Brera Holdings PLC

Listed Company

SLMTCIK 0001939965NasdaqNon-AcceleratedEmerging GrowthServices-Amusement & Recreation ServicesL2IEFY ends Dec 31

Period

FY 2024

Revenue

—

Net Income

$-5.05M

Total Assets

$10.12M

Equity

—

Shares Out

—

Op. Cash Flow

—

Business

Brera Holdings PLC is an Irish holding company focused on multi-club ownership and expanding a global portfolio of men’s and women’s sports clubs. It offers club ownership and management, sponsorship and franchising, noncompetitive football school services, the FENIX Trophy tournament, and consulting on social-impact football, player transfers and related commercial activities. Its key business segments include the Global Sports Group (acquisitions and club management), football operations (schools and tournaments), volleyball operations (UYBA), and consulting and sponsorship sales. It operates across Europe, Africa, Mongolia and South America through club management, tournaments, sponsorship channels and international transfer markets.

Summary from filing dated 2025-05-15

Financials

Consolidated Statement of Income

Year Ended · In millions, except per-share amounts

Concept	Dec 31, 2025 2025-12-31	Dec 31, 2024 2024-12-31	Dec 31, 2023 2023-12-31
Profit or loss [abstract]	—	—	—
CONTINUING OPERATIONS	—	—	—
Revenue, including revenues received from related parties of 1,549, 28 and 0 for 2025, 2024 and 2023	4	1	311,000
Operating expenses:	—	—	—
Equity-based compensation, including related party compensation of 267,601, 423 and 20 for 2025, 2024 and 2023 (Note 5, Note 14 and Note 16)	269	961,000	388,000
General and administrative and cost of goods, including related party expenses, 1,971, 1,119 and 0 for 2025, 2024 and 2023 (Note 6 and Note 16)	38	4	4
Impairment of non-financial assets (Note 7)	82	—	—
Total operating expenses	389	5	4
Operating loss from continuing operations	−385	−4	−4
Other income (expense):	—	—	—
Interest income (expense)	−229,000	−8,000	47,000
Other income (expenses), including related parties other income (expenses) of 780, 1 and 350	6	412,000	521,000
Total other income	6	404,000	568,000
Loss before income taxes from continuing operations	−378	−4	−3
Income tax benefit	−1	—	—
Net loss from continuing operations	−377	−4	−3
Loss from discontinued operations, net of tax	−711,000	−1	−2
Net loss	−378	−5	−5
Attributable to the Company	376	4	4
Attributable to non-controlling interest	−2	−621,000	−473,000
Net loss	−378	−5	−5
Other comprehensive income (loss):	—	—	—
Foreign currency translation adjustments	2	−28,000	92,000
Total comprehensive loss	−376	−5	−5
Weighted average shares outstanding - basic and diluted:	—	—	—
Weighted average shares outstanding – basic (in Shares)	5	330,662	242,202
Weighted average shares outstanding – diluted (in Shares)	2	165,331	121,101
Net loss per share from discontinued operations - basic and diluted	—	—	—
Net loss per share from continuing operations - basic (in Euro per share)	−652.24	−92.84	−105.04
Net loss per share from discontinued operations – basic (in Euro per share)	−1.24	−29.32	−57.2
Net loss per share from continuing operations - diluted (in Euro per share)	−652.24	−92.84	−105.04
Net loss per share from discontinued operations – diluted (in Euro per share)	−1.24	−29.32	−57.2
Net loss per share from discontinued operations - basic and diluted	—	—	—
Net loss per share from continuing operations - basic (in Euro per share)	−652.24	−92.84	−105.04
Net loss per share from discontinued operations – basic (in Euro per share)	−1.24	−29.32	−57.2
Net loss per share from continuing operations - diluted (in Euro per share)	−652.24	−92.84	−105.04
Net loss per share from discontinued operations – diluted (in Euro per share)	−1.24	−29.32	−57.2

Consolidated Balance Sheet

As of · In millions, except per-share amounts

Concept	Dec 31, 2025 2025-12-31	Dec 31, 2024 2024-12-31
Statement of financial position [abstract]	—	—
Current assets:	—	—
Cash and cash equivalents (Note 2)	16	2
Accounts receivable and other receivables, net, including related parties amounts of 91 and 8 for 2025 and 2024 (Note 11, Note 16)	4	352,000
Receivable for private company shares (Note 2)	8	—
Prepaid expenses and other current assets, including related parties amounts of 622 and 295 for 2025 and 2024 (Note 16)	990,000	339,000
Prepayment for digital assets, including related party amounts of 28,680 and 0 for 2025 and 2024 (Note 9, Note 16)	29	—
Current assets of discontinued operations (Note 3)	—	733,000
Total current assets	58	3
Non-current assets:	—	—
Digital assets, including related parties amounts 78,174 and 0 for 2025 and 2024 (Note 9, Note 16)	95	—
Intangible assets (Note 10)	12	856,000
Other non-current assets (Note 3)	35,000	3
Non-current assets of discontinued operations (Note 3)	—	4
Total non-current assets.	107	7
Total Assets	164	10
Current liabilities:	—	—
Accounts payable and other payables, including related parties amounts of 346 and 177 for 2025 and 2024 (Note 11, Note 16)	14	1
Accrued and other current liabilities (Note 11, Note 16)	1	6,000
Contract liabilities and deferred revenue (Note 4)	1	63,000
Current liabilities of discontinued operations (Note 3)	—	3
Total current liabilities	16	4
Non-current liabilities:	—	—
Long-term payables (Note 11)	3	1,000
Deferred taxes (Note 3)	2	—
Other long-term liabilities (Note 11)	842,000	250,000
Non-current liabilities of discontinued operations (Note 3)	—	2
Total non-current liabilities	6	2
Total liabilities	22	6
Shareholders’ Equity*:	—	—
Share capital (Note 13)	3	78,000
Shares pending cancellation (Note 13)	−22,000	—
Capital reserves (Note 13)	525	14
Accumulated deficit (Note 13)	−386	−10
Brera Holdings shareholders’ equity	142	4
Non-controlling interest	−41,000	−160,000
Total Shareholders’ Equity	142	4
Total Liabilities and Shareholders’ Equity	164	10

Consolidated Statement of Cash Flows

Year Ended · In millions, except per-share amounts

Concept	Dec 31, 2025 2025-12-31	Dec 31, 2024 2024-12-31	Dec 31, 2023 2023-12-31
Statement of cash flows [abstract]	—	—	—
Cash flows from operating activities:	—	—	—
Net loss	−378	−5	−5
Net loss from discontinued operations	−711,000	−1	−2
Net loss from continuing operations	−377	−4	−3
Adjust net loss for items not involving cash:	—	—	—
Depreciation and amortization (Note 2 and 10)	1	85,000	32,000
Credit losses (Note 11)	2	—	—
Impairment on non-financial assets (Note 7)	82	—	—
Deferred tax benefit (Note 2)	2	—	—
Net impairment loss on prepayment for digital assets (Note 9)	14	—	—
Impairment on receivable for private company shares (Note 2)	882,000	—	—
Fair value gain on financial assets at FVTPL	—	7,000	—
Gain on previously held interest in acquired entity (Note 2)	2	—	—
Staking income from digital assets (Note 9)	2	—	—
Change in warrant expense (Note 13)	−44,000	14,000	−164,000
Share-based compensation (Note 5, Note 14)	269	961,000	280,000
Change in contingent consideration	14,000	61,000	−39,000
Interest expense	251,000	—	—
Debt conversion	43,000	—	—
Interest paid on long term borrowing	—	5,000	—
Changes in working capital items:	—	—	—
Accounts receivable and other receivables, net	−3	−317,000	10,000
Prepayment and other current assets	−726,000	−163,000	94,000
Accounts payable	5	467,000	478,000
Contract liabilities and deferred revenue	1	−233,000	56,000
Accruals and other current liabilities	1	55,000	−152,000
Net cash used in operating activities from continuing operations	−10	−3	−3
Net cash provided by (used in) operating activities from discontinued operations	−701,000	9,000	−389,000
Net cash used in operating activities	−11	−3	−3
Cash flows from investing activities:	—	—	—
Acquisition of subsidiaries. net of cash acquired (Note 2)	3	500,000	598,000
Purchase of property and equipment	15,000	2,000	—
Purchase of digital assets (inclusive of prepayment) (Note 9)	103	—	—
Purchase of intangible assets	3	—	—
Purchase of financial assets at FVTPL	—	—	422,000
Proceeds from sale of financial assets at FVTPL	—	415,000	—
Net cash used in investing activities from continuing operations	−110	−87,000	−1
Net cash used in investing activities from discontinued operations	−32,000	−208,000	−989,000
Net cash used in investing activities	−110	−295,000	−2
Cash flows from financing activities:	—	—	—
Loan from shareholder	277,000	—	—
Proceeds from shares issuance for cash, net of issuance costs (Note 13)	132	3	7
In-kind receipts from investments	32	—	—
Redemption of Class A ordinary shares	14,000	—	—
Proceeds from the debt borrowing	—	294,000	—
Proceeds from warrant exercises (Note 13)	167,000	—	—
Contribution from minority interest member	713,000	—	—
Partial repayment of debt	131,000	100,000	52,000
Net cash provided by financing activities from continuing operations	133	3	7
Net cash provided by (used in) financing activities from discontinued operations	488,000	−137,000	—
Net cash provided by financing activities	133	3	7
Net increase (decrease) in cash	12	−633,000	2
Cash, end of year	—	—	—
Cash paid for acquisitions less cash acquired	—	—	−31,000
Effect of foreign exchange rate changes	2	−22,000	40,000
Cash, end of year	—	—	—
Supplemental disclosures of non-cash cashflow information	—	—	—
Right-of-use assets obtained in exchange for lease liabilities	—	—	701,000
In-kind contribution of stock in private company	8	—	—
Shares pending cancellation	22,000	—	—
Non-cash contributions in exchange for digital assets	99	—	—
Cash paid for:	—	—	—
Income taxes	—	—	—
Interest	—	—	—

Filings

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