CONSOLIDATED REPORT

FOR THE FIRST QUARTER OF THE YEAR

prepared pursuant to Law no. 24/2017 and ASF Norm no. 39/2015

This report is provided as a free translation from Romanian, which is the official and binding version. In case of inconsistencies between the information provided in Romanian and those provided in English, Romanian language shall prevail.

1. GENERAL INFORMATION ON LION CAPITAL GROUP	2
1.1 Presentation of the Lion Capital Group	2
1.2 Entities in the scope of consolidation	2

2. PRESENTATION OF ENTITIES WITHIN THE GROUP	4
2.1 Information on the activity of Lion Capital	4
2.2 Information on the entities in the scope of consolidation	11

3. SUMMARY OF CONSOLIDATED FINANCIAL DATA FOR THE GROUP AS OF 31.03.2025	13
3.1 Bases of presentation for the consolidated statements	13
3.2 Consolidated profit and loss and other comprehensive income	14
3.3 Consolidated statement of financial position	15
3.4 Presentation on segment	15

4. DESCRIPTION OF MAIN RISKS FOR THE GROUP	16

5. THE MARKET OF THE SECURITIES ISSUED BY THE GROUP	24

6. CORPORATE GOVERNANCE	27

7. SIGNIFICANT EVENTS DURING 1Q 2025	33

8. OTHER SIGNIFICANT INFORMATION	35

ANNEXES

ANNEX 1 Condensed Interim Consolidated Financial Statements as of March 31, 2025, prepared in accordance with IAS 34 Interim Financial Reporting and the International Financial Reporting Standards adopted by the European Union, and Norm no. 39/2015 for the approval of the Accounting Regulations compliant to the International Financial Reporting Standards, applicable to entities authorized, regulated, and supervised by the Financial Supervisory Authority (ASF) – Financial Instruments and Investments Sector – unaudited

ANNEX 2 Lion Capital's Net Asset statement as of March 31, 2025, prepared in accordance with Annex 10 of Regulation no. 7/2020

ANNEX 3 Lion Capital's Detailed Statement of Investments as of March 31, 2025, in accordance with Annex 11 of Regulation no. 7/2020

1. GENERAL INFORMATION ON LION CAPITAL GROUP

1.1. Presentation of the Group

This report presents the Lion Capital's consolidated financial results as of December 31, 2024, prepared in accordance with the International Financial Reporting Standards adopted by the European Union, and ASF Norm no. 39/2015 for the approval of the Accounting Regulations compliant with the International Financial Reporting Standards, applicable to entities authorized, regulated, and supervised by ASF from the Financial Instruments and Investments Sector.

Lion Capital's consolidated financial statements prepared for the first quarter of 2025 include the Company and its subsidiaries (hereinafter referred to as "Group"). For 1Q 2025, the Group comprises Lion Capital (parent company), SAI Muntenia Invest S.A. and Administrare Imobiliare S.A.

1.2. Entities in the Scope of Consolidation

Subsidiaries

Subsidiaries are entities controlled by the Company. The control exists when the Company is exposed or has rights to the variable return based on its participation in the investee entity and could influence those revenues through its authority over the entity in which it invested. When assessing control, potential voting rights that are exercisable or convertible at that time are considered.

The financial statements of subsidiaries are included in the consolidated financial statements from the moment of exercising the control begins and until its termination. Accounting policies of subsidiaries have been changed to align them with those of the Group.

The list of investments in subsidiaries as of March 31, 2025, and December 31, 2024, is as follows:

		Stake held (%)
No.	Company Name	March 31, 2025	December 31, 2024
1	(SIF Imobiliare PLC Nicosia)	99.9997	99.9997
2	(SIF SPV TWO București)	99.99	99.99
3	SAI Muntenia Invest SA București	99.98	99.98
4	(SIF1 IMGB)	99.99	99.99
5	(Napomar SA Cluj Napoca)	99.43	99.43
6	(SIF Hoteluri SA Oradea)	98.99	98.99
7	Administrare Imobiliare SA București	97.40	97.40
8	(SIF SPV THREE)	99.90	99.90
9	(IAMU SA Blaj)	96.53	96.53
10	(Vrancart SA Adjud)	76.33	76.33
11	(SIF SPV FOUR)	99.90	99.90
12	(SIFI CJ Logistic)*	5.53	5.53

The subsidiaries listed in parentheses in the table above are reflected at fair value through profit or loss in the consolidated financial statements.

** Uniteh SA and SIFI CJ Logistic are subsidiaries because of the direct and indirect control through SIF Imobiliare Plc Nicosia

Associated Entities

Associated entities are those companies in which the Company can exercise significant influence, but not the control on the financial and operating policies.

The entity in which Lion Capital holds stakes between 20% and 50%, over which exerts significant influence as of March 31, 2025, is Biofarm S.A.:

			Stake held (%)
No.	Company Name	March 31, 2025	December 31, 2024
1	Biofarm SA Bucharest	36,75	36,75

Lion Capital has representatives on the Board of Directors of Biofarm, taking part in the policy development of that company. Lion Capital measures associated entities at fair value through profit and loss.

In 2024, all companies in which more than 20% of the share capital is held and that are in insolvency/liquidation/bankruptcy were sold.

In accordance with IFRS (IAS 28, paragraph 9), the Group may lose significant influence over the entities in which it has invested when it loses the power to participate in decisions regarding the financial policies and operating power of the entity, for example, when the associate comes under the control of the government, the judiciary, an administrator, or a regulatory authority.

• Companies over which it does not exert significant influence

			Stake held (%)
No.	Company Name	March 31, 2025	December 31, 2024
1	Grand Hotel Bucharest	40.19	40.19

Since the criteria in paragraph 6 of IAS 28 ("Criteria for Significant Influence") are not met, it can be concluded that Lion Capital does not hold significant influence over the associated entities in the table above.

Transactions eliminated on consolidation

Settlements and transactions intra-group, and unrealized profits arising from intra-group transactions, are fully eliminated from the consolidated financial statements.

The accounting policies presented hereinafter have been consistently applied across all periods presented in these consolidated financial statements. The accounting policies have been consistently applied by all Group entities.

2. PRESENTATION OF THE ENTITIES WITHIN THE GROUP

2.1. Information on the Activity of Lion Capital

COMPANY NAME	Lion Capital S.A. (hereinafter referred to as "Lion Capital", "The Fund" or "the
	Company"), the new corporate name, starting March 24, 2023, of SIF Banat-Crișana S.A.

COMPANY TYPE	▪ joint stock company, Romanian legal entity with private capital
	▪ 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; 506,010,056 outstanding as of March 31, 2025
	▪ RON 0.10 per share nominal value

REGISTRATIONS	▪ Number in Trade Register J1992001898023
	▪ 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; ro: CAEN): financial intermediation, except for insurance and pension funds
	(NACE Code 64), and the main object of activity: Other financial intermediation n.e.c.
	except for insurance activities and pension funds (NACE Code 6499):
	▪ portfolio management
	▪ risk management;
	▪ 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 or BSE) – Premium category
	symbol LION (since May 15, 2023, previously: SIF1)

FINANCIAL AUDITOR	Deloitte Audit S.R.L.

DEPOSITARY BANK
	Banca Comercială Română (BCR)

SHARES AND
SHAREHOLDERS'
REGISTER	Depozitarul Central S.A. Bucharest

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

Main Financial and Operational Information for Lion Capital

FINANCIAL POSITION [RONm]	31.03.2024	31.12.2024	31.03.2025
Total Assets, of which	4,520.7	4,841.5	4,866.9
Total Financial Assets	4,042.5	4,209.0	4,377.5
Equity	4,287.3	4,593.6	4,607.3
Total Liabilities	233.42	247.9	259.5

FINANCIAL PERFORMANCE [RONm]	31.03.2024	31.12.2024	31.03.2025
Income	18.78	229.6	10.3
Gain on Investment	(0.41)	0.42	-
Expenses	6.02	53.4	(46.8)
Gross Profit	12.35	176.2	(36.5)
Net Profit for the Period	11.34	161.7	(36.5)

STOCK AND NET ASET PERFORMANCE	31.03.2024	31.12.2024	31.03.2025
Stock Price (end of period, in RON)	2.9400	2.8500	2.5900
Net Asset Value* / Share (RON)	8.4361	9.0837	9.0906
Accounting Net Asset / Share (RON)	8.4477	9.0959	9.1052
Nominal Value of Share (RON	0.1	0.1	0.1
Number of Issued Shares	507,510,056	507,510,056	507,510,056
Number of Outstanding Shares	507,510,056	505,020,056	506,010,056

* calculated acc. to ASF regulations

** calculated using EPS for the average number of shares in the respective year

*** as per the decision of GMS of April 2025

OPERATIONAL DATA	31.03.2024	31.12.2024	31.03.2025
Number of Employees, year end	31	30	29
Number of Branch Offices	1	1	1

SHAREHOLDING STRUCTURE as of March 31, 2025	Number of shareholders	stake
Romanian Individuals	5,732,299	39.36%
Non-Resident Individuals	2,159	1.30%
Romanian Legal Entities	104	45.09%
Lion Capital (treasury shares)	1	0.30%
Non-Resident Legal Entities	13	13.96%
TOTAL	5,734,576	100%

Milestones of Lion Capital Activity in 2025

Lion Capital's investment strategy is focused on maximizing portfolio performance, with the primary objective of enhancing the value of assets under management and optimizing investment income, in line with prudential principles and applicable regulatory requirements.

The financial objective is to achieve a sustainable portfolio return, driven by dividend income and capital gain.

Lion Capital is committed to the responsible and efficient management of a diversified portfolio of highquality assets, designed to generate a stable income stream, preserve capital, and support sustainable medium-to long-term growth. The investment strategy is grounded in strong governance principles, aiming to maximize shareholder value and deliver attractive returns while adhering to the applicable regulatory framework.

The structure and composition of Lion Capital's portfolio reflect a predominant allocation to listed companies on regulated markets, with continuous adjustments to respond to economic dynamics and financial market developments. The allocation strategy aims to maintain an optimal balance across different economic sectors, ensuring adequate diversification and mitigating specific risk exposures.

The primary objective is to identify and capitalize on growth and development opportunities within a welldefined investment framework that aligns with the assumed risk profile. To this end, Lion Capital conducts ongoing assessments of economic trends, macroeconomic and geopolitical factors, and capital market developments. This approach enables proactive risk management and swift adaptation to changes in the investment landscape, ensuring the portfolio's sustainability and performance over the medium and long term.

The strategic allocations by asset classes and within each class are based on assessments of the individual attractiveness of investment opportunities, under the conditions of the macroeconomic and market environment at the time.

Investments are made over a certain period, under regulated prudential conditions, under adequate monitoring and control of risks, in order to ensure a constant balance between risk and expected return. The investment decision-making process is formalized through internal procedures and competency levels approved by the company's Board of Directors.

Lion Capital has under management a diversified portfolio, consisting of the following main categories of financial instruments: shares, bonds, and fund units. The company applies an exit strategy adapted to the specifics of each investment, defined based on the applied strategy, the investment objectives, the conditions of the exit transaction.

The execution of various exit strategies is adapted and correlated with a series of internal and external factors, such as: general economic outlook, course of financial markets, liquidity of listed equity securities and daily trading volumes, small business regionality, access barriers depending on the shareholders' structure, Company's needs for liquidity.

Information on the objectives and investment policy, as well as the description of the types of assets in which Lion Capital can invest as an Alternative Investment Fund addressed to Retail Investors (AIFRI; in Romanian: FIAIR) are presented in detail in the fund's operating documents, available for consultation. on the company's website, at www.lion-capital.ro, in the section Corporate Governance • AIFRI.

As of March 31, 2025, Lion Capital's net asset value (VAN) amounted to RON 4,599,932,810, up 0,27% vs. the value recorded for 2024-year end, viz. RON 4,587,729,210. Net asset value per share (NAV/S) was of RON 9.0906 / share as of March 31, 2024 (31.12.2024: RON 9.0838 /share).

MONTHLY NET ASSET VALUES MARCH 2024 - MARCH 2025

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 and NAV/S 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) no later than 15 calendar days from the end of the reporting period.

Starting with July 1, 2021, the date of authorization of SIF Banat-Crișana (currently Lion capital) as an alternative investment fund addressed to retail investors, the calculation of the net asset value 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. From this date, 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.

Throughout 2024, the valuations of assets for NAV calculation were performed in accordance with the provisions of the regulations issued by the Financial Supervisory Authority, complying with the provisions of ASF Regulation no. 10/2015 and ASF Regulation 9/2014 (art. 113 – 122), with subsequent amendments and completions.

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.

The investment limits and restrictions incidental to the operations carried out by Lion Capital during 2024 complied with the legal provisions incidental to the quality of Closed, Diversified Alternative Investment Fund addressed to retail investors and no violations of these limits were recorded.

The management has established procedures for the internal risk management to identify, monitor and cover the risks associated with the investments made by the Company. The management regularly reviews the compliance with the prudential limits and investment restrictions, so that in the event of unintentional breaches of applicable investment restrictions due to changes in stock market quotations or other circumstances, the management is able to take immediate remedial action.

ASSETS UNDER MANAGEMENT as of March 31, 2025

breakdown on classes (weight on total assets)

■ listed shares worth RON 3,372.58mn (31.12.2024: RON 3,247.38mn)

■ unlisted shares worth RON 545.18mn (31.12.2024: RON 545.08mn)

■ unlisted fund units worth RON 235.91mn (31.12.2024: RON 316.97mn)

■ government securities worth RON 121.37mn (31.12.2024: 0)

■ corporate bonds worth RON 1.27mn (31.12.2024: RON 1.26mn)

■ bank deposits + cash available worth RON 470.03mn (31.12.2024: RON 612.92mn)

■ receivables and other assets worth RON 111.76mn (31.12.2024: RON 51.45mn)

Note: values calculated as of March 31, 2025 (the outer ring), and December 31, 2024 (the inner ring), as per ASF Regulations no. 9/2014, no. 10/2015, and no. 7/2020

The top three economic sectors with significant weight in the structure of total assets are the banking sector, investment management, and real estate, which together account for 67.38% of total assets, down from 69.60% at the end of 2024. Exposure to the banking sector remains substantial, with issuers in this sector and the financial instruments issued (equity instruments, deposits, and current accounts) representing 41.97% of total assets as of the end of March 2025, a decrease of 0.6% vs 2024 year-end.

In order to reduce concentration risk, Lion Capital continues to diversify its investment allocation, targeting underrepresented or uncovered sectors.

As of March 31, 2025, the value of Lion Capital's equity portfolio stood at RON 3,917.76 million (December 31, 2024: RON 3,792.46 million), representing 80.62% of the total value of assets under management (December 31, 2024: 78.43%).

STOCK PORTFOLIO

breakdown by sector

■ financial - banking stakes in 9 companies, worth RON 2,114.48m (31.12.2024: 9 companies, worth RON 1,966.76m)

■ commerce – real estate stakes in 5 companies, worth RON 726.38m (31.12.2024: 8 companies, worth RON 726.17m)

■ energy - utilities

stakes in 3 companies, worth RON 335.84mn (31.12.2024: 3 companies, worth RON 321.63mn)

■ pharmaceuticals

stake in 1 company, worth RON 248.33m (31.12.2024: 1 company, worth RON 258.54m)

■ cardboard and paper stakes in 1 company, worth RON 161.09m (31.12.2024: 1 company, worth RON 180.28m)

■ hospitality (hotels and restaurants)

stakes in 2 companies, worth RON 97.99m (31.12.2024: 2 companies, worth RON 98.67m)

■ other industries and activities stakes in 14 companies, worth RON 238.63m

(31.12.2024: 15 companies, worth RON 240.42m)

Note: percentages in the chart represent the stake of the category in the stock portfolio; values calculated as of March 31, 2025 (the outer ring), and December 31, 2024 (the inner ring), as per ASF Regulations no. 9/2014, no. 10/2015, and no. 7/2020

STOCK PORTFOLIO

breakdown by stake held

■ up to 5%

stakes in 12 companies worth RON 1,868.84m (31.12.2024: 13 companies, RON 1,733.47m)

■ 5-33%

stakes in 10 companies worth RON 483.57m (31.12.2024: 10 companies, RON 458.85m) ■ 33-50% stakes in 2 companies worth RON 319.71m (31.12.2024: 3 companies, RON 335.59) ■ over 50% majority stakes in 11 companies

worth RON 1.245,64m (31.12.2024: 11 companies, RON 1.264,55m)

STOCK PORTFOLIO

breakdown on liquidity

■ listed companies

RON 3,372.58m (31.12.2024: RON 3,247.38m) value of shareholdings in 22 companies (31.12.2024: 23)

■ unlisted companies

RON 545.18m (31.12.2024: RON 545.07m) value of shareholdings in 13 companies (31.12.2024: 13)

TOP 10 COMPANIES IN LION CAPITAL PORTFOLIO as of March 31, 2025

Company (market symbol)	Sector	Stake held	Value* [RON]	% of NAV
1. Banca Transilvania (TLV)	financial-banking	4.99%	1,310,068,903	28.48%
2. SIF Imobiliare Plc (SIFI)	real estate	99.99%	442,009,119	9.61%
3. SIF1 IMGB	real estate	99.99%	272,410,465	5.92%
4. OMV Petrom (SNP)	energy – utilities	0.57%	262,405,011	5.70%
5. BRD Groupe Société Générale (BRD)	financial – banking	1.95%	253,792,864	5.52%
6. Longshield Investment Group (LONG)	financial (AIF)	18.48%	251,787,799	5.47%
7. Biofarm (BIO)	pharmaceuticals	36.75%	243,328,906	5.29%
8. Infinity Capital Investments (INFINITY) financial (AIF)		14.57%	164,755,500	3.58%
9. Vrancart (VNC)	cardboard and paper	76.33%	161,098,950	3.50%
10. SAI Muntenia Invest	financial (AIFM)	99.98%	107,211,453	2.33%
TOTAL			3,468,868,972	75.41%

* calculated as per ASF regulations no. 9/2014, no. 10/2015, and no. 7/2020

2.2. Informationon the Entities in the Scope of Consolidation

SAI MUNTENIA INVEST SA Bucharest

Lion Capital's stake as of 31.03.2025: 99.98%

SAI Muntenia Invest SA was established in 1997 was acquired by Lion Capital in 2013 and operates as an independent investment management company without any subsidiaries, branches, or offices. As of December 31, 2024, Lion Capital holds a 99.98% stake in SAI Muntenia Invest's share capital.

The Company's principal activity (NACE Code 6499 – Other financial intermediation not elsewhere classified) comprises the management of collective investment schemes in securities (UCITS) established in Romania or another EU Member State, as well as the management of alternative investment funds (AIFs), in accordance with applicable legislation. SAI Muntenia Invest is authorized by the Financial Supervisory Authority (ASF) to operate as an Investment Management Company, and its activities are regulated and supervised by the ASF.

In 2025, the current activity carried out by SAI Muntenia Invest consisted in the management of Longshield Investment Group S.A. (formerly SIF Muntenia), the open-ended investment fund PLUS Invest, and the alternative investment fund Muntenia Trust.

Based on the provisions of the Articles of Association of Longshield Investment Group S.A., SAI Muntenia Invest holds a management agreement with Longshield Investment Group S.A. The current version of this agreement was approved by the shareholders of Longshield Investment Group S.A. (formerly SIF Muntenia S.A.) at the Ordinary General Meeting of Shareholders (OGMS) held on April 23, 2020, and was endorsed by the Financial Supervisory Authority (ASF) under Approval no. 165/22.07.2020. Following the resolution adopted by the shareholders of Longshield Investment Group S.A. at the OGMS held on February 13, 2024, the extension of the management agreement between Longshield Investment Group S.A. and SAI Muntenia Invest S.A. was approved for a further four years, until April 24, 2028.

The management, portfolio administration, and execution of financial investments on behalf of Longshield Investment Group S.A. were carried out in compliance with applicable legal provisions, the terms of the management agreement concluded between SAI Muntenia Invest and Longshield Investment Group S.A., the provisions of the Company's Articles of Association, as well as the provisions of the Management Programme approved by the General Meeting of Shareholders of Longshield Investment Group S.A.

The open-ended investment fund (FDI) PLUS Invest is an Undertaking for Collective Investment in Transferable Securities (UCITS) without legal personality, established through a partnership agreement in accordance with the provisions of Government Emergency Ordinance no. 32/2012 and Regulation no. 9/2014. FDI PLUS Invest is based in Romania and has an unlimited duration of operation. It is authorised by the Financial Supervisory Authority under Authorisation no. A/86/09.04.2014 and is registered with the ASF in Section 6 – Open-ended Investment Funds, Subsection FDIR – Romanian Open-ended Investment Funds, under no. CSC06FDIR/120092 dated 09.04.2014.

The investment objective of FDI PLUS Invest is to allocate financial resources in a manner that protects investors' capital from long-term inflationary erosion and delivers superior returns. Through its asset allocation strategy and the mix of financial instruments used in portfolio management, the fund is classified as having a medium risk profile. The fund's performance objective is to achieve a return exceeding the inflation rate by 5 percentage points per year.

The alternative investment fund (AIF) Muntenia Trust is structured as a non-legal entity established under a partnership agreement as an open-ended alternative investment fund, in accordance with the provisions of Law no. 243/2019. FIA Muntenia Trust is a private capital alternative investment fund intended for professional investors (FIAIPCP). It aims to identify opportunities that provide superior riskadjusted returns to support long-term capital growth. FIA Muntenia Trust was authorised as a FIAIPCP by the Financial Supervisory Authority under Authorisation no. 147/13.10.2022 and is registered with the ASF in Section 9 – Alternative Investment Funds, Subsection: FIAIP – Alternative Investment Funds for Professional Investors established in Romania, Paragraph: FIAIPCP – Private Capital Alternative Investment Funds for Professional Investors established in Romania, under registration no. CSC09FIAIPCP/400001 dated 13.10.2022.

The fund's investment objective is to mobilise the financial resources collected from its investors for investments primarily in equities and bonds from the European Union and/or third countries, as well as in equity interests in limited liability companies governed by Law no. 31/1990, as republished and subsequently amended, whose annual financial statements are audited in accordance with legal requirements. The fund targets professional investors with an above-average risk appetite who accept and adhere to the fund's investment policy.

During 2025, SAI Muntenia Invest, whether investing on its own behalf or through the entities under its management, refrained from investing in derivative financial instruments whether traded on regulated markets, on organized trading facilities (OTF), or over-the-counter (OTC). The Company did not employ leverage, collateralized transactions, or asset reuse techniques, nor did it engage in securities financing transactions (SFTs) or utilize total return swap instruments as defined by EU Regulation 2015/2365.

The management fees recorded by SAI Muntenia Invest for the year 2024 were as follows: (i) from the management of Longshield Investment Group S.A.: RON 43.04mn (2023: RON 50.23m), comprising a management fee of RON 38.72m and a performance fee of RON 4.32 million; (ii) from the management of the alternative investment fund (AIF) Muntenia Trust: RON 139,834 (2023: RON 113,325); (iii) from the management of the open-end investment fund (UCITS) Plus Invest: RON 4,379 (2023: RON 3,601).

Net profit for 2024 decreased by 30.92% compared to the previous year, a decline primarily driven by lower revenues from management activities, in particular a lower performance fee from Longshield Investment Group S.A., as well as increased personnel expenses.

Administrare Imobiliare SA Bucharest

Lion Capital's stake as of 31.12.2024: 97.40 %

Administrare Imobiliare SA (AISA) was established in 2007, then under the name "Dacia Meridian Expres". The company took over assets transferred by Lion Capital following the latter's withdrawal of capital contributions from several commercial entities based in Arad and Bihor counties, namely: Aris SA Arad (2007), Argus SA Salonta (2010), and Amet SA Arad (2012).

In 2013, the company adopted its current name, Administrare Imobiliare SA, and relocated its registered office to Bucharest. That same year, AISA was incorporated into the structure of the holding company SIF Imobiliare Plc, which became the majority shareholder, holding 98.9% of the company's share capital.

The main activity of AISA is the business and management consulting activity, providing investment management services to all the companies within SIFI group: investment management, investment opportunities consultancy, management, and administrative consultancy services.

As per its Articles of Incorporation, besides its main activity, AISA could provide other secondary activities, such as: 4110 real estate development (promotion), 6810 purchase and sale of own real estate properties, 6820 - Renting and sub-renting own or rented real estate properties.

In December 2018, as an investment opportunity in the real estate field emerged, a capital increase of AISA was operated, with cash contribution, to capitalize the company and to attract financing sources to capitalize on opportunities appeared on the real estate market. Lion Capital (then having the corporate name SIF Banat-Crișana) is co-opted as shareholder, with a cash contribution of RON 40.12m, becoming the main shareholder with a stake of 97.4% in the share capital of AISA. while the stake of SIF Imobiliare Plc decreased to 2.6%.

AISA has signed two sale-purchase agreements for a plot of land it owns, with a total surface area of 30,447 sqm, located at 59 Șoseaua Vergului, Bucharest. The projects are currently under development.

In 2024, operating revenues totalled RON 3.8m, of which 68.5% derived from services rendered and 31.5% from rental income. The net result for the year was RON 655,031.

3. SUMMARY OF CONSOLIDATED FINANCIAL DATA FOR THE GROUP AS OF MARCH 31, 2025

The consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the European Union and Norm no. 39/2015 for the approval of the Accounting Regulations in line with IFRS, applicable to entities authorized, regulated, and supervised by the Financial Supervisory Authority in the Financial Instruments and Investments Sector.

3.1. Bases of presentation of consolidated statements

The Group adopted a liquidity-based presentation in the consolidated statement of financial position and a presentation of revenues and expenses based on their nature in the consolidated statement of comprehensive income, considering that these presentation methods provide information that is more reliable and relevant than what would have been presented under other methods permitted by IAS 1 "Presentation of Financial Statements."

The consolidated financial statements are prepared using the fair value convention for financial assets and liabilities at fair value through profit or loss, and financial assets at fair value through other comprehensive income, tangible fixed assets such as land and buildings, and investment properties.

The consolidated financial statements have been prepared on a going concern basis, which assumes that the parent company, its subsidiaries, and the companies in its portfolio will be able to continue to dispose of assets and meet their obligations in the ordinary course of business.

The Group adopted the document "Presentation of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2)" starting January 1, 2023. Management has reviewed the accounting policies in this context, and the Amendments did not lead to changes in the accounting policies themselves.

The Amendments require the presentation of "material" accounting policies, rather than "significant" accounting policies. They also provide guidance on the application of the concept of "material" in the presentation of accounting policies.

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

Since the 2018 financial year, the Company has measured all of its subsidiaries at fair value through profit and loss, with the exception of subsidiaries providing investment-related services, which will continue to be consolidated.

3.2. Consolidated Statement of Profit and Loss and Other Comprehensive Income

(extract from the accompanying consolidated financial statements)

in RON	March 31, 2025	March 31, 2024
Revenues
Dividend income	-	12,562,232
Interest income (assets at amortized cost, assets at FVTOCI)	9,762,227	5,272,520
Interest income (assets at FVTPL)	1,148,492	1,217,343
Other operating revenues	10,534,385	9,847,864
Other financial revenues	-	445,500
Gain/(Loss) on investment
Gain / Loss) on foreign exchange	71,182	(323,718)
Gain / Loss) on financial assets at FVTPL	(41,342,837)	(108,650)
Expenses
Reversals / (set-up) of provisions for risks and expenses	891,965	-
Reversals / (set-up) of adjustments for impairment of current assets	(19,848)	263
Commissions expenses	(1,376,958)	(1,247,659)
Other operating expenses	(8,835,212)	(8,225,516)
Profit before tax	(29,166,604)	19,440,179
Income tax	(1,116,775)	(2,113,811)
Net profit for the period	(30,283,379)	17,326,368
Profit is attributable to:
Lion Capital Parent company	(30,285,919)	17,322,808
Non-controlling interests	2,540	3,560
Total profit for the financial year	(30,283,379)	17,326,368
Other comprehensive income	29,925,996	146,663,058
Total comprehensive income for the period	(357,383)	163,989,426

3.3. Consolidated Statement of Financial Position

(extract from the accompanying consolidated financial statements)

In RON	March 31, 2025	March 31, 2024
Assets
Cash and cash equivalents	488,933,541	628,813,111
Bank deposits	20,279,273	21,079,992
Other financial assets measured at amortized cost	122,732,647	1,257,518
Other financial assets	55,788,277	54,104,542
Other assets	625,714	530,109
Assets held for sale	64,940,084	64,940,084
Financial assets at fair value through profit and loss	1,639,378,113	1,753,626,278
Financial assets at fair value through other comprehensive
income (shares)	2,435,012,810	2,274,160,300
Investment property	31,887,961	31,887,961
Tangible assets	7,342,455	7,562,103
Total Assets	4,866,920,875	4,837,961,998

Liabilities
Payable dividends	9,803,574	9,816,738
Other financial liabilities	1,611,713	5,424,817
Other liabilities and deferred income	66,027,517	67,069,538
Provisions for risks and expenses	4,979,232	5,871,197
Deferred income tax liabilities	243,378,889	228,620,327
Total Liabilities	325,800,924	316,802,618

Equity
Share Capital	50,751,006	50,751,006
Treasury shares	(4,488,600)	(7,221,000)
Losses on the repurchase of own shares	(151,959)	(151,959)
Benefits granted in equity instruments	89,100	2,399,100
Other reserves	2,116,822,167	2,116,822,167
Reserves from revaluation of tangible assets	2,523,295	2,523,295
Legal reserves	10,451,417	10,451,417
Reserves from revaluation of financial assets at FVTOCI	1,372,413,253	1,324,061,145
Retained earnings	971,162,429	1,019,841,761
Total	4,519,572,108	4,519,476,932
Non-controlling interests	21,547,843	1,682,347
Total Equity	4,541,119,951	4,521,159,380
Total Equity and Liabilities	4,866,920,875	4,837,961,998

3.4. Presentation on Segments

In 2025 and 2024, the Group operated on a single segment, namely the financial activity.

Within the financial activity, the activity of three companies was included (2024: 3).

4. DESCRIPTION OF MAIN RISKS FOR THE GROUP

The most significant financial risks the Group is exposed to are the credit risk, liquidity risk and market risk. Market risk includes currency risk, interest rate risk and the price risk of equity instruments.

The Group uses a variety of policies and procedures for managing and evaluating the types of risk to which it is exposed, both at the parent company and subsidiary levels. These policies and procedures are detailed in the sub-chapters dedicated to each type of risk under Note 5 of the attached Condensed Interim Consolidated Financial Statements for the period ended on March 31, 2025.

4.1. Financial Risks

Market Risk

Market risk refers to the current or future risk of incurring losses related to positions on the balance sheet and off-balance-sheet positions due to unfavourable market fluctuations in prices (such as stock prices, interest rates, or exchange rates). The Group's management establishes acceptable risk limits, which are regularly monitored. However, using this approach does not prevent losses beyond the established limits in the case of significant market fluctuations.

Position risk is associated with the Group's portfolio of financial instruments held with the intention of benefiting from favourable price movements of those financial assets or from potential dividends/coupons paid by issuers. The Group is exposed to position risk, both general and specific, due to short-term investments in bonds, stocks, and fund units.

Management has continuously aimed to minimize potential adverse effects associated with this financial risk through an active and prudent portfolio diversification policy, as well as through the use of one or more risk mitigation techniques depending on the market price movements of the financial instruments held by the Group.

Concentration Risk

Concentration risk concerns all assets held by the Group, regardless of their holding period, and aims to reduce the risk of excessive exposure to a single debtor/issuer at the Group level.

The Management's exposure diversification policy applies to the portfolio structure, the business model structure, and the structure of exposures to financial risks. This diversification policy involves diversifying the portfolio by avoiding excessive exposure to a single debtor, issuer, country, or geographical region; diversifying the business plan structure to avoid excessive exposure to a particular line of business or sector within the Group; and diversifying the financial risk structure to avoid excessive exposure to a particular type of financial risk.

The market risk of equity instruments predominantly results from shares measured at fair value through other comprehensive income and through profit or loss. Entities in which the Group holds shares operate across various industries.

The objective of market risk management is to control and manage exposures to market risk within acceptable parameters, optimizing profitability.

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

The Group is exposed to the following market risk categories:

(i) Equity Price Risk

Price risk refers to the risk of incurring losses due to price movements of assets.

The Group is exposed to the risk that the fair value of its financial instruments may fluctuate as a result of market price changes, whether caused by issuer-specific factors or by factors affecting all market-traded instruments.

The Board of Directors monitors the implementation of market risk management, and internal procedures stipulate that, when price risks do not align with the Group's investment policy and principles, the portfolio should be rebalanced.

A positive 10% change in the price of financial assets at fair value through profit and loss (subsidiary shares, associated entities, corporate bonds, and fund units) would lead to an increase in post-tax profit of RON 133,282,465 (as of December 31, 2024: RON 137,191,165), with a corresponding negative 10% change having an equal and opposite net impact.

A positive 10% change in the prices of financial assets measured at fair value through other comprehensive income, including investments in shares and corporate bonds, would result in an increase in equity, net of profit tax, of RON 59,564,089 (as of December 31, 2024: RON 57,171,894), with a corresponding negative 10% change having an equal and opposite net impact.

As seen in the table below, as of March 31, 2025, the Group predominantly held shares in companies operating in the financial-banking and insurance sectors, representing 51.8% of the total portfolio, an increase compared to the weight of 45.7% as of December 31, 2024.

In RON	March 31, 2025	%	December 31, 2024	%
Financial intermediation and insurance	2,006,796,021	51,8%	1,859,179,679	51.2%
Financial services applicable to the real estate sector	738,613,097	21,1%	738,179,097	20.3%
Manufacturing industry	496,305,307	14,0%	531,428,464	14.6%
Extractive industry	262,405,011	6,6%	251,752,575	6.9%
Hotels and restaurants	97,996,637	2,6%	98,666,643	2.7%
Real estate rental	76,141,755	2,0%	76,141,755	2.1%
Transport and storage	45,695,758	1,1%	42,431,866	1.2%
Production and supply of energy, gas, water	27,742,500	0,7%	27,450,000	0.8%
Construction	4,463,516	0,1%	4,463,516	0.1%
Wholesale and retail trade, repair of motor vehicles	206,465	0,0%	206,465	0.01%
TOTAL	3,756,366,067	100%	3,629,900,060	100%

As of March 31, 2025, the Group holds investment units valued at RON 236,036,988 (December 31, 2024: RON 317,095,914 in the following investment funds: ACTIVE PLUS (Private Capital Alternative Investment Fund), OPTIM INVEST (Private Capital Alternative Investment Fund), STAR VALUE (Open-Ended Alternative Investment Fund), CERTINVEST ACȚIUNI (SHARES) (Open-Ended Alternative Investment Fund), ROMANIA STRATEGY FUND (Closed-End Alternative Investment Fund), and FDI PLUS Invest (Open-End Investment Fund). The Group is exposed to price risk through its investments (listed shares, bonds, bank deposits) with varying levels of risk in these Investment Funds.

(ii) Interest Rate Risk

Interest rate risk refers to the risk that the Group's revenues or expenses, or the value of its assets or liabilities, may fluctuate due to changes in market interest rates.

Regarding interest-bearing financial instruments: interest rate risk consists of the risk of fluctuation in the value of a specific financial instrument due to changes in interest rates and the risk of mismatches between the maturities of interest-bearing assets and liabilities. However, interest rate risk can also affect the value of fixed-interest assets (e.g., bonds), as an increase in the market interest rate will reduce the value of future cash flows generated by those assets and may lower their price if it leads to an increase in investors' preference for placing funds in bank deposits or other instruments with higher interest rates. Conversely, a decrease in market interest rates may lead to an increase in the price of shares and bonds and result in an increase in the fair value of future cash flows.

Regarding fixed-interest assets or trading assets, the Group is exposed to the risk that the fair value of the future cash flows related to financial instruments may fluctuate as a result of changes in market interest rates.

Thus, the Group will be subject to limited exposure to fair value risk or future cash flow risk due to fluctuations in the prevailing market interest rates.

The Group does not use derivative financial instruments to hedge against interest rate fluctuations.

The following table presents the annual interest rates achieved by the Group for interest-bearing assets during 1Q 2025:

	RON		EUR
	Interval		Interval
Financial assets	Min	Max	Min	Max
Bank deposits	0.0%	6.75%	2.8%	3.0%
Financial assets at fair value through profit and loss*	-	-	6.2%	6.2%

* Within financial assets at fair value through profit and loss, two euro-denominated loans granted in 2024 and 2022 to subsidiaries are included.

The table below presents the annual interest rates earned by the Group for interest-bearing assets during 2024:

	RON Interval		EUR Interval
Financial assets	Min	Max	Min	Max
Bank deposits	0.0%	6.75%	2.8%	3%
Financial assets at fair value through profit and loss*	-	-	6.3%	7.4%

* Within financial assets at fair value through profit and loss, two euro-denominated loans granted in 2024 and 2022 to subsidiaries are included.

The Group is exposed to interest rate risk due to potential adverse fluctuations in interest rates. Changes in market rates, such as ROBOR and EURIBOR, directly affect the income and expenses associated with financial assets and liabilities bearing variable interest rates, as well as the market value of those bearing fixed interest rates. As of March 31, 2025, and December 31, 2024, most of Group's assets and liabilities were non-interest-bearing. Consequently, the Group is not materially affected by interest rate fluctuations. Cash and cash equivalents are generally placed in short-term interest-bearing instruments. However, a decline in market yields may impact the valuation of the assets held by the Group.

The table below contains a summary of the Group's exposure to interest rate risks. The table includes the Group's assets and liabilities at book values, classified according to the most recent date between the interest rate modification date and the maturity date.

In RON	March 31, 2025	December 31, 2024
Cash and cash equivalents*	485,094,171	613,328,000
Bank deposits	20,111,500	20,937,614
Financial assets at fair value through profit and loss - loans granted	74,906,933	74,915,750
Financial assets at amortized cost – govt. securities	119,325,280	-
Financial assets at amortized cost - bonds	1,244,431	1,243,601
TOTAL	700,736,315	710,424,965

* Cash equivalents include short-term investments in bank deposits (with a maturity of less than 3 months).

The impact on the Group's net profit (from interest income/expenses) of a ±1.00% change in the interest rate related to financial assets and liabilities with variable interest, expressed in other currencies, combined with a ±1.00% change in the interest rate related to financial assets and liabilities with variable interest, expressed in RON, is of RON 340,558 (December 31, 2024: RON 362,317).

(iii) Currency Risk

Currency risk refers to the risk of incurring losses or failing to realize estimated profits due to unfavourable exchange rate fluctuations. The Group invests in financial instruments and engages in transactions denominated in currencies other than its functional currency and is therefore exposed to the risk that the exchange rate between the national currency and another currency may adversely affect the fair value or future cash flows of those portions of financial assets and liabilities denominated in other currencies.

The Group has conducted transactions during the reporting periods in both Romanian Leu (RON) and foreign currencies. The Romanian currency has fluctuated in relation to foreign currencies, such as the EURO and USD.

The financial instruments used allow for the preservation of the value of monetary assets held in RON through placements and interest income, depending on the maturity term.

The Group has not engaged in any foreign exchange derivative transactions during the presented financial years.

The financial assets and liabilities of the Group in RON and foreign currencies as of March 31, 2025, and December 31, 2024, are as follows:

Financial assets exposed to currency risk (EUR/USD/GBP in RON):

in RON March 31, 2025 December 31, 2024 Cash and cash equivalents 4,642,114 410,620 Bank deposits - 4,215,010 Financial assets at FVTPL (including assets held in investment funds)* 82,346,992 81,029,956 Financial assets at amortized cost 1,272,930 1,243,601 Total Assets 88,262,036 86,899,187 Debt related to leasing contracts - - Total Liabilities - - Net Financial Assets 88,262,036 86,899,187

* The financial assets at fair value through profit and loss include euro-denominated loans (granted in 2024 and 2022) and the foreign currency holdings of closed-end investment funds, proportionally to the Group's interest in their net assets.

As of March 31, 2025, and December 31, 2024, the Group holds fund units in ACTIVE PLUS (a private equity alternative investment fund), OPTIM INVEST (a private equity alternative investment fund), STAR VALUE (an open-ended alternative investment fund), CERTINVEST ACȚIUNI (SHARES) (an open-ended alternative investment fund), ROMANIA STRATEGY FUND (a closed-end alternative investment fund), and FDI Plus Invest. The Group is exposed to foreign exchange risk due to the investments made by these investment funds (financial instruments traded on foreign markets, cash, or foreign currency placements).

As of March 31, 2025, and December 31, 2024, the assets of the private equity funds primarily consisted of investments in equities listed on regulated markets in Romania and other European Union member states.

Credit Risk

Credit risk is the risk that a counterparty to a financial instrument fails to meet a financial obligation or commitment entered into with the Group, resulting in a loss for the Group. The Group is exposed to credit risk as a result of investments in securities issued by trading companies or the Romanian state, current accounts, bank deposits, and other receivables.

The Group's management closely and continuously monitors credit risk exposure to prevent losses due to credit concentration in a specific sector or industry.

As of March 31, 2025, and December 31, 2024, the Group does not hold any collateral or other credit enhancement instruments as security.

As of March 31, 2025, and December 31, 2024, the Group did not record any overdue financial assets, except for certain balances related to receivables and other debtors, which were considered impaired.

The Group assessed the need to recognize expected credit losses (ECL) in accordance with IFRS, applying the simplified ECL model. The estimate was based on an analysis of payment probability, exposure at risk, and expected loss, considering the information available at the reporting date.

Following this assessment, it was determined that expected credit losses do not have a material impact on the financial statements. Compared to previous periods, no significant changes were noted in the ECL estimates that would warrant additional adjustments.

Next we present the financial assets with exposure to credit risk:

March 31, 2025	Current bank accounts	Bank accounts	Loan granted	Other financial assets	Total

Rating AAA to A
AAA+
BBB+	1,932,891	155,655,000			157,587,891
BBB	18,744				18,744
BBB-	1,087,163	244,144,000			245,231,163
BB+
BB	18,871	98,285,278			98,304,149
BB-	6,441,340				6,441,340
Baa1	285,251				285,251
NR			81,931,248	55,788,277	137,719,525
TOTAL	9,784,259	498,084,278	81,931,248	55,788,277	645,588,062

	Current			Other
	bank	Bank		financial
December 31, 2024	accounts	accounts	Loan granted	assets	Total

Rating AAA to A
AAA+
BBB+	772,285	56,560,000			57,332,285
BBB	19,336				19,336
BBB-	791,265	253,282,000			254,073,265
BB+
BB	15,639	318,823,614			318,839,253
BB-	9,645,823				9,645,823
Baa1	193,370				193,370
NR		5,600,000	80,733,990	54,104,542	140,438,532
TOTAL	11,437,717	634,265,614	80,733,990	54,104,542	780,541,853

The Group's maximum exposure to credit risk amounted to RON 645,588,062 as of March 31, 2025 (December 31, 2024: RON 780,541,853).

Given the current structure of placements in bank deposits and bonds, the management does not anticipate a significant credit risk impact on the Group's financial position.

Cash, cash equivalents, and bank deposits are not exposed to the risk of loss or value impairment.

Within the category of other financial assets as of March 31, 2025, the main component consists of various debtors amounting to RON 55,788,277 (December 31, 2024: RON 54,104,542), which do not represent overdue or impaired receivables.

Liquidity risk

Liquidity risk is the risk that the Group encounters difficulties in meeting the obligations arising from shortterm financial liabilities that fall due by cash or other financial means, or that such obligations are extinguished in an unfavourable manner for the Group.

The Group monitors the evolution of the liquidity level in order to be able to pay its obligations at the date when they become due and continuously analyses the assets and liabilities, depending on the remaining period up to the contractual maturities.

The structure of assets and liabilities was analysed based on the remaining period from the balance sheet date to the contractual maturity date as of March 31, 2025, and December 31, 2024, and is presented in the following table:

in RON	Accounting value	Under 3 months	Between 3 and 12 months	Over 1 year	Without pre established maturity
March 31, 2025
Financial Assets
Cash and cash equivalents	488,933,541	488,933,541	-	-	-
Bank deposits	20,279,273	-	20,279,273
Financial assets FVTPL	1,639,378,113	-	-	81,931,248	1,577,446,865
Financial assets FVTOCI	2,435,012,810	-	-	-	2,435,012,810
Financial assets at amortized cost	122,732,647	-	121,459,718	1,272,930	-
Other financial assets	55,788,277	21,625,401	30,856,278	-	3,306,598
Total Financial Assets	4,762,124,661	510,558,942	172,595,269	83,204,178	3,995,766,273
Financial Liabilities
Payable dividends	9,803,574	-	-	-	9,803,574
Other financial liabilities	1,611,713	1,611,713	-	-	-
Total Financial Liabilities	11,415,287	1,611,713	-	-	9,803,574
Liquidity Excess	4,750,709,374	508,947,230	172,595,269	83,204,178	3,985,962,699

in RON	Accounting	Under 3	Between 3	Over 1 year	Without pre
	value	months	and 12		established
			months		maturity
December 31, 2024

Financial Assets Cash and cash equivalents	628,813,111	628,813,111	-	-	-
Bank deposits	21,079,992	-	21,079,992	-	-
Other financial assets at amortized cost	1,257,518	-	-	1,257,518
Financial assets FVTPL	1,753,626,278	-		80,733,990	1,672,892,288
Financial assets FVTOCI	2,274,160,300	-	-	-	2,274,160,300
Other financial assets	54,104,542	15,948,582	521,683	15,426,899	22,207,379
Total Financial Assets	4,733,041,741	644,761,693	21,601,675	97,418,407	3,969,259,967
Financial Liabilities
Payable dividends	9,816,738	-	-	-	9,816,738
Other financial liabilities	5,424,817	5,424,817	-	-	-
Total Financial Liabilities	15,241,556	5,424,818	-	-	9,816,739
Liquidity Excess	4,717,800,185	639,336,875	21,601,675	97,418,407	3,959,443,229

The weight of immediately available liquidity (cash and cash equivalents) has increased compared to the previous year, both in total and across each relevant maturity/due date category, as shown in the table above. Liquidity risk remains primarily influenced by the liquidity of the local capital market, specifically by the ratio between the volume of the Group's main listed holdings and their average daily liquidity.

Other risks

By the nature of its activity, the Group is exposed to various types of risks associated with the financial instruments and the market it invests. The main types of risks to which the Group is exposed are: - taxation risk;

business environment risk;
operational risk.

Risk management aims to maximize the Group's profit relative to the level of risk to which it is exposed.

The Group uses a variety of policies and procedures to manage and assess the types of risk to which it is exposed. These policies and procedures are presented in the subchapter dedicated to each type of risk in the financial statements.

Taxation risks

Since January 1, 2007, following Romania's accession to the European Union, the Group has been required to comply with EU regulations and has accordingly prepared for the implementation of changes brought by European legislation. The Group has implemented these changes; however, the way they have been applied remains subject to tax audit for a period of five years.

The interpretation of legal texts and the practical implementation of procedures related to new applicable tax regulations may vary, and there is a risk that, in certain situations, tax authorities may adopt a position different from that of the Group.

Regarding corporate income tax for the 2015 financial year, there is a risk that the tax authorities may interpret the accounting treatments arising from the transition to IFRS as the accounting basis differently.

The Group has opted to write off lapsed dividends (that were distributed but unclaimed for three years by shareholders) and record them in the Other Reserves – distinct analytical account. According to the provisions of the Civil Code, the statute of limitations applies to the right to enforce collection but not to ownership of the amounts. Given that transferring these already taxed amounts (both in terms of corporate income tax and dividend tax) back into equity is considered a transaction with shareholders rather than a taxable event, the Group has not recognized any deferred tax liability for these amounts. Under these circumstances, there is a risk that tax authorities may interpret these transactions differently.

Additionally, the Romanian Government has several agencies authorized to audit (inspect) companies operating in Romania. These inspections are similar to tax audits in other countries and can cover not only tax matters but also other legal and regulatory issues of interest to these agencies. It is possible that the Group will be subject to tax audits as new tax regulations are issued.

Business environment risks

The Group's management cannot anticipate all the effects of international economic developments impacting Romania's financial sector. However, it believes that in 2025, it has taken the necessary measures to ensure the Group's sustainability and growth under the existing financial market conditions by closely monitoring cash flows and adjusting investment policies accordingly.

The Group mitigates risks and reduces their potential effects through an investment policy that complies with the prudential rules imposed by applicable legal provisions and regulations.

The Group has adopted risk management policies aimed at actively managing risks by applying specific procedures for identifying, evaluating, measuring, and controlling them. These measures provide reasonable assurance regarding the achievement of the Group's objectives while maintaining a constant balance between risk and expected returns.

The risk management process focuses on: (i) identifying and assessing significant risks that could substantially impact investment objectives and developing activities to counteract identified risks; (ii) adapting risk management policies to financial market developments, monitoring performance, and improving risk management procedures; (iii) reviewing investment decisions in line with capital market and monetary market trends; (iv) ensuring compliance with applicable legislation.

The aggressive measures taken by major central banks (such as the Federal Reserve and the European Central Bank) to curb inflation, coupled with uncertainties regarding the short- and medium-term impact of these measures on macroeconomic trends, have led to high volatility in key capital markets. The lack of visibility regarding central banks' responses to these externalities, the necessary extent of successive interest rate hikes, and their impact on global demand remain the primary challenges in asset portfolio management in 2025.

Operational Risk

Operational risk is the risk of incurring direct or indirect losses resulting from shortfalls or deficiencies in the Group's procedures, personnel, internal systems, or external events that may impact on its operations. Operational risks arise from all Group activities.

The Group's objective is to manage operational risk to limit its financial losses, not to damage its reputation and to achieve its investment objective to generate benefits for investors.

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

Capital Adequacy

The management's policy on capital adequacy focuses on maintaining a solid capital base to support the Group's continued development and achieving investment objectives.

The Group's equity includes its share capital, various types of reserves and retained earnings. The equity amounted to RON 4,541,119,951 as of March 31, 2025 (RON 4,521,159,380 as of December 31, 2024).

5. THE MARKET OF THE SECURITIES ISSUED BY THE GROUP

CHARACTERISTICS OF SHARES ISSUED BY LION CAPITAL

Total number of shares issued (March 31, 2025)	507,510,056

Outstanding shares (March 31, 2025)	506,010,056
Nominal Value	RON 0.1000 / share
Type of Shares	common, ordinary, registered, dematerialized, indivisible
CFI Code	ESVUFR
	Regulated spot market of Bucharest Stock
Trading Market	Exchange (BVB or BSE), Premium category, listed since
	November 1, 1999
Trading Venue (MIC)	XBSE
Market Symbol on Bucharest Stock Exchange	LION (before May 15, 2023, symbol SIF1)
ISIN Code	ROSIFAACNOR2
International Identifier	FIGI ID: BBG000BMN2P1
Indices including LION shares	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 (BVR / 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. 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.
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 PRICE AND VOLUME IN 2025

highlighted values were recorded at the closing of trading day

LION vs. BET-FI IN 2025

Bucharest Stock Exchange (BVB) indices including LION stock:

BET-FI • BET-BK • BET-XT • BET-XT-TR • BET-XT-TRN

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. Change in the BET-FI index as of March 31, 2025: -1.75%. Weight of LION in BET-FI: 19.98% (March 2025).

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. Change in the BET-BK index as of March 31, 2025: +2.38%. Weight of LION in BET-BK: 1.61% (March 2025).

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%. Change in the BET-XT index as of March 31, 2025: +2.15%. Weight of LION in BET-XT: 1.97% (March 2025).

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. Change in the BET-XT-TR index as of March 31, 2025: +2.15%. Weight of LION in BET-XT-TR: 1.97% (March 2025).

highlighted values were recorded at the closing of trading day

BET-XT-TRN (BUCHAREST EXCHANGE TRADING EXTENDED NET TOTAL RETURN) 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. Change in the BET-XT-TRN index as of March 31, 2025: +2.156%. Weight of LION in BET-XT-TRN: 1.97% (March 2025).

The liquidity of LION stock in the first quarter of 2025 decreased by half compared to the same period in 2024 as well as to the fourth quarter of 2024. In 2025, a total of 1,111,734 shares were traded, representing 0.22% of the total number of shares issued, with a total traded value of RON 3,067,554. No transactions were recorded on the DEAL market.

Out of 59 trading days, 20 days registered positive price variations (with a maximum of +3.6% on March 31), and 22 days registered negative variations (with a minimum of –4.41% on March 27).

The highest closing price for LION shares during 1Q 2025 was RON 2.9000 per share, recorded in the January 27 session, while the lowest closing price was RON 2.5000 per share, recorded on March 28. The trading range between the period high and low was 16%. The volume-weighted average price for the period was RON 2.7593 per share.

LION shares declined by –7.83% year-to-date. Over the same period, the BET-BK index increased by +2.38%, while the BET-FI index decreased by –1.75% as of March 31, 2025.

As of March 31, 2025, the market capitalization of LION's issued shares was RON 1,314.451 million, and the market capitalization of outstanding shares RON 1,310.57 million, calculated at the closing price.

The two subsidiaries included in the consolidation are not listed on an organized capital market or an alternative trading system.

As of March 31, 2025, Lion Capital has 5,734,576 shareholders, according to data reported by Depozitarul Central S.A. Bucharest, the company that keeps the shareholders' register. Of the 2,490,000 treasury shares held as of 2024-year end, 990,000 were transferred to the beneficiaries of the share-based payment plan (Stock Option Plan) on March 20, 2025. Details on the completion of the Stock Option Plan were published in the current report of March 24, 2025. Following the acquisitions made under the public offer for the purchase of shares carried out between September 25 and October 8, 2024, as of March 31, 2025, the company still holds 1,500,000 treasury shares, representing 0.30% of the share capital.

SHAREHOLDERS STRUCTURE

as per holdings as of March 31, 2025

■39.36% Romanian individuals (5,732,299 shareholders)

■ 45.09% Romanian legal entities (104 shareholders)

■ 1.30% non-resident individuals (2,159 shareholders)

■ 13.96% non-resident legal entities (13 shareholders)

■ 0,30% Lion Capital treasury shares

The Ordinary General Meeting of Shareholders held on April 24, 2025, approved the allocation of the net profit for the financial year 2024, amounting to RON 161.734.652, to Other reserves, as own funding sources, without distributing dividends.

6. CORPORATE GOVERNANCE

Lion Capital is committed to upholding and developing the best practices of corporate governance, thus ensuring an efficient decision-making process, leading to the long-term viability of the business, achieving the objectives of the company, and creating sustainable value for all stakeholders (shareholders, management, employees, partners, and authorities). To maintain its competitiveness in an extremely dynamic climate, Lion Capital develops and adapts its corporate governance practices so that it can comply with the new requirements and take advantage of the new opportunities, policies promoted at group level.

Lion Capital has adhered to the Corporate Governance Code of the Bucharest Stock Exchange ("the Code"), the degree of compliance with the principles of the Code being presented in the statement accompanying the 2024 Annual Report, a document that published on the website of Company, www.lioncapital.ro.

By Regulation no. 2/2016, with subsequent amendments and completions, the Financial Supervision Authority (ASF) regulated the unitary normative framework for the application of the principles of corporate governance to the entities authorized, regulated, and supervised by ASF. Lion Capital's Statement on the application of the principles of corporate governance in 2024, accompanies the 2024 Annual Report published by Lion Capital.

Lion Capital's subsidiaries, in the scope of consolidation, apply principles and policies of internal governance similar to those of the parent company.

Lion Capital's Leadership

Pursuant to its Articles of Association, Lion Capital is governed under a unitary system, capable of ensuring an efficient operation of the Company, in accordance with the objectives of good corporate governance and the protection of the shareholder's legitimate interests.

The General Meeting of Shareholders (GMS)

The General Meeting of Shareholders (GMS) is the supreme governing body of the company.

General meetings are ordinary and extraordinary. The Ordinary General Meeting gathers at least once a year, no later than four months after the close of the financial year. The Extraordinary General Meeting shall be convened whenever necessary. The powers of the general meeting of shareholders are stated in the Articles of Association and comply with the legal provisions in force. Company's Articles of Association updated are available on company's website, www.lion-capital.ro, in the Corporate Governance section.

General Meeting's decisions are taken by show of hands or by secret vote. The secret vote is compulsory for electing Board members and for the appointment of the financial auditor and to revoke them, and also for decisions on the liability of the Board members. The decisions taken by the general meeting complying with the law and Company's Articles of Association shall be binding upon the shareholders who did not attend the meeting or voted against.

The general meeting of shareholders is chaired by the Chairman of the Board of the Directors and in his absence by the vice-chairman. The meetings are recorded by the secretariat elected by the General Meeting. Minutes of the meeting shall be recorded in a special register.

During the year 2025, the Board of Directors of Lion Capital convened the OGM and EGM for April 24 (25), 2025.

Information on the general meetings of shareholders and the adopted resolutions are presented on Company's website, www.lion-capital.ro, in the section Investor Relations • General Shareholders' Meetings

The Board of Directors

Lion Capital is under the management of a Board of Directors (i.e. administrators) comprised of five members, elected by the ordinary general meeting of shareholders for a mandate (term of office) of four years, with the possibility of being re-elected.

The Board of Directors has decision-making powers regarding the administration of the Company in the period between the general meetings of shareholders, except for the decisions that the law or company's Articles of Association provide exclusively for the general meeting.

The board of directors elects from its members a Chairman and a Vice-Chairman. As per the Articles of Association, the Chairman also holds the position of Chief Executive Officer of the Company.

Board members must cumulatively meet the general conditions stipulated by Law no. 31/1990 on trading companies, completed with the criteria established by Law no. 74/2015, Law no. 24/2017, and the regulations issued by the Financial Supervisory Authority (ASF).

The members of the Board are authorized in this function by ASF following their election by the general meeting of shareholders.

As of March 31, 2025, the composition of the Board of Directors was the following: Mr Bogdan Alexandru DRĂGOI – Chairman, Mr Sorin MARICA - Member, Mr Marcel Heinz PFISTER – member and Mr Ionel Marian CIUCIOI - member.

The Ordinary General Meeting of Shareholders (OGMS) of Lion Capital, held on October 31, 2024, elected the following individuals as members of the Board of Directors for a four-year term, starting on April 26, 2025, and ending on April 26, 2029: Bogdan-Alexandru Drăgoi, Rachid El Lakis, Sorin Marica, and Marcel Heinz Pfister. Mr. Ion Stancu was elected to the vacant seat on the Board of Directors by the OGMS held on April 24, 2025, for a four-year term starting on April 26, 2025, and ending on April 26, 2029. The exercise of the responsibilities associated with this position shall take place only after the issuance of the authorization/approval decision by the Financial Supervisory Authority, in accordance with the applicable legal provisions.

Advisory Committees within the Board of Directors

The Audit Committee - assists the Board of Directors in fulfilling its responsibilities in the financial reporting, internal control, and risk management areas, assists the Board of Directors in monitoring the trustworthiness and integrity of financial information provided by the Company, in particular by reviewing the relevance and consistency of the accounting standards applied by the Company. The duties of the Audit Committee are detailed in the Company's Internal Regulations.

The Audit Committee consists of at least three non-executive members of the Board of Directors. The Chairman of the committee is an independent non-executive member. At least one member of the audit committee shall have competence in accounting or auditing.

During 1Q 2025, the Audit Committee had the following composition: Mr Marcel PFISTER - Chairman of the Committee, Mr Sorin MARICA – member, and Mr Ionel Marian CIUCIOI - member.

The Nomination and Remuneration Committee (NRC) - assists the Board in fulfilling its responsibilities for the nomination of candidates for management positions and their remuneration. NRC duties are detailed within the Company's Internal Regulations.

The Nomination and Remuneration Committee is comprised of at least at least two members elected from the non-executive members of the Board of Directors, subject to the condition of independence provided for by the Company Law.

Throughout 1Q 2025, the composition of the Committee was the following: Mr Sorin MARICA – Chairman of the Audit Committee, Mr Marcel PFISTER – member and Mr Ionel Marian CIUCIOI – member.

The Executive Management

The effective management of the Company is performed by Executive Directors appointed by the Board of Directors, in accordance with the Company's bylaws and applicable regulations so that everyday management of the Company to be provided, at any given time, by at least two persons. The Executive Directors must meet the conditions set by the regulations issued by the Financial Supervisory Authority applicable to the Company and are endorsed in this position by the Authority.

As per the provisions of Law no. 31/1990 on trading companies, the Board of Directors has delegated part of its powers, within the limits established by law, the Articles of Association, and the decisions of the Board of Directors, less the powers reserved by law and/or the articles of association, to the general meeting of shareholders and the Board of Directors.

Responsibilities and duties of directors are set by the Board of Directors and are described in the Company's Internal Regulations and Corporate Governance Regulation, documents published on Company's website.

As of March 31, 2025, the composition of the executive team of Lion Capital was the following: Bogdan-Alexandru Drăgoi – Chairman and CEO, Florin-Daniel Gavrilă - Director, and Laurențiu Riviș - Director.

Description of the Main Elements of the Internal Control Systems and Risk Management

Risk Management

Lion Capital applies its Significant Risk Management Policy and Operational Procedures for the identification, assessment, measurement, and control of risks, as approved by the Company's Board of Directors.

The Board of Directors approves Lion Capital's risk appetite and risk tolerance limits, and together with executive management, ensures their implementation at the company level through the use of appropriate techniques, tools, and mechanisms.

The effectiveness of the risk management system adopted by Lion Capital is evaluated by the Board of Directors at least semi-annually, based on risk reports, in line with the policies, procedures, and controls in place.

The permanent risk management function plays a key role in defining the company's risk policy, monitoring and measuring risks, and ensuring continuous alignment of the risk level with the risk profile approved by the Board of Directors. The Risk Officer has access to all relevant information and provides senior management with up-to-date data to enable prompt corrective actions when necessary.

Ms. Adina Eleonora Hodăjeu has held the position of Risk Officer since March 9, 2018 (ASF Registry no.: PFR13.2FARA/020053).

The risk management function is subject to regular review by both internal and external audit.

The company's governance structure, through the Board of Directors and the Audit Committee, approves and periodically reviews both the risk strategy and the policy for managing significant risks.

The Significant Risk Management Strategy is based on the company's risk management objectives and focuses on three parameters: risk appetite, risk profile, and risk tolerance. The strategy adopted by Lion Capital's Board of Directors is to maintain a moderate risk appetite.

This objective takes into account the fact that, in economically challenging conditions, a higher level of risk may objectively be accepted due to existing portfolio exposures. However, all necessary measures will be taken to reduce the risk appetite for new (future) exposures.

The objective of the Risk Management Department for 2025 is to ensure proactive risk management, with a focus on the following areas:

Identifying potential risk-generating events related to Lion Capital's portfolio management activity, as well as secondary risks, to improve the company's responsiveness to events beyond its control;
Proactive management through continuous monitoring of risk systems and processes;
Periodic risk reviews to update the current risk profile and identify new risks that may impact the company;
Regular testing and remediation of vulnerabilities to eliminate potential threats;

• Implementation of applicable legal and regulatory requirements (both local and EU directives and regulations) and alignment of operational procedures with the latest regulatory developments applicable to AIFMs/AIFs.

The 2025 Risk Management Continuity Plan was approved by the Board of Directors in January 2025.

Risk Profile and Risk Limits

Risk appetite represents the level of risk that the company is willing to accept, and it has two components: (i) the risk level related to existing exposures and (ii) the risk level related to future exposures.

In August 2024, the Board of Directors approved the maintenance of a moderate risk appetite for the following 12 months.

Risk Limits and Risk Profile

The risk management policy is based on a system of limits used to monitor and control significant risks, in line with the risk profile and the approved investment strategy. At the level of the Fund's portfolio, the risk limits cover the following categories: market risk, liquidity risk, credit and counterparty risk, operational risks, and other risk types, all of which are assessed through the risk profile.

The risk profile is evaluated quarterly through periodic risk reports and is monitored in relation to the defined risk objectives. Depending on how the risk profile evolves in relation to these objectives, and the duration of any specific deviation (e.g., how long a certain risk exceeds a predefined level), the company may implement corrective or control measures for the relevant risk factors. The risk profile reflects the impact of the entire portfolio of risks.

In August 2024, the Board of Directors approved the classification of the company's overall risk level as MODERATE for the next 12 months (until the next annual assessment), provided that the periodic monitoring does not indicate the need for revisions.

Compliance Function

Lion Capital establishes and maintains a permanent and operational compliance function, which operates independently from other activities. The Compliance Department reports directly to the Board of Directors and is primarily responsible for: (i) regularly monitoring and evaluating the effectiveness and proper implementation of control measures and procedures, as well as the measures taken to address any noncompliance situations; (ii) providing guidance and support to relevant personnel responsible for delivering services and activities in accordance with the legal requirements and regulations issued by the Financial Supervisory Authority (ASF).

The persons appointed as Compliance Officer/representatives of the Compliance Department are authorised in this role by the ASF and are recorded in the ASF register.

Handling of Complaints. Shareholders who are dissatisfied with the company's activities under applicable legislation, or with the information provided in response to their requests, may submit a complaint to Lion Capital. Complaints are handled in accordance with ASF Regulation no. 9/2015, and the procedure to follow is published on the company's website. In accordance with this regulation, a secure electronic register of complaints has been established, where submitted complaints, the reported issues, and the resolution actions are recorded. The complaints register is managed by the representative of the Compliance Office.

Internal Audit

Lion Capital establishes and maintains a permanent and operational internal audit function, which operates independently from other functions and activities and reports directly to the Board of Directors.

The company's activities are subject to regular internal audit to provide an independent assessment of its operations, controls, and governance processes. The audit evaluates potential risk exposure across business segments (e.g., asset security, regulatory and contractual compliance, integrity of operational and financial information), makes recommendations to improve systems, controls, and procedures, and follows up on corrective actions and their outcomes.

Internal audit is an independent and objective activity that provides the company with assurance on the level of control over its operations and is conducted according to procedures designed for its execution. Each internal audit assignment includes a detailed programme outlining the scope, objectives, allocated resources, and time frame.

The objectives of internal audit are to support the company in identifying and assessing significant risks in order to provide an independent evaluation of risk management, control, and governance processes, and to assist the company in maintaining an efficient and effective control system.

The internal audit activity of Lion Capital is outsourced to the firm New Audit SRL, based in Arad.

Assessment of matters concerning the employees

The essential social objective of the group consists in establishing a positive organizational culture, aiming at providing good working conditions for employees, pay and motivating motivation systems, correct systems and evaluation criteria, efficient information and control systems, full use and efficient of working hours, availability for change, commitment, good communication.

The evolution of the Group's number of employees is presented in the table below:

	Average number of employees
Company Name	1Q 2022	1Q 2023	1Q 2024	1Q 2025
Lion Capital	32	31	32	30
SAI Muntenia Invest	29.18	28.68	28.01	27.12
Administrare Imobiliare	5.5	5	5.5	5.63
TOTAL	66.68	64.68	65.51	62.75

Throughout 1Q 2025 there were no conflicting matters in the relations between management and employees, neither in Lion Capital nor in the companies in the consolidation.

During 1Q 2025, no collective layoffs occurred, neither in the case of Lion Capital, nor in the case of the companies in the scope of consolidation.

All companies in the consolidation have organizational and operational regulations approved by the Boards of Directors, describing how they are organized and regulating the operation of their compartments, setting competences for each compartment, their duties, and responsibilities.

Assessment of matters concerning the environment

The Lion Capital Group does not have an Integrated Environmental and Social Governance Policy or Procedure but covers the relevant aspects in this area in various corporate documents applicable to each company, specific to their work.

The Group is committed to the responsible management of environmental issues, choosing that in the processes related to the current activity to efficiently manage the resources, thus ensuring that the environment is protected in all aspects of the day-to-day administrative activity.

Thus, the companies in the Group are engaged in responsible management of the waste generated both by the activity of employees and by the daily operations carried out at the headquarters of the companies in the group. Among the residual materials are paper, plastic, electrical and electronic equipment waste, batteries and accumulators, lighting devices, printer cartridges and household waste. Used batteries and accumulators, printer cartridges and end-of-life electrical and electronic equipment, if not managed properly, can have negative effects on the environment and human health, so we strive to continuously modernize all processes in the company's activity, in particular by reducing consumption of resources and reducing the volume of waste produced and through their selective and efficient collection.

The importance of saving energy, reducing the consumption of electricity and methane gas was a priority to minimize the impact on the environment and control operational costs.

At the same time, a series of resource-saving measures were implemented. These include opting for electronic communication instead of paper and digitizing operations. The use of electronic equipment with low energy consumption and compliance with ergonomics and environmental protection standards is also aimed at.

Both Lion Capital and the companies in the group - SAI Muntenia Invest S.A. and Administration Imobiliare S.A. - do not need special environmental permits and do not carry out activities with an impact on the environment.

7. SIGNIFICANT EVENTS DURING 1Q 2025

Publication of Preliminary Financial Results for 2024

On February 28, 2025, Lion Capital published the preliminary financial results for the year ended December 31, 2024, prepared in accordance with IFRS. The information was disclosed to the market (Bucharest Stock Exchange) and published on the Company's website at www.lion-capital.ro.

Convening of the OGMS and EGMS for April 24 (25), 2025

The Board of Directors of Lion Capital SA, meeting on March 20, 2025, convened, pursuant to Article 117 of Law no. 31/1990, the Ordinary General Meeting of Shareholders (OGMS) for April 24, 2025, at 10:00 a.m., and the Extraordinary General Meeting of Shareholders (EGMS) for April 24, 2025, at 12:00 p.m., to take place at the Company's headquarters in Arad, 35A Calea Victoriei.

If the validity conditions are not met on first call, the OGMS is reconvened for April 25, 2025, at 10:00 a.m., and the EGMS for April 25, 2025, at 12:00 p.m., with the same agenda and at the same location.

The OGMS and EGMS convening notice was published on the Company's website, www.lion-capital.ro, under the section Investor Relations • General Meetings of Shareholders.

Authorization of Compliance Officer

On March 24, 2025, Lion Capital SA informed shareholders and investors that, by ASF Authorization no. 27 dated 21.03.2025, Mr Ioan Eugen Cristea was authorized as the Company's Compliance Officer and is registered in the ASF public register under no. PFR 14 RCCO/020047.

Completing the compliance office to two members ensures the permanence of this key-function and the optimal fulfilment of the regulated duties and responsibilities. Following the ASF authorisation, in the compliance office will activate the following persons: Mr Păunel-Ilie Gavra and M. Ioan-Eugen Cristea.

Completion of Share-based Payment Plan

By Current Report dated February 6, 2024, the Company has informed the shareholders upon the approval by the Board of Directors of the "Share-based Payment Plan" (Stock Option Plan), by which 990,000 shares issued by the Company were offered to the members of Company's management, as per the resolutions no. 4 and no. 5 adopted by the Extraordinary General Meeting of Shareholders on April 27, 2023.

At the same time, with the same current report, it was published the "Disclosure document concerning the shares offered or allotted to members of Lion Capital management", prepared as per Regulation (EU) 2017/1129 and ASF Regulation no. 5/2018.

Lion Capital informed the investors that upon completing the term of 12 months from the signing of the share-based payment agreements, the members of the management structure exercised their right to receive a number of 990,000 LION shares, representing 0.1951% of the current share capital.

By Letter no. 8482 of March 21, 2025, registered at Lion Capital under no. 528 on March 24, 2025, Depozitarul Central (Central Depository) communicated that, on March 20, 2025, carried out the direct transfer of shares in accordance with the regulations in force. The information provided in art. 19 of Regulation (EU) 2014/596 will be available on company's website in the Investor Relation section.

As there were no changes in the "Disclosure Document Concerning the Shares Offered or Allotted" initially published, the said current report represents the "Disclosure Document Concerning the Shares Allotted", within the meaning of the provisions of Regulation (EU) 2017/1129 and ASF Regulation no. 5/2018.

Revocation of a Board Decision

On March 31, 2025, Lion Capital S.A. informed investors that, during the Board of Directors meeting held, it was decided to revoke Board of Directors' Decision no. 3 dated November 28, 2024, which had approved the appointment of Mr Rachid El Lakis as interim administrator and Vice-Chairman of the Board of Directors of Lion Capital S.A., filling the vacancy resulting from the resignation of Mr Radu Răzvan Străuț.

The revocation of Board of Directors Decision no. 3 dated November 28, 2024, occurs in the context in which the term of office of the Board of Directors elected at the Lion Capital's Ordinary General Meeting of Shareholder of October 31, 2024, is set to begin on April 26, 2025, subject to the authorization of the administrators (members of the Board of Directors) by the Financial Supervisory Authority, a procedure that is currently ongoing as of the date of this current report. Given the short remaining duration of the interim mandate, the Board of Directors has determined that maintaining the decision subject to revocation is no longer justified, and consequently, the authorization request for the position of interim administrator will also be withdrawn.

8. OTHER SIGNIFICANT INFORMATION

Events After the Reporting Period

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

Supplemented Agenda of OGM convened for April 24 (25), 2025

Lion Capital S.A. informed investors that on April 4, 2025, the company received a request to supplement the agenda of the Ordinary General Meeting of Shareholders of Lion Capital S.A., convened for April 24 (25), 2025. The request to supplement the agenda was submitted by the shareholder Blue Capital S.R.L., with the registered office in Bucharest, holding a stake of 8.4727% of Lion Capital's share capital.

The request to supplement the agenda of the Ordinary General Meeting of Shareholders was reviewed by the Board of Directors of Lion Capital SA during the meeting of April 8, 2025. The agenda of the OGMS was supplemented by adding a second option to item 4, as follows:

Item 4. OPTION II (proposed by the shareholder Blue Capital S.R.L.):

(a) Approval of the allocation of the net profit achieved in 2024, amounting to RON 161,734,652, as follows: (i) the amount of RON 80,867,326 to be distributed as gross dividends, representing a gross dividend per share of RON 0.1593 (the dividend shall be distributed only to shares entitled to dividends, excluding treasury shares; to the extent that treasury shares are registered on the applicable record date, they shall not be entitled to dividends); and (ii) the amount of RON 80,867,326 to be allocated to Other reserves, as own financing sources.

(b) Approval of May 26, 2025, as the payment date, calculated in accordance with the provisions of Article 178(2) of Regulation no. 5/2018 on issuers of financial instruments and market operations, as subsequently amended and supplemented.

Authorisation of the Company's Board Members

Lion Capital S.A. informs investors that, through ASF Authorization no. 41/17.04.2025, the Financial Supervisory Authority authorized Mr Bogdan-Alexandru Drăgoi, Mr Marcel Heinz Pfister, and Mr Sorin Marica as members of the Board of Directors of Lion Capital S.A. for a four-year mandate starting on April 26, 2025, in accordance with Resolution no. 3/31.10.2024 of the Ordinary General Meeting of Shareholders.

By the same ASF Authorization no. 41/17.04.2025, the Financial Supervisory Authority also approved amendments to the significant conditions underlying the authorization of Lion Capital S.A., following the appointment of Mr Rachid El Lakis as a member of the Board of Directors for a four-year mandate starting on April 26, 2025, in accordance with Resolution no. 3/31.10.2024 of the Ordinary General Meeting of Shareholders.

The composition of the Board of Directors of Lion Capital S.A., as authorized by ASF Authorization no. 41/17.04.2025, effective as of April 26, 2025, is as follows: Bogdan-Alexandru Drăgoi, Rachid El Lakis, Marcel Heinz Pfister, and Sorin Marica.

OGM and EGM of April 24, 2025

The Ordinary and Extraordinary General Meetings of Shareholders took place on April 24, 2025, at the first call. All documents regarding the organisation and conduct of the General Meetings of Shareholders, as well as the adopted resolutions, are available on the Company's website at www.lion-capital.ro, in the section Investor Relations • General Meetings of Shareholders.

The Ordinary General Meeting of Shareholders approved the following:

▪ The separate financial statements for the financial year 2024, based on the discussions and reports presented by the Board of Directors and the financial auditor, including the remuneration report of Lion Capital for the year 2024, in accordance with Article 107 paragraph (6) of Law no. 24/2017, as republished, annexed to the annual report of the Board of Directors;

The allocation of the net profit achieved in 2024, amounting to RON 161,734,652, to Other reserves, as own sources of financing;
The consolidated financial statements for the year ended December 31, 2024, based on the discussions and reports presented by the Board of Directors and the financial auditor;
The discharge of liability of the administrators for their activity carried out during the 2024 financial year;
The Revenue and Expenses Budget and the Activity Plan for the year 2025;
The remuneration due to the members of the Board of Directors for the 2025 financial year, at the level established by the OGMS resolution of April 26, 2016;
The general limits of all additional remuneration of the members of the Board of Directors and the general limits of the remuneration of the directors for the 2025 financial year, as established by OGMS Resolution no. 7 of April 27, 2020;
The election of Mr Ion Stancu, whose identification details are available at the Company, as member of the Board of Directors, to fill the vacant position, for a term of 4 years starting from April 26, 2025, until April 26, 2029. The appointed person shall exercise their duties as administrator only upon the issuance of the authorisation/approval decision by the Financial Supervisory Authority, in accordance with the applicable legal provisions;
The updated and supplemented Remuneration Policy of Lion Capital S.A., in accordance with the provisions of Article 106 of Law no. 24/2017 on issuers of financial instruments and market operations, as republished and subsequently amended.

The main items on the agenda approved by the Extraordinary General Meeting of Shareholders include:

▪ The implementation of a share buyback program ("Program 9") by the Company, in compliance with applicable legal provisions, with the following key characteristics:

(i) Purpose of Program 9: the Company will repurchase shares under Program 9 for the purpose of granting them free of charge to members of the Company's management (administrators, directors), as a loyalty and performance-based incentive, according to performance criteria to be determined by the Board of Directors; (ii) Maximum number of shares to be repurchased: up to 1,100,000 shares; (iii) Minimum price per share: RON 0.1; (iv) Maximum price per share: RON 9.1454; (v) Duration of Program 9: up to 18 months from the date of publication of the resolution in Part IV of the Official Gazette of Romania; (vi) Payment for the shares acquired under Programme 9 shall be made from legally permitted sources.

In addition to the key characteristics, Program 9 will include other legally required conditions not explicitly listed above. The acquisition of shares under Program 9 will be conducted through all market operations permitted by law, which may also include public purchase offers initiated by the Company, in compliance with legal requirements. The Board of Directors is empowered to take all necessary steps and fulfil all required formalities for the implementation of Program 9, in accordance with the above-mentioned requirements.

The use of the shares acquired under Program 9 for the free allocation to members of the Company's management (administrators, directors) under a "Stock Option Plan", in accordance with the applicable legislation. The Company's Board of Directors is empowered to take all necessary measures and fulfil all required formalities for the approval and implementation of the Stock Option Plan.
the update to Lion Capital's main object of activity in accordance with the new version of the National Economy Activity Classification approved by Order no. 377/17.04.2024 of the President of the National Institute of Statistics (CAEN Rev.3) from Other financial intermediation n.e.c., CAEN code 6499, to Other financial intermediation n.e.c., except for insurance and pension funds activities, CAEN code 6499, with the result of updating Article 2 par. (1) of the Articles of Association, as follows:

"Article 2 – Company's Object of Activity

(1) The main object of activity is: Financial intermediation, except for insurance and pension funds activities, CAEN code 64, and the main business activity is Other financial Intermediation n.e.c., except for insurance and pension funds activities, CAEN code 6499. The company's object of activity consists in: a) portfolio management;

b) risk management;

c) other activities carried out within the framework of collective management of an investment fund,

as permitted by applicable legislation, such as:

(i) entity administration: legal and accounting services for the company, investor information requests, asset valuation, tax reclaim, regulatory compliance monitoring, keeping the register

of participation securities holders, income distribution, issuance and redemption of participation securities, settlement of transactions, including certificate issuance, and record-keeping; (ii) distribution; (iii) activities related to AIF assets: services necessary for fulfilling the duties of AIFM management, infrastructure management, real estate asset management, advisory services related to capital structure, industrial strategy and related matters, consultancy and services for mergers and acquisitions of entities, as well as other services related to the management of AIFs and of companies and other assets in which the AIF has invested."

Resolutions of the Board of Directors dated 26.04.2025 and 28.04.2025

The Board of Directors of Lion Capital S.A., convened on April 26, 2025, in the presence of the four acting directors, having regard to Resolution no. 3 of the Ordinary General Meeting of Shareholders of Lion Capital dated October 30, 2024, and the provisions of the Articles of Association of Lion Capital S.A., adopted the following resolutions:

Elected Mr Bogdan-Alexandru Drăgoi as Chairman of the Board of Directors.
Elected Mr Rachid El Lakis as Vice-Chairman of the Board of Directors.

The Board of Directors of Lion Capital S.A., convened on April 28, 2025, in the presence of the four acting directors, considering the resolutions adopted on the same day by the Nomination and Remuneration Committee, as well as the provisions of the Articles of Association of Lion Capital S.A., adopted the following resolutions:

• Approved the preliminary individual assessment of Mr Bogdan-Alexandru Drăgoi for the position of Chief Executive Officer (CEO), based on the conclusions of the assessment report presented by the Nomination and Remuneration Committee;

• Elected Mr Bogdan-Alexandru Drăgoi as CEO of Lion Capital S.A. and approved the delegation of the company's management to Mr. Bogdan-Alexandru Drăgoi, in his capacity as CEO, in accordance with the provisions of Article 143 of Law no. 31/1990, within the limits of the powers and responsibilities provided by the Articles of Association and the internal regulations of Lion Capital S.A., as well as the decisionmaking and signing powers approved by the Board of Directors;

• Approved that Mr Bogdan-Alexandru Drăgoi's mandate as CEO shall have a duration of four years, starting on April 26, 2025, and ending on April 26, 2029, with the specific duties of the new mandate to be exercised by the CEO only after obtaining the authorization decision issued by the Financial Supervisory Authority.

The appointment decision for the Chief Executive Officer was submitted for authorization to the Financial Supervisory Authority, and Lion Capital will duly inform investors regarding the decisions adopted by the Authority.

Notification under art. 71 par. (1) of Law 24/2017

Lion Capital informed the investors upon the receiving on May 8, 2025, of - Notifications of change in ownership threshold in Lion Capital SA as per art. 71 par. (1) of Law no. 24/2017(R) and ASF Regulation no. 5/2018 (Annex 18) from DAYRICH (CYPRUS) LTD.

The notification received was published together with the current report issued by the Company.

Authorization of Member of the Company's Senior Management

On May 15, 2025, Lion Capital SA informed investors that, by ASF Authorization no. 54/15.05.2025, the Financial Supervisory Authority (ASF) has authorized Mr Bogdan-Alexandru Drăgoi as a member of the Company's Senior Management, in accordance with Board of Directors Decision no. 2/28.04.2025. The composition of the Senior Management of Lion Capital SA is as follows: Mr Bogdan-Alexandru Drăgoi – Chief Executive Officer, Mr Laurențiu Riviș – Director, and Mr Florin-Daniel Gavrilă – Director. The ASF authorization is effective as of May 15, 2025, the date it was communicated to Lion Capital SA.

Legal dispute regarding the use of the trade name "Lion Capital"

Lion Capital informed investors by the current report dated May 28, 2025, that, according to publicly available information on the official court portal, in case file no. 38735/3/2023, concerning an action filed by the claimant Lion Capital LLP, a legal entity of British nationality, regarding intellectual property rights related to the use of the trade name "Lion Capital" by our company, the Bucharest Tribunal issued the following ruling on May 27, 2025: "Partially admits the claim. Orders the defendant, LION CAPITAL S.A., to amend its trade name so that it no longer infringes upon the industrial property rights of the claimant. Prohibits the defendant, LION CAPITAL S.A., from using the name LION CAPITAL in its commercial activity, including but not limited to usage on the websites www.sif1.ro/ro and www.lion-capital.ro, as well as on the Bucharest Stock Exchange. Orders the defendant, LION CAPITAL S.A., to delete the domain name lioncapital.ro. Dismisses the action brought against the defendants THE NATIONAL TRADE REGISTER OFFICE and THE NATIONAL INSTITUTE FOR RESEARCH AND DEVELOPMENT IN INFORMATICS as being filed against parties lacking procedural standing. Dismisses the claimant's request to cancel the trade name Lion Capital S.A. as unsubstantiated. (...)"

The decision issued by the Bucharest Tribunal in case no. 38735/3/2023 is not final and may be appealed within 30 days from its official communication.

This report is accompanied by the following:

ANNEX 1	Condensed Interim Consolidated Financial Statements as of March 31, 2025, prepared in accordance with IAS 34 Interim Financial Reporting and the International Financial Reporting Standards adopted by the European Union, and Norm no. 39/2015 for the approval of the Accounting Regulations compliant to the International Financial Reporting Standards, applicable to entities authorized, regulated, and supervised by the Financial Supervisory Authority (ASF) – Financial Instruments and Investments Sector – unaudited
ANNEX 2	Lion Capital's Net Asset statement as of March 31, 2025, prepared in accordance with Annex 10 of Regulation no. 7/2020 prepared based on the separate financial statements as of March 31, 2025
ANNEX 3	Lion Capital's Detailed Statement of Investments as of March 31, 2025, in accordance with Annex 11 of Regulation no. 7/2020 prepared based on the separate financial statements as of March 31, 2025

ANNEX 1

Condensed Interim Consolidated Financial Statements as of March 31, 2025, prepared in accordance with IAS 34 Interim
Financial Reporting and the International Financial Reporting Standards adopted by the European Union, and Norm no.
39/2015 for the approval of the Accounting Regulations compliant to the International Financial Reporting Standards,
applicable to entities authorized, regulated, and supervised by the Financial Supervisory Authority (ASF) – Financial
Instruments and Investments Sector – unaudited

ANNEX 2

Lion Capital's Net Asset statement as of March 31, 2025, prepared in accordance with Annex 10 of Regulation no. 7/2020
prepared based on the separate financial statements as of March 31, 2025

ANNEX 3

Lion Capital's Detailed Statement of Investments as of March 31, 2025, in accordance with Annex 11 of Regulation no. 7/2020
prepared based on the separate financial statements as of March 31, 2025

The version prepared in Romanian of the consolidated report of the Board of Directors (which is the official and binding version) was approved by the Board of Directors of Lion Capital in the meeting held on May 30, 2025.

Bogdan-Alexandru DRĂGOI Chairman and CEO

Lion Capital S.A.

Condensed Interim Consolidated Financial Statements as of March 31, 2025

prepared in accordance with IAS 34 Interim Financial Reporting and the International Financial Reporting Standards adopted by the European Union, and Norm no. 39/December 28, 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, with subsequent amendments and additions

unaudited

FREE TRANSLATION from Romanian which is the official and binding version

CONTENTS page

Condensed Interim Consolidated Financial Statements

Condensed Interim Consolidated Statement of Profit and Loss and Other Comprehensive Income	1
Condensed Interim Consolidated Statement of Financial Position	2
Condensed Interim Consolidated Statement of Changes in Equity	3-4
Condensed Interim Consolidated Cash Flow Statement	5
Notes to the Condensed Interim Consolidated Financial Statements	6 – 26

Lion Capital Condensed Interim Consolidated Statement of Profit and Loss and Other Comprehensive Income for the period ended March 31, 2025 (all amounts presented in RON)

Denominated in RON	Note	March 31, 2025	March 31, 2024
Income
Dividend income	6	-	12,562,232
Interest income (assets at amortized cost, assets at FVTOCI)	7	9,762,227	5,272,520
Interest income (assets at FVTPL)	7	1,148,492	1,217,343
Other operating revenues	8	10,534,385	9,847,864
Other financial revenues		-	445,500
Gan/(Loss) on investment
Net gain/(Loss) from exchange rate differences		71,182	(323,718)
Net Gain / (Loss) from financial assets at FVTPL	9	(41,342,837)	(108,650)
Expenses
Reversals / (set-up) of provisions for risks and expenses		891,965	-
Reversals / (set-up) of adjustments for credit losses expected current assets		(19,848)	263
Commissions expenses	10	(1,376,958)	(1,247,659)
Other operating expenses	11	(8,835,212)	(8,225,516)
Profit / (Loss) before tax		(29,166,604)	19,440,179
Income tax	12	(1,116,775)	(2,113,811)
Net profit / (Loss) for the period		(30,283,379)	17,326,368
Profit / (Loss) is attributed to:
Lion Capital Parent company		(30,285,919)	17,322,808
Non-controlling interests		2,540	3,560
Total profit for the period		(30,283,379)	17,326,368
Other comprehensive income
Amounts that are or may be transferred to retained earnings
Change in fair value of the shares measured by other comprehensive income		42,818,176	182,849,897
Retained earnings from the correction of accounting errors		-	(32,848)
Effect of the income tax related to them		(12,892,180)	(36,153,991)
Other comprehensive income		29,925,996	146,663,058
Total comprehensive income for the period		(357,383)	163,989,426

The condensed interim consolidated financial statements were approved by the Board of Directors on May 30, 2025, and were signed on its behalf by:

Bogdan-Alexandru Drăgoi Bogdan Dușu Chairman and CEO CFO

Condensed Interim Consolidated Statement of Financial Position for the period ended March 31, 2025 (all amounts presented in RON)

Denominated in RON	Note	March 31, 2025	March 31, 2024
Assets
Cash and cash equivalents	13	488,933,541	628,813,111
Bank deposits	14	20,279,273	21,079,992
Financial assets measured at amortized cost		122,732,647	1,257,518
Other financial assets	17	55,788,277	54,104,542
Other assets		625,714	530,109
Assets held for sale		64,940,084	64,940,084
Financial assets at fair value through profit and loss	15	1,639,378,113	1,753,626,278
Financial assets at fair value through other comprehensive income (shares)	16	2,435,012,810	2,274,160,300
Investment property		31,887,961	31,887,961
Tangible assets (property, plant, and equipment)		7,342,455	7,562,103
Total assets		4,866,920,875	4,837,961,998
Liabilities
Dividends payable		9,803,574	9,816,738
	18	1,611,713	5,424,817
Other financial liabilities
Other liabilities and deferred income		66,027,517	67,069,538
Provisions for risks and expenses		4,979,232	5,871,197
Deferred income tax liabilities	19	243,378,889	228,620,327
Total liabilities		325,800,924	316,802,618
Equity
Statutory share capital	20	50,751,006	50,751,006
Treasury shares		(4,488,600)	(7,221,000)
Losses from the repurchase of own shares		(151,959)	(151,959)
Benefits granted in equity instruments		89,100	2,399,100
Other reserves	20	2,116,822,167	2,116,822,167
Reserves from revaluation of tangible assets		2,523,295	2,523,295
Legal reserves		10,451,417	10,451,417
Reserves from revaluation of financial assets designated FVTOCI Retained earnings	20 20	1,372,413,253 971,162,429	1,324,061,145 1,019,841,761
Total		4,519,572,108	4,519,476,932
Non-controlling interests		21,547,843	1,682,347
Total equity		4,541,119,951	4,521,159,380
Total liabilities and equity		4,866,920,875	4,837,961,998

The condensed interim consolidated financial statements were approved by the Board of Directors on May 30, 2025, and were signed on its behalf by:

Bogdan-Alexandru Drăgoi Bogdan Dușu Chairman and CEO CFO

Condensed Interim Consolidated Statement of Changes in Equity

for the period ended March 31, 2025 (all amounts presented in RON)

in RON	Share capital	Treasury shares	Losses from share buyback	Legal reserves	Reserves from change of financial assets through other comprehensive income	Reserves from revaluation of tangible assets	Benefits granted in equity instruments	Other reserves	Retained earnings	Total)	Non-controlling interests	Total
Balance on January 1, 2025	50,751,006	(7,221,000)	(151,959)	10,451,417	1,324,061,145	2,523,295	2,399,100	2,116,822,167	1,019,841,761	4,519,476,932	1,682,347	4,521,159,380
Profit /(Loss) for the period	-	-	-	-	-	-	-	-	(30,285,919)	(30,285,919)	2,540	(30,283,379)
Reserve from revaluation of financial assets transferred to retained earnings	-	-	-	-	(736,654)	-	-	-	736,654	-	-	-
Retained earnings from the correction of accounting errors	-	-	-	-		-	-	-	-	-	-	-
Change in the revaluation reserve of FVOCI financial assets	-	-	-	-	62,730,547	-	-	-	(19,912,371)	42,818,177	-	42,818,177
Related deferred income tax	-	-	-	-	(13,641,786)	-	-	-	749,606	(12,892,180)	-	(12,892,180)
Total comprehensive income for the period	-	-	-	-	48,352,107	-	-	-	(48,712,030)	(359,922)	2,540	(357,382)
Other reserves – profit distribution		-	-		-	-	-	-	-	-	-	-
Lapsed dividends	-	-	-		-	-	-	-	-	-	-	-
Change of the reserve related to subsidiaries	-	-	-	-	-	-	-	-	-	-	19,862,855	19,862,855
Change in benefits granted	-	2,732,400	-	-	-	-	(2,310,000)	-	-	422,400	-	422,400
Share buyback	-	-	-	-	-	-	-	-	-	-	-	-
Cancelation of treasury shares	-				-	-	-	-	-	-		-
Total transactions with shareholders recognized directly in equity	-	2,732,400	-	-	-	-	(2,310,000)	-	-	422,400	19,862,855	20,285,255
Balance on March 31, 2025	50,751,006	(4,488,600)	(151,959)	10,451,417	1,372,413,253	2,523,295	89,100	2,116,822,167	971,162,429	4,519,572,107	21,547,843	4,541,119,951

The condensed interim consolidated financial statements were approved by the Board of Directors on May 30, 2025, and were signed on its behalf by:

Bogdan-Alexandru Drăgoi Bogdan Dușu Chairman and CEO CFO

Condensed Interim Consolidated Statement of Changes in Equity

for the period ended March 31, 2025 (all amounts presented in RON)

in RON	Share capital	Treasury shares	Losses from share buyback	Legal reserves	Reserves from change of financial assets through other comprehensive income	Reserves from revaluation of tangible assets	Benefits granted in equity instruments	Other reserves	Retained earnings	Total	Non-controlling interests	Total
Balance on January 1, 2024	50,751,006	(2,494,800)	(31,973)	11,106,413	1,002,509,287	1,176,569	2,159,850	1,699,567,035	1,284,040,414	4,048,783,799	1,564,620	4,050,348,420
Profit/(Loss) for the period Reserve from revaluation of financial assets transferred to retained earnings	- -	- -	- -	- -	- -	- -	- -	- -	17,322,808 -	17,322,808 -	3,560 -	17,326369 -
Retained earnings from the correction of accounting errors		-	-	-		-	-	-	(32,88)	(32,88)	-	(32,88)
Change in reserve from revaluation of FVOCI	-	-	-	-	211,173,623	-	-	-	(28,323,674)	182,849,950	-	182,849,950
Related deferred tax	-	-	-	-	- (36,154,045)	-	-	-	-	(36,154,045)	-	(36,154,045)
Total comprehensive income for the period	-	-	-	-	175,019,579	-	-	-	(11,033,713)	163,985,865	3,560	163,989,426
Other reserves – profit distribution		-	-		-	-	-	-	33,260,837	33,260,837	-	33,260,837
Lapsed dividends	-	-	-		-	-	-	-	-	-	-	-
Change of the reserve related to subsidiaries	-	-	-	(687,747) -	-	-	-	-	687,747	-	106,574	106,574
	-	2,494,800	-	-	-	-		-	-	546,150	-	546,150
Change in benefits granted							(1,948,650)
Share buyback	-	-	31,973	-	-	-	-	-	-	31,973	-	31,973
Cancelation of treasury shares Total transactions with shareholders recognized directly in equity	- -	2,494,800	- 31,973	687,747	- -	- -	- (1,948,650)	- -	- 33,948,584	- 33,838,960	106,574	- 33,945,533
Balance on March 31, 2024	50,751,006	-	-	10,418,666	1,177,528,865	1,176,569	211,200	1,699,567,035	1,306,955,284	4,246,608,626	1,674,754	4,248,283,379

The condensed interim consolidated financial statements were approved by the Board of Directors on May 30, 2025, and were signed on its behalf by:

Bogdan-Alexandru Drăgoi Bogdan Dușu Chairman and CEO CFO

Condensed Interim Consolidated Cash Flow Statement

for the period ended March 31, 2025 (all amounts presented in RON)

Denominated in RON	March 31, 2025	March 31, 2024
Cash flow from operating activities
Net profit for the period	(30,283,379)	17,326,368
Adjustments for:
Amortization of tangible and intangible assets	275,604	239,771
Gain from disposal of tangible assets	2,957	-
Net gain / (loss) from financial assets FVTPL (shares and fund units)	41,342,836	108,650
Dividend income	-	(12,561,658)
Interest income	(10,911,712)	(6,489,863)
Benefits granted in equity instruments	422,400	991,650
Income tax	(57,613)	(41,014)
Operating profit before changes in assets and liabilities	1,116,774	2,097,750
Changes in operating assets and liabilities	1,907,868	1,671,655
Changes in other assets
Changes in other liabilities	(2,816,699)	(963,471)
Income tax paid	(4,251,427)	(2,489,116)
Net cash generated by / used in operating activities	(2,437,116)	(12,339,753)
Cash flow from investment activities
Payments for purchase of financial assets FVTOCI (shares)	(98,858,616)	-
Proceeds from sale of financial assets FVTOCI (shares)	736,653	-
(Placements) / Proceeds from term deposits greater than 3 months	825,894	3,531,358
Proceeds from sale/repurchase of assets FVTPL (fund units, bonds)	74,102,593	51,797,100
Payments for purchase of assets FVTPL (fund units, shares, loans)	-	(149,850)

Proceeds /(Payments) on assets measured at amortized cost (bonds)	(120,204,617)	-
Proceeds from sale of tangible assets and investment property	-	499,378
Payments for purchase of tangible assets	(154,786)	(88,248)
Collected dividends	-	11,556,725
Collected interest	11,300,545	6,358,626
Net cash used in investment activities	(132,252,335)	73,505,089
Cash flow from financing activities
Proceeds / Loan repayments (including leasing)	(16,698)	511
Dividends paid to shareholders of the Group	(13,164)	(25,973)
Share buyback Net cash used in financing activities	- (29,861)	- (25,462)
Net increase / (decrease) in cash and cash equivalents	(139,879,570)	59,358,942
Cash and cash equivalents at the beginning of the period	628,813,111	417,878,500
Cash and cash equivalents at the end of the period	488,933,541	477,237,442

Cash and cash equivalent comprise:
	March 31, 2025	March 31, 2024
Petty cash	5,897	3,453
Current accounts in banks (including due interest)	2,673,070	8,899,363
Bank deposits with initial maturity less than 3 months (including due interest)	486,254,509	468,334,562
Other values and treasury advances	64	64

The condensed interim consolidated financial statements were approved by the Board of Directors on May 30, 2025, and were signed on its behalf by:

Cash and cash equivalent 488,933,541 477,237,442

Bogdan-Alexandru Drăgoi Bogdan Dușu Chairman and CEO CFO

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

Consolidated accounting policies

1. Reporting Group

Lion Capital S.A. ("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 also prepares consolidated financial statements, in its capacity as the ultimate parent company of the entities within 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: 2761040.

The business activity of the company is:

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, with the stock symbol LION.

The depositary bank of the Company, starting November 28, 2019, is Banca Comercială Română (BCR).

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

The Company's condensed interim consolidated financial statements prepared for March 31, 2025, comprise the Company, its subsidiaries and associates (the "Group") disclosed in the Note 3 to these interim financial statements. The company prepares consolidated financial statements in its capacity as the ultimate parent company of the entities within the group.

Segment reporting - The activity carried out by the Group in the first quarter of 2025 and the year 2024 can be found in a single segment of activity, namely financial.

In accordance with IFRS 10, starting with the financial year 2018, the Company measures all its subsidiaries at fair value through profit and loss, except for subsidiaries that provide investment-related services, which will continue to be consolidated.

2. Bases of preparation

(a) Statement of compliance

These condensed interim consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS) adopted by the European Union, and ASF Norm no. 39/December 28, 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, with subsequent amendments and additions, ("The Norm"), and in accordance with the requirements of IAS 34 "Interim Financial Reporting" and should be read in conjunction with the consolidated financial statements for the year 2024.

The accounting records of the Company and its subsidiaries are kept in RON.

Since not all subsidiaries apply international financial reporting standards as an accounting basis, the accounts prepared in accordance with the Romanian Accounting Regulations (Romanian acronym "RCR") are restated to reflect the differences between the accounts in accordance with the RCR and those according to IFRS. Accordingly, the accounts according to the RCR are adjusted, to the extent necessary, to harmonize these financial statements, in all significant aspects, with the IFRS requirements adopted by the European Union through Regulation 1606/2002 of the European Parliament and of the Council of the European Union from July 2002 and with those of ASF Norm no. 39/2015.

- Segment Reporting

The business segments are reported in a manner consistent with the internal reporting reviewed by the Group's chief operating decision maker (the Board of Directors). The Board is responsible for allocating resources and assessing the performance of the operating segments. Reportable segments whose revenues, profit or assets are ten percent or more of the total for all segments are reported separately. The Group manages all activities as a single reportable operating segment.

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

(b) Presentation of the condensed interim consolidated financial statements

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

(c) Bases of measurement

The condensed interim consolidated 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) Going concern

The condensed interim consolidated financial statements have been prepared using the going concern assumption that Lion Capital – parent company and the companies in the portfolio will be able to use their assets and meet their obligations during their operating activities.

(e) Functional and presentation currency

The Group's management considers the functional currency, as defined by IAS 21 "The Effects of Changes in Foreign Exchange Rates," to be the Romanian leu (RON or lei). The condensed interim consolidated financial statements are presented in RON, rounded to the nearest unit, which the Group's management has chosen as the presentation currency.

(f) Use of estimates and judgements

The preparation of the condensed interim consolidated financial statements according to IFRS requires that management of the Group 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 reviewed 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.

(g) Changes in the accounting policies - information on accounting policies with a material impact

The Group has adopted the document "Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2)" effective from 1 January 2023. The management has reviewed the accounting policies in this context, and the Amendments did not result in changes to the accounting policies themselves.

3. Bases of consolidation

a) Subsidiaries and associated entities

The subsidiaries are entities under the control of the Company. The control exists when the Company is exposed or has rights on the variable profitability based on its participation in the entity in which it invested and has the capacity to influence that income through its authority over the invested entity. On the date of control evaluation, the potential or convertible voting rights exercised on the respective date are taken into account.

The financial statements of the subsidiaries are included in the consolidated financial statements as of the date when it begins exercising the control until its termination. The accounting policies of the subsidiaries were amended in order to harmonize them with the Group's policies.

The list of investments in subsidiaries as of March 31, 2025, and December 31, 2024, is the following:

No.		Percentage held (%)
	Company name	March 31, 2025	December 31, 2024
1	(SIF Imobiliare PLC Nicosia)	99.9997	99.9997
2	(SIF SPV TWO Bucharest)	99.99	99.99
3	SAI Muntenia Invest SA Bucharest	99.98	99.98
4	(SIF1 IMGB)	99.99	99.99
5	(Napomar SA Cluj Napoca)	99.43	99.43
6	(SIF Hoteluri SA Oradea)	98.99	98.99
7	Administrare Imobiliare SA Bucharest	97.40	97.40
8	(SIF SPV THREE)	99.90	99.90
9	(Iamu SA Blaj)	96.53	96.53
10	(Vrancart SA Adjud)	76.33	76.33
11	(SIF SPV FOUR)	99.90	99.90
12	(SIFI CJ Logistic)*	5.53	5.53

* SIFI CJ Logistic is subsidiary by the direct control and/or indirect through SIF Imobiliare Plc Nicosia

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

Note: The subsidiaries shown in brackets in the table above are reflected at fair value through profit and loss in the consolidated statements.

b) Associates

Associates are those companies over which the Company can exercise significant influence, but not control, over financial and operational policies.

The company in which Lion Capital S.A. holds between 20-50%, over which it exercises significant influence as of March 31, 2025, is Biofarm SA.

	Percentage held (%)
Company name	March 31, 2025	December 31, 2024
Biofarm SA Bucharest	36.75	36.75

As of March 31, 2025, Lion Capital S.A. has representatives in the Board of Directors of Biofarm S.A. and participates in the elaboration of its policies.

In 2024, all companies in which the Group held more than 20% of the share capital and which were undergoing insolvency, liquidation, or bankruptcy proceedings were sold.

In accordance with IFRS (IAS 28, paragraph 9), the Group may lose significant influence over investee entities when it no longer has the power to participate in decisions regarding the entity's financial and operating policies, such as when the associate comes under the control of the government, the judiciary, an administrator, or a regulatory body.

• Companies over which no significant influence is exercised

			Percentage held (%)
No.	Company name	March 31, 2025	December 31, 2024
1	Grand Hotel Bucharest	40.19	40.19

As the criteria in paragraph 6, IAS 28 ("Criteria for significant influence") are not met, it can be concluded that Lion Capital S.A. does not hold significant influence in the associates listed in the table above.

c) Transactions removed from consolidation

The settlements and the transactions within the Group, as well as the profits not realized resulted from transactions within the Group, are entirely removed from the consolidated financial statements.

4. Accounting policies having material impact - extract

The accounting policies presented below have been applied consistently to all periods presented in these consolidated financial statements.

(a) Foreign currency transactions

Transactions denominated in foreign currencies are recorded in lei (RON) at the official exchange rate on the settlement date. Monetary assets and liabilities denominated in foreign currencies at the date of the consolidated statement of financial position are translated into the functional currency at the exchange rate on that day. Gains or losses on monetary items are represented by the difference between the amortised cost in the functional currency at the beginning of the reporting period, adjusted for effective interest and payments during the period, and the amortised cost in foreign currency translated into the functional currency at the closing rate of the period.

Exchange gains or losses on settlement are recognised in profit or loss, except for cases where exchange differences arise from the translation of financial instruments classified as measured at fair value through other comprehensive income, which are included in the reserve arising from the change in fair value of these financial instruments, and cases where exchange differences arise from the translation of financial instruments classified at fair value through profit or loss, which are presented as gains or losses from fair value.

The exchange rates of the main foreign currencies were:

	Spot rate	Spot rate
Currency	March 31, 2025	December 31, 2024
EUR	4.9771	4.9741
USD	4.6005	4.7768

(b) Cash and cash equivalents

Cash comprises cash on hand and at banks and demand deposits.

Cash equivalents are short-term, highly liquid financial investments, that are readily convertible to cash, and which are subject to an insignificant risk of changes in value.

In preparing the consolidated statement of cash flows, cash and cash equivalents were considered: cash on hand, current bank accounts and deposits with an initial maturity of less than 90 days.

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

The Group presents the statement of cash flows using the indirect method, reflecting cash flows from operating activities, investing activities and financing activities. The Group recognises purchases and sales of financial assets, dividends and interest received within cash flows from investing activities. The repurchase of own shares and dividends paid to shareholders of the parent company are reflected within cash flows from financing activities.

(c) Financial assets and liabilities

Financial instruments, as per IFRS 9, comprise the following:

• investments in equity (own capital) instruments (shares);

As of March 31, 2025, and December 31, 2024, the shares are measured at fair value through profit and loss or at fair value through other comprehensive income.
investments in debt instruments (loans); As of March 31, 2025, and December 31, 2024, the investments in debt instruments held are measured at fair value through profit and amortized cost.
trade receivables and other receivables;
cash and cash equivalent;
interests in subsidiaries, associates; partners and joint ventures;
financial liabilities
bonds
securities

For further details, please refer to the sections below

(i) Classification

Financial instruments held are classified by the Group in accordance with IFRS 9 "Financial Instruments" as financial assets and financial liabilities.

The Group presents the financial assets as measured at amortized cost, at fair value through other comprehensive income or at fair value through profit and loss based on:

(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

It represents the manner in which an entity manages its financial assets in order to generate cash flows: collection, sale of assets, or both, for trading;
Its determination is realized by facts, considering: the valuation and reporting method of their performance, the current risks and the management method thereof and the management compensation method (based on fair value or based on cash flows related to these investments);

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

Effective management of a diversified portfolio of quality assets, able to ensure a constant income flow, preservation and medium-long term growth of capital, with the purpose of increasing 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 return, generated from dividend income and capital gain.

Model of assets held to collect (amortized cost)

Managed to carry out the cash flows by collecting the principal and the interest during the lifetime of the instrument;
The hold-to-maturity is not required, but there must be a clear intention to collect the cash flows;
There are categories of sale transactions compatible to this model: those ones due to the increase of the credit risk, infrequent or insignificant sales from the value point of view or sales on dates closed to the due date of the instruments;
Interest income, gains or losses from impairment, and foreign exchange differences are recognised in profit and loss;
The accounting recording of these assets (if the SPPI* criterion is also fulfilled and the fair value option through profit and loss was not selected) is made at amortized cost (using the effective interest rate method, i.e., an amortized cost method based on estimated cash flows).

*SPPI – solely payments of principal and interest.

Model of assets held-to-collect and sale (FVTOCI)

Managed both to realize cash flows from collection and through the (full) sale of assets;
The sales have high frequency and value compared to the previous model, without mentioning a certain threshold to classify within this model;
The purpose of these sales can be: managing the current liquidity needs, mentioning certain structure of the output obtained or optimization decisions of the entity's balance sheet (correlation of the term of financial assets with that of financial liabilities).

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

• The accounting registration of these assets (if the SPPI criterion is also fulfilled and the fair value option through profit and loss was not selected) is made at the fair value through other comprehensive income (using the effective interest method; the interests, earnings or losses from impairment and the exchange rate differences – in profit and loss / variation of the fair value of these instruments – in other comprehensive income, the amounts recognized in other comprehensive income are recycled through profit and loss when the asset is derecognized).

Other business model (FVTPL)

The assets managed in order to carry out the cash flows by means of sale;
Collecting cash flows related to these investments is incidental, it does not represent the purpose of their holding;
Assets whose performance is managed and reported based on their fair value;
Liability items (debt instruments) acquired for sale in the near future, are meant to obtain short-term profit or these are derivative instruments;
The accounting recording of these assets is made at the fair value through profit and loss.

SPPI test

It comprises criteria that assess the extent to which the cash flow structure of a debt instrument fits the pattern of a basic lending arrangement (where interest reflects the time value of money, the credit risk associated with the principal, compensation for other risks and costs associated with lending, and a profit margin).

There are some ratios that indicate the case in which the liabilities instruments held should be evaluated at the fair value through profit and loss:

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

There are also ratios that, although they would impose a registration at fair value, can comply, under certain circumstances, with the SPPI criterion and so the respective assets should be 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 or loss, unless it is measured at amortized cost or at fair value through other comprehensive income, in accordance with the criteria set by the applicable accounting standards (for example, the SPPI criterion for financial assets).

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 below are complied with:

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 Group can make an irrevocable choice upon the initial recognition in case of certain investments in equity instruments that would have been evaluated otherwise at the fair value through profit or loss to present the subsequent changes of the fair value in other comprehensive income.

Financial assets measured at amortized cost

A financial asset must be measured at amortized cost if both requirements 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 principal owed.

Financial liabilities

The financial liabilities are measured at fair value through profit and loss (FVTPL) if:

they meet the requirements of the definition of "held for trading";
are designated in the FVTPL category at the initial recognition (if the specific conditions are met).

The other financial liabilities are measured at amortized cost.

(ii) Recognition

Financial assets and liabilities are recognized on the date the Group becomes a party to the contractual terms of the respective instrument. Upon initial recognition of a financial asset, the Group classifies it either at amortized cost, at fair value through profit or loss, or at fair value through other comprehensive income, in accordance with IFRS 9, and subsequently measures it in line with IFRS 9 (a financial asset or liability is measured at its fair value plus or minus transaction costs directly attributable to the acquisition or issuance of the asset or liability).

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

At initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in fair value in other comprehensive income. This election is made on an instrument-byinstrument basis, where applicable.

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

All financial assets not classified as measured at amortized cost or fair value through other comprehensive income, as described above, are measured at fair value through profit and loss. Additionally, at initial recognition, the Group may irrevocably designate a financial asset that would otherwise meet the criteria to be measured at amortized cost or fair value through other comprehensive income to be measured at fair value through profit or loss if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

(iii) Measurement

After the initial recognition, the Group must measure the financial assets at:

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

After the initial recognition, the entity must measure the financial liabilities according to IFRS 9.

Thus, the Group 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 of the loss provision value (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 and the amount initially recognized less accumulated income (IFRS 15)

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

Measurement at amortized cost

The amortised cost of a financial asset or financial liability is the amount at which the financial asset or financial liability is measured at initial recognition minus the principal repayments, plus or minus the cumulative amortisation using the effective interest method of any difference between that initial amount and the maturity amount, and minus any reduction for estimated credit losses.

The effective interest rate is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument to the gross carrying amount of the financial asset or the amortised cost of the financial liability. When calculating the effective interest rate, the Group must estimate the expected cash flows by considering all the contractual terms of the financial instrument but shall not consider future credit losses. The calculation includes all fees and points paid or received between parties to the contract that are an integral part of the effective interest rate, transaction costs, and all other premiums or discounts.

Fair value measurement

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

The Group 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 and regularly available. The Group 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, developed under objective market conditions.

Within the category of shares listed 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.

Fund units are measured based on the net asset value per unit (NAV), calculated by the fund manager using closing prices. For all funds, the prices (NAV per unit) are readily and regularly available to the Group. Transactions involving fund units occur regularly under normal market conditions.

The Group also considers the frequency of valuation sufficient given the nature of the asset, with subscription and redemption intervals set by the Fund Manager, and transactions executed at the quoted price (NAV), without adjustments. The Group believes that the NAV of each fund fairly represents the fair value as of March 31, 2025.

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

In the absence of a quoted price on an active market, the Group applies valuation techniques. The fair value of financial assets not traded on an active market is determined by authorized appraisers.

Valuation techniques include those based on observable inputs, such as the quoted price of an identical asset held by another party on a less active market, and for assets where observable prices are unavailable, techniques based on discounted cash flow analysis and other commonly used market participant valuation methods. These methods include comparison with similar instruments for which observable market prices exist, or the percentage of net assets of these companies adjusted with a minority interest discount and a lack-of-liquidity discount, relying as much as possible on market data and minimizing use of entity-specific information. The Group uses valuation techniques that maximize the use of observable inputs and minimize reliance on unobservable inputs.

Valuation techniques are applied consistently.

(iv) Identification and assessment of expected credit losses

The Group must recognize a provision for the forecasted losses from credit corresponding to a financial asset that is measured according to 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 Group 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 IFRS 9 – assets held in order to collect the cash flows and sales, whose cash flows represent exclusively principal reimbursement or interest payments). The adjustment determined is recognized considering other comprehensive income and does not reduce the carrying amount of the financial asset from the statement of the financial position.

For each reporting date, the Group measures the provision for credit losses corresponding to a financial instrument as to reflect:

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 Group applies a simplified approach under which it considers that the credit risk has not increased significantly since initial recognition if the financial asset has a low credit risk at the reporting date and holds an external rating within the "investment grade" category. Based on the available information, it was concluded that no events have occurred that would indicate a significant increase in credit risk or default events.

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

The Group assesses 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 Group may assume that the risk credit for a financial instrument has not increased significantly as of the initial recognition if the financial instrument is considered to have a low credit 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;
Adverse changes in the economic and business environment may, but do not necessarily, reduce the debtor's ability to fulfil 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.

The Group primarily uses in assessing credit risk the available external credit risk ratings.

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

Upon derecognition of equity instruments designated as financial assets measured at fair value through other comprehensive income, gains or losses representing favourable or unfavourable valuation differences, reflected 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.

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

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

(v) Derecognition

The Group derecognizes a financial asset when the rights to receive cash flows from that financial asset expires, or when the Group 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 financial assets transferred retained by the Group or created for the Group is recognized separately as an asset or liability.

The Group derecognizes a financial debt when all contractual obligations ended or when the contractual obligations are cancelled or expired.

Derecognition of financial assets and liabilities is accounted for using the weighted average cost method. This method involves calculating the value of each item based on the 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 account;

b) The gains or losses generated by a financial asset measured at fair value through other comprehensive income are recognized in other comprehensive income.

Gains related to equity instruments measured at fair value through other comprehensive income are recognised as follows:

Changes in fair value (including foreign exchange) in other comprehensive income these gains will never be recycled to profit and loss, not even upon derecognition (unlike FVOCI debt instruments);
Dividend income is recognised in profit and loss account.

Gains related to debt instruments (bonds):

Changes in fair value (including foreign exchange) in other comprehensive income
Interest income is recognised in profit and loss account
Impairment adjustments are recognised in profit and loss account

When the asset is derecognised, cumulative gains or losses previously recognised in other comprehensive income:

Are reclassified from equity to profit and loss account in the case of debt instruments
Are transferred to retained earnings in the case of equity instruments (shares)

When the financial assets are impaired or derecognized and the financial liabilities are accounted for at amortized cost, and through their amortization process, the Group recognizes the gains or the loss in the profit and loss account.

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 or loss or in equity, as the case may be.

(e) Other financial assets and liabilities

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

(f) Investment property

An investment property is a real estate asset (land, building, or part of a building) held by the Group primarily to earn rental income or for capital appreciation (applicable to the Company), or both, rather than for use in the production or supply of goods or services, for administrative purposes, or for sale in the ordinary course of business.

(i) Recognition

An investment property shall be recognized as an asset if, and only if, it is probable that the future economic benefits associated with the investment property will flow to the Company, and the cost of the investment property can be reliably measured.

(ii) Measurement

Initial measurement

An investment property shall be initially measured at cost, including transaction costs. The cost of a purchased investment property includes its purchase price plus any directly attributable expenses (e.g., professional fees for legal services, transfer taxes, and other transaction costs).

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

Subsequent measurement

Fair value model

After initial recognition, all investment properties are measured at fair value, except in cases where the fair value cannot be reliably determined on an ongoing basis.

In exceptional circumstances where, at the time of acquisition, there is clear evidence that the fair value of the investment property cannot be reliably determined on an ongoing basis, the Group measures that investment property using the cost model. All other investment properties are measured at fair value. If the Group has previously measured an investment property at fair value, it will continue to do so until disposal.

Gains or losses resulting from changes in the fair value of investment properties are recognized in profit or loss for the period in which they arise.

The fair value of investment properties should reflect market conditions at the end of the reporting period.

(iii) Derecognition

The carrying amount of an investment property shall be derecognized (removed from the statement of financial position) upon disposal or when the investment property is permanently withdrawn from use and no future economic benefits are expected from its disposal.

Gains or losses arising from the retirement or disposal of an investment property shall be recognized in profit or loss in the period of retirement or disposal.

(g) Non-current Assets Held for Sale

The Group accounts for non-current assets held for sale in accordance with IFRS 5. The Group reclassifies noncurrent assets into this category if the following conditions are met: there is a firm commitment to dispose of them, the asset is available for immediate sale, an active program to find potential buyers is underway, the price at which the asset is expected to be sold is reasonable compared to its fair value, and there are no clear indications that the decision to sell is likely to be withdrawn.

At the date of classification as held for sale, the asset is measured based on its carrying amount determined according to the applicable financial reporting standard for the respective category. Subsequent measurement is at the lower of carrying amount and fair value less costs to sell.

At the reporting date, the Group classified certain non-current assets as held for sale in accordance with the requirements of IFRS 5 "Non-current Assets Held for Sale and Discontinued Operations."

Non-current assets classified as held for sale were valued based on an appraisal report prepared by an independent authorized appraiser. In accordance with IFRS 5, these assets are recognized at the lower of carrying amount and fair value less costs to sell.

For the assets presented, no impairment adjustments were necessary, as the sale price established in the contract corresponds to the fair value determined by the appraisal report. Furthermore, no changes in the sale price are anticipated, and the costs associated with the transfer of ownership are insignificant and do not justify the recognition of adjustments. The Group considers that there are no significant risks related to the completion of the sale of these assets. Therefore, no provision for impairment losses or risks related to non-completion of the transaction is required.

The only remaining cost to be borne is related to administrative formalities; therefore, the Group considers that a sensitivity analysis is not relevant. These costs are provided for within the transaction and do not affect the net value of the assets recognized in the financial statements.

Non-current assets held for sale are presented at the contractual sale value without further adjustments, and the risks related to the transaction are considered insignificant.

Revenues from the sale of these assets are recognized when the significant risks and rewards of ownership are transferred to the buyer.

(h) Revenues from Management Activities (SAI Muntenia Invest)

The estimated amount of revenue related to variable fees should be determined using one of the following methods: a) The expected value method, representing the probability-weighted amount within a range of possible consideration amounts. This method may provide a reasonable estimate if the entity has a large number of contracts with similar characteristics. b) The most likely amount method, representing the single most likely amount in a range of possible consideration amounts (i.e., the single most probable outcome of the contract). This method may be appropriate when the contract has only two possible outcomes (e.g., either the performance fee is earned or not).

The Group should recognize an estimated amount of revenue from performance fees only to the extent that it is highly probable that a significant revenue reversal will not occur when the uncertainty associated with the variable consideration is subsequently resolved. In accordance with IFRS 15, the Group applies a constraint on estimating performance fees during the financial year and recognizes such revenue on an annual basis. Revenues from management activities are recognized based on contracts concluded with the managed funds. The contract price consists of a monthly management fee and a performance fee, determined according to contractual provisions.

The Group has management agreements with: Longhshield Investment Group, Fondul Deschis de Investiții Plus Invest, FIAIPCP Muntenia Trust. For the management of Longhshield Investment Group the monthly management

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

fee is calculated as a percentage of the total assets certified by the custodian bank as of the last day of the month. The performance fee is payable upon meeting performance criteria and targets established annually by the General Meeting of Shareholders of the managed entity and is calculated as a percentage of the difference between the gross profit realized and the budgeted gross profit. For the management of Fondul Deschis de Investiții Plus Invest the monthly management fee is calculated as a percentage of the monthly average net assets certified by the custodian bank, and for the management of FIAIPCP Muntenia Trust the fee is calculated as a percentage of the total assets of the Fund. No performance fees are due for the management of these two funds.

(i) Rental Income

Rental income is generated from the Group's investment properties leased under operating lease agreements and is recognized on a straight-line basis over the lease term in profit or loss.

5. Management of significant risks

The risk management activity can be found in the organizational structure of the Group and covers both general and specific risks, as provided by applicable national and European legislation and regulations.

The most important financial risks to which the Group is exposed are credit risk, liquidity risk and market risk. Market risk includes currency risk, interest rate risk and price risk of equity instruments. This note presents information regarding the Group's exposure to each of the aforementioned risks, the Group's objectives and policies, and the risk assessment and risk management processes.

The Group uses a variety of policies and procedures for managing and evaluating the types of risk to which it is exposed. These policies and procedures are presented in each subchapter for each risk type.

5.1 Financial risk

(a) Market risk

Market risk is the current or future risk of recording losses on balance sheet and off-balance sheet positions due to adverse fluctuations of prices in the market (such as, for example, stock prices, interest rates, exchange rates). The management of the Group sets the limits of risk that can be accepted, limits that are regularly monitored. However, the use of this approach does not prevent losses outside the limits set in the event of a significant market fluctuation.

The position risk is related to the portfolio of financial instruments held by the Group with the intention of benefiting from the favourable progress of the price of the respective financial assets or the possible dividends / coupons granted by the issuers. The Group is exposed to the risk of position, both to the general and to the specific one, due to the short-term investments in bonds, shares, and fund units.

The management has always pursued and aims to minimize possible adverse effects associated with this financial risk, through an active policy of prudential diversification of the portfolio, as well as using one or more risk mitigation techniques depending on the evolution of prices on the market related to the financial instruments owned by the Group.

Concentration risk

The concentration risk is related to all the assets held by the Group, irrespective of their holding period, and by means of mitigating this type of risk, the aim is to avoid recording an exposure too large on a single debtor / issuer at Group level.

The policy of the management on diversification of exposures is applied on the structure of the portfolio, on the structure of the business model, as well as on the structure of exposures to financial risks. Thus, this diversification policy implies: diversifying the portfolio by avoiding excessive exposure to a debtor, issuer, country or geographical region; the diversification of the structure of the business plan aims at the Group level to avoid excessive exposure to a certain line of business / sector of activity; the diversification of the financial risk structure aims to avoid excessive exposure to a certain type of financial risk.

The market risk of equity instruments mainly results from the shares valued at fair value through other elements of the global result and through the profit and loss account. The entities in which the Group holds stakes (shareholdings) operate in various industries.

The objective of market risk management is to control and manage market risk exposures within acceptable parameters, to optimize profitability.

The Group's strategy for the management of market risk is driven by its investment objective, and market risk is managed in accordance with the policies and procedures used.

The Group is exposed to the following categories of market risks:

(i) Equity (own capital) price risk

Price risk is the risk of incurring losses from both balance sheet and off-balance sheet positions due to asset price movements.

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

The Group is exposed to the risk that the fair value of the financial instruments it holds fluctuates following the changes in market prices, either due to factors specific to the activity of its issuer or factors affecting all instruments traded on the market.

The Board of Directors monitors how the market risk is managed, and the internal procedures provide that when the price risks are not in line with the investment policy and the Group's principles, the portfolio must be re-balanced.

A positive 10% change in the price of financial assets at fair value through profit and loss account (subsidiary shares, associates, corporate bonds and fund units) would lead to an increase in profit after tax, with RON 133,282,465 (December 31, 2024: RON 137,191,165), a negative change of 10% having an equal net impact and with opposite sign.

A positive change of 10% in the prices of financial assets valued at fair value through other comprehensive income, investments in shares and corporate bonds would lead to an increase in equity, net of corporate income tax, with RON 59,564,089 (December 31, 2024: RON 57,171,894), a negative change of 10% having an equal net impact and with opposite sign.

As presented in the table below, as of March 31, 2025, the Group held mainly shares in companies active in the financial-banking and insurance sector, with a weight of 51.8% in the total portfolio, up vs. 45.7% as of December 31, 2024.

in RON	March 31, 2025	%	December 31, 2024	%
Financial intermediation and insurance	2,006,796,021	51.8%	1,859,179,679	51.2%
Financial services related to the real estate sector	738,613,097	21.1%	738,179,097	20.3%
Manufacturing industry	496,305,307	14.0%	531,428,464	14.6%
Extractive industry	262,405,011	6.6%	251,752,575	6.9%
Hotels and restaurants	97,996,637	2.6%	98,666,643	2.7%
Real estate leasing	76,141,755	2.0%	76,141,755	2.1%
Transportation and storage	45,695,758	1.1%	42,431,866	1.2%
Production and supply of electricity, gas, and wate	27,742,500	0.7%	27,450,000	0.8%
Construction	4,463,516	0.1%	4,463,516	0.1%
Wholesale and retail trade, repair of motor vehicles	206,465	0.0%	206,465	0.01%
TOTAL	3,756,366,067	100%	3,629,900,060	100%

ii) Interest rate risk

The interest rate risk represents the risk that the revenues or expenses, or the value of the Group's assets or liabilities fluctuate following the change of the interest rates on the market.

As concerns the interest-bearing financial instruments: the interest rate risk is composed of the fluctuation risk registered in the value of certain financial instruments following the variation of the interest rates and from the risk of the differences between the due date of the interest-bearing financial assets and the interest-bearing liabilities. But the interest rate risk can also influence the value of the interest-bearing assets (for example: bonds), so that an increase of the interest rate on the market will determine the reduction of the future cash flows and can result in the reduction of their price, if they determine the increase of the investor's preference to place their funds in bank deposits or other instruments whose interest increased, and vice-versa – a reduction of the interest rate on the market can determine the increase of the price of shares and bonds and will determine an increase of the fair value of the future cash flows.

With respect to fixed interest-bearing assets or tradable assets, the Group is exposed to the risk that the fair value of the future cash flows related to the financial instruments will fluctuate as a result of changes in market interest rates.

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

The Group does not use derivative financial instruments to protect against the interest rate fluctuations.

The table below shows the annual interest rates obtained by the Group for interest-bearing assets during 1Q 2025:

	RON range %		EUR range %
Financial assets	min	max	min	max
Bank deposits	0.0%	6.75 %	2.8%	3.0%
Financial assets at fair value through profit and loss*	-	-	6.2%	6.2%

* within financial assets at fair value through profit and loss, two euro-denominated loans granted in 2024 and 2022 to subsidiaries are included.

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

The table below shows the annual interest rates obtained by the Group for interest-bearing assets during the year 2024:

	RON	EUR range %
	range %
Financial assets	min	max	min	max
Bank deposits	0.0%	6.75%	2.8%	3.0%
Financial assets at fair value through profit and loss*	-	-	6.3%	7.4%
* within financial assets at fair value through profit and loss, two euro-denominated loans granted in 2024 and 2022 to subsidiaries are included.

In RON	March 31, 2025	December 31, 2024
Cash and cash equivalents*	485,094,171	613,328,000
Bank deposits	20,111,500	20,937,614
Financial assets at fair value through profit and loss - loans granted	74,906,933	74,915,750
Financial assets at amortized cost - govt. securities	119,325,280	-
Financial assets at amortized cost - bonds	1,244,431	1,243,601
TOTAL	700,736,315	710,424,965

* cash equivalents include short-term investments in bank deposits (with a maturity of less than 3 months).

(iii) Currency Risk

The financial instruments used allow for the preservation of the value of monetary assets held in RON through placements and interest income, depending on the maturity term.

The Group has not engaged in any foreign exchange derivative transactions during the presented financial years.

The financial assets and liabilities of the Group in RON and foreign currencies as of March 31, 2025, and December 31, 2024, are as follows:

Financial assets exposed to currency risk (EUR/USD/GBP in RON):

in RON	March 31, 2025	December 31, 2024
Cash and cash equivalents	4,642,114	410,620
Bank deposits	-	4,215,010
Financial assets at FVTPL (including assets held in investment funds)*	82,346,992	81,029,956
Financial assets at amortized cost	1,272,930	1,243,601
Total Assets	88,262,036	86,899,187
Debt related to leasing contracts	-	-
Total Liabilities	-	-
Net Financial Assets	88,262,036	86,899,187

As of March 31, 2025, and December 31, 2024, the Group holds fund units in ACTIVE PLUS (a private equity alternative investment fund), OPTIM INVEST (a private equity alternative investment fund), STAR VALUE (an openended alternative investment fund), CERTINVEST ACȚIUNI (SHARES) (an open-ended alternative investment fund), ROMANIA STRATEGY FUND (a closed-end alternative investment fund), and FDI Plus Invest. The Group is exposed

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

to foreign exchange risk due to the investments made by these investment funds (financial instruments traded on foreign markets, cash, or foreign currency placements).

The following table presents the profit or loss sensitivity as well as the sensitivity of equity to potential change at the end of the reporting period ofthe foreign currency exchange rates related to the reporting currency, while maintaining constant all the other variables:

		March 31, 2025	December 31, 2024
	Impact over profit and loss	Impact over other comprehensive	Impact over profit and loss	Impact over other comprehensive
	account	income	account	income
Increase EUR with 5% (2024: 5%)	214,477		218,422
Decrease EUR with 5% (2024: 5%)	(214,477)		(218,422)
Total

(b) Credit risk

The Group's management closely and continuously monitors credit risk exposure to prevent losses due to credit concentration in a specific sector or industry.

As of March 31, 2025, and December 31, 2024, the Group does not hold any collateral or other credit enhancement instruments as security.

Next, we present the financial assets with exposure to credit risk:

	Current			Other
	bank	Bank		financial
March 31, 2025	accounts	accounts	Loan granted	assets	Total

Rating AAA to A
AAA+
BBB+	1,932,891	155,655,000			157,587,891
BBB	18,744				18,744
BBB-	1,087,163	244,144,000			245,231,163
BB+
BB	18,871	98,285,278			98,304,149
BB-	6,441,340				6,441,340
Baa1	285,251				285,251
NR			81,931,248	55,788,277	137,719,525
TOTAL	9,784,259	498,084,278	81,931,248	55,788,277	645,588,062



	Current			Other
December 31, 2024	bank accounts	Bank accounts	Loan granted	financial assets	Total


Rating AAA to A
AAA+
BBB+	772,285	56,560,000			57,332,285
BBB	19,336				19,336
BBB-	791,265	253,282,000			254,073,265
BB+ BB	15,639	318,823,614			318,839,253
BB-	9,645,823				9,645,823
Baa1	193,370				193,370
NR		5,600,000	80,733,990	54,104,542	140,438,532

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

The Group's maximum exposure to credit risk amounted to RON 645,588,062 as of March 31, 2025 (December 31, 2024: RON 780,541,853). The tables below present the most significant components exposed to the risk:

	Credit rating	Parent company	Source	March 31, 2025	December 31, 2024
BRD - Groupe Société Générale	BBB+	BRD - Groupe Société Générale	Fitch	1,128,039	12,786
Banca Transilvania	BBB-	Banca Transilvania	Fitch	235,586,903	247,789,127
Banca Comercială Română	BBB+	Banca Comercială Română	Fitch	151,009,289	56,910,854
CEC Bank	BB	CEC Bank	Fitch	5,548,816	7,584,333
Exim Bank	BB	Exim Bank România	Fitch	92,755,333	311,254,920
Intesa Sanpaolo România*	BBB	Intesa Sanpaolo Italia	Fitch	18,744	19,336
Procredit	BBB-	Procredit	Fitch	9,644,260	6,284,138
Raiffeisen Bank Romania	Baa1	Raiffeisen Bank	Fitch	285,251	193,370
Credit Europe Bank	BB-	Credit Europe Bank	Fitch	6,441,340	9,575,622
UniCredit Tiriac	BBB+	UniCredit Tiriac	Fitch	5,450,563	408,654
Libra Bank	BB-	Libra Bank	Fitch	-	70,202
Techventures Bank	-		-	-	5,600,000
TOTAL				507,868,537	645,703,331

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

Given the current structure of placements in bank deposits and bonds, the management does not anticipate a significant credit risk impact on the Group's financial position.

Cash, cash equivalents, and bank deposits are not exposed to the risk of loss or value impairment.

(c) Liquidity risk

Liquidity risk is the risk that the Group encounters difficulties in meeting the obligations arising from short-term financial liabilities that fall due by cash or other financial means, or that such obligations are extinguished in an unfavourable manner for the Group.

in RON	Accounting value	Under 3 months	Between 3 and 12 months	Over 1 year	Without pre established maturity
March 31, 2025
Financial Assets
Cash and cash equivalents	488,933,541	488,933,541	-	-	-
Bank deposits	20,279,273	-	20,279,273
Financial assets FVTPL	1,639,378,113	-	-	81,931,248	1,577,446,865
Financial assets FVTOCI	2,435,012,810	-	-	-	2,435,012,810
Financial assets at amortized cost	122,732,647	-	121,459,718	1,272,930	-
Other financial assets	55,788,277	21,625,401	30,856,278	-	3,306,598
Total Financial Assets	4,762,124,661	510,558,942	172,595,269	83,204,178	3,995,766,273
Financial Liabilities
Payable dividends	9,803,574	-	-	-	9,803,574
Other financial liabilities	1,611,713	1,611,713	-	-	-
Total Financial Liabilities	11,415,287	1,611,713	-	-	9,803,574
Liquidity Excess	4,750,709,374	508,947,230	172,595,269	83,204,178	3,985,962,699


in RON	Accounting	Under 3	Between 3	Over 1 year	Without pre
	value	months	and 12		established
			months		maturity
December 31, 2024
Financial Assets
Cash and cash equivalents	628,813,111	628,813,111	-	-	-
Bank deposits	21,079,992	-	21,079,992	-	-
Other financial assets at amortized cost	1,257,518	-	-	1,257,518
Financial assets FVTPL	1,753,626,278	-		80,733,990	1,672,892,288
Financial assets FVTOCI	2,274,160,300	-	-	-	2,274,160,300
Other financial assets	54,104,542	15,948,582	521,683	15,426,899	22,207,379
Total Financial Assets	4,733,041,741	644,761,693	21,601,675	97,418,407	3,969,259,967

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

in RON	Accounting value	Under 3 months	Between 3 and 12 months	Over 1 year	Without pre established maturity
Financial Liabilities
Payable dividends	9,816,738	-	-	-	9,816,738
Other financial liabilities	5,424,817	5,424,817	-	-	-
Total Financial Liabilities	15,241,556	5,424,818	-	-	9,816,739
Liquidity Excess	4,717,800,185	639,336,875	21,601,675	97,418,407	3,959,443,229

5.2 Other risks

taxation risk;
business environment risk;
operational risk.

Risk management aims to maximize the Group's profit relative to the level of risk to which it is exposed.

(a) Taxation risks

The Group has opted to write off lapsed dividends (that were distributed but unclaimed for three years by shareholders) and record them in the Other Reserves (distinct analytical account). According to the provisions of the Civil Code, the statute of limitations applies to the right to enforce collection but not to ownership of the amounts. Given that transferring these already taxed amounts (both in terms of corporate income tax and dividend tax) back into equity is considered a transaction with shareholders rather than a taxable event, the Group has not recognized any deferred tax liability for these amounts. Under these circumstances, there is a risk that tax authorities may interpret these transactions differently. Additionally, the Romanian Government has several agencies authorized to audit (inspect) companies operating in Romania. These inspections are similar to tax audits in other countries and can cover not only tax matters but also other legal and regulatory issues of interest to these agencies. It is possible that the Group will be subject to tax audits as new tax regulations are issued.

(b) Business environment risks

The Group mitigates risks and reduces their potential effects through an investment policy that complies with the prudential rules imposed by applicable legal provisions and regulations.

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

(iii) reviewing investment decisions in line with capital market and monetary market trends; (iv) ensuring compliance with applicable legislation.

(c) Operational Risk

The Group's objective is to manage operational risk to limit its financial losses, not to damage its reputation and to achieve its investment objective to generate benefits for investors.

(d) Capital Adequacy

The management's policy on capital adequacy focuses on maintaining a solid capital base to support the Group's continued development and achieving investment objectives.

6. Dividend income

In accordance with IFRS 9 and since the Group has opted to measure participations by 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 at gross value. Dividend income is recorded at gross value. No dividend income was recognized in the first quarter of 2025. The tax rate on dividends related to the financial year ended March 31, 2024, for both resident and non-resident companies was of 8%. A breakdown of dividend income by main counterparties is presented in the table below:

Denominated in RON	March 31, 2025	March 31, 2024	Measurement
BRD	-	12,561,658	FVTOCI
Total	-	12,561,658
FVTOCI	-	12,561,658
FVTPL	-	-

*FVTPL = financial assets at fair value through profit and loss / FVTOCI = financial assets at fair value through other comprehensive income

7. Interest income

Interest income (assets at amortized cost, assets at fair value through other comprehensive income)

denominated in RON	March 31, 2025	March 31, 2024
Interest income from deposits and current accounts	7,448,974	5,272,520
Interest income from bonds measured at amortized cost	1,058,152	-
Interest income from government securities measured at amortized cost	1,255,101	-
	9,762,227	5,272,520
Interest income (assets at fair value through profit and loss)
denominated in RON	March 31, 2025	March 31, 2024
Interest income from bonds	-	629,560
Interest income related to loan agreement	1,148,492	587,783
	1,148,492	1,217,343
8. Other operating revenues
denominated in RON	March 31, 2025	March 31, 2024
Income from management activities (SAI Muntenia Invest and Administrare
Imobiliare)	10,338,053	9,659,824
Rental income	91,092	60,433
Other operating revenues	105,240	127,606
	10,534,385	9,847,864

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

In 1Q 2025, the most significant revenues are represented by the management fees of SAI Muntenia Invest amounting to RON 9,853,553 (2024: RON 9,175,324), which include the monthly fund management fees and the performance fees.

The recognition of revenue has been carried out in accordance with the provisions of IFRS 15 regarding the identification of the contract, performance obligations, determination of the price and its allocation according to the performance obligations, and recognition of revenue when these obligations are fulfilled.

9. Net Profit/(Loss) from measurement of assets at fair value through profit and loss

denominated in RON	March 31, 2025	March 31, 2024
Profit / (Loss) from valuation / disposal of fund units	(6,956,333)	(16,473,348)
Profit / (Loss) from valuation of bonds	-	(737,496)
Profit / (Loss) from valuation of shares in subsidiaries and associates	(34,386,503)	17,102,194
Total	(41,342,837)	(108,650)

As of March 31, 2025, the valuation of fund units resulted in a loss of RON 7m (vs. RON 16.5m as of March 31, 2024).

The fair value revaluation result of shares in subsidiaries and associates as of March 31, 2025, is unfavourable, amounting to a loss of RON 34.4m (comprising a loss of RON 19.2m from subsidiaries and a loss of RON 15.2m from associates).

In contrast, the fair value revaluation result of shares in subsidiaries and associates as of March 31, 2024, was favourable, totalling a gain of RON 17.1m (almost entirely resulting from the valuation of subsidiaries).

10. Fees and commissions expenses

denominated in RON	March 31, 2025	March 31, 2024
Financial Supervisory Authority (ASF) commissions	1,074,382	967,726
Depository fees	228,272	210,890
Registry fees	54,085	50,728
Other fees and commissions	20,219	18,314
Total	1,376,958	1,247,659

11. Other operating expenses

denominated in RON	March 31, 2025	March 31, 2024
Expenses with other taxes and fees and assimilated payments	239,241	214,912
Expenses with salaries and other personnel expenses	6,759,949	6,375,361
Amortization expenses	255,153	239,771
Expenditure on third party services	1,580,870	1,395,473
Total	8,835,212	8,225,516

As of March 31, 2025, the number of employees was 70 (March 31, 2024: 71). The average number of employees for the financial period ended March 31, 2025, was 64 (March 31, 2024: 66).

12. Income tax

denominated in RON	March 31, 2025	March 31, 2024
Current income tax
Current income tax (16%)	974,061	1,108,878
Tax on dividend (0%, 8%,)	-	1,004,933
Deferred tax expense / (income)
Provisions for risks and expenses and receivables and inventory adjustments	142,714	-
Total income tax recognized in result of the period	1,116,775	2,113,811
13. Cash and cash equivalents
denominated in RON	March 31, 2025	December 31, 2024
Petty cash and other valuables	6,900	4,737
Current accounts in banks	2,672,232	11,462,751
Deposits at banks with original maturity under 3 months	486,254,509	617,345,624
Total cash and cash equivalents	488,933,541	628,813,111

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

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

14. Bank deposits

denominated in RON	March 31, 2025	December 31, 2024
Bank deposits with maturity greater than 3 months	20,111,500	20,937,614
Attached interest on deposits	167,773	142,378
Total	20,279,273	21,079,992

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

denominated in RON	March 31, 2025	December 31, 2024
Shares measured at fair value	1,321,353,271	1,355,739,774
Fund units measured at fair value	236,093,595	317,152,515
Loan granted to a subsidiary (including attached interest)	81,931,248	80,733,990
Total	1,639,378,113	1,753,626,278

As of March 31, 2025, shares measured at fair value through profit and loss include (unconsolidated) subsidiaries amounting to RON 1,077,962,469 (December 31, 2024: RON 1,097,140,916) and associates amounting to RON 243,328,906 (December 31, 2024: RON 258,536,963).

The movement of the financial assets measured at fair value through profit and loss account as of March 31, 2025, is presented in the table below:

denominated in RON	Shares	Fund units	Loans granted	Total
January 1, 2025	1,355,739,774	317,152,514	80,733,990	1,753,626,278
Acquisitions	-	-	-	-
Sales	-	(74,102,593)	-	(74,102,593)
Change in interest to be collected	-	-	1,152,075	1,152,075
Change in fair value (including exchange rate differences)	(34,386,503)	(6,956,327)	45,184	(41,297,647)
March 31, 2025	1,321,353,271	236,093,595	81,931,248	1,639,378,113

In the first quarter of 2025, fund units of the Optim Invest fund were redeemed in the amount of RON 76mn.

The movement of the financial assets measured at fair value through profit and loss account in 2024 is presented in the table below:

Shares	Fund units	Loans granted	Corporate bonds	Total
1,434,456,758	395,732,790	52,034,666	38,185,926	1,920,410,140
86,211,062	-	24,874,500	-	111,085,562
(118,645,647)	(105,000,001)	-	(36,874,800)	(260,520,448)
-	-	3,833,853	(573,630))	3,260,223
(46,282,399)	26,419,725	(9,029)	(737,496)	(20,609,199)
1,355,739,774	317,152,514	80,733,990	-	1,753,626,278

Acquisitions of shares made during 2024 include capital contributions to SIF SPV THREE and SIF SPV FOUR totalling RON 61.3m, as well as a capital contribution to Vrancart totalling RON 25m. The sales of shares primarily consist of the full disposal of the stake held in Azuga Turism S.A., amounting to RON 44.7m. Also in 2024, the Group redeemed fund units in a total amount of RON 105m.

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

The movement of financial assets measured at fair value through other comprehensive income during 1Q 2025 is presented in the following table:

in RON	Shares*
January 1, 2025	2,274,160,300
Acquisitions	98,858,616
Sales	(736,653)
Change of fair value (including exchange rate difference)	62,730,547
March 31, 2025	2,435,012,810

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

Share acquisitions in 1Q 2025, totalling RON 98.8m, mainly include the purchase of shares in Banca Transilvania (RON 54m) and Infinity capital Investment (RON 37m).

The movement of financial assets measured at fair value through other items of comprehensive income in 2024 is presented in the following table:

in RON	Shares*
January 1, 2024	1,826,159,366
Acquisitions	83,373,322
Sales	(426,359)
Change of fair value (including exchange rate difference)	365,053,969
December 31, 2024	2,274,160,300

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

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

Share acquisitions in 2024, totalling RON 83.3m, mainly include the purchase of shares in Grand Hotel Bucharest and Infinity Capital Investment.

17. Other financial assets

denominated in RON	March 31, 2025	December 31, 2024
Trade receivables - net	21,606,148	21,500,612
VAT receivable	2,698	-
Prepayments to suppliers	15,858	9,885
Other receivables - net	34,163,572	32,594,045
Total	55,788,277	54,104,542

18. Other financial liabilities

denominated in RON	March 31, 2025	December 31, 2024
Trade payables	337,509	1,960,917
Amounts owed to employees and related contributions	1,134,943	3,072,309
Taxes and duties	33,091	27,724
Other liabilities - short-term	106,169	363,867
Total	1,611,713	5,424,817

19. Deferred income tax liabilities

The deferred tax assets and liabilities as of March 31, 2025, are generated by the items detailed in the following table:

March 31, 2025
denominated in RON	Assets	Liabilities	Net
Financial assets at FVTPL	-	-	-
Financial assets at FVTOCI	-	1,519,971,610	(1,519,971,610)
Tangible assets and Investment property	-	13,800,880	(13,800,880)
Impairment of assets	7,640,914		7,640,914
Provisions for risks and expenses	5,013,535		5,013,535
Total	12,654,449	1,533,772,490	(1,521,118,041)
Net temporary differences - 16% rate	-		(243,378,889)
Deferred income tax liabilities	-		(243,378,889)

The deferred tax assets and liabilities as of December 31, 2024, are generated by the items detailed in the following table:

December 31, 2024
denominated in RON	Assets	Liabilities	Net
Financial assets at FVTPL	-	-	-
			(1,428,622,566)
Financial assets at FVTOCI	-	1,428,622,566
Tangible assets and Investment property	-	13,800,880	(13,800,880)
Impairment of assets	7,640,914		7,640,914
Provisions for risks and expenses	5,905,500		5,905,500
Total	13,546,413	1,442,423,445	(1,428,877,032)
Net temporary differences - 16% rate	-	-	(228,620,327)
Deferred income tax liabilities	-	-	(228,620,327)

20. Capital and reserves

(a) Share capital

As of March 31, 2025, the share capital of Lion Capital S.A. 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 Lion Capital, 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 March 31, 2025, the number of shareholders was of 5,734,575 (December 31, 2024: 5,735,101).

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 March 31, 2025, and December 31, 2024. All shares grant 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.

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

denominated in RON	March 31, 2025	December 31, 2024
Share capital	50,751,006	50,751,006
Total	50,751,006	50,751,006

* The effect of hyperinflation on share capital is presented in section (g)

(b) Retained earnings

in RON	March 31, 2025	December 31, 2024
Retained earnings from transition to IAS and IFRS	422,323,709	422,323,709
Retained earnings from applying IFRS 9 (including gain on transactions) Unappropriated profit	399,041,387 161,734,651	397,555,180 -
Result for the period (profit)	(30,285,919)	152,118,901
Other amounts recognized in retained earnings (legal reserves, revaluation of tangible assets, etc.)	18,348,601	47,843,971
Total	971,162,429	1,019,841,761

(c) Other reserves

in RON	March 31, 2025	December 31, 2024
Reserves allocated from net profit	1,863,082,223	1,863,082,223
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	2,116,822,167

The reserve related to the initial portfolio was set up under the application of Law no. 133/1996, as the difference between the value of the contributed portfolio and the value of the subscribed share capital. As such, these reserves are treated as a share premium and are not used in the sale of long-term equity investments.

(d) Legal reserves

Pursuant to the legal requirements, the Group 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 March 31, 2025, amounts to RON 10,150,201 (December 31, 2024: 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 presented in Note 19.

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

In RON	March 31, 2025	December 31, 2024
Differences in changes in fair value for financial assets measured through other comprehensive income (shares)	1,372,413,253	1,324,061,145
Total	1,372,413,253	1,324,061,145

21. Contingent assets and liabilities

(a) Litigations

The Group is the subject of some litigations resulting in the normal course of business. The management believes that these actions will not have a significant effect on the economic results and the consolidated financial position.

(b) Transfer pricing

Romanian tax legislation has included rules on transfer pricing between affiliated entities since 2000. The current legal framework defines the "arm's length principle" for transactions between affiliated entities, as well as the methods for determining transfer prices. Consequently, it is expected that tax authorities may initiate thorough inspections of transfer pricing to ensure that the fiscal result and/or the customs value of imported goods are not distorted by the prices applied in transactions between affiliated entities. The Group cannot quantify the outcome of such an inspection.

22. Related parties

Related parties are entities or legal persons connected through a relationship of control or significant influence. According to accounting and tax regulations, a related party may be an entity that directly or indirectly holds a

Selected explanatory notes to the condensed interim consolidated financial statements for the three-month period ended March 31, 2025

significant interest in another entity, or that is under the control of the same entities or group of entities. Additionally, related parties include entities influenced by the same economic or administrative interests. Transactions between related parties are governed by specific principles and methods, particularly concerning transfer pricing. The group has identified the following related parties in the course of business:

Key management personnel

March 31, 2025

As of March 31, 2025, the Board of Directors of Lion Capital was comprised of 4 members: Bogdan-Alexandru Drăgoi - Chairman, Radu-Răzvan Străuț - Vice-Chairman (mandate ended on October 1, 2024), Sorin Marica, Marcel Pfister, and Ionel Marian Ciucioi.
As of March 31, 2021, the members of the executive team of Lion Capital: Bogdan-Alexandru Drăgoi –CEO, Radu Răzvan Străuț-Deputy CEO (mandate ended on October 1, 2024), Florin-Daniel Gavrilă -Director, and Laurențiu Riviș – Director.

December 31, 2024

As of December 31, 2024, the Board of Directors of Lion Capital was comprised of 5 members: Bogdan-Alexandru Drăgoi - Chairman, Radu-Răzvan Străuț - Vice-Chairman (mandate ended on October 1, 2024), Sorin Marica, Marcel Pfister, and Ionel Marian Ciucioi.
As of December 31, 2024, the members of the executive team of Lion Capital: Bogdan-Alexandru Drăgoi CEO (General Director), Radu-Răzvan Străuț - Deputy CEO (mandate ended on October 1, 2024), Florin-Daniel Gavrilă - Director, 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 Group has not received and has not given guarantees in favour of any related party.

Subsidiaries

Subsidiaries are legal entities directly or indirectly controlled by a parent company, through the ownership of a significant interest (usually at least 50%) of the voting rights or by exercising control over the subsidiary's operations and financial policies.

During the first three months of 2025, the following transactions with related parties were carried out:

(a) Interest income

	March 31, 2025	March 31, 2024
VRANCART SA – bonds	-	629,561
SIF SPV TWO SA	488,076	587,782
SIF 1 IMGB S.A.	381,276	-
Total	869,352	1,217,343
(b) Balance of non-current receivables
	March 31, 2025	December 31, 2024
SIF SPV TWO SA – loan principal	50,075,433	50,045,250
SIF SPV TWO SA – interest receivable	6,366,272	5,595,632
SIF 1 IMGB S.A. – loan principal	24,885,500	24,870,500
SIF 1 IMGB S.A. – interest receivable	604,043	222,608
Total	81,931,248	80,733,990

During the first quarter of 2025, no transactions were conducted with non-consolidated subsidiaries.

During the year 2024, the following transactions were carried out with non-consolidated subsidiaries:

Vrancart S.A. participation in the cash increase of share capital amounting to RON 24,861,062, representing the equivalent of 248,078,495 shares, and collection of the bond totalling RON 36,874,800;
SIF SPV THREE and FOUR participation/contribution to the cash increase of share capital totalling RON 61,288,650;
Azuga Turism and SIFI Uniteh full sale and liquidation of the holdings, with transaction values of RON 44.7m and RON 0.7m, respectively.

23. Events after the interim period

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

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

31.03.2025

ITEM VALUE [RON] 1 Intangible assets 15,927 2 Tangible assets 4,978,465 3 Investment property 11,913,467 4 Biological assets - 5 Assets representing rights to use the underlying assets in a leasing contract 2,186,439 6 Financial assets 4,276,301,332 6.1 Financial assets measured at amortized cost - 6.2 Financial assets measured at fair value through profit and loss 1,557,538,174 6.2.1 Shares 1,321,631,186 6.2.1.1 Admitted to trading on a trading venue 954,580,863 6.2.1.2.1 in Romania 954,580,863 6.2.1.2.1.1 Traded in the last 30 trading days 405,844,492 6.2.1.2.1.2 Not traded in the last 30 trading days 548,736,371 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 367,050,323 6.2.1.2.1 in Romania 367,050,323 6.2.1.2.2 in a Member State - 6.2.1.2.3 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 in a Member State - 6.2.2.1.3 in a third country - 6.2.2.2 Not admitted to trading - 6.2.3 Securities of AIF / UCITS 235,906,988 6.2.3.1 Shares - 6.2.3.2 Fund units 235,906,988 6.2.3.2.1 Admitted to trading on a trading venue - 6.2.3.2.2 Not admitted to trading 235,906,988 6.2.3.2.2.1 in Romania 192,118,728 6.2.3.2.2.2 in a Member State - 6.2.3.2.2.3 in a third country 43,788,260 6.3 Financial assets measured at fair value through other comprehensive income 2,718,763,157 6.3.1 Shares 2,179,582,823 6.3.1.1 Addmitted to trading on a trading venue 2,001,452,224 6.3.1.2.1 in Romania 2,001,452,224 6.3.1.2.1.1 Traded in the last 30 trading days 2,000,858,478 6.3.1.2.1.2 Not traded in the last 30 trading days 593,746 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 Traded in the last 30 trading days 6.1.1.2.3.2 Not traded in the last 30 trading days 6.3.1.2 Not admitted to trading 178,130,599 6.3.1.2.1 in Romania 178,130,599 6.3.1.2.2 in a Member State 6.3.1.2.3 in a third country 6.3.2 Corporate bonds 1,271,504 6.3.2.1 Admitted to trading on a trading venue 1,271,504 6.3.2.1.1 in Romania - 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 1,271,504 6.3.2.1.2 in a Member State - 6.3.2.1.3 in a third country - 6.3.2.2 Not admitted to trading - 6.3.3 Securities of AIF / UCITS 416,543,299 6.3.3.1 Shares 416,543,299 6.3.3.1 Admitted to trading on a trading venue 416,543,299 6.3.3.1.1 in Romania 416,543,299 6.3.3.1.1.1 Traded in the last 30 trading days 416,543,299 6.3.3.1.1.2 Not traded in the last 30 trading days - 6.3.3.2.2 in a Member State 6.3.3.2.3 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) 1,483,082 8 Bank deposits 468,545,824 9 Other assets: 93,773,665 9.1 Dividends or other receivables - 9.2 Other assets 93,773,665 9.2.1 60,581,555 10 Accrued expenses 284,576 11 Total assets 4,859,482,777 12 Total liabilities 258,462,534 12.1 Financial liabilities measured at amortized cost 13,058,935 12.2 Deferred income tax liabilities 245,403,599 12.3 Other liabilities - 13 Provisions for risks and expenses - 14 Deferred income 1,087,433 15 Equity, of which: 4,607,332,693 15.1 Share capital 50,751,006 15.2 Items treated as equity 632,757,735 15.3 Other components of equity 1,485,715,314 15.4 Premium related to capital - 15.5 Revaluation reserves 2,523,295 15.6 Reserves 4,087,161,971 15.7 Treasury shares -7,372,959 15.8 Retained earnings 920,009,370 15.9 Retained earnings first-time adoption of IAS 29 (debtor account) -2,527,669,558 15.10 Result for the period -36,543,481 16 Net Asset Value 4,599,932,810 17 Number of outstanding shares** 506,010,056 18 Net Asset Value per Share 9.0906 19 Number of companies in the portfolio, of which: 35 19.1 Companies admitted to trading on an EU trading venue 22 19.2 Companies admitted to trading on a stock exchange in a third country - 19.3 Companies not admitted to trading 13 Loans granted to subsidiaries

** In accordance with Article 123, paragraph (3) of ASF Regulation no. 9/2014, this section reflects the number of shares issued by the company and outstanding as of the reporting date, which serve as the basis for calculating the net asset value per share. Treasury shares repurchased and held by the company as of the reporting date are excluded. As of this report's date, out of a total of 507,510,056 issued shares, the company holds 2,490,000 treasury shares, repurchased during the public tender offer conducted between September 25 and October 8, 2024 * The value of treasury shares repurchased during the Public Tender Offer conducted between September 25 and October 8, 2024.

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 31.03.2025

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	301/20.02.2025	1.9406	19,903,261	income approach, discounted cash flow method
2	SAI MUNTENIA INVEST	9415761		119,976	303/20.02.2025	893.6075	107,211,453	income approach, discounted cash flow method
3	SIF SPV TWO	40094500		119,988	306/20.02.2025	86.5513	10,385,117	asset approach, corrected Net Asset method
4	Administrare Imobiliare SA	20919450		16,049,741	309/20.02.2025	3.8347	61,545,942	asset approach, corrected Net Asset method
5	SIF1 IMGB	380430		199,993	304/20.02.2025	1362.1000	272,410,465	asset approach, corrected Net Asset method
6	SIF SPV THREE	49696089		149,850	307/20.02.2025	428.4661	64,205,645	asset approach, corrected Net Asset method
7	SIF SPV FOUR	50270264		149,850	308/20.02.2025	0.9732	145,834	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	305/20.02.2025	98.2251	442,009,119	asset approach, corrected Net Asset method
9	SIF Hoteluri	56150	CAOR	31,820,906	310/20.02.2025	0.6793	21,615,941	income approach, discounted cash flow method
10	IAMU	1766830	IAMU	9,170,588	302.20.02.2025	9.2809	85,111,310	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	4,130,279,302	89.790%
Commitment method	4,599,932,810	100%

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

DETAILED STATEMENT OF LION CAPITAL'S INVESTMENTS as of 31.03.2025

						Beginning of the reporting period [28.02.2025]		End of the reporting period [31.03.2025]
ITEM % of net asset I Total assets					% of total assets	Currency	RON	% of net asset	% of total assets	Currency	RON	Differences (RON)
				105.61	101.29	1,642,330	4,875,927,229	105.64	101.30		1,646,901 4,857,835,876	-18,086,782
			1 Securities and money market instruments, of which:	65.15	62.49	1,266,307	3,007,904,136	65.62	62.92	1,271,504	3,017,012,267	9,113,327
		1.1	Securities and money market instruments admitted or traded in a trading venue in Romania, of which:	65.13	62.46	-	3,007,904,136	65.59	62.89	-	3,017,012,267	9,108,131
			1.1.1 shares	63.81	61.20		2,947,243,052	64.26	61.62		2,956,033,087	8,790,034
			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
			1.1.7 government securities	1.31	1.26	-	60,661,084	1.33	1.27	-	60,979,181	318,097
		1.2	Securities and money market instruments admitted or traded in a trading venue
			in a member state	0.03	0.03	1,266,307.25	-	0.03	0.03	1,271,504	-	5,196
			1.2.1 shares	-	-	-	-	-	-	-	-	0
			1.2.2 other securities assimilated to these	-	-	-	-	-	-	-	-	0
			1.2.3 corporate bonds	0.03	0.03	1,266,307	-	0.03	0.03	1,271,504	-	5,196
			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 the public, approved by ASF, of which:	-	-	-	-	-	-	-	-	0
			2 Newly issued securities	-	-	-	-	-	-	-	-	0
	3		Other securities and money market instruments, of which:	13.10	12.57	-	605,237,416	13.16	12.62	-	605,567,273	329,857
		3.1	shares not admitted to trading	11.80	11.32		545,199,419	11.85	11.36		545,180,922	-18,497
		3.2	govt. securities not admitted to trading	1.30	1.25		60,037,997	1.31	1.26		60,386,351	348,355
			4 Bank deposits, of which:	10.41	9.98	-	480,729,763	10.19	9.77	-	468,545,824	-12,183,940
			4.1 bank deposits with credit institutions in Romania;	10.41	9.98	-	480,729,763	10.19	9.77	-	468,545,824	-12,183,940
			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	0.02	0.02	376,023	380,795	0.03	0.03	375,398	1,107,684	726,264
	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:	14.47	13.88	-	668,226,373	14.18	13.60	-	652,450,287	-15,776,086
			8.1 AIF shares				424,949,910				416,543,299	-8,406,611
			8.2 UCITS fund units				243,276,463				235,906,988	-7,369,475
			9 Dividends or other rights receivable	-	-	-	-	-	-	-	-	0
	10		Other assets (amounts in transit, amounts with distributors, with brokers, etc.).	2.46	2.36	-	113,448,745	2.46	2.36	-	113,152,540	-296,205
		10.1	Loans granted to subsidiaries	1.31	1.25		60,279,201	1.31	1.26		60,279,201	0
		II Total liabilities		5.61	5.38	-	258,956,326	5.64	5.41	-	259,549,967	593,641
	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	5.61	5.38	-	258,956,326	5.64	5.41	-	259,549,967	593,641
			10 Redemptions payable	-	-	-	-	-	-	-	-	0
			11 Other liabilities	-	-	-	-	-	-	-	-	0
			III Net Asset Value (I-II)	100.00	95.91	1,642,330	4,616,970,903	100.00	95.89		1,646,901 4,598,285,909	-18,680,423

Table 2

Statement of net asset value per share 31.03.2025

			RON
ITEM	Current period	Corresponding period of the previous year	Differences
Net Asset Value	4,599,932,810	4,134,267,912	465,664,898
Number of fund units / shares outstanding, of which held by	506,010,056	507,510,056	-1,500,000
` - individuals	206,335,843	205,009,393	1,326,450
` - legal entities	299,674,213	302,500,663	-2,826,450
Net asset value per share	9.0906	8.1462	0.9444
Number of investors, of which:	5,734,575.0000	5,737,006.0000	-2,431
` - individuals	5,734,458	5,736,881	-2,423
` - legal entities	117	125	-8

DETAILED STATEMENT OF INVESTMENTS AS OF 31.03.2025

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	31.03.2025	45,806,605	10.00	28.6000	1,310,068,903	4.9959	27.31
2	OMV PETROM	SNP	31.03.2025	355,081,206	0.10	0.7390	262,405,011	0.5698	5.47
3	BRD - GROUPE SOCIETE GENERALE	BRD	31.03.2025	13,615,497	1.00	18.6400	253,792,864	1.9537	5.29
4	BIOFARM	BIO	31.03.2025	362,096,587	0.10	0.6720	243,328,906	36.7471	5.07
5	VRANCART	VNC	31.03.2025	1,534,275,712	0.10	0.1050	161,098,950	76.3277	3.36
6	GRAND HOTEL BUCHAREST	RCHI	28.03.2025	335,003,053	0.10	0.2280	76,380,696	40.1902	1.59
7	CONPET PH	COTE	31.03.2025	562,740	3.30	81.2000	45,694,488	6.5000	0.95
8	S.P.E.E.H. HIDROELECTRICA	H2O	31.03.2025	225,000	10.00	123.3000	27,742,500	0.0500	0.58
9	BURSA DE VALORI BUCURESTI	BVB	31.03.2025	451,700	10.00	40.1500	18,135,755	5.1016	0.38
	10 IMPACT DEVELOPER & CONTRACTOR	IMP	31.03.2025	21,700,000	0.25	0.2100	4,557,000	0.9176	0.09
	11 SIFI CJ LOGISTIC	CACU	26.03.2025	54,486	2.50	26.0000	1,416,636	5.5275	0.03
	12 SATURN	SATU	28.03.2025	346,926	2.50	3.2000	1,110,163	17.5385	0.02
	13 ARCELOR MITTAL HUNEDOARA	SIDG	31.03.2025	5,921,324	0.10	0.1640	971,097	2.9820	0.02
	TOTAL						2,406,702,970		50.17

	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	98.2251	442,009,119	99.9997	9.21
2	IAMU	IAMU	28.03.2025	9,170,588	2.50	9.2809	85,111,310	96.5310	1.77
3	SIF HOTELURI	CAOR	31.03.2025	31,820,906	0.20	0.6793	21,615,941	98.9997	0.45
4	PRIMACONSTRUCT	PCTM	21.01.2025	90,685	2.50	5.5201	500,590	15.6969	0.01
5	SOMETRA	SOMR	13.02.2025	72,444	2.50	1.2859	93,156	2.0840	0.00
6	ICSH	ICSH	26.03.2012	84,500	2.50	-	0	1.2891	-
7	TALC DOLOMITA	TALD	09.10.2015	167,108	2.50	-	-	7.8944	-

TOTAL 549,330,117 11.45

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

	5. Securities 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 securities 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 securities
								RON	RON	RON	RON	RON	RON	%	%

6. Securities admitted to trading issued or guaranteed by central government authorities

Series	No. of securities held	Date of acquisition	Date of coupon	Date of coupon maturity	Initial value	Daily increase	Cummulative interest	Cummulative Discount / Premium	Total value	Pweight in total issued securities	Weight in AIFRI total assets
					RON	RON	RON	RON	RON	%	%
RODD24CXRK47	12,000	06.02.2025	28.07.2024	27.07.2025	59,267,077	6,000	1,482,000.00	230,103.84	60,979,180.50 M.F.P		1.27

TOTAL									60,979,180.50		1.27

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		Stake of issuer's share capital/total bonds of a issuer	Weight in AIFRI total assets
		RON		RON	%	%
TOTAL

Weight in AIFRI total assets

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

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

	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

Issuer	ISIN code	Date of last trading session		No. of bonds held No. Of bonds held Date of purchase Date of coupon			Initial value	Daily growth	Accumulated interest
							EUR	EUR	EUR
SNGN ROMGAZ	XS2914558593	-	250	30.09.2024	07.10.2024	06.10.2025	249,717.50	32.53	5,726.03
TOTAL

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

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 Not the case

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

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	1362.10	272,410,465	100.00	5.68
2	SAI MUNTENIA INVEST	119,976	10.00	893.61	107,211,453	99.98	2.23
3	SIF SPV THREE	149,850	408.00	428.47	64,205,645	99.90	1.34
4	ADMINISTRARE IMOBILIARE	16,049,741	2.50	3.38	61,545,942	97.40	1.28
5	NAPOMAR	10,256,241	1.60	1.94	19,903,261	99.43	0.41
6	SIF SPV TWO	119,988	1.00	86.55	10,385,117	99.99	0.22
7	EXIM BANCA ROMANEASCA	414,740	6.00	13.48	5,591,234	0.32	0.12
8	DEPOZITARUL CENTRAL	9,878,329	0.10	0.16	1,601,277	3.91	0.03
9	CCP.RO BUCHAREST	189,672	10.00	8.10	1,536,078	1.61	0.03
10	SPUMOTIM	12,398	2.50	38.56	478,094	3.99	0.01
11	APRO HOREA	8,220	2.50	19.40	159,474	13.54	0.00
12	SIF SPV FOUR	149,850	1.00	0.97	145,834	99.90	0.00
13	AUTODANUBIUS	11,653	2.50	0.60	7,047	14.04	0.00
	TOTAL				545,180,922		11.36

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

TOTAL

4. Securities not admitted to trading

Issuer	No. Of securities held	Date of acquisition	Date of coupon	Date of coupon maturity	Initial value	Daily growth
					RON	RON
RO7EKTXSRHD6	12,000	06.02.2025	28.01.2025	27.01.2026	59,686,335	10,356
TOTAL

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
1	Banca TRANSILVANIA	1,072,537	0.02
2	Intesa SanPaolo	18,601	0.00
3	Exim Banca Romaneasca	5,987	0.00
4	Banca Comerciala Romana	5,008	0.00
5	BRD-G.S.G	1,717	0.00
6	CEC Bank	700	0.00
7	Unicredit Bank	674	0.00
8	Lion Capital - petty cash	2,460	0.00
	TOTAL	1,107,684.08	0.02

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 Comercială Română	70,015.03	4.9771	348,472	0.01
2	Banca Transilvania	1,797.82	4.9771	8,948	0.00
3	Exim Banca Romanească - current account	1,281.41	4.9771	6,378	0.00
4	CECBank - current account	1,073.57	4.9771	5,343	0.00
5	BRD G.S.G.	5.86	4.9771	29	0.00
	TOTAL			369,170	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	842.42	4.6005	3,876	0.00
2	Banca Comercială Română	176.00	4.6005	810	0.00
	TOTAL			4,685	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

1	Banca TRANSILVANIA	259.47	5.946	1,543	0.00
	TOTAL			1,543	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		04/03/2025	10/04/2025	25,000,000	3,819.44	106,944.44	25,106,944	0.52
2		04/03/2025	10/04/2025	20,000,000	3,055.56	85,555.56	20,085,556	0.42
3		04/03/2025	10/04/2025	10,000,000	1,527.78	42,777.78	10,042,778	0.21
4		04/03/2025	10/04/2025	7,000,000	1,069.44	29,944.44	7,029,944	0.15
5		04/03/2025	10/04/2025	2,500,000	381.94	10,694.44	2,510,694	0.05
6		04/03/2025	10/04/2025	30,000,000	4,583.33	128,333.33	30,128,333	0.63
7		13/03/2025	17/04/2025	8,000,000	1,222.22	23,222.22	8,023,222	0.17
8		13/03/2025	17/04/2025	25,000,000	3,819.44	72,569.44	25,072,569	0.52
9		13/03/2025	17/04/2025	15,000,000	2,291.67	43,541.67	15,043,542	0.31
10		13/03/2025	17/04/2025	10,000,000	1,527.78	29,027.78	10,029,028	0.21
11		13/03/2025	17/04/2025	10,000,000	1,527.78	29,027.78	10,029,028	0.21
12		13/03/2025	24/04/2025	5,000,000	763.89	14,513.89	5,014,514	0.10
13		13/03/2025	24/04/2025	25,000,000	3,819.44	72,569.44	25,072,569	0.52
14		13/03/2025	24/04/2025	10,000,000	1,527.78	29,027.78	10,029,028	0.21
15		13/03/2025	24/04/2025	30,000,000	4,583.33	87,083.33	30,087,083	0.63
16		31/03/2025	09/05/2025	2,000,000	305.56	305.56	2,000,306	0.04
	Banca Comercială Română
20		31/03/2025	02/04/2025	81,655,000	11,340.97	11,340.97	81,666,341	1.70
21		04/03/2025	03/04/2025	25,000,000	3,715.28	104,027.78	25,104,028	0.52
22		04/03/2025	03/04/2025	20,000,000	2,972.22	83,222.22	20,083,222	0.42
23		04/03/2025	03/04/2025	10,000,000	1,486.11	41,611.11	10,041,611	0.21
24		04/03/2025	03/04/2025	9,000,000	1,337.50	37,450.00	9,037,450	0.19
25		04/03/2025	03/04/2025	5,000,000	743.06	20,805.56	5,020,806	0.10
	EXIM Banca Românească
26		31/03/2025	08/05/2025	10,000,000	1,486.11	1,486.11	10,001,486	0.21
27		31/03/2025	08/05/2025	5,000,000	743.06	743.06	5,000,743	0.10
28		31/03/2025	08/05/2025	2,275,000	338.09	338.09	2,275,338	0.05
29		31/03/2025	08/05/2025	15,000,000	2,229.17	2,229.17	15,002,229	0.31
30		31/03/2025	08/05/2025	30,000,000	4,458.33	4,458.33	30,004,458	0.63
31		31/03/2025	08/05/2025	20,000,000	2,972.22	2,972.22	20,002,972	0.42
	TOTAL						468,545,824	9.77

	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	31-Mar-25	140,663,575		1.7900	251,787,799	18.4815	5.25
2	Infinity Capital Investments	31-Mar-25	69,225,000		2.3800	164,755,500	14.5737	3.43
	Fund units
1	Fondul Inchis de Investitii ACTIVE PLUS		5,407.7227	14,593.11		78,915,492	55.9324	1.65
2	FIA CERTINVEST ACTIUNI (SHARES)		200.0000	404,142.11		80,828,422	54.1203	1.68
3	FIAIP OPTIM INVEST		1,374.5400	13,915.65		19,127,618	67.4512	0.40
4	ROMANIA STRATEGY FUND Klasse B		58,000.0000	754.97		43,788,260	50.8772	0.91
5	FIA STAR VALUE		9,382.0000	1,411.98		13,247,196	23.5211	0.28
	TOTAL					652,450,287		13.60

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		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

Issuer	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

	31.03.2025	28.02.2025	31.01.2025
Net asset value	4,599,932,810	4,618,613,233	4,568,040,042
Net asset value per share	9.0906	9.1454	9.0453

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	4,130,279,302	89.79%
Commitment method	4,599,932,810	100%

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

DECLARATION

in accordance with the provisions of Article 67, paragraph (2) of Law no. 24/2017 on issuers of financial instruments and market operations

We, the undersigned, Bogdan-Alexandru Drăgoi, as Chairman - Chief Executive Officer, and Bogdan Dușu, as Chief Financial Officer, responsible for preparing the condensed interim consolidated financial statements of the issuer Lion Capital S.A. for the first quarter of 2025, ended March 31, 2025, hereby declare the following:

The condensed interim consolidated financial statements have been prepared in accordance with the applicable Romanian accounting regulations, namely Accounting Law no. 82/1991 (republished), and ASF Regulation no. 39/2015 for the approval of Accounting Regulations compliant with International Financial Reporting Standards, applicable to entities authorized, regulated, and supervised by the Financial Supervisory Authority in the Financial Instruments and Investments Sector. The accounting policies used in the preparation of these condensed interim consolidated financial statements comply with the Accounting Regulations approved by ASF Regulation no. 39/2015.
The Group operates under conditions of business continuity.

We also declare that, to the best of our knowledge, the condensed interim consolidated financial statements, prepared in accordance with the applicable accounting standards, present a true and fair view of the assets, liabilities, financial position, and profit and loss of the Lion Capital S.A. Group, and that the Board of Directors' report provides an accurate and complete representation of the information related to the issuer Lion Capital S.A.

Chairman and CEO CFO Bogdan Alexandru Drăgoi Bogdan Victor Dușu

LION CAPITAL S.A. CUI • CIF RO2761040 RC J1992001898023 SUBSCRIBED AND PAID-UP CAPITAL RON 50,751,005.60

ADDRESS 35A CALEA VICTORIEI, ARAD 310158, ROMANIA TEL +40257 304 438 • FAX +40257 250 165 EMAIL [email protected] INTERNET WWW.LION-CAPITAL.RO

NUMBER IN ASF AFIAA REGISTER PJR07.1AFIAA / 020007 / 09.03.2018 NUMBER IN ASF FIAIR REGISTER PJR09FIAIR / 020004 / 01.07.2021 LEGAL IDENTITY IDENTIFIER (LEI CODE) 254900GAQ2XT8DPA7274

BANK ACCOUNT RO77 BTRL 0020 1202 1700 56XX BANCA TRANSILVANIA ARAD BRANCH

PRESS RELEASE Availability of Lion Capital's Consolidated Quarterly Report as of March 31, 2025

May 30, 2025, Arad • Lion Capital SA informs the investors that the Consolidated Quarterly Report, prepared as of March 31, 2025, pursuant to 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 May 30, 2025, 18:00 hours, at Company's headquarters and on Company's website at www.lion-capital.ro

Note that the condensed interim consolidated financial statements as of March 31, 2025, are not audited.

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

Bogdan-Alexandru Drăgoi Chairman and CEO

Compliance Officer, Eugen Cristea

prin Gabriela Grigore Director General Adjunct

Control Intern Cristea Eugen, RCCI

Avizat

AI Terminal

SIF Banat Crisana S.A.

2303_10-q_2025-06-02_ebf6955a-20ac-43ec-aab1-ba6e322e8a66.pdf

CONSOLIDATED REPORT

CONTENTS

1. GENERAL INFORMATION ON LION CAPITAL GROUP

1.1. Presentation of the Group

1.2. Entities in the Scope of Consolidation

Subsidiaries

Associated Entities

Transactions eliminated on consolidation

2. PRESENTATION OF THE ENTITIES WITHIN THE GROUP

2.1. Information on the Activity of Lion Capital

Main Financial and Operational Information for Lion Capital

Milestones of Lion Capital Activity in 2025

MONTHLY NET ASSET VALUES MARCH 2024 - MARCH 2025

ASSETS UNDER MANAGEMENT as of March 31, 2025

STOCK PORTFOLIO

■ energy - utilities

■ pharmaceuticals

■ hospitality (hotels and restaurants)

■ other industries and activities stakes in 14 companies, worth RON 238.63m

STOCK PORTFOLIO

■ up to 5%

■ 5-33%

STOCK PORTFOLIO

■ listed companies

■ unlisted companies

TOP 10 COMPANIES IN LION CAPITAL PORTFOLIO as of March 31, 2025

2.2. Informationon the Entities in the Scope of Consolidation

SAI MUNTENIA INVEST SA Bucharest

Administrare Imobiliare SA Bucharest

3. SUMMARY OF CONSOLIDATED FINANCIAL DATA FOR THE GROUP AS OF MARCH 31, 2025

3.1. Bases of presentation of consolidated statements

3.2. Consolidated Statement of Profit and Loss and Other Comprehensive Income

3.3. Consolidated Statement of Financial Position

3.4. Presentation on Segments

4. DESCRIPTION OF MAIN RISKS FOR THE GROUP

4.1. Financial Risks

Market Risk

Concentration Risk

(i) Equity Price Risk

(ii) Interest Rate Risk

(iii) Currency Risk

Credit Risk

Liquidity risk

Other risks

Taxation risks

Business environment risks

Operational Risk

Capital Adequacy

5. THE MARKET OF THE SECURITIES ISSUED BY THE GROUP

CHARACTERISTICS OF SHARES ISSUED BY LION CAPITAL

LION PRICE AND VOLUME IN 2025

LION vs. BET-FI IN 2025

Bucharest Stock Exchange (BVB) indices including LION stock:

BET-FI • BET-BK • BET-XT • BET-XT-TR • BET-XT-TRN

The two subsidiaries included in the consolidation are not listed on an organized capital market or an alternative trading system.

SHAREHOLDERS STRUCTURE

6. CORPORATE GOVERNANCE

Lion Capital's Leadership

The General Meeting of Shareholders (GMS)

The Board of Directors

Advisory Committees within the Board of Directors

The Executive Management

Description of the Main Elements of the Internal Control Systems and Risk Management

Risk Management

Risk Profile and Risk Limits

Risk Limits and Risk Profile

Compliance Function

Internal Audit

Assessment of matters concerning the employees

Assessment of matters concerning the environment

7. SIGNIFICANT EVENTS DURING 1Q 2025

Publication of Preliminary Financial Results for 2024

Convening of the OGMS and EGMS for April 24 (25), 2025

Authorization of Compliance Officer

Completion of Share-based Payment Plan

Revocation of a Board Decision

8. OTHER SIGNIFICANT INFORMATION