NICOSIA, CYPRUS — March 31, 2026 — NanduQ plc (AIX: NNDQ) (“NanduQ”, the “Group” or the “Company”), an innovative provider of cutting-edge payment, financial, and digital token infrastructure services, today announced its financial results for the year ended December 31, 2025 and the publication of its 2025 Annual Report.

NanduQ plc 2025 Annual Report

The 2025 Annual Report is available on the Company’s website at https://nanduq.com/results-and-reports/reports-and-presentations/#tabs-2025.


FY 2025 key operating and financial highlights



 

 

2024

2025

 

 

 

USD thsd.

USD thsd.

YoY

Consolidated Group results, Continuing operationsi

Revenue

 

35,949

25,573

(28.9%)

Net Revenue

 

19,403

14,332

(26.1%)

Payment Volume, billion

1.1

0.8

(23.3%)

Net Revenue Yield

1.78%

1.72%

(0.07 p.p.)

Adjusted EBITDA (loss)

(7,184)

(5,578)

(22.4%)

Profit / (Loss) for the period

(66,055)

15,676

n/m

Adjusted Net Profit

14,048

25,656

82.6%


(i) Following the sale of Russian assets in January 2024, comparative historical data related to those assets prior to the sale, has been reclassified to discontinued operations and excluded from the results for 2024.


Key events during the reported period



· On February 13, 2025 NanduQ announced completion of a name change and launch of a new corporate website. The Company also changed its ticker on AIX to “NNDQ” following a completion of its corporate name change from QIWI plc to NanduQ plc.[1]

· On February 20, 2025 NanduQ announced that it had appointed RCS Stock Transfer Inc., a transfer agent registered with the U.S. Securities and Exchange Commission, along with RCS Trust and Corporate Services Ltd. as custodian to jointly succeed The Bank of New York Mellon in administering the Company’s American Depositary Share (“ADS”) program.[2]

· On April 21, 2025 NanduQ announced that the Board of Directors (the “Board”, “BoD”) had authorized the extension of the payment terms for the second and third installments under the sale agreement executed on January 19, 2024 in respect of Russian assets consolidated under JSC QIWI (the “Transaction”) to October 31, 2025.[3] On November 6, 2025 the Board approved the extension of the payment terms for the second, third, and fourth installments under the Transaction until January 31, 2026.[4] On December 23, 2025 NanduQ’s BoD approved steps to complete the settlement of the Russian assets sale transaction by entering into a novation agreement with the buyer (described in more detail further in this Press Release), and called on EGM.[5]

· On October 16, 2025 NanduQ announced that, following its voluntary application, MOEX had decided to delist its ADSs.[6] On November 20, 2025 NanduQ announced end of listing and trading of its ADSs on MOEX.[7]

· On December 30, 2025 NanduQ plc acquired 100% share of MRCR Holdings Ltd (together with its subsidiaries, “MRCR Group”). MRCR Group develops and operates a global payments infrastructure platform that builds a bridge between traditional finance and the Web3/cryptocurrency ecosystem. Its primary business is providing white-label “on-ramp and off-ramp” solutions, allowing crypto-native businesses to integrate simple tools that let their users buy and sell crypto with fiat currency using familiar payment methods such as bank cards or Apple Pay.


[1] https://nanduq.com/news-and-events/press-releases/4108602/

[2] https://nanduq.com/news-and-events/press-releases/4108603/

[3] https://nanduq.com/news-and-events/press-releases/4108605/

[4] https://nanduq.com/news-and-events/press-releases/4108616/



Continuing operations FY 2025 results



Unless otherwise stated, the following discussion on operating and financial results of the Company refers to continuing operations.

Payment Volume and Net Revenue

Payment Volume was 23.3% lower YoY and amounted to USD 0.8 bn impacted by the ongoing work to reestablish partner networks after the Group’s restructuring.

Revenue and Net Revenue decreased by 28.9% YoY to USD 25,573 thsd. and by 26.1% YoY to USD 14,332 thsd. respectively mainly due to the decline in payment volume.

Net Revenue Yield decreased by 7 bps YoY to 1.72%, reflecting a shift in product mix.


Operating expenses and other non-operating income and expenses



 

 

2024

2025

 

 

 

USD thsd. USD thsd.

YoY

Operating expenses

(81,442)

(131,118)

61.0%

Adjusted operating expenses

(81,442)

(24,785)

(69.6%)

Cost of revenue (exclusive of items shown separately below)

(16,546)

(11,241)

(32.1%)

Selling, general and administrative expenses

(13,297)

(6,854)

(48.5%)

Personnel expenses

 

(13,290)

(13,056)

(1.8%)

Depreciation and amortization

(820)

(770)

(6.1%)

Credit loss (expense)/recovery

(37,489)

7,136

n/m

Loss on derecognition of receivables for sale of discontinued operations

-

(106,333)

-

Other non-operating (expenses) / income

(18,926)

121,605

n/m

Loss from disposal of associate

-

(1,673)

-

Share of loss of an associate

(4,106)

-

-

Gain from revaluation of convertible loan

-

7,417

-

Foreign exchange gain/(loss), net

(43,716)

85,191

n/m

Interest income and expenses, net

23,688

32,388

36.7%

Other income and expenses, net

5,208

(1,718)

n/m



[5] https://nanduq.com/news-and-events/press-releases/4108618/

[6] https://nanduq.com/news-and-events/press-releases/4108614/

[7] https://nanduq.com/news-and-events/press-releases/4108617/


Adjusted operating expenses decreased by 69.6% to USD 24,785 thsd. mainly driven by lower cost of revenue and selling, general and administrative expenses.

Cost of revenue decreased by 32.1% to USD 11,241 thsd. primarily reflecting the decline in payment volume.

Selling, general and administrative expenses decreased by 48.5% YoY to USD 6,854 thsd., largely reflecting tighter control over costs, particularly legal and consulting fees.

Personnel expenses decreased by 1.8% YoY to USD 13,056 thsd. driven by adjustments to processes and functions in connection with the corporate restructuring, combined with efficiency improvements enabled by the deployment of new technologies.

In the reporting period, the Company recorded a loss of USD 106,333 thsd. related to the derecognition of receivables associated with discontinued operations. The Company entered into a novation agreement dated December 23, 2025 (the “Novation Agreement”) with Fusion Factor Fintech Limited in connection with the sale of Russian assets, originally agreed on January 19, 2024. This marked a key milestone in completing the Transaction and enabled the Company to finalize the Russian Assets Sale. The cash consideration under the Novation Agreement was fully paid in February and March 2026 in the amount of USD 52,165 thsd. The remaining balance will be settled through the transfer of 29,228,000 of the Company’s Class B shares. The portion of the receivable to be settled through the transfer of shares was measured based on the number of shares to be received multiplied by their fair value at the date of the Novation Agreement. This portion of the receivable no longer meets the definition of a financial asset under IFRS and has accordingly been reclassified from receivables to equity, presented as a separate line item within equity. The Company is evaluating various options for managing this shareholding to maximise returns for shareholders, including reducing the number of shares in circulation and increasing the value of the Company’s equity attributable to each individual shareholder. This settlement is expected to enhance shareholder benefits by eliminating remaining transaction-related uncertainties and completing the strategic divestment of non-core assets.

Other non-operating income amounted to USD 121,605 thsd. compared to other non-operating expenses of USD 18,926 thsd. in the prior year, primarily attributable to a foreign exchange gain (net) of USD 85,191 thsd. of which USD 79,502 thsd. related to receivables from the sale of Russian business. Interest income increased by 36.7% YoY to USD 32,388 thsd. from USD 23,688 thsd. in 2024, driven by higher interest income recognized under the effective interest method on receivables related to the sale of the Russian assets.


Profitability results



 

 

2024

2025

 

 

 

USD thsd.

USD thsd.

YoY

Adjusted EBITDA (loss) from continuing operations

 

(7,184)

(5,578)

(22.4%)

Adjusted Net Profit from continuing operations

 

14,048

25,656

82.6%


Adjusted EBITDA (loss) improved by 22.4% YoY to USD 5,578 thsd. primarily driven by a decrease in selling, general and administrative expenses resulted from a continued prudent cost management approach.

Adjusted Net Profit rose by 82.6% YoY to USD 25,656 thsd. primarily driven by foreign exchange gains, an increase in net interest income, alongside the mentioned cost discipline.


About NanduQ plc.



NanduQ plc is an innovative provider of cutting-edge payment, financial, and digital token infrastructure services. We stand at the forefront of fintech innovation, facilitating and securing the digitalization of payments while actively shaping the future of digital finance. Our mission is to create adaptive, next-generation fintech solutions that connect companies and millions of people in an increasingly tokenized world. We offer a wide range of payment and financial service products for merchants and B2C clients across various digital use-cases.

Through the strategic acquisition of MRCR Holdings Ltd — a Cyprus-based developer of digital token infrastructure — NanduQ is launching the Neo-Settlements Platform, designed to deliver tailored settlement solutions at the intersection of traditional finance and the digital asset economy.

NanduQ’s American depositary shares are listed on the Astana International Exchange (ticker: NNDQ). For more information, visit nanduq.com.

Contact

Investor Relations

Forward-Looking Statements

This press release includes “forward-looking statements” including, without limitation, statements regarding NanduQ’s current and future operations and financial condition, NanduQ’s development plan post-restructuring and ability to enter into sufficient M&A deals, NanduQ’s ability to receive the payment from the sale of its Russian assets and generate sufficient cash flow; and NanduQ’s ability to implement its strategic initiatives in its countries of operations.

Such forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause the actual results, performance or achievements of NanduQ to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Various factors that could cause actual future results and other future events to differ materially from those estimated by management include, but are not limited to, the macroeconomic conditions in each of the international markets in which we operate, growth in each of our markets, competition, the introduction of new products and services and their acceptance by consumers, NanduQ’s ability to estimate the market risk and capital risk associated with new projects, a decline in net revenue yield, regulation, NanduQ’s ability to grow physical and virtual distribution channels, cyberattacks and security vulnerabilities in NanduQ’s products and services, NanduQ’s ability to expand geographically, the risk that new projects will not perform in accordance with its expectations and other risks identified in other reports and filings of NanduQ plc. NanduQ undertakes no obligation to revise any forward-looking statements or to report future events that may affect such forward-looking statements unless NanduQ is required to do so by law.



8 https://nanduq.com/news-and-events/press-releases/4108620/

9 https://nanduq.com/news-and-events/press-releases/4108621/


NanduQ plc Consolidated Statement of Financial Position (in thousands of US Dollars)



 

As of As of

 

December 31, 2024 December 31, 2025

 

USD USD

Assets

 

 

Non-current assets

 

 

Property and equipment

598

705

Goodwill and other intangible assets

660

193,128

Crypto assets

-

11,188

Investment in associate

2,308

-

Long-term loans issued

-

951

Long-term receivables for sale of discontinued operations

30,821

-

Deferred tax assets

669

558

Other non-current assets

707

306

Total non-current assets

35,763

206,836

Current assets

 

 

Trade and other receivables

18,258

34,964

Short-term receivables for sale of discontinued operations

137,788

50,310

Short-term loans issued

56,088

1,372

Short-term debt securities and term deposits

38,552

7,682

Income tax prepaid

1,717

1,993

Cash and cash equivalents

75,184

58,759

Restricted cash

-

62,870

Other current assets

2,492

3,196

Total current assets

330,079

221,146

Total assets

365,842

427,982

Equity and liabilities

 

 

Equity attributable to equity holders of the parent

 

 

Share capital

35

35

Additional paid-in capital

73,340

73,340

Share premium

255,220

255,220

Other reserves

47,802

47,445

Receivable from shareholder to be settled in the Company’s own shares

-

(125,680)

Retained earnings

133,738

149,414

Translation reserve

(167,293)

(166,863)

Total equity

342,842

232,911

Non-current liabilities

 

 

Long-term debt

446

-

Long-term lease liabilities

37

7

Deferred tax liabilities

833

11,547

Other non-current liabilities

271

-

Total non-current liabilities

1,587

11,554

Current liabilities

 

 

Trade and other payables

16,314

39,666

Short-term liabilities for acquisition of subsidiary

-

139,927

Short-term lease liabilities

227

35

Other current liabilities

4,872

3,889

Total current liabilities

21,413

183,517

Total equity and liabilities

365,842

427,982


NanduQ plc Consolidated Statement of Comprehensive Income (in thousands of US Dollars, except per share data)



 

Year ended December 31,

 

2024 2025

 

USD USD

Continuing operations

 

 

Revenue:

35,949

25,573

Revenue from contracts with customers

26,249

18,638

Interest revenue calculated using the effective interest rate

8,196

5,487

Fees from inactive accounts and unclaimed payments

1,504

1,448

Operating costs and expenses:

(81,442)

(131,118)

Cost of revenue, exclusive of items shown separately below

(16,546)

(11,241)

Selling, general and administrative expenses

(13,297)

(6,854)

Personnel expenses

(13,290)

(13,056)

Depreciation and amortization

(820)

(770)

Credit loss (expense)/recovery

(37,489)

7,136

Loss on derecognition of receivables for sale of discontinued operations

-

(106,333)

Loss from operations

(45,493)

(105,545)

Loss from disposal of associate

-

(1,673)

Share of loss of an associate

(4,106)

-

Gain from revaluation of convertible loan

-

7,417

Foreign exchange (loss)/gain, net

(43,716)

85,191

Interest income and expenses, net.

23,688

32,388

Other income and expenses, net

5,208

(1,718)

(Loss)/profit before tax from continuing operations

(64,419)

16,060

Income tax expense

(1,636)

(384)

(Loss)/profit from continuing operations

(66,055)

15,676

 

 

 

Discontinued operations

 

 

Loss after tax from discontinued operations

(472,176)

-

(Loss)/profit for the year

(538,231)

15,676

Attributable to:

 

 

Equity holders of the parent

(538,511)

15,676

Non-controlling interests

280

-

 

 

 

Other comprehensive (loss)/income

 

 

Other comprehensive income/(loss) to be reclassified to profit or loss in subsequent periods:

 

 

Foreign currency translation:

 

 

Exchange differences on translation of foreign operations

3,467

430

Net gain recycled to profit or loss upon disposal

223,334

-

Debt securities at fair value through other comprehensive income (FVOCI):

 

 

Net gain/(loss) arising during the period, net of tax

16

(683)

Net loss recycled to profit or loss upon disposal

(4,316)

-

Share of other comprehensive Income of an associate

77

-

Reclassification of share of OCI of an associate on disposal to profit or loss

-

326

Total other comprehensive income, net of tax

222,578

73

Total comprehensive (loss)/income, net of tax

(315,653)

15,749

Attributable to:

 

 

Equity holders of the parent

(315,933)

15,749

Non-controlling interests

280

-

 

 

 

(Loss)/earnings per share:

 

 

Basic, (loss)/earnings attributable to ordinary equity holders of the parent

(8.59)

0.25

Diluted, (loss)/earnings attributable to ordinary equity holders of the parent

(8.59)

0.25

(Loss)/earnings per share from continuing operations

 

 

Basic, (loss)/earnings from continuing operations attributable to ordinary equity holders of the parent

(1.05)

0.25

Diluted, (loss)/earnings from continuing operations attributable to ordinary equity holders of the parent

(1.05)

0.25



NanduQ plc Consolidated Statement of Cash Flows (in thousands of US Dollars)



 

Year ended December 31,

 

2024 2025

 

USD USD

Operating activities

 

 

(Loss)/Profit for the year

(538,231)

15,676

Adjustments to reconcile profit before tax to net cash flows generated from operating activities:

 

 

Depreciation and amortization

820

770

Foreign exchange loss/(gain), net

43,581

(85,191)

Interest income, net

(37,231)

(37,875)

Credit loss expense/(recovery)

36,860

(7,136)

Share of loss of an associate

4,106

-

Loss on disposal of subsidiaries and discontinued operations

478,858

-

Revaluation of loan issued

(2,594)

-

Loss from disposal of associate

-

1,673

Loss on derecognition of receivables for sale of discontinued operations

-

106,333

Gain from revaluation of convertible loan

-

(7,417)

Income tax expense

3,505

384

Other

15

(3,037)

Changes in operating assets and liabilities:

 

 

Changes in trade and other receivables

18,917

11,249

Changes in other assets

23,005

(265)

Changes in customer accounts and amounts due to banks

(6,812)

-

Changes in accounts payable and accruals

(91,780)

(1,265)

Changes in other liabilities

5,362

(1,861)

Changes in loans issued as operating activity

12,978

-

Cash flows used in operations

(48,641)

(7,962)

Interest received

10,995

7,220

Interest paid

(306)

-

Income tax paid

(4,508)

(204)

Net cash flow used in operating activities

(42,460)

(946)

Investing activities

 

 

Cash paid as investments in associate

(1,000)

-

Cash received upon business combination

-

5,949

Net cash outflow from disposal of discontinued operations

(317,437)

-

Purchase of property and equipment

(162)

(16)

Purchase of intangible assets

(150)

(320)

Proceeds from sale of fixed and intangible assets

185

-

Loans issued

(5,200)

(2,922)

Repayment of loans issued

5,856

9,049

Purchase of debt securities

(99,600)

(79,535)

Proceeds from sale and redemption of debt securities

119,546

111,614

Net cash (used in)/generated from investing activities

(297,962)

43,819

Financing activities

 

 

Repayment of debt

(3,256)

-

Proceeds from borrowings

549

-

Payment of principal portion of lease liabilities

(116)

(228)

Net cash used in financing activities

(2,823)

(228)

Effect of exchange rate changes on cash and cash equivalents

(6,332)

3,800

Net (decrease)/increase in cash and cash equivalents

(349,577)

46,445

Cash and cash equivalents at the beginning of year

424,761

75,184

Cash and cash equivalents at the end of year

75,184

121,629



Non-IFRS Financial Measures and Supplemental Financial Information

This release presents Net Revenue, Adjusted operating expenses, Adjusted EBITDA (loss) from continuing operations, Adjusted Net Profit from continuing operations, which are non-IFRS financial measures. These non-IFRS financial measures should not be considered as substitutes for or superior to Revenue, in the case of Net Revenue; Operating expenses, in the case of Adjusted operating expenses, (Loss)/profit from continuing operations, in the case of Adjusted EBITDA (loss) from continuing operations and Adjusted Net Profit from continuing operations each prepared in accordance with IFRS.

Furthermore, because these non-IFRS financial measures are not determined in accordance with IFRS, they are susceptible to varying calculations and may not be comparable to other similarly titled measures presented by other companies. NanduQ encourages investors and others to review our financial information in its entirety and not rely on a single financial measure. For more information regarding Net Revenue, Adjusted EBITDA (loss) from continuing operations and Adjusted Net Profit from continuing operations, including a quantitative reconciliation of Adjusted EBITDA (loss) from continuing operations and Adjusted Net Profit from continuing operations to the most directly comparable IFRS financial performance measures, which is (Loss)/profit from continuing operations in the case of Adjusted EBITDA (loss) from continuing operations and Adjusted Net Profit from continuing operations, see Reconciliation of IFRS to Non-IFRS Operating Results in this earnings release.

We define non-IFRS financial measures as follows:

· “Net Revenue” is calculated by subtracting cost of revenue from revenue.

· “Adjusted operating expenses” is calculated by subtracting loss on derecognition of receivables for sale of discontinued operations from operating expenses.

· “Adjusted EBITDA (loss) from continuing operations” as (Loss) / profit from continuing operations plus/(less): (1) depreciation and amortization, (2) credit loss expense/(recovery), (3) loss on derecognition of receivables for sale of discontinued operations (4) loss from disposal of associate (5) share of loss of an associate, (6) (gain) from revaluation of convertible loan (7) foreign exchange loss/(gain), net, (8) interest (income) and expenses, net, (9) other (income) and expenses, net, (10) income tax expense.

· “Adjusted Net Profit from continuing operations” as (Loss) / profit from continuing operations plus/(less): (1) credit loss expense/(recovery), (2) loss on derecognition of receivables for sale of discontinued operations (3) loss from disposal of associate (4) share of loss of an associate, (5) (gain) from revaluation of convertible loan, (6) foreign exchange loss/(gain), net, (7) other (income) and expenses, net.

Net Revenue is a key measure used by management to observe our operational profitability since it reflects our portion of the revenue net of fees that we pass through, primarily to our agents and other reload channels providers. In addition, under IFRS, most types of fees are presented on a gross basis whereas certain types of fees are presented on a net basis.

Adjusted operating expenses is a key supplemental performance measure used by management to evaluate cost efficiency and enhance comparability across periods and companies by excluding one-off, non-recurring items.

Adjusted EBITDA (loss) from continuing operations is a key measure used by management as a supplemental performance measure that facilitates operating performance comparisons from period to period and company to company by backing out potential differences caused by variations in capital structures, changes in foreign exchange rates that impact financial assets and liabilities denominated in currencies other than our functional currency, tax positions, the age and book depreciation of property and equipment, non-cash charges, and certain one-off income and expenses. Adjusted EBITDA (loss) from continuing operations also excludes other expenses, share of loss of an associate, loss on derecognition of receivables for the sale of discontinued operations, as believe it provides a clearer view of the performance of our business by excluding the impact of entities that we do not control. As Adjusted EBITDA (loss) from continuing operations facilitates internal comparisons of operating performance on a more consistent basis, we also use Adjusted EBITDA (loss) from continuing operations in measuring our performance relative to that of our competitors.

Adjusted Net Profit from continuing operations is a key measure used by management to observe the operational profitability of the company. We believe Adjusted Net Profit from continuing operations is useful to an investor in evaluating our operating performance because it measures a company’s operating performance without the effect of non-recurring and one-off items or items that are not core to our operations. For example, the loss on derecognition of receivables for the sale of discontinued operations does not reflect the core operations of the business and does not have a material cash impact. Nevertheless, such gains and losses can affect our financial performance.

Payment volume provides a measure of the overall size and growth of the business, and increasing our payment volumes is essential to growing our profitability.

Net revenue yield. We calculate Net Revenue yield by dividing Net revenue by the Payment volume. The Net revenue yield provides a measure of our ability to generate net revenue per unit of volume we process.

The Group has identified its operating segments based on the types of products and services the Group offers. CODM (Chief executive officer (CEO) of the Group is considered as the chief operating decision maker of the Group) reviews segment net revenue, segment profit before tax and segment net profit within one segment. For the purposes of consolidated financial statements, the analysis made by CODM considers only the metrics related to continuing operations.

Management identified one segment — Payment Services. CODM has been monitoring performance of continuing operations within one segment for making operating decisions. Payment Services (PS) is the operating segment that generates revenue through operations of the payment processing system offered to the Group’s customers through a diverse range of channels and interfaces.


 

Year ended December 31

 

2024 2025

 

USD USD

Continuing operations

 

 

Revenue

35,949

25,573

Minus: Cost of revenue

(16,546)

(11,241)

Total Net Revenue from continuing operations

19,403

14,332

Discontinued operations

 

 

Revenue

31,949

-

Minus: Cost of revenue

(13,919)

-

Total Net Revenue from discontinued operations

18,030

-

(Loss)/profit from continuing operations

(66,055)

15,676

Plus:

 

 

Depreciation and amortization

820

770

Credit loss expense/(recovery)

37,489

(7,136)

Loss on derecognition of receivables for sale of discontinued operations

-

106,333

Loss from disposal of associate

-

1,673

Share of loss of an associate

4,106

-

(Gain) from revaluation of convertible loan

-

(7,417)

Foreign exchange loss/(gain), net

43,716

(85,191)

Interest (income) and expenses, net.

(23,688)

(32,388)

Other (income) and expenses, net

(5,208)

1,718

Income tax expense

1,636

384

Adjusted EBITDA (loss) from continuing operations

(7,184)

(5,578)

(Loss)/profit from continuing operations

(66,055)

15,676

Plus:

 

 

Credit loss expense/(recovery)

37,489

(7,136)

Loss on derecognition of receivables for sale of discontinued operations

-

106,333

Loss from disposal of associate

-

1,673

Share of loss of an associate

4,106

-

(Gain) from revaluation of convertible loan

-

(7,417)

Foreign exchange loss/(gain), net

43,716

(85,191)

Other (income) and expenses, net

(5,208)

1,718

Adjusted Net Profit from continuing operations

14,048

25,656