to make
recommendations on the contents of the
Risk Appetite Statement set each year.
Risks to the business arise both internally,
from the organisation’s own institutions,
structures and processes, and externally.
External risks can vary by region and are
influenced by factors such as the sectors in
which the Company operates,
macro-economic conditions, shifts in local
and global market trends, geo-political
developments, social and labour conditions,
and environmental considerations. The Audit
Committee reviews these risks on an
ongoing basis and, where necessary,
ensures that appropriate controls or other
response measures are implemented by
management.
On the operational level, the ERM framework
takes a granular approach. The Internal
Audit and Risk function facilitates the upkeep
of functional-level risk registers as well as an
emerging risk profile. The Audit Committee
oversees and challenges the results of this
risk assessment approach.
Climate change impacts on the risk profile of
the Group in multiple ways. As such, a distinct
process of climate-related risk review is
conducted by the Head of Internal Audit and
Risk alongside the ESG Manager of the
Company. The Audit Committee oversees this
process. Outputs of climate risks, reporting
frameworks and legislative compliance are in
the TCFD report on page 72.
A report on the principal risks of the Group
is on page 80.
Financial reporting
The Audit Committee has reviewed the
Annual Report and Accounts. In its opinion,
taken as a whole, it is fair, balanced and
understandable and provides the
information necessary for stakeholders to
assess the Company’s position and
performance, business model and strategy.
The Audit Committee reviews draft annual
and interim reports. The Audit Committee
discusses with the Co-Chief Executive
Officers, Chief Financial Officer and external
auditors the significant accounting policies,
estimates and judgements applied in
preparing these reports.
The overall responsibility for approving
annual and interim statements and other
governance statements is carried out by the
Board, in accordance with the Schedule of
Matters Reserved for the Board.
The Audit Committee has challenged the
Executive Leadership Team on the following
matters:
Provision 29 - UK Corporate Governance Code
Following the release of the revised UK
Corporate Governance Code, planning has
been underway to prepare for the enhanced
internal control requirements set out in
Provision 29. The Board approved a Group
Internal Control Policy that sets out the
organisation’s commitment to a robust
internal control framework, defines material
risks and controls, provides guidance to
support reporting-related decision-making,
and clarifies accountability across the
business. The material control scope and
associated assurance requirements for
2026 were approved by the Board in
December 2025.
The Committee reviewed the design and
effectiveness of the Company’s reportable
controls framework, sought updates on
processes for testing and monitoring key
controls, and discussed the remediation of
any gaps identified. This collaborative
approach ensured that management is
taking appropriate steps to prepare for
compliance with Provision 29 and that the
framework is robust, well-documented and
capable of supporting the Committee’s
future assessment of the effectiveness of
internal controls.
Impairment testing
The Group’s impairment review requires
judgment in estimating the recoverable
amount of property, plant and equipment,
and the IFRS 16 right-of-use asset. During the
year, the Group recognized a £23.7 million
impairment. The Audit Committee reviews
the independent property valuations used
by management to support its impairment
assessments. The Committee also engaged
in detailed discussions with the Chief
Financial Officer regarding the methodology
and assumptions applied in these reviews to
ensure they are robust and appropriate.
2025 Internal Audit Work Plan
To develop the internal audit and assurance plans, the enterprise risks of the business are
mapped against all identified auditable areas. For each auditable area, any key changes or
incidents that could indicate an increased risk profile are assessed, along with any
management concerns raised by the Executive Leadership Team. These inputs are then used
to determine and prioritise the areas requiring assurance work, to be delivered either by
Internal Audit or by appropriate third party specialists. During 2025, internal audit and risk
resources were required to deliver other key workstreams to support the Board in
preparing for meeting the updated requirements of Provision 29 of the UK Corporate
Governance Code. Independent assurance over cyber defence controls was provided
through a structured penetration testing programme carried out by third party specialists
throughout the year.
Areas of focus Scope
IT change management
• Follow-up review of IT change management procedures
following external audit observations
Material control testing
Evaluation of material controls across financial, operational
and compliance processes including:
• Treasury & Cash Management
• Hire to Retire
• Procure to Pay
• Project Development
• Crisis Management and Operational Continuity
• Personal Data Privacy
• Anti-Bribery and Corruption
• ESG – Strategic Delivery
Data Subject Access
Requests – Process review
• Assessment of the design and operating effectiveness of
Data Subject Access Request (DSAR) response procedures
Other key workstreams in 2025
Workstream Description
Internal control
framework documentation
(Provision 29 preparation)
Full update of internal control framework and obtaining Board
confirmation of material controls across Financial, Compliance,
Information Technology, Operational and entity-level procedures.
Risk and control software
implementation
(Provision 29 preparation)
Implementation of new software, professional user training and
roll out to business users.
Corporate Governance
Code - Provision 29
preparation
New Group Internal Control Policy development for
Boardapproval.
Follow-up programme
Ongoing follow-up of outstanding actions including escalation of
overdue items and regular reporting.
Audit Committee report – continued
PPHE Hotel Group Annual Report and Accounts 2025
118 119
Strategic Report Corporate Governance Financial Statements Appendices
Audit Committee report – continued
Information security
The Audit Committee continues to provide
active oversight of cyber and information
security risks, holding regular meetings with
the Head of IT Security and the Head of
Internal Audit and Risk. These sessions
include detailed updates on the evolving
cyber threat landscape, technology risk
environment, effectiveness of cybersecurity
controls, continuous monitoring activities,
incident readiness, and emerging cyber risks.
Based on these insights and risk
assessments, the Committee directs
independent third-party cyber assurance
and security reviews as required
throughout the year to strengthen resilience
and validate control effectiveness.
Viability/Going concern
In accordance with legal requirements and
best practices, this remains a key focus for
the Audit Committee. The Committee
assessed the appropriateness of the viability
and going concern evaluation, and
recommended that the Directors collectively
approve and sign the statements on page
140.
Climate change/ESG
The Audit Committee independently
evaluates the risks and opportunities
associated with climate change and other
ESG matters. It has also collaborated with
the ESG Committee on the Group’s approach
to carbon emissions reporting.
Alternative Performance Measures (APMs)
In reviewing the Annual Report and
Accounts, the Audit Committee has
challenged management on the
completeness, as well as the use and
definitions of Alternative Performance
Measures (APMs).
In addition, the other significant issues
generally considered relate to the
complexity of the financial statements due
tothe size of the Group and the multiple
legalentities.
Stephanie Coxon
Chair of the Audit Committee
ESG Committee report
Marcia Bakker
Chair of the ESG Committee
Membership of the ESG Committee and
meeting attendance
Name of Director
Meetings
attended
Eligible to
attend
Marcia Bakker (Chair) 4 4
Ken Bradley 4 4
Stephanie Coxon 4 4
Nigel Keen 4 4
Letter from the Chair of the ESG Committee
Dear Stakeholder,
2025 has been a pivotal year for ESG
oversight. ESG is no longer viewed solely as a
non-financial reporting obligation; it is
increasingly embedded within corporate
strategy, risk management, internal controls
and financial disclosures. During the year,
the ESG Committee focused on ensuring that
the business is appropriately positioned to
report in this evolving environment,
supported by robust underlying processes
strengthened governance structures,
consistent methodologies and increasing
organisational engagement.
As set out in more detail on pages 58-79, the
Committee oversaw significant progress
during the year. This includes the oversight
of the development of a comprehensive
decarbonisation plan covering all areas of
the business, and the further alignment of
targets and reporting methodologies across
regions and functions including
harmonisation with our listed subsidiary
Arena Hospitality Group (AHG). The double
materiality assessment was conducted
aligned with AHG’s ESG reporting. The
Science-Based Targets are submitted for
validation in line with our December 2025
commitment and expect validation in early
2026. These milestones reflect continued
technical advancement and growing
organisational involvement in ESG delivery.
Continuation of the Committee
The ESG Committee continues to review its
own role and relevance within the Group’s
governance framework. While our long-term
ambition remains the full integration of ESG
oversight into the Board and its other
Committees, the current pace of regulatory
change and the increasing complexity of ESG
requirements make it appropriate for the
ESG Committee to retain dedicated
responsibility in the short to medium term.
As we move into regular reporting against
near-term, long-term and net zero targets, it
is essential that sufficient time and focus are
provided at Board level to support oversight,
challenge progress and delivery.
Transparency and credibility remain central
to our approach. We therefore place strong
emphasis on the quality of the data, controls
and governance over reporting processes
that underpin our ESG disclosures, ensuring
that published information is robust, reliable
and decision-useful.
Strategic oversight
In 2025, our focus was on overseeing the
harmonisation of ESG reporting across
regions, improving data quality and
embedding consistent methodologies to
support consolidated reporting. The
Committee reviewed management’s focus,
challenged delivery timelines and monitored
progress towards strengthening
governance over ESG data and reporting
processes. This work is critical as we
prepare for expanded disclosure
requirements, including mandatory double
materiality assessments and increased
scrutiny from investors and other
stakeholders.
PPHE Hotel Group Annual Report and Accounts 2025
120 121
Strategic Report Corporate Governance Financial Statements Appendices
Looking ahead, the Committee will continue
to monitor regulatory developments,
oversee progress against approved
targetsand ensure that ESG considerations
remain appropriately integrated within the
Group’s broader risk management and
strategic framework.
As mentioned, we submitted our net zero
targets for validation to the Science-Based
Targets Initiative (SBTi) in line with our
December 2025 deadline, ensuring
alignment with global best practice. By
working with external specialists to design a
roadmap to net zero, we are confident we
have a strategy that will lead us to meet our
science-based targets.
We also continued progress in achieving
sustainability certifications across our real
estate portfolio, reinforcing our
commitment to low carbon operations.
These certifications provide recognised
benchmarks for assessing environmental
performance and offer investors and
stakeholders greater transparency on
asset quality and resilience. As a real-estate
business, it is important that all
developments look to best possible
performance against stringent
environmental criteria and resilience
tochanging climatic conditions in order
toensure the sustainability of value of
theportfolio.
Social initiatives
Our social strategy remains focused on
employee wellbeing and community
engagement. Bi-annual employee engagement
surveys continue to provide valuable insight
into the needs and priorities of our teams. In
2025, we further expanded our employee
volunteering programme, strengthening
partnerships with local community
organisations and charities, and improving
how we track participation and impact.
Team member retention is a high priority for
the business. A sense of contribution to their
communities helps team member
engagement, driving higher retention rates.
Employee volunteering guidelines specify
that volunteering should be a net
contributor to the local communities in which
we operate and meet the strategic goals of
the organisation.
Looking ahead to 2026
Priorities for the coming year include
continued alignment of ESG reporting with
evolving standards for large businesses
across all regions, progress against our
validated SBTi targets, further expansion of
sustainability certifications and continued
improvement in waste management
practices. Supplier engagement will be
increasingly important, particularly in
addressing Scope 3 emissions. Further
integration of ESG targets and reporting into
day-to-day operations will be a key focus,
ensuring that ESG performance is owned
across the organisation and embedded into
decision-making at all levels.
ESG Committee’s 2025 activities and focus
Function Actions in 2025
Performance of the
Committee
• Reviewed terms of reference
Climate-related risk
and reporting
• Approved updated TCFD disclosures
ESG strategy • Monitored progress against science-based targets
• Reviewed Scope 3 reduction roadmap
Marcia Bakker
Chair of the ESG Committee
ESG Committee report – continued
122
Remuneration Committee report
Nigel Keen
Chair of the
Remuneration Committee
Membership of the Remuneration Committee
and meeting attendance
Name of Director
Meetings
attended
Eligible to
attend
Nigel Keen (Chair) 7 7
Stephanie Coxon 6 7
Ken Bradley 7 7
Marcia Bakker 7 7
Letter from the Chair of the
Remuneration Committee
Dear Stakeholder,
I am pleased to present the report of the
Remuneration Committee for the year
ended 31 December 2025. The Report will be
presented for an advisory vote to
shareholders at the forthcoming Annual
General Meeting. The advisory vote is in line
with the standard of corporate governance
expected of companies listed on the London
Stock Exchange. As a Guernsey-
incorporated company, PPHE Hotel Group is
subject to the requirements of The
Companies (Guernsey) Law, 2008.
2025 performance
The Group experienced a challenging trading
environment at the start of 2025, with
macro-economic trends affecting our ability
to exceed our performance targets. The
second half of the year showed signs of
improvement, partially offsetting the negative
trends in the first half. Despite these
headwinds, the Group achieved modest
EBITDA* growth and paved the way for
further growth into 2026 by implementing
substantial projects. These initiatives include
the roll out of a new Property Management
System (PMS), enabling implementation of the
latest automation to improve guest
satisfaction and achieve further efficiencies.
We furthermore accelerated the
implementation of AI and Robotic Process
Automation on back-office functions, which
resulted in faster response or process time,
with lower manpower.
In the year, we also engaged with
shareholders over the potential for the
Company to do share buy-backs, given the
relatively large discount of the share price
versus the Company’s net asset value.
Larger (non-controlling) shareholders
expressed their desire to move away from
share buy-backs and, as such, we will not
propose for further buy-backs in the
upcoming Annual General Meeting.
2025 was a year in which our development
pipeline of lifestyle branded properties was
completed, with the full openings of art’otel
London Hoxton and art’otel Rome Piazza
Sallustio. These exciting new openings give us
an opportunity to demonstrate our
operational excellence and our unique, high
quality offering in these resilient European
capitals. We spent 2025 launching these new
properties, along with the destination
restaurant and bar venues that sit within the
hotels, and driving their performance, and
we are very pleased with their positive
reception. We are very optimistic about their
performance in 2026 and beyond.
We furthermore acquired a property at the
eastern boundary of the City of London for
an exciting new project where the business
district of the City meets its vibrant East End.
PPHE Hotel Group Annual Report and Accounts 2025
123
Strategic Report Corporate Governance Financial Statements Appendices
Remuneration Policy implementation
The Committee acknowledged the total
remuneration package for Executive
Directors was below that of its peer group
Whilst the Committee was comfortable with
that position at the time, it subsequently
resolved, in line with best practice, to seek
expert external advice about the
implementation and competitiveness of the
Company’s Remuneration Policy.
Accordingly, remuneration specialists MM&K
were engaged directly by the Committee in
October 2025 to undertake a review and
benchmarking exercise of the total
remuneration package of the
ExecutiveDirectors.
Following MM&K’s independent review, the
Committee concluded that the total
remuneration packages may include
insufficient incentive to motivate and retain
the Executive Directors. In light of the
significant potential risk posed by this
situation, the Committee considered that
immediate action was required before the
end of the 2025 financial year.
A detailed analysis of the action taken by the
Committee is set out in the full Remuneration
Report for 2025 on page 132.
Long-Term Incentive Plan (LTIP)
Following an independent review of the total
remuneration packages for Executive
Directors by MM&K, on 17 December 2025,
Greg Hegarty and Daniel Kos entered into
certain performance related long-term
incentive arrangements. Under the terms of
the arrangements, nil-cost options over
ordinary shares in the Company may be
granted annually to each individual based on
dividend and earnings per share
performance in each of 2026, 2027 and 2028.
The maximum annual award opportunity is
capped at two times annual salary.
The grant of 50% of each nil-cost option will
be dependent on a dividend-related
performance target. The grant of the other
50% of each nil-cost option will be dependent
on an earnings per share-related
performance target.
Any nil-cost options granted will be capable
of exercise in Q1 2029 shortly after the
announcement of the Company’s results for
the year ending 31 December 2028. Each
individual will then be required to retain the
net number of ordinary shares acquired on
exercise (i.e. after sales for tax) for a further
two-year period.
The Company has delivered a strong
operational performance, and
demonstrated resilience in its strategic
execution. The Committee is confident that
this decision reflects the exceptional efforts
of the management team and appropriately
rewards their leadership during an
extraordinarily challenging period,
ensuring alignment with long-term
stakeholder interests.
These awards are nil-cost options over
ordinary shares in the Company, the vesting
of which is subject to dividend and earning
per share performance targets for each of
the 2026, 2027 and 2028 financial years.
Themaximum annual award opportunity for
any financial year is capped at two times
annual salary.
Given the wider issue of dealing with a share
price that does not adequately reflect the
value proposition of the Company, the
Committee, based on the findings of the
independent review undertaken by MM&K,
has moved away from a share price-based
performance target and, instead, moved to
commercial targets which directly impact
the ability of the business to deliver returns
to shareholders through the generation of
cash profits and dividend receipts.
Accordingly, the vesting of 50% of each
nil-cost option will be dependent on a
dividend related performance target. The
vesting of the other 50% of each nil-cost
option will be dependent on an EPS related
performance target.
The nil-cost options were granted under the
Company’s Executive Incentive Plan 2020
and will be capable of exercise in Q1 2029
shortly after the announcement of the
Company’s results for the year ending
31 December 2028. Each Executive Director
will then be required to retain the net
number of ordinary shares acquired on
exercise (i.e. after sales for tax) for a further
two-year period.
Workforce remuneration
Remuneration decisions for Executives are
always made in the context of the
Remuneration Committee’s responsibility
for oversight of remuneration across the
workforce as a whole. The Company
reviewed employee pay, and considered
workforce pay increases.
Our approach to pay increases in general is
to concentrate on improvements at the
lowest end of our pay scale. This is because
we appreciate that the impact of challenges
such as inflation and other cost-of-living
pressures is felt most severely in the lower
fifth quintile of our pay grouping.
Recruitment and retention across the
spectrum remain a challenge in the
hospitality industry, notably so in the UK. We
aspire to be an employer of choice and have
taken action accordingly.
Remuneration Committee report – continued
Turning to non-pay benefits available to
teammembers, we take a wellbeing-based
approach and seek to provide services
aimed at the necessities of life. Benefithub,
aplatform of online tools accessible to team
members to assist them with accessing state
benefits, debt counselling and financial
wellbeing, is part of this, as well as more
traditional forms of support, such as the
provision of two meals a day to all team
members, regardless of whether they are
working that day, and support with travel to
work. We are pleased that travel allowances
in the Netherlands are at the maximum level
permissible. Our annual pay review exercise
analyses the UK and the Netherlands as
applicable comparator regions for Executive
pay, reflective of the structure of the Group.
It requires us to look at local inflationary,
legislative and market conditions, and make
pay awards accordingly. In the Netherlands,
annual pay review increases are in line with
collective labour agreements by law. In the
UK, the government has increased minimum
wage rates. Pay outcomes in each region for
2025 were as follows:
UK
Pay has been increased in line with the
National Minimum Wage (NMW) with
adjustments made for all pay bands in a
decreasing scale.
The average pay award across all brackets
sits at 3.1%.
Pay bracket Avg. % of increase
<=30k 5.5%
>30k <=45k 2.5%
>45k <=60k 2.5%
>60k <=85k 2.5%
>85k 2.5%
The Netherlands
Pay has been increased in line with the
HORECA Collective Labour Agreement for
2025, with an average pay award of 4.3%.
Please see below the % increase per pay scale.
Function group (scale) % of increase
I 13.4%
II 3.5%
III 4.4%
IV 3.4%
V 4.2%
VI 3.8%
VII 2.6%
VIII 4.1%
IX 2.8%
X 2.8%
XI 3.1%
ESG
Stakeholder engagement increasingly
focuses on ESG, and KPIs for this are being
rolled out. Often, strong performance on
vital ESG metrics such as carbon emissions
goes hand-in-hand with operational cost
minimisation, so both financial and ESG
objectives are served by good performance
in this area. More detail on carbon emissions
is to be found in the ESG report and in the
report of the ESG Committee.
Remuneration Policy implementation
The Committee recognises that the total
remuneration package for Executives is
below its peer group; however, the
Committee is comfortable that in the
circumstances, the total remuneration
package is sufficiently incentivising to retain
senior talent. A detailed analysis of the
implementation of the policy in set out in the
full Remuneration Report for 2025.
Remuneration Committee membership and
meeting attendance
The Committee is composed of four
independent Non-Executive Directors. No
member of the Remuneration Committee is
considered to have a personal financial
interest in matters to be decided by the
Committee. As the Chair, I satisfy the
independence and service requirements of
Provision 32 of the Corporate Governance
Code. The CEO, Co-CEO, CFO and Chief
Corporate & Legal Officer are invited to
attend meetings as appropriate depending
on the items on the agenda. The Committee
considers their views when reviewing the
remuneration of Executive Directors and
other senior executives; however, no
Directors are involved in the consideration
of their own remuneration and only
members of the Committee have the right to
vote at Committee meetings. The Committee
seeks independent advice as appropriate
and, during 2025, commissioned MM&K to
undertake an independent review of the
Executive Directors’ total remuneration.
PPHE Hotel Group Annual Report and Accounts 2025
124 125
Strategic Report Corporate Governance Financial Statements Appendices
Remuneration Committee activities and focus in 2025
Function Actions in 2025
Remuneration Policy
Implemented remuneration in line with Remuneration Policy, judging against the following criteria:
• individual performance against targets set at the beginning of 2025;
• link to strategy;
• overall performance of the business as a whole;
• ESG performance; and
• stakeholder interest in long-term sustainable value creation.
Executive Director and
senior management
remuneration review
• Commissioned an independent review of Executive Director total remuneration (in respect of assessing
basic pay, pensions, benefits and other incentives).
• Ensured that any proposed changes to remuneration packages were considered against performance
criteria and alignment to workforce, culture and objectives.
Set targets and
incentiveschemes
• Review of incentive schemes to ensure outcomes are not formulaic, but appropriate to the objectives
and to shareholder interest.
• Set targets for 2026 in respect of annual bonuses and for the period 2026 to 2028 in respect of the LTIP.
Workforce remuneration
and benefits policies
• Review of workforce remuneration with objective of ensuring Executive Director remuneration is
properly aligned.
• Review of workforce gender pay gap and senior executive to average worker pay ratios.
Role of the Remuneration Committee
The key responsibilities of the Committee are:
• Putting in place and periodically reviewing
the Policy for the remuneration of the
Chairman, Executive Directors and senior
management to ensure fair and
responsible rewards and incentives with a
clear and proportionate link to corporate
and individual performance
• Ensuring that the Policy is clear,
transparent, predictable, simple and
therefore suitable for publication for the
purpose of shareholder inspection and
informing the advisory vote at the Annual
General Meeting
• Within the terms of the Policy, determining
the individual remuneration of each
Executive Director and the C-Suite, ensuring
implementation of the Policy does not create
formulaic results, but that outcomes are
instead clearly proportionate to objective
performance and within the reasonable
expectation of shareholders
• Reviewing remuneration levels, including
pension arrangements, bonuses and
other benefits across the Group to
ensure alignment between executive
remuneration and the workforce as a
whole and between remuneration and
creation of shareholder value
• Reviewing the alignment of incentives and
rewards with culture, taking these into
account when setting the policy for
Executive Director remuneration
• Consulting with the CEO in setting the
levels of remuneration for the C-Suite
• Approving the design of, and determining
targets for and conditions attached to,
any long-term incentive schemes operated
by the Group, including pension
arrangements, bonuses and other
benefits. The engagement and determining
the independence of any external
remuneration advice that might be
considered necessary from time to time
The Committee’s terms of reference are
annually reviewed to ensure compliance with
the Code and ongoing strategic alignment
with the Company, with the latest updated
terms of reference approved in 2025 and
available on our website. What follows is a
copy of the Remuneration Policy in effect in
2025, and a full report on remuneration for
the year. I very much look forward to
presenting this Remuneration Report to
shareholders at our Annual General Meeting
for 2026.
Nigel Keen
Chair of the Remuneration Committee
Remuneration Policy 2025-2027
Policy table
(1) Base salary Purpose, link to strategy and operation
Salary shall be market-competitive, and shall serve the purpose of retaining talent and, where necessary, attracting new talent to
roles. Skills, length of service, experience and wider workforce alignment shall be relevant considerations when determining the fixed
portion of executives’ remuneration.
Maximum opportunity
A cap shall be applied in line with the upper quartile of the relevant market benchmark for the role. This cap shall be a maximum
figure, and shall not reflect the actual amount to be paid.
The level of increase applied annually to base salary shall be determined by the Committee at its discretion; however, annual increases
for executives ought to be transparently in line with increases applicable to the wider workforce, with any deviation from this
explained in the appropriate report of the Remuneration Committee. Circumstances that might require the Committee to apply an
increased base salary greater than that applied to the workforce as a whole include an increase in the scale or scope of a role.
Performance metrics
There shall be no performance metrics applied to base salary.
(2) Benefits Purpose, link to strategy and operation
Benefits shall be consistent with market practice and competitive for the purpose of attracting and retaining talent.
Benefits typically include annual leave above statutory requirements, wellbeing days, sick-pay and other health benefits, car
allowance and insurance. Benefits may be an annual component of executive remuneration, such as employee share schemes or
ad-hoc payments related to business strategy, for example, relocation expenses.
In order to ensure alignment with the workforce, benefits may vary from region to region.
Maximum opportunity
We do not consider it appropriate to set a maximum benefits value as this may change periodically and by region.
Access to employee share schemes is on the same basis as for the Executive Leadership Team.
Performance metrics
There shall be no performance metrics applied to benefits.
Introduction
This Remuneration Policy 2025-2027 (Policy)
was prepared by the Committee in 2024 and,
following an advisory vote at the2025 AGM,
applies for three years commencing on
1 January 2025. As a Guernsey-registered
company, PPHE Hotel Group is not subject to
the Companies Act 2006 in the UK.
This Policy is designed to maximise openness
and transparency with regard to
remuneration. It is the Committee’s
responsibility to ensure that implementation
of the Policy is not simply formulaic.
Committee members individually and
collectively exercise their independent
judgment and discretion to ensuring that in
any given year, appropriate consideration is
given to the performance of the business
and other relevant circumstances in
determining remuneration.
Other relevant considerations for the
Remuneration Committee include:
• The impact of the Company’s strategy and
operations on the community and the
environment
• The Company’s reputation and
relationships in its locations of operation
• Shareholder and investor feedback on
previous Remuneration Reports
• The remuneration of the Company’s
workforce as a whole
• Ensuring management incentives support
the long-term, sustainable success of the
Company
• Alignment to Company purpose and
values
• The Company’s need to recruit and retain
talent
• Ensuring remuneration is in line with
shareholder expectations and market
practice
Conflict of interest management
In line with the requirements of the UK
Corporate Governance Code (the ‘Code’)
published in 2024, no individual is permitted
to participate in decision-making regarding
their own remuneration outcome.
Executive Director remuneration
The elements of the remuneration package
which may apply to Executive Directors are:
(1) base salary;
(2) benefits;
(3) pension;
(4) annual bonus; and
(5) Long-Term Incentive Plan (LTIP).
Remuneration Committee report – continued
PPHE Hotel Group Annual Report and Accounts 2025
126 127
Strategic Report Corporate Governance Financial Statements Appendices
Policy table – continued
(3) Pension Purpose, link to strategy and operation
Accrual of pension savings is in line with attraction and retention of talent.
Executives can choose to participate in a defined contribution arrangement, or may receive a cash equivalent. A salary supplement
may also be paid as part of a pension allowance arrangement.
Maximum opportunity
Pension contributions might vary by region. Pension allowances shall align to workforce contributions based on place of employment.
Only basic salary shall be pensionable.
Performance metrics
There shall be no performance metrics applied to pensions.
(4) Annual
bonus plan
Purpose, link to strategy and operation
Annual bonuses shall incentivise and reward performance on near-term strategic targets and business performance overall.
Bonuses shall be discretionary, and based on performance against agreed targets set at the beginning of the financial year. The
Committee shall determine if any bonus shall be payable by reviewing performance against targets after year-end. The Committee
shall exercise discretion in making payments based on the overall performance of the business.
Where share awards are granted as part of the annual bonus plan, they normally vest on the first anniversary of grant and are
subject to clawback provisions within three years of the individual becoming entitled to the shares. Circumstances include: a
misstatement of financial results, miscalculation of the number of shares awarded, corporate failure, gross misconduct or serious
reputational damage to any Group Company. These provisions also applied in the previous reporting period.
Maximum opportunity
150% of base salary.
Performance metrics
Performance measures are selected to focus executives on strategic priorities, providing alignment with shareholder interests and
are reviewed annually. Weightings and targets are reviewed and set at the start of each financial year.
The Committee may at its discretion adjust the outcome under the formulaic measures where it considers it is appropriate to do so to
better reflect overall Company performance.
Policy table – continued
(5) Long-term
share
incentive plan
Purpose, link to strategy and operation
The LTIP scheme is designed to provide a framework for the award of the following to all employees, including executives:
• Performance share awards (granted subject to specified performance targets);
• Restricted share awards;
• Deferred bonus awards; and
• Market-value share options (share options linked to the market value of the Company shares).
The Committee imposes long-term holding and phased vesting conditions to awards. The LTIP contains malus and clawback
provisions. Incentive awards awarded under the LTIP scheme may be cancelled (prior to vesting), reduced or clawed back for three
years post-vesting in the event of a misstatement of financial results, miscalculation of the number of shares awarded, corporate
failure, gross misconduct or serious reputational damage to any Group Company. These provisions also applied in the previous
reporting period.
The Committee may adjust the number of shares realised if it considers in its discretion that such adjustment is justified, such as
based on:
(a) ensuring that the number of shares is reflective of the underlying business performance of the Company, any business area or
team;
(b) the conduct, capability or performance of the participant; or
(c) wider circumstances.
The rules of the award scheme provide for:long-term vesting periods;
• post-vesting holding periods (determined by the Committee at the time of the award);
• good leaver and bad leaver provisions allowing the Committee to ensure the vesting of awards suitably reflects the purpose of
long-term talent retention; and
• share capital dilution limits.
Dividend-equivalents may accrue subject to the discretion of the Remuneration Committee.
Maximum opportunity
Performance related awards and/or restricted stock awards are capped at 200% of base salary as calculated by assessment of the
aggregate market value of the shares calculated by the Committee at the time of or prior to the award date.
Performance metrics
Performance targets are measured annually to ensure that they correctly incentivise behaviours in line with the strategy, and are
appropriate with due regard to shareholder interest.
Weightings and targets are set at the beginning of the financial year, and performance is assessed against them prior to any award
being made. A minimum of two-thirds of performance metrics refer to share price and/or financial targets (for example, Total
Shareholder Return (TSR)). Quantifiable non-financial targets (such as those related to ESG performance) shall form part of the
metrics of performance. The Company’s controlling shareholders retain a right of consultation on any year-on-year material changes
to performance metrics.
The Committee will consider the group’s overall performance before determining the final vesting level. The Committee retains
discretion to adjust the vesting level to ensure that it is appropriately aligned to the underlying financial or non-financial performance
of the participant or the group over the relevant period. Committee discretion also exists to ensure that total remuneration is
appropriate in the event of unexpected or unforeseen circumstances unknown when the targets were set.
Notes to the Policy table
The Committee may make minor amendments to the Policy set out above (for regulatory, exchange control, tax or administrative purposes, or to take account of a change in
legislation). As the Company is registered in Guernsey, shareholders’ approval is not required in connection with the Policy.
The LTIP rules permit the substitution or variance of performance conditions to produce a fairer measure of performance as a result of an unforeseen event or transaction.
They include discretions for upwards adjustment to the number of shares to be realised in the event of a takeover or voluntary winding-up.
Non-significant changes to the performance metrics may be made by use of discretion under the performance conditions. Awards are normally satisfied in shares, although
there is flexibility to settle in cash.
The Committee reserves the right to make remuneration payments and payments for loss of office (including exercising any discretions available to it in connection with such
payments) that are not in line with the Policy table set out above where the terms of the payment were set out and approved prior to the date the Policy came into effect. For
these purposes, ‘payments’ include the Committee determining and paying short-term and long-term incentive awards of variable remuneration.
Remuneration Policy 2025-2027 – continued
PPHE Hotel Group Annual Report and Accounts 2025
128 129
Strategic Report Corporate Governance Financial Statements Appendices
Non-Executive Directors’ fees
Base fee
The Non-Executive Director fees are
decided by the Board in accordance with the
Company’s articles of incorporation. This
fee is the same for each Non-Executive
Director.
Chairman fee
The Chairman receives a set fee which is set
by the Remuneration Committee and agreed
by the Board. The fees for the Chairman are
reflective of his experience and skills, as well
as the time commitment and responsibilities
of these roles. No Director may participate
in the decision-making relating to their own
remuneration.
Additional fees
Non-Executive Directors are paid a set
additional fee for being the Senior
Independent Director, a member of a Board
Committee and for chairing a Board
Committee.
This fee is the same for each Non-Executive
Director, with exception of (1) the Chairman
(who attracts an additional fee for the role)
and (2) the Senior Independent Director who
attracts an additional fee for the role.
Appointment term and other matters
• The Chairman and all other Non-Executive
Directors are appointed to terms ending
at the Annual General Meeting in 2028 (all
are subject to annual re-election), unless
terminated sooner.
• All Directors retire and are offered
re-election each year at the Annual
General Meeting.
• Non-Executive Directors are not entitled
to bonuses, benefits or pension scheme
contributions or to participate in any
share scheme operated by the Company.
• In addition to any remuneration payable, a
Non-Executive Director may be paid
reasonable travel, hotel and other
expenses properly incurred in
discharging the Director’s duties.
• Fees cease immediately in the event the
Non-Executive Director ceases to be a
Director.
• Directors are entitled to the benefits
afforded by the Group’s Directors and
Officers Insurance.
Maximum potential value
Prescribed by the Articles of Association of
the Company.
Term and termination
• Boris lvesha has a contract which may be
terminated on 12 months’ notice by the
Group or on six months’ notice by Boris
lvesha.
• Daniel Kos has a contract which may be
terminated on six months’ notice by the
Group or on three months’ notice by
Daniel Kos.
• Greg Hegarty has a contract which may
be terminated on 12 months’ notice by the
Group or on six months’ notice by Greg
Hegarty. (There are provisions for earlier
termination by the Group in certain
specific circumstances.)
• Each Non-Executive Director has specific
terms of appointment. The Chairman’s
letter of appointment provides for an
indefinite term terminable on three
months’ prior notice by either side or
immediately upon the Board passing a
resolution to remove the Chairman as a
Director.
• The Non-Executive Directors’ terms of
appointment currently end at the Annual
General Meeting held in 2026.
• All the Non-Executive Directors’
appointment letters (including the
Chairman’s) are subject to termination by
either side on three months’ notice.
• Other than salary and benefits in relation
to the notice period, the letters of
appointment contain provisions for
termination by the Group in certain
specific circumstances. The letters of
appointment are available forinspection
at the Company’s registeredoffice.
Dates of the Directors’ service contracts are as follows:
Director Date of appointment Term of appointment
Subject to annual
re-election Notice period
Eli Papouchado 26-Jun-07 Ended 9 January 2025 N/A N/A
Boris Ivesha 14-Jun-07 Indefinite Yes 12 months from the Group; 6
months from Boris Ivesha to the
Group
Daniel Kos 27-Feb-18 Indefinite Yes 6 months from the Group; 3 months
from Daniel Kos to the Group
Greg Hegarty 23-May-23 Indefinite Yes 12 months from the Group; 6
months from Greg Hegarty to the
Group
Ken Bradley 04-Sep-19 Annual General Meeting 2028 Yes 3 months
Nigel Keen 20-Feb-20 Annual General Meeting 2028 Yes 3 months
Stephanie Coxon 07-Aug-20 Annual General Meeting 2028 Yes 3 months
Marcia Bakker 06-Dec-22 Annual General Meeting 2028 Yes 3 months
Roni Hirsch 09-Jan-25 Annual General Meeting 2026 Yes 3 months
The Executive Directors’ service contracts
do not contain specific provision for
compensation in the event of removal at an
Annual General Meeting. In the event of early
termination, some Directors may be eligible
for payments in lieu of notice. When
determining exit payments, the Committee
would take account of a variety of factors,
including individual and business
performance, the obligation for the Director
to mitigate loss (for example, by gaining new
employment), the Director’s length of service
and any other relevant circumstances, such
as ill health. A departing Director may also be
entitled to a payment in respect of statutory
rights. The Committee would distinguish
between types of leaver in respect of
incentive plans. ‘Good leavers’ (death, ill
health, agreed retirement, redundancy or
any other reason at the discretion of the
Committee) may be considered for a bonus
payment having completed the full year, and
part-year bonus payments may be paid and
LTIP awards may vest at the usual time taking
into account performance conditions and
pro-rating for time in employment during the
performance period, unless the Committee
determines otherwise.
The LTIP rules include discretion, in
exceptional circumstances, for acceleration
of the realisation date and upwards
adjustment to the number of shares to be
realised for ‘good leavers’ in such a situation.
In all other leaver circumstances, the
Committee would decide the approach
taken, which would ordinarily mean that
leavers would not be entitled to
consideration for a bonus and LTIP awards
would lapse. Any vested LTIP award that is
subject to a holding period at the time of the
executive’s cessation of employment will not
lapse except in the case of the executive’s
gross misconduct. The Committee reserves
the right to make any other payments in
connection with a Director’s cessation of
office or employment where the payments
are made in good faith in discharge of an
existing legal obligation (or by way of
damages for breach of such an obligation) or
by way of settlement of any claim arising in
connection with the cessation of a Director’s
office or employment. In addition, the
Committee reserves the right, acting in good
faith, to pay fees for outplacement
assistance and/or the Director’s legal and/or
professional advice fees in connection with
his or her cessation of office or employment.
The appointment of each of the Non-
Executive Directors is as set out in their
Letters of Appointment (see table on page
130), subject to re-election by Shareholders
on an annual basis at the Annual General
Meeting. The appointment of each Non-
Executive Director is renewable for further
terms, and is terminable by the Non-
Executive Director (as applicable) or the
Company on three months’ notice. No
contractual payments would be due on
termination. There are no specific provisions
for compensation on early termination for
the Non-Executive Directors, with the
exception of entitlement to compensation
equivalent to three months’ fees (as
applicable) or, if less, the balance of
appointment, in the event of removal at an
Annual General Meeting. Reward packages
for new Executive Directors will be
consistent with the above Remuneration
Policy. Fixed remuneration elements would
be paid only from the date of employment
and any bonus will be pro-rated to reflect the
proportion of the year employed to the
maximum stated in the Policy table. The
Committee retains discretion to make
appropriate remuneration decisions outside
the standard Remuneration Policy to meet
the individual circumstances when an
interim appointment is made to fill an
Executive Director role on a short-term
basis. For Non-Executive Directors, the
Board would consider the appropriate fees
for a new appointment taking into account
the existing level of fees paid to the Non-
Executive Directors, the experience and
ability of the new Non-Executive Director and
the time commitment and responsibility of
the role.
Remuneration Policy 2025-2027 – continued
PPHE Hotel Group Annual Report and Accounts 2025
130 131
Strategic Report Corporate Governance Financial Statements Appendices
This Report will be submitted for an advisory
vote of shareholders at the Annual General
Meeting taking place in 2026.
We believe that the Remuneration Policy
works to ensure that the Company is able to
attract, retain and correctly incentivise
management. Its framework ensures the
long-term success of the Company, and
encourages actions which align with the
purpose, values and culture of the Company.
Feedback on remuneration from
shareholders is a prime concern for the
Remuneration Committee. Considerations
relevant in 2026 are likely to be:
(1) the stabilisation of the newly opened
hotels in the portfolio;
(2) macro-economic conditions including
inflation and energy costs; and
(3) year-on-year ESG data reporting
allowing KPIs to be established for
balance scorecards.
The remuneration in 2025 was awarded in
accordance with the Remuneration Policy
published in the 2024 Annual Report and
Accounts, and submitted to Shareholders at
the 2025 AGM. The Committee is satisfied
that the implementation of the policy
indicates the correct operation of the
decision-making processes of the
Committee.
Single total figure of remuneration (audited)
The following table sets out the details of all
Directors’ remuneration for the financial
year ending 31 December 2025. Figures for
2024 are included for comparison.
Pension
Only base salary is pensionable. The
Remuneration Committee has, year-on-year,
sought to adjust historic pension
arrangements to ensure that these are now
fully aligned with governance requirements
and with workforce pensions. Pensions are
aligned with the workforce as a whole.
Executive Directors’ pension allowances are
further governed by the local rules in the
region of employment. Subject to these
rules, they can be taken as a cash
supplement or a contribution to the Group
Personal Pension Plan, or a combination of
both. In 2025, the pension contributions for
the President & Co-CEO and Co-CEO were 5%
of their base salaries. The CFO’s pension
contribution was 3.9% of base salary.
Average pension contributions for the wider
workforce in the relevant regions were as
follows:
UK The Netherlands
3% 8.4%
Annual Bonus performance measures
The annual bonus for 2025 included a cash
element and a share element, using the
performance metrics outlined below. The
cash bonus had a maximum entitlement of
50% of annual salary.
Cash bonus
Financial metrics were revenue and gross
operating profit (GOP), with the Executive
Directors achieving 7% on the revenue
target and 7% on the GOP target. As a result,
with the maximum potential of the financial
criteria being 70% of the cash bonus, and
based on the outcome, the Executives have
been awarded 14% of the maximum cash
bonus entitlement.
Non-financial metrics were guest
satisfaction and employee engagement.
Guest satisfaction reached 88.1%. Employee
engagement reached 86.5%. Please see
pages 30-31 for further information. With
the Executives achieving 7.5% on the guest
satisfaction target and 7.5% on the employee
engagement target, the Executives were
entitled to 15% of the maximum cash
bonusentitlement.
The non-financial targets further comprised
individual targets per Executive as follows:
Personal targets of Boris Ivesha
• Succession planning
• Ongoing progress on ESG strategic
targetsetting
• Substantial progress on pending
planningapprovals
Personal targets of Greg Hegarty
• Improve performance of
destinationrestaurants
• Progress on charity initiatives
• Successful opening of art’otel Rome
PiazzaSallustio
Personal targets of Daniel Kos
• Successful implementation of new
property management system
• Plan and implement energy-efficientCapEx
• Successful refinancing of UK facilities
The targets have all been achieved and
resulted that the Executive Directors are
entitled to 15% of the maximum cash
bonusentitlement.
Share bonus
The 2025 annual bonus included a share
element. The share element had a revenue
target which has been achieved at 100%.
Therefore, the total share bonus for 2025
comprised 12,000 shares. In total, the 2025
annual bonus for Executives, including the
cash and share elements, was within a range
of 27% to 67% of base salary and within the cap
permitted under the Remuneration Policy. The
maximum amount permitted by the
Remuneration Policy is set out on page 127.
The outcomes in the table below represent
13.6% of that maximum for Boris Ivesha, 42.7%
of maximum for Greg Hegarty and 44.8% of
maximum for Daniel Kos. Outcomes for each
Director for 2025 were as follows:
Boris
Ivesha
Greg
Hegarty
Daniel
Kos
Cash award 120,000 120,000 120,000
Share
award* – 215,520 215,520
Total award 120,000 335,520 335,520
* Share bonus was calculated using PPHE Hotel Group Ltd
share price for 31 December 2025 - £17.96 (31 December
2024- £12.29).
Stakeholder engagement
The Committee is grateful to shareholders for
their confidence in our work and decision-
making. We are, as always, committed to full
shareholder engagement and transparency in
our approach to our work.
Remuneration Committee and advisers
The President and Co-Chief Executive
Officer and the Company Secretary
attended Committee meetings at the
invitation of the Committee Chair (but were
not present for discussions on their own
remuneration).
The members of the Committee have no
financial interest and no potential conflicts of
interest, other than as shareholders, in the
matters to be decided and no day-to-day
involvement in the running of the business.
In carrying out its duties, the Committee
considers any relevant legal requirements,
the recommendations in the UK Corporate
Governance Code and the Listing Rules of
the London Stock Exchange, and associated
guidance and investor guidelines on
executive remuneration.
In 2025, the Committee sought advice from
remuneration advisers MM&K, a member of
the Remuneration Consultants Group, who
were commissioned to do an independent
benchmarking review and analysis in
respect of the appropriateness of the total
remuneration package of the Executive
Directors.
The Board approves the remuneration of
the Non-Executive Directors.
Total remuneration for PPHE Hotel Group Board in 2025
1
Name Position
Base salary
and fees
2
Cash bonus Bonus shares
3
Pension
contributions LTIP Other benefits Total
2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024
Boris Ivesha President & Co-CEO 588,574 573,100 120,000 160,538 – – 29,429 28,655 N/A N/A 17,116 17,116 755,119 779,409
Greg Hegarty Co-CEO 523,784 511,009 120,000 160,538 215,520 147,544 26,189 25,550 – 270,497 4,521 4,521 890,014 1,119,659
Daniel Kos CFO 498,923 485,889 120,000 160,538 215,520 147,544 19,313 19,253 – 270,497 17,835 – 871,592 1,083,721
Eli Papouchado
Non-Executive
Chairman – 250,000 N/A N/A N/A N/A N /A N/A N/A N/A N/A N/A – 250,000
Ken Bradley
Non-Executive
Chairman 89,050 87,000 N/A N/A N/A N/A N/A N/A N /A N/A N/A N/A 89,050 87,000
Nigel Keen
Senior Independent
Director 73,500 72,000 N /A N/A N/A N/A N/A N/A N/A N/A N/A N/A 73,500 72,000
Stephanie
Coxon
Non-Executive
Director 66,500 65,000 N /A N/A N/A N/A N/A N/A N/A N/A N/A N/A 66,500 65,000
Marcia Bakker
Non-Executive
Director 66,500 65,000 N /A N/A N/A N/A N/A N/A N/A N/A N/A N/A 66,500 65,000
Roni Hirsch
Non-Executive
Director 60,000 N/A N/A N/A N /A N/A N/A N/A N /A N/A N/A N/A 60,000 N/A
1,966,831 2,108,998 360,000 481,614 431,040 295,088 74,931 73,458 - 540,994 39,472 21,637 2,872,275 3,521,819
Notes
1 All fees are shown in Pound Sterling. Daniel Kos’s salary is paid in EUR, and converted for comparison purposes at a rate of €1.16: £1 (2024: 1.18).
2 Base salary/fees represent all amounts received by the Director from the Company for the financial year.
3 Share bonus was calculated using PPHE Hotel Group Ltd share price for 31 December 2025 - £17.96 (31 December 2024- £12.29). LTIP for 2024 was calculated using PPHE Hotel Group Ltd
share price for 31 December 2024- £12.29
4 Eli Papouchado stepped down on 9January 2025.
5 Roni Hirsch joined the Board in January 2025.
2025 Remuneration Report
Base salary
Base salaries for Executive Board members
increased in line with inflation. Looking
forward in line with the Remuneration Policy,
as of 1 April 2026, the President & Co-CEO
will receive an increase of 2.5% in line with
CPI. The Co-CEO will receive an increase of
2.5% and the CFO will receive an increase of
2.5%. The Committee believes this is
appropriate and in line with the increase
made to the remuneration of the wider
workforce, which is set out above. The
Remuneration Committee is satisfied that
base pay for the Co-CEOs remains aligned
with the wider market, and therefore that an
increase to base pay is consistent with
market benchmarking and the goal of
retaining talent. By comparing base pay with
comparable roles for executives, and with
the workforce as a whole, the Committee
has concluded that the base pay as shown in
the table opposite are appropriate to ensure
alignment with the workforce, with
stakeholder feedback and with the goal of
retaining talent. Year-on-year base salary
figures:
Boris
Ivesha
Greg
Hegarty
Daniel
Kos
2024 573,100 511,009 485,889
2025 588,574 523,784 498,923
2026 603,288 536,879 511,397
1 Daniel Kos’s salary is converted to Pound Sterling using a
rate of 1.16 (2024: 1.18)
PPHE Hotel Group Annual Report and Accounts 2025
132 133
Strategic Report Corporate Governance Financial Statements Appendices
Salary of the Co-CEOs compared with average workforce remuneration
Total
remuneration
of President &
Co–CEO
Total
remuneration
of Co–CEO
Average
employee
(25th
percentile)*
Average
employee
(50th
percentile)*
Average
employee
(75th
percentile)*
Total 755,119 890,014 28,338 32,750 40,961
Ratio of mean of Co-CEOs’ total remuneration
to average employee – – 29.0 25.1 20.1
Additional disclosures
Directors and Company Secretary share interests
Name
Shares beneficially owned as at
31 December
Options fully
vested to
acquire
shares as at
31 December
2025
Conditional LTIP
share awards
subject to
performance
conditions2025 2024
Boris Ivesha 4,636,974 4,636,974 - -
Greg Hegarty - - 61,308 -
Daniel Kos 47,170 30,000 - -
Eli Papouchado
1
13,760,260 13,760,260 N/A N/A
Ken Bradley - - N/A N/A
Nigel Keen - - N/A N/A
Stephanie Coxon - - N/A N/A
Marcia Bakker 2,000 - N/A N/A
Roni Hirsch 322,000 N/A N/A N/A
Shares beneficially owned include those of connected persons and include shares held in trust, which are subject to deferral or holding periods.
1 Eli Papouchado stepped down on 9 January 2025.
Relative spend on pay
The following table shows the Group’s aggregate actual spend on pay (for all employees) and dividends in respect of the current and previous
financial year.
2025 2024 Change
Dividend 15,902,078 15,544,953 2.3%
Aggregate employee remuneration 163,688,294 150,147,075 9.0%
Percentage change in remuneration
The following analysis summarises the annual change in remuneration for each individual Director over five years.
Directors’ remuneration 2021v2020
3
2022v2021 2023v2022 2024v2023 2025v2024 2025 total
Executive Directors (£)
Boris Ivesha
1
29% 2% 33% 4% (3)% 755,119
Greg Hegarty N/A N/A N/A 64.4% (21)% 890,014
Daniel Kos
2
3% 164% 34% 65.9% (20)% 871,592
Non-Executive Directors
Eli Papouchado 33% 0% 0% 25% (100)% 0
Ken Bradley 32% 8% 4% 40% 2% 89,050
Nigel Keen 54% 5% 0% 17% 2% 73,500
Stephanie Coxon 218% 8% 0% 9% 2% 66,500
Marcia Bakker N/A N/A N/A 9% 2% 66,500
Roni Hirsch N/A N/A N/A N/A N/A 60,000
Kevin McAuliffe 29% 0% 60% N/A N/A N/A
Notes to the table:
1 Boris Ivesha waived his rights for annual bonus in years 2019-2022.
2 In 2022, the annual bonus of the CFO included a 23,000 share award.
2025 Remuneration Report – continued
PPHE Hotel Group Annual Report and Accounts 2025
134 135
Strategic Report Corporate Governance Financial Statements Appendices
The Directors present their report and the
audited financial statements of the Company
for the year ended 31 December 2025. The
Strategic Report and Directors’ report
together are the Management report for the
purposes of Rule 4.1.8R of the DTR. Section
248(2) of The Companies (Guernsey) Law,
2008 requires the principal activities to be
stated in the Directors’ report. The following
matters have been included in the Strategic
Report but are incorporated by reference
into this Directors’ report.
Appointment and replacement of Directors
Pursuant to the Articles, the Board has the
power to appoint any person to be a
Director. All Directors are required to
submit to annual election by shareholders at
the Annual General Meeting. At every Annual
General Meeting, a minimum of one-third of
the Directors (or the number nearest to and
less than one-third in the event that the
number of Directors is not three or any
multiple of three) shall retire from office. If
there are fewer than three Directors on the
board, they shall all retire. No person, other
than a Director retiring at a general meeting,
shall, unless recommended by the Directors,
be eligible for election at a general meeting as
a Director unless notice has been received
from such person. In accordance with the
Code and good Corporate Governance
practice, the entire Board will stand for
re-election at the forthcoming Annual
General Meeting.
Pursuant to the power given to Euro Plaza
under the Relationship Agreement and as
set out in the Articles of Association, Euro
Plaza Holdings B.V. (‘Euro Plaza’) may:
• nominate two Non-Executive Directors to
the Board for so long as Euro Plaza and its
associates directly or indirectly control at
least 30% of the issued shares in the
Company; and
• nominate one Non-Executive Director to
the Board for so long as Euro Plaza and its
associates control at least 10% but less
than 30% of the issued shares of the
Company.
This power was exercised on 9 January 2025
to appoint Roni Hirsch as Non-Executive
Director.
Pursuant to the Articles, Boris Ivesha may
nominate one Non-Executive Director to the
Board for so long as he directly or indirectly
controls at least 10% of the issued shares in
the Company.
The shareholders may, by ordinary
resolution, resolve to remove any Director
before the expiration of his or her period of
office and appoint a replacement Director.
Share capital
The issued share capital of the Company
together with the details of the movements in
the Company’s share capital during the year
are shown in Note 10 to the consolidated
financial statements.
Shares
There is currently only one class of share in
issue (being ordinary shares) which all carry
the same rights as one another. There are
no shares in the Company which carry
special rights with regard to control of the
Company.
Directors’ report
Topic Section of the report Page
Fair view of the
Company’s business
Strategic Report 5
Principal risks
and uncertainties
Risk management 78
Strategy Strategic Report 20
Business model Strategic Report 5
Important events
impacting the business
Strategic Report, Chairman’s Statement, CEO
Review
11
Likely future developments Strategic Report 14
Financial key performance
indicators
Key performance indicators 30
Non-financial key
performance indicators
Environmental, Social and Governance 30
Environmental matters Environmental, Social and Governance 58
Company’s employees Stakeholder engagement, Environmental,
Social and Governance
58
Social, community and
human rights issues
Stakeholder engagement, Environmental,
Social and Governance
58, 66
s.172 and relationship
with suppliers,
customers andothers
Stakeholder engagement, Introduction to
governance
58, 94,95
Greenhouse gas emissions Environmental, Social and Governance 77
The following matters have been included in the Corporate Governance Report but are
incorporated by reference into this Directors’ report.
Directors’ induction
and training
Nomination Committee report 112
Diversity report of Board
membership (ethnicity
and gender)
Nomination Committee report 114
The following limitations on voting rights of
shareholders apply:
• The Board may suspend the voting rights
attached to any shares owned directly,
indirectly or beneficially by a Non-
Qualified Holder (as defined in the Articles);
and
• The Directors may at any time make calls
upon the shareholders in respect of any
unpaid shares. No shareholder is entitled
to vote unless all calls due from him have
been paid.
The following deadlines for exercising voting
rights apply:
• A written resolution will state a date by
which the resolution must be passed. The
Law imposes a default lapse date of 28
days from circulation of the written
resolution if no lapse date is specified; and
• In the case of resolutions passed at
general meetings of shareholders, voting
rights may only be exercised at the time
the resolution is proposed at the meeting.
Any arrangements by which the financial
rights to shares are held by a person other
than the registered shareholder would be by
agreement between the shareholder and
the beneficiary. The Company is not obliged
to recognise any such trust arrangements
and shall pay any dividends to the registered
shareholder.
With the prior approval of the shareholders
by ordinary resolution, the Board may
exercise all powers of the Company to allot
and to issue, to grant rights to subscribe for,
or to convert any securities into, an
unlimited number of shares of each class in
the Company. Unless such shares are to be
wholly or partly paid otherwise than in cash
or are allotted or issued pursuant to an
employee share scheme, any shares to be
allotted and issued must first be offered to
the existing shareholders on the same or
more favourable terms.
The Company may from time to time acquire
its own shares subject to the requirements
of UK and Guernsey legislation (for example,
The Companies (Guernsey) Law, 2008, the UK
Listing Rules and the Takeover Code (the
Law). The Law requires the prior approval of
any share buy-back by way of ordinary
resolution of the shareholders and a
certification by the Board that the Company
satisfies the solvency test set out in the Law.
Articles
The Articles may be amended at any time by
passing a special resolution of the
shareholders pursuant to the Law. A special
resolution is passed by a majority of not less
than 75% of the votes of the shareholders
entitled to vote and voting in person or by
attorney or by proxy at a meeting or by 75%
of the total voting rights of eligible members
by written resolution.
Substantial share interest
The table provided shows shareholders
holding 5% or more of the issued share
capital (excluding treasury shares) as at 30th
January 2026. No further interests have
been disclosed to the Company in
accordance with DTR 5 in the period between
the end of the financial year and 30th
January 2026.
Number of issued shares 44,347,410
Shares held in treasury by
the Group 2,491,086
Number of issued shares
(excluding treasury) 41,856,324
Concert party
member
Number of
ordinary
shares
Percentage
of the issued
ordinary
share capital
(excluding
treasury
shares)
Boris Ivesha: 4,636,974 11.08%
Red Sea Parties: 13,760,260 32.87%
Euro Plaza 12,207,843 29.17%
Red Sea
Club Limited 22,417 0.05%
A.A. Papo Trust
Company
Limited
1
1,530,000 3.66%
Total 18,397,234 43.95%
1 A.A. Papo Trust Company Limited is the trustee of a
second endowment created by Eli Papouchado under
Israeli law in 2008. Eli Papouchado was the owner of these
1,530,000 ordinary shares and granted those shares to
the second endowment in 2015. The primary beneficiary
of the second endowment is Eli’s daughter, Eliana, and the
secondary beneficiaries are Eli Papouchado and his
divorcee, Sigal Gross.
Shareholder
Number of
ordinary
shares
Percentage
of the issued
ordinary
share capital
(excluding
treasury
shares)
Clal insurance 3,271,191 7.82%
Harel Insurance
Investments and
Financial
Services 3,548,757 8.48%
PPHE Hotel Group Annual Report and Accounts 2025
136 137
Strategic Report Corporate Governance Financial Statements Appendices
Controlling shareholders
The Company’s immediate controlling
shareholders are Euro Plaza. and Boris
Ivesha. Euro Plaza is ultimately controlled by
Eli Papouchado, acting in his capacity as
trustee of an endowment created under
Israeli law (the ‘Endowment’). As required
under UKLR 7 the Company has entered into
separate Relationship Agreements with:
(i) Euro Plaza and Eli Papouchado (acting in
his capacity as trustee of the
Endowment); and
(ii) Boris Ivesha.
Together, Euro Plaza, Eli Papouchado and
Boris Ivesha are the ‘Concert Parties’ and
hold 43.95% of the issued share capital of the
Company.
The Company has complied with the
undertakings in UKLR 7.3 and UKLR 7.4
(formerly LR 9.2.2R prior to the changes
made by the FCA to the handbook) since
admission to the Premium Listing segment.
In accordance with the Relationship
Agreement entered into with the Company’s
controlling shareholders, each of Euro Plaza
and Boris Ivesha is entitled to appoint
representatives to the Board of the
Company. Roni Hirsch is empowered to be
the representative of Euro Plaza.
DTR disclosures
The Articles may be amended at any time by
passing a special resolution of the
shareholders pursuant to the Law. A special
resolution is passed by a majority of not less
than 75% of the votes of the shareholders
entitled to vote and voting in person or by
attorney or by proxy at a meeting or by 75%
of the total voting rights of eligible members
by written resolution.
Eli Papouchado is deemed to be interested in
13,760,260 ordinary shares, which
constitutes 32.87% of the issued share
capital (excluding treasury shares) of the
Company:
• 12,207,843 ordinary shares held by Euro
Plaza; Euro Plaza is an indirect wholly
owned subsidiary of A.P.Y. Investments &
Real Estate Ltd (‘APY’). 98% of the shares in
APY are held by Eli Papouchado;
• 22,417 ordinary shares held by Red Sea
Club Limited, a subsidiary of APY; and
• 1,530,000 ordinary shares held by A.A.
Papo Trust Company Limited, which is
wholly owned by Eli Papouchado.
Boris Ivesha holds 4,636,974 ordinary
shares, which constitutes 11.08% of the
issued share capital (excluding treasury
shares) of the Company.
Eli Papouchado, Euro Plaza, APY and A.A.
Papo Trust Company Limited and other
parties related to him (together the ‘Red Sea
Parties’) and Boris Ivesha and other parties
related to him (together the ‘Ivesha Parties’)
are a party to a shareholders agreement
dated 14 March 2013 (as amended from time
to time) (the ‘Shareholders Agreement’).
Pursuant to the Shareholders Agreement, it
has been agreed that for so long as, inter
alia, the combined interests of the Ivesha
Parties and the Red Sea Parties in the
Company are not less than 30% and the Red
Sea Parties’ interest in the Company is at
least 20% of the share capital then in issue
(excluding, in both cases, shares held in
treasury), on any shareholder resolution all
shares held by the Ivesha Parties shall be
voted in a manner which is consistent with
the votes cast by, or on behalf of, the Red
Sea Parties in respect of that resolution. As
a result, the Red Sea Parties are all
considered to be interested in the shares in
which the Ivesha Parties are interested.
Rule Disclosure
DTR 4.1.11R(1) 18 February 2026, the
Company announced the
sale of its development
site in New York.
DTR 4.1.11R(2) Likely future
developments are
announced in the
Strategic Report,
including information on
pipeline on page 19
DTR 4.1.11R(4) Details of the share
buy-back programme in
place during 2025 are
provided on page 139
DTR 4.1.11R(5) The worldwide
operations of PPHE Hotel
Group are set out on
page 41
DTR 7.2.8 Pursuant to DTR 7.2.8, the
annual review of the
Board Diversity Policy is
found in the report of the
Nomination Committee
on page 111
Article 19 of the Market Abuse Regulation
The interests of each Director disclosed to
the Company under Article 19 of the Market
Abuse Regulation as at the end of the financial
year are set out above and on pages 96-97.
There have been no changes in the interests
of each Director in the period between the
end of the financial year and 30th January
2025.
Directors’ report – continued
Share repurchase
At the AGM held on 22 May 2024, the
Company obtained shareholder
authorisation for the buy-back of up to
£4 million ordinary shares of nil par value,
being approximately 5% of the issued share
capital of the Company (Buy-Back Authority).
This authority renewed and replaced the
authority granted at the AGM held on 23 May
2023. The Buy-Back Authority expired
14 months after the resolution was passed
on 22 May 2024. A renewed Buy-Back
Authority was sought at the Annual General
Meeting held on 21 May 2025. This was
granted; however, an accompanying
resolution permitting a waiver of Rule 9 of
the Takeover Code was not. As a result, Rule
9 of the Takeover Code applied to any
buy-back that took place.
During the period 1 January 2025 to
31 December 2025 no shares were
purchased under the buy-back authority.
UKLR 6 & UKLR 7 Disclosure obligations
The following table is disclosed pursuant to
UKLR 6 and UKLR 7. The table sets out only
those disclosures which are applicable to the
Company.
The information required to be disclosed can
be located in the Annual Report at the
references set out below:
Section Information Location
UKLR
..R()
Details of
long-term
incentive
schemes
Note 11 to the
consolidated
financial
statements
UKLR 7.3 Significant
transactions
Note 28 to the
consolidated
financial
statements
UKLR
6.2.10
Provision of
services by a
controlling
shareholder
Note 28 to the
consolidated
financial
statements
UKLR
6.2.10
Controlling
shareholder
statement
Directors’
report
Environmental, Social
and Governance reporting
UK Streamlined Energy and Carbon Reporting
In line with market practice for UK listed
businesses, our Streamlined Energy and
Carbon Reporting, UK Scope 1, Scope 2 and
Scope 3 emissions, intensity ratio and yearly
comparisons are provided in the ESG report
on pages 56-79, including information as to
quantification and reporting methodology.
TCFD
The Company has included in its Annual
Report and Accounts climate-related
financial disclosures consistent with the
TCFD Recommendations and Recommended
Disclosures.
Energy efficiency action
For energy efficiency actions, please see
theEnvironmental, Social and Governance
section (including the TCFD report) on
page78.
Auditors
Brightman Almagor Zohar & Co. (a member
of the Deloitte Global Network) have acted as
auditors in the 2025 financial year.
Going concern
The Board has an obligation under the Code
to state whether it believes that the
Company and the Group will be able to
continue in operation and meet their
liabilities as they fall due over a specified
period determined by the Board, taking
account of the current position and the
principal risks of the Company and the
Group. The Board believes it is taking all
appropriate steps to support the
sustainability and growth of the Group’s
activities. The viability statement on page 92
and the report of the Audit Committee
contain the necessary information to
determine viability over a three-year time
horizon.
In determining the assumptions used in cash
flow forecasts, the Directors considered
various third party market predictions and
considered the current principal and
emerging risks facing the Group while
focusing specifically on macro-economic
market disruptions and inflation, and the
impact this could have on the future
performance and liquidity of the Group.
Based on these cash flow forecasts, the
Directors confirm they have a reasonable
expectation that the Group has adequate
resources to continue in operational
existence for at least 12 months from the
date of signing these financial statements.
This, taken together with their conclusions in
Note 1 to the consolidated financial
statements, has led the Directors to
conclude that it is appropriate to prepare
the 2025 consolidated financial statements
on a going concern basis.
Financial risk management objectives
and policies
The consolidated financial statements
includes the Company’s objectives, policies
and processes for managing its capital, its
financial risk management objectives, details
of its financial instruments and hedging
activities, and its exposure to credit risk and
liquidity risk.
Directors’ responsibilities
The Directors are required to prepare the
Annual Report and the consolidated financial
statements for each financial year to give a
true and fair view of the state of affairs of
the Company and the undertakings included
in the consolidation taken as a whole as at
the end of the financial year, and of the profit
or loss for that year. In preparing the
consolidated financial statements, the
Directors should:
• select suitable accounting policies and
apply them consistently;
• make judgements and estimates that are
reasonable;
• state whether applicable accounting
standards have been followed, subject to
any material departures disclosed and
explained in the consolidated financial
statements; and
• prepare the consolidated financial
statements on a going concern basis
unless it is inappropriate to presume that
the Company will continue in business.
PPHE Hotel Group Annual Report and Accounts 2025
138 139
Strategic Report Corporate Governance Financial Statements Appendices
The Directors confirm that they have
complied with the above requirements in
preparing the consolidated financial
statements. The Directors are responsible
for keeping proper accounting records
which disclose with reasonable accuracy at
any time the financial position of the
Company and enable them to ensure that
the consolidated financial statements have
been properly prepared in accordance with
the Law. The Directors are responsible for
safeguarding the assets of the Group and
hence for taking reasonable steps for the
prevention and detection of fraud and
otherirregularities.
Directors’ declaration
So far as each of the Directors, who is a
Director at the time the Directors’ report is
approved, is aware, there is no relevant
audit information of which the Company’s
auditors are unaware and each has taken all
the steps he or she ought to have taken as a
Director to make himself or herself aware of
any relevant audit information and to
establish that the Company’s auditors are
aware of that information.
Directors’ responsibility statement
Each of the Directors named on pages 96-97
as of the time of the publication, confirms to
the best of his or her knowledge that:
(i) the consolidated financial statements,
which have been prepared in
accordance with International Financial
Reporting Standards (IFRS) as adopted
by the European Union, give a true and
fair view of the assets, liabilities, financial
position and profit & loss of the Company
and the undertakings included in the
consolidation taken as a whole;
(ii) the Strategic Report includes a fair
review of the development and
performance of the business and the
position of the Company and the
undertakings included in the
consolidation taken as a whole, together
with a description of the principal risks
and uncertainties that they face, and
provides information necessary for
shareholders to assess the Company’s
performance, business model and
strategies; and
(iii) the Directors consider that the Annual
Report and Accounts, taken as a whole,
are fair, balanced and understandable
and provide the information necessary
for shareholders to assess the
Company’s position and performance,
business model and strategy.
Signed on behalf of the Board by
Boris Ivesha
President & Chief Executive Officer
25th February 2026
Greg Hegarty
Co-CEO & Executive Director
25th February 2026
Daniel Kos
Chief Financial Officer & Executive Director
25th February 2026
Directors’ report – continued
140
INDEPENDENT AUDITOR’S REPORT
To the Shareholders of PPHE Hotel Group Limited
Report on the Audit of the Consolidated
Financial Statements
Opinion
We have audited the consolidated financial
statements of PPHE Hotel Group Limited and
its subsidiaries (the Group), which comprise
the consolidated statement of financial
position as at 31 December 2025, and the
consolidated income statement, consolidated
statement of comprehensive income,
consolidated statement of changes in equity
and consolidated statement of cash flows for
the year then ended, and notes to the
consolidated financial statements, including
material accounting policy information.
In our opinion, the accompanying
consolidated financial statements:
• give a true and fair view of the financial
position of the Group as at 31 December
2025 and of its financial performance and
its cash flows for the year then ended;
• have been properly prepared in
accordance with International Financial
Reporting Standards (IFRS® Accounting
Standards) as adopted by the European
Union; and
• have been prepared in accordance with
the requirements of the Companies
(Guernsey) Law, 2008.
Basis for Opinion
We conducted our audit in accordance with
International Standards on Auditing (ISAs). Our
responsibilities under those standards are
further described in the Auditor’s
Responsibilities for the Audit of the
Consolidated Financial Statements section of
our report. We are independent of the Group
in accordance with the International Ethics
Standards Board for Accountants’
International Code of Ethics for Professional
Accountants (including International
Independence Standards) (IESBA Code),
including the UK FRC’s Ethical Standard as
applied to listed public interest entities, and we
have fulfilled our other ethical responsibilities
in accordance with these requirements. We
believe that the audit evidence we have
obtained is sufficient and appropriate to
provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in
our professional judgment, were of most
significance in our audit of the consolidated
financial statements of the current period.
These matters were addressed in the
context of our audit of the consolidated
financial statements as a whole, and in
forming our opinion thereon, and we do not
provide a separate opinion on these matters.
We have fulfilled the responsibilities
described in the Auditor’s responsibilities
for the audit of the consolidated financial
statements section of our report, including
in relation to this matter. Accordingly, our
audit included the performance of
procedures designed to respond to our
assessment of the risks of material
misstatement of the consolidated financial
statements. The results of our audit
procedures, including the procedures
performed to address the matter below,
provide the basis for our audit opinion on
the accompanying consolidated financial
statements.
Key Audit Matter
Impairment of property, plant, and equipment and
right of use assets
The Group is an international hospitality
realestate entity that owns, co-owns, leases
and develops hotels, resorts, and campsites.
The carrying value of property, plant, and
equipment and right-of-use assets as at
31 December 2025 was £1,460.7 million and
£222.9 million, respectively.
As noted in Note 2(d) and 2(k), property,
plant, and equipment and right-of-use assets
are measured at cost, less accumulated
depreciation and impairment losses. For the
results of management’s impairment testing
of property, plant, and equipment as of
31 December 2025 refer to Note 4b.
impairment of £23.7 million was recorded for
the year ended 31 December 2025.
At each reporting date, the Group reviews
the carrying amounts of its non-financial
assets to determine whether there is any
indication that those assets may be impaired.
If any such indication exists, the recoverable
amount of the asset is estimated.
The impairment assessment process
requires management to make judgments
and consider factors related to historical
experience, market conditions, and
property-specific information available at
the time of the assessment. Performing
audit procedures to evaluate the
reasonableness of such information involved
a high degree of auditor judgment and an
increased extent of effort. As such we have
identified impairment of property, plant, and
equipment and right-of-use assets as a key
audit matter.
How our audit addressed the matter
Our audit procedures included among
others:
• Understanding management’s process
for identifying indicators of impairment of
property, plant, and equipment and
right-of-use assets and for performing
their impairment assessment and related
valuations;
• Obtaining the third-party valuations for
properties with impairment indicators and
with the assistance of our valuation
experts testing the data used in the
valuation. Our focus included evaluating
the methodology used, reviewing the
reasonableness of key assumptions,
including capitalisation rates, revenue and
expense growth rates, and discount rates.
• Testing the details and mathematical
accuracy of the valuations.
• Evaluating the adequacy of the Group’s
disclosures in relation to property, plant
and equipment and right-of-use assets.
PPHE Hotel Group Annual Report and Accounts 2025
141
Strategic Report Corporate Governance Financial Statements Appendices
INDEPENDENT AUDITOR’S REPORT
To the Shareholders of PPHE Hotel Group Limited – continued
We communicate with those charged with
governance regarding, among other
matters, the planned scope and timing of the
audit and significant audit findings, including
any significant deficiencies in internal control
that we identify during our audit.
We also provide those charged with
governance with a statement that we have
complied with relevant ethical requirements
regarding independence, and to
communicate with them all relationships and
other matters that may reasonably be
thought to bear on our independence, and
where applicable, actions taken to eliminate
threats or safeguards applied.
From the matters communicated with those
charged with governance, we determine
those matters that were of most significance
in the audit of the consolidated financial
statements of the current period and are
therefore the key audit matters. We
describe these matters in our auditor’s
report unless law or regulation precludes
public disclosure about the matter or when,
in extremely rare circumstances, we
determine that a matter should not be
communicated in our report because the
adverse consequences of doing so would
reasonably be expected to outweigh the
public interest benefits of such
communication.
Report on Other Legal and Regulatory
Requirements
Pursuant to Section 9.8.10 (1) and (2) of the
Listing Rules of the Financial Conduct
Authority, we were engaged to review
management’s statement pursuant to
Section 9.8.6 R (6) of the Listing Rules of the
Financial Conduct Authority that relate to
provisions 6 and 24 to 29 of the UK
Corporate Governance Code and the
Management Board’s statement pursuant to
Section 9.8.6 R (3) of the Listing Rules in the
United Kingdom in the financial year 2025
included in the Viability statement on page 92
and in the section Going concern on page
139. We have no exceptions to report.
The engagement partner on the audit
resulting in this independent auditor’s
auditor’s report is Ronen Cohen. report
isRonen Cohen.
Ronen Cohen
(For and on behalf of Brightman Almagor
Zohar & Co., a Firm in the Deloitte Global
Network)
Tel Aviv, Israel
25 February 2026
Other Information
The other information comprises the
information included in the annual report,
other than the consolidated financial
statements and our auditor’s report
thereon. The directors are responsible for
the other information contained within the
annual report.
Our opinion on the consolidated financial
statements does not cover the other
information and we do not express any
formof assurance conclusion thereon.
Ourresponsibility is to read the other
information and, in doing so, consider
whether the other information is materially
inconsistent with the consolidated financial
statements or our knowledge obtained
inthecourse of the audit, or otherwise
appears to be materially misstated. If we
identify such material inconsistencies or
apparent material misstatements, we are
required to determine whether this gives
rise to a material misstatement in the
consolidated financial statements
themselves. If, based on the work we
haveperformed, we conclude that there
isamaterial misstatement of this other
information, we are required to report
thatfact. We have nothing to report in
thisregard.
Responsibilities of Management and
osearge t Governance or
teonsoate nanca tateents
Management is responsible for the
preparation and fair presentation of
theconsolidated financial statements in
accordance with IFRS Accounting Standards
as adopted by the European Union, and for
such internal control as management
determines is necessary to enable the
preparation of consolidated financial
statements that are free from material
misstatement, whether due to fraud
orerror.
In preparing the consolidated financial
statements, management is responsible for
assessing the Group’s ability to continue as a
going concern, disclosing, as applicable,
matters related to going concern and using
the going concern basis of accounting unless
management either intends to liquidate the
Group or to cease operations, or has no
realistic alternative but to do so.
Those charged with governance are
responsible for overseeing the Group’s
financial reporting process.
Auditor’s Responsibilities for the Audit of the
Consolidated Financial Statements
Our objectives are to obtain reasonable
assurance about whether the consolidated
financial statements as a whole are free from
material misstatement, whether due to fraud
or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance
is a high level of assurance but is not a
guarantee that an audit conducted in
accordance with ISAs will always detect a
material misstatement when it exists.
Misstatements can arise from fraud or error
and are considered material if, individually or
in the aggregate, they could reasonably be
expected to influence the economic decisions
of users taken on the basis of these
consolidated financial statements.
As part of an audit in accordance with ISAs,
we exercise professional judgment and
maintain professional skepticism throughout
the audit. We also:
• Identify and assess the risks of material
misstatement of the consolidated financial
statements, whether due to fraud or
error, design and perform audit
procedures responsive to those risks,
and obtain audit evidence that is sufficient
and appropriate to provide a basis for our
opinion. The risk of not detecting a
material misstatement resulting from
fraud is higher than for one resulting from
error, as fraud may involve collusion,
forgery, intentional omissions,
misrepresentations, or the override of
internal control.
• Obtain an understanding of internal
control relevant to the audit in order to
design audit procedures that are
appropriate in the circumstances, but not
for the purpose of expressing an opinion
on the effectiveness of the Group’s
internal control.
• Evaluate the appropriateness of
accounting policies used and the
reasonableness of accounting estimates
and related disclosures made by
management.
• Conclude on the appropriateness of
management’s use of the going concern
basis of accounting and, based on the
audit evidence obtained, whether a
material uncertainty exists related to
events or conditions that may cast
significant doubt on the Group’s ability to
continue as a going concern. If we
conclude that a material uncertainty
exists, we are required to draw attention
in our auditor’s report to the related
disclosures in the consolidated financial
statements or, if such disclosures are
inadequate, to modify our opinion. Our
conclusions are based on the audit
evidence obtained up to the date of our
auditor’s report. However, future events
or conditions may cause the Group to
cease to continue as a going concern.
• Evaluate the overall presentation,
structure, and content of the consolidated
financial statements, including the
disclosures, and whether the consolidated
financial statements represent the
underlying transactions and events in a
manner that achieves fair presentation.
• Plan and perform the group audit to
obtain sufficient appropriate audit
evidence regarding the financial
information of the entities or business
units within the group as a basis for
forming an opinion on the group financial
statements. We are responsible for the
direction, supervision and review of the
audit work performed for purposes of the
group audit. We remain solely responsible
for our audit opinion.
PPHE Hotel Group Annual Report and Accounts 2025
142 143
Strategic Report Corporate Governance Financial Statements Appendices

|  | As at 31 December |
|  | 2025 | 2024
| Note | £’000 | £’000
Assets |  |  |
Non-current assets: |  |  |
Intangible assets | 3 | 6,622 | 7,632
Property, plant and equipment | 4 | 1,460,744 | 1,421,376
Right-of-use assets | 17 | 222,916 | 225,265
Investment in joint ventures | 5 | 8,073 | 8,233
Other non-current assets | 6 | 41,506 | 46,993
Restricted deposits and cash | 12(b) | 6,421 | 5,826
Deferred income tax asset | 25 | 12,284 | 12,890
|  | 1,758,566 | 1,728,215
Current assets: |  |  |
Restricted deposits and cash | 12(b) | 8,062 | 16,602
Inventories |  | 2,711 | 2,703
Trade receivables | 7 | 13,887 | 18,712
Other receivables and prepayments | 8 | 15,157 | 17,683
Cash and cash equivalents | 9 | 123,466 | 113,225
|  | 163,283 | 168,925
Total assets |  | 1,921,849 | 1,897,140

|  | As at 31 December |
|  | 2025 | 2024
| Note | £’000 | £’000
Equity and liabilities |  |  |
Equity: | 10 |  |
Issued capital |  | – | –
Share premium |  | 135,228 | 134,472
Treasury shares |  | (14,138) | (14,519)
Foreign currency translation |  |  |
reserve |  | 14,446 | 4,862
Hedging reserve |  | 6,772 | 9,995
Accumulated earnings |  | 179,127 | 177,874
Attributable to equity holders |  |  |
of the parent |  | 321,435 | 312,684
Non-controlling interests |  | 191,159 | 213,374
Total equity |  | 512,594 | 526,058
Non-current liabilities: |  |  |
Borrowings | 13 | 843,433 | 805,057
Provision for concession fee on land | 14 | 5,255 | 4,995
Financial liability in respect of Income Units sold to private |  |  |
investors | 15 | 107,943 | 110,565
Other financial liabilities | 16 | 284,151 | 277,878
Deferred income taxes | 25 | 5,732 | 5,192
|  | 1,246,514 | 1,203,687
Current liabilities: |  |  |
Trade payables |  | 10,381 | 9,088
Other payables and accruals | 18 | 82,322 | 77,720
Borrowings | 13 | 70,038 | 80,587
|  | 162,741 | 167,395
Total liabilities |  | 1,409,255 | 1,371,082
Total equity and liabilities |  | 1,921,849 | 1,897,140

The accompanying notes are an integral part of the consolidated
financial statements. Date of approval of the consolidated financial
statements: 25 February 2026. Signed on behalf of the Board by
Boris Ivesha and Daniel Kos.
Boris Ivesha
President &
Chief Executive Officer
Daniel Kos
Chief Financial Officer &
Executive Director
As at 31 December
Note
2025

|  |  | 2024
|  | £’000 | £’000
Revenues | 19 | 466,403 | 442,787
Operating expenses | 20 | (326,019) | (303,988)
EBITDAR |  | 140,384 | 138,799
Rental expenses | 17 | (2,195) | (2,336)
EBITDA |  | 138,189 | 136,463
Depreciation, amortisation and impairment | 3, 4, 17 | (72,305) | (47,083)
EBIT |  | 65,884 | 89,380
Financial expenses | 21 | (48,052) | (42,634)
Financial income | 22 | 4,846 | 5,226
Other expenses | 23(a) | (11,473) | (13,243)
Other income | 23(b) | 2,492 | 5,048
Net expenses for financial liability in respect of Income Units sold to private investors | 24 | (11,893) | (12,896)
Share in results of joint ventures | 5 | (330) | (268)
Profit before tax |  | 1,474 | 30,613
Income tax expense | 25 | (865) | (2,881)
Profit for the year |  | 609 | 27,732
Profit (loss) attributable to: |  |  |
Equity holders of the parent |  | 13,185 | 28,206
Non-controlling interests |  | (12,576) | (474)
|  | 609 | 27,732
Basic earnings per share (in Pound Sterling) | 26 | 0.32 | 0.67
Diluted earnings per share (in Pound Sterling) | 26 | 0.31 | 0.66

The accompanying notes are an integral part of the consolidated financial statements.
Consolidated income statement
for the year ended 31 December 2025
Consolidated statement of financial position
as at 31 December 2025
PPHE Hotel Group Annual Report and Accounts 2025
144 145
Strategic Report Corporate Governance Financial Statements Appendices

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Profit for the year | 609 | 27,732
Other comprehensive income (loss) Items that may be reclassified subsequently to profit or loss: 1 |  |
Profit (loss) from cash flow hedges | (1,613) | 4,315
Foreign currency translation adjustments of foreign operations | 9,106 | (14,344)
Other comprehensive income (loss) | 7,493 | (10,029)
Total comprehensive income | 8,102 | 17,703
Total comprehensive income (loss) attributable to: |  |
Equity holders of the parent | 18,786 | 21,238
Non-controlling interests | (10,684) | (3,535)
| 8,102 | 17,703

1 There is no other comprehensive income that will not be reclassified to the profit and loss in subsequent periods.
The accompanying notes are an integral part of the consolidated financial statements.

|  |  |  |  |  |  | Attributable |  |
|  |  |  | Foreign |  |  | to equity |  |
|  |  |  | currency |  |  | holders | Non- |
| Issued | Share | Treasury | translation | Hedging | Accumulated | of the | controlling | Total
In £’000 | capital 1 | premium | shares | reserve | reserve | earnings | parent | interests | equity
Balance as at 1 January 2025 | – | 134,472 | (14,519) | 4,862 | 9,995 | 177,874 | 312,684 | 213,374 | 526,058
Profit (loss) for the year | – | – | – | – | – | 13,185 | 13,185 | (12,576) | 609
Other comprehensive income |  |  |  |  |  |  |  |  |
(loss) for the year | – | – | – | 8,815 | (3,214) | – | 5,601 | 1,892 | 7,493
Total comprehensive income |  |  |  |  |  |  |  |  |
(loss) | – | – | – | 8,815 | (3,214) | 13,185 | 18,786 | (10,684) | 8,102
Share-based payments | – | 1,602 | – | – | – | 245 | 1,847 | 193 | 2,040
Dividend distribution 2 | – | – | – | – | – | (15,906) | (15,906) | – | (15,906)
Dividend paid to non-controlling interests | – | – | – | – | – | – | – | (1,613) | (1,613)
Exercise of options | – | (846) | 381 | – | – | – | (465) | – | (465)
Transactions with non- controlling interests (see Note 5) | – | – | – | 769 | (9) | 3,729 | 4,489 | (10,111) | (5,622)
Balance as at 31 December |  |  |  |  |  |  |  |  |
2025 | – | 135,228 | (14,138) | 14,446 | 6,772 | 179,127 | 321,435 | 191,159 | 512,594
Balance as at 1 January 2024 | – | 133,469 | (6,873) | 13,903 | 7,801 | 166,281 | 314,581 | 216,592 | 531,173
Profit (loss) for the year | – | – | – | – | – | 28,206 | 28,206 | (474) | 27,732
Other comprehensive income |  |  |  |  |  |  |  |  |
(loss) for the year | – | – | – | (9,159) | 2,191 | – | (6,968) | (3,061) | (10,029)
Total comprehensive income |  |  |  |  |  |  |  |  |
(loss) | – | – | – | (9,159) | 2,191 | 28,206 | 21,238 | (3,535) | 17,703
Share-based payments | – | 1,389 | – | – | – | 88 | 1,477 | 72 | 1,549
Share buy-back | – | – | (7,864) | – | – | – | (7,864) | – | (7,864)
Dividend distribution 2 | – | – | – | – | – | (15,549) | (15,549) | – | (15,549)
Dividend paid to non-controlling interests | – | – | – | – | – | – | – | (1,452) | (1,452)
Exercise of options | – | (386) | 218 | – | – | – | (168) | – | (168)
Transactions with non- controlling interests (see Note 5) | – | – | – | 118 | 3 | (1,152) | (1,031) | 1,697 | 666
Balance as at 31 December 2024 | – | 134,472 | (14,519) | 4,862 | 9,995 | 177,874 | 312,684 | 213,374 | 526,058

1 No par value.
2 The dividend distribution comprises a final dividend for the year ended 31 December 2024 of 21 pence per share (31 December 2023: 20.0 pence per share) and an interim dividend of 17.0
pence per share paid in 2025 (2024: 17.0 pence per share).
The accompanying notes are an integral part of the consolidated financial statements.
Consolidated statement of changes in equity
for the year ended 31 December 2025
Consolidated statement of comprehensive income
for the year ended 31 December 2025
PPHE Hotel Group Annual Report and Accounts 2025
146 147
Strategic Report Corporate Governance Financial Statements Appendices

|  | As at 31 December |
|  | 2025 | 2024
| Note | £’000 | £’000
Cash flows from operating activities: |  |  |
Profit for the year |  | 609 | 27,732
Adjustment to reconcile profit to cash provided by operating activities: |  |  |
Financial expenses and expenses for financial liability in respect of Income Units sold |  |  |
to private investors | 21,24 | 59,945 | 55,530
Financial income | 22 | (4,846) | (5,226)
Income tax expense | 25 | 865 | 2,881
Loss on buy-back of Income Units sold to private investors | 23 | 1,089 | 1,486
Re-measurement of lease liability | 23 | 4,121 | 3,984
Change in fair value Park Plaza County Hall London units | 23 | (150) | (450)
Lease termination | 23 | (2,094) | –
Impairment of property, plant and equipment | 4 | 23,733 | –
Capital loss on sale of fixed assets, net | 23 | 204 | 195
Share in results of joint ventures | 5 | 330 | 268
Share appreciation rights revaluation | 23, 5(b)(i) | 3,613 | 767
Fair value movement derivatives through profit and loss | 23 | 773 | (4,299)
Depreciation and amortisation | 3, 4, 17 | 48,572 | 47,083
Share-based payments |  | 2,040 | 1,549
Cash flows from operating activities before movements in working capital |  | 138,195 | 103,768
Changes in operating assets and liabilities: |  |  |
Decrease in inventories |  | 102 | 468
Decrease (increase) in trade and other receivables |  | 5,372 | (5,694)
Increase (decrease) in trade and other payables |  | 10,820 | (6,002)
Cash flow from movements in working capital |  | 16,294 | (11,228)
Cash paid and received during the periodfor: |  |  |
Interest paid |  | (57,879) | (54,710)
Interest received |  | 3,866 | 4,837
Taxes paid |  | (3,033) | (2,436)
Taxes received |  | 2,028 | –
Cash flow from interest and taxes |  | (55,018) | (52,309)
Net cash provided by operating activities |  | 100,080 | 67,963

|  |  | As at 31 December
|  | 2025 | 2024
| Note | £’000 | £’000
Cash flows from investing activities: |  |  |
Acquisition of Leman Street | 5 | (18,411) | –
Acquisition of Park Royal freehold | 17 | (10,537) | –
Investments in property, plant and equipment | 4 | (50,858) | (74,075)
Investments in intangible assets | 3 | (1,499) | (280)
Proceeds from disposal of property, plant and equipment, and intangible assets | 3,4 | 274 | 328
Loans repaid from (provided to) joint ventures |  | 282 | (2,984)
Decrease (increase) in restricted cash |  | 8,454 | (5,572)
Net cash used in investing activities |  | (72,295) | (82,583)
Cash flows from financing activities: |  |  |
Proceeds from loans and borrowings |  | 129,249 | 46,668
Buy-back of Income Units previously sold to private investors |  | (3,666) | (5,287)
Proceeds of derivatives | 29(c) | – | 1,481
Dividend paid |  | (15,906) | (15,549)
Dividend paid by a subsidiary to non-controlling shareholders |  | (1,613) | (1,452)
Repayment of loans and borrowings |  | (117,287) | (41,147)
Repayment of leases |  | (3,853) | (4,162)
Proceeds from transactions with non-controlling interest |  | 11,747 | 10,444
Payments in relation to transactions with non-controlling interests |  | (17,369) | (2,734)
Purchase of treasury shares |  | – | (7,864)
Exercise of options settled in cash |  | (465) | (167)
Net cash used in financing activities |  | (19,163) | (19,769)
Increase (decrease) in cash and cash equivalents |  | 8,622 | (34,389)
Net foreign exchange differences |  | 1,619 | (2,802)
Cash and cash equivalents at beginning of year |  | 113,225 | 150,416
Cash and cash equivalents at end of year |  | 123,466 | 113,225
Non-cash items: |  |  |
Lease additions and lease re-measurement |  | 10,016 | 5,938
Investments in property, plant and equipment |  | 6,454 | 8,077

The accompanying notes are an integral part of the consolidated financial statements.
Consolidated statement of cash flows
for the year ended 31 December 2025
PPHE Hotel Group Annual Report and Accounts 2025
148 149
Strategic Report Corporate Governance Financial Statements Appendices
Note 1 General
The consolidated financial statements of
PPHE Hotel Group Limited (the ‘Company’)
and its subsidiaries (together, the ‘Group’)
for the year ended 31 December 2025 were
authorised for issuance in accordance
with a resolution of the Directors on
25 February 2026.
The Company was incorporated in Guernsey
on 14 June 2007 and is listed on the Equity
Shares – Commercial Companies (ESCC)”
category of the Official List of the Financial
Conduct Authority (FCA) and the shares
are traded on the Main Market for listed
securities of the London Stock Exchange.
Contact details of the Group can be found on
the final page of these financial statements.
a. Description of the Group business:
The Group is an international hospitality real
estate group, which owns, co-owns and
develops hotels, resorts and campsites,
operates the Park Plaza® brand in EMEA,
and owns and operates the art’otel® brand.
The Group has interests in hotels in the
United Kingdom, the Netherlands, Germany,
Hungary, Serbia, Italy, Austria, and hotels,
self-catering apartment complexes and
campsites in Croatia.
b. Assessment of going concern and liquidity:
As part of their ongoing responsibilities,
the Directors have recently undertaken a
thorough review of the Group’s cash flow
forecast and potential liquidity risks.
Detailed budgets and cash flow projections,
which take into account the current trading
environment and the industry-wide cost
pressures, have been prepared for 2026
and 2027, and show that the Group’s
hotel operations are expected to be cash
generative during this period. Furthermore,
under those cash flow projections, it is
expected that the Group will comply with
its loan covenants. Having reviewed those
cash flow projections, the Directors have
determined that the Group is likely
to continue in business for at least
12 months from the date of approval of
the consolidated financial statements.
Note 2 Accounting policies
a. Basis of preparation
The consolidated financial statements
of the Group have been prepared on a
historical cost basis, except for derivative
financial instruments, Income Units in Park
Plaza County Hall London and investments in
marketable securities, which are measured
at fair value. The consolidated financial
statements are presented in Pound
Sterling and all values are rounded to the
nearest thousand (£’000) except where
otherwise indicated.
Statement of compliance
The consolidated financial statements of the
Group have been prepared in accordance
with International Financial Reporting
Standards (IFRS® Accounting Standards),
which comprise standards and
interpretations issued by the International
Accounting Standards Board (IASB) and
International Financial Reporting Standards
Interpretations Committee (IFRIC) as
adopted by the European Union.
The accounting policies used in preparing
the consolidated financial statements are
set out below. These accounting policies
have been consistently applied to the
periods presented, except where
otherwise indicated.
b. Significant accounting judgements, estimates
an ass t ons
The preparation of the Group’s consolidated
financial statements requires management
to make judgements, estimates and
assumptions that affect the reported
amounts of revenues, expenses, assets and
liabilities, and the disclosure of contingent
liabilities, at the reporting date. However,
uncertainty about these assumptions and
estimates could result in outcomes that
require a material adjustment to the
carrying amount of the asset or liability
affected in future periods.
Judgements
In the process of applying the Group’s
accounting policies, management has made
the following judgements, which have the
most significant effect on the amounts
recognised in the consolidated financial
statements.
Financial liability in respect of Income
Units sold to private investors
In 2010, the construction of Park Plaza
London Westminster Bridge was completed
and the hotel opened to customers. Out of
1,019 rooms, 535 rooms (‘Income Units’)
were sold at that time to private investors
under 999-year lease agreements. The
sales transactions are accounted for as a
transaction in which the investors, in return
for the upfront consideration paid (which is
accounted for as financial liability) for the
Income Units, receive 999 years of net
income from a specific revenue-generating
portion of an asset (contractual right to a
stream of future cash flows) (see more
details in Note 2(e)).
Management applied the following
professional judgement in determining the
accounting treatment for the amounts
received upfront.
As the liability to pay future cash flows
includes a component that is based on
the future net operating income (NOI)
generated by the room, management
considered whether this component meets
the definition in IFRS 9 of an embedded
derivative, which needs to be accounted
for separately. According to IFRS 9, if the
changes in value arise from a non-financial
variable that is specific to a party to the
contract, then the component does not
meet the definition of a derivative. As the
NOI is generated by a specific room and
the NOI can be affected by non-financial
factors, management concluded that this
component does not meet the definition
of an embedded derivative.
Based on its analysis of IFRS 9 and relevant
professional publications, management
considers a floating-rate liability as an
instrument with variable cash flow amounts
arising from changes in market variables.
Due to the variability of the periodic NOI
cash flows, which reflect primarily market
conditions such as occupancy and the price
charged for the room, management views
the liability in respect of Income Units as a
floating-rate financial liability. Pursuant to
IFRS 9.B5.4.5 in respect of floating-rate
financial instruments, changes in future
estimated cash flows from the Income Units
are recognised prospectively in the period
in which they occur. As the Group is not
exposed to any risk nor receives any benefit
in respect of future changes in NOI,
management is of the view that the
application of IFRS 9.B5.4.5 is the
appropriate accounting treatment. It also
faithfully represents the substance of the
transaction from which it has arisen and
reflects the economics of the transaction
with the investors in the Income Units.
Estimates and assumptions
Management did not identify any critical
estimates included in the Group’s
consolidated financial statements for which
there is a significant risk of resulting in a
material adjustment to the carrying
amounts of assets and liabilities within the
next financial year.
c. Foreign currency translation
The functional currency of the Company
is Pound Sterling. The consolidated financial
statements are also presented in
Pound Sterling.
Each entity of the Group determines its own
functional currency and items included in
the financial statements of each entity are
measured using that functional currency.
Foreign currency exchange differences in
respect of loans denominated in foreign
currency which were granted by the
Company to its subsidiaries are reflected
in the foreign currency translation reserve
in equity, as these loans are, in substance,
a part of the Group’s net investment in the
foreign operation.
The following exchange rates in relation
to Pound Sterling were prevailing at
reporting dates:

| As at 31 December |
| 2025 | 2024
| In Pound | In Pound
| Sterling | Sterling
Euro | 0.873 | 0.830
Hungarian Forint | 0.002 | 0.002
Serbian Dinar | 0.007 | 0.007
US Dollar | 0.744 | 0.797

Percentage increase (decrease) in exchange
rates at year end compared with the
previous year:

| As at 31 December |
| 2025 | 2024
| In % versus | In % versus
| Pound | Pound
| Sterling | Sterling
Euro | 5.2 | (4.5)
Hungarian Forint | 12.0 | (11.1)
Serbian Dinar | 4.9 | (4.4)
US Dollar | (6.7) | 1.4

d. Property, plant and equipment
Property, plant and equipment are
measured at cost, less accumulated
depreciation and impairment losses.
Depreciation is calculated using the
straight-line method, over the shorter of the
estimated useful life of the assets which are
mainly as follows:

| Years
Hotel buildings | 50 to 95
Furniture and equipment | 2 to 25

e. Impairment of non-financial assets
At each reporting date, the Group
reviews the carrying amounts of its
non-financial assets to determine whether
there is any indication that those assets
may be impaired. If any such indication
exists, the recoverable amount of the
asset is estimated. Where it is not possible
to estimate the recoverable amount of an
individual asset, the Group estimates the
recoverable amount of the cash-generating
unit to which the asset belongs.
Recoverable amount is the higher of an
asset’s fair value less costs of disposal and
its value in use. In assessing value in use, the
estimated future cash flows are discounted
to their present value using a pre-tax
discount rate that reflects current market
assessments of the time value of money
and the risks specific to the asset.
If the recoverable amount of an asset (or
cash-generating unit) is estimated to be
less than its carrying amount, the asset
is considered impaired and the carrying
amount of the asset (cash-generating unit)
is reduced to its recoverable amount.
Impairment losses are recognised as an
expense immediately.
f. Financial instruments
i) Financial assets
Initial recognition and measurement
Financial assets are classified, at initial
recognition, as subsequently measured at
amortised cost or fair value through profit
or loss.
The Group initially measures a financial
asset at its fair value plus, in the case of
a financial asset not at fair value through
profit or loss, transaction costs.
Subsequent measurement
For the purposes of subsequent
measurement, financial assets are classified
in two categories:
• financial assets at amortised cost (debt
instruments); and
• financial assets at fair value through
profit or loss.
Cash and cash equivalents
Cash and cash equivalents in the
statement of financial position comprise
cash at banks and on hand, and short-term
highly liquid investments with a maturity
of three months or less, that are held for
the purpose of meeting short-term cash
commitments and are readily convertible
to a known amount of cash and subject to
an insignificant risk of changes in value.
Notes to consolidated financial statements
for the year ended 31 December 2025
PPHE Hotel Group Annual Report and Accounts 2025
150 151
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
Financial assets at amortised
cost (debt instruments)
The Group measures financial assets at
amortised cost if both of the following
conditions are met:
• the financial asset is held within a
business model with the objective of
holding financial assets in order to collect
contractual cash flows; and
• the contractual terms of the financial
asset give rise on specified dates to cash
flows that are ‘solely payments of
principal and interest’ (SPPI) on the
principal amount outstanding.
Financial assets at amortised cost are
subsequently measured using the effective
interest rate (EIR) method and are subject
to impairment. Gains and losses are
recognised in profit or loss when the asset
is derecognised, modified or impaired.
The Group’s financial assets at amortised
cost include trade receivables and loans to
joint ventures.
Financial assets at fair value
through profit or loss
Financial assets at fair value through profit
or loss include financial assets held for
trading. Financial assets are classified as
held for trading if they are acquired for the
purpose of selling or repurchasing in the
near term. Derivatives, including separated
embedded derivatives, are also classified as
held for trading unless they are designated
as effective hedging instruments.
Financial assets at fair value through profit
or loss are carried in the statement of
financial position at fair value with net
changes in fair value recognised in the
income statement.
This category includes derivative
instruments, investments in money market
funds and Income Units in Park Plaza County
Hall London (Note 6).
Impairment of financial assets
For trade receivables, the Group applies
a simplified approach in calculating the
expected credit loss (ECL). Therefore, the
Group does not track changes in credit risk,
but instead recognises a loss allowance based
on lifetime ECLs at each reporting date.
The Group considers a financial asset
to be in default when internal or external
information indicates that the Group
is unlikely to receive the outstanding
contractual amounts in full. A financial asset
is written off when there is no reasonable
expectation of recovering the contractual
cash flows.
ii) Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial
recognition, as financial liabilities at fair
value through profit or loss, as measured at
amortised cost (borrowings and payables)
or as derivatives designated as hedging
instruments in an effective hedge,
as appropriate.
All financial liabilities are recognised initially
at fair value and, in the case of loans and
borrowings and payables, net of directly
attributable transaction costs.
The Group’s financial liabilities include trade
and other payables, loans and borrowings
including bank overdrafts, lease liabilities
and derivative financial instruments.
Subsequent measurement
The measurement of financial liabilities
depends on their classification, as
described below:
Financial liabilities at fair
value through profit or loss
Financial liabilities at fair value through
profit or loss include financial liabilities
held for trading.
Financial liabilities are classified as held for
trading if they are incurred for the purpose
of repurchasing in the near term. This
category also includes derivative financial
instruments entered into by the Group that
are not designated as hedging instruments
in hedge relationships as defined by IFRS 9.
Separated embedded derivatives are also
classified as held for trading unless they are
designated as effective hedging
instruments.
Gains or losses on liabilities held for trading
are recognised in the income statement.
Financial liability in respect of
Income Units sold to private investors
In 2010, the construction of Park Plaza
London Westminster Bridge was completed
and the hotel opened to paying customers.
Out of 1,019 rooms, 535 rooms were sold at
that time to private investors under
999-year lease agreements. The sales
transactions are accounted for as a
transaction in which the investors, in return
for the upfront consideration paid (which is
accounted for as financial liability) for the
Income Units, receive 999 years of net
income from a specific revenue-generating
portion of an asset (contractual right to a
stream of future cash flows). The amounts
received upfront are accounted for as a
floating rate financial liability pursuant to
IFRS 9. B5.4.5 and are being recognised as
income over the term of the lease (i.e. 999
years). Changes in future estimated cash
flows from the Income Units are recognised
prospectively in the period in which they
occur. Since November 2014, the Company
has bought back 103 Income Units from
private investors. Upon buy-back of a unit,
the financial liability relating to that unit is
derecognised and any difference between
the purchase price and the liability
derecognised is recorded in profit and loss.
The entire hotel is accounted for at cost less
accumulated depreciation.
The replacement costs for the Income
Units are fully reimbursed by the private
investors. An amount of 4% of revenues is
paid by the investors on an annual basis
(‘FF&E reserve’) and is accounted for in
profit and loss. The difference between the
actual depreciation cost and the FF&E
reserve is a timing difference which is
recorded in the statement of financial
position as a receivable or liability to the
investor in each respective year.
Modification
When the group exchanges with the
existing lender one debt instrument into
another one with substantially different
terms, such exchange is accounted for as
an extinguishment of the original financial
liability and the recognition of a new financial
liability. Similarly, the group accounts for
substantial modification of terms of an
existing liability or part of it as an
extinguishment of the original financial
liability and the recognition of a new liability.
It is assumed that the terms are substantially
different if the discounted present value
of the cash flows under the new terms,
including any fees paid net of any fees
received and discounted using the original
effective interest rate, is at least 10%
different from the discounted present value
of the remaining cash flows of the original
financial liability. If the modification is not
substantial, the difference between (1) the
carrying amount of the liability before the
modification; and (2) the present value of the
cash flows after modification is recognised
as profit or loss in the income statement.
Derecognition
A financial liability is derecognised when the
obligation under the liability is discharged
or cancelled or expires. When an existing
financial liability is replaced by another from
the same lender on substantially different
terms, or the terms of an existing liability are
substantially modified, such an exchange or
modification is treated as the derecognition
of the original liability and the recognition
of a new liability. The difference in the
respective carrying amounts is recognised
in the statement of profit or loss.
g. Inventories
Inventories include china, food and
beverages, and are valued at the lower of
cost and net realisable value. Cost includes
purchase cost on a first-in, first-out basis.
h. Derivative financial instruments and
e ge acco nt ng
The Group uses derivative financial
instruments such as interest rate swaps
to hedge its risks associated with interest
rate fluctuations. Such derivative financial
instruments are initially recognised at fair
value on the date on which a derivative
contract is entered into and are
subsequently re-measured at fair value.
Derivatives are carried as assets when the
fair value is positive and as liabilities when
the fair value is negative.
Any gains or losses arising from changes in
fair value on derivatives that do not qualify
for hedge accounting are taken directly to
the income statement.
For the purpose of hedge accounting,
hedges are classified as cash flow hedges
when hedging the exposure to variability in
cash flows that is either attributable to a
particular risk associated with a recognised
asset or liability or a highly probable
forecast transaction.
At the inception of a hedge relationship, the
Group formally designates and documents
the hedge relationship to which the Group
wishes to apply hedge accounting and the
risk management objective and strategy for
undertaking the hedge. The documentation
includes identification of the hedging
instrument, the hedged item or transaction,
the nature of the risk being hedged and how
the Group will assess the effectiveness of
changes in the hedging instrument’s fair
value in offsetting the exposure to changes
in the hedged item’s fair value or cash flows
attributable to the hedged risk. Such hedges
are expected to be highly effective in
achieving offsetting changes in fair value or
cash flows and are assessed on an ongoing
basis to determine that they actually have
been highly effective throughout the
financial reporting periods for which
they were designated.
The effective portion of the gain or loss
on the hedging instrument in a cash flow
hedge is recognised directly in other
comprehensive income, while the ineffective
portion is recognised in profit or loss.
Amounts taken to other comprehensive
income are transferred to the income
statement when the hedged transaction
affects profit or loss, such as when the
hedged financial income or financial
expense is recognised.
i. Revenue from contracts with customers
Revenue from contracts with customers
is recognised when control of the goods or
services is transferred to the customer at
an amount that reflects the consideration to
which the Group expects to be entitled in
exchange for those goods or services.
Owned, co-owned and leased hotels
Revenues are primarily derived from hotel
operations, including the rental of rooms,
food and beverage sales, and other services
from owned, co-owned and leased hotels
operated under the Group’s brand names.
Revenue is recognised when rooms are
occupied, food and beverages are sold, and
services are performed.
Campsites and mobile homes
Revenues are primarily derived from
short-term rentals of campsite pitches and
mobile homes operated under the Group’s
brand names. Revenue is recognised when
campsite pitches and/or mobile homes are
occupied.
Management fees
Management fees are earned from hotels
managed by the Group, under long-term
contracts with the hotel owner.
Management fees include a base fee, which
is generally a percentage of hotel revenue,
and an incentive fee, which is based on the
hotel’s profitability. Revenue is recognised
when earned and realised or realisable
under the terms of the agreement.
Franchise and reservation fees
Franchise and reservation fees are
received in connection with a licence of the
Group’s brand names, under long-term
contracts with the hotel owner. The Group
charges franchise and reservation fees as a
percentage of hotel revenue. Revenue is
recognised when earned and realised or
realisable under the terms of the agreement .
PPHE Hotel Group Annual Report and Accounts 2025
152 153
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
Marketing fees
Marketing fees are received in connection
with the sales and marketing services
offered by the Group, under long-term
contracts with the hotel owner. The Group
charges marketing fees as a percentage of
hotel revenue. Revenue is recognised when
earned and realised or realisable under the
terms of the agreement.
Customer loyalty programme
The Group participates in the Radisson
RewardsTM customer loyalty programme
to provide customers with incentives to
buy room nights. This customer loyalty
programme is owned and operated by the
Radisson Hotel Group and therefore the
entity retains no obligations in respect of
the award credits other than to pay
Radisson Hotel Group for the award credits
purchased and granted to customers. The
customers are entitled to utilise the awards
as soon as they are granted.
The Group purchases these award credits
from Radisson Hotel Group and issues these
to its customers in order to enhance its
customer relationships rather than to earn
a margin from the sale of these award
credits. The Group concluded that it is
acting as principal in this transaction and,
in substance, is earning revenue from
supplying these awards to its customers.
The Group measures these revenues at fair
value and recognises these gross from the
costs of participating in the programme.
Contract balances
Trade receivables
A receivable represents the Group’s
right to an amount of consideration that
is unconditional (i.e. only the passage of
time is required before payment of the
consideration is due).
Advance payments received –
contract liabilities
A contract liability is the obligation to
transfer goods or services to a customer
for which the Group has received
consideration (or an amount of
consideration is due) from the customer. If a
customer pays consideration before the
Group transfers goods or services to the
customer, a contract liability (advance
payments received) is recognised when the
payment is made or the payment is due
(whichever is earlier). Contract liabilities are
recognised as revenue when the Group
performs under the contract.
j. Alternative Performance Measures
EBITDAR
Earnings before interest (Financial income
and expenses), tax, depreciation and
amortisation, impairment loss, rental
expenses, share in results of joint ventures
and exceptional items presented as other
income and expense.
EBITDA
Earnings before interest (Financial income
and expenses), tax, depreciation and
amortisation, impairment loss, share in
results of joint ventures and exceptional
items presented as other income
and expense.
EBIT
Earnings before interest (Financial income
and expenses), tax, share in results of joint
ventures and exceptional items presented
as other income and expense.
Net debt
Borrowings less cash and cash equivalents,
and long-term and short-term restricted
cash.
k. Leases
The Group as lessee
The Group applies a single recognition
and measurement approach for all leases,
except for short-term leases and leases of
low value assets. The Group recognises
lease liabilities to make lease payments and
right-of-use assets representing the right
to use the underlying assets.
Right-of-use assets
Right-of-use assets are measured at cost,
less any accumulated depreciation and
impairment losses, and adjusted for any
re-measurement of lease liabilities. The cost
of right-of-use assets includes the amount of
lease liabilities recognised, initial direct costs
incurred, and lease payments made at or
before the commencement date less any
lease incentives received.
Right-of-use assets are depreciated on a
straight-line basis over the shorter of the
lease term and the estimated useful life of
the assets, which are mainly as follows:

| Years
Land | 50 to 200
Hotel buildings | 5 to 95
Offices and storage | 1 to 12
Furniture and equipment | 2 to 25

Lease liabilities
At the commencement date of the lease,
the Group recognises lease liabilities
measured at the present value of lease
payments to be made over the lease term.
The lease payments include the expected
payments of penalties for terminating the
lease, if the lease term reflects the Group
exercising the option to terminate.
In calculating the present value of lease
payments, the Group uses its incremental
borrowing rate at the lease commencement
date because the interest rate implicit in the
lease is not readily determinable. The
carrying amount of lease liabilities is
re-measured if there is a modification, a
change in the lease term, a change in the
lease payments (e.g. changes to future
payments resulting from a change in an
index or rate used to determine such lease
payments) or a change in the assessment of
an option to purchase the underlying asset.
The Group’s lease liabilities are included in
Other financial liabilities (see Note 16).
Variable lease payments that depend on an
index or rate
On the commencement date, the Company
uses the index or rate prevailing on the
commencement date to calculate the future
lease payments.
For leases in which the Company is the lessee,
the aggregate changes in future lease
payments resulting from a change in the index
or rate (including changes following a market
rent review) are discounted (without a change
in the discount rate applicable to the lease
liability) and recorded as an adjustment of the
lease liability and the right-of-use asset, only
when there is a change in the cash flows
resulting from the change in the index or rate
(that is, when the adjustment to the lease
payments takes effect).
Variable lease payments
Variable lease payments that do not depend
on an index or interest rate but are based
on performance or usage are recognised as
rent expense as incurred when the Company
is the lessee, and are recognised as income
as earned when the Company is the lessor.
Lease extension and termination options
A non-cancellable lease term includes both
the periods covered by an option to extend
the lease when it is reasonably certain that
the extension option will be exercised and
the periods covered by a lease termination
option when it is reasonably certain that the
termination option will not be exercised.
Short-term leases and leases
of low value assets
The Group applies the short-term lease
recognition exemption to its short-term
leases of furniture and equipment (i.e. those
leases that have a lease term of 12 months
or less from the commencement date and
do not contain a purchase option). It also
applies the lease of low value assets
recognition exemption to leases of office
equipment that are considered to be low
value. Lease payments on short-term
leases and leases of low value assets are
recognised as an expense on a straight-line
basis over the lease term.
l. Employee benefits
Share-based payments
The Board has adopted a share option plan,
under which employees and Directors of the
Group receive remuneration in the form of
share-based payment transactions,
whereby employees render services as
consideration for equity instruments
(equity-settled transactions).
The cost of equity-settled transactions with
employees is measured by reference to the
fair value at the date on which they are
granted. The fair value is determined by
using an appropriate pricing model, further
details of which are given in Note 11.
Pension
The Group has a defined contribution
pension plan where the employer is liable only
for the employer’s part of the contribution
towards an individual’s pension plan.
The Group will have no legal obligation
to pay further contributions. The
contributions in the defined contribution
plan are recognised as an expense and no
additional provision is required in the
consolidated financial statements.
m. Provisions
Provisions are recognised when the Group
has a present obligation (legal or constructive)
as a result of a past event, it is probable
that an outflow of resources embodying
economic benefits will be required to settle
the obligation and a reliable estimate can be
made of the amount of the obligation.
n. Borrowing costs for qualifying assets
Borrowing costs directly attributable to the
acquisition, construction or production of
an asset that necessarily takes a substantial
period of time to get ready for its intended
use or sale are capitalised as part of the
cost of the asset. All other borrowing costs
are expensed in the period in which they
occur. Borrowing costs consist of interest
and other costs that an entity incurs in
connection with the borrowing of funds.
o. Taxation
Deferred income tax
Deferred income tax is provided using the
liability method on temporary differences at
the reporting date between the tax bases of
assets and liabilities and their carrying
amounts for financial reporting purposes.
Deferred tax liabilities are recognised for all
taxable temporary differences, except in
respect of taxable temporary differences
associated with investments in subsidiaries,
associates and jointly controlled entities,
where the timing of the reversal of the
temporary differences can be controlled
and it is probable that the temporary
differences will not reverse in the
foreseeable future.
Deferred tax assets are recognised to the
extent that it is probable that taxable profit
will be available against which the deductible
temporary differences and the carry
forward of unused tax losses can be utilised.
The carrying amount of deferred income
tax assets is reviewed at each reporting
date and reduced to the extent that it is no
longer probable that sufficient taxable
profit will be available to allow all or part of
the deferred income tax asset to be utilised.
Unrecognised deferred income tax assets
are re-assessed at each reporting date
and are recognised to the extent that it
has become probable that future taxable
profit will allow the deferred tax asset to
be recovered.
Deferred tax assets and liabilities are
measured at the tax rates that are expected
to apply in the year when the asset is realised
or the liability is settled, based on tax rates
(and tax laws) that have been enacted or
substantively enacted at the reporting date.
Deferred tax assets and deferred tax
liabilities are offset, if a legally enforceable
right exists to offset current tax assets
against current tax liabilities and the
deferred taxes relate to the same taxable
entity and the same taxation authority.
p. Changes in accounting policies and disclosures
The Group applied for the first time
certain standards and amendments, which
are effective for annual periods beginning
on or after 1 January 2025. Several other
amendments and interpretations apply
for the first time in 2025, but do not have
an impact on the consolidated financial
statements of the Group. The Group has
not early adopted any other standard,
interpretation or amendment that has
been issued but is not yet effective.
Lack of exchangeability – Amendments
to IAS 21
In August 2023, the IASB issued amendments
to IAS 21 The Effects of Changes in Foreign
Exchange Rates to specify how an entity
should assess whether a currency is
exchangeable and how it should determine a
spot exchange rate when exchangeability
is lacking.
PPHE Hotel Group Annual Report and Accounts 2025
154 155
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
Lack of exchangeability – Amendments
toIAS 21 continued
The amendments also require disclosure of
information that enables users of its financial
statements to understand how the currency
not being exchangeable into the other
currency affects, or is expected to affect, the
entity’s financial performance, financial
position and cash flows.
The amendments are effective for annual
reporting periods beginning on or after
1 January 2025.
The amendments had no impact on the
Group’s consolidated financial statements.
q. Standards issued but not yet applied
Standards issued but not yet effective, or
subject to adoption by the European Union,
up to the date of issuance of the
consolidated financial statements are listed
below. This listing of standards issued are
those that the Group reasonably expects
might have an impact on disclosures,
financial position or performance when
applied at a future date. The Group intends
to adopt these standards when they
become mandatory.
The following standards have been issued
by the IASB and are not yet effective or are
subject to adoption by the European Union:
IFRS 18 Presentation and Disclosure in
Financial Statements
In April 2024, the IASB issued IFRS 18, which
replaces IAS 1 Presentation of Financial
Statements. IFRS 18 introduces new
requirements for presentation within the
statement of profit or loss, including
specified totals and subtotals. Furthermore,
entities are required to classify all income
and expenses within the statement of profit
or loss into one of five categories: operating,
investing, financing, income taxes and
discontinued operations, whereof the first
three are new.
It also requires disclosure of newly defined
management-defined performance
measures, subtotals of income and
expenses, and includes new requirements
for aggregation and disaggregation of
financial information based on the identified
‘roles’ of the primary financial statements
and the notes.
In addition, narrow-scope amendments have
been made to IAS 7 Statement of Cash Flows,
which include changing the starting point for
determining cash flows from operations
under the indirect method, from ‘profit or
loss’ to ‘operating profit or loss’ and removing
the optionality around classification of cash
flows from dividends and interest. In addition,
there are consequential amendments to
several other standards.
IFRS 18, and the amendments to the other
standards, is effective for reporting periods
beginning on or after 1 January 2027, but
earlier application is permitted and must be
disclosed. IFRS 18 will apply retrospectively.
The Group is currently working to identify all
impacts the amendments will have on the
primary financial statements and notes to
the financial statements.
IFRS 19 Subsidiaries without Public
Accountability: Disclosures
In May 2024, the IASB issued IFRS 19, which
allows eligible entities to elect to apply its
reduced disclosure requirements while still
applying the recognition, measurement and
presentation requirements in other IFRS
accounting standards. To be eligible, at the
end of the reporting period, an entity must be
a subsidiary as defined in IFRS 10, cannot
have public accountability and must have
a parent (ultimate or intermediate) that
prepares consolidated financial statements,
available for public use, which comply with
IFRS accounting standards.
IFRS 19 will become effective for reporting
periods beginning on or after 1 January
2027, with early application permitted.
As the Group’s equity instruments are
publicly traded, it is not eligible to elect to
apply IFRS 19.
Amendments to the Classification and
Measurement of Financial Instruments
- Amendments to IFRS 9 and IFRS 7
In May 2024, the IASB issued Amendments to
IFRS 9 and IFRS 7, Amendments to the
Classification and Measurement of Financial
Instruments (the Amendments). The
Amendments include:
• A clarification that a financial liability is
derecognised on the ‘settlement date’ and
the introduction of an accounting policy
choice (if specific conditions are met) to
derecognise financial liabilities settled
using an electronic payment system
before the settlement date
• Additional guidance on how the
contractual cash flows for financial
assets with Environmental, Social and
Governance (ESG) and similar features
should be assessed
• Clarifications on what constitute ‘non-
recourse features’ and what are the
characteristics of contractually linked
instruments
• The introduction of disclosures for
financial instruments with contingent
features and additional disclosure
requirements for equity instruments
classified at fair value through other
comprehensive income (OCI)
The Amendments are effective for annual
periods starting on or after 1 January 2026
with early adoption permitted for classification
of financial assets and related disclosures
only. The Group does not anticipate that the
amendments will have a material effect on
the Group’s financial statements.
Annual Improvements to IFRS Accounting
Standards - Volume 11
In July 2024, the IASB issued nine narrow
scope amendments as part of its periodic
maintenance of IFRS accounting standards.
The amendments include clarifications,
simplifications, corrections or changes to
improve consistency in IFRS 1 First-time
Adoption of International Financial Reporting
Standards, IFRS 7 Financial instruments:
Disclosure and its accompanying Guidance
on implementing IFRS 7, IFRS 9 Financial
Instruments, IFRS 10 Consolidated Financial
Statements and IAS 7 Statements of Cash
Flows.
The amendments will be effective for
reporting periods beginning on or after
1 January 2026. Earlier application is
permitted and must be disclosed.
The amendments are not expected to have a
material impact on the Group’s financial
statements.
Contracts Referencing Nature-dependent Electricity – Amendments to IFRS 9 and IFRS 7
In December 2024, the IASB issued Amendments to IFRS 9 and IFRS 7 – Contracts Referencing Nature-dependent Electricity. The amendments
apply only to contracts that reference nature-dependent electricity; the amendments:
• clarify the application of the ‘own-use’ requirements for in-scope contracts;
• amend the designation requirements for a hedged item in a cash flow hedging relationship for in-scope contracts; and
• add new disclosure requirements to enable investors to understand the effect of these contracts on a company’s financial performance
and cash flows.
The amendments will take effect for annual reporting periods starting on or after 1 January 2026. Early adoption is allowed, but it must be
disclosed. The amendments concerning the own-use exception are to be applied retrospectively, while the hedge accounting amendments
should be applied prospectively to new hedging relationships designated from the initial application date. Additionally, the IFRS 7 disclosure
amendments must be implemented alongside the IFRS 9 amendments. If an entity does not restate comparative information, it cannot present
comparative disclosures.
The Group does not expect that the amendments will have a material impact on its financial statements.
Note 3 Intangible assets

| Park Plaza ® | Park Plaza ® |  |  |
| Hotels & | Hotels & |  |  |
| Resorts | Resorts | art’otel ® | Other |
| management | franchise | franchise | intangible |
| rights (a) 1 | rights (a) 2 | rights (b) | assets (c) | Total
| £’000 | £’000 | £’000 | £’000 | £’000
Cost: |  |  |  |  |
Balance as at 1 January 2025 | 19,862 | 20,304 | 3,606 | 4,436 | 48,208
Additions | – | – | – | 1,499 | 1,499
Adjustment for exchange rate differences | 1,032 | 1,055 | 187 | 264 | 2,538
Balance as at 31 December 2025 | 20,894 | 21,359 | 3,793 | 6,199 | 52,245
Accumulated amortisation: |  |  |  |  |
Balance as at 1 January 2025 | 17,363 | 17,782 | 2,446 | 2,985 | 40,576
Amortisation | 1,031 | 1,040 | 187 | 619 | 2,877
Adjustment for exchange rate differences | 923 | 945 | 131 | 171 | 2,170
Balance as at 31 December 2025 | 19,317 | 19,767 | 2,764 | 3,775 | 45,623
Net book value as at 31 December 2025 | 1,577 | 1,592 | 1,029 | 2,424 | 6,622
Cost: |  |  |  |  |
Balance as at 1 January 2024 | 20,805 | 21,268 | 3,777 | 4,501 | 50,351
Additions | – | – | – | 271 | 271
Disposals | – | – | – | (125) | (125)
Adjustment for exchange rate differences | (943) | (964) | (171) | (211) | (2,289)
Balance as at 31 December 2024 | 19,862 | 20,304 | 3,606 | 4,436 | 48,208
Accumulated amortisation: |  |  |  |  |
Balance as at 1 January 2024 | 17,139 | 17,571 | 2,374 | 2,602 | 39,686
Disposals | – | – | – | (85) | (85)
Amortisation | 1,018 | 1,025 | 183 | 607 | 2,833
Adjustment for exchange rate differences | (794) | (814) | (111) | (139) | (1,858)
Balance as at 31 December 2024 | 17,363 | 17,782 | 2,446 | 2,985 | 40,576
Net book value as at 31 December 2024 | 2,499 | 2,522 | 1,160 | 1,451 | 7,632

PPHE Hotel Group Annual Report and Accounts 2025
156 157
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
a. Acquisition of Park Plaza® Hotels & Resorts management and franchise rights and lease rights
(1) Management rights – rights held by the Group relating to the management of Park Plaza® Hotels & Resorts in Europe, the Middle East and
Africa. The management rights are included in the consolidated financial statements at their fair value as at the date of acquisition and
are being amortised over a 20-year period based on the terms of the existing contracts and management estimation of their useful life.
The remaining amortisation period is 1.5 years.
(2) Franchise rights relating to the brand ‘Park Plaza® Hotels & Resorts’ are included in the consolidated financial statements at their fair
value as at the date of acquisition and are being amortised over a 20-year period based on management’s estimation of their useful life.
The remaining amortisation period is 1.5 years.
b. Acquisition of art’otel® rights
In 2007, the Group acquired from CCS Capital Concept Services Gmbh (the ‘vendor’) the worldwide rights to use the art’otel® brand name for
an unlimited period of time. The rights are being amortised over a 20-year period based on management’s estimation of their useful life. The
remaining amortisation period is 1.5 years. In December 2020, the Group acquired certain rights which were assigned to the vendor under
the original agreement for a cash consideration of €0.3 million (£0.2 million) and 80,000 shares of the Company. The additional rights are
amortised based on management’s estimation of their useful life.
c. Other intangible assets
These mainly include the brand name and internal domain obtained in the acquisition of Arena, which are being amortised over 20 years
based on management’s estimation of their useful life, and software, which is being amortised over four to five years.
d. Amortisation
Amortisation of intangible assets is calculated using the straight-line method over the estimated useful life of the intangible assets.
e. Impairment
In 2025, there were no indicators of impairment.
Note 4 Property, plant and equipment

|  |  | Property & | Income Units | Furniture, |
|  | Hotel | assets under | sold to private | fixtures and |
| Land | buildings | construction | investors 1 | equipment | Total
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000
Cost: |  |  |  |  |  |
Balance as at 1 January 2025 | 351,590 | 968,836 | 49,318 | 124,798 | 305,675 | 1,800,217
Additions during the year | 31,881 | 18,685 | 1,502 | 1,107 | 24,734 | 77,909
Disposal 3 | – | (410) | (2,808) | (222) | (51,767) | (55,207)
Buy-back of Income Units sold to private investors | 320 | 2,317 | – | (2,918) | 281 | –
Reclassification 2 | (1,047) | 29,256 | (32,949) | – | 3,691 | (1,049)
Adjustment for exchange rate differences | 6,059 | 20,851 | 293 | – | 6,361 | 33,564
Balance as at 31 December 2025 | 388,803 | 1,039,535 | 15,356 | 122,765 | 288,975 | 1,855,434
Accumulated depreciation and impairment: |  |  |  |  |  |
Balance as at 1 January 2025 | 17,114 | 158,372 | – | 23,984 | 179,371 | 378,841
Provision for depreciation | 317 | 20,338 | – | 1,346 | 17,842 | 39,843
Disposal 3 | – | (2,846) | – | (222) | (51,660) | (54,728)
Reclassification | – | (10) | – | – | 10 | –
Buy-back of Income Units sold to private investors | – | 370 | – | (578) | 208 | –
Impairment | 19,818 | 3,915 | – | – | – | 23,733
Adjustment for exchange rate differences | (271) | 4,004 | – | – | 3,268 | 7,001
Balance as at 31 December 2025 | 36,978 | 184,143 | – | 24,530 | 149,039 | 394,690
Net book value as at 31 December 2025 | 351,825 | 855,392 | 15,356 | 98,235 | 139,936 | 1,460,744
Cost: |  |  |  |  |  |
Balance as at 1 January 2024 | 358,345 | 810,680 | 232,887 | 128,148 | 233,373 | 1,763,433
Additions during the year | – | 17,525 | 16,021 | 916 | 36,749 | 71,211
Disposal | (17) | (1,222) | (441) | – | (728) | (2,408)
Buy-back of Income Units sold to private investors | 471 | 3,411 | – | (4,266) | 384 | –
Reclassification 2 | – | 156,808 | (198,733) | – | 42,039 | 114
Adjustment for exchange rate differences | (7,209) | (18,366) | (416) | – | (6,142) | (32,133)
Balance as at 31 December 2024 | 351,590 | 968,836 | 49,318 | 124,798 | 305,675 | 1,800,217
Accumulated depreciation and impairment: |  |  |  |  |  |
Balance as at 1 January 2024 | 16,911 | 143,889 | – | 23,529 | 166,274 | 350,603
Provision for depreciation | 312 | 18,263 | – | 1,266 | 16,735 | 36,576
Disposal | – | (1,212) | – | – | (713) | (1,925)
Reclassification | – | 92 | – | – | 22 | 114
Buy-back of Income Units sold to private investors | – | 513 | – | (811) | 298 | –
Adjustment for exchange rate differences | (109) | (3,173) | – | – | (3,245) | (6,527)
Balance as at 31 December 2024 | 17,114 | 158,372 | – | 23,984 | 179,371 | 378,841
Net book value as at 31 December 2024 | 334,476 | 810,464 | 49,318 | 100,814 | 126,304 | 1,421,376

1 This includes 432 rooms (2024: 443) in Park Plaza London Westminster Bridge, for which the cash flows, derived from the net income generated by these Income Units, were sold to private
investors (see Note 2(e)). The proceeds from the purchases have been accounted for as a variable rate financial liability (see Note 15).
2 In 2025, the reclassification mainly relates to the completion of the construction of art’otel Rome Piazza Sallustio. In 2024, the reclassification mainly relates to the completion of the
construction of art’otel London Hoxton.
3 During the year, the Group completed a review of its fixed asset register and removed fully depreciated items that are no longer in use. The original cost of the assets disposed of was £53.0.
This exercise had no impact on the consolidated statement of financial position or profit and loss.
PPHE Hotel Group Annual Report and Accounts 2025
158 159
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
a. For information regarding liens, see Note 12
b. Impairment
In 2025, the Group faced a volatile real estate environment impacting the hotel industry and its property operations. Management reviewed
the carrying amounts of its non-financial assets to determine whether there was any indication that those assets may be impaired at
31 December 2025. Each hotel operating unit is considered as a cash generating unit (“CGU”) as it is the smallest identifiable group of assets
that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. The recoverable amount
of CGUs in most cases was measured at fair value less costs of disposal by a third-party valuer using a discounted cash flow approach that
measured the present value of projected cash flows based on management and market expectation. The key assumptions are net operating
income, discount rates, and capitalisation rates. Within the fair value hierarchy, this is categorised as a Level 3 fair value measurement. The
discount rates applied to cash flow projections range between 7.75%–11%.
Based on the results of these assessments, certain CGUs whose carrying amounts exceeded their recoverable amounts were impaired at
31 December 2025. The Group recorded an impairment loss in respect of one property in the UK segment in the amount of £19.8 million, one
property in the Croatia segment in the amount of £0.9 million, two properties in the other segment in the amount of £3.0 million and in one
property in the Management and Central Services segment in the amount of £3.4 million. The impairment was recorded in depreciation,
amortisation and impairment in the consolidated income statement. Conversely, for one property in the UK segment the recoverable amount
exceeded the carrying value leading to the reversal of previously recognised impairment losses of £3.4 million. The reversal was also
recorded in depreciation, amortisation and impairment in the consolidated income statement.
c. Capitalised borrowing costs
Borrowing costs were capitalised as part of the refurbishment of the property in Rome, Italy, which reopened in Q1 2025. The amount of
borrowing costs capitalised related to this project during the year ended 31 December 2025 was €0.2 million (£0.2 million) (2024: €1 million
(£0.9 million)). The rate used to determine the amount of borrowing costs eligible for capitalisation was 4.4%, which is the effective interest rate
of the specific borrowing.
Note 5 Investment in joint ventures and subsidiaries with significant non-controlling interests
a. Investment in joint ventures
The Group holds, through its subsidiary Arena Hospitality Group d.d., 50% interest in ABM Hotel Holding B.V., art’otel Berlin Mitte/Park Plaza
betriebsgesellschaft mbH, PPBK Hotel Holding B.V. and Park Plaza betriebsgesellschaft mbH (the ‘ABM and PPBK JV’). The ABM and PPBK JV
owns and operates the Radisson RED Berlin Kudamm and the art’otel Berlin Mitte hotels in Germany. The Group’s interest in the ABM and PPBK
JV is accounted for using the equity method in the consolidated financial statements.

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Loans to joint ventures 1 | 9,619 | 9,535
Share of net assets under equity method | (1,546) | (1,302)
Investment in joint ventures | 8,073 | 8,233

1 The loans to joint ventures amount includes a euro loan bearing an interest of Euribor +2.5% per annum.
The share in net loss amounts to £330 thousand (2024: net loss of £268 thousand).
b. Summarised financial information of subsidiary with material non-controlling interests
(i) Signature Top Ltd
Long-term partnership for 49% of Park Plaza London Riverbank and art’otel London Hoxton development project
On 23 June 2021, a wholly owned subsidiary of PPHE Hotel Group entered into a sale and purchase agreement with Clal Insurance (‘Clal’), one
of Israel’s leading insurance and long-term savings companies. As part of this agreement, Clal became a non-controlling interest partner and
owner of 49% of the shares of Signature Top Ltd, a wholly owned subsidiary of the Group (‘Signature Top’) which indirectly holds the real
estate and operations of both the 646-room Park Plaza London Riverbank (‘Riverbank’) and the 357-room art’otel London Hoxton hotel
(‘Hoxton’), which was opened in 2024.
As part of this agreement, Clal was granted five million share appreciation rights (SAR) of the Company, which have a seven-year maturity with
a strike price of £16 per share and a cap of £21 per share. The SAR will vest as follows:
• 500,000 SAR units shall vest and become exercisable on the first anniversary of the completion of the sale and purchase agreement
(‘Completion’);
• 500,000 SAR units shall vest and become exercisable on the date being 18 months after Completion; and
• The remaining four million SAR units shall vest and become exercisable on the second anniversary of Completion.
Upon exercise, the Company will have a right to determine whether an amount equal to the SAR Value as of the date of the exercise will be
satisfied by a payment of cash or by the issuance of the Company’s shares.
The SAR instrument, which is included in Level 3 in the fair value hierarchy, was valued internally at an amount of £7.1 million (2024: £3.5 million)
using the Black-Scholes model and is included in current liabilities under Other payables and accruals in the Group’s consolidated balance
sheet. The following lists the inputs used for the fair value measurement:

Dividend yield | 2.5%
Expected volatility of the share price | 41.1%
Risk-free interest rate | 4.68%
Years to expiration | 2.5 years

As at 31 December 2025, the Group owned 51% (2024: 51%) of Signature Top Ltd. The amount of accumulated non-controlling interests
as at 31 December 2025 amounts to £88,831 thousand (2024: £103,616 thousand) and the income and comprehensive income allocated
to the non-controlling interests in 2025 amounts to a loss of £11,791 thousand (2024: loss of £2,058 thousand) and £14,785 thousand (2024:
profit of £338 thousand) respectively.
Below is selected financial information relating to the long-term partnership with Clal, as at 31 December 2025 and 2024, and for the years
ended 31 December 2025 and 31 December 2024.

| 2025 | 2024
| £’000 | £’000
Non-current assets | 471,258 | 493,221
Current assets | 19,791 | 31,259
Non-current liabilities | 286,842 | 285,495
Current liabilities | 22,920 | 27,525
Revenue | 75,487 | 58,969
EBITDA | 21,024 | 13,353
Loss for the year | (24,063) | (4,201)
Total comprehensive income (comprehensive loss) | (30,174) | 689

(ii) Arena Hospitality Group d.d.
As at 31 December 2025, the Group owned approximately 66.1% (2024: 54.9%) of Arena Hospitality Group d.d. (‘Arena’). During 2025, the
Company purchased 523,723 shares of Arena for a consideration of €18.8 million (£15.8 million) and Arena purchased 51,075 of its own
shares for a consideration of €1.9 million (£1.6million). During 2025, Arena reissued a total of 15,000 out of treasury shares to employees who
exercised options. The difference between the adjustment of the non-controlling interests and the net consideration paid of approximately
€4.4 million (£3.7 million) was recorded in retained earnings. As a result of those transactions, the Group’s share in Arena increased to 66.1%.
The amount of accumulated non-controlling interests as at 31 December 2025 amounts to £71,326 thousand (2024: £89,249 thousand) and
the income and comprehensive income allocated to the non-controlling interests in 2025 amounts to a profit of £1,486 thousand (2024: £2,468
thousand) and profit of £5,354 thousand (2024: loss of £1,805 thousand) respectively.
In 2025, Arena paid a dividend of €5.5 million to its shareholders (2024: €3.8 million).
PPHE Hotel Group Annual Report and Accounts 2025
160 161
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
Below is selected financial information relating to Arena, as of 31 December 2025 and 2024, and for the years ended 31 December 2025
and 2024.

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Non-current assets | 370,476 | 354,705
Current assets | 27,604 | 37,297
Non-current liabilities | 134,764 | 156,797
Current liabilities | 52,963 | 37,266
Revenue | 123,751 | 120,109
EBITDA | 30,384 | 29,574
Profit for the year | 7,759 | 5,538
Total comprehensive income (comprehensive loss) | 17,932 | (3,808)

(iii) European Hospitality Real Estate Fund
In March 2023, the Group launched a new European Hospitality Real Estate Fund (the ‘Fund’) with a target size of up to €250 million. Clal
Insurance (‘Clal’), one of Israel’s leading insurance and long-term savings companies, participated as a cornerstone investor, committing up to
€75 million (limited to 49% of total participation). The Group also committed to invest up to €50 million in the Fund. As part of the agreement
signed with Clal, it was decided to incorporate the Fund under Signature Top II Ltd (‘Signature Top II’), a UK incorporated company, with a 51%
ownership by the Group and 49% ownership by Clal, until additional investors join. At the inception of the Fund, PPHE contributed the shares
of Società Immobiliare Alessandro De Gasperis S.r.l., the owner of the art’otel Rome Piazza Sallustio, valued at €29.3 million (£25.8 million), for
its 51% participation in Signature Top II. Clal made an initial cash contribution of €28.1 million (£24.8 million) for its 49% participation.
On 20 June 2025, the Fund entered into an agreement for the acquisition of a 13,000 m
2
mixed-use development site in a prime central
location near the City of London and Tower Bridge, with planning permission (“Leman Street”) for a consideration of £17.5 million. Due to open
in 2029, the hotel will feature a select service Radisson RED lifestyle hotel, with a minimum of 182 bedrooms, a restaurant, bar and gym, and
41,000 ft
2
of office space.
The total anticipated investment for the project is approximately £90 million, inclusive of the site acquisition cost. The acquisition, including
transaction costs of £0.9 million, amounted to £18.4 million and was financed by the Fund and completed in September 2025.
In 2025, the Fund’s shareholders contributed €28 million (£24.3 million) (the Group share was €14.3 million (£12.4 million)), which was applied,
among other purposes, towards the acquisition deposit, initial design and planning costs associated with the development, and to support
art’otel Rome Piazza Sallustio which was opened on 6 March 2025.
Under the terms of the investment agreement, the investment period has now expired.
As at 31 December 2025, the Group owned 51% (2024: 51%) of Signature Top II. The amount of accumulated non-controlling interests as at
31 December 2025 amounts to £31,003 thousand (2024: £20,500 thousand) and the loss and comprehensive loss allocated to the non-
controlling interests in 2025 amounts to £2,271 thousand (2024: £884 thousand) and £1,253 thousand (2024: £2,069 thousand) respectively.
Note 6 Other non-current assets

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Income Units in Park Plaza County Hall London 1 | 18,300 | 18,150
Rent security deposits | 364 | 346
Derivative financial instruments (see Note 29(a)) | 21,173 | 28,398
Other non-current assets | 1,669 | 99
| 41,506 | 46,993

1 On 14 July 2017, the Group acquired an ownership interest in Park Plaza County Hall London through its purchase of 44 aparthotel units and the associated shares in the management
company of the hotel, South Bank Hotel Management Company Limited. The purchase price was £16.0 million. In October 2017, an additional two units were purchased for £0.7 million. Upon
initial recognition, the investment was designated in the consolidated financial statements at fair value through profit and loss. In return for the consideration paid, the Company receives
999 years of net income from specific revenue-generating units of the hotel (contractual right to a stream of future cash flows). This investment is managed and its performance is
evaluated by the Group management on a fair value basis in accordance with the Group investment strategy. As the cash flows from this investment are not solely payments of principal
and interest, under IFRS ,9 the investment is classified and measured at fair value through profit or loss. The fair value of the Income Units as of the reporting date was £18.3 million based
on an independent valuation prepared by Savills using a discount rate of 9.75% and a cap rate of 7.25%.
Note 7 Trade receivables
a. Composition:

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Trade receivables | 14,571 | 19,270
Less – expected credit losses | (684) | (558)
| 13,887 | 18,712

Trade receivables are non-interest bearing. The Group’s policy provides an average of 30 days’ payment terms.
b. Movements in the allowance for expected credit losses of trade receivables were as follows:

| 2025
| £’000
As at 1 January 2025 | (558)
Write-off | 30
Additions | (129)
Exchange rate differences | (27)
As at 31 December 2025 | (684)
As at 1 January 2024 | (537)
Write-off | 115
Additions | (157)
Exchange rate differences | 21
As at 31 December 2024 | (558)

PPHE Hotel Group Annual Report and Accounts 2025
162 163
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
c. As at 31 December, the ageing analysis of trade receivables is as follows:

|  |  |  | Past due |  |
|  | Not |  | 31 to | 61 to |
| Total | past due | < 30 days | 60 days | 90 days | > 90 days
2025 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000
Trade receivables | 14,571 | 5,419 | 6,806 | 1,301 | 104 | 941
Less – expected credit losses | (684) |  |  |  |  | (684)
| 13,877 | 5,419 | 6,806 | 1,301 | 104 | 257

|  |  |  | Past due |  |
|  | Not |  | 31 to | 61 to |
| Total | past due | < 30 days | 60 days | 90 days | > 90 days
2024 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000
Trade receivables | 19,270 | 6,467 | 9,816 | 1,130 | 683 | 1,174
Less – expected credit losses | (558) |  |  |  |  | (558)
| 18,712 | 6,467 | 9,816 | 1,130 | 683 | 616

Note 8 Other receivables and prepayments

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Prepaid expenses | 8,199 | 10,403
VAT and other taxes | 4,897 | 6,239
Current tax receivable | 1,221 | 109
Related parties | 150 | 74
Others | 690 | 858
| 15,157 | 17,683

Note 9 Cash and cash equivalents

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Cash at banks and on hand | 84,243 | 78,244
Money market funds | 39,223 | 34,981
| 123,466 | 113,225

Cash at banks earns interest at floating rates based on daily bank deposit rates. In addition, the Group invests in money market funds that
invest in highly liquid financial instruments such as treasury bills, commercial papers and certificates of deposit, and are available for
immediate drawdown depending on the immediate cash requirements of the Group. Money market funds are measured at fair value and the
gains are recorded in the income statement under Financial income.
Note 10 Equity
a. Share capital
The authorised share capital of the
Company is represented by an unlimited
number of ordinary shares with no
par value.
As at 31 December 2025, the number of
ordinary shares issued and fully paid was
44,347,410 (2024: 44,347,410), 2,491,086
of which were held as treasury shares
(2024: 2,558,086).
The Company’s shares are admitted to the
Equity Shares – Commercial Companies
category of the Official List of the Financial
Conduct Authority (FCA) and to trading on
the Main Market for listed securities of the
London Stock Exchange.
b. Treasury shares
During 2025, the Company issued 67,000
of its ordinary shares from its treasury
account for nil consideration in order to
satisfy an exercise of options. As a result,
the cost of the treasury shares (£380
thousand) was charged to the share
premium account.
The total number of treasury shares as at
31 December 2025 is 2,491,086
(2024: 2,558,086).
c. Nature and purpose of reserves
Foreign currency translation reserve
The foreign currency translation reserve
is used to record exchange differences
arising from the translation of the financial
statements of foreign operations.
Hedging reserve
This reserve comprises the gain or loss on
a hedging instrument in a cash flow hedge
that is determined to be an effective hedge.
Note 11 Share-based payments
The Company operates two option plans for
the benefits of employees of the Group: the
first was adopted in 2007 and the second
was adopted in 2020.
2007 Option Plan
The 2007 Plan has two types of options:
Option A and Option B. The exercise price
of both options will not be less than the
closing price of a share on the dealing day
immediately preceding the grant date (as
published in the Daily Official List of the
London Stock Exchange). Option A vests
over a period of three years from the grant
date and Option B vests at the end of three
years from the grant date. Unexercised
options expire ten years after the grant
date. The plan does not include any
performance conditions.
As at 31 December 2025, there were 12,500
exercisable options outstanding under the
2007 Option Plan. These options were
granted to employees of the Company in
past years. No further grants can be made
under this plan.
2020 PPHE Executive Share Option Plan
The Board has adopted a ‘2020 PPHE
Executive Share Option Plan’, under
which employees of the Company and its
subsidiaries receive remuneration in the
form of share-based compensation. The
plan has the following principal terms:
The plan has four types of options:
• Option A: market value options – options
that are linked to the market value of the
shares in the Company.
• Option B: salary related options –
whereby employees agree to a reduction
in their base salary in exchange for the
right to acquire shares at nil-cost. These
options normally vest after 12 months
subject to an additional six-month
holding period.
• Option C: deferred bonus awards –
allowing the award of the number of
shares determined by the Remuneration
Committee in lieu of some or all of the
annual bonus.
• Option D: performance share awards –
options which are granted subject to
specified performance targets.
Notwithstanding the extent to which any
performance target is satisfied, the
number of vested award shares may be
reduced by the Committee to ensure that
the number of vested award shares is
appropriate taking into account the
underlying business performance of
the Group.
• Option E: Restricted Stock Award-
Contingent Share Award or Nil-Cost
Option Award.
These awards are subject to the rules of the
PPHE Executive Incentive Plan 2020, which
may include: long-term vesting periods
prescribed by the Committee upon grant;
good-leaver and bad-leaver provisions
allowing the Committee to exercise
discretion as to when it might
be appropriate for an award to vest in spite
of the relevant employee leaving the Group;
post vesting holding periods determined by
the Committee at the time of the award;
performance conditions; and share capital
dilution limits. The plan allows dividends or
dividend equivalents to accrue, subject to
the Committee’s discretion.
At any time, the total number of shares
issued and/or available for grant (in a
ten-year period) under the 2007 Share
Option Plan, the 2020 PPHE Executive
Incentive Plan and under any other
employee share scheme which the Company
may establish in the future may not exceed
5% of the Company’s issued share capital at
that time.
PPHE Hotel Group Annual Report and Accounts 2025
164 165
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
2022 Long-Term Incentive Plan
In June 2022, the Remuneration Committee approved a Long-Term Incentive Plan (LTIP) conditional grant of 93,000 options with a nil
exercise price (Option D under the 2020 Option Plan). The grant was subject to performance conditions determined by the Remuneration
Committee in accordance with the 2020 Option Plan rules and the Company’s Remuneration Policy, and had a vesting period of 36 months
starting on 1 January 2022 with a 24-month holding period. At the beginning of 2025, the Remuneration Committee recognised that the LTIP
performance target in relation to the Total Shareholder Return (TSR), which equates to 50% of the awards (46,500 options), was not met during
the performance period. However, after thorough consideration of the broader context, including macro-economic challenges such as rising
interest rates, inflationary pressures and a volatile real estate environment, in 2025, the Committee concluded that it is appropriate to
exercise discretion and grant the full LTIP allocation.
Grants in the period
In 2025, no new grants were awarded other than the discretionary grant of the full LTIP under the 2022 LTIP, as mentioned above.
In March 2024, a Restricted Stock Award grant had been approved of 207,500 options with a nil exercise price (Option E under the 2020 Option Plan).
This grant was given in part in exchange of forfeiting 190,000 fully vested options with an exercise price of £13 that were granted to employees in
2020. The grant has a vesting period of 36 months starting 1 March 2024 with no holding period. In line with IFRS 2, the fair value of this grant was
determined based on the difference between the fair value of the options that were granted and the fair value of the options that were forfeited.
The following lists the inputs to the binomial model used for the fair value measurement of the 207,500 options granted:

Strike price (exercise price) | Nil
Dividend yield | 2.8%
Expected volatility of the share prices | 41.4%
Risk-free interest rate | 3.9051%
Expected life of share options | 5 years
Weighted average share price at the grant date | 1,295.0 pence
Fair value per option | 1,193.0 pence

The following lists the inputs to the binomial model used for the fair value measurement of the 190,000 forfeited options:

Strike price (exercise price) | 1,300.0 pence
Dividend yield | 2.8%
Expected volatility of the share prices | 41.4%
Risk-free interest rate | 3.9051%
Expected life of share options | 4 years
Weighted average share price at the grant date | 1,295.0 pence
Fair value per option | 393.0 pence

Furthermore, in 2024, the Remuneration Committee approved a three-year annual bonus plan to the Executive Leadership Team, including a
deferred bonus award of a total of 153,000 options with a nil exercise price (Option C under the 2020 Option Plan), which will be granted
subject to performance conditions for each of 2024, 2025 and 2026. Employees were offered to participate in the annual bonus plan in part in
exchange of forfeiting 153,000 fully vested options with an exercise price of £14.3 that were granted in 2018. The performance conditions will
be examined in respect of each financial year of 2024, 2025 and 2026. The performance conditions for 2024 had been fulfilled. In line with IFRS
2, the fair value of this grant was determined based on the difference between the fair value of the options that were granted and the fair
value of the options that were forfeited.
The following lists the inputs to the binomial model used for the fair value measurement of the 153,000 options granted:

Strike price (exercise price) | Nil
Dividend yield | 2.8%
Expected volatility of the share prices | 41.4%
Risk-free interest rate | 3.9051%
Expected life of share options | 5 years
Weighted average share price at the grant date | 1,295.0 pence
Fair value per option | 1,226.0 pence

The following lists the inputs to the binomial model used for the fair value measurement of the 153,000 forfeited options:

Strike price (exercise price) | 1,430.0 pence
Dividend yield | 2.8%
Expected volatility of the share prices | 41.4%
Risk-free interest rate | 3.9051%
Expected life of share options | 2 years
Weighted average share price at the grant date | 1,295.0 pence
Fair value per option | 249.0 pence

The expected life of the share options is based on historical data, current expectations and empirical data. It is not necessarily indicative of
exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility of the Company’s share price
over a period similar to the life of the options is indicative of future trends, which may not be reflective of the actual outcome.
The expense arising from equity-settled share-based payment transactions during 2025 was £1,602 thousand (2024: £1,389 thousand). Total
exercisable options under the 2020 Option Plan at 31 December 2025 were 149,074 (2024: 97,998).
Movements during the year
The following table illustrates the number (No.) and weighted average exercise prices (EP) of, and movements in, share options during 2024
and 2025:

| No. of | No. of | No. of | No. of | No. of | No. of |
| options A | options A | options B | options C | options D | options E |
| (2007 | (2020 | (2020 | (2020 | (2020 | (2020 |
| Option Plan) | Option Plan) | Option Plan) | Option Plan) | Option Plan) | Option Plan) | EP
Outstanding as at 1 January 2025 | 37,500 | 37,000 | 37,998 | 176,000 | 93,000 | 200,750 | £1.75
Options forfeited during the year | – | – | – | – | – | (9,500) | nil
Options exercised in the year | (25,000) | – | (3,924) | (40,000) | (49,000) | – | £3.03
Outstanding as at 31 December 2025 | 12,500 | 37,000 | 34,074 | 136,000 | 44,000 | 191,250 | 1.45
Outstanding as at 1 January 2024 | 190,500 | 227,000 | 46,721 | 70,000 | 93,000 | – | £9.05
Options forfeited during the year | (153,000) | (190,000) | – | – | – | (6,750) | £13.3
Options exercised in the year | – | – | (8,723) | (47,000) | – | – | nil
Options granted during the year | – | – | – | 153,000 | – | 207,500 | nil
Outstanding as at 31 December 2024 | 37,500 | 37,000 | 37,998 | 176,000 | 93,000 | 200,750 | £1.75

As at 31 December 2025, the number of exercisable options was 161,574 (2024: 135,498) with an EP of £4.1 (2024: £7.5).
The weighted average remaining contractual life for the share options outstanding as at 31 December 2025 is 7.4 years (2024: 7.9 years).
The range of exercise prices for options outstanding at the end of the year was nil to £14.3 (2024: nil to £14.3).
PPHE Hotel Group Annual Report and Accounts 2025
166 167
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
Note 12 Pledges, contingent liabilities and commitments
a. Pledges, collateral and securities
Substantially all of the Group’s assets and all of the rights connected or related to the ownership of the assets (including shares of subsidiaries
and restricted deposits) are pledged in favour of banks and financial institutions as security for loans received. For most of the loans, specific
assets are pledged as the sole security provided.
b. Restricted cash
Under certain facility agreements, funds need to be held in restricted deposit accounts in order to pay the debt service for a subsequent
period. The total deposits held amount to £12.9 million and are presented as restricted in the financial statements.
c. Commitments
(i) Management and franchise agreements
1. The Group entered into a Territorial Licence Agreement (the ‘Master Agreement’) with Radisson Hotel Group (‘Radisson’). Under the
Master Agreement, the Group, among other rights, is granted an exclusive licence to use the brand ‘Park Plaza® Hotels & Resorts’ in 56
territories throughout Europe, the Middle East and Africa in perpetuity (the ‘Territory’).
The Master Agreement also allows the Group to use, and license others to use, the Radisson systems within the Territory, which right
includes the right to utilise the Radisson systems’ international marketing and reservations facilities and to receive other promotional
assistance. The Group pays Radisson a fee based on a percentage of the hotels’ gross room revenue, which fees are recognised in the
income statement as incurred.
2. Within the terms of the management agreements, the hotels were granted by the Group a licence allowing them to use, throughout the
term of the management agreements, the ‘Park Plaza® Hotels & Resorts’ and ‘art’otel®’ brand names. See Note 2(h) regarding the
accounting for management and franchise fees received.
(ii) Construction contract commitment
As at 31 December 2025, the Group had no capital commitments.
(iii) Guarantees
1. The Company guarantees cost overruns and the practical completion of the art’otel London Hoxton development under the £180 million
construction financing facility agreement granted by Bank Hapoalim B.M. and in relation to the long-term partnership with Clal. As of
31 December 2025, the Company does not expect to have additional cost overruns on top of what was already contributed in previous
years.
Note 13 Borrowings
The borrowings of the Group are composed as follows:

| € | £ | $ |
| denominated | denominated | denominated | Total
As at 31 December 2025 | £’000 | £’000 | £’000 | £’000
Fixed interest rate | 282,205 | 456,599 | – | 738,804
Weighted average interest rate | 3.29% | 4.49% | – |
Variable interest rate | 47,625 | 125,165 | 6,137 | 178,927
Weighted average interest rate | 4.65% | 6.13% | 7.87% |
Total | 329,830 | 581,764 | 6,137 | 917,731
Weighted average interest rate | 3.49% | 4.84% | 7.87% | 4.37%

| Outstanding |  |  |  |  |  |
Maturity analysis 2025 | amount | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Thereafter
Total borrowings | 917,731 | 71,145 | 59,182 | 214,180 | 41,104 | 347,890 | 184,230
Capitalised transaction costs and other adjustments | (4,260) | (1,107) | (1,084) | (877) | (615) | (438) | (139)

For securities and pledges, see Note 12.

| € | £ | $ |
| denominated | denominated | denominated | Total
As at 31 December 2024 | £’000 | £’000 | £’000 | £’000
Fixed interest rate | 282,978 | 572,232 | – | 855,210
Weighted average interest rate | 2.64% | 4.09% | – |
Variable interest rate | 5,045 | 18,950 | 8,968 | 32,963
Weighted average interest rate | 5.18% | 4.61% | 9.18% |
Total | 288,023 | 591,182 | 8,968 | 888,173
Weighted average interest rate | 2.69% | 4.11% | 9.18% | 3.70%

| Outstanding |  |  |  |  |  |
Maturity analysis 2024 | amount | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Thereafter
Total borrowings | 888,173 | 81,514 | 222,108 | 51,541 | 187,621 | 8,944 | 336,445
Capitalised transaction costs |  |  |  |  |  |  |
and other adjustments | (2,529) | (927) | (724) | (442) | (244) | (34) | (158)

For securities and pledges, see Note 12.
PPHE Hotel Group Annual Report and Accounts 2025
168 169
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
Revolving Credit Facility
On 30 June 2025, Park Plaza Hotels (UK)
Limited, a wholly owned subsidiary of the
Company, entered into a revolving credit
facility agreement with Santander UK Plc for
up to €40 million (£34.2 million). The facility is
provided on a three-year term and bears an
interest rate margin of 3.0% plus Euribor. As
of 31 December 2025, the Company utilised
€23.7 million (£20.7 million) under this facility.
Refinancing of Park Plaza
London Riverbank
On 20 November 2025, the Group entered
into an agreement to refinance its existing
loan with Aareal Bank AG (‘Aareal’) in relation
to Park Plaza London Riverbank (the ‘Hotel’).
This refinancing extends the existing 2016
facility with Aareal (the ‘Existing Facility’)
from its original maturity date of June 2026,
with a new maturity date in June 2030.
Under the new terms,
the £95.8 million facility will continue to
attract an all-in fixed interest rate of 3.248%
until the original maturity date of June 2026.
Following this, 85% of the loan will bear a fully
fixed interest rate of 5.72% until maturity,
with the floating interest rate applying to the
remainder of the loan. Additionally, under
the new terms, the loan will no longer be
subject to amortisation. The refinance was
accounted as a loan modification in line with
IFRS9.
New Dvadeset Osam d.o.o. loan with
Zagrebačka banka
On 30 October 2025, Dvadeset Osam d.o.o.
(‘Osam’), a wholly owned subsidiary of the
Company, entered into a new credit facility
agreement with Zagrebačka banka for an
amount of up to €17 million (£14.8 million).
The facility is secured by a pledge over
3.280 million shares of Arena held by Osam
in favour of the lender. The credit facility
has an eight-year term, carries an interest
margin of 1.8% over Euribor and includes
annual amortisation of €1.6 million with a
final bullet repayment at maturity. As at
31 December 2025, the Company had fully
drawn the €17 million (£14.8 million) available
under this facility.
Refinancing of Park Plaza Victoria London
On 15 December 2025, the Group
refinanced its existing loan with
Cornerstone Real Estate Advisers Europe
LLP related to Park Plaza Victoria London
(the ‘Hotel’). The refinancing terminated the
previous agreement and established a new
club deal with two lenders: ABN Amro and
Santander UK plc. Under the new
arrangement, the original 2016 facility was
extended from its prior maturity date of
April 2026 to December 2030, and the
available amount increased from £87 million
to £88 million. The facility bears a margin of
2.40% over SONIA and includes annual
amortisation of 2% until maturity.
In connection with the refinancing, the
Group amended its existing £100 million
interest rate swap entered into in 2022,
reducing the notional amount to
£79.2 million (representing 90% of the new
loan amount) and aligning the swap terms
with the new facility. The revised swap bears
an interest rate of 1.55%. The associated
swap cash flows will effectively reduce
interest payments and will be included in the
calculation of the Debt Service Cover Ratio
(‘DSCR’) covenant.
Refinance and extension of Bank Hapoalim
B.M. loan re: four UK properties
On 30 June 2025, the Group refinanced its
existing loan with BHI Israel related to Park
Plaza London Park Royal, Park Plaza Leeds,
Park Plaza Nottingham, and 46 units of Park
Plaza County Hall London (the ‘Hotels’). The
refinancing extended the maturity date
from 30 June 2025 to 31 December 2025
and converted the interest terms from a
fixed rate of 1.317% plus a 3.05% margin to
SONIA plus a 3.10% margin until maturity.
On 18 December 2025, the Group entered
into an amendment to further extend the
maturity date to 31 December 2029,
maintaining the same interest terms but
reducing the annual amortisation from
£2.125 million to £2 million. The loan
extension was treated as a loan
modification.
Arena Hospitality Group new loan with
OTP banca d.d.
On 26 May 2025, Arena Hospitality Group
d.d. entered into a new facility agreement
with OTP banka d.d. to finance investments
in the Stupica and Indija campsites. The
facility amounts to €3 million, carries a fixed
annual interest rate of 3.70%, and is
repayable in 28 equal instalments over the
term of the loan, with final maturity in
September 2032.
Aareal Dutch tranche refinance
On 4 September 2024, the Group entered
into an agreement to refinance its existing
loan with Aareal Bank AG (‘Aareal’) in relation
to all six of its Dutch hotels (art’otel
Amsterdam, Park Plaza Victoria
Amsterdam, Park Plaza Vondelpark,
Amsterdam, Park Plaza Amsterdam Airport,
Park Plaza Eindhoven, and Park Plaza
Utrecht) (the ‘Dutch Hotels’) and Holmes
Hotel London (‘Holmes’). This refinancing
extends the existing 2016 facility with Aareal
relating to these hotels (the ‘Existing Facility’)
from its original maturity date of June 2026
with a new maturity date in June 2031.
Under the new terms, the facility will
comprise two tranches, a €160 million
tranche (the ‘EUR Tranche’) and a £16 million
tranche (the ‘GBP Tranche’) instead of the
outstanding amounts of €156.5 million and
£15.4 million. The EUR Tranche will bear an
effective interest rate of 4.05% which
comprises an all-in fixed interest rate of
2.765% until June 2026, following which, an
all-in fixed interest rate of 4.49% will apply
until maturity. The GBP Tranche will bear
an effective interest rate of 5.67% which
comprises an all-in fixed interest rate of
3.9% until June 2026, following which a
competitive floating interest rate will apply.
This compares with an all-in fixed interest
rate of 2.165% in respect of the EUR loan and
a fixed interest rate of 3.3% in respect of the
Pound Sterling loan that applied under the
terms of the old facility .
The refinance was accounted as an
extinguishment in line with IFRS 9. The
difference between the old loan and new
loan (and the cash that was paid) was
recognised as a gain/loss from modification
(see Note 23a).
Amendment of the W29 loan
On 13 September 2024, W29 Owner LLC,
a wholly owned subsidiary of the Company,
amended the loan agreement with Bank
Hapoalim New York. Under the amended
agreement, the maturity date was extended
from 13 September 2024 to 13 September
2028 where the outstanding loan amount of
$12 million will be amortised over the loan
term ($3 million per year). The loan will bear
an interest of SOFR+ 4%.
b. The following financial covenants must be
complied with by the relevant Group companies:
• Under the amended UK Aareal facility, for
Park Plaza London Riverbank (the
‘borrower‘), the borrower must ensure,
on a quarterly basis, that the aggregate
amount of the outstanding facility
(£95.8 million, as at 31 December 2025)
does not exceed 45% of the value of the
Riverbank hotel as set out in the most
recent valuation (loan-to-value). In
addition, the borrower must ensure that,
on each interest payment date, the
Interest Cover Ratio (ICR) is not less than
140%, and the Cash Trap ICR is not less
than 175%.
• Under the Dutch Aareal facility, for all six
of the Group’s Dutch hotels and Grandis
(the ‘borrowers’), the borrowers must
ensure, on a quarterly basis, that the
aggregate amount of the outstanding
facilities (€160 million and £16 million) does
not exceed 60% of the value of the Dutch
hotels and Grandis as set out in the most
recent valuation (loan-to-value). In
addition, the borrowers must ensure
that, on each interest payment date, the
DSCR is not less than 140%, and the Cash
Trap ICR is not less than 170%.
• Under the AIG Asset Management
(Europe) Limited facility for Park Plaza
London Westminster Bridge, the
borrower must ensure, on a quarterly
basis, that the aggregate amount of the
outstanding facility (£174.5 million) does
not exceed 70% of the value of the hotel as
set out in the most recent valuation
(loan-to-value). In addition, the borrower
must ensure that, on each interest
payment date, the historical and
projected DSCR are not less than 140%.
The floating rate leg of this loan of
£2.1million (as at 31 December 2025) has
an associated interest rate cap, hedging
the risk of the all-in rate exceeding 3.5%.
• Under the facility with ABN Amro and
Santander UK plc, for Park Plaza Victoria
London, the borrower must ensure that
the aggregate amount of the outstanding
facility (£88 million) does not exceed 65% of
the value of the hotel as set out in the
most recent valuation (loan-to-value). In
addition, the borrower must ensure that,
on each interest payment date, the
historical DSCR is not less than 130% and
the leverage in relation to EBITDA doesn’t
excess 10x.
• Under the Bank Hapoalim loan for three
of the Group’s UK hotels and the 46 units
owned within Park Plaza County Hall
London, the borrowers must ensure that
the aggregate amount of the outstanding
loan (£34.4 million) does not exceed 60% of
the value of the properties and units
secured (loan-to-value).
• Under the Bank Hapoalim New York for
an amount of $12 million, and with an
outstanding amount of $8.25 million, PPHE
Hotel Group must ensure that it maintains
an aggregate net worth of at least
$33 million and have liquid assets with a
market value of at least $5 million.
• Under the Bank Hapoalim Loan relating to
art’otel London Hoxton, the borrower
must ensure that the aggregate amount
of the outstanding facility (£173 million)
does not exceed 75% of the value of the
hotel as set out in the most recent
valuation. Following the amendment dated
18 December 2025, the borrower must
also ensure that the ICR is not less than
1.2 on each quarter test date, the first
being 31 December 2026. Any breach of
the aforementioned covenants is subject
to an equity cure option. In addition, on
each test date, the total equity of PPHE
Hotel Group must not be less than: (i)
£150 million; and (ii) 20% of its asset value.
• Under the loan agreement granted by
Santander UK Plc to Park Plaza Hotels (UK)
Limited, with an outstanding amount
of€23.73 million, the borrower must
ensure that at all times its tangible net
worth exceeds £300 million. In addition,
the borrower must: (i) ensure that the UK
borrowings to aggregate UK asset value
does not at any time exceed 60%; (ii)
ensure that on each test date, the UK
interest cover ratio for the borrower and
its subsidiaries is greater than 1.25; (iii)
ensure that the drawn amount under this
facility to the unencumbered market
value of Park Plaza London Waterloo
(determined in accordance with the most
recent valuation) does not at any time
exceed 65%; and (iv) maintain minimum
liquidity of £3 million at all times.
• Under the UniCredit S.p.A. facility for
Società Immobiliare Alessandro De
Gasperis S.r.l. (the ‘borrower’), the
borrower must ensure throughout the
entire term of the loan that the
outstanding amount of Tranche A and
Tranche B (€25 million) of the loan does not
exceed 60% of the value of the property.
Furthermore, on 31 December 2025 (the
‘first test date‘), the borrower undertakes
to ensure that the ratio between (i) the
EBITDA of the borrower relating to the
12-month period preceding the relevant
test date and (ii) the finance costs for the
same applicable period (ICR) and the ratio
between (i) the net operating profit of the
borrower generated in the 12-month
period preceding each test date and (ii)
the principal amount outstanding of
Tranche A and Tranche B under this
facilities agreement (Yield to Debt ratio) at
that test date are higher than 1.8 and 9%
for the first test date and higher than 2.0
and 10% respectively for each test date
thereafter. As at 31 December 2025, the
borrower was in breach the ICR and Yield
on Debt covenants; however, after the
balance sheet date, this loan was
PPHE Hotel Group Annual Report and Accounts 2025
170 171
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
refinanced with a new lender, Aareal AG.
The new facility will include a covenant of
Yield to Debt ratio at a minimum of 9%,
tested from 30 September 2027.
• Under the new Dvadeset Osam d.o.o. loan
with Zagrebačka banka, with an
outstanding amount of €17 million, the
borrower must ensure that the loan to
market value of the pledged shares ratio
is higher than 40% during the life of the
loan.
• Under the Deutsche Hypothekenbank AG
facility, for Park Plaza Nuremberg, the
borrower must ensure throughout the
entire term of the loan that the
outstanding amount (€10.3 million) of the
loan does not exceed 65% of the value of
the property used as collateral and that
the DSCR is not less than 1.35.
• Under the Deutsche Hypothekenbank AG
facility for ACO Hotel Holding B.V. and ABK
Hotel Holding B.V., the borrower must
ensure throughout the entire term of
the loan that the outstanding amount
(€26.9 million) of the loan does not exceed
70% of the value of the properties used as
collateral and that the DSCR is not less
than 1.10.
• Under the Zagrebačka banka d.d. joint
€32.0 million and HRK 205.0 million
facilities, with outstanding amounts of
€32.0 million and €6.3 million respectively,
the borrower, Arena Hospitality Group
d.d. must ensure that at year end,
based on audited stand alone financial
statements of the borrower, the DSCR is
equal to or greater than 120% during the
life of the loan and that the Net Debt/
EBITDA (‘net leverage ratio’) is equal to or
lower than 4.5 at year end 2021 and for
each succeeding calendar year during
the remaining life of the loan.
• Under the Zagrebačka banka d.d.
€10.0 million and HRK 60.0 million facilities,
with outstanding amounts of €5.8 million
and €2.3 million respectively, the
borrower, Arena Hospitality Group d.d.
must ensure that at year end, based on
audited consolidated financial statements
of the borrower, the DSCR is equal to or
greater than 120% during the life of the
loan and that the net leverage ratio is
equal to or lower than 4.5 at year end
2021 and for each succeeding calendar
year during the remaining life of the loan.
Additionally, the borrower undertakes
to maintain the ratio between the net
financial debt increased by the exposure
under guarantees for bank borrowings
and EBITDA to the maximum of 6.0.
Moreover, under the HRK 60 million
facility, the amount of the loan cannot
exceed 70% of the value of the properties.
• Under the Erste Banka d.d. €2.5 million
facility, with an outstanding amount of
€1.0 million, the borrower, Arena
Hospitality Group d.d. has to comply with
the following covenants calculated based
on stand alone financial statements,
tested once a year using audited financial
statements for the preceding year: DSCR
1 is equal to or greater than 3.5. DSCR 2
is equal or greater than 1.2. The net
leverage ratio is equal to or lower than
4.5. Additionally, the borrower
undertakes to maintain the ratio between
the net financial debt increased by the
exposure under guarantees for bank
borrowings and EBITDA to the maximum
of 6.0 until the end of the loan repayment.
The equity ratio has to be at least 30%.
• Under the club deal with Erste Banka d.d.
and Zagrebačka banka d.d. signed in
December 2020 for the purpose of
financing the refurbishment of Grand
Hotel Brioni Pula in the total amount of
€24.0 million, with an outstanding amount
of €18.7 million, the borrower, Arena
Hospitality Group d.d. has to comply with
the following covenants calculated based
on stand alone financial statements,
tested once a year using audited financial
statements for the preceding year: DSCR
1 is equal to or greater than 3.5. DSCR 2
is equal or greater than 1.2. Net leverage
ratio is equal to or lower than 4.5.
Additionally, the borrower undertakes
to maintain the ratio between the net
financial debt increased by the exposure
under guarantees for bank borrowings
and EBITDA to the maximum of 6.0 until the
end of the loan repayment. The amount of
the loan cannot exceed 70% of the
property used as collateral.
• Under the OTP Banka d.d. loan signed in
July 2020 for the purpose of financing the
purchase and subsequent refurbishment
of Guest House Hotel Riviera Pula in the
total amount of €10.0 million, with an
outstanding amount of €6.8 million, the
borrower, Arena Hospitality Group d.d.
has to comply with the following stand
alone covenants, tested once a year using
audited financial statements for the
preceding year: net leverage ratio is equal
to or lower than 4.5. The equity ratio has
to be at least 55%. The loan consists of two
equal tranches in the amount of
€5.0 million each. The loan has a deposit
build up mechanism, subject to certain
conditions.
• Under the Zagrebačka banka d.d. loan
signed in September 2021 as part of
HBOR’s programme for insurance of
liquidity portfolio for exporters related
with COVID-19 measurements in amount
of €20 million (£16.8 million), with an
outstanding amount of €4.4 million, the
borrower, Arena Hospitality Group d.d.
must ensure that DSCR is equal or
greater than 3.5 and that the ratio
between financial debt and EBITDA is
lower than 4.5 starting at December 2023
and onwards. Additionally, the borrower
undertakes to maintain the ratio between
the net financial debt increased by the
exposure under guarantees and EBITDA
to the maximum of 6.0 at the end of 2023
and onwards. Covenants are calculated
based on audited annual stand alone
financial statements. Also, during the loan
period, the borrower was not able
without bank confirmation to proceed
with payments of dividends or loans to
third parties. This loan matured June
2025.
• Under the Erste Group Bank AG loan
signed in November 2021, for the
purpose of financing the purchase of
hotel Franz Ferdinand Mountain Resort in
Nassfeld, Austria, in the total amount
€10.5 million, and with an outstanding
amount of €9.2 million, Arena Franz
Ferdinand GmbH as the borrower has to
comply with following stand alone hard
covenants: projected DSCR is equal or
greater than 1.15 at year end 2021 and
historical DSCR is equal or greater than
1.15 from year end 2023 onwards. The
amount of the loan cannot exceed 75% of
the property used as collateral starting
year end 2021 to year end 2023. The
borrower also has to comply with the
following soft covenants: from year end
2024 onwards, DSCR (projected and
historical) should be equal to or greater
than 1.35. The amount of the loan cannot
exceed 65% of the property used as
collateral at the year end 2024 until year
end 2026, and 60% from the year end
2026 and onwards.
• Under the Privredna banka d.d. loan
signed in November 2022 for the purpose
of refinancing investments done in Arena
Kazela Campsite in previous years, in the
total amount of €18.5 million, and with an
outstanding amount of €13.8 million, the
borrower, Arena Hospitality Group d.d.
has to comply with following covenants:
the DSCR is equal to or greater than
1.2 during the life of the loan based on
audited stand alone financial statements,
the net leverage ratio based on audited
stand alone financial statements is equal
to or lower than 4.5 from 2022 and for
each succeeding calendar year during
the remaining life of the loan. Additionally,
the borrower undertakes to maintain the
ratio between the net financial debt
increased by the exposure under
guarantees and EBITDA to the maximum
of 6.0 until the end of the loan repayment.
Moreover, the amount of the loan cannot
exceed 70% of the value of the properties
used as collateral.
• Under the HRVATSKA BANKA ZA OBNOVU
I RAZVITAK loan signed in May 2022 for the
purpose of financing the purchase of
mobile homes in Arena Stoja Campsite, in
the total amount of €2.9 million, and with
an outstanding amount of €1.3 million, the
borrower, Arena Hospitality Group d.d.
has to comply with the equity ratio being
at least 30% calculated based on stand
alone financial statements.
• Under the ERSTE&STEIERMÄRKISCHE
BANK d.d. loan signed in March 2022 by
Ulika d.o.o. as borrower for the purpose
of financing investment in the hotel in
Zagreb, in the amount of €12.6 million, and
with an outstanding amount of
€10.6 million, Arena as guarantor has to
comply with following covenants tested
once a year using audited stand alone
financial statements for the preceding
year: DSCR 1 is equal to or greater than
3.5. DSCR 2 is equal or greater than 1.2
throughout the life of the loan. Net
leverage ratio is equal to or lower than 4.5
at each year end during the remaining life
of the loan. Additionally, the guarantor
undertakes to maintain the ratio between
the net financial debt increased by the
exposure under guarantees for bank
borrowings and EBITDA to the maximum
of 6.0 until the end of the loan repayment.
The amount of the loan cannot exceed
100% of the property used as collateral.
The equity ratio has to be at least 30%.
Ulika d.o.o., as borrower, needs to
maintain a DSCR equal to or greater than
1.3 from 2026 onwards.
• Under the OTP banka d.d. loan signed
in May 2025 for the purpose of financing
the investments of Stupica and Indjia
Camps, in the amount of €3 million, and
with an outstanding amount of
€2.9 million, the borrower has to comply
with the following covenant: net debt to
EBITDA ratio is equal to or lower than 4.5
during the life of the loan.
Pursuant to bank loan agreements with
certain subsidiaries, these subsidiaries are
required to retain their cash balances for
use in their hotel operations and are
restricted from transferring the cash to
other entities in the Group without a prior
approval from the lenders.
As at 31 December 2025, other than the
mentioned above, the Group is in
compliance with all of its banking covenants.
Note 14 Provisions
Provision for concession fee on land
Tourist land provisions and obligations are
regulated under the Tourist and Other
Construction Land Not Appraised During
the Transition and Privatisation Process Act
from 2010 (the ‘TLA’). Under this legislation,
Arena submitted requests to the Republic of
Croatia and to the relevant municipalities
for the award of tourist land concessions
relating to land areas in eight campsites and
three tourist resorts in Croatia.
However, the TLA did not achieve its
intended objectives and failed to resolve the
ownership and usage issues related to
tourist land. As a result, investment activity
in such land was significantly limited, the
international competitiveness of Croatian
tourism decreased due to a lack of
development, and the state and local
municipalities experienced reduced income.
To address these issues, the Croatian
government adopted new legislation
intended to regulate, among other matters,
the ownership structure of tourist land and
the property relations between the
landowners and the owners of facilities
located on that land. In May 2020, the
Non-Appraised Construction Land Act (the
‘NCLA’) replaced the TLA, and all
proceedings initiated under the TLA were
suspended. Under the NCLA, the ownership
of land beneath facilities in campsites that
had been contributed as capital into Arena
is now legally recognised as owned by
Arena. The Republic of Croatia remains the
sole owner of all other land within those
campsites. For tourist resorts, the
ownership of land beneath facilities that
were contributed as capital into Arena is
likewise recognised as belonging to Arena.
Tourist land in resorts and surrounding
hotels that was not contributed as capital,
but serves the regular functioning of those
resorts and hotels, is to be owned by the
relevant local municipality.
For land in campsites owned by the Republic
of Croatia and land in tourist resorts owned
by local municipalities, Arena will, by
operation of law, become a long-term
(50-year) lessee. Lease agreements with the
state or local municipalities will be executed
once the procedures set out under the
NCLA are completed. In February 2024, the
PPHE Hotel Group Annual Report and Accounts 2025
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Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
government adopted the Regulation on Determination of Leases for Tourist Land on Which Hotels and Tourist Resorts Are Built, and the
Regulation on Determination of Leases on Campsite Land Owned by the Republic of Croatia. As proceedings regarding, among other matters,
the determination of maritime boundaries, campsite borders and ownership of land beneath campsite buildings remain ongoing, the
government has currently charged Arena rent for only 50% of the relevant land area. The remaining 50% will be charged once all outstanding
issues and proceedings have been resolved and finalised.
Additionally, under the Regulation and the NCLA, Arena has the option to cap rent at 4% of the total revenue of each individual campsite, and
this option will be applied across all campsites. Since the calculation of the rent based on this cap represents a variable lease payment under
IFRS 16, the Standard is not applied, and lease expenses continue to be presented in the income statement as operating expenses.
As the land status around hotels and tourist resorts remains unresolved, Arena continues to apply the previously established approach of
accruing rent expenses at a level expected to cover the total anticipated liability.
Management is still assessing the impact of this new regulation on the Company’s financial statements.

| 2025 | 2024
| £’000 | £’000
Balance as at 1 January | 4,995 | 5,233
Exchange rate differences | 260 | (238)
Balance as at 31 December | 5,255 | 4,995

Note 15 Financial liability in respect of Income Units sold to private investors

| 2025 | 2024
| £’000 | £’000
Total liability | 128,096 | 129,866
Due from investors for reimbursement of capital expenditure | (20,153) | (19,301)
| 107,943 | 110,565

This liability originated from the proceeds received from the sale to private investors of the future 999-year cash flows, derived from
certain Income Units in Park Plaza London Westminster Bridge. Furthermore, as the investors are required to fund all CAPEX to be made in
connection with these rooms, a receivable is recorded in each period for any excess of depreciation expense over the amounts paid by the
investors on account of CAPEX. This receivable is offset from the liability to the investors.
This liability is amortised over the term of the agreement, that being 999 years (see Note 2e).
Note 16 Other financial liabilities

|  | As at 31 December
| 2025 | 2024
| £’000 | £’000
Lease liabilities (see Note 17) | 279,037 | 275,224
Retention liability | 1,069 | 808
Other | 4,045 | 1,846
| 284,151 | 277,878

Note 17 Leases
Group as a lessee
The Group has lease contracts for various items which mainly includes hotels, land, offices and storage buildings. Leases of land have lease
terms between 125 and 199 years while hotel buildings, offices and storage have lease terms between 2 and 95 years. The Group’s obligations
under its leases are secured by the lessor’s title to the leased assets.
The Group also has certain leases with lease terms of 12 months or less and leases with low value. The Group applies the ‘short-term lease’
and ‘lease of low value assets’ recognition exemptions for these leases.
Set out below are the carrying amounts of right-of-use assets recognised and the movements during the period:

|  |  |  | Furniture, |
|  | Hotel | Offices and | fixtures and |
| Land | buildings | other | equipment | Total
| £’000 | £’000 | £’000 | £’000 | £’000
Cost: |  |  |  |  |
Balance as at 1 January 2025 | 110,711 | 135,072 | 10,269 | 24,031 | 280,083
Additions during the year | – | – | – | 123 | 123
Disposal | – | (11,478) | – | – | (11,478)
Re-measurement of right-of-use assets | 9,257 | 747 | 13 | – | 10,017
Reclassification | (8,659) | – | – | – | (8,659)
Adjustment for exchange rate differences | 39 | 3,050 | 71 | 11 | 3,171
Balance as at 31 December 2025 | 111,348 | 127,391 | 10,353 | 24,165 | 273,257
Accumulated depreciation and impairment: |  |  |  |  |
Balance as at 1 January 2025 | 7,236 | 22,282 | 5,344 | 19,956 | 54,818
Provision for depreciation | 1,123 | 3,219 | 884 | 626 | 5,852
Disposal | – | (11,118) | – | – | (11,118)
Reclassification | (166) | – | – | – | (166)
Adjustment for exchange rate differences | 29 | 885 | 40 | 1 | 955
Balance as at 31 December 2025 | 8,222 | 15,268 | 6,268 | 20,583 | 50,341
Net book value as at 31 December 2025 | 103,126 | 112,123 | 4,085 | 3,582 | 222,916
Cost: |  |  |  |  |
Balance as at 1 January 2024 | 108,896 | 135,195 | 9,170 | 24,038 | 277,299
Additions during the year | – | 100 | 1,196 | – | 1,296
Disposal | – | – | (45) | – | (45)
Re-measurement of right-of-use assets | 1,764 | 2,878 | – | – | 4,642
Reclassification | 85 | – | – | – | 85
Adjustment for exchange rate differences | (34) | (3,101) | (52) | (7) | (3,194)
Balance as at 31 December 2024 | 110,711 | 135,072 | 10,269 | 24,031 | 280,083
Accumulated depreciation and impairment: |  |  |  |  |
Balance as at 1 January 2024 | 6,563 | 19,576 | 4,471 | 17,474 | 48,084
Provision for depreciation | 687 | 3,600 | 905 | 2,482 | 7,674
Adjustment for exchange rate differences | (14) | (894) | (32) | – | (940)
Balance as at 31 December 2024 | 7,236 | 22,282 | 5,344 | 19,956 | 54,818
Net book value as at 31 December 2024 | 103,475 | 112,790 | 4,925 | 4,075 | 225,265

The amount of borrowing costs capitalised during the year ended 31 December 2025 was nil (2024: nil).
Set out below are the carrying amounts of lease liabilities (included under Other financial liabilities and Other payables) and the movements
during the period:

| 2025 | 2024
| £’000 | £’000
As at 1 January | 281,665 | 277,363
Additions | 123 | 1,296
Disposals 1 | (2,453) | (49)
Accretion of interest | 10,914 | 10,737

PPHE Hotel Group Annual Report and Accounts 2025
174 175
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued

Reclassification | (9,542) | –
Payments | (14,767) | (14,899)
Re-measurement of lease liability recorded in other expenses | 4,121 | 3,984
Re-measurement of lease liability adjusted against right-of-use assets | 10,016 | 4,642
Exchange rate differences recorded in profit and loss | (1,101) | 1,335
Adjustments for foreign exchange differences | 2,668 | (2,744)
As at 31 December | 281,644 | 281,665
Current | 2,607 | 6,441
Non-current | 279,037 | 275,224

1 mainly relates to the early termination of the lease for Park Plaza Wallstreet Berlin Mitte.
Set out below is a split of the lease liabilities, cash payments and effect in the income statement between lease agreements for a period longer
than 40 years (‘enduring leases’) and leases for a period of up to 40 years (‘fixed-term leases’).

| 31 December 2025 | Year ended |
|  | £’000 |
| Enduring | Fixed-term |
| leases (>40) | leases (<40) | Total
Lease liabilities | 256,415 | 25,229 | 281,644
Fixed lease payments | 9,931 | 4,836 | 14,767
Accretion of interest | 10,199 | 715 | 10,914
Depreciation | 2,626 | 3,226 | 5,852

| 31 December 2024 | Year ended |
|  | £’000 |
| Enduring | Fixed-term |
| leases (>40) | leases (<40) | Total
Lease liabilities | 251,468 | 30,197 | 281,665
Fixed lease payments | 9,719 | 5,180 | 14,899
Accretion of interest | 9,962 | 775 | 10,737
Depreciation | 4,200 | 3,474 | 7,674

Details regarding certain long-term lease agreements are as below:
(a) On 29 January 2020, the Group through its subsidiary Arena, entered into a 45-year lease for the development and operation of a
contemporary branded hotel in Zagreb, Croatia. The development, which is subject to obtaining the necessary permits, involves the
conversion of an iconic building in a prime location in the historic heart of the city. This 110-room hotel was opened in Q4 2023 and
included a destination restaurant and bar, wellness and spa facilities, fitness centre, event space and parking. The annual rent amounts
to €414 thousand.
(b) Grandis has a land leasehold interest, expiring in 2095, of Holmes Hotel London. Based on the latest rent review that was signed on
29 September 2022, the annual rent amounts to £1,250 thousand.
Grandis has an option to extend the lease to a total of 125 years, expiring in 2121. The Company also has an option to terminate the lease
in 2059.
(c) Riverbank Hotel Holding B.V. has a land leasehold interest, expiring in 2125, for Park Plaza London Riverbank, subject to rent review every
five years, based on CPI. Based on the latest rent review, with effect from 10 May 2020, the annual rent amounts to £1,135 thousand.
(d) On 18 June 2012, Park Royal Hotel Holding B.V. (‘Park Royal’) completed the purchase of the freehold property at 628 Western
Avenue, Park Royal, London (the ‘Site’), which was a development site on one of the main thoroughfares into London, for £6.0 million.
Simultaneously, Park Royal completed the sale of the Site at a price of £7.0 million and the leaseback of the Site at an initial rent of £306
thousand per year for 170 years, subject to rent review every five years, based on CPI with a cap of 5%. Based on the latest rent review,
with effect from 15 June 2022, the annual rent amounts to £417 thousand. On 6 August 2025, the Group purchased the freehold for
£9.95 million plus Stamp Duty Land Tax (“SDLT”) of £0.6 million. The total consideration, together with the carrying amount of the right-of-
use asset (£8.5 million) net of the related finance lease liability (£9.5 million), was reclassified to land.
(e) On 20 July 2017, Waterloo Hotel Holding B.V. completed the sale of Park Plaza London Waterloo for £161.5 million subject to a leaseback
for 199 years. The initial rent of £5.6 million per year will have annual inflation adjustments subject to a cap of 4% and collar of 2%.
Impairment
The recoverable amount of the right-of-use assets relating to the land and hotel building leases was assessed using third-party valuations
obtained as at 31 December 2025 for the Property, Plant and Equipment portfolio, which incorporated the lease payment obligations in their
cash flow projections (see Note 4b for further details). Based on this assessment, no impairment was recognised in 2025.
The following are the amounts recognised in profit or loss:

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Depreciation expense | 5,852 | 7,674
Interest expense on lease liabilities | 10,914 | 10,737
Expense relating to low value assets and short-term leases (included in operating expenses) | 619 | 367
Expense relating to low value assets and short-term leases (included in rent expenses) | 713 | 565
Variable lease payments (included in rent expenses) | 1,482 | 1,771
Total amount recognised in profit or loss | 19,580 | 21,114

The Group had total cash outflows for leases of £16,220 thousand in 2025 (2024: £15,990 thousand). The future cash outflows relating to
leases that have commenced are disclosed in Note 29c.
PPHE Hotel Group Annual Report and Accounts 2025
176 177
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
The following provides information on the Group’s variable lease payments, including the magnitude in relation to fixed payments in 2025
and 2024:

| As at 31 December 2025 |  |
| Fixed | Variable |
| payments | payments |
| £’000 | £’000 | Total £’000
Fixed rent | 13,659 | – | 13,659
Variable rent with minimum payment | 1,108 | 67 | 1,175
Variable rent only 1 | – | 1,415 | 1,415

1 Relates mainly to the concession fee on land (see Note 14).

| As at 31 December 2024 |  |
| Fixed | Variable |
| payments | payments | Total
| £’000 | £’000 | £’000
Fixed rent | 13,694 | – | 13,694
Variable rent with minimum payment | 1,204 | – | 1,204
Variable rent only 1 | – | 1,771 | 1,771

1 Relates mainly to the concession fee on land (see Note 14).
Lease extension and termination options
The Group has leases that include extension and termination options. These options provide flexibility in managing the leased assets and align
with the Group’s business needs. The Group exercises significant judgement in deciding whether it is reasonably certain that the extension
and termination options will be exercised.
Set out below are details of potential future undiscounted lease payments for periods covered by extension options that were not included in
the measurement of the Company’s lease liabilities. As of the end of the reporting period, the Group does not expect to exercise any
termination option.

| Up to 5 years | More than 5
| £’000 | years £’000
Lease payments applicable in extension option periods which, as of the end of the reporting period, are not reasonably certain to be exercised | 7,367 | 7,078

Note 18 Other payables and accruals

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Current portion of lease liabilities (Note 17) | 2,607 | 6,441
Share appreciation rights (Note 5(b)) | 7,082 | 3,470
Employees | 6,623 | 4,634
VAT and taxes | 12,839 | 12,541
Accrued interest | 3,286 | 3,339
Corporate income taxes | 76 | 592
Accrued expenses | 19,061 | 20,697
Advance payments received | 19,513 | 11,582
Accrued rent | 4,168 | 3,500
Variable income payment to holders of Income Units | 4,156 | 3,824
Related parties 1 | 2,911 | 7,100
| 82,322 | 77,720

1 The majority of this balance (£2,911 thousand in 2025 and £7,050 thousand in 2024) relates to an accrual for retention costs of the building contract with Gear Construction UK Limited for
the design and construction of the art’otel London Hoxton (see Note 28).
Note 19 Revenues

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Room revenue from owned hotels 1 | 323,202 | 307,963
Room revenue from leased hotels 2 | 7,188 | 9,216
Campsites and lodging hire | 26,435 | 23,483
Food and beverage | 87,835 | 82,078
Minor operating (including room cancellation) | 7,925 | 8,106
Management fee (see Note 12(c)(i)) | 3,467 | 4,003
Franchise and reservation fee (see Note 12(c)(i)) | 5,534 | 3,183
Marketing fee | 1,160 | 1,080
Rent revenue | 3,657 | 3,675
| 466,403 | 442,787

1 Room revenue from owned hotels also includes revenue from hotels that are under a <100 long-term lease.
2 Room revenue from leased hotels includes the revenue from Park Plaza Budapest and Park Plaza Wallstreet Berlin Mitte, which are under 20-year lease contracts.
PPHE Hotel Group Annual Report and Accounts 2025
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Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
Note 20 Operating expenses

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Salaries and related expenses | 157,324 | 144,087
Franchise, reservation and commissions expenses (see Note 12(c)(i)) | 37,002 | 35,405
Food and beverage | 21,682 | 20,601
Insurance and property taxes | 16,879 | 16,503
Utilities | 20,079 | 21,339
Administration costs | 17,311 | 14,114
Maintenance | 9,241 | 9,227
Laundry, linen and cleaning | 7,789 | 7,507
Supplies | 6,735 | 6,403
IT expenses | 5,081 | 4,736
Communication, travel and transport | 3,605 | 3,743
Marketing expenses | 5,394 | 4,454
Equipment hire | 3,108 | 2,647
Entertainment | 1,894 | 1,635
Defined contribution pension premiums | 6,364 | 6,060
Other expenses | 6,531 | 5,527
| 326,019 | 303,988

Note 21 Financial expenses

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Interest and other finance expenses on bank loans | 36,935 | 29,905
Interest on lease liabilities | 11,022 | 10,737
Foreign exchange differences, net | – | 1,486
Other | 95 | 506
| 48,052 | 42,634

Note 22 Financial income

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Income from Park Plaza County Hall London Units | 1,175 | 1,300
Interest on bank deposits | 2,075 | 3,399
Foreign exchange differences, net | 1,126 | –
Interest and other financial income from jointly controlled entities (see Note 28(b)) | 470 | 527
| 4,846 | 5,226

Note 23 Other income and expense
a. Other expenses

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Capital loss on buy-back of Income Units previously sold to private investors | 1,089 | 1,486
Revaluation of interest rate swap (see Note 29(a)) | 773 | –
Re-measurement of lease liability 1 | 4,121 | 3,984
Loss on disposal of fixed assets | 452 | 494
Other non-recurring expenses (including hotel pre-opening expenses) 2 | 1,425 | 3,893
Refinance expenses | – | 2,619
Revaluation of share appreciation rights (see Note 5(b)(i)) | 3,613 | 767
| 11,473 | 13,243

1 This amount represents re-measurement of the Waterloo lease liability based on the 2% collar (see Note 17).
2 Hotel pre-opening expenses relate to costs incurred by the Group in advance of opening new hotels. In 2025, this mainly related to art’otel Rome Piazza Sallustio, which opened in March
2025. In 2024, this related to art’otel London Hoxton, Radisson RED Belgrade, Serbia, which opened during 2024, and art’otel Rome Piazza Sallustio. These costs primarily relate to payroll
expenses, sales and marketing costs, and training costs of new staff.
b. Other income

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Revaluation of interest rate swap (see Note 29(a)) | – | 4,299
Net gain on lease termination 1 | 2,094 | –
Gain on disposal of fixed assets | 248 | 299
Revaluation of Income Units Park Plaza County Hall London (see Note 6) | 150 | 450
| 2,492 | 5,048

1 Early termination of the lease for Park Plaza Wallstreet Berlin Mitte.
Note 24 Net expenses for financial liability in respect of Income Units sold to private investors

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Variable return (see Note 2(e)) | 13,214 | 14,136
Reimbursement of depreciation expenses (see Note 2(e)) | (1,321) | (1,240)
| 11,893 | 12,896

Note 25 Income taxes
a. Tax benefit (expense) included in the income statement

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Current taxes | (1,723) | (3,005)
Adjustments in respect of current income tax of previous year | 2,340 | 24
Deferred taxes | (1,482) | 100
| (865) | (2,881)

PPHE Hotel Group Annual Report and Accounts 2025
180 181
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
b. The following are the major deferred tax (liabilities) and assets recognised by the Group and changes therein during the period:

|  |  | Property, |  |
|  |  | plant and |  |
|  | Timing | equipment, |  |
| Tax loss carry | difference on | and | Tax |
| forward | provisions | leases | incentives | Total
| £’000 | £’000 | £’000 | £’000 | £’000
Balance as at 1 January 2025 | 21,497 | 1,036 | (19,231) | 4,396 | 7,698
Amounts charged to income statement | (147) | 216 | (86) | (1,465) | (1,482)
Adjustments for exchange rate differences | 404 | 58 | (326) | 200 | 336
Balance as at 31 December 2025 | 21,754 | 1,310 | (19,643) | 3,131 | 6,552
Balance as at 1 January 2024 | 19,784 | 1,721 | (18,647) | 5,097 | 7,955
Amounts charged to income statement | 2,109 | (616) | (915) | (478) | 100
Adjustments for exchange rate differences | (396) | (69) | 331 | (223) | (357)
Balance as at 31 December 2024 | 21,497 | 1,036 | (19,231) | 4,396 | 7,698

The above deferred taxes have been offset when they relate to the same jurisdictions and are presented in the consolidated financial
statements as follows:

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Deferred tax assets | 12,284 | 12,890
Deferred tax liabilities | (5,732) | (5,192)
| 6,552 | 7,698

c. Reconciliation between tax expense and the product of accounting profit multiplied by the Group’s tax rate is as follows:

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Profit before income taxes | 1,474 | 30,613
Expected tax at the tax rate of the United Kingdom 25% (2024: 25%) | (368) | (7,653)
Adjustments in respect of: |  |
Effects of other tax rates | 310 | 3,938
Non-deductible expenses | (2,421) | (158)
Disallowed interest for which deferred tax asset was not recorded | (2,029) | (5,030)
Temporary differences for which no deferred tax was recorded | (2,920) | 2,562
Non-taxable income | 35 | 194
Unrecognised current year tax losses | (3,565) | (3,390)
Recognition of deferred tax asset on losses from previous years | 7,848 | 6,633
Other differences | 2,245 | 23
Income tax expense reported in the income statement | (865) | (2,881)

d. Tax laws applicable to the Group companies:
(i) The Company is subject to taxation under the laws of Guernsey. The Company is therefore taxed at the standard rate of 0%.
(ii) Foreign subsidiaries are subject to income taxes in their country of domicile in respect of their income, as follows:
1. Taxation in the Netherlands: corporate income tax rate is 25.8%.
2. Taxation in the United Kingdom: corporate income tax rate for domiciled companies and for non-domiciled companies is 25%.
3. Taxation in Germany: aggregated corporate tax rate and trade income rate is 29.7%.
4. Taxation in Hungary: corporate income tax rate is 9%.
5. Taxation in Croatia: corporate income tax rate is 18%.
6. Taxation in Italy: aggregated corporate tax rate (IRES) and local tax (IRAP) rate is 27.9%.
7. Taxation in Austria: corporate income tax rate is 23%.
8. Taxation in Serbia: corporate income tax rate is 15%.
e. Losses carried forward for tax purposes
As of 2025, the Group has carried forward tax losses estimated at approximately £221.8 million (2024: £244.1 million). The movement during
the year primarily relates to the utilisation of losses amounting to £36.5 million, offset by the creation of new losses totalling £14.3 million. Of
the loss utilisation, £22.3 million relate to 2025, while the remainder pertains to prior years.
The Group did not recognise deferred tax assets for tax losses amounting to £135.7 million (2024: £158.9 million). The movement in 2025 is mainly
driven by the recognition of deferred tax assets of £31.4 million, offset by the creation of new losses of £14.3 million as mentioned above.
The carried-forward losses relate to individual entities within the Group, each operating in its own tax jurisdiction. When assessing the
recoverability of these losses, the Group evaluates whether they can be utilised against foreseeable future taxable profits, taking into
account jurisdictional limitations and the nature of the available losses. Following this analysis, the Group concluded that, for the majority of
these companies, it is not probable that sufficient future taxable profits will be generated to utilise these losses. This is primarily due to the
nature of their activities, which include holding company structures and tax-exempt operations. Given this uncertainty, deferred tax assets
have not been recognised for most of the losses. The Group continues to reassess this analysis on an ongoing basis.
Additionally, the Group has not recognised deferred tax assets for disallowed interest amounting to £195.2 million (2024: £155.5 million) as it
is not considered probable that these amounts will be utilised in the foreseeable future.
f. Tax incentives
In May 2019, based on confirmation from the Ministry of Economy and pursuant to the Investment Promotion and Development of Investment
Climate Act in Croatia, Arena became eligible to claim incentive allowances. Investments eligible for incentives are investments done in Arena
One 99 Glamping Campsite, Arena Grand Kažela Campsite, Grand Hotel Brioni Pula and Verudela Beach Resort Pula self-catering apartment
complexes.
Arena has the right to use the investment tax credits until 2027. The execution of the investment project is subject to supervision by the
relevant institutions throughout the period of use of the tax credits and Arena will need to present regular annual reports to the tax
authority in which it will evidence that the conditions for the use of the tax credits are met.
Note 26 Earnings per share
The following reflects the income and share data used in the basic earnings per share computations:

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Profit attributable to equity holders of the parent basic and diluted | 13,185 | 28,206
Weighted average number of ordinary shares outstanding for basic earnings per share (in thousands) | 41,840 | 42,045
Basic earnings per share | 0.32 | 0.67
Effect of dilution from: |  |
Share option | 438 | 437
Weighted average number of ordinary shares adjusted for the effect of dilution | 42,278 | 42,482
Diluted earnings per share | 0.31 | 0.66

In 2025, all share options were included in the weighted number of ordinary shares adjusted for the effect of dilution. In 2024, 37,500 share
options were excluded from the weighted number of ordinary shares adjusted for the effect of dilution as they had an anti-dilutive effect.
PPHE Hotel Group Annual Report and Accounts 2025
182 183
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
Note 27 Segments
For management purposes, the Group’s activities are divided into Owned Hotel Operations and Management and Central Services Activities
(for further details see Note 12(c)(i)). Owned Hotel Operations are further divided into four reportable segments: the Netherlands, Germany,
Croatia and the United Kingdom. Other includes individual hotels in Hungary, Serbia, Italy and Austria. The operating results of each of the
aforementioned segments are monitored separately for the purpose of resource allocations and performance assessment. Segment
performance is evaluated based on EBITDA, which is measured on the same basis as for financial reporting purposes in the consolidated
income statement.

|  |  |  |  | Year ended 31 December 2025 |  |  |
|  |  |  |  |  | Management |  |
| The |  | United |  |  | and Central |  |
| Netherlands | Germany | Kingdom | Croatia | Other 1 | Services | Adjustments 2 | Consolidated
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000
Revenue |  |  |  |  |  |  |  |
Third party | 64,997 | 21,556 | 263,427 | 89,424 | 16,249 | 10,750 | – | 466,403
Inter-segment | – | – | 270 | 63 | 11 | 44,671 | (45,015) | –
Total revenue | 64,997 | 21,556 | 263,697 | 89,487 | 16,260 | 55,421 | (45,015) | 466,403
Operating expenses |  |  |  |  |  |  |  |
Third party | (38,495) | (13,433) | (157,952) | (50,526) | (13,846) | (51,767) | – | (326,019)
Inter-segment | (6,405) | (3,015) | (22,016) | (12,108) | (1,118) | (63) | 44,725 | –
Total operating |  |  |  |  |  |  |  |
expenses | (44,900) | (16,448) | (179,968) | (62,634) | (14,964) | (51,830) | 44,725 | (326,019)
Segment EBITDA | 20,082 | 5,110 | 83,044 | 25,003 | 1,186 | 3,764 | – | 138,189
Depreciation, amortisation and impairment 3 |  |  |  |  |  |  |  | (72,305)
Financial expenses |  |  |  |  |  |  |  | (48,052)
Financial income |  |  |  |  |  |  |  | 4,846
Net expenses for liability |  |  |  |  |  |  |  |
in respect of Income |  |  |  |  |  |  |  |
Units sold to private |  |  |  |  |  |  |  |
investors |  |  |  |  |  |  |  | (11,893)
Other income |  |  |  |  |  |  |  |
(expenses), net |  |  |  |  |  |  |  | (8,981)
Share in result of joint ventures |  |  |  |  |  |  |  | (330)
Profit before tax |  |  |  |  |  |  |  | 1,474

1 Includes Park Plaza Budapest in Hungary, Radisson RED Belgrade, Serbia, art’otel Rome Piazza Sallustio, Italy, and Arena Franz Ferdinand Mountain Resort in Nassfeld, Austria.
2 Consists of inter-company eliminations.
3 See note 4b for more information around the impairment recorded in the different segments.

| The |  | United |  |  |  |
| Netherlands | Germany | Kingdom | Croatia | Other 1 | Adjustments 2 | Consolidated
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000
Geographical information |  |  |  |  |  |  |
Non-current assets 3 | 186,823 | 64,924 | 1,047,273 | 250,767 | 99,104 | 41,539 | 1,690,430

1 Includes Park Plaza Budapest in Hungary, Radisson RED Belgrade, Serbia, art’otel Rome Piazza Sallustio, Italy, and Arena Franz Ferdinand Mountain Resort in Nassfeld, Austria.
2 This includes the non-current assets of Management and Central Services.
3 Non-current assets for this purpose consist of property, plant and equipment, right-of-use assets and intangible assets.

|  |  |  |  | Year ended 31 December 2024 |  |  |
|  |  |  |  |  | Management |  |
| The |  | United |  |  | and Central |  |
| Netherlands | Germany | Kingdom | Croatia | Other 1 | Services | Adjustments 2 | Consolidated
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000
Revenue |  |  |  |  |  |  |  |
Third party | 66,196 | 24,399 | 248,627 | 84,058 | 10,675 | 8,832 | – | 442,787
Inter-segment | – | – | 400 | 210 | 7 | 47,097 | (47,714) | –
Total revenue | 66,196 | 24,399 | 249,027 | 84,268 | 10,682 | 55,929 | (47,714) | 442,787
Operating expenses |  |  |  |  |  |  |  |
Third party | (37,389) | (14,178) | (150,051) | (45,600) | (8,380) | (48,390) | – | (303,988)
Inter-segment | (6,662) | (3,387) | (20,809) | (15,274) | (926) | (210) | 47,268 | –
Total operating |  |  |  |  |  |  |  |
expenses | (44,051) | (17,565) | (170,860) | (60,874) | (9,306) | (48,600) | 47,268 | (303,988)
Segment EBITDA | 22,116 | 6,825 | 77,373 | 21,479 | 1,259 | 7,411 | – | 136,463
Depreciation, amortisation and impairment |  |  |  |  |  |  |  | (47,083)
Financial expenses |  |  |  |  |  |  |  | (42,634)
Financial income |  |  |  |  |  |  |  | 5,226
Net expenses for liability in respect of Income Units sold to private investors |  |  |  |  |  |  |  | (12,896)
Other income |  |  |  |  |  |  |  |
(expenses), net |  |  |  |  |  |  |  | (8,195)
Share in result of joint ventures |  |  |  |  |  |  |  | (268)
Profit before tax |  |  |  |  |  |  |  | 30,613

1 Includes Park Plaza Budapest in Hungary, Radisson RED Belgrade, Serbia, art’otel Rome Piazza Sallustio, Italy, and Arena Franz Ferdinand Mountain Resort in Nassfeld, Austria.
2 Consists of inter-company eliminations.

| The |  | United |  |  |  |
| Netherlands | Germany | Kingdom | Croatia | Other 1 | Adjustments 2 | Consolidated
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000
Geographical information |  |  |  |  |  |  |
Non-current assets 3 | 179,692 | 64,310 | 1,037,036 | 234,040 | 94,847 | 44,348 | 1,654,273

1 Includes Park Plaza Budapest in Hungary, Radisson RED Belgrade, Serbia, art’otel Rome Piazza Sallustio, Italy, and Arena Franz Ferdinand Mountain Resort in Nassfeld, Austria.
2 This includes the non-current assets of Management and Central Services.
3 Non-current assets for this purpose consist of property, plant and equipment, right-of-use assets and intangible assets.
PPHE Hotel Group Annual Report and Accounts 2025
184 185
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
Note 28 Related parties
a. Balances with related parties

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Loans to joint ventures (see Note 5a) | 9,619 | 9,535
Short-term receivables | 150 | 74
Payable to GC Project Management Limited | – | (45)
Payable to Gear Construction UK Limited (see c(i)) | (2,911) | (7,055)

b. Transactions with related parties

| As at 31 December |
| 2025 | 2024
| £’000 | £’000
Cost of transactions with GC Project Management Limited | (75) | (491)
Cost of transactions with Gear Construction UK Limited | (6,784) | (28,207)
Rent income from sub-lease of office space | 55 | 55
Management fee revenue from jointly controlled entities | 1,051 | 978
Interest income from jointly controlled entities | 470 | 301

c. Significant other transactions with related parties
(i) Construction of the art’otel London Hoxton – Following the approval by the independent shareholders, on 7 April 2020, PPHE Hoxton B.V.
(the ‘Employer’) entered into a JCT design and build building contract with Gear Construction UK Limited, an entity controlled by Eli
Papouchado, together with members of his family (‘Gear’), for the design and construction of the art’otel London Hoxton hotel on a
‘turn-key’ basis (the ‘building contract’). The works under the building contract achieved practical completion on 20 December 2024.
AECOM was appointed to act as the Employer’s agent to ensure that the project was administered in line with the terms of the building
contract. It is also noted that over the course of construction, the Employer submitted a number of variations, with the Contract Sum in
each case being adjusted in line with Aecom’s subsequent cost assessment of the relevant variation.
Gear’s obligations and liabilities under the building contract are supported by a corporate guarantee from Red Sea Hotels Limited,
an associate of Euro Plaza Holdings B.V. and therefore a related party of the Company, in the amount of 10% of the Contract Sum
(the ‘corporate guarantee’). The corporate guarantee expires on the later of: (i) the expiry of the two-year defects rectification period
which follows practical completion of the works; and (ii) the issue of the latent defect insurer’s approval or final technical audit report.
(ii) Sub-lease of office space – A member of the Group has agreed to sub-lease a small area of office space to members or affiliates of the
Red Sea Group at its County Hall corporate office in London. The rent payable by the Red Sea Group to PPHE Hotel Group is based on the
cost at which the landlord is leasing such space to PPHE Hotel Group.
(iii) Pre-construction and maintenance contract – The Group frequently uses GC Project Management Limited (GC), an entity controlled by Eli
Papouchado, together with members of his family, to undertake preliminary assessment services, including appraisal work, and provide
initial estimates of the construction costs in relation to new construction, development or refurbishment projects. Further, GC provides
ad-hoc maintenance work when required to the Group’s various sites. This pre-construction and maintenance contract was originally
entered into in 2018. However, in December 2025, the contract was novated from GC to Gear Construction UK Limited and the fixed annual
retainer was amended from £60,000 to £240,000 following a bench marking exercise by an independent firm of quantity surveyors.
(iv) Londra & Cargill project management agreement – The Group entered into a series of agreements with GC Project Management Limited
for the provision of project management services and site supervision services to the Group in respect of the redevelopment of Hotel
Londra & Cargill in Rome, Italy, commencing in 2022 and ending on practical completion of the project.
(v) Leman Street project management agreement – In December 2025, the Group entered into an agreement with Gear Construction UK
Limited for the provision of initial project management services to the Group in respect of the development of its property on Leman
Street, London E1. The agreement is for a term of 12 months (or, if earlier, until the date of entry into a construction agreement with a
main contractor). The monthly fee is £25,000 stepping up to £35,000 once the project reaches developed design (RIBA Stage 3).
(vi) Westminster Bridge Road project management agreement – In December 2025, the Group entered into an agreement with Gear
Construction UK Limited for the provision of initial project management services to the Group in respect of the development of its site at
Westminster Bridge Road, London SE1 7HR. The agreement is for a term of 12 months (or, if earlier, until the date of entry into a
construction agreement with a main contractor). The monthly fee is £10,000 stepping up to £35,000 once the Group has provided written
confirmation of readiness to proceed to construction.
(vii) Transactions in the ordinary course of business, in connection with the use of hotel facilities (such as overnight room stays and food and
beverages) and transportation services provided to the Group are being charged at market prices. These transactions occur occasionally.
Summary of the remuneration for Executive and Non-Executive Directors for the year ended 31 December 2025:

| Base salary |  | Pension | Other |
| and fees | Bonus | contributions | benefits | Total
| £’000 | £’000 | £’000 | £’000 | £’000
Chairman and Executive Directors | 1,611 | 360 | 75 | 41 | 2,087
Non-Executive Directors | 356 | – | – | – | 356
| 1,967 | 360 | 75 | 41 | 2,443

Summary of the remuneration for Executive and Non-Executive Directors for the year ended 31 December 2024:

| Base salary |  | Pension | Other |
| and fees | Bonus | contributions | benefits | Total
| £’000 | £’000 | £’000 | £’000 | £’000
Chairman and Executive Directors | 1,820 | 482 | 73 | 22 | 2,397
Non-Executive Directors | 289 | – | – | – | 289
| 2,109 | 482 | 73 | 22 | 2,686

The summary of the remuneration table for 2025 does not include the bonus share awards for 2025 and the table for 2024 does not include
the bonus share awards for 2024 and the 2022 LTIP share awards. For more information, please refer to the Remuneration Committee
report from page 123 onwards.
Directors’ interests in employee share incentive plan
As at 31 December 2025, the Executive Directors held share options to purchase 109,308 ordinary shares (2024: 143,308). 61,308 options
were fully exercisable with a nil exercise price (2024: 27,308 with nil exercise). No share options were granted to Non-Executive Directors of
the Board.
Note 29 Financial instruments risk management objectives and policies
The Group’s principal financial instruments, other than derivatives, comprise bank borrowings, lease liabilities, cash and cash equivalents,
and restricted deposits. The main purpose of these financial instruments is to finance the Group’s operations. The Group has various other
financial assets and liabilities such as trade receivables and trade payables, which arise directly from its operations.
The main risks arising from the Group’s financial instruments are cash flow interest rate risk, credit risk and liquidity risk. The Board of
Directors reviews and agrees on policies for managing each of these risks, which are summarised below. The Group’s accounting policies
in relation to derivatives are set out in Note 2.
PPHE Hotel Group Annual Report and Accounts 2025
186 187
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
a. Interest rate risk
The Group’s exposure to the risk for changes in market interest rates relates primarily to the Group’s long-term debt obligations with
a floating interest rate.
The Group’s policy is to manage its interest costs using fixed-rate debt. To manage its interest costs, the Group enters into interest rate
swaps, in which the Group agrees to exchange, at specified intervals, the difference between fixed and variable rate interest amounts
calculated by reference to an agreed-upon notional principal amount. Furthermore, the Group uses fixed interest rate debts. For this
reason, the Group’s cash flow is not significantly sensitive to possible changes in market interest rates. Possible changes in interest rates
do, however, affect the Group’s equity as the fair value of the swap agreements changes with interest rate changes. These swaps are
designated to hedge underlying debt obligations.
The Company has entered into interest rate swap contracts with unrelated financial institutions in order to reduce the effect of interest rate
fluctuations or risk of certain real estate investments’ interest expense on their variable rate debt. The Company is exposed to credit risk in
the event of non-performance by the counterparty to these financial instruments. Management believes the risk of loss due to non-
performance to be minimal and therefore decided not to hedge this.
The accounting treatment for the interest rate swaps and whether they qualify as hedge accounting under IFRS 9 is determined
separately for each contract. If the contract qualifies as hedge accounting then the unrealised gain or loss on the contract is recorded in the
consolidated statement of comprehensive income. If the contract does not qualify as hedge accounting then the gain or loss on the contract
is recorded in the consolidated income statement. The fair value of the interest rate swaps is determined by taking into account the present
interest rates compared with the contracted fixed rate over the life of the contract. The valuation models incorporate various market inputs
such as interest rate curves, and the fair value measurement is classified to Level 2 of the fair value hierarchy.
In 2025, in connection with the refinancing of Park Plaza Victoria London, the Group amended its existing £100 million interest rate swap that
was originally entered into in 2022. The notional amount was reduced to £79.2 million (representing 90% of the new loan amount) and the swap
terms were aligned with those of the new facility. The revised swap carries a fixed interest rate of 1.55%. The Group elected not to apply hedge
accounting to this instrument; accordingly, any gains or losses arising from the swap are recognised in the consolidated income statement.
For the year ended 31 December 2025, the Company recorded a loss of £0.8 million (2024: profit of £4.3 million) in Other income/other
expense in the consolidated income statement and an unrealised loss of £1.6 million (2024: profit of £4.3 million) in the consolidated statement
of comprehensive income, representing the change in the fair value of these interest rate swaps during the period. The aggregate fair value
of the interest rate swap contracts was £21.2 million as at 31 December 2025 (2024: £28.4 million) and is included in Other receivables and
prepayments and Other non-current financial assets on the consolidated statements of financial position.
Interest rate sensitivity
The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of loans and borrowings
affected, after the impact of hedge accounting. With all other variables held constant, the Group’s profit before tax is affected through the
impact on floating rate borrowings, as follows:

|  | Effect on profit before tax £’000 |
| Pound |  |
Increase in floating interest rate 1 | Sterling | EUR | US Dollar
1% | 1,252 | 476 | 61
2% | 2,503 | 953 | 123
5% | 6,258 | 2,381 | 307

1 The assumed movement in floating interest rate for the interest rate sensitivity analysis is based on the currently observable market environment.
b. Credit risk
The Group trades only with recognised, creditworthy third parties. It has policies in place to ensure that sales are made to customers with
an appropriate credit history. The Company’s policies ensure that sales to customers are settled through advance payments, in cash or by
major credit cards (individual customers). Since the Group trades only with recognised third parties, there is no requirement for collateral
for debts with third parties. Furthermore, the Group has no dependency on any of its customers. The receivable balances are monitored on
an ongoing basis. Management monitors the collection of receivables through credit meetings and weekly reports on individual balances of
receivables. The maximum credit exposure equals the carrying amount of the trade receivables and other receivables since a loss allowance
for expected credit losses is recorded in respect of all trade and other receivables. The result of these actions is that the Group’s exposure
to bad debts is not significant.
With respect to credit risk arising from other financial assets of the Group, which comprise cash and cash equivalents, the Group’s exposure
to credit risk arises from default of the counterparty, with a maximum exposure equal to the carrying amount of these instruments. The
Group has limited concentration risk in respect of its cash at banks.
c. Liquidity risk
The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of bank overdrafts and bank loans.
The Group’s policy is to arrange medium-term bank facilities to finance its construction operation and then to convert them into long-term
borrowings when required.
The Group continues to hold a strong liquidity position, with an overall consolidated cash balance of £123.5 million as at 31 December 2025.
The table below summarises the maturity profile of the Group’s financial liabilities as at 31 December 2025 and 2024 based on contractual
undiscounted payments.

|  |  |  | As at 31 December 2025 |  |
| Less than | 3 to 12 |  |  |  |
| 3 months | months | Year 2 | Year 3 to 5 | > 5 years | Total
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000
Interest-bearing loans and borrowings 1 | 28,763 | 83,155 | 98,406 | 687,966 | 196,517 | 1,094,807
Financial liability in respect of Income Units sold to private investors 2 | 3,304 | 9,910 | 13,214 | 39,642 | 107,943 | 174,013
Lease liability 3 | 3,824 | 11,255 | 13,401 | 41,072 | 954,909 | 1,024,461
Trade payables | 10,382 | – | – | – | – | 10,382
Other liabilities | 19,286 | 21,377 | 1,069 | 1,596 | 5,255 | 48,583
| 65,559 | 125,697 | 126,090 | 770,276 | 1,264,624 | 2,352,246

|  |  |  | As at 31 December 2024 |  |
| Less than | 3 to 12 |  |  |  |
| 3 months | months | Year 2 | Year 3 to 5 | > 5 years | Total
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000
Interest-bearing loans and borrowings 1 | 28,969 | 86,087 | 250,146 | 309,862 | 354,010 | 1,029,074
Financial liability in respect of Income Units sold to private investors 2 | 3,534 | 10,602 | 14,136 | 42,408 | 110,565 | 181,245
Lease liability 3 | 3,650 | 11,176 | 13,715 | 39,693 | 890,292 | 958,526
Trade payables | 9,088 | – | – | – | – | 9,088
Other liabilities | 20,047 | 20,926 | 1,810 | 1,188 | 4,995 | 48,966
| 65,288 | 128,791 | 279,807 | 393,151 | 1,359,862 | 2,226,899

1 See Note 13 for further information.
2 Presented according to discounted amount due to the variability of the payments over the balance of the 999-year term.
3 Lease liability includes three leases (2024: four leases) with upward rent reviews based on future market rates in one lease and changes in the CPI/RPI in the other lease and, thus, future
payments have been estimated using current market rentals and current United Kingdom-based CPIs/RPIs, respectively, except for Park Plaza London Waterloo where the amounts
included 50 years of future payments regarding the lease of Park Plaza London Waterloo instead of 199 years as stated in the lease agreement. Also, the amounts do not take into account
the collar of 2%. The Group’s management believes that the amount included in the above table reflects the relevant cash flow risks to which the Group would be reasonably exposed in the
ordinary course of business.
PPHE Hotel Group Annual Report and Accounts 2025
188 189
Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
Capital management
The primary objective of the Group’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in
order to support its business and maximise shareholder value.
The Group manages its capital structure and makes adjustments to it in light of changes in economic conditions. The Group monitors capital
using a gearing ratio, which is net bank debt divided by total capital plus net bank debt. The Group’s policy is to keep the gearing ratio between
50% and 60%. The Group includes within net bank debt interest-bearing bank loans and borrowings, less cash and cash equivalents, and other
liquid assets. Capital includes equity less the hedging reserve.

| 2025 | 2024
| £’000 | £’000
Interest-bearing bank loans and borrowings | 913,471 | 885,644
Less – cash and cash equivalents | (123,466) | (113,225)
Less – long-term restricted cash | (6,421) | (5,826)
Less – short-term restricted cash | (8,062) | (16,602)
Net debt | 775,522 | 749,991
Equity | 512,594 | 526,058
Hedging reserve 1 | (13,392) | (19,711)
Total capital | 499,202 | 506,347
Capital and net debt | 1,274,724 | 1,252,795
Gearing ratio | 60.8% | 59.9%

1 Includes the hedging reserve that Is allocated to the Non-controlling interests.
Changes in liabilities arising from financing activities
The table below summarises the movements in the Group’s financial liabilities for the years ended at 31 December 2025 and 2024.

|  |  | Re- | Re- |  |  |  |
|  |  | measure- | measure- |  |  |  |
|  |  | ment | ment |  | Movement | Reclassifi- |
| As at |  | through | against | Foreign | through | cation and | As at
| 1 January | Cash | profit and | right-of- | exchange | profit and | other | 31 December
| 2025 | flows | loss | use assets | movement | loss | movements | 2025
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000
Non-current interest-bearing loans and borrowings | 805,057 | 40,489 | – | – | 12,517 | – | (14,630) | 843,433
Non-current lease liability | 275,224 | – | 4,121 | 10,139 | 2,399 | (3,555) | (9,291) | 279,037
Financial liability in respect of Income Units |  |  |  |  |  |  |  |
sold to private investors | 110,564 | (3,666) | – | – | – | – | 1,045 | 107,943
Current share appreciation rights | 3,470 | – | 3,612 | – | – | – | – | 7,082
Current interest-bearing loans |  |  |  |  |  |  |  |
and borrowings | 80,587 | (28,527) | – | – | 2,062 | 1,286 | 14,630 | 70,038
Current lease liability | 6,441 | (3,853) | – | – | 270 | – | (251) | 2,607
| 1,281,343 | 4,443 | 7,733 | 10,139 | 17,248 | (2,269) | (8,497) | 1,310,140

|  |  | Re- | Re- |  |  |  |
|  |  | measure- | measure- |  |  |  |
|  |  | ment | ment |  | Movement | Reclassifi- |
| As at |  | through | against | Foreign | through | cation and | As at
| 1 January | Cash | profit and | right-of-use | exchange | profit and | other | 31 December
| 2024 | flows | loss | assets | movement | loss | movements | 2024
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000
Non-current interest-bearing loans and borrowings | 845,199 | 46,668 | – | – | (12,746) | – | (74,064) | 805,057
Non-current lease liability | 273,274 | – | 3,984 | 5,889 | (2,491) | 1,335 | (6,767) | 275,224
Financial liability in respect of Income Units |  |  |  |  |  |  |  |
sold to private investors | 114,287 | (5,287) | – | – | – | – | 1,564 | 110,564
Current share appreciation rights | 2,703 | – | 767 | – | – | – | – | 3,470
Current interest-bearing loans |  |  |  |  |  |  |  |
and borrowings | 47,837 | (41,147) | – | – | (1,503) | 981 | 74,419 | 80,587
Current lease liability | 4,089 | (4,162) | – | – | (253) | – | 6,767 | 6,441
| 1,287,389 | (3,928) | 4,751 | 5,889 | (16,993) | 2,316 | 1,919 | 1,281,343

Fair value of financial instruments
The fair values of the financial assets and liabilities are included in the amount at which the instrument could be exchanged in a current
transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate
the fair values:
The fair values of cash and cash equivalents, trade receivables, trade payables, and other current financial assets and liabilities approximate
their carrying amounts largely due to the short-term maturities of these instruments. The fair value of floating interest rate liabilities also
approximates their carrying amount as the periodic changes in interest rates reflect the movement in market rates.
The fair value of loans from banks and other financial liabilities is estimated by discounting future cash flows using rates currently available
for debt on similar terms, credit risk and remaining maturities.
Fair value hierarchy
The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by a valuation technique based
on the lowest level input that is significant to the fair value so determined:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: other techniques for which all inputs which have significant effect on the recorded fair value are observable, either directly or indirectly.
Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data.
The Group enters into derivative financial instruments with financial institutions with investment grade credit ratings. Derivatives are valued
using valuation techniques for swap models, using present value calculations. The models incorporate various inputs, including the credit
quality of counterparties, and interest rate curves. The Group also granted share appreciation rights of the Company to Clal (see Note 5b)
which is valued by using the Black-Scholes model. In addition, the Group also holds 46 Income Units in Park Plaza County Hall London, which
were valued by external valuator using a discounted cash flow technique. These valuation techniques maximise the use of observable market
data where it is available and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument
are observable, the instrument is included in Level 2. If one or more of the significant inputs is not based on observable market data, the
instrument is included in Level 3.
PPHE Hotel Group Annual Report and Accounts 2025
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Strategic Report Corporate Governance Financial Statements Appendices
Notes to consolidated financial statements
for the year ended 31 December 2025 – continued
As at 31 December 2025, the Group held the following financial instruments measured at fair value:
Liabilities

| 31 December |  |  |
| 2025 | Level 1 | Level 2 | Level 3
| £’000 | £’000 | £’000 | £’000
Share appreciation rights | 7,082 | – | – | 7,082

Assets

| 31 December |  |  |
| 2025 | Level 1 | Level 2 | Level 3
| £’000 | £’000 | £’000 | £’000
Money market funds | 39,223 | 39,223 | – | –
Interest rate swaps | 21,173 | – | 21,173 | –
Income Units in Park Plaza County Hall London | 18,300 | – | – | 18,300

A change of up to 10% in the key inputs (Expected volatility of the share price, Risk-free interest rate) used in the valuation of the share
appreciation rights and a change of up to 50bp in the discount rate used in the valuation of the Income Units in Park Plaza County Hall London
would not result in a significant change in the fair value.
As at 31 December 2024, the Group held the following financial instruments measured at fair value:
Liabilities

| 31 December |  |  |
| 2024 | Level 1 | Level 2 | Level 3
| £’000 | £’000 | £’000 | £’000
Share appreciation rights | 3,470 | – | – | 3,470

Assets

| 31 December |  |  |
| 2024 | Level 1 | Level 2 | Level 3
| £’000 | £’000 | £’000 | £’000
Money market funds | 34,981 | 34,981 | – | –
Interest rate swaps used for hedging | 28,398 | – | 28,398 | –
Income Units in Park Plaza County Hall London | 18,150 | – | – | 18,150

During 2025 and 2024, there were no transfers between Level 1 and Level 2 fair value measurements, and no transfers into or out of Level 3
fair value measurements.
The carrying amounts and fair values of the Group’s financial instruments other than those whose carrying amount approximates their fair
value are as follows:

| Carrying amount |  | Fair value |
| 31 December |  | 31 December |
| 2025 | 2024 | 2025 | 2024
| £’000 | £’000 | £’000 | £’000
Financial liabilities |  |  |  |
Bank borrowings | 913,471 | 885,644 | 903,706 | 860,339

Note 30 Subsequent events
Final dividend
The Board is proposing a final dividend payment of 22 pence per share (2024: 21 pence per share), subject to shareholder approval at the
Annual General Meeting.
Refinancing of the Loan Facility for Società Immobiliare Alessandro De Gasperis S.r.l.
On 16 February 2026, the Group entered into a new agreement to refinance its existing loan with UniCredit Spa, in relation to art’otel Rome
Piazza Salustio (the “Hotel”). This refinancing terminates the existing facility and establishes a new one with a new Lender, Aareal Bank AG
(“Aareal’’). Under the terms of the new facility, the borrowed amount is €27.6 million (£24.1 million), has a five-year term, carries a fixed interest
of 4.8% from signing and carries no amortisation through the life of the loan.
Sale of New York development site
On 17 February 2026, W29 Owner LLC, a wholly owned subsidiary of the Group, has entered into an agreement for the sale of its
development site located in Manhattan, New York for a consideration of $33.5 million. There are no due diligence conditions to consummate
the sale, and it is expected that the disposal will close in the coming months.
PPHE Hotel Group Annual Report and Accounts 2025
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Strategic Report Corporate Governance Financial Statements Appendices
Appendices
PPHE Hotel Group Annual Report and Accounts 2025
194 195
Strategic Report Corporate Governance Financial Statements Appendices
194 Subsidiaries included in the Group
198 Jointly controlled entities
198 Current renovation, repositioning and pipeline projects
199 Glossary
202 Alternative Performance Measures
204 Contacts
Subsidiaries included in the Group
Name of Company Principal activity
Country of
incorporation
Direct and
indirect
holdings %
1 Westminster Bridge Plaza Management Company Limited Hotel operation United Kingdom 56.7
A40 Data Centre B.V. Holding company The Netherlands 100
A40 Office B.V. Holding company The Netherlands 100
ABK Hotel Holding B.V. Holding company The Netherlands 66.1
ACO Hotel Holding B.V. Holding company The Netherlands 66.1
Amsterdam Airport Hotel Holding B.V. Holding company The Netherlands 100
Amsterdam Airport Hotel Operator B.V. Hotel operation The Netherlands 100
Arena 88 Rooms d.o.o. Beograd-Palilula Hotel operation Serbia 66.1
Arena Franz Ferdinand GmbH Hotel operation Austria 66.1
Arena Hospitality Group d.d. Hotel operation Croatia 66.1
Arena Hospitality Management d.o.o. Management Croatia 66.1
art’otel Amsterdam Hotel Operator B.V. Hotel operation The Netherlands 100
art’otel Berlin City Centre West GmbH Hotel operation Germany 66.1
art’otel Köln betriebsgesellschaft mbH Hotel operation Germany 66.1
Aspirations (Limited) Holding company Guernsey 51
Bora B.V. Holding company The Netherlands 100
Bora Finco B.V. Holding company The Netherlands 100
County Hall Hotel Holdings B.V. Holding company The Netherlands 100
Dvadeset Osam d.o.o. Holding company Croatia 100
Eindhoven Hotel Operator B.V. Hotel operation The Netherlands 100
Name of Company Principal activity
Country of
incorporation
Direct and
indirect
holdings %
Euro Sea Hotels N.V. Holding company The Netherlands 100
Germany Real Estate B.V. Holding company The Netherlands 66.1
Golden Wall Investments Limited Finance company British Virgin Islands 100
Grandis Netherlands Holding B.V. Holding company The Netherlands 100
Hotel Club Construction B.V. Holding company The Netherlands 100
Hotel Leeds Holding B.V. Holding company The Netherlands 100
Hotel Nottingham Holding B.V. Holding company The Netherlands 100
Hoxton Hotel Operator Limited Hotel operation United Kingdom 51
Hoxton Co-Working Limited Holding company United Kingdom 51
Leeds Hotel Operator Limited Hotel operation United Kingdom 100
Leman St Holdings Limited Holding company United Kingdom 51
Leno Investment Limited Holding company Guernsey 100
Marlbray Limited Holding company United Kingdom 100
Mazurana d.o.o. Holding company Croatia 66.1
North Lambeth Holding B.V. Holding company The Netherlands 100
Nottingham Hotel Operator Limited Hotel operation United Kingdom 100
Park Plaza Germany Holdings GmbH Holding company Germany 66.1
Park Plaza Hospitality Services (UK) Limited Hotel operation United Kingdom 100
Park Plaza Hotels (Germany) Services GmbH Hotel operation Germany 66.1
Park Plaza Hotels (UK) Limited Holding company United Kingdom 100
Park Plaza Hotels (UK) Services Limited Management United Kingdom 100
Park Plaza Hotels Berlin Wallstrasse GmbH Hotel operation Germany 66.1
Park Plaza Hotels Europe (Germany) B.V. Holding company The Netherlands 100
Park Plaza Hotels Europe B.V. Management The Netherlands 100
Park Plaza Hotels Europe Holdings B.V. Holding company The Netherlands 100
Park Plaza Nürnberg GmbH Hotel operation Germany 66.1
Park Royal Hotel Holding B.V. Holding company The Netherlands 100
Park Royal Hotel Operator Limited Hotel operation United Kingdom 100
Parkvondel Hotel Holding B.V. Holding company The Netherlands 100
Parkvondel Hotel Operator B.V. Hotel operation The Netherlands 100
Appendices – continued
PPHE Hotel Group Annual Report and Accounts 2025
196 197
Strategic Report Corporate Governance Financial Statements Appendices
Name of Company Principal activity
Country of
incorporation
Direct and
indirect
holdings %
Parkvondel Hotel Real Estate B.V. Holding company The Netherlands 100
PPHE Art Holding B.V. Holding company The Netherlands 100
PPHE Coop B.V. Holding company The Netherlands 100
PPHE Germany B.V. Holding company The Netherlands 100
PPHE Germany Holdings GmbH Holding company Germany 66.1
PPHE Headco Limited Holding company United Kingdom 100
PPHE Holdings Limited Holding company United Kingdom 100
PPHE Hotel Group Limited Holding company Guernsey 100
PPHE Hoxton B.V. Holding company The Netherlands 51
PPHE Living Limited Holding company United Kingdom 100
PPHE Management (Croatia) B.V. Holding company The Netherlands 100
PPHE Netherlands B.V. Holding company The Netherlands 100
PPHE NL Region B.V. Holding company The Netherlands 100
PPHE Nürnberg Operator Hotelbetriebsgesellschaft mbH Hotel operation Germany 66.1
PPHE Support Services Limited Hotel operation United Kingdom 100
PPHE UK Holding B.V. Holding company The Netherlands 100
PPHE USA B.V. Holding company The Netherlands 100
PPHE USA Holding B.V. Holding company The Netherlands 100
PPHE West 29th Street USA Inc Holding company Delaware 100
PPWL Parent B.V. Holding company The Netherlands 100
Riverbank Hotel Holding B.V. Holding company The Netherlands 51
Riverbank Hotel Operator Limited Hotel operation United Kingdom 51
Sherlock Holmes Hotel Shop Limited Hotel operation United Kingdom 100
Sherlock Holmes Park Plaza Limited Hotel operation United Kingdom 100
Signature Sub B.V. Holding company The Netherlands 51
Signature Top Ltd Holding company United Kingdom 51
Signature Top II Ltd Holding company United Kingdom 51
Società Immobiliare Alessandro De Gasperis S.r.l. Hotel operation Italy 51
Suf Holding B.V. Holding company The Netherlands 100
Sugarhill Investments B.V. Holding company The Netherlands 66.1
Name of Company Principal activity
Country of
incorporation
Direct and
indirect
holdings %
SW Szállodaüzemeltetö Kft Hotel operation Hungary 66.1
The Mandarin Hotel B.V. Holding company The Netherlands 100
TOZI Restaurant Operator Limited Hotel operation United Kingdom 100
Ulika d.o.o. Holding company Croatia 66.1
Utrecht Hotel Holding B.V. Holding company The Netherlands 100
Utrecht Hotel Operator B.V. Hotel operation The Netherlands 100
Victoria Amsterdam Hotel Holding B.V. Holding company The Netherlands 100
Victoria Amsterdam Hotel Operator B.V. Hotel operation The Netherlands 100
Victoria London (Real Estate) B.V. Holding company The Netherlands 100
Victoria London B.V. Holding company The Netherlands 100
Victoria Monument B.V. Holding company The Netherlands 100
Victoria Park Plaza Operator Limited Hotel operation United Kingdom 100
W29 Development LLC Holding company Delaware 100
W29 Owner LLC Holding company Delaware 100
Waterloo Hotel Holding B.V. Holding company The Netherlands 100
Waterloo Hotel Operator Limited Hotel operation United Kingdom 100
Westminster Bridge Hotel Operator Limited Hotel operation United Kingdom 100
Westminster Bridge London (Real Estate) B.V. Holding company The Netherlands 100
Westminster Bridge London B.V. Holding company The Netherlands 100
Appendices – continued
Glossary
Annual General
Meeting
The Annual General Meeting of PPHE Hotel
Group.
Annual Report
and Accounts
The Annual Report of PPHE Hotel Group in
relation to the year ended 31 December 2025.
Arena
Campsites
®
Located in eight beachfront sites across the
Southern coast of Istria, Croatia. They operate
under the Arena Hospitality Group umbrella,
ofwhich PPHE Hotel Group is a controlling
shareholder. arenacampsites.com
Arena
Hospitality
Group
Also referred to as ‘Arena’ or ‘AHG’. One of the
most dynamic hospitality groups in Central
and Eastern Europe, currently offering a
portfolio of30 owned, co-owned, leased and
managed properties with more than 10,000
rooms and accommodation units in Croatia,
Germany, Hungary, Serbia and Austria. PPHE
Hotel Group has a controlling ownership
interest in Arena Hospitality Group.
arenahospitalitygroup.com
Arena Hotels &
Apartments
®
Arena Hotels & Apartments is a collection of
hotels and self-catering apartment complexes
offering relaxed and comfortable
accommodation within beachfront locations
across the historic settings of Pula and Medulin
in Istria, Croatia, and at a mountain resort in
Nassfeld, Austria. They operate under the Arena
Hospitality Group umbrella, of which PPHE Hotel
Group is a controlling shareholder.
art’otel
®
A lifestyle collection of hotels that fuse
exceptional architectural style with art-
inspired interiors, located in cosmopolitan
centres across Europe. PPHE Hotel Group is
owner of the art’otel
®
brand worldwide.
artotel.com
Board Ken Bradley (Non-Executive Chairman),
Boris Ivesha (President & Co-Chief Executive
Officer),
Greg Hegarty (Co-Chief Executive Officer),
Daniel Kos (Chief Financial Officer &
ExecutiveDirector),
Nigel Keen (Non-Executive Director & Senior
Independent Director),
Marcia Bakker (Non-Executive Director),
Stephanie Coxon (Non-Executive Director),
Roni Hirsch (Non-Executive Director)
BREEAM Building Research Establishment
Environmental Assessment Method.
Capital
expenditure,
CAPEX
Purchases of property, plant and equipment,
intangible assets, associate and joint venture
investments, and other financial assets.
Company PPHE Hotel Group Limited, a Guernsey
incorporated Company listed on the Main
Market of the London Stock Exchange plc.
CSRD Corporate Sustainability Reporting Directive.
Derivatives Financial instruments used to reduce risk, the
price of which is derived from an underlying
asset, index or rate.
Direct channels Methods of booking hotel rooms (both digital
and voice) not involving third party
intermediaries.
Dividend per
share
Proposed/approved dividend for the year
divided by the weighted average number of
outstanding shares after dilution at the end of
the period.
PPHE Hotel Group Annual Report and Accounts 2025
198 199
Strategic Report Corporate Governance Financial Statements Appendices
Jointly controlled entities
Name of company Principal activity
Country of
incorporation
Direct and
indirect
holdings %
ABM Hotel Holding B.V.
1
Holding company The Netherlands 50
art’otel Berlin Mitte/Park Plaza betriebsgesellschaft mbH
1
Hotel operation Germany 50
Park Plaza betriebsgesellschaft mbH
1
Hotel operation Germany 50
PPBK Hotel Holding B.V. (formerly known as ABK Hotel Holding B.V.)
1
Holding company The Netherlands 50
1 Indirectly held through Arena Hospitality Group d.d.
Current renovation, repositioning and pipeline projects
Project Location Scope Status
Development project London Victoria London, United Kingdom Asset optimisation In design process
Development site Park Royal, London London, United Kingdom New development In design process
Development site Westminster Bridge Road, London London, United Kingdom New development In design process
Development site Leman Street, London London, United Kingdom New development In design process
Glossary – continued
Earnings per
share
Earnings per share amounts are calculated by
dividing the net profit (loss) for the year by the
weighted average number of ordinary shares
outstanding during the year. Diluted earnings
(loss) per share amounts are calculated by
dividing the net profit (loss) for the year by the
weighted average number of ordinary shares
outstanding during the year plus the weighted
average number of ordinary shares that
would be issued on the conversion of all the
dilutive potential ordinary shares into ordinary
shares.
Employee
engagement
survey
We ask our team members to participate in
asurvey to measure employee engagement.
EPRA (European
Public Real
Estate
Association)
The EPRA reporting metrics analyse
performance (value, profit and cash flow)
giventhat we have full ownership of the
majorityof our properties.
EPS Earnings per share.
EU The European Union.
Euro, EUR, € The currency of the European Economic
andMonetary Union.
Exceptional
items
Items which are not reflective of the normal
trading activities of the Group.
Exchange rates,
FX
The exchange rates used were obtained from
thelocal national banks’ website.
FF&E Furniture, fittings and equipment.
Franchise A form of business organisation in which a
company which already has a successful
productor service (the franchisor) enters into
acontinuing contractual relationship with
other businesses (franchisees) operating
under the franchisor’s trade name and usually
with the franchisor’s guidance, in exchange for
a fee.
Online travel
agent
Online companies whose websites permit
consumers to book various travel related
services directly over the Internet.
Park Plaza
®
Upper upscale hotel brand. PPHE Hotel Group
is master franchisee of the Park Plaza
®
Hotels
& Resorts brand owned by Radisson Hotel
Group. PPHE Hotel Group has the exclusive
right to develop the brand across 56 countries
in Europe, the Middle East and Africa.
parkplaza.com
Park Plaza Hotel One hotel from the Park Plaza
®
Hotels &
Resortsbrand.
Pipeline Hotels/rooms that will enter the PPHE Hotel
Group system at a future date.
Pound Sterling/
GBP £
The currency of the United Kingdom.
PPHE Hotel
Group
PPHE Hotel Group is also referred to as ‘the
Group’ and is an international hospitality real
estate group. Through its subsidiaries, jointly
controlled entities and associates, the Group
owns, co-owns, develops, leases, operates and
franchises hospitality real estate. The Group’s
primary focus is full-service upscale, upper
upscale and lifestyle hotels in major gateway
cities and regional centres, as well as hotel,
resort and campsite properties in select
resort destinations.
Goodwill The difference between the consideration
given for a business and the total of the fair
values of the separable assets and liabilities
comprising that business.
GRS Guest Rating Score is the online reputation
score used by ReviewPro – an industry leader
in guest intelligence solutions.
Guernsey The Island of Guernsey.
Hotel revenue Revenue from all revenue-generating activity
undertaken by managed and owned and
leasedhotels, including room nights, food
andbeverage sales.
Income Units Cash flows derived from the net income
generated by rooms in Park Plaza London
Westminster Bridge, which have been sold
toprivate investors.
LSE London Stock Exchange. PPHE Hotel
Group’sshares are traded on the Premium
Listing segment of the Official List of the UK
ListingAuthority.
Key
performance
indicator (KPI)
Key performance indicator (KPI) is a
measurablevalue that demonstrates how
effectively an organisation is achieving its key
business objectives.
Market share The share of the total sales of a product or
group of products by a company in a
particular market. It is often shown as a
percentage and can be used as a performance
indicator to compare with competitors in the
same market (sector).
NCI Non-controlling interest.
Number of
properties
Number of owned hotel properties at the end
ofthe period.
Number of
rooms
Number of rooms in owned hotel properties
atthe end of the period.
Occupancy Total occupied rooms divided by net available
rooms or RevPAR divided by ARR.
Radisson Hotel
Group
Created in early 2018, one of the largest hotel
companies in the world. Hotel brands owned by
Radisson Hotel Group are Radisson Collection™,
Radisson Blu
®
, Radisson
®
, Radisson RED
®
,
Radisson Individuals, Park Plaza
®
, Park Inn
®
by
Radisson, Country Inn & Suites
®
by Radisson,
and Prize by Radisson. The portfolio of Radisson
Hotel Group includes more than 1,600 hotels in
operation and under development, located in
more than 100 countries and territories,
operating under global hotel brands. Jin Jiang
International Holdings is the majority
shareholder of Radisson Hotel Group.
radissonhotelgroup.com
Radisson
Rewards
TM
The hotel rewards programme of Radisson
Hotel Group, including Park Plaza
®
Hotels &
Resorts and art’otel
®
. The programme is
owned by Radisson Hotel Group.
radissonrewards.com
Responsible
Business
PPHE Hotel Group’s Responsible Business
strategy is a genuine, active and responsible
commitment to our environment and society.
Room count Number of rooms franchised, managed,
owned or leased by PPHE Hotel Group.
Subsidiary A company over which the Group
exercisescontrol.
Weighted
average
number of
shares
outstanding
during the year
The weighted average number of outstanding
shares taking into account changes in the
number of shares outstanding during the
year.
Working capital The sum of inventories, receivables and
payables of a trading nature, excluding
financing and taxation items.
PPHE Hotel Group Annual Report and Accounts 2025
200 201
Strategic Report Corporate Governance Financial Statements Appendices
Glossary – continued
Adjusted EPRA
earnings
EPRA earnings with the Company’s specific
adjustments. The main adjustments include
removal of unusual or one-time influences
which are not part of the Group’s regular
operations and adding back the reported
depreciation charge, which is based on assets
at historical cost, and replacing it with a
charge calculated as 4% of the Group’s total
revenue, representing the Group’s expected
average cost to maintain the real estate in
good quality. The reconciliation of the Group’s
earnings attributed to equity holders of the
parent company to Adjusted EPRA earnings
can be found on page 37.
Adjusted EPRA
earnings
pershare
Adjusted EPRA earnings divided by the
weighted average number of ordinary shares
outstanding during the year.
Average room
rate (ARR)
Total room revenue divided by the number
ofrooms sold.
Debt Service
Coverage Ratio
(DSCR)
EBITDA, less net expenses for financial liability
in respect of Income Units sold to private
investors and lease payments, divided by the
sum of interest on bank loans and yearly bank
loans redemption.
EBIT Earnings before interest (Financial income and
expenses), tax, share in results of joint
ventures and exceptional items presented as
other income and expense.
EBITDA Earnings before interest (Financial income and
expenses), tax, depreciation and amortisation,
impairment loss, share in results of joint
ventures and exceptional items presented
asother income and expense.
EPRA NDV (Net
Disposal Value)
Recognised equity, attributable to the parent
company’s shareholders on a fully diluted
basis adjusted to include properties, other
investment interests, deferred tax, financial
instruments and fixed interest rate debt at
disposal value. Adjustments to the recognised
equity are calculated on the share allocated to
the parent company’s shareholders (net of
non-controlling interest). The reconciliation of
the Group’s equity attributable to equity
holders of the parent (NAV per the financial
statements) to EPRA NDV can be found on
page 36.
EPRA NDV per
share
EPRA NDV divided by the fully diluted number
of shares at the end of the period.
EPRA NRV (Net
Reinstatement
Value)
Recognised equity, attributable to the parent
company’s shareholders on a fully diluted basis
adjusted to include properties and other
investment interests at fair value and to exclude
certain items not expected to crystallise in a
long-term investment property business model
(deferred tax on timing differences on
property, plant and equipment and intangible
assets and financial instruments). Adjustments
to the recognised equity are calculated on the
share allocated to the parent company’s
shareholders (net of non-controlling interest).
The reconciliation of the Group’s equity
attributable to equity holders of the parent
(NAV per the financial statements) to EPRA NRV
can be found on page 36.
EPRA NRV per
share
EPRA NRV divided by the fully diluted number
of shares at the end of the period.
EBITDA margin EBITDA divided by total revenue.
EBITDAR Earnings before interest (Financial income and
expenses), tax, depreciation and amortisation,
impairment loss, rental expenses, share in
results of joint ventures and exceptional items
presented as other income and expense.
EPRA earnings Shareholders’ earnings from operational
activities adjusted to remove changes in fair
value of financial instruments and reported
depreciation. The reconciliation of the Group’s
earnings attributed to equity holders of the
parent company to EPRA earnings can be
found on page 37.
EPRA earnings
per share
EPRA earnings divided by the weighted
average number of ordinary shares
outstanding during the year.
EPRA LTV
(EPRAnet debt
leverage)
Net debt based on proportionate consolidation
divided by the sum of the market value of the
properties and the net working capital and
excluding certain items not expected to
crystallise in a long-term investment property
business model (deferred tax on timing
differences and financial instruments) based
on proportionate consolidation. The
reconciliation of the ratio between the
reported net debt and the reported property
value (net debt leverage per the financial
statements) to EPRA LTV can be found on
page40.
EPRA NAV (Net
Asset Value)
Recognised equity, attributable to the parent
company’s shareholders, including reversal
of derivatives, deferred tax asset for
derivatives, deferred tax liabilities related
tothe properties and revaluation of
operatingproperties.
EPRA NTA (Net
Tangible Assets)
Recognised equity, attributable to the parent
company’s shareholders on a fully diluted
basisadjusted to include properties and other
investment interests at fair value and to exclude
intangible assets and certain items not
expected to crystallise based on the Company’s
expectations for investment property disposals
in the future. Adjustments to the recognised
equity are calculated on the share allocated to
the parent company’s shareholders (net of
non-controlling interest). The reconciliation of
the Group’s NAV to EPRA NTA can be found on
page 37.
EPRA NTA per
share
EPRA NTA divided by the fully diluted number
ofshares at the end of the period.
Gearing ratio Net bank debt divided by the sum of total
equity excluding hedging reserve and net
bank debt.
Interest Cover
Ratio (ICR)
EBITDA, less net expenses for financial liability
in respect of Income Units sold to private
investors and lease payments, divided by
interest on bankloans.
Like-for-like Results achieved through operations that are
comparable with the operations of the
previous period. Current period’s reported
results are adjusted to have an equivalent
comparison withprevious periods’ results,
with similar seasonality and the same set of
hotels.
Loan-to-value
ratio (LTV)
Interest-bearing liabilities after deducting
cash and cash equivalents as a percentage of
the properties’ market value at the end of the
period.
Maintenance
CAPEX
Calculated as 4% of revenues, which
represents the expected average maintenance
capital expenditure required in the operating
properties.
Net debt Calculated as total borrowings minus cash
and cash equivalents, including both long-term
and short-term restricted cash.
Normalised PBT,
normalised
profit before
tax
Profit before tax adjusted to remove
exceptional or one-time influences which are
not part of the Group’s regular operations.
The reconciliation ofthe Group’s reported
profit before tax to normalised profit before
tax can be found on page 34.
RevPAR Revenue per available room. Total room
revenue divided by the number of available
rooms.
Alternative Performance Measures
In order to aid stakeholders and investors in analysing the Group’s performance and understanding the value of its assets and earnings
from a property perspective, the Group has disclosed the following Alternative Performance Measures, which are commonly used in the Real
Estate and the Hospitality sectors.
PPHE Hotel Group Annual Report and Accounts 2025
202 203
Strategic Report Corporate Governance Financial Statements Appendices
Contacts
Directors
Ken Bradley (Non-Executive Chairman)
Boris lvesha (President & Chief Executive Officer)
Greg Hegarty (Co-Chief Executive Officer)
Daniel Kos (Chief Financial Officer & Executive Director)
Nigel Keen (Non-Executive Director & Senior Independent Director)
Stephanie Coxon (Non-Executive Director)
Marcia Bakker (Non-Executive Director)
Roni Hirsch (Non-Executive Director)
PPHE Hotel Group
HNK Amsterdam Sloterdijk
Radarweg 60, Floor 9
1043 NT Amsterdam
The Netherlands
T: +31 (0)20 717 8600
E: info@pphe.com
E: dkos@pphe.com
Contacts
Greg Hegarty (Co-Chief Executive Officer)
Daniel Kos (Chief Financial Officer & Executive Director)
Inbar Zilberman (Chief Corporate & Legal Officer)
Robert Henke (Executive Vice President Commercial Affairs)
Administrator
Suntera Global
Ground Floor
Plaza House, Admiral Park
St. Peter Port
Guernsey GY1 2HU
Channel Islands
Auditors to the Company and reporting accountants
Brightman Almagor Zohar & Co (Deloitte)
1 Azrieli Center
P.O.B. 16593
Tel Aviv, 6701101
Israel
Legal advisers to the Company as to Guernsey law
Carey Olsen (Guernsey) LLP
Carey House
P.O. Box 98
Les Banques
St. Peter Port
Guernsey GY1 4BZ
Channel lslands
Registered office
Suntera Global
Ground Floor
Plaza House, Admiral Park
St. Peter Port
Guernsey GY1 2HU
Channel Islands
Registrar
MUFG Corporate Markets (Guernsey) Limited
Mont Crevelt House
Bulwer Avenue
St. Sampson
Guernsey GY2 4LH
Channel Islands
Company Secretary
Suntera Global
Ground Floor
Plaza House, Admiral Park
St. Peter Port
Guernsey GY1 2HU
Channel Islands
Financial advisers and brokers
J.P Morgan Securities plc
25 Bank Street
Canary Wharf
London E14 5JP
United Kingdom
Shore Capital Stockbrokers Limited
Cassini House
57 St James’s Street
London SW1A 1LD
United Kingdom
Public relations
Hudson Sandler LLP
25 Charterhouse Square
London EC1M 6AE
United Kingdom
Company websites
pphe.com
arenahospitalitygroup.com
For reservations
radissonhotels.com
parkplaza.com
artotel.com
arenahotels.com
arenacampsites.com
Strategic partner
radissonhotelgroup.com
Forward-looking statements
This document may contain certain ‘forward-looking statements’ which reflect the Company’s and/or the
Directors’ current views with respect to financial performance, business strategy and future plans, both with
respect to the Group and the sectors and industries in which the Group operates. Statements which include
thewords ‘expects’, ‘intends’, ‘plans’, ‘believes’, ‘projects’, ‘anticipates’, ‘will’, ‘targets’, ‘aims’, ‘may’, ‘would’, ‘could’,
‘continue’ and similar statements are of a future or forward-looking nature. All forward-looking statements
address matters that involve risks and uncertainties. Accordingly, there are or will be important factors that could
cause the Group’s actual results to differ materially from those indicated in these statements. Any forward-looking
statements in this document reflect the Group’s current views with respect to future events and are subject
torisks, uncertainties and assumptions relating to the Group’s operations, results of operations and growth
strategy. These forward-looking statements speak only as of the date on which they are made. Subject to any
legalor regulatory obligations, the Company undertakes no obligation publicly to update or review or revise
anyforward-looking statement, whether as a result of new information, future developments or otherwise.
Allsubsequent written and oral forward-looking statements attributable to the Group or individuals acting
onbehalfof the Group are expressly qualified in their entirety by this paragraph. Nothing in this document
shouldbeconsidered as a profit forecast.
Consultancy, design and production
www.luminous.co.uk
Design and production
www.luminous.co.uk
204
PPHE Hotel Group
HNK Amsterdam Sloterdijk
Radarweg 60, Floor 9
1043 NT Amsterdam, The Netherlands
T: +31 (0)20 717 8600
E: info@pphe.com
pphe.com