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SIF Banat Crisana S.A.

Quarterly Report Nov 18, 2024

2303_10-q_2024-11-18_67b25b00-0c91-45a8-8a01-bbc3dfaf5653.pdf

Quarterly Report

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QUARTERLY REPORT

— AS OF SEPTEMBER 30, 2024 —

prepared in accordance with the provisions of Law no. 24/2017, Law no. 74/2015, Law no. 243/2019, ASF Regulation no. 10/2015, ASF Regulation no. 7/2020, ASF Regulation no. 5/2018, and ASF Norm no. 39/2015 this report is provided as a free translation from Romanian, which is the official and binding document

CONTENTS

1. GENERAL INFORMATION 2
2. MAIN FINANCIAL AND OPERATIONAL INFORMATION 3
3. PORTFOLIO AS OF SEPTEMBER 30, 2024 4
4. THE SHARES ISSUED BY LION CAPITAL S.A. 10
5. MANAGEMENT OF SIGNIFICANT RISKS 13
6. SIGNIFICANT EVENTS DURING 3Q 2024 18
7. FINANCIAL POSITION AND RESULTS AS OF SEPTEMBER 30, 2024 19
8. SUBSEQUENT EVENTS 22

9. ANNEXES

Annex 1 - Condensed interim separate financial statements as of September 30, 2024, prepared in accordance with the Financial Supervisory Authority Norm no. 39/2015 for the approval of accounting regulations in accordance with the International Financial Reporting Standards applicable to entities authorised, regulated, and supervised by the Financial Supervisory Authority (ASF), operating in the Financial Instruments and Investments Sector - unaudited

Annex 2 - Net asset statement as of September 30, 2024, prepared in accordance with Annex 10 of Regulation no. 7/2020

Annex 3 - Detailed statement of investments as of September 30, 2024, in accordance with Annex 11 of Regulation no. 7/2020

1. GENERAL INFORMATION

CORPORATE NAME Lion Capital S.A. (hereinafter referred to as "Lion Capital", "the Fund" or "the
Company")
COMPANY TYPE ▪ joint stock company, Romanian legal entity
▪ established as a self-managed investment company, authorized by the
Financial Supervisory Authority as Alternative Investment Fund Manager
(AIFM) - Authorization no. 78 / 09.03.2018, and as closed-ended alternative
investment fund, diversified, addressed to retail investors (AIFRI) -
Authorization no. 130 / 01.07.2021
SHARE CAPITAL ▪ RON 50,751,005.60 – subscribed and paid-up capital
▪ 507,510,056 shares issued; entirely outstanding as of 30.09.2024
▪ RON 0.10 per share nominal value
REGISTRATIONS ▪ Number in Trade Register J02/1898/1992
▪ Tax Identification Code RO 2761040
▪ Number in ASF AFIAA Register PJR07.1AFIAA / 020007 / 09.03.2018
▪ Number in ASF FIAIR Register PJR09FIAIR / 020004 / 01.07.2021
▪ Legal Entity Identifier (LEI) 254900GAQ2XT8DPA7274
MAIN ACTIVITY Main activity is, as per the classification of economic activities in the national
economy (NACE): financial intermediation, except for insurance and pension
funds (NACE code 64), and the main object of activity: Other financial
intermediation n.c.a. (NACE code 6499):
a) portfolio management
b) risk management
c) other activities carried out within the collective management of an
investment fund, allowed by the legislation in force
TRADING MARKET The company is listed since November 1, 1999, on the regulated market of
Bucharest Stock Exchange (BVB) – Premium category
Symbol LION (until May 15, 2023: SIF1)
FINANCIAL AUDITOR Deloitte Audit S.R.L.
DEPOSITARY BANK Banca Comercială Română (BCR)
SHARES AND
SHAREHOLDERS' REGISTRY
Depozitarul Central S.A. București
REGISTERED OFFICE Arad, 35A Calea Victoriei 310158, Romania
TEL +40257 304 438 FAX +40257 250 165
EMAIL [email protected] WEB www.lion-capital.ro
BRANCH OFFICE Lion Capital Arad-Bucharest Branch-Rahmaninov
46-48 S. V. Rahmaninov Str., 3rd floor, sector 2, 020199, Bucharest

CONTACT Investor Relations: email [email protected] tel +40257 304 446

2. MAIN FINANCIAL AND OPERATIONAL INFORMATION

FINANCIAL POSITION
[RONm]
30.09. 2023 31.12.2023 30.09.2024
Total assets, of which 3,986.70 4,305.79 4,891.97
Total financial assets 3,904.96 4,286.62 4,839.66
Equity (own capital) 3,789.54 4,100.37 4,624.70
Total liabilities 197.16 205.41 267.27
FINANCIAL PERFORMANCE
[RONm]
30.09. 2023 31.12.2023 30.09.2024
Income 118.53 166.28 219.68
Gain/(Loss) on investment 152.90 296.85 (15.65)
Expenses 16.24 27.53 20.94
Gross Profit/(Loss) 255.18 435.58 183.09
Net Profit/(Loss) 242.93 417.26 168.71
SHARES AND NET ASSET PERFORMANCE
30.09. 2023 31.12.2023 30.09.2024
Share price (end of period, RON) 2.5400 2.5900 2.8300
NAV/S* (RON) 7.5234 8.0847 9.1030
Accounting net asset / share (RON) 7.4815 8.0794 9.1125
Nominal value of share (RON) 0.1 0.1 0.1
Number of shares in issue 507.510.056 507,510,056 507.510.056
Number of outstanding shares 506.520.056 506,520,056 507.510.056

* calculated acc. to ASF regulations

OPERATIONAL
DATA
30.09. 2023 31.12.2023 30.09.2024
Number of permanent employees 31 32 30
Branch offices 1 1 1

SHAREHOLDING STRUCTURE as of September 30, 2024

no. of
shareholders holdings
Romanian individuals 5,733,432 39.20%
Non-resident individuals 2,153 1.30%
Romanian legal entities 107 45.47%
Non-resident legal entities 15 14.03%
TOTAL 5,735,707 100%

3. PORTFOLIO AS OF SEPTEMBER 30, 2024

Investment Objective and Policy

The investment strategy of Lion Capital on a long-term basis aims to maximize portfolio performance to increase the value of assets under management and of investment income.

The financial objective is maximizing portfolio returns through dividend income and capital gains.

Lion Capital's investment objective is the efficient management of a diversified portfolio of quality assets, capable of providing a steady income stream, preserving, and growing medium to long-term capital, with the goal of enhancing shareholder value and achieving high returns on invested capital.

Strategic asset allocations and occasional rebalancing are based on evaluations of existing holdings and investment opportunities within the context of the current market and economic conditions.

The investments made by Lion Capital SA, as an AIFM addressed to retail investors, are made exclusively in assets and within the limits regulated by Law no. 243/2019 regarding the regulation of alternative investment funds and the amendment and supplementation of certain normative acts.

During the year 2024, Lion Capital had under management a diversified portfolio consisting of two main categories of financial instruments: stocks and fund units. The fund implemented a customized exit strategy for each investment, defined based on the specific nature of the investment, long-term strategy, objectives, and exit transaction conditions.

The individual approach for each participation aims to achieve an aggregate return, composed of both dividend income and capital gains.

Considering the shift in inflation perception from transitory to persistent, the focus is on maintaining exposure to companies and financial instruments that can benefit from this economic environment.

The main actions in portfolio management have adhered to the objectives approved by shareholders, focusing on:

  • restructuring the portfolio by liquidating minority exposures that do not align with the fund's investment strategy
  • strengthening the strategic interests portfolio.
  • maintaining a diversified portfolio of assets under management
  • implementation of SFDR (Sustainable Finance Disclosure Regulation).
  • proactive risk management.

The Progress of Net Asset Value

Lion Capital's net asset value (NAV) reached RON 4,619.85m as of the end of 3Q 2024, up 12.82% vs. RON 4,095.06m, the value recorded as of 2023-year end. Net asset value per share (NAV/S) was of RON 9.1030 as of September 30, 2024, an increase of 12.60% vs. RON 8.0847, the value recorded as of December 31, 2023. The number of outstanding shares changed compared to 2023-year end (details in Chapter 4. The shares issued by Lion Capital).

NET ASSET VALUE (MONTHLY VALUES) SEPTEMBER 2023 - SEPTEMBER 2024

The calculation of NAV and NAV/S is performed monthly by Lion Capital, the values are certified by the depositary bank Banca Comercială Română (BCR).

NAV statements for each month were submitted to Bucharest Stock Exchange and the Financial Supervisory Authority – Financial Instruments and Investments Sector, and are permanently available to investors, as they are published on Lion Capital's website (www.lion-capital.ro) within the regulated deadlines.

Methodology for Calculating the Net Asset Value

During the reporting period, NAV calculation was performed in accordance with the provisions of Law no. 243/2019 on alternative investment funds and for the amendment and completion of certain normative acts and of the ASF Regulation no. 7/2020 on the authorization and operation of alternative investment funds with subsequent amendments and completions. The reporting formats of statement of assets and liabilities, respectively the detailed statement of investments, related to the reporting period comply with the content established in annexes no. 10 and 11 of the ASF Regulation no. 7/2020, with subsequent amendments and completions.

According to ASF Regulation no. 7/2020, the net asset value of an AIFRI established as an investment company is determined as the difference between the total value of the assets and the sum of the accrued expenses and deferred income. Both current and non-current debts and accrued provisions are included in the calculation of the total amount of debts. In accordance with these regulations, starting with July 1, 2021, following the authorization of Lion Capital as AIFRI, the company calculated the net asset value by adding the deferred income tax (non-current debt) to the total debts.

The statement of Lion Capital's assets and liabilities as of September 30, 2024, prepared as per the provisions of annex 10 to Regulation no. 7/2020 is presented as annex to this report.

Throughout the reporting period, the measurement of assets for the calculation of net asset value was carried out in accordance with the regulations issued by the Financial Supervisory Authority, the provisions of ASF Regulation no. 10/2015 and of ASF Regulation no. 9/2014 (art. 113-122), with subsequent amendments and completions.

As per these regulations:

  • Financial instruments admitted to trading or traded in the last 30 trading days on a regulated market or in systems other than regulated markets, including in an alternative trading system in Romania, from a Member State or a non-member, are measured:

  • a) At the closing price of the market segment considered as the main market or the reference price provided in trading systems other than regulated markets including alternative systems by the operator of that trading system for the day for which the calculation is made;

  • b) By way of exception from the provisions of letter a) above, in the case of joint stock companies admitted to trading on a regulated market or a multilateral trading system with a liquidity considered by Lion Capital, based on a judgment of prudential value in relation to the active market defined by International Financial Reporting Standard 13 - Fair value measurement (IFRS 13), as irrelevant for the application of the marking to market valuation method, the shares of those companies will be measured in the assets of Lion Capital in in accordance with the evaluation standards in force, according to the law, based on an evaluation report.
  • c) In 2024, Lion Capital maintained this valuation method for the following portfolio companies: SIF Imobiliare PLC (symbol SIFI), SIF Hoteluri SA (symbol CAOR), and IAMU SA (symbol IAMU). The analysis carried out by the company revealed that for the issuers SIF Imobiliare, SIF Hoteluri and IAMU, the active market criteria are not respected, as during 2023 transactions representing less than 1% of the issuer's share capital were recorded, the total number of transactions being less than 50 (during the last 12 months), their frequency being insufficient to meet the criterion of providing reliable price information on an ongoing basis.

  • Securities not admitted to trading on a regulated market or not traded in the last 30 trading days are valued at the book (accounting) value per share resulting from the last annual financial statements, respectively the value of equity included in the monthly reports to BNR (National Bank of Romania) for credit institutions.

  • In the case of joint stock companies not admitted to trading in a regulated market or alternative system, in which Lion Capital holds more than 33% of the share capital, those shares are measured in Lion Capital net asset exclusively in accordance with the international standards evaluation based on an evaluation report, updated at least annually. These companies are presented in a separate annex under the Detailed Portfolio Statement.

  • Fixed income financial instruments are measured using the method based on the daily recognition of interest and amortization of the discount / premium for the period passed from the date of the investment.

  • The shares of companies in insolvency, judicial liquidation or reorganization proceedings are valued at zero until the procedure is completed.

  • The values of non-portfolio items considered in the calculation of net assets are in accordance with International Financial Reporting Standards ("IFRS").

The valuation methods applied by the Company to evaluate the financial assets in the portfolio are presented on Company's website, www.lion-capital.ro, in the operating documents as AIFRI, namely Simplified Prospectus, Rules of the Fund in the section Corporate Governance › AIFRI, and in the section Portfolio Management › Net Asset › Methods for the Measurement of Lion Capital's Assets.

Portfolio Structure

The asset allocation strategy aims to maximize portfolio performance within regulated prudential conditions, where efficient and responsible portfolio management drives sustainable performance.

The limits and investment restrictions applicable to Lion Capital's operations throughout 2024 complied with the ASF regulations provisions established by Law no. 243/2019 regarding the regulation of alternative investment funds, considering that according to the provisions of this law, Lion Capital is classified as a closed end, diversified Alternative Investment Fund addressed to Retail Investors (AIFRI).

Lion Capital's detailed statement of investments as of September 30, 2024, prepared in accordance with Annex 11 of Regulation no. 7/2020, is attached to this report.

The total value of assets under Lion Capital's management as of September 30, 2024, amounted to RON 4,887.12m, which is 13.64% higher than the value as of December 31, 2023, when it reached RON 4,300.47m.

The value of the stock portfolio (held in listed and unlisted companies) represented 77.21% of Lion Capital's total assets under management as of September 30, 2024, amounting to RON 3,773.20m. At the end of 3Q 2024, Lion Capital held majority stakes - over 50% of the issuer's share capital - in 11 companies, with a joint value of RON 1,235.41m, representing 32.74% of the stock portfolio.

ASSETS UNDER MANAGEMENT as of September 30, 2024

breakdown on classes (weight on total assets)

--

--

listed shares worth RON 3,225.13m (31.12.2023: RON 2,944.09m)

unlisted shares worth RON 518.07m (31.12.2023: RON 463.12m)

unlisted fund units worth RON 350.54m (31.12.2023: RON 395.55m)

corporate bonds RON 1.24m (31.12.2023: RON 37.45m)

bank deposits + cash available worth RON 677.01m (31.12.2023: RON 408.81m)

receivables and other assets worth RON 85.12m (31.12.2023: RON 51.45m)

Note: values calculated as of September 30, 2024 (the outer ring), and December 31, 2023 (the inner ring), as per ASF Regulations no. 9/2014, no. 10/2015, and no. 7/2020

STOCK PORTFOLIO

breakdown by sector

financial - banking

stakes in 11 companies, worth RON 1,932.04m (31.12.2023: 11 companies, worth RON 1,561.27m)

commerce - real estate

stakes in 8 companies, worth RON 694.52m (31.12.2023: 8 companies, worth RON 694.25m)

energy - utilities

stakes in 3 companies, worth RON 330.54m (31.12.2023: 3 companies worth RON 278.83m)

pharmaceuticals

stake in 1 company, worth RON 281.71m (31.12.2023: 1 company worth RON 298.37m)

cardboard and paper stakes in 4 companies, worth RON 194.09m (31.12.2023: 4 companies worth RON 215.18m)

hospitality (hotels and restaurants) stakes in 2 companies, worth RON 93.61m (31.12.2023: 3 companies, worth RON 178.79m)

other industries and activities

stakes in 41 companies, worth RON 246.69m (31.12.2023: 43 companies, worth RON 180.53m)

Note: percentages in the chart represent the stake of the category in the stock portfolio; values calculated as of September 30, 2024 (the outer ring), and December 31, 2023 (the inner ring), as per ASF Regulations no. 9/2014, no.

STOCK PORTFOLIO breakdown by stake held

-

■ up to 5%

10/2015, and no. 7/2020

stakes in 23 companies worth RON 1,801.04m (31.12.2023: 23 companies, RON 1,418.06m) ■ 5-33% stakes in 32 companies worth RON 379.99m (31.12.2023: 36 companies, RON 405.48m) ■ 33-50% stakes in 4 companies worth RON 356.75m (31.12.2023: 3 companies, RON 298.37m) ■ above 50% majority stakes in 11 companies worth RON 1,235.41m (31.12.2023: 11 companies, RON 1,285.31m)

Note: percentages in the chart represent the stake of the category in the stock portfolio; values calculated as of September 30, 2024 (the outer ring), and December 31, 2023 (the inner ring), as per ASF Regulations no. 9/2014, no. 10/2015, and no. 7/2020

STOCK PORTFOLIO

breakdown on liquidity

■ listed companies

RON 3,225.13m (31.12.2023: RON 2,944.09m) value of shareholdings in 25 companies (31.12.2023: 25)

■ unlisted companies

RON 518.07m (31.12.2023: RON 463.12m) value of shareholdings in 45 companies (31.12.2023: 48)

Note: percentages in the chart represent the stake of the category in the stock portfolio; values calculated as of September 30, 2024 (the outer ring), and December 31, 2023 (the inner ring), as per ASF Regulations no. 9/2014, no. 10/2015, and no. 7/2020

The first three areas of economic activity with significant weights in the total asset structure are the banking sector, investment management, and the real estate sector, which together account for 69.60% of total assets, up from 62.67% of total assets in December 2023. Exposure to the banking sector remains significant, with issuers in this sector and the financial instruments issued (equity instruments, deposits, and current accounts) accounting for 44.63% of TA as of September 2024. The increase is due to both the appreciation of the quotes of banking issuers and the collection of dividends related to these investments.

To reduce concentration risk exposure, the Fund maintains its investment diversification strategy by increasing allocations to underweight or zero-weight sectors.

Company (market symbol) Sector Stake held Value* [RON] % of NAV
1. Banca Transilvania (TLV) financial - banking 4.78% 1,212,745,728 26.25%
2. SIF Imobiliare Plc (SIFI) real estate 99.99% 422,566,588 9.15%
3. BRD Groupe Société Générale (BRD) financial - banking 1.95% 285,925,437 6.19%
4. Biofarm (BIO) pharmaceuticals 36.75% 281,711,145 6.10%
5. SIF1 IMGB real estate 99.99% 266,163,824 5.76%
6. OMV Petrom (SNP) energy - utilities 0.57% 258,854,199 5.60%
7. Longshield Investment Group (SIF4) financial (AIF) 17.93% 245,457,938 5.31%
8. Vrancart (VNC) cardboard and paper 76.33% 194,085,878 4.20%
9. SAI MUNTENIA INVEST financial (AIFM) 99.98% 95,332,366 2.06%
10. IAMU (IAMU) machinery and equipment 96.53% 91,507,795 1.98%
TOTAL 3.354.350.898 72,61%

TOP 10 COMPANIES IN LION CAPITAL PORTFOLIO as of September 30, 2024

* calculated as per ASF regulations no. 9/2014, no. 10/2015, and no. 2/2018

4. THE SHARES ISSUED BY LION CAPITAL

CHARACTERISTICS OF SHARES ISSUED BY LION CAPITAL

Total number of shares issued (September 30, 2024) 507,510,056
Outstanding shares (September 30, 2024) 507,510,056
Nominal Value RON 0.1000 / share
Type of Shares common, ordinary, registered, dematerialized, indivisible
CFI code ESVUFR
Trading Venue (MIC) Regulated spot market of Bucharest Stock
Exchange (BVB or BSE), Premium category, listed since November 1, 1999
Market Symbol on Bucharest Stock Exchange XBSE
ISIN Code LION (before May 15, symbol SIF1)
International Identifier ROSIFAACNOR2
Indices including LION shares FIGI ID: BBG000BMN2P1
Trading Venue (MIC) BVB Indices: BET-FI • BET-XT • BET-XT-TR • BET-BK • BET-XT-TRN

Shares issued by the Company grant all shareholders equal rights.

Since its establishment, the Company has not issued bonds or other debt instruments.

The shares issued by the Company are freely traded on the regulated market of the Bucharest Stock Exchange (BVB / BSE), according to the rules established by the market operator, any person could acquire shares issued by the Company.

Romanian legislation provides certain restrictions on the acquisition of shares issued by the Company, as follows:

  • The company is authorized as an alternative investment funds manager (AIFM), being affected by the provisions of Regulation no. 3/2016 on the applicable criteria and the procedure for the prudential assessment of acquisitions and increase of shareholdings held in entities regulated by the Financial Supervisory Authority, applicable to potential acquirers and significant shareholders within the alternative investment funds managers.
  • According to the Regulation, the acquisition of qualified participations in the company is subject to the approval of the Financial Supervisory Authority, except for the cases stipulated in Emergency Ordinance 71/2024. These provisions state that the legal requirements regarding shareholder assessment do not apply to shareholders of Alternative Investment Fund Managers (AIFMs) who hold or intend to hold qualifying participations therein, and who are: Entities authorised/registered, regulated, and supervised by the ASF, National Bank of Romania (BNR), or similar competent authorities from other EU member states; or Natural persons approved by the ASF, BNR, or similar competent authorities from other EU member states for management structure positions or key functions.
  • For the purposes of the regulations, qualified participation means a direct or indirect holding of voting rights or capital of the Company, which represents at least 10% of them or which allows the exercise of a significant influence over the management of the Company.
  • Also, for the purposes of the Regulation, a potential acquirer is considered to have a significant influence when his holdings, although below the 10% threshold, allow it to exercise significant influence over the management of the Company, such as having a representative in the board of directors. Holdings of less than 10% are subject to approval requirements, from case to case, depending on the ownership structure of the regulated entity and specific involvement of the acquirer in its management.
  • The Company's shares are listed on the regulated market on the Bucharest Stock Exchange and are applicable the provisions of Law no. 24/2017 on issuers of financial instruments and market operations in the matter of the obligation to carry out a mandatory public takeover bid, in case of reaching the threshold of 33% of the voting rights.

LION stock on Bucharest Stock Exchange

The liquidity of LION shares declined in the first nine months of 2024 compared to the same period in 2023 but was much higher compared to the previous quarter of 2024. In 2024, a total of 6,131,291 shares were traded, representing 1.21% of the total issued securities, with a total value of traded shares amounting to RON 16,717,567. On the DEAL market, trades were carried out with 30,490,893 shares, totalling RON 80.40m.

Out of the 188 trading days, 75 days showed positive variations (highest +6.45% on March 14), and 78 days showed negative variations (lowest -4.68% on March 25).

The highest closing price at which the LION share was traded in 2024 was of RON 2.9900 per share, in the session on March 22, while the lowest closing price was of RON 2.5000 per share, in the session on February 5, with a trading range between the highest and lowest of 20%. The weighted average price for the period was of RON 2.7266 per share.

LION shares gained +8.43% YtD during this period, while the BET-BK index rose by +15.24% and the BET-FI index by 4.45%

As of September 30, 2024, the market capitalization of LION shares issued was of RON 1,436.253m, calculated at the closing price.

Bucharest Stock Exchange (BVB) indices including LION stock

BET-FI (BUCHAREST EXCHANGE TRADING – INVESTMENT FUNDS) is the first sectoral index of the BVB and reflects the overall trend of prices of financial investment funds (formerly SIFs and Fondul Proprietatea) traded on the regulated market of the BVB. The variation of the BET-FI index until September 30, 2024: +4.45%. Weight of LION in BET-FI: 19.28% (September 2024).

BET-BK (BUCHAREST EXCHANGE TRADING BENCHMARK INDEX) is a price index weighted by the free-float capitalization of the most liquid companies listed on the regulated market of the BVB, which can be used as a benchmark by fund managers, as well as other institutional investors, with the calculation methodology reflecting legal requirements and investment limits of the funds. The variation of the BET-BK index until September30, 2024: +15.24%. Weight of LION in BET-BK: 1.43% (September 2024).

BET-XT (BUCHAREST EXCHANGE TRADING EXTENDED INDEX) is a blue-chip index and reflects the evolution of prices of the most liquid 25 companies traded on the regulated market segment, including SIFs, with the maximum weight of a symbol in the index being 15%. The variation of the BET-XT index until September 30, 2024: +15.55%. Weight of LION in BET-XT: 1.91% (September 2024).

BET-XT-TR (BUCHAREST EXCHANGE TRADING EXTENDED TOTAL RETURN) is the total return version of the BET-XT index, reflecting both the evolution of prices of the component companies and the dividends offered by them. The variation of the BET-XT-TR index until September 30, 2024: +22.61%. Weight of LION in BET-XT-TR: 1.91% (September 2024).

BET-XT-TRN (BUCHAREST EXCHANGE TRADING EXTENDED NET TOTAL RETURN) was launched on October 11, 2021, and is the net total return version of the BET-XT index. The BET-XT-TRN index reflects both the evolution of prices of the component companies and the reinvestment of net dividends offered by them. The variation of the BET-XT-TRN index until September 30, 2024: +22%. Weight of LION in BET-XT-TRN: 1.91% (September 2024).

LION PRICE AND VOLUME IN 2024

highlighted values were recorded at the closing of trading day

LION vs. BET-FI IN 2024

highlighted values were recorded at the closing of trading day

As of September 30, 2024, Lion Capital has 5,735,707 shareholders, according to data reported by Depozitarul Central S.A. Bucharest, the company that keeps the shareholders' register. The 990,000 treasury shares held as of 2023-year end were transferred to the beneficiaries of the share-based payment plan (Stock Option Plan) on March 14, 2024. Details on the completion of the Stock Option Plan were published in the current report of March 15, 2024.

The Ordinary General Meeting of Shareholders held on April 29, 2024, approved the allocation of the net profit for the financial year 2023, amounting to RON 417,255,132, to Other reserves, as own funding sources, without distributing dividends.

5. MANAGEMENT OF SIGNIFICANT RISKS

Risk Management

Risk management requires assessing available input data and to evaluate them and their compliance with the risk limits and the overall risk profile embraced. The outcome of monitoring is reflected in periodic reports issued by the Risk Management Office and submitted to inform the senior management (Board of Directors and executive directors).

The person responsible for risk management analyses investment proposals prepared by the Investment Analysts to ensure that the risks associated with each investment position and their overall impact on the portfolio align with the investment objectives and risk profile approved by the Board of Directors.

In 2024, the Board of Directors paid an increased attention to monitoring the evolution of the risks to which the Fund is exposed, by promoting prudent behaviour and applying preventive measures aimed at mitigating or managing specific risks.

Main Risks for the Fund

The risks identified and assessed through the general risk profile arise from daily activities as well as from achieving strategic objectives, potentially resulting in capital losses or lower investment performance relative to the risks assumed, with significant impact on the financial and/or reputational position of the Company.

The potential financial risks associated with the Fund's investment activities are grouped and generically defined as "investment risk", which includes: (i) market risk; (ii) liquidity risk; (iii) credit and counterparty risk.

In analysing investment risk and its potential materialization, all significant holdings of the Company have been structured according to relevant portfolios of financial instruments into 3 classes of instruments: (i) equity instruments: listed shares, unlisted shares; (ii) debt instruments: bonds (governmental, municipal, corporate), bank deposits (placements), units of funds issued by investment funds, (iii) derivative instruments for risk reduction/coverage/management – a category not represented in the portfolio in 2024.

For the risks associated with each class of mentioned instruments, the rules of identification, assessment, and monitoring described in the approved specific risk procedures are applied.

a) Market Risk

The Fund is exposed to the risk that the fair value of financial instruments held may fluctuate due to changes in market prices caused by either issuer-specific factors or factors affecting all instruments traded in the market. The risk of the PROXI-85 portfolio, a reference for price risk at the level of the traded equity portfolio, is analysed compared to the total risk of the BET-BK index as a future forecast of volatilities.

The market value of PROXI-85 increased by 19.5% from the beginning of the year to RON 2888.02m. The portfolio's risk decreased in the third quarter, as of 30.09.2024, VaR for the PROXI-85 portfolio was 8.37%. Tracking-error, indicating active management and representing the risk for the part of the PROXI-85 portfolio different from the BET-BK benchmark index, was of 5.08%, while Expected shortfall (Conditional VaR), indicating the potential loss of the portfolio in extreme cases exceeding the 99% confidence level, was of 10.28%, down from the half-year data.

The Fund is exposed to the risk that changes in market interest rates (EURIBOR 3M) may be reflected in the fair value or future cash flows for the portfolio of assets and debt instruments. The loan granted to SIF SPV TWO in EUR (financial asset) represents 0.7% of total assets and falls within a remaining maturity range of up to 5 years.

No derivative financial instruments were used for protection against interest rate fluctuations.

The value of the Fund's exposure to currency risk (instruments and financial assets denominated in euro: shares, loan granted to the subsidiary, as well as monetary instruments: deposits and current accounts) represents a weight of 10.03% of total assets as of September 2024, the exposure limit to currency risk, set through the risk profile for a medium to high level of currency risk appetite, being complied with.

No transactions with derivative instruments on exchange rates were carried out during the financial period presented.

The Fund's diversification policy applies to the portfolio structure, business model structure, and exposure structure to financial risks.

The top three areas of economic activity with significant weights in the total asset structure are the banking sector, investment management, and the real estate sector, accounting for 69.60% of total assets, up from 62.67% of total assets in December 2023. Exposure to the banking sector remains significant, with issuers from the banking sector and financial instruments issued (equity instruments, deposits, and current accounts) accounting for 44.63% in TA as of September 2024. The increase is due to both the appreciation of banking issuers' quotes and the collection of dividends.

To reduce concentration risk exposure, the Fund maintains its investment diversification strategy by increasing allocations to underweight or zero-weight sectors.

b) Liquidity Risk

The Fund maintains an adequate level of liquidity to meet its support obligations, based on an assessment of the relative liquidity of assets in the market, taking careful consideration of the time needed for liquidation and the price or value at which the respective assets can be liquidated, as well as their sensitivity to market risks or other market factors. In the liquidity risk management process, the liquidity of the portfolio of financial instruments is analysed separately from the liquidity risk associated with payment obligations.

The liquidity profile of the equity portfolio is largely influenced by the liquidity of the market in which they are traded; only 11 companies in the portfolio, listed on the BVB, meeting the liquidity criterion regarding daily transactions.

The liquidity risk associated with the Fund's payment obligations is low, as current liabilities can be immediately covered by the balance of current accounts and short-term deposits. The total net LCR ratio as of September 30, 2024, is evaluated at 16.73, indicating a higher value of assets compared to current liabilities.

To limit/avoid liquidity risk, the company will permanently adopt a prudent cash outflow policy.

c) Credit Risk

The Fund is exposed to credit and counterparty risk due to investments made in debt instruments issued by trading companies, current accounts and bank deposits, and other receivables. Credit risk is mitigated by placing the Fund's cash resources in at least 3 banks, with placements made at the top banks in the system, having ratings similar or close to the country rating (BBB+ and BB+ as confirmed by rating agencies in 2024).

Credit risk management is achieved through vigilant and constant monitoring of credit exposures to ensure that the Fund does not incur losses due to credit concentration in a particular sector or area of activity.

The assessment of credit risk indicators for counterparties based on exposure to unrated or nonrated issuers, representing 0.70% of total assets, and based on exposure to sectors of activity, representing 13.85% of total assets, reveals an expected loss of 0.204% of the exposure value.

No transactions were conducted with derivative financial instruments (exchange-traded or OTC), so the Fund is not subject to counterparty risk.

d) Operational Risk

The company's objective is to manage operational risk in a manner that leads to limiting financial losses, avoiding damage to its reputation, achieving its investment objective, and generating benefits for investors.

Risk limits for operational risk subcategories (legal, professional, process/model, and associated with outsourced activities) are established as a result of Key Risk Indicator (KRI) evaluation, with a medium appetite for operational risk.

For the year 2024, based on the value of assets managed on the last working day of the previous year, Lion Capital has been classified by ASF (Financial Supervisory Authority) in the medium risk category for risks generated by IT systems. In March 2024, an internal assessment of operational risks generated by IT systems was conducted in accordance with ASF Regulation no. 4/2018 for the year 2023.

No operational risk events were reported or recorded in the third quarter of 2024.

Operational expenses associated with operational risks represented 0.001% of NAV (Net Asset Value), with an approved operational risk tolerance of 1% of NAV within the overall risk profile for a medium risk appetite.

Money laundering and terrorist financing (ML/TF) risk

The Company ensures that appropriate measures are taken to identify and assess risks related to money laundering and terrorist financing, considering risk factors such as those associated with clients, countries or geographic areas, products, services, transactions, or distribution channels, proportionate to the nature and scale of its activities. The ML/TF risk assessment associated with clients is conducted both at the initiation of a business relationship and subsequently, if any risk factors change during the course of the relationship.

Following the ML/TF risk assessment for the current reporting period, all business partners were found to have a low inherent risk (scoring between 0–5 points). Simplified customer due diligence and standard business relationship monitoring measures were applied. The total residual risk, after applying internal controls to the inherent risk, indicates that Lion Capital's exposure to ML/TF risk is low and falls within the risk appetite and limits approved by the Board of Directors.

e) Other Risks for the Company

Internal assessment of other types of risks not included in the main categories (market, credit, liquidity, operational) involves a qualitative assessment based on the impact they could have on the Fund's revenues, expenses, and asset value. Lion Capital takes necessary measures for the sustainability and development of the company in the existing conditions of the financial market, by monitoring cash flows and ensuring the adequacy of investment policies.

Risk avoidance and mitigation of their effects are ensured by the Company through an investment policy that complies with the prudential rules imposed by applicable laws and regulations.

During the reporting period, there were no breaches of risk limits at the overall risk profile level.

Through risk management, both through pre-investment due diligence and ex-post-monitoring, the Company ensures that portfolio management remains within appropriate risk parameters.

Internal Mechanisms Ensuring Exposure Limits Monitoring

Lion Capital has implemented an Internal Regulatory Framework defining the processes for monitoring, verification, and reporting compliance with investment limits as per Article 35 par. (2) of AIF Law no. 243/2019, approved by the Board of Directors.

Periodic Monitoring and Reporting

Verification and reporting of compliance with investment limits are conducted monthly, along with the calculation and reporting of the Fund's assets and liabilities situation to senior management and operational departments. Upon request from the BCR custodian, the report is also forwarded to them for double-checking.

Pre-Investment Due Diligence

The person responsible for risk management analyses investment proposals prepared by the Investment Officers to ensure that the risks associated with each investment position and their overall impact on the portfolio align with the approved investment objectives and risk profile by the Board of Directors.

The risk opinion, which includes an analysis of investment proposals and verifies compliance with both the holding limits specified in Article 35 art. (2) of Law no. 243/2019 and the investment risk limits defined by the overall risk profile, together with the Investment Memorandum, are the documents based on which investments are approved according to decision-making and signature competencies within the company.

The exposure exceeding 10% on instruments issued by the same issuer is on Banca Transilvania, (largest weight in TA of 24.82%), and together with SIF Imobiliare PLC (8.65% weight in TA). These shareholdings jointly represent an exposure of 33.46% of TA, without exceeding the upper limit of 80%.

The Fund has an exposure of 25.30% of total assets to instruments issued by the Lion Group (subsidiaries), within the legal limit of 40% of total assets.

As of September 30, 2024, the Fund has a total exposure of 0.652 of total assets on the BVB (Bucharest Stock Exchange) group consisting of the market operator Bucharest Stock Exchange, the Romanian Securities Depository (Depozitarul Central SA), and the central counterparty CCP.RO. Lion Capital holds a total of 451,700 shares issued by BVB, meaning a stake of 5.1016% of the issuer's share capital, a total of 9,878,329 shares issued by Depozitarul Central, standing for a stake of 3.9057% of the issuer's share capital, and a total of 142,500 shares issued by the central counterparty CCP.RO, standing for stake of 1.5897% of the issuer's share capital.

Participation units issued by UCITS (Undertakings for Collective Investment in Transferable Securities) and AIFs (Alternative Investment Funds) represent a proportion of 7.17% of the Fund's total assets. Limits vary depending on the type of AIF between 10-50% of TA (Total Assets), which have not been exceeded.

Untraded securities and money market instruments represent 10.60% of total assets, while the legal limit is 40% of TA.

Throughout the reporting period, Lion Capital's portfolio of assets has complied with the current legal provisions regarding permitted investments and holding limits specified by Law no. 243/2019, Law no. 24/2017, and ASF Regulation no. 3/2016.

Leverage

Through the Simplified Prospectus and the Rules of the Fund, Lion Capital has stipulated that it does not use substantially (continuously and consistently) the leverage effect, defined as any method by which the AIFM increases the exposure of an AIF it manages either by loan of cash or securities, or by positions of derivative financial instruments or by any other means, in the process of portfolio management, respectively the methods used to increase the portfolio exposure will comply with the average risk profile chosen.

In 2024, the Company has not used financing operations through financial instruments and has not invested in Total Return Swap instruments as defined by Regulation (EU) no. 2365/2015. The Fund cannot make short sales, defined according to the provisions of Regulation (EU) no. 236/2012 aspects of credit risk swaps, other than for the purpose of hedging (risks).

As of 30 September 2024, the leverage ratio calculated using the gross method was 96.46%. Deposits with maturities under 3 months, earning interest above a 3-month government bond, were excluded from total exposure in accordance with Article 7(a) of EU Regulation 231/2013. Using the commitment method, the leverage ratio stood at 100%.

Sustainability Risk

Lion Capital does not consider the potential negative effects of investment decisions on sustainability factors, as described in EU Regulation 2088/2019, for the following reasons: (i) the requirements for financial market participants set out by SFDR and supplemented by the Taxonomy Regulation cover only environmental aspects and not social and labour aspects or governance issues; (ii) data and information regarding sustainable classified issuers or financial products are limited and inconsistent; (iii) the complexity of the requirements outlined in the published regulations and in the draft technical standards requires additional time to adapt sustainability risk analysis and reporting processes.

The Fund continuously analyses and evaluates portfolio issuers based on ESG criteria, depending on their available ESG scores and non-financial reports.

The ESG (Environmental, Social, and Governance) risk assessment model for the portfolio has been expanded to cover exposures exceeding RON 10m, representing a total of 19 equity issuers with a combined weight of approximately 80% of total assets under management. Among these, 4 issuers have received ESG scores from Sustainalytics, while 9 issuers have published reports on sustainability.

The ESG risk score of the equity portfolio indicates a low risk. The quarterly risk reports presented to the Board of Directors and directors include the ESG risk matrix.

The qualitative assessment of organizational-level sustainability risk was based on the analysis of the impact of asset management activities on the environment and the measures taken by the Company to manage social, diversity, and sustainable governance issues. Thus, the risk is assessed as low.

6. SIGNIFICANT EVENTS DURING 3Q 2024

The Public Tender Offer for Lion Capital Share Buyback

On 5 September 2024, Lion Capital announced that, in order to execute the resolutions of the Extraordinary General Meeting of Shareholders (EGMS) no. 4 dated April 27, 2023 and no. 3 dated April 29, 2024, it had submitted to the Financial Supervisory Authority (ASF) the Public Offer Document to buy back 2,490,000 of its own shares, along with the relevant documentation. SSIF SWISS CAPITAL S.A. was appointed as the intermediary for the Lion Capital share buyback Public Offer.

The Offer Document was approved by ASF Decision no. 957 on September 19, 2024, and the offer is set to run from September 25 to 8 October 8, 2024, at a price of 2.90 RON/share.

Notice of Ordinary and Extraordinary General Meeting of Shareholders for October 31 (November 1) 2024

On 20 September 2024, the Company's Board of Directors, in accordance with Art. 117 of Law no. 31/1990, called the Ordinary General Meeting of Shareholders (OGMS) and the Extraordinary General Meeting of Shareholders (EGMS) for October 31 (November 1) 2024, at the company's headquarters in Arad, with the reference date of October 15, 2024.

The primary agenda item for the OGMS is the election of the company's Board members for a fouryear term, from April 26, 2025, until April 26, 2029.

The main agenda items for the EGMS include the relocation of the company's registered office from Arad to Bucharest, the closure of the Bucharest branch, the establishment of a new Lion Capital branch in Arad, and the consequent amendment of the Company's Articles of Association.

As of September 27, 2024, the informational materials on the agenda items, draft resolutions, and voting forms have been made available to shareholders on the website at www.lion-capital.ro, as well as at Lion Capital's registered office in Arad and its branch office in Bucharest.

Changes in Lion Capital S.A. Leadership

Lion Capital S.A. informed investors that on September 23, 2024, Mr Radu-Răzvan Străuț submitted his resignation from all positions held within Lion Capital S.A., effective September 30, 2024. As of this date, his mandates as a Board member, Vice Chairman, and Deputy CEO will terminate by operation of law. The company's leadership will continue under the remaining three directors.

At the meeting on September 25, 2024, the Board of Directors acknowledged Mr Radu-Răzvan Străuț's resignation from his positions as Board member and Deputy CEO, and approved the appointment of Mr Rachid El Lakis as interim Board member and Vice Chairman of the Board. Mr El Lakis's mandate will become effective only after obtaining authorization from the Financial Supervisory Authority (ASF).

7. FINANCIAL POSITION AND RESULTS AS OF SEPTEMBER30, 2024

Lion Capital has prepared the financial statements as of September 30, 2024, in accordance with Norm no. 39/2015 for the approval of accounting regulations in accordance with the International Financial Reporting Standards applicable to entities authorised, regulated, and supervised by the Financial Supervisory Authority, operating in the Financial Instruments and Investments Sector.

The accounting report prepared as of September 30, 2024, has not been audited by the financial auditor, as it is not a legal or statutory requirement.

The following present the main elements of the financial position and results of the Company as of September 30, 2024:

Condensed interim separate statement of financial position - extract

denominated in RON September 30, 2024 December 31, 2023
Cash and cash equivalents 677,013,660 408,814,516
Financial assets at fair value through profit and loss (FVTPL) 1,746,686,128 1,900,476,975
Financial assets at fair value through other comprehensive income (FVTOCI) 2,415,958,270 1,977,331,822
Investment property and tangible assets (property, plant, and equipment) 15,648,691 17,887,148
Other assets 35,422,898 1,275,701
Total assets 4,891,972,142 4,305,786,163
Liabilities 267,270,205 205,414,379
Equity 4,624,701,936 4,100,371,784
Total liabilities 4,891,972,142 4,305,786,163

Separate statement of financial position - extract

Total assets as of September 30, 2024, amounted to RON 4,891.9m, representing a 13% increase compared to year-end 2023.

The main balance sheet items evolved from the beginning of the period as follows:

  • Cash and cash equivalents increased compared to year-end 2023, driven by operations conducted during the first 9 months of 2024.
  • Financial assets at fair value through profit and loss (FVTPL), amounting to RON 1,746.7m, decreased by RON 153.8m compared to December 31, 2023, due to unfavourable fair value adjustments of fund units and listed companies - subsidiaries and associates (with active market) as of September 30, 2024.
  • Financial assets at fair value through other comprehensive income (FVTOCI), amounting to RON 2,415.9m, exceeded the level recorded as of December 31, 2023, due to favourable fair value adjustments of the financial assets portfolio (listed shares) as of September 30, 2024.
  • Other assets increased compared to the beginning of the period, mainly due to the receivable related to the disposal of a portfolio company.
  • Liabilities recorded a slight increase, primarily due to the deferred tax liability generated by financial assets at fair value through other comprehensive income.
  • Equity increased by 12.8% vs. December 31, 2023, mainly driven by favourable fair value adjustments of the securities portfolio, recognized both in investment gains/losses and other comprehensive income as of September 30, 2024.

Condensed statement of profit and loss and other comprehensive income - extract

denominated in RON September 30, 2024 September 30, 2023
Income
Dividend income 194,431,011 108,793,770
Interest income 24,784,250 9,650,192
Other operating income 23,688 82,965
Other financial income 445,500 -
Gain/(Loss) on investment
Gain/(Loss) from foreign exchange differences (47,773) 1,094,446
Gain / (Loss) on financial assets at fair value through profit and loss (15,607,103) 151,807,034
Expenses
Commissions expenses (4,162,110) (3,640,546)
Other operating expenses (16,782,270) (12,602,625)
Profit / (Loss) before tax 183,085,192 255,185,236
Income tax (14,370,707) (12,254,238)
Net Profit / (Loss) 168,714,485 242,930,998
Other comprehensive income 353,803,906 306,868,236
Total comprehensive income for the period 522,518,391 549,799,234

The evolution of significant income components is as follows:

  • Dividend income as of September 30, 2024, recorded a significant increase compared to the previous year, as portfolio holdings from 2023 performed favourably, reflected in the level of dividends distributed in 2024.
  • Interest income substantially exceeded the income recorded in the comparative period, driven by both higher interest rates and the recognition of accrued interest income from a loan granted to a subsidiary

Gain/(Loss) on investment) showed the following development:

  • The net foreign exchange result as of September 30, 2024, was unfavourable, primarily related to foreign currency holdings.
  • Gain/(Loss) on financial assets at fair value through profit or loss (FVTPL) was unfavourable, amounting to RON 15.6m, compared to a gain of RON 151.8m as of September 30, 2023. The net loss resulted from the fair value measurement as of September 30, 2024, of listed shares (subsidiaries and associates) and fund units.

Expenses incurred as of September 30, 2024, slightly exceeded those of the corresponding period of 2023, with increases in both commission and operating expenses.

The net profit recorded as of September 30, 2024, amounting to RON 168.7m, was primarily driven by dividend income.

Total comprehensive income as of September 30, 2024, was positive, amounting to RON 522.5m, reflecting the recognition in other comprehensive income of the fair value appreciation, compared to year-end 2023, of the financial assets portfolio classified as FVTOCI (Financial assets at fair value through other comprehensive income – primarily holdings in the hospitality sector and extractive industry).

Ratio Calculation method Result as of
30/09/2024
1. Current liquidity ratio 1) Current assets/Current liabilities 31.99
Debt / Equity x 100 not the case
2. Debt to equity ratio 2) Debt / Capital employed x 100 not the case
3. Accounts receivables turnover 3) Average clients' accounts / Turnover x 270 24
4. Non-current assets turnover 4) Turnover / Non-current assets 0.0488

Financial Ratios as of September 30, 2024

1) Current liquidity ratio provides the guarantee of covering current liabilities from current assets. The value at the end of the first nine months of 2024 was of 31.99. This is due to the high level of current assets as of September 30, 2024, as there were significant amounts of liquidity in bank accounts and deposits.

2) Debt to equity ratio, a measure of credit risk management effectiveness, indicates potential financing and liquidity risks that could affect the Company's ability to meet its contractual obligations. As of September 30, 2024, the Company had no outstanding debt, resulting in a zero debt to equity ratio.

3) The accounts-receivable turnover indicates the effectiveness of the company in collecting its receivables, respectively the number of days until the debtors pay their debt to the company.

For the turnover, the company's income and gains as of September 30, 2024, were used.

Turnover ratio calculated as of September 30, 2024, was of 24 days.

4) Non-current assets turnover measures the efficiency of non-current assets management by analysing the turnover(value of income and gains) generated per unit of non-current assets. The ratio was computed using the fair value of financial investments. The ratio stood at 0.0488 as of September 30, 2024

8. SUBSEQUENT EVENTS

The subsequent events disclosed in the directors' report were not deemed to have an impact on the condensed interim financial statements, being included here to provide an up-to-date and comprehensive view of the Company following the closure of the financial reporting period.

Results of Lion Capital Share Buyback Tender Offer

On October 11, 2024, Lion Capital published on BVB and company websites the notification regarding the results of its share buyback tender offer, conducted between September 25 - October 8, 2024, at RON 2.90/share, approved by ASFDecision no. 957/September 19, 2024.

The tender offer attracted 5,635,848 shares (1.1105% of share capital). 2,490,000 shares were purchased for a total consideration of RON 7,221,000. Settlement was completed through the Romanian Securities Depository (Depozitarul Central) on October 11, 2024. Following the offer completion, Lion Capital holds 2,490,000 treasury shares (0.4906% of share capital).

The OGM and EGM of October 31, 2024

The Ordinary General Meeting of Shareholders held on October 31, 2024, starting 10:00 hours, primarily addressed the election of Board members for a four-year term (April 26, 2025 - April 26, 2029). Bogdan-Alexandru Drăgoi, Rachid Lakis, Marcel Pfister, and Sorin Marica were elected as directors, subject to ASF authorization/approval as per applicable regulations.

The Extraordinary General Meeting, held on October 31, 2024, starting 12:00 hours, approved the relocation of the company's headquarters from Arad to Bucharest, along with subsequent proposals to dissolve and deregister the Bucharest Branchfrom the Trade Register(currently operating at the proposed headquarters address). The current headquarters will become Arad Branch, with corresponding updates to the Articles of Association.

Employment Contract Termination for Compliance Officer

Lion Capital S.A. informed investors that Mr Ioan-Eugen Cristea's employment contract as Compliance Officer terminated by law on October 18, 2024, under Article 56(1)(c) of the Labour Code, following fulfilment of standard retirement age and minimum contribution period requirements.

The role of Compliance Officer continues to be performed by Mr Ilie Gavra.

ANNEX 1 Condensed interim separate financial statements as of September 30, 2024, prepared in accordance with the Financial Supervisory Authority Norm no. 39/2015 for the approval of accounting regulations in accordance with the International Financial Reporting Standards applicable to entities authorised, regulated, and supervised by the Financial Supervisory Authority, operating in the Financial Instruments and Investments Sector - unaudited

ANNEX 2 Net asset statement as of September 30, 2024, prepared in accordance with Annex 10 of Regulation no. 7/2020

ANNEX 3 Detailed statement of investments as of September 30, 2024, prepared accordance with Annex 11 of Regulation no. 7/2020

The quarterly report prepared as of September 30, 2024, was approved by the Board of Directors of Lion Capital in the meeting held on November 15, 2024.

Bogdan-Alexandru DRĂGOI Chairman and CEO

Lion Capital S.A.

Condensed Interim Separate Financial Statements as of September 30, 2024

prepared in accordance with the International Financial Reporting Standards adopted by the European Union and the Financial Supervisory Authority (ASF) Norm no. 39 / December 28, 2015, for the approval of accounting regulations compliant with the International Financial Reporting Standards applicable to entities authorised, regulated, and supervised by ASF, operating in the Financial Instruments and Investments Sector

unaudited

FREE TRANSLATION from Romanian, which is the official and binding version

CONTENTS

Condensed Interim Separate Financial Statements

Condensed Interim Separate Statement of Profit and Loss
and Other Comprehensive Income
Condensed Interim Separate Statement of Financial Position 2
Condensed Interim Separate Statement of Changes in Equity 3 – 4
Condensed Interim Separate Cash Flow Statement 5
Selected Explanatory Notes to the Condensed Interim Separate Financial Statements 6 – 23
Denominated in RON Note September 30, 2024 September 30, 2023
Income
Dividend income 5 194,431,011 108,793,770
Interest income (assets at amortized cost, assets at FVTOCI) 6 21,357,811 2,590,594
Interest income (assets at FVTPL) 6 3,426,438 7,059,598
Other operating income 23,688 82,965
Other financial income 445,500 -
Gain/(Loss) on investment
Gain/(Loss) on foreign exchange differences (47,773) 1,094,446
Gain/(Loss) on financial assets at FVTPL 7 (15,607,103) 151,807,034
Expenses
Commissions expenses 8 (4,162,110) (3,640,546)
Other operating expenses 9 (16,782,270) (12,602,625)
Profit/(Loss) before tax 183,085,192 255,185,236
Income tax 10 (14,370,707) (12,254,238)
Net profit/(Loss) for the period 168,714,485 242,930,998
Other comprehensive income
Items that are or could be transferred to profit and loss
Amounts that could be transferred to profit and loss (debt instruments) - -
Items that are or could be transferred to retained earnings
Change of fair value related to financial assets measured through OCI 415,930,636 357,252,918
Effect of income tax (62,126,730) (50,384,682)
Other comprehensive income 353,803,906 306,868,236
Total comprehensive income for the period 522,518,391 549,799,234
Earnings per share
Basic 0.3326 0.4794
Diluted 0.3326 0.4794

The condensed interim financial statements were approved by the Board of Directors on November 15, 2024, and were signed on its behalf by:

Condensed Interim Separate Statement of Financial Position as of September 30, 2024

Denominated in RON Note September 30, 2024 December 31, 2023
Assets
Cash and cash equivalents 11 677,013,660 408,814,516
Other financial assets 14 35,149,097 730,106
Other assets 232,354 317,634
Financial assets at fair value through profit and loss (FVTPL) 12 1,746,686,128 1,900,476,975
Financial assets at fair value through other comprehensive income (FVTOCI) (shares) 13 2,415,958,270 1,977,331,822
Financial assets measured at amortized cost 1,242,494
Assets representing rights to use the underlying assets under leasing contract 41,447 227,961
Investment property 11,910,414 14,363,411
Tangible assets (items of property, plant, and equipment) 3,738,277 3,523,737
Total assets 4,891,972,142 4,305,786,163
Liabilities
Payable dividends 9,828,878 9,886,856
Other financial liabilities 15 10,296,794 12,402,436
Other deferred liabilities and revenues 2,134,423 13,593
Liabilities on leasing contract 41,280 258,500
Liability on deferred income tax 16 244,968,830 182,852,994
Total liabilities 267,270,205 205,414,379
Equity (own capital)
Share capital 17 50,751,006 50,751,006
Treasury shares 17 - (2,494,800)
Losses from the share buyback (714) (31,973)
Benefits granted in equity instruments 1,478,400 2,159,850
Other reserves 17 2,116,822,167 1,699,567,034
Reserves from the revaluation of tangible assets 1,176,569 1,176,569
Legal reserves 17 10,150,201 10,150,201
Reserves from revaluation of financial assets designated at FVTOCI 13, 17 1,449,420,394 1,095,404,908
Retained earnings 17 994,903,913 1,243,688,988
Total equity (own capital) 4,624,701,936 4,100,371,784
Total liabilities and equity 4,891,972,142 4,305,786,163

The condensed interim financial statements were approved by the Board of Directors on November 15, 2024, and were signed on its behalf by:

Condensed Interim Separate Statement of Changes in Equity as of September 30, 2024

Denominated in RON Share
capital
Treasury
shares
Losses on
share
buyback
Legal
reserves
Reserves from
the revaluation of
financial assets at fair
value through other
comprehensive
income
Reserves from
revaluation of
tangible assets
Benefits
granted in
equity
instruments
Other
reserves
Retained
earnings
Total
Balance on January 1, 2024 50,751,006 (2,494,800) (31,973) 10,150,201 1,095,404,908 1,176,569 2,159,850 1,699,567,034 1,243,688,988 4,100,371,784
Profit/(Loss) for the period - - - - - - - - 168,714,485 168,714,485
Reserve from revaluation of
financial assets transferred to profit
and loss
- - - - - - - - - -
Reserve from revaluation of
financial assets transferred to
retained earnings
- - - - 251,880 - - - (251,880) -
Retained earnings from the
correction of accounting errors
- - - - - - - - (32,880) (32,880)
Change in reserve - - - - 415,930,636 - - - 415,930,636
Revaluation of tangible assets
Related deferred tax
-
-
-
-
-
-
-
-
-
(62,167,030)
-
-
-
-
-
-
-
40,300
-
(62,126,730)
Total comprehensive income for
the period
- - - - 354,015,486 - - - 168,470,057 522,485,544
Other reserves –
own sources
- - - - - - - 417,255,132 (417,255,132) -
Change of granted benefits - 2,494,800 31,973 - - - (681,450) - - 1,845,323
Share buyback - - (714) - - - - - - (714)
Total transactions with
shareholders recognized directly
in equity
- 2,494,800 31,258 - - - (681,450) 417,255,132 (417,255,132) 1,844,608
Balance on September 30, 2024 50,751,006 - (714) 10,150,201 1,449,420,394 1,176,569 1,478,400 2,116,822,167 994,903,913 4,624,701,936

The condensed interim financial statements were approved by the Board of Directors on November 15, 2024, and were signed on its behalf by:

Condensed Interim Separate Statement of Changes in Equity as of September 30, 2024

Denominated in RON Share
capital
Treasury
shares
Losses on
share
buyback
Legal
reserves
Reserves from
the revaluation of
financial assets at fair
value through other
comprehensive
income
Reserves from
revaluation of
tangible assets
Benefits
granted in
equity
instruments
Other
reserves
Retained
earnings
Total
Balance on January 1, 2023 50,751,006 - - 10,150,201 741,827,359 1,176,569 2,000,537 1,604,099,887 832,847,626 3,242,853,185
Profit/(Loss) for the period - - - - - - - - 242,930,998 242,930,998
Reserve from revaluation of
financial assets transferred to profit
and loss
- - - - - - - - - -
Reserve from revaluation of
financial assets transferred to
retained earnings
- - - - (82,273,976) - - - 82,273,976 -
Change in reserve - - - - 357,252,918 - - - 357,252,918
Revaluation of tangible assets - - - - - - - - - -
Related deferred tax - - - - (36,637,583) - - - (13,747,099) (50,384,682)
Total comprehensive income for
the period
- - - - 238,341,359 - - - 311,457,875 549,799,234
Other reserves –
own sources
- - - - - - - 95,467,148 (95,467,148) -
Change of granted benefits - 2,217,600 28,420 - - - (585,662) - - 1,660,358
Share buyback - (4,712,400) (60,393) - - - - - - (4,772,793)
Total transactions with
shareholders recognized directly
in equity
- (2,494,800) (31,973) - - - (585,662) 95,467,148 (95,467,148) (3,112,435)
Balance on September
30, 2023
50,751,006 (2,494,800) (31,973) 10,150,201 980,168,718 1,176,569 1,414,875 1,699,567,034 1,048,838,353 3,789,539,984

The condensed interim financial statements were approved by the Board of Directors on November 15, 2024, and were signed on its behalf by:

Denominated in RON Note September 30, 2024 September 30, 2023
Operating activities
Net profit/(Loss) for the period 168,714,485 242,930,998
Adjustments for:
Depreciation of tangible and intangible assets 389,250 396,176
(Gain)/Loss from disposal of tangible assets 7,659 -
(Gain)/Loss from financial assets at fair value through profit and loss 7 15,607,103 (151,807,034)
Dividend income 5 (194,431,011) (108,793,770)
Interest income 6 (24,784,250) (9,650,192)
Expenses on interest on leasing contract 6,038 18,162
Expenses/(Income) on foreign exchange differences financial, assets and financial
liabilities, other expenses
47,774 (157,326)
Benefits granted in equity instruments 1,813,350 1,570,342
Income tax 10 14,370,706 12,254,238
Changes in operating assets and liabilities
Change in other assets (claims, etc.) 140.240 247.652
Change in other financial liabilities 2.710.397 (2.876.531)
Income tax paid (8.540.699) (3.060.457)
Net cash used in operating activities (23.948.958) (18.927.742)
Investment activities
Payments for acquisition of financial assets measured at FVTOCI (shares, bonds) 13 (22,795,912) (23,595,886)
Proceeds from sales of financial assets measured at FVTOCI (shares, bonds) 13 220,100 142,005,765
(Placements)/Proceeds form deposits over 3 months - -
Proceeds from sale/repurchase of assets at FVTPL (shares, fund units, bonds, loan) 195,699,399 128,740,454
Payments for purchase of assets at FVTPL (shares, fund units, bonds) (86,149,712) (56,689,483)
Proceeds from sale of tangible assets and investment property 1,988,940 -
Payments for purchases of tangible assets (424,120) (30,668)
Dividends collected 185,679,001 79,405,274
Interest collected 20,812,039 9,618,185
Net cash from investment activities 295,029,733 279,453,641
Financing activities
Payments related to leasing (223,654) (221,550)
Dividends paid (57,978) (128,177)
Share buyback (2,600,000) (4,772,793)
Net cash used in financing activities (2,881,632) (5,122,520)
Net increase / (Decrease) in cash and cash equivalents 268,199,144 255,403,379
Cash and cash equivalents on January 1 408,814,516 26,615,152
Cash and cash equivalents at the end of the period 677,013,660 282,018,531

The condensed interim financial statements were approved by the Board of Directors on November 15, 2024, and were signed on its behalf by:

1. Reporting entity

Lion Capital ("the Company") was established based on Law no. 133/1996 by the reorganization and transformation of Fondul Proprietății Private (Private Ownership Fund) Banat-Crișana and it is a joint stock company operating under Law 31/1990. The company is established as a self-managed investment company, authorized by the Financial Supervisory Authority as an Alternative Investment Fund Manager (AIFM) - Authorization no. 78 / 09.03.2018, classified in accordance with the provisions of Law no. 243/2019 as a closed, diversified alternative investment fund, addressed to retail investors (AIFRI) (Ro: FIAIR). The Financial Supervisory Authority issued the Authorization no. 130/01.07.2021 authorizing the Company as Alternative Investment Fund addressed to Retail Investors (AIFRI).

The company changed its corporate name from Societatea de Investiții Financiare Banat-Crișana S.A. to Lion Capital S.A. starting with March 24, 2023.

The Company also prepares consolidated annual and half-year financial statements, as final parent-company for the entities in the Group.

Lion Capital is headquartered in Arad, 35A Calea Victoriei, Arad County, postal code 310158, tel.: +40257 304 438, fax: +40257 250 165. The registration number in the Trade Register Office is: J02/1898/1992, and the tax identification number is: RO 2761040.

The main activity of the company:

  • portfolio management;
  • risk management;
  • other activities auxiliary and associated to the collective investment activity, in accordance with the regulations in force.

The Company's shares are listed on the Bucharest Stock Exchange since November 1st, 1999, and are traded on the regulated market, Premium category, under the stock symbol LION, starting with May 15, 2023, before that being SIF1.

The depositary bank of the Company, starting November 28, 2019, is Banca Comercială Română (BCR), until that date being BRD - Groupe Société Générale.

The company providing shareholders' registry services is Depozitarul Central SA Bucharest.

2. Basis of preparation

(a) Statement of compliance

These condensed interim financial statements as of September 30, 2024, were prepared up in accordance with the International Financial Reporting Standards (IFRS) adopted by the European Union and the Norm no. 39/2015 for the approval of accounting regulations in accordance with the International Financial Reporting Standards issued by the Financial Supervisory Authority (ASF), applicable to entities authorized, regulated and supervised by ASF in the Financial Instruments and Investments Sector (the Norm) and with the requirements of IAS 34 "Interim financial reporting" and must be read together with the separate financial statements for the year 2023.

In accordance with Regulation no. 1606/2002 of the European Parliament and of the Council of the European Union of July 19, 2002, as well as with Law no. 24/2017 on issuers of financial instruments and market operations from 2017, the Company has to prepare and submit to the Financial Supervisory Authority (ASF) annual consolidated financial statements, in accordance with IFRS, within 4 months from the end of the financial year financial. The company prepared and made public the consolidated financial statements for the financial year 2023.

Under the requirements of Law no. 24/2017 and ASF Regulation no. 5/2018 regarding issuers of financial instruments and market operations, the Company has to prepare and publish interim consolidated financial statements for the first half of 2024 within three months following the end of this period. The Company prepared and published its financial statements as of June 30, 2024, on August 31 (separate) and September 29 (consolidated).

Segment Reporting

The business segments are reported in a manner compatible with internal reporting, analysed by the Company's main decision-maker (the Board of Directors), which is responsible for allocating resources and evaluating the performance of the operating segments. Reportable segments whose income, result or assets are ten or more percent of all segments are reported separately. The Company manages all activities as a single reportable business segment.

(b) Presentation of the financial statements

The Company has adopted a presentation based on liquidity in the condensed interim separate statement of financial position and a presentation of income and expenses according to their nature in the interim condensed separate statement of comprehensive income, considering that these methods of presentation provide information that is reliable and more relevant than the information presented on other methods allowed by IAS 1 "Presentation of financial statements".

(c) Basis of measurement

The condensed interim separate financial statements are prepared on a fair value basis convention, for the financial assets and liabilities, at fair value through profit and loss or by other comprehensive income.

Other financial assets and liabilities, as well as non-financial assets and liabilities, are stated at amortized cost, revaluated amount, or historical cost.

(d) Functional and presentation currency

The Company's management considers that the functional currency, as defined by IAS 21 "The effects of changes in Foreign Exchange Rates", is the Romanian Leu (RON or lei). The condensed interim financial statements are presented in RON, rounded to the nearest unit, which is the presentation currency chosen by the Company's management.

(e) Use of estimates and judgements

The preparation of the condensed interim financial statements pursuant to IFRS requires that management makes estimates, judgements, and assumptions that affect the application of accounting policies as well as the reported value of assets, liabilities, income, and expenses.

Such estimates and related assumptions are based on historical experience and various other factors that are believed to be reasonable under the given circumstances. The result of these estimates forms the basis of judgments used in assessing the carrying value of assets and liabilities for which no other evaluation sources are available. Actual results may differ from the estimated values.

The estimates and underlying assumptions are revised on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised, if the revision affects only that period or if the period of the revision and future periods are affected the revision affects both current and future periods. Judgments made by the management in applying IFRS having a significant impact on the separate financial statements and the estimates that involve a significant risk of a material adjustment in the next year are presented in the Notes to the condensed interim financial statements.

(f) Changes in the accounting policies – information on accounting policies having material impact

The Company has adopted the document "Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2)" as of January 1, 2023. The management has reviewed the accounting policies in this context, and the Amendments have not resulted in changes to the accounting policies themselves.

The Amendments require the disclosure of accounting policies with a "material impact" rather than "significant" accounting policies. Additionally, the Amendments provide guidance on applying the concept of "materiality" in the presentation of accounting policies.

The adopted accounting policies are applied consistently across all periods presented in these separate financial statements.

3. Accounting policies with material impact - extract

The accounting policies used in these condensed interim separate financial statements are the consistent with those of the separate financial statements prepared as of December 31, 2023.

Assets and financial liabilities

Financial assets, as per IFRS 9, include the following:

• investments in equity instruments (e.g. shares)

As of September 30, 2024, and December 31, 2023, the shares are measured at fair value through the profit and loss account or at fair value through other comprehensive income.

• investments in debt instruments (e.g. securities, bonds, loans)

As of September 30, 2024 and December 31, 2023, investments in debt instruments held are valued at fair value through profit and loss.

  • trade receivables and other receivables;
  • cash and cash equivalents;
  • interests in subsidiaries, associates, and joint ventures
  • financial liabilities.

For more details see the chapters below.

(i) Classification

Financial assets held are presented by the Company as per IFRS 9 "Financial Instruments" as financial assets and financial liabilities.

The Company presents the financial assets at amortized cost, at fair value through other comprehensive income, or at fair value through profit and loss on the basis of:

  • (a) the entity's business model for the management of financial assets, and
  • (b) the characteristics of the contractual cash flows of the financial asset.

Business model

  • Represents the way an entity manages its financial assets to generate cash flows: collecting, sale of assets, or both;
  • Determining it is factually realized considering: the manner of assessment and reporting of its performance, the existing risks and their management, respectively the way of compensating the management (based on the fair value or the cash flows associated with these investments);

Business model for the shares held for which the option FVTOCI was selected at the date of transition or the date of initial recognition.

• Effective management of a diversified portfolio of quality assets, able to ensure a constant flow of income, preservation, and medium-long term growth of capital, to increase value for shareholders and obtain the highest returns on invested capital.

The differentiated approach adopted by the Company for each of its holdings aims at the fruition of an aggregate yield, generated from dividend income and capital gain.

Model of assets held for collecting

  • Managed to generate cash flows by collecting the principal and interest over the lifetime of the instrument;
  • It is not necessary to hold them until maturity;
  • There are categories of sales transactions that are compatible with this model: those due to credit risk increase, limited or insignificant value sales, or sales close to the maturity of the instruments;
  • Interest income, gains or losses from depreciation or foreign exchange differences are recognized in profit and loss;
  • The accounting of these assets (assuming that the SPPI criterion is also met and the fair value through profit and loss option has not been selected) is carried at amortized cost (using the effective interest method).

Model of assets held for collecting and sale

  • Managed both to generate cash flows from collecting and by selling (all) the assets;
  • Sales are of high frequency and value compared to the previous model, without specifying a certain threshold for fitting into this model;
  • The purpose of these sales may be: managing current liquidity needs, maintaining a certain structure of returns or decisions to optimize the entity's balance sheet (relating the duration of financial assets with that of financial liabilities).
  • The accounting of these assets (assuming that the SPPI criterion is also met and the fair value through profit and loss option has not been selected) is made at fair value through other comprehensive income (using the effective interest rate method, interest, gains or losses from impairment) and foreign exchange differences - in profit and loss / change in the fair value of these instruments - in other comprehensive income, amounts recognized in other comprehensive income are recycled through profit and loss on the derecognition of the asset).

Other business model

  • Assets under management for the purpose of achieving cash flow from sales;
  • Collecting cash flows associated with these investments is incidental, not the purpose of holding them;
  • Assets whose performance is managed and reported on the basis of their fair value;
  • Their accounting is at fair value through profit and loss account.

SPPI test

It comprises criteria measuring to what extent the structure of the cash flows of a debt instrument classifies within the model of the base credit agreement (the interest reflects the value of money in time, credit risk associated with the principal, coverage of other risks and costs associated with lending and a profit margin).

There are some ratios indicating the case in which the debt instruments held should be measured at fair value through profit and loss:

  • certain non-standard interest rate;
  • presence of the leverage effect;
  • certain hybrid instruments (including an incorporated derivative).

There are also ratios that, although they would require a registration at fair value, could comply, under certain circumstances, with the SPPI criterion and so the respective assets should be further accounted for at amortized cost:

  • the existence of an anticipated reimbursement option or extension of the asset term;
  • assets without recourse that should guarantee the debt reimbursement
  • contractually bound instruments.

Financial assets measured at fair value through profit and loss (FVTPL)

A financial asset must be measured at fair value through profit and loss, except if it is measured at amortized cost or at fair value through other comprehensive income.

Financial assets measured at fair value through other comprehensive income (FVTOCI)

A financial asset, such as debt instruments, must be measured at fair value through other comprehensive income if both conditions presented below are met:

  • a) the financial asset is held within a business model whose goal is achieved by collecting the contractual cash flows and the sale of financial assets and
  • b) the contractual terms of the financial asset give rise, on certain dates, to cash flows that are exclusively payments of the principal and of the interest corresponding to the principal owed.

The company can make an irrevocable choice upon the initial recognition in case of certain investments in equity instruments that otherwise would have been measured at fair value through profit or loss to present the subsequent changes of fair value in other comprehensive income (according to pt. 5.7.5 and 5.7.6 of IFRS 9 – Financial Instruments).

Financial instruments measured at amortized cost

A financial asset must be measured at amortized cost if both conditions below are met:

  • (a) the financial asset is held within a business model whose goal is to hold financial assets to collect the contractual cash flows and
  • (b) the contractual terms of the financial asset give rise, on certain dates, to cash flows that are exclusively payments of the principal and of the interest corresponding to the owed principal.

Financial liabilities

Financial liabilities are measured at fair value through profit and loss (FVTPL) if they:

  • meet the requirements of the definition of being "held for trading";
  • are designated within the FVTPL category at the initial recognition (if the specific requirements are met).

The other financial debts are measured at amortized cost.

(ii) Recognition

The assets and liabilities are recognized on the date when the Company becomes a contractual party to the conditions of the respective instrument. When the Company recognizes a financial asset for the first time, it must classify it according to pt. 4.1.1 - 4.1.5 (at amortized cost, at fair value through profit or loss or at fair value through other comprehensive income) of IFRS 9 and to assess it according to pt. 5.1.1-5.1.3. (a financial asset or financial liability is measured at fair value adding or subtracting the transaction costs, directly attributable to the acquisition or issue of the asset or liability).

Upon initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in fair value in other comprehensive income. This option is applied on an instrumentby-instrument basis, as applicable.

At the transition date to IFRS 9, shares that were classified as available-for-sale under IAS 39 were measured in accordance with IFRS 9 at fair value through other comprehensive income, depending on the specific circumstances. These securities are primarily held for the long term and have been designated to be measured at fair value through other comprehensive income.

All financial assets that are not classified as being measured at amortised cost or at fair value through other comprehensive income, as described above, will be measured at fair value through profit and loss. Additionally, upon initial recognition, the Company may irrevocably designate a financial asset, which would otherwise meet the requirements, to be measured at amortised cost or at fair value through other comprehensive income, to be measured at fair value through profit and loss, if this eliminates or significantly reduces an accounting mismatch that would otherwise arise.

(iii) Measurement

After the initial recognition, the entity must measure (evaluate) the financial assets according to pt. 4.1.1 – 4.1.5 of IFRS 9 at:

  • a) Amortized cost;
  • b) Fair value through other comprehensive income; or
  • c) Fair value through profit and loss.

After the initial recognition, the entity must measure the financial liabilities according to pt. 4.2.1-4.2.2 of IFRS 9. Thus, the Company will classify all financial liabilities at amortized cost, except for:

a) the financial liabilities measured at fair value through profit and loss;

b) the financial liabilities that appear when the transfer of a financial asset does not qualify for derecognition;

c) financial collateral contracts valued at the highest value of the loss provision (Section 5.5 of IFRS 9) and the amount initially recognized less accumulated income (recognized under IFRS 15);

d) commitments to provide a loan at an interest rate below the market value measured at the highest value of the loss provision (Section 5.5 of IFRS 9) and the amount initially recognized less accumulated income (recognized under IFRS 15)

e) contingent consideration recognized by an acquirer in a business combination to which IFRS 3 applies.

Measurement at amortized cost

The amortized cost of a financial asset or of a financial liability is the value at which the financial asset or the financial liability is measured after the initial derecognition minus the reimbursement of principal, plus or minus the accumulated amortization using the effective interest method for each difference between the initial value and the value at due date, and minus any reduction for estimated credit losses.

The effective interest rate represents the rate that precisely updates the future proceeds in cash during the forecasted life of the financial instrument up to the level of the gross carrying amount of the financial asset or of the financial liability. For the calculation of the effective interest rate, the entity must estimate the cash flows considering all contractual conditions of the financial instrument but must not consider the future losses from the changes in credit risk. The calculation includes all commissions paid or cashed by the contracting parties that make integral part of the effective interest rate, transaction costs and all the other premiums and discounts.

Fair value measurement

Fair value represents the price that would be received upon the sale of an asset or paid to settle a debt within a transaction occurred under normal conditions between the participants in the main market, on the measurement date, or in the absence of the main market, on the most advantageous market to which the Company has access at that date.

The company measures the fair value of a financial instrument using the prices quoted on an active market for that instrument. A financial instrument has an active market if for that instrument quoted prices are readily available and regularly. The company measures the instruments quoted on the active markets using the closing price.

A financial instrument is considered as being quoted on an active market when the quoted prices are readily and regularly available from an exchange, dealer, broker, association within the industry, a service for establishing the prices or a regulatory agency, and these prices reflect the transactions occurring actually and regularly, performed under objective market conditions.

Within the category of shares quoted on an active market, all those shares admitted to trading on the Stock Exchange or on the alternative market having frequent transactions are included. The market price used to determine the fair value is the closing price of the market on the last trading day before the measurement date.

The fund units are measured according to the Unitary Net Asset Value, calculated by the fund administrator using the closing quotations for the quoted financial instruments.

Government securities (bonds) are measured based on the market quotation available on Bloomberg for the respective item, multiplied by the unit nominal value.

In the absence of a price quotation on an active market, the Company uses valuation techniques. The fair value of the financial assets not traded on an active market is determined by authorized valuators.

The valuation techniques include techniques based on the use of observable inputs, such as the quoted price of the identical element held by another party as asset, on a market that is not active, and for the assets for which the observable prices are not available, measurements techniques based on the analysis of the updated cash flows, and other measurement methods used regularly by the market participants. These include the method of comparisons with similar instruments for which there is an observable market price or the percentage method of the net assets of these companies adjusted with a discount for minority ownership and a discount for lack of liquidity, using at maximum the market information, being based at minimum on the specific company information. The Company uses evaluation techniques that maximize the use of observable data and minimize the use of nonobservable data.

The valuation techniques are used consistently.

The Company employs the following hierarchy of methods to measure fair value:

  • Level 1: Quoted market price on an active market for an identical instrument.
  • Level 2: Valuation techniques based on observable inputs: quoted market prices in active markets for similar instruments; valuation techniques where all significant inputs are directly or indirectly observable from market statistics.
  • Level 3: Valuation techniques largely based on unobservable elements.

The fair value of financial assets and liabilities that are traded in active markets are based on quoted market prices or on prices quoted by intermediaries (brokers).

The fair value of the financial instruments for which there is no active market (Level 3) and those that are not traded is determined by external appraisers using techniques based on the present net value, the discounted cash flow method, the method of comparisons with similar instruments for which there is an observable market price. Valuation techniques are used consistently, there are no changes in their application.

An analysis of the financial instruments and investment property recognized at fair value according to the valuation method is presented in the following table:

September 30, 2024
denominated in RON Level 1 Level 2 Level 3 Total
Financial assets at FVTPL - shares 475.797.022 - 886.298.615 1.362.095.638
Financial assets at FVTPL - fund units - 350.541.175 - 350.541.175
Financial assets at FVTPL – loan granted - - 34.049.317 34.049.317
Financial assets at FVTPL – bonds - - - -
Financial assets at FVTOCI – shares 2.238.664.964 - 177.293.309 2.415.958.273
Investment property - - 11.910.414 11.910.414
Land and buildings - - 3.116.912 3.116.912
2.714.461.986 350.541.175 1.112.668.568 4.177.671.728
December 31, 2023
denominated in RON Level 1 Level 2 Level 3 Total
Financial assets at FVTPL – shares 513,162,523 - 921,293,570 1,434,456,093
Financial assets at FVTPL – fund units - 395,546,142 - 395,546,142
Financial assets at FVTPL – loan granted - - 32,288,814 32,288,814
Financial assets at FVTPL – bonds - - 38,313,018 38,313,018
Financial assets at FVTOCI – shares 1,806,026,893 - 171,304,930 1,977,331,822
Investment property - - 14,363,411 14,363,411
Land and buildings - - 3,213,758 3,213,758
TOTAL 2,522,961,125 395,546,142 1,180,650,410 3,895,385,967

No transfers between the levels of fair value were made during the first nine months of 2024.

(iv) Identification and measurement of value impairment

The Company must recognize an adjustment for the forecasted credit losses corresponding to a financial asset that is measured according to pt. 4.1.2 or 4.1.2A of IFRS 9 (debt instruments measured at amortized cost or at the fair value through other comprehensive income), a receivable resulting from a leasing agreement, a credit commitment, and a financial guarantee agreement.

The Company applies the impairment provisions for the recognition of the provision for losses corresponding to the assets measured at fair value through other comprehensive income (debt instruments that meet the criteria of pt. 4.1.2A of IFRS 9 – assets held to collect the cash flows and to sale, whose cash flows represent exclusively principal reimbursement or interest payments). The provision so determined is recognized considering other comprehensive income and does not reduce the carrying amount (book value) of the financial asset from the statement of the financial position.

On each reporting date, the Company assesses the credit loss allowance for a financial instrument to ensure it reflects:

  • The credit losses forecasted for a 12-month period, if the credit risk has not increased significantly as of the initial recognition;

  • The credit losses forecasted during the entire life if the credit risk has increased significantly as of the initial recognition.

The Company recognizes in profit and loss, as gain or loss from impairment, the value of the forecasted, recognized, or reversed losses, required to adjust the provision for losses on the reporting date up to the level required by the provisions of IFRS 9.

The Company measures the expected credit losses of a financial instrument so that it represents:

  • An impartial value, resulted from the weighting of more possible results depending on the probabilities related thereto;

  • The time value of money;

  • Reasonable information available at no cost or disproportionate effort at reporting date.

The Company may assume that the credit risk for a financial instrument has not increased significantly as of the initial recognition if the financial instrument is considered to have a low edit risk on the reporting date. A financial instrument is considered to have a low credit risk if:

  • The debtor has a high capacity to meet the obligations associated with short-term contractual cash flow;

  • Unfavourable changes in the business and the business environment may, but not necessarily, reduce the debtor's ability to meet its obligations.

In the assessment of low credit risk for issuers, no real collateral is considered. At the same time, financial instruments are not considered to be of low risk only because they have a lower risk than the other instruments issued by the debtor or in comparison with the credit risk prevailing in the geographical region or the jurisdiction in which it operates.

In the credit risk assessment, the company uses both external credit risk ratings and internal evaluations that are consistent with generally accepted definitions of credit risk.

The gain or loss on the disposal of a financial asset or financial liability measured at fair value through profit and loss is recognised in the current profit or current loss.

Upon derecognition of equity instruments designated as financial assets measured at fair value through other comprehensive income, any gains or losses, representing favourable or unfavourable valuation differences recorded in revaluation reserves, are recognised in other comprehensive income (retained earnings representing net realised surplus - IFRS 9).

Upon derecognition of financial assets, the retained earnings from the date of transition to IFRS 9 are transferred to retained earnings representing realised surplus.

A gain or loss on a financial asset measured at amortised cost is recognised in the current profit or current loss when the asset is derecognised.

(v) Derecognition

The Company derecognizes a financial asset when the rights to receive cash flows from that financial asset expires, or when the Company transferred the rights to receive the contractual cash flows corresponding to that financial asset in a transaction in which it significantly transferred all risks and benefits of the ownership right.

Any interest in the transferred financial assets retained by the Company or created for the Company is recognized separately as an asset or liability.

The Company derecognizes a financial liability when the contractual obligations ended or when the contractual obligations are cancelled or expire.

Derecognition of financial assets and liabilities is accounted for using the weighted average cost method. This method entails calculating the value of each item based on a weighted average of the value of similar items in stock at the beginning of the period and the value of similar items purchased during the period.

(vi) Gains and losses

Gains or losses resulting from a change in the fair value of a financial asset or of a financial liability that is not part of a hedging relationship are recognized as follows:

  • a) The gains or losses generated by financial assets or financial liabilities classified as being measured at fair value through profit and loss are recognized in profit and loss;
  • b) The gains or losses generated by a financial asset at fair value through other comprehensive income are recognized in other comprehensive income.

Gains on shares measured at fair value through other comprehensive income are recognized as follows:

  • Changes in fair value (including exchange rate) in other comprehensive income
  • Dividend income is recognized in profit and loss

Gains on debt instruments (bonds):

  • Changes in fair value (including exchange rate) in other comprehensive income

  • Interest income is recognized in profit and loss

When the asset is derecognized, the accumulated losses or gains previously recognized in other comprehensive income:

  • are reclassified from equity in profit and loss, in the case of debt instruments;
  • are transferred to retained earnings, in case of equity instruments (shares).

When the financial assets accounted for at amortized cost are impaired or derecognized, as well as through their amortization process, the Company recognizes a gain or a loss in the profit and loss account (income statement).

As regards the recognized financial assets using the settlement date accounting, no change of the fair value of the asset to be received during the period between the trading date and the settlement date is recognized for the assets carried at cost or at amortized cost (except for impairment losses). But for the assets accounted for at fair value, the change in fair value must be recognized in profit and loss or in equity, as the case may be.

Other financial assets and liabilities

Other financial assets and liabilities are measured at amortized cost using the effective interest method.

4. Management of significant risks

The risk management activity can be found in the Company organizational structure, and it addresses both general and specific risks.

The most significant financial risks to which the Company is exposed to are the credit risk, the liquidity risk, and the market risk. The market risk includes the foreign currency risk, the interest rate risk, and the price risk of the equity instruments. This note provides information on the Company's exposure to each of the above-mentioned risks, the Company's objectives and policies, and the risk assessment and risk management processes.

The company uses various policies and procedures for managing and measuring the types of risk to which it is exposed. These policies and procedures are presented in the subchapter dedicated to each type of risk.

4.1 Financial risks

(a) Market risk

Market risk is the present or future risk of recording losses balance and off-balance sheet related due to adverse movements in market price (such as stock prices, interest rates, foreign exchange rates). Company's management sets the limits on the value of risk that may be accepted, which are regularly monitored. However, the use of this approach does not prevent losses outside these limits in the event of more significant market movements.

Position risk is associated with financial instruments portfolio held by the Company with intention to benefit from positive price movements of those financial assets or potential dividends/coupons issued by entities. The Company is exposed to general position risk as well as to the specific one, due to short term investments made in bonds, shares, and fund units.

The management has pursued and permanently aims to reduce to a minimum the possible adverse effects related to this financial risk, through an active procedure of diversifying prudently the investment portfolio and by using one or more technics of diminishing of the risk through trading activity or market prices evolution related to financial instruments held by the Company.

Concentration risk

Concentration risk concerns all assets held by the Company, regardless of the period of holding them, and mitigating this risk is intended the avoidance of a too large exposure on the same debtor/entity at Company level.

The management's policy of diversifying exposures is applied to the portfolio structure, business structure, as well as the structure of financial risks exposure. Thus, this diversifying policy implies avoiding excessive exposures on a single debtor, issuer, country, or geographical area; diversifying business structure pursues the avoidance at Company's level the excessive exposure against a specific type of business/sector; diversifying the structure of financial risks intends to avoid excessive exposure against a certain financial risk.

The market risk of equity instruments is mainly the result of shares measured at fair value through other comprehensive income and through profit and loss. Entities in which the Company holds shares operate in various industries.

The objective of market risk management is to control and manage market risk exposures in acceptable parameters to the extent that profitability is optimized.

The Company's strategy for managing market risk is driven by its investment objective, and the market risk is managed in accordance with its policies and procedures.

The Company is exposed to the following categories of market risk:

(i) Equity price risk

Price risk is the risk of losses in both balance sheet and off-balance sheet positions due to changes in asset prices.

The Company is exposed to the risk of fair value of financial instruments fluctuation due to changes in market prices, whether caused by factors specific to the activity of its issuer or factors impacting all instruments traded in the market.

The Board of Directors monitors the market risk management, and the internal procedures require that when price risks are not consistent with the Company's investment policy and principles, the portfolio must be rebalanced.

A positive change of 10% in the price of financial assets at fair value through profit and loss (shares of subsidiaries, associates, fund units and corporate bonds) would lead to an increase in profit after tax by RON 137,927,216 (December 31, 2023: RON 175,932,492), a negative change of 10% having an equal net impact in the opposite direction.

A positive change of 10% in the prices of financial assets measured at fair value through other comprehensive income, investments in shares and corporate bonds, would lead to an increase in equity, net of tax, of RON 58,066,819 (December 31, 2023: RON 159,234,850), a negative change of 10% having an equal net impact in the opposite direction.

The company holds stakes in companies operating in various sectors. As of September 30, 2024, the Company mainly holds shares in companies in the banking-financial and insurance field, having a weight of 51.1% on the total portfolio, close to the level as of December 31, 2023.

in RON September 30, 2024 % December 31, 2023 %
Financial intermediation and insurance 1,931,700,782 51.1% 1,559,710,690 45.7%
Manufacturing industry 861,993,214 22.8% 890,185,701 26.1%
Hospitality (hotels and restaurants) 93,610,049 2.5% 78,795,162 5.2%
Wholesale and retail trade, repair of motor vehicles 237,393 0.0% 230,430 0.0%
Production and supply of energy, gas, water 28,125,000 0.7% 28,800,000 0.8%
Extractive industry 258,854,199 6.9% 203,994,153 6.0%
Financial services applicable to real estate 488,545,930 12.9% 491,588,829 14.4%
Constructions 4,516,113 0.1% 4,377,211 0.1%
Transportation and storage 43,557,556 1.2% 46,044,950 1.3%
Rental of real-estate 66,875,881 1.8% 8,021,176 0.2%
Agriculture, forestry, and fishing 37,793 0.0% 39,615 0.0%
TOTAL 3,778,053,910 100% 3,411,787,916 100%

The total value growth of the portfolio under management compared to the end of the previous year is due to the progress of capital markets during first nine months of the year and the purchases made during the period.

As of September 30, 2024, and December 31, 2023, the Company holds fund units amounting to RON 350,541,175 (December 31, 2023: RON 395,546,142) in following investment funds: ACTIVE PLUS (alternative investment fund with private equity), OPTIMINVEST (alternative investment fund with private equity), STAR VALUE (open-ended alternative investment fund),CERTINVEST SHARES (open-ended alternative investment fund), and Romania Strategy Fund (closed-ended alternative investment fund). The Company is exposed to price risk in terms of placements made with different risk degrees by these Investment Funds.

(ii) Interest rate risk

Interest rate risk is the risk that revenues or expenses, or the value of assets or liabilities of the Company fluctuate due to changes in market interest rates.

As regards the interest-bearing financial instruments: the interest rate risk consists of the risk of fluctuation recorded in the value of a financial instrument due to changes in interest rates and risk differences between the maturity of interest-bearing financial assets and interest-bearing liabilities. However, the interest rate risk may also affect the value of assets bearing fixed interest rates (e.g. bonds) so that an increase in interest rate on the market will determine a decrease in the value of future cash flows generated by them and may lead to their price reduction if it increases the preference of investors to place their funds in bank deposits or other instruments whose interest has

grown, and vice versa - a reduction in interest rate on the market may increase the price of shares and bonds and will lead to an increase in the fair value of future cash flows.

With respect to the fixed interest-bearing assets or tradable assets, the Company is exposed to the risk that fair value of future cash flows related to financial instruments will fluctuate following the changes in market interest rates. However, most financial assets of the Company are in stable currencies whose interest rates are unlikely to vary significantly.

Thus, the Company will be subject to limited exposure to the fair value interest rate risk or to future cash flows due to fluctuations in the prevailing levels of market interest rates.

The Company does not use derivative financial instruments for protection against interest rate fluctuations.

The following table shows the annual interest rates earned by the Company for interest-bearing assets during the first three quarters of 2024:

RON interval
Financial assets Min Max Min Max
Bank deposits 3.85 5.55 2.80 3.10
Financial assets at fair value through profit and loss* 8.75 10.2 5.63 6.54

* In the financial assets at fair value through profit and loss are included bonds, denominated in RON issued by a subsidiary and a loan granted to a Lion Capital subsidiary, denominated in Euro

The following table shows the annual interest rates earned by the Company for interest-bearing assets during the first three quarters of 2023:

RON interval
Financial assets Min Max EUR interval
Min
Max
Bank deposits 4.86 6.75 - -
Financial assets at fair value through profit and loss* 8.44 10.2 5.63 7.08

* In the financial assets at fair value through profit and loss are included bonds, denominated in RON issued by a subsidiary and a loan granted to a Lion Capital subsidiary, denominated in Euro

The following table presents a summary of Company's exposure to the interest rate risk. The table includes the Company's assets and liabilities at the carrying amounts (book value) classified by the most recent date of the change in the interest rate and the maturity date.

in RON September 30, 2024 December 31, 2023
Cash and cash equivalent* 670,650,000 406,482,143
Financial assets at FVTPL – corporate bonds - 37,612,296
Financial assets at FVTOCI – loan granted 31,846,670 31,840,269
TOTAL 702,496,670 475,934,709

* Within the cash equivalents short-term investments in bank deposits (maturity under 3 months) are included

The impact on the Company's net profit (through interest income) of a change of ±1.00% in the interest rate on variable interest rate assets and liabilities denominated in other currencies in conjunction with a change of ±1.00% in the interest rate related to the assets and liabilities bearing variable interest and expressed in RON is of RON 344,223 (December 31, 2023: RON +/-233,208).

(iii) Currency risk

Currency risk is the risk of loss or failure to achieve the estimated profit because of unfavourable exchange rate fluctuations. The Company invests in financial instruments and performs transactions which are denominated in currencies other than the functional currency, thus being exposed to risks that the exchange rate of the national currency in relation to another currency might adversely affect the fair value or future cash flows of that share of financial assets and liabilities denominated in other currencies.

In the reporting periods the company conducted transactions in Romanian currency (RON) and in foreign currencies. The Company has not carried out any exchange rate derivative transaction during the financial periods presented.

The Company's assets and liabilities in RON and foreign currencies on September 30, 2024, and December 31, 2023, can be analysed as follows:

Financial assets exposed to foreign currency risk (in RON)

in RON September 30, 2024 December 31, 2023
Cash and cash equivalent 376,309 200,626,294
Financial assets at FVTPL – (including assets held by investment funds) * 88,076,478 55,336,625
Financial assets at amortized cost 1,242,494 -
Total assets 89,695,282 255,962,919
Liabilities on leasing contract (41,280) (258,500)
Total liabilities (41,280) (258,500)
Net financial assets 89,654,002 255,704,419

* Financial assets at fair value through profit and loss include the loan granted denominated in euro, the receivable related to the sale of a subsidiary, and the foreign exchange holdings of closed-end investment funds, proportionate to the Company's holding in their net assets.

The following table presents the sensitivity of profit and loss as well as equity to possible changes at the end of the reporting period of the exchange rates in line with the reporting currency, consistently maintaining all other variables:

September 30, 2024 December 31, 2023
Impact on P&L Impact on OCI Impact on P&L Impact on OCI
5% EUR increase (2023: 5%) 219,652 - 9,588,916 -
5% EUR decrease (2023: 5%) (219,652) - (9,588,916) -
Total - - - -

(b) Credit risk

Credit risk is the risk that a counterparty of a financial instrument fails to meet their contractual obligations, or a financial engagement in which it has entered into a relationship with the Company, thus resulting in a loss for the Company. The Company is exposed to credit risk as a result of investments in bonds issued by trading companies (corporate bonds), current accounts and bank deposits and other receivables. The management of the Company closely and constantly monitors the exposure to credit risk so that it does not suffer losses as a result of the concentration of credit in a certain sector or field of activity.

As of September 30, 2024, and December 31, 2023, the Company did not have any real collaterals as insurance, nor any other improvements in the credit rating.

As of September 30, 2024, and December 31, 2023, the Company did not record any outstanding financial assets, for which it had not recorded any impairment adjustments.

Below are presented the financial assets with exposure to credit risk:

September 30, 2024 Current accounts Bank deposits Bonds (measured at
Loan granted
FVTPL)
Other financial
assets
Total
Current and not impaired
Rating AAA to A
BBB+ 395,460 358,690,000 - - - 359,085,460
BBB 19,146 - - - - 19,146
BBB- - - - - - -
BB+ 1,975,137 311,960,000 - - - 313,935,137
BB 6,508 - - - - 6,508
NR - - 31,846,670 1,242,494 35,149,097 68,238,262
TOTAL 2,396,251 670,650,000 31,846,670 1,242,494 35,149,097 741,284,513
December 31, 2023 Current accounts Bank deposits Bonds (measured at
FVOCI)
Bonds (measured
Other financial
at FVTPL)
assets
Total
Current and not impaired
Rating AAA to A
BBB+ 725,245 165,500,000 - - - 166,225,245
BBB 389,945 41,077,842 - - - 41,467,787
BBB- 20,056 - - - 20,056
BB+ 24,233 199,904,301 - - - 199,928,534
BB - - - - - -
Baa2 - - - - - -
NR - - 31,840,269 38,185,926 730,106 70,756,302
TOTAL 1,159,478 406,482,143 31,840,269 38,185,926 730,106 478,397,923

The Company's maximum exposure to credit risk is of RON 741,284,513 as of September 30, 2024 (December 31, 2023: RON 478,397,923) and can be analysed as follows:

Credit rating September 30, 2024 December 31, 2023
BRD - Groupe Société Générale BBB+ BRD - Groupe Société Générale Fitch 2,135 2,312
Banca Transilvania BB+ Banca Transilvania Fitch 313,935,137 166,225,245
Banca Comercială Română BBB+ Banca Comercială Română Fitch 58,079,322 41,425,969
CEC Bank BB CEC Bank Fitch 6,508 199,928,534
Exim Bank BBB- Exim Bank Romania Fitch 301,004,002 39,506
Intesa Sanpaolo Romania* BBB Intesa Sanpaolo Italia Fitch 19,020 19,842
UniCredit Tiriac BBB UniCredit Tiriac Fitch 126 214
TOTAL 673,046,025 407,641,621

* For banks for which there is no rating, the parent company's rating was considered

Cash and cash equivalents, as well as bank deposits, are neither overdue nor impaired. Corporate bonds are neither overdue nor impaired.

The Company's exposure to credit and counterparty risk through corporate bonds held as of September 30, 2024, is shown in the following table:

Issuer No. units Nominal
Value
Interest
Rate
Value as of
September 30, 2024
(RON)
Maturity
Romgaz-SNG* Euro 250 1.00 4.75% 1,242,494 2029
Total 1,242,494

*Variable interest rate (based on the latest coupon)

The Company's exposure to credit and counterparty risk through corporate bonds held as of December 31, 2023, is shown in the following table:

Issuer No. units Nominal
Value
Interest
Rate
Value as of
September 30, 2024
(RON)
Maturity
Vrancart S.A.* RON 368,748 100.00 8.44% 37,612,296 2024
Total 37,612,296

*Variable interest rate (based on the latest coupon)

(c) Liquidity risk

Liquidity risk is the risk that the Company faces difficulties in meeting obligations arising from short-term financial liabilities that are settled by payment in cash or other financial means, or the risk that such obligations are settled in an unfavourable manner for the Company.

The company monitors the progress of its liquidity levels to be able to meet its payment obligations at due date, and constantly analyses its assets and liabilities, based on the remaining period to the contractual maturities.

In the current economic context, the Company's management has adopted a prudent policy of monetary investmentsmanagement, maintaining a weight of available liquidity in total assets allowing at any time the coverage of any outstanding payment obligations and a liquidity reserve to provide the financing of any attractive investment opportunities.

The breakdown of assets and liabilities was analysed based on the remaining period from the balance sheet date to contractual maturity date, both as of September 30, 2024, and December 31, 2023, as follows:

in RON Book value Under 3
months
3 to 12
months
Over 1 year No fixed
maturity
September 30, 2024
Financial assets
Cash and cash equivalents 677,013,660 677,013,660 - - -
Financial assets at FVTPL 1,746,686,128 - - 34,049,317 1,712,636,811
Financial assets at FVTOCI 2,415,958,270 - - - 2,415,958,270
Financial assets measured at
amortized cost
1,242,494 - - 1,242,494 -
Other financial assets 35,866,574 3,976,461 15,945,057 15,945,057 -
Total financial assets 4,876,767,127 680,990,121 15,945,057 51,236,868 4,128,595,081
Financial liabilities
Dividends payable
Other financial liabilities
9,828,878
10,296,794
9,828,878
10,296,794
-
-
-
-
-
-
Liabilities on leasing contract 41,280 41,280 - - -
Total financial liabilities 20,166,953 20,166,953 - - -
Liquidity surplus 4,856,600,175 660,823,168 15,945,057 451,236,868 4,128,595,081
in RON Under 3 3 to 12 Over 1 year No fixed
Book value months months maturity
December 31, 2023
Financial assets
Cash and cash equivalent 408,814,516 408,814,516 - - -
Financial assets at FVTPL 1,900,476,975 38,185,926 - 32,288,814 1,830,002,235
Financial assets at FVTOCI 1,977,331,822 - - - 1,977,331,822
Other financial assets 1,447,583 1,447,583 - - -
Total financial assets 4,288,070,897 448,448,026 - 32,288,814 3,807,334,057
Financial liabilities
Dividends payable 9,886,856 9,886,856 - - -
Other financial liabilities 12,402,436 12,402,436 - - -
Liabilities on leasing contract 258,500 71,367 187,133 - -
Total financial liabilities 22,547,792 22,360,659 187,133 - -

4.2 Other risks

By the nature of the business object, the Company is exposed to various types associated to financial instruments and to market on which it invests.

The main types of risks the Company is exposed to are:

  • taxation risk;
  • economic environment risk;
  • operational risk.

The risk management has in view the maximization of Company's profit in relation to the risk level it is exposed to.

The Company uses various management and measurement policies and procedures for the risk types it is exposed to. These policies and procedures are presented in the subchapter dedicated to each type of risk.

(a) Taxation risk

Starting with 1 January 2007, following Romania's accession to the European Union, the Company had to comply with the EU regulations and, therefore, prepared to implement changes brought by the European legislation. The Company has implemented these changes, but their implementation remains open to tax audit for 5 years.

Interpretation of texts and practical implementation of the procedures of the new applicable tax regulations could vary and there is a risk that in some cases the tax authorities might adopt a position different from that of the Company.

In terms of income tax there is a risk of different interpretation by the tax authorities to accounting treatments that were determined by the transition to IFRS as an accounting basis.

In addition, the Romanian Government has several agencies authorized to conduct audits (controls) of companies operating in Romania. These controls are similar to tax audits in other countries and may extend not only to tax matters but also to other legal and regulatory issues of interest to these agencies. The Company may be subject to tax audits as new tax regulations are issued.

(b) Economic environment risk

Lion Capital's management cannot predict all the effects of the international economic developments with an impact on the financial sector in Romania but has confidence in that in the first six months of 2024 has adopted the necessary measures for the Company's sustainability and development under the present state of the financial market by monitoring its cash flows and adapting its investment policies.

Risk avoidance and mitigation of their effects are ensured by the company through an investment policy complying with the prudential rules imposed by the applicable laws and regulations in force.

Lion Capital has adopted risk management policies through which risks are actively managed, by implementing specific risk identification, evaluation, measurement, and control procedures meant to provide reasonable assurance with respect to the achievement of the Company's objectives, thus seeking a consistent balance between risk and expected profit.

The risk management aims at: (i) identifying and assessing significant risks with major impact in achieving the target investment and developing activities to counter the risk identified; (ii) adapting the risk management policies to the developments in the financial capital market, monitoring performance and improving risk management procedures; (iii) reviewing investment decisions in line with the development of the capital and money market; (iv) compliance with the legislation in force.

(c) Operational risk

Operational risk is the risk of direct or indirect loss resulting from deficiencies or weaknesses in procedures, personnel, the Company's internal systems, or from external events that can have an impact on its operations. Operational risks arise from all the Company's activities.

The Company's objective is to manage the operational risk so as to limit financial loss, not damage its reputation and achieve the investment objective of generating benefits for investors.

The primary responsibility for implementation and development of control over the operational risk lies with the Board of Directors. This responsibility is supported by the development of general standards of operational risk management, which includes controls and processes at service providers and service engagements with service providers.

(d) Capital adequacy

The management's policy with respect to capital adequacy focuses on maintaining a sound capital base to support the ongoing development of the Company and attain the investment objectives.

The Company's equity includes the share capital, various types of reserves and the retained earnings. Equity amounted to RON 4,624,701,936 as of September 30, 2024 (RON 4,100,371,784 as of December 31, 2023).

5. Dividend income

As per IFRS 9, and since the Company has opted to measure shareholdings through other comprehensive income, dividends from these shareholdings are recognized as income unless they are a substantially recovery of the cost of investment.

Dividend income is recorded as gross value. The tax rate for dividends from companies was of 0% and 8% (2023: 0%, 8% and 27.5%). The breakdown of dividend income on the main counterparties is shown in the table below:

denominated in RON September 30, 2024 September 30, 2023 Measurement
Banca Transilvania 47,767,943 - FVTOCI
SIF Imobiliare 34,874,698 12,031,798 FVTPL
SAI Muntenia Invest 32,993,400 29,994,000 FVTOCI
BRD 28,525,828 - FVTOCI
SNP Petrom 25,317,289 29,294,199 FVTOCI
Biofarm 11,224,994 10,862,898 FVTPL
SIF Hoteluri 5,937,781 - FVTPL
Conpet 3,818,984 3,868,165 FVTOCI
Hidroelectrica 3,147,750 - FVTOCI
Bursa de Valori Bucuresti 638,541 530,461 FVTOCI
Depozitarul Central 160,918 - FVTOCI
SIFI CJ Logistic 22,884 915,365 FVTPL
Vrancart - 9,086,125 FVTPL
Erste Bank - 7,503,480 FVTOCI
IAMU - 3,861,240 FVTPL
Azuga Turism - 763,276 FVTPL
Others - 82,763 FVTOCI
Total 194,431,011 108,793,769
FVTOCI 142,370,653 71,273,068
FVTPL 52,060,357 37,520,701

FVTPL = financial assets at fair value through profit and loss | FTVOCI = financial assets at fair value through other comprehensive income

6. Interest income

Interest income (assets at amortized cost, assets at FVTOCI)

denominated in RON September 30, 2024 September 30, 2023
Interest income on bank deposits and current accounts 21,357,811 2,590,594
21,357,811 2,590,594

Interest income (assets at FVTPL)

denominated in RON September 30, 2024 September 30, 2023
Interest income on corporate bonds 629,561 2,474,421
Interest income related to the transfer of financial assets* 1,043,197 548,948
Interest income related to a loan agreement 1,753,680 4,036,229
3,426,438 7,059,598

* As of September 30, 2024, the amount represents the financing component extracted from the total value of the contract for the sale of the stake in Azuga Turism S.A., according to the contractual clauses agreed by the parties

7. Profit/(Loss) on measurement of assets through profit and loss

denominated in RON September 30, 2024 September 30, 2023
Profit / (Loss) from measurement of fund units 24,995,034 52,863,455
Profit / (Loss) from measurement of bonds (737,496) -
Profit / (Loss) from measurement / sale of shares in subsidiaries and associates (39,864,640) 98,943,579
Total (15,607,103) 151,807,034

As of September 30, 2024, and September 30, 2023, the Company measured the investments held in fund units, the shares held in subsidiaries and associates, and the bonds held, through the profit and loss account, resulting a total decrease of RON 15.6m (September 30, 2023: increase amounting to RON 151.8m).

8. Fees and commissions expenses

denominated in RON September 30, 2024 September 30, 2023
Financial Supervisory Authority commissions 3,069,082 2,398,811
Depository (bank) fees 878,657 742,610
Commissions due for transactions - 241,746
Registry fees 159,429 209,099
Other fees and commissions 54,942 48,280
Total 4,162,110 3,640,546

9. Other operating expenses

denominated in RON September 30, 2024 September 30, 2023
Expenses on other taxes, fees, and assimilated payments 187,040 100,194
Expenses on salaries and other personnel expenses (i) 13,221,701 9,843,449
Depreciation expenses 217,086 209,663
Expenses on external services 2,963,891 2,244,644
Expenses on interest and depreciation of assets with the right to use under
the leasing contract
192,551 204,675
Total 16,782,270 12,602,625
(i)
denominated in RON September 30, 2024 September 30, 2023
Expenses on salaries 10,219,871 7,600,170
Stock Option Plan expenses 2,258,850 1,570,342
Expenditure on insurance and social protection 343,307 287,846
Other personnel expenses 399,673 385,091
Total 13,221,701 9,843,449

In other operating expenses are included personnel expenses, expenses on taxes and fees, depreciation expenses and other expenses on external services.

In the period ended on September 30, 2024, the average number of employees was of 31 (September 30, 2023: 31), and the actual number of employees recorded at the end of the reporting period was of 30 (September 30, 2023: 31).

The company makes payments to institutions of the Romanian State in the account of the pensions of its employees. All employees are members of the pension plan of the Romanian State. The company does not operate any other pension scheme or post-retirement benefits and, consequently, has no other obligations concerning pensions. Furthermore, the Company is not bound to provide additional benefits to employees after their retirement.

10. Income tax

denominated in RON September 30, 2024 September 30, 2023
Current income tax
Current income tax (16%) 5,618,695 7,415,506
Tax on dividend (0%, 8%, 27.5%) 8,752,011 4,838,732
Expense on / (income from) deferred tax
Financial assets at FVTOCI - -
Financial assets at FVTPL - -
Tangible assets / Investment property - -
Total income tax recognized in result for the period 14,370,707 12,254,238

The effective tax rate used to calculate the deferred tax of the Company was of 16%.

11. Cash and cash equivalents

denominated in RON September 30, 2024 December 31, 2023
Petty cash and other valuables 3,588 1,236
Current accounts in banks 2,396,251 1,159,478
Deposits in banks with initial maturity of under 3 months (including
interest)
674,613,821 407,653,802
Cash and cash equivalents with maturity under 3 months 677,013,660 408,814,517

Current bank accounts and bank deposits are permanently available to the Company and are not restricted.

12. Financial assets measured at fair value through profit and loss account

denominated in RON September 30, 2024 December 31, 2023
Shares 1,362,095,636 1,434,456,093
Fund units 350,541,174 395,546,142
Loan granted 34,049,317 32,288,814
Corporate bonds (including attached interest) - 38,185,926
Total 1,746,686,128 1,900,476,975

As the Company met the classification criteria as an "investment entity", it measures all its subsidiaries at fair value through profit and loss, except for subsidiaries providing investment-related services, that will further be consolidated.

The movement of the financial assets measured at fair value through profit and loss account as of September 30, 2024, is presented in the next table:

denominated in RON Shares Fund units Loans granted Corporate bonds Total
January 1, 2024 1,434,456,092 395,546,142 32,288,814 38,185,926 1,900,476,974
Acquisitions 86,149,712 86,149,712
Sales / Restitutions (118,645,528) (70,000,001) - (36,874,800) (225,520,329)
Change in interest receivable - - 1,753,680 (573,630) 1,180,050
Change in fair value (including
foreign exchange differences)
(39,864,640) 24,995,034 6,824 (737,496) (15,600,279)
September 30, 2024 1,362,095,636 350,541,174 34,049,317 - 1,746,686,128

As of September 30, 2024, the amount of RON 118.6m is represented by the sale of the stake held in Azuga Turism and the capital return related to the reduction of the nominal value of shares held in SIF Hoteluri. Also, during the first nine months of the year, the repurchase of shares of the Active Plus fund occurred (Private equity alternative investment fund), amounting to RON 70m, and the collecting of the Vrancart bond value, with maturity in March 2024.

The movement of financial assets measured at fair value through profit and loss account in 2023 is presented in the following table:

denominated in RON Shares Fund units Loans granted Corporate bonds Total
January 1, 2023 1,205,645,522 362,939,797 116,912,505 38,313,018 1,723,810,844
Acquisitions 18,842,890 - - - 18,842,890
Sales (49,553,410) - (86,065,648) - (135,619,058)
Change in interest receivable - - 1,193,069 (127,092) 1,065,977
Change in fair value (including
foreign exchange differences) 259,521,090 32,606,344 248,887 - 317,174,123
December 31, 2023 1,434,456,092 395,546,142 32,288,814 38,185,926 1,900,476,975

Acquisitions made during the year 2023 include shares in IAMU S.A.

Sales of shares primarily represent the value of the stake held in Central S.A., which was sold in its entirety. Also, in 2023, SIF SPV TWO SA repaid the amount of RON 86m, as part of the loan granted in 2022.

13. Financial assets measured at fair value through other comprehensive income

The movement of financial assets measured at fair value through other comprehensive income during first nine months of 2024 is presented in the table below:

denominated in RON Shares *
January 1, 2024 1,977,331,822
Acquisitions 22,795,912
Sales (100,100)
Change in fair value 415,930,636
September 30, 2024 2,415,958,270
* the option to measure at fair value through other comprehensive income was exercised at initial recognition

Acquisitions of shares amounting to RON 22.8m represent mainly the shares in CH Intercontinental S.A. Bucharest.

The movement of financial assets measured at fair value through other comprehensive income in 2023 is presented in the table below:

denominated in RON Shares *
January 1, 2023 1,624,523,020
Acquisitions 23,748,220
Sales (183,810,181)
Change in fair value (including foreign exchange differences) 512,870,764
December 31, 2023 1,977,331,822

* the option to measure at fair value through other comprehensive income was exercised at initial recognition

Purchases of shares in 2023, in the total amount of RON 23.7m, mainly include the acquisition of shares issued by CH Intercontinental SA Bucharest and SPPEH Hidroelectrica.

The sales of shares, in the amount of RON 183.8m, mainly include the exit from Erste Bank, generating a gain of RON 1.436.069.

14. Other financial assets

denominated in RON September 30, 2024 December 31, 2023
Sundry debtors 35,811,601 1,380,687
Other financial assets 54,974 66,896
Provisions for the impairment of sundry debtors (717,477) (717,477)
Total 35,149,097 730,105

The increase in the Sundry Debtors position as of September 30, 2024, compared to December 2023, is due to the receivable resulting from the sale of the stake held in Azuga Turism.

15. Other financial liabilities

denominated in RON September 30, 2024 December 31, 2023
Liabilities to employees and related contributions 3,089,831 2,832,448
Taxes and duties 5,631,740 8,508,939
Suppliers and creditors 1,575,223 1,061,048
Total 10,296,794 12,402,436

16. Deferred tax liabilities

Deferred tax assets and liabilities on September 30, 2024, and December 31, 2023, are generated by the elements detailed in the following tables:

September 30, 2024
denominated in RON Assets Liabilities Net
Financial assets at FVOCI - 1,516,220,545 (1,516,220,545)
Tangible assets and investment property - 14,834,647 (14,834,647)
Total 1,531,055,192 (1,531,055,192)
Net temporary differences - 16% rate (244,968,830)
Deferred tax liabilities (244,968,830)
December 31, 2023
denominated in RON Assets Liabilities Net
Financial assets at FVOCI - 1,127,996,570 (1,127,996,570)
14,834,647 (14,834,647)
1,142,831,216 (1,142,831,216)
- (182,852,994)
- (182,852,994)

The deferred income tax liabilities in balance as of September 30, 2024, in the amount of RON 244,968,830 (2023: RON 182,852,994) include:

  • deferred income tax recognised directly through the decrease of equity in the amount of RON 245,083,215 (2023: RON 182,852,996), being generated by the reserves related to financial assets measured at fair value through other comprehensive income (FVTOCI)

  • deferred tax mainly related to differences from the inflation of financial assets and impairment adjustments, in the amount of RON 2,373,543 recognised in retained earnings (2023: RON 2,373,544).

17. Capital and reserves

(a) Share capital

As of September 30, 2024, the share capital of Lion Capital amounts to RON 50,751,006, divided into 507,510,056 shares with the nominal value of RON 0.1 and it is the result of direct subscriptions to the share capital of the company, by the conversion into shares of the amounts due as dividends under Law no. 55/1995 and pursuant to Law no. 133/1996. As of September 30, 2024, the number of shareholders was of 5,735,707 (December 31, 2023: 5,737,765).

The shares issued by Lion Capital are traded on the Bucharest Stock Exchange since November 1999. The records of shares and shareholders is kept by Depozitarul Central S.A. Bucharest.

All shares are ordinary shares, were subscribed and fully paid as of September 30, 2024, and December 31, 2023. All shares have equal voting rights and a nominal value of RON 0.1/share. The number of shares authorized to be issued is equal to the shares issued.

denominated in RON September 30, 2024 December 31, 2023
Share capital 50,751,006 50,751,006
Total 50,751,006 50,751,006

(b) Retained earnings

denominated in RON September 30, 2024 December 31, 2023
Retained earnings from the transition to IAS and IFRS 422,323,709 422,323,709
Retained earnings from application of IFRS 9 (including gain on
transactions)
401,678,316 401,889,895
Result for the period 168,714,486 417,255,132
Other amounts recognized in retained earnings (legal reserves,
revaluation of tangible assets, etc.)
2,187,403 2,220,252
Total 994,903,913 1,243,688,988

(c) Other reserves

denominated in RON September 30, 2024 December 31, 2023
Reserves allotted from the net profit 1,863,082,223 1,445,827,091
Reserves set-up under Law no. 133/1996* 145,486,088 145,486,088
Reserves from lapsed dividends 88,420,910 88,420,910
Reserves from exchange rate differences and investment facilities 19,832,946 19,832,946
Total 2,116,822,167 1,699,567,034

* The reserve related to the initial portfolio was set-up under Law no. 133/1996, as the difference between the value of the contributed portfolio and the value of the share capital subscribed to the Company. Thus, these reserves are assimilated to a contribution premium and are not used in the sale of non-current financial assets.

(d) Legal reserves

Pursuant to the legal requirements, the Company set-up legal reserves in the amount of 5% of recorded profit according to applicable accounting standards up to 20% of the share capital as per the Articles of Association. The legal reserve as of September 30, 2024, amounts to RON 10,150,201 (December 31, 2023: RON 10,150,201).

Legal reserves cannot be distributed to shareholders.

(e) Differences from changes in fair value of financial assets measured through other comprehensive income

This reserve comprises cumulative net changes in the fair values of financial assets measured through other comprehensive income from the date of their classification in this category to the date they have been derecognized or impaired.

Reserves are recorded net of related deferred tax. The amount of deferred tax recognized directly through impairment of equity is shown in Note 17.

The following table shows the reconciliation of net differences in the change in fair value for financial assets measured by other comprehensive income:

denominated in RON September 30, 2024 December 31, 2023
Differences from changes in fair value of financial assets
measured through other comprehensive income (shares) 1,449,420,395 1,095,404,908
Total 1,449,420,394 1,095,404,908

(f) Dividends

During the first nine months of 2024, there was no approval of a dividend distribution.

18. Earnings per share

The calculation of basic earnings per share was made based on the profit attributable to ordinary shareholders and the weighted average number of ordinary shares:

denominated in RON September 30, 2024 September 30, 2023
Profit attributable to ordinary shareholders 168,714,485 242,930,998
Weighted average number of ordinary shares* 507,242,684 506,702,181
Basic earnings per share 0.3326 0.4794

* considering repurchased shares

Diluted earnings per share equals basic earnings per share, as the Company did not record potential ordinary shares.

19. Contingent assets and liabilities

(a) Litigations in court

As of September 30, 2024, the Company had 50 pending legal disputes in its records. The Company held an active legal status in 39 disputes, a passive legal status in 9 disputes, and intervened in two disputes.

In most of the disputes where the Company holds the plaintiff status, the subject of the litigation revolves around the annulment/declaration of nullity of resolutions passed by general shareholder meetings of portfolio companies or the insolvency proceedings of portfolio companies.

(b) Other liabilities

not the case

20. Related parties

The parties are considered related if one party has the ability to control the other party or to exercise a significant influence over its financial and operational decision making.

The Company has identified the following related parties in the course of business:

Management personnel

September 30, 2024

  • As of September 30, 2024, the Board of Directors of Lion Capital S.A. was comprised of 5 members: Bogdan-Alexandru Drăgoi - Chairman, Radu-Răzvan Străuț - Vice-Chairman, Sorin Marica, Marcel Pfister, and Ionel Marian Ciucioi.
  • As of September 30, 2024, the members of the executive team of Lion Capital S.A: Bogdan-Alexandru Drăgoi CEO (General Director), Radu-Răzvan Străuț - Deputy CEO, Florin-Daniel Gavrilă - Director, Laurențiu Riviș – Director.

December 31, 2023

• As of December 31, 2023, the Board of Directors of the Company was comprised of 5 members: Bogdan-Alexandru Drăgoi - Chairman, Radu-Răzvan Străuț - Vice-Chairman, Sorin Marica, Marcel Pfister, and Ionel Marian Ciucioi.

• As of December 31, 2023, the members of the executive team of the Company: Bogdan-Alexandru Drăgoi – CEO (General Director), Radu-Răzvan Străuț - Deputy General Director, Teodora Sferdian - Deputy General Director (term ended on October 1, 2023), and Laurențiu Riviș – Director.

During the period of the interim reporting, there were no transactions carried out and no advances and loans were granted to managers and administrators of the Company, except for work related travel advances.

The Company has not received and has not given guarantees in favour of any related party.

Subsidiaries

As of September 30, 2024, the Company held (directly and indirectly) majority stakes in 13 companies (December 31, 2023: 15). Following the classification of the Company as an investment entity, the subsidiaries providing investment services for the Company (SAI Muntenia Invest and Administrare Imobiliare) remained in the scope of consolidation, and the other subsidiaries were deconsolidated.

Associated entities

The number of entities in which the Company holds stakes between 20% and 50% of the share capital as of September 30, 2024, is of 15 (December 31, 2023): 14.

Transactions with related parties during the interim reporting period:

During the first six months of 2024, the Company made the following transactions with affiliated parties:

September 30, 2024 September 30, 2023
Transactions by profit and loss
Dividend income, of which:
SIF Imobiliare PLC 34,874,689 12,031,798
Azuga Turism - 763,276
SAI Muntenia Invest 32,993,400 29,994,000
Vrancart - 9,086,125
Biofarm 11,224,994 10,862,898
IAMU Blaj - 3,861,240
SIFI CJ Logistic 22,884 -
SIF Hoteluri 5,937,781 -
Total 85,053,757 66,599,336
Interest income, of which
Vrancart 629,561 2,474,421
SIF SPV TWO 1,753,680 4,036,229
Total 2,383,241 6,510,650
Other revenues
Silvana Cehu Silvaniei - additional liquidation proceeds - 72,694
Total - 72,694
Other expenses, of which:
Administrare Imobiliare - rent and operating expenses 315,589 236,397
Total 315,589 236,397
Transactions by statement of financial position
September 30, 2024 December 31, 2023
Other receivables, of which:
Vrancart - bonds - 37,612,296
Vrancart - interest receivable - 573,630
SIF SPV TWO – principal loan 31,846,670 31,840,269
SIF SPV TWO – interest related to the loan 2,202,647 448,545
Total 34,049,317 70,474,741
Other liabilities, of which:
Administrare Imobiliare - 987
Total 987

21. Events after the interim period

There have been no subsequent events with an impact on these condensed interim separate financial statements.

STATEMENT OF Annex 10 Lion Capital S.A. assets and liabilities as per Reg. 7/2020 AIFRI established by a constitutive act

30.09.2024

ITEM
1 Intangible assets
VALUE [RON]
27,438
2 Tangible assets 3,748,958
3 Investment property 11,910,414
4 Biological assets -
5 Assets representing rights to use the underlying assets in a leasing contract 41,447
6 Financial assets 6.1 Financial assets measured at amortized cost 4,124,983,676
-
6.2 Financial assets measured at fair value through profit and loss 1,712,324,677
6.2.1 Shares 1,361,783,502
6.2.1.1 Admitted to trading on a trading venue 1,009,575,395
6.2.1.2.1 in Romania 1,009,575,395
6.2.1.2.1.1
6.2.1.2.1.2
Traded in the last 30 trading days
Not traded in the last 30 trading days
476,930,331
532,645,064
6.2.1.2.2 in a Member State -
6.2.1.2.3 in a third country -
6.2.1.2 Not admitted to trading 352,208,108
6.2.1.2.1 in Romania 352,208,108
6.2.1.2.2
6.2.1.2.3
in a Member State
in a third country
-
-
6.2.2 Corporate bonds -
6.2.2.1 Admitted to trading on a trading venue -
6.2.2.1.1 in Romania -
6.2.2.2.1.1 Traded in the last 30 trading days -
6.2.2.2.1.2 Not traded in the last 30 trading days -
6.2.2.1.2
6.2.2.1.3
in a Member State
in a third country
-
-
6.2.2.2 Not admitted to trading -
6.2.3 Securities of AIF / UCITS 350,541,175
6.2.3.1 Shares -
6.2.3.2 Fund units 350,541,175
6.2.3.2.1 Admitted to trading on a trading venue -
6.2.3.2.2 Not admitted to trading
6.2.3.2.2.1
in Romania 350,541,175
305,326,115
6.2.3.2.2.2 in a Member State -
6.2.3.2.2.3 in a third country 45,215,060
6.3 Financial assets measured at fair value through other comprehensive income 2,412,658,998
6.3.1 Shares 2,104,292,565
6.3.1.1 Addmitted to trading on a trading venue 1,938,426,343
6.3.1.2.1 in Romania
6.3.1.2.1.1
Traded in the last 30 trading days 1,938,426,343
1,938,333,187
6.3.1.2.1.2 Not traded in the last 30 trading days 93,156
6.3.1.2.2 in a Member State -
6.3.1.2.2.1 Traded in the last 30 trading days -
6.3.1.2.2.2 Not traded in the last 30 trading days -
6.3.1.2.3 in a third country
6.1.1.2.3.1
6.1.1.2.3.2
Traded in the last 30 trading days
Not traded in the last 30 trading days
6.3.1.2 Not admitted to trading 165,866,222
6.3.1.2.1 in Romania 165,866,222
6.3.1.2.2 in a Member State
6.3.1.2.3 in a third country
6.3.2 Corporate bonds 1,242,494
6.3.2.1 6.3.2.1.1 Admitted to trading on a trading venue
in Romania
1,242,494
-
6.3.2.2.1.1 Traded in the last 30 trading days -
6.3.2.2.1.2 Not traded in the last 30 trading days -
6.3.2.2.1.3 Newly issued bonds 1,242,494
6.3.2.1.2 in a Member State -
6.3.2.1.3 in a third country -
6.3.2.2 6.3.3 Securities of AIF / UCITS Not admitted to trading -
307,123,939
6.3.3.1 Shares 307,123,939
6.3.3.1 Admitted to trading on a trading venue 307,123,939
6.3.3.1.1 in Romania 307,123,939
6.3.3.1.1.1 Traded in the last 30 trading days 307,123,939
6.3.3.1.1.2 Not traded in the last 30 trading days -
6.3.3.2.2
6.3.3.2.3
in a Member State
in a third country
6.3.3.2 Not admitted to trading -
6.3.3.2 Fund units -
7 Cash available (cash and cash equivalent) 2,398,743
8 Bank deposits 674,613,821
9 Other assets: 9.1 Dividends or other receivables 69,188,830
-
9.2 Other assets 69,188,830
9.2.1 Loans granted to subsidiaries 34,049,318
10 Accrued expenses 204,916
11 Total assets 4,887,118,244
12 Total liabilities 265,135,783
12.2 Deferred income tax liabilities 12.1 Financial liabilities measured at amortized cost 20,166,953
244,968,830
12.3 Other liabilities -
13 Provisions for risks and expenses -
14 Deferred income 2,134,423
15 Equity, of which: 4,624,701,936
15.1 Share capital 50,751,006
15.2 Items treated as equity 15.3 Other components of equity 632,757,735
1,450,898,795
15.4 Premium related to capital -
15.5 Revaluation reserves 1,176,569
15.6 Reserves 4,087,161,971
15.7 Treasury shares -714
15.8 Retained earnings 760,911,647
15.10 Result for the period 15.9 Retained earnings first-time adoption of IAS 29 (debtor account) -2,527,669,558
168,714,486
16 Net Asset Value 4,619,848,038
17 Number of outstanding shares** 507,510,056
18 Net Asset Value per Share 9.1030
19 Number of companies in the portfolio, of which: 70
19.1 Companies admitted to trading on an EU trading venue 25
19.3 Companies not admitted to trading 19.2 Companies admitted to trading on a stock exchange in a third country -
45

This statement is provided as a free translation from Romanian, which is the official and binding version Lion Capital S.A.

Depositary bank Banca Comercială Română

ANNEX - according to art.38 par. (4) of Law 243/2019

Assets in Lion Capital portfolio evaluated using valuation methods in accordance with International Valuation Standards

as of 30.09.2024

No. Name of the issuer Tax
Indentification
Code
Symbol No. of shares
held
No./date of
valuation report
RON / share Total value Valuation method
Companies not admitted to trading where LC's stake is> 33% of the share capital
1 NAPOMAR 199176 10,256,241 1603/09.08.2024 1.9976 20,487,867 income approach, discounted cash
flow method
2 SAI MUNTENIA INVEST 9415761 119,976 1606/09.08.2024 794.5953 95,332,366 income approach, discounted cash
flow method
3 SIF SPV TWO 40094500 119,988 1596/09.08.2024 35.5724 4,268,261 asset approach, corrected Net Asset
method
4 Administrare Imobiliare SA 20919450 16,049,741 1595/09.08.2024 3.8096 61,143,093 asset approach, corrected Net Asset
method
5 SIF1 IMGB 380430 199,993 1607/09.08.2024 1330.8657 266,163,824 asset approach, corrected Net Asset
method
6 SIF SPV THREE 49696089 149,850 1597/09.08.2024 407.9967 61,138,305 asset approach, corrected Net Asset
method
7 SIF SPV FOUR 50270264 149,850 1598/09.08.2024 1.0000 149,850 asset approach, corrected Net Asset
method
Companies admitted to trading with irrelevant liquidity for the application of the mark to market valuation method (according to Art.114 par. (4) of Reg.9 / 2014)
8 SIF Imobiliare PLC HE323682 SIFI 4,499,961 1594/09.08.2024 93.9045 422,566,588 asset approach, corrected Net Asset
method
9 SIF Hoteluri 56150 CAOR 31,820,906 1605/09.08.2024 0.5836 18,570,681 income approach, discounted cash
flow method
10 IAMU 1766830 IAMU 9,170,588 1603/09.08.2024 9.9784 91,507,795 income approach, discounted cash
flow method

Leverage and exposure calculated in accordance with the provisions of Regulation (EU) no. 231/2013

Method for calculating AIFRI
exposure
Exposure value Leverage
(RON) (%)
Gross method 4,456,109,777 96.456%
Commitment method 4,619,848,038 100%

Certification of Depositary Bank, Lion Capital S.A. Banca Comercialã Românã

DETAILED STATEMENT OF LION CAPITAL'S INVESTMENTS as of 30.09.2024

Beginning of the reporting period [31.08.2024] End of the reporting period [30.09.2024]
ITEM % of net
asset
% of total
assets
Currency RON % of net
asset
% of total
assets
Currency RON Differences
(RON)
I Total assets 105.84 100.00 378,591 4,958,607,222 105.79 100.03 1,618,804 4,885,499,440 -71,867,570
1 Securities and money market instruments, of which: 64.17 60.63 - 3,006,722,992 63.81 60.34 - 2,948,001,738 -58,721,255
1.1
Securities and money market instruments admitted or traded in a trading venue
in Romania, of which:
64.17 60.63 - 3,006,722,992 63.81 60.34 - 2,948,001,738 -58,721,255
1.1.1 shares 64.17 60.63 3,006,722,992 63.81 60.34 2,948,001,738 -58,721,255
1.1.2 other securities assimilated to these - - - - - - - - 0
1.1.3 corporate bonds - - - - - - - - 0
1.1.4 other debt securities - - - - - - - - 0
1.1.5 other securities - - - - - - - - 0
1.1.6 money market instruments - - - - - - - - 0
1.2
Securities and money market instruments admitted or traded in a trading venue
- -
in a member state
1.2.1 shares
- - - -
-
- -
-
0
0
1.2.2 other securities assimilated to these - - - - - - 0
1.2.3 corporate bonds -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0
1.2.4 other debt securities - - - - - - - - 0
1.2.5 other securities - - - - - - - - 0
1.2.6 money market instruments - - - - - - - - 0
1.3
Securities and money market instruments admitted on a stock exchange in a
third country, that operates on a regular basis and is recognized and open to - - - - - - - - 0
the public, approved by ASF, of which:
2 Newly issued securities - - - 0.03 0.03 1,242,494 - 1,242,494
3 Other securities and money market instruments, of which: 11.06 10.45 - 518,386,568 11.21 10.60 - 518,074,330 -312,239
3.1
shares not admitted to trading
11.06 10.45 518,386,568 11.21 10.60 518,074,330 -312,239
4 Bank deposits, of which: 13.98 13.21 - 655,024,237 14.60 13.81 - 674,613,821 19,589,585
4.1 bank deposits with credit institutions in Romania; 13.98 13.21 - 655,024,237 14.60 13.81 - 674,613,821 19,589,585
4.2 bank deposits with credit institutions in a Member State; - - - - - - - - 0
4.3 bank deposits with credit institutions in a third country. - - - - - - - - 0
5 Derivatives traded on a regulated market - - - - - - 0
6 Current accounts and cash 0.03 0.03 378,591 1,060,445 0.05 0.05 376,309 2,022,434 959,708
7 Money market instruments other than those traded on a regulated market, as referred
to in Art. 82(g) of GEO no. 32/2012 - Repo contracts on securities
- - - - - - - - 0
8 Equity securities of AIF/UCITS (RO: FIA/OPCVM) of which: 13.64 12.89 - 638,991,682 14.24 13.46 - 657,665,114 18,673,432
8.1 AIF shares 299,033,781 307,123,939 8,090,158
8.2 UCITS fund units 339,957,901 350,541,175 10,583,274
9 Dividends or other rights receivable 1.18 1.12 - 55,334,378 - - - - -55,334,378
10 Other assets (amounts in transit, amounts with distributors, with brokers, etc.). 1.77 1.68 - 83,086,921 1.84 1.74 - 85,122,003 2,035,083
Loans granted to subsidiaries
10.1
0.72 0.68 33,869,414 0.74 0.70 34,049,318 179,904
II Total liabilities 5.84 5.52 - 273,491,179 5.79 5.47 - 267,270,205 -6,220,974
1 Expenses for the payment of fees due to AIFM - - - - - - - - 0
2 Expenses for the payment of fees due to depositary bank - - - - - - - - 0
3 Expenses for the payment of fees due to intermediaries - - - - - - - - 0
4 Expenses on turnover fees and other banking services - - - - - - - - 0
5 Interest expenses - - - - - - - - 0
6 Issuance expenses - - - - - - - - 0
7 Expenses with the payment of commissions/fees due to ASF - - - - - - - - 0
8 Financial audit costs - - - - - - - - 0
9 Other approved expenses / liabilities 5.84 5.52 - 273,491,179 5.79 5.47 - 267,270,205 -6,220,974
10 Redemptions payable - - - - - - - - 0
11 Other liabilities - - - - - - - - 0
III Net Asset Value (I-II) 100.00 94.48 378,591 4,685,116,044 100.00 94.56 1,618,804 4,618,229,234 -65,646,596

Table 2

Statement of net asset value per share 30.09.2024

RON
ITEM Current period Corresponding period of the previous year Differences
Net Asset Value 4,619,848,038 3,810,739,404 809,108,634
Number of fund units / shares outstanding, of which held by 507,510,056 506,520,056 990,000
` - individuals 205,559,375 204,841,867 717,508
` - legal entities 301,950,681 301,678,189 272,492
Net asset value per share 9.1030 7.5234 1.5796
Number of investors, of which: 5,735,707.0000 5,738,585.0000 -2,878
` - individuals 5,735,585 5,738,459 -2,874
` - legal entities 122 126 -4

DETAILED STATEMENT OF INVESTMENTS AS OF 30.06.2024 - restated

I. Securities admited or traded in a trading venue in Romania

1. Shares traded in the last 30 trading days (business days)
No. Issuer
Symbol
Date of last trading
session
No. of shares held Nominal value Value of
share
Total value Stake of issuer's
share capital
Weight in AIFRI
total assets
RON RON RON % %
1 BANCA TRANSILVANIA TLV 30.09.2024 43,860,605 10.00 27.6500 1,212,745,728 4.7837 24.82
2 BRD - GROUPE SOCIETE GENERALE BRD 30.09.2024 13,615,497 1.00 21.0000 285,925,437 1.9537 5.85
3 BIOFARM BIO 30.09.2024 362,096,587 0.10 0.7780 281,711,145 36.7471 5.77
4 OMV PETROM SNP 30.09.2024 355,081,206 0.10 0.7290 258,854,199 0.5698 5.30
5 VRANCART VNC 30.09.2024 1,534,275,712 0.10 0.1265 194,085,878 76.3277 3.97
6 GRAND HOTEL BUCHAREST RCHI 05.09.2024 335,003,053 0.10 0.2240 75,040,684 40.1902 1.54
7 CONPET PH COTE 30.09.2024 562,740 3.30 77.4000 43,556,076 6.5000 0.89
8 S.P.E.E.H. HIDROELECTRICA H2O 30.09.2024 225,000 10.00 125.0000 28,125,000 0.0500 0.58
9 BURSA DE VALORI BUCURESTI BVB 30.09.2024 451,700 10.00 50.0000 22,585,000 5.1016 0.46
10 IMPACT DEVELOPER & CONTRACTOR IMP 30.09.2024 21,700,000 0.25 0.2170 4,708,900 0.9173 0.10
11 PRIMACONSTRUCT PCTM 10.09.2024 90,685 2.50 33.0000 2,992,605 15.6969 0.06
12 SATURN SATU 30.09.2024 346,926 2.50 5.8000 2,012,171 17.5385 0.04
13 ARCELOR MITTAL HUNEDOARA SIDG 20.09.2024 5,921,324 0.10 0.1930 1,142,816 2.9820 0.02
14 SIFI CJ LOGISTIC CACU 26.09.2024 54,486 2.50 20.8000 1,133,309 5.5275 0.02
15 INDUSTRIA SARMEI CAMPIA TURZII INSI 17.09.2024 4,604,082 0.10 0.1400 644,571 1.2497 0.01
2,415,263,518
TOTAL
49.43
2. Shares not traded in the last 30 trading days (working) or measured by valuation methods
No. Issuer
Symbol
Date of last trading
session
No. of shares held Nominal value Value of
share
Total value Stake of in issuer's
share capital
Weight in AIFRI
total assets
RON RON RON % %
1 SIF IMOBILIARE SIFI 23.02.2024 4,499,961 4.47 93.9045 422,566,588 99.9997 8.65
2 IAMU IAMU 30.09.2024 9,170,588 2.50 9.9784 91,507,795 96.5310 1.87
3 SIF HOTELURI CAOR 20.09.2024 31,820,906 0.20 0.5836 18,570,681 98.9997 0.38
4 SOMETRA SOMR 05.07.2024 72,444 2.50 1.2859 93,156 2.0840 0.00
5 ICSH ICSH 26.03.2021 84,500 2.50 - 0
1.2891
-
6 PETROCART PTRC 10.05.2024 11,852,163 2.50 - - 30.1767 -
7 SIFI UNITEH UNIT 12.08.2020 158,573 2.50 - - 36.3399 -
8 TALC DOLOMITA TALD 09.10.2015 167,108 2.50 - - 7.8944 -
TOTAL 532,738,220 10.90

3. Shares not traded in the last 30 trading days (working days) for which the financial statements are not obtained within 90 days from the legal date of submission

4. Preference rights / allocation rights

Not the case

Not the case

5. Bonds admitted to trading issued or guaranteed by authorities of local public administration / corporate bonds
No Issuer Bond symbol Date of last trading
session
No. of bonds held Date of
acquisition
Date of
coupon
Date of coupon
maturity
Initial value Daily increase Cummulative interest Discount /
Premium
Market price Total value Weight in total
issued bonds
Weight in AIFRI
total assets
RON RON RON RON RON RON % %

6. Bonds admitted to trading issued or guaranteed by central government authorities Not the case

7. Other securities admited to trading on a regulated market

Not the case

8. Amounts being settled for securities admitted or traded in a trading venue in Romania
Issuer Type of security Symbol Valuer per unit No. of. traded securities Total value Stake of issuer's
share capital/total
bonds of a issuer
Weight in AIFRI
total assets
RON RON % %
TOTAL

II. Securities admitted or traded in a trading venue in a Member State

1. Shares traded in the last 30 trading days (business days)

Issuer ISIN code Date of last trading
session
No. of shares held Nominal value* Value of share NBR currency
rate EUR/RON
Total value Stake in issuer's
share capital
Weight in AIFRI
total assets
foreign currency foreign currency RON RON % %

2. Bonds admitted to trading issued or guaranteed by authorities of local public administration , corporate bonds Not the case

3. Bonds admitted to trading issued or guaranteed by central government authorities

Not the case

Not the case

4. Other securities admitted to trading on a regulated market of a Member State Not the case

5. Amounts under settlement for securities admitted or traded in a trading venue in a Member State

III. Securities admitted or traded on a stock exchange in a third country

1. Shares traded during last 30 trading days (business days)

2. Bonds admitted to trading issued or guaranteed by authorities of local public administration,

corporate bonds, traded during last 30 days

3. Othes securities admitted to trading on a regulated market in a third country

Not the case 4. Amounts under settlement for securities admitted or traded on a stock exchange in a third country

IV. Money market instruments admitted or traded in a trading venue in Romania

Not the case Amounts under settlement for money market instruments admitted or traded in a trading venue in Romania V. Money market instruments admitted or traded in a trading venue in another Member State

Not the case Amounts under settlement for money market instruments admitted or traded in a trading venue in another Member State VI. Money market instruments admitted or traded on a stock exchange in a third country

Not the case Amounts under settlement for money market instruments admitted or traded on a stock exchange in a third country

VII. Newly issued securities

1. Newly issued shares

2. Newly issued bonds

Issuer No. of bonds held Date of acquisition
SNGN ROMGAZ 250 30.09.2024
TOTAL

3. Preference rights (after registration to central dpository, before admitted to trading)

Not the case

VIII. Other securities and money market instruments

VIII.1 Other securities

1. Shares not admitted to trading

Nr. crt. Issuer No. of shares held Nominal value Value of share Total value Stake in issuer's share
capital
Weight in AIFRI total
assets
RON RON RON % %
1 SIF 1 IMGB 199,993 2.50 1,330.8657 266,163,824 100.00 5.45
2 SAI MUNTENIA INVEST 119,976 10.00 794.5953 95,332,366 99.98 1.95
3 ADMINISTRARE IMOBILIARE 16,049,741 2.50 3.8096 61,143,093 97.40 1.25
4 SIF SPV THREE 149,850 408.00 407.9967 61,138,306 99.90 1.25
5 NAPOMAR 10,256,241 1.60 1.9976 20,487,867 99.43 0.42
6 EXIM BANCA ROMANEASCA 414,740 6.00 13.3707 5,545,364 0.32 0.11
7 SIF SPV TWO 119,988 1.00 35.5724 4,268,261 99.99 0.09
8 DEPOZITARUL CENTRAL 9,878,329 0.10 0.1621 1,601,277 3.91 0.03
9 CCP.RO BUCHAREST 149,931 10.00 7.8518 1,177,228 1.59 0.02
10 SPUMOTIM 12,398 2.50 38.5622 478,094 3.99 0.01
11 STREIUL 9,344 2.50 24.5379 229,282 17.44 0.00
12 FORESTIERA 42,269 2.50 4.5659 192,996 25.75 0.00
13 APRO HOREA 8,220 2.50 19.4007 159,474 13.54 0.00
14 SIF SPV FOUR 149,850 1.00 1.0000 149,850 99.90 0.00
15 AUTODANUBIUS 11,653 2.50 0.6047 7,047 14.04 0.00
16 BANCA COMERCIALA ROMANA 1 0.10 0.8100 1 - 0.00
17 EXFOR 399,654 2.50 0
24.23
0.00
18 SANEVIT 535,217 0.10 0 8.97 0.00
19 AGROINDUSTRIALA INEU 59,755 2.50 0
11.50
0.00
20 MINIERA CUART 17,396 2.50 0 3.40 0.00
21 SOMES 1,653,350 2.10 0
13.12
0.00
22 ARCER 83,213 2.50 0
19.70
0.00
23 ELBAC 8,299,560 0.10 0
32.45
0.00
24 MOPAL 251,067 80.45 0
21.89
0.00
25 CUART 4,516 2.50 0 3.40 0.00
26 TEHNOLOGIE MOBILA STIL 9,000 2.50 0 4.55 0.00
27 AGROPRODUCT RESITA 72,720 2.50 0
30.00
0.00
28 COMBINATUL DE UTILAJ GREU 409,572 4.00 0 5.02 0.00
29 AGROINDUSTRIALA NADLAC 66,406 2.50 0
30.00
0.00
30 TRANSILVANIA AIUD 46,779 2.50 0
20.19
0.00
31 COMMIXT 10,543 2.50 0
28.97
0.00
32 ROSTRAMO 434,501 2.50 0
10.04
0.00
33 SIMATEC 42,886 2.50 0
18.82
0.00
34 COMAR 40,601 2.50 0
34.94
0.00
35 UZINA ARDEALUL 55,593 2.50 0
29.51
0.00
36 BANCA INTERNATIONALA A RELIGIILOR 186,849 1.00 0 0.93 0.00
37 MEBIS 346,637 2.50 0
26.78
0.00
38 BRAFOR 5,928,744 0.10 0 2.69 0.00
39 CONTOR GROUP 2,900,049 0.10 0 1.50 0.00
40 ERGOLEMN 9,637 2.50 0
12.96
0.00
41 AVERSA 142,699 2.50 0 2.14 0.00
42 PROIECT 2,162 8.00 0
10.00
0.00
43
44
IPEGM 9,913 2.50 0 3.40 0.00
FORTPRES - CUG 103,523 2.50 0 1.36 0.00
TOTAL 518,074,330 10.60

2. Shares traded under systems other than regulated markets

Not the case

3. Shares not admitted to trading valued at zero value (no updated financial statements submitted to the Trade Register)

Issuer No. of shares held Nominal value Valuer per unit Total value Stake of issuer's share
capital/total bonds of a
issuer
Weight in AIFRI total
assets
MOLIDUL 90,579 2.50 0.00 0.00 21.63 0.00
TOTAL 0,00 0,000

4. Bonds not admitted to trading

Not the case

5. Amounts being settled for shares traded on a other systems than regulated market Not the case

VIII.2. Other money market instruments mentioned

1. Commercial papers

Not the case

IX.Current accounts and cash

1. Current accounts and cash, in RON

No. Bank name Present value Weight in total assets of
AIFRI
1 Banca TRANSILVANIA 1,958,685 0.04
2 Banca Comerciala Romana 31,403 0.00
3 Intesa SanPaolo 19,020 0.00
4 Exim Banca Romaneasca 7,585 0.00
5 BRD-G.S.G 2,106 0.00
6 CEC Bank 1,018 0.00
7 Unicredit Bank 126 0.00
8 Lion Capital - petty cash 2,492 0.00
TOTAL 2,022,433.97 0.04

2. Current accounts and cash, demominated in EURO

No. Bank name Present value NBR exchange rate Present value in RON Weight in total assets of
AIFRI
foreign currency %
1 Banca Comerciala Romana 69,750.60 4.9756 347,051 0.01
2 Banca Transilvania 2,282.54 4.9756 11,357 0.00
3 Exim Banca Romaneasca- cont curent 1,289.87 4.9756 6,418 0.00
4 CECBank - cont curent 1,103.57 4.9756 5,491 0.00
5 BRD G.S.G. 5.86 4.9756 29 0.00
TOTAL 370,346 0.01

3. Current accounts and cash, denominated in USD

No. Bank name Present value NBR exchange rate Present value in RON Weight in total assets of
AIFRI
foreign currency %
1 Banca TRANSILVANIA 885.42 4.4451 3,936 0.00
2 Banca Comerciala Romana 195.23 4.4451 868 0.00
TOTAL 4,804 0.00

4. Current accounts and cash, denominated in GBP

No. Bank name Present value NBR exchange rate Present value in RON Weight in total assets of
AIFRI
foreign currency %
1 Banca TRANSILVANIA 194.71 5.9563 1,160 0.00
TOTAL 1,160 0.00

X. Bank deposits by separate categories: set up at credit institutions in Romania / in another Member State / in a third country

1. Bank deposits denominated in RON
Nr. crt. Denumire bancă Set up date Maturity date Initial value Daily increase Accrued interest Total value Weight in total
assets of AIFRI
RON RON RON RON %
Banca Transilvania
1 25/07/2024 03/10/2024 15,000,000 2,270.83 154,416.67 15,154,417 0.31
2 25/07/2024 03/10/2024 50,000,000 7,569.44 514,722.22 50,514,722 1.03
3 25/07/2024 03/10/2024 10,000,000 1,513.89 102,944.44 10,102,944 0.21
4 25/07/2024 03/10/2024 25,000,000 3,784.72 257,361.11 25,257,361 0.52
5 26/07/2024 03/10/2024 7,960,000 1,205.06 80,738.72 8,040,739 0.16
6 26/07/2024 03/10/2024 30,000,000 4,541.67 304,291.67 30,304,292 0.62
7 01/08/2024 10/10/2024 10,000,000 1,513.89 92,347.22 10,092,347 0.21
8 01/08/2024 10/10/2024 15,000,000 2,270.83 138,520.83 15,138,521 0.31
9 01/08/2024 10/10/2024 5,000,000 756.94 46,173.61 5,046,174 0.10
10 01/08/2024 10/10/2024 3,000,000 454.17 27,704.17 3,027,704 0.06
11 08/08/2024 17/10/2024 2,500,000 378.47 20,437.50 2,520,438 0.05
12 08/08/2024 17/10/2024 5,000,000 756.94 40,875.00 5,040,875 0.10
13 08/08/2024 17/10/2024 10,000,000 1,513.89 81,750.00 10,081,750 0.21
14 08/08/2024 17/10/2024 20,000,000 3,027.78 163,500.00 20,163,500 0.41
15 29/08/2024 07/11/2024 25,000,000 3,645.83 120,312.50 25,120,313 0.51
16 29/08/2024 07/11/2024 20,000,000 2,916.67 96,250.00 20,096,250 0.41
17 29/08/2024 07/11/2024 15,000,000 2,187.50 72,187.50 15,072,188 0.31
18 03/09/2024 14/11/2024 3,000,000 437.50 12,250.00 3,012,250 0.06
19 03/09/2024 14/11/2024 1,500,000 218.75 6,125.00 1,506,125 0.03
20 03/09/2024 14/11/2024 2,000,000 291.67 8,166.67 2,008,167 0.04
21 12/09/2024 21/11/2024 4,000,000 583.33 11,083.33 4,011,083 0.08
22 12/09/2024 21/11/2024 10,000,000 1,458.33 27,708.33 10,027,708 0.21
23 12/09/2024 21/11/2024 20,000,000 2,916.67 55,416.67 20,055,417 0.41
24 12/09/2024 21/11/2024 3,000,000 437.50 8,312.50 3,008,313 0.06
Banca Comercială Română
25 19/09/2024 08/10/2024 700,000 98.39 1,180.67 701,181 0.01
26 19/09/2024 08/10/2024 5,000,000 702.78 8,433.33 5,008,433 0.10
27 19/09/2024 28/11/2024 5,000,000 708.33 8,500.00 5,008,500 0.10
28 19/09/2024 28/11/2024 2,000,000 283.33 3,400.00 2,003,400 0.04
29 19/09/2024 28/11/2024 10,000,000 1,416.67 17,000.00 10,017,000 0.21
30 19/09/2024 28/11/2024 15,000,000 2,125.00 25,500.00 15,025,500 0.31
31 19/09/2024 28/11/2024 20,000,000 2,833.33 34,000.00 20,034,000 0.41
EXIM Banca Românească
32 14/08/2024 24/10/2024 4,040,000 606.00 29,088.00 4,069,088 0.08
33 14/08/2024 24/10/2024 10,000,000 1,500.00 72,000.00 10,072,000 0.21
34 14/08/2024 24/10/2024 15,000,000 2,250.00 108,000.00 15,108,000 0.31
35 14/08/2024 24/10/2024 20,000,000 3,000.00 144,000.00 20,144,000 0.41
36 14/08/2024 24/10/2024 30,000,000 4,500.00 216,000.00 30,216,000 0.62
37 22/08/2024 31/10/2024 20,000,000 2,972.22 118,888.89 20,118,889 0.41
38 22/08/2024 31/10/2024 15,000,000 2,229.17 89,166.67 15,089,167 0.31
39 22/08/2024 31/10/2024 9,300,000 1,382.08 55,283.33 9,355,283 0.19
40 22/08/2024 31/10/2024 25,000,000 3,715.28 148,611.11 25,148,611 0.51
41 06/09/2024 14/11/2024 15,000,000 2,208.33 55,208.33 15,055,208 0.31
42 06/09/2024 14/11/2024 10,000,000 1,472.22 36,805.56 10,036,806 0.21
43 06/09/2024 14/11/2024 7,000,000 1,030.56 25,763.89 7,025,764 0.14
44 06/09/2024 14/11/2024 5,000,000 736.11 18,402.78 5,018,403 0.10
45 06/09/2024 14/11/2024 30,000,000 4,416.67 110,416.67 30,110,417 0.62
46 06/09/2024 14/11/2024 20,000,000 2,944.44 73,611.11 20,073,611 0.41
47 06/09/2024 14/11/2024 25,000,000 3,680.56 92,013.89 25,092,014 0.51
48 26/09/2024 05/12/2024 4,000,000 588.89 2,944.44 4,002,944 0.08
49 26/09/2024 05/12/2024 10,000,000 1,472.22 7,361.11 10,007,361 0.20
50 26/09/2024 05/12/2024 10,000,000 1,472.22 7,361.11 10,007,361 0.20
51 26/09/2024 05/12/2024 15,000,000 2,208.33 11,041.67 15,011,042 0.31
52 30/09/2024 05/12/2024 1,650,000 242.92 242.92 1,650,243 0.03
TOTAL 674,613,821 13.81
2. Bank deposits denominated in foreign currency
No. Bank name Set up date Maturity date Initial value Daily increase Accrued interest NBR exchange rate
EUR/RON
Total value Weight in total
assets of AIFRI
currency currency currency RON RON %
TOTAL
  • XI. Derivatives traded on a regulated market
  • 1. Futures contracts
  • 2. Options
  • 3. Amounts under settlement for derivatives traded on a regulated market

Not the case

XII. Derivatives traded outside regulated markets

Not the case

XIII. Money market instruments, other than those traded on a regulated market, as per art. 35 par (1) letter g) of Law 243/2019 Not the case

XIV. Equity securities of UCITS/AIF

1. Equity securities denominated in RON

No. Fund name Date of last trading
session
No. of securities
held (shares/fund
units)
Value of equity
security(NAV/unit)
Market price Total value Weight in UCITS/AIF's
total equity securities
Weight in total
assets of AIFRI
RON RON RON % %
Shares
1 Longshield Investment Group 30-Sep-24 140,663,575 1.7450 245,457,938 17.9270 5.02
2 Infinity Capital Investments 30-Sep-24 25,801,674 2.3900 61,666,001 5.1603 1.26
Fund units
1 Fondul Inchis de Investitii ACTIVE PLUS 7,652.0476 15,618.85 119,516,184 64.2328 2.45
2 FIA CERTINVEST ACTIUNI 307.6000 401,159.09 123,396,536 59.3654 2.53
3 FIAIP OPTIM INVEST 3,494.6900 14,031.03 49,034,100 51.6488 1.00
4 ROMANIA STRATEGY FUND Klasse B 58,000.0000 779.57 45,215,060 50.8772 0.93
5 FIA STAR VALUE 9,382.0000 1,426.06 13,379,295 24.8293 0.27
TOTAL
657,665,114

2. Equity securities denominated in foreign currency Not the case

3. Amounts under settlement for equity securities denominated in RON

Fund name Market price No. of securities
traded
Total value Weight in
UCITS/AIF's total
equity securities
Weight in total
assets of AIFRI
RON RON % %

4. Amounts under settlement for equity securities denominated in foreign currency

Not the case

XV. Dividend or other receivable rights

1. Dividends receivable

No. Issuer Stock symbol Ex-dividend date No. of shares held Gross dividend Amount receivable Weight in total
assets of AIFRI
RON RON %
TOTAL

2. Shares distributed without consideration in cash

Not the case

3. Shares distributed with consideration in cash

Issuer Share symbol Ex-dividend date No. of shares held Share value Total value* Weight in total
assets of AIFRI
TOTAL

4. Amounts payable for shares distributed with consideration in cash

Not the case

5. Preference rights (prior to admission to trading and after the trading period)

Issuer of shares Share symbol Ex-dividend date No. of preemtive
rights
Theoretical value of
preference rights
Total value Weight in total
assets of AIFRI
TOTAL 0 0

Evolution of the net asset value and net asset value per share in the last three reporting periods

30.09.2024 31.08.2024 31.07.2024
Net asset value 4,619,848,038 4,685,494,635 4,680,563,452
Net asset value per share 9.1030 9.2323 9.2226

Explanatory note:

The valuation methods used for the financial instruments for which valuation methods have been chosen in accordance with the valuation standards in force, according to the law are the following: For the companies: IAMU, NAPOMAR, SAI MUNTENIA INVEST, CENTRAL, SIF HOTELURI, the income approach, discounted cash flow method was used; For the companies: SIF 1 IMGB, ADMINISTRARE IMOBILIARE, SIF IMOBILIARE, SIF SPV TWO, SIF SPV THREE, SIF SPV FOUR the asset approach, the corrected Net Asset method was used

Leverage and exposure value as per Regulation (EU) no. 231/2013

Method for calculating Exposure value Leverage
AIFRI exposure (RON) (%)
Gross method 4,456,109,777 96.46%
Commitment method 4,619,848,038 100%

Certification of Depositary Bank, Lion Capital S.A. Banca Comercialã Românã

ADRESA CALEA VICTORIEI 35A, ARAD 310158 • TELEFON 0257 304 438 • FAX 0257 250 165 • EMAIL [email protected]INTERNET WWW.SIF1.RO

PRESS RELEASE Availability of Lion Capital's Quarterly Report as of September 30, 2024

November 15, 2024, Arad • Lion Capital informs the investors that the quarterly report prepared as of September 30, 2024, in accordance with the provisions of Law no. 24/2017, Law no. 74/2015, Law no. 243/2019, ASF Regulation no. 10/2015, ASF Regulation no. 5/2018, ASF Regulation no. 7/2020, and ASF Norm no. 39/2015, is available to the public starting November 15, 2024, at 18:00 hours, at Company's headquarters and on Company's website at www.lion-capital.ro

Note that the financial statements as of September 30, 2024, are not audited.

Further information can be obtained from Investor Relations Office, tel/fax +40257 304 446 +40257 250 165, e-mail [email protected]

Chairman and CEO Bogdan-Alexandru Drăgoi

prin Gabriela Grigore Director General Adjunct Compliance Officer, Ilie Gavra

Control Intern Cristea Eugen, RCCI

Avizat

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