BLUEGROUND HOLDINGS LIMITED

• ⚠

  Material uncertainty over going concern

  We draw attention to note 2 in the financial statements, which indicates that the Group's bank borrowings of $31.6 million loan from the Kreos Fund and $52.9 million drawn from the Revolving Credit Facility (RCF) with Barclays are currently scheduled to mature in January 2027. Without refinancing the Group is forecasting covenant breaches and short term liquidity challenges. As stated in note 2, these events or conditions indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

• ◆

  3 officer resignations in last 12 months

  Multiple officers have left the board recently — see the People section for who.

Values shown as filed in the company's annual accounts. — indicates the figure wasn't present under that line item in that period. About these numbers

Margins divide P&L lines by turnover. Gearing is liabilities over total assets. Current ratio is current assets over creditors falling due within one year. Interest cover is operating profit over absolute finance costs. Sector-distribution context coming next.

Accounting basis

IFRS

Reporting scope

Consolidated group

Auditor

Deloitte LLP

Audit opinion

Unqualified (clean)

Going concern

Material uncertainty disclosed

“We draw attention to note 2 in the financial statements, which indicates that the Group's bank borrowings of $31.6 million loan from the Kreos Fund and $52.9 million drawn from the Revolving Credit Facility (RCF) with Barclays are currently scheduled to mature in January 2027. Without refinancing the Group is forecasting covenant breaches and short term liquidity challenges. As stated in note 2, these events or conditions indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.”

Group structure

1. BLUEGROUND HOLDINGS LIMITED · parent
   1. Blueground US Inc 100% · USA
   2. Blueground Holiday Homes Rental LLC 100% · UAE
   3. Blueground Single Member PC 100% · Greece
   4. Blueground A.S. 100% · Turkey
   5. Blueground Real Estate LLC 0% · UAE
   6. Blueground Furnished Apartments UK Ltd 100% · United Kingdom
   7. Blueground Property Leasing and Management LLC 0% · UAE
   8. Blueground Properties LLC 100% · USA
   9. Blueground France SaS 100% · France
   10. Blueground Austria GmbH 100% · Austria
   11. Blueground Germany GmbH 100% · Germany
   12. Blueground Espana S.L.U. 100% · Spain
   13. Blueground Switzerland GmbH 100% · Switzerland
   14. Blueground Denmark ApS 100% · Denmark
   15. Blueground Housing Belgium 100% · Belgium
   16. Blueground Hong Kong Limited 100% · China
   17. Blueground Luxembourg SARL 100% · Luxembourg
   18. Blueground Netherlands B.V. 100% · Netherlands
   19. BGPROP Portugal, Unipessoal LDA 100% · Portugal
   20. Blueground Singapore PTE. LTD. 100% · Singapore
   21. Blueground Apartments Mexico 0.01% · Mexico
   22. Travelers Haven 100% · USA
   23. Hera Merger Sub, Inc 100% · USA
   24. Egomotion OpCo Corp. 100% · USA
   25. Zeus Living Furnitures, Inc 100% · USA
   26. Zeus Living, Inc 100% · USA
   27. Zeus Living Management, Inc 100% · USA
   28. TB Real Estate Technology LLC 100% · USA
   29. Tabas Technologia Imobiliaria Ltda 100% · Brazil
   30. Digital Services XXVIII SARL 100% · Luxembourg
   31. Digital Services XXVIII Top-Holding SCSp 100% · Luxembourg
   32. Digital Services XXVIII (GP) SARL 100% · Luxembourg
   33. Nestpick Global Services GmbH 100% · Germany
   34. Nestpick, Inc 100% · USA

Significant events

• “The Group completed a $60 million senior revolving credit facility with Barclays Bank in January 2024.”
• “The Group reached $49 million of total funding as part of its 2023 convertible debt issuance ($32 million in FY2023)”
• “The Group entered a new $35 million subordinated debt agreement with Kreos Capital, replacing existing debt with Trinity Capital and various lenders in Brazil”
• “Franchise Expansion: The Group successfully launched in five markets in 2024 i.e. Japan, Thailand, Israel and Egypt with three future launches in South Korea, Malaysia and Hungary within 2025.”
• “Subsequent to the reporting date, the Group agreed to sell 100% of its subsidiary Tabas in Brazil. The sale and purchase agreement was signed on 21 July 2025 and the transaction was concluded in mid-November 2025.”
• “Furthermore, the Group has engaged in discussions with both shareholders and the lender banks regarding the future direction and funding of the business plan. A consortium of RCF lenders and existing shareholders have funded $10m into the Company as of April 2026 and working towards a larger capitalization for the Company in advance of the January 2027 maturity.”

Auditor, going-concern and subsidiary information is drawn from the narrative of the latest annual accounts. About these numbers

Filings

7

last 12 months

Capital events

1

last 24 months

Officers appointed

1

last 12 months

Officers resigned

3

last 12 months

Direct counts from the register. No score, no rating — see the Filing timeline for the underlying events.

• Turnover

  +7.7%

  £412,642,934 → £444,322,774

• Cash

  +3.2%

  £35,333,540 → £36,479,107

• Net assets

  -183.4%

  £55,321,305 → -£46,154,749

• Employees

  +4.3%

  998 → 1,041

• Operating profit

  -4.6%

  -£50,839,801 → -£53,179,283

• Profit before tax

  -29.1%

  -£89,327,249 → -£115,357,285

• Wages

  -7.7%

  £45,242,950 → £41,774,927

Each % is (latest − prior) ÷ |prior| for the line item as filed. The comparison is only shown when the latest and prior accounts cover broadly equal-length periods — short or long stubs (typical around incorporation or a year-end change) are suppressed rather than misrepresented. Lines a company doesn't report are omitted. About these numbers