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Medicover

Quarterly Report Apr 27, 2023

2943_10-q_2023-04-27_7f21130e-a140-4cf1-8cfb-c2ef14d5f715.pdf

Quarterly Report

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INTERIM REPORT JANUARY–MARCH 2023

  • Revenue amounted to €419.3m (€381.7m), an increase of 9.9% with an organic growth of 4.6%.
  • Operating profit (EBIT) was €10.7m (€22.2m), representing an operating margin of 2.6% (5.8%).
  • Net profit amounted to €2.1m (€12.0m), which represents a margin of 0.5% (3.1%).
  • EBITDA was €54.3m (€62.3m), a decrease by 12.8%. EBITDA margin was 12.9% (16.3%).
  • EBITDAaL amounted to €30.6m (€42.6m), corresponding to an EBITDAaL margin of 7.3% (11.1%).
  • Net cash flow from operating activities was €61.4m (€45.8m).
  • Basic/diluted earnings per share were €0.010 (€0.080).

REVENUE AND EARNINGS

€ millions (€m) Q1 2023 Q1 20221) Variance LTM2) FY 20221)
Revenue 419.3 381.7 10% 1,547.8 1,510.2
Operating profit (EBIT) 10.7 22.2 -52% 43.7 55.2
Operating profit margin 2.6% 5.8% 2.8% 3.7%
Net profit 2.1 12.0 -82% 3.8 13.7
Net profit margin 0.5% 3.1% 0.3% 0.9%
Basic/diluted earnings per share, € 0.010 0.080 -88% 0.010 0.079
EBITDA 54.3 62.3 -13% 209.1 217.1
EBITDA margin 12.9% 16.3% 13.5% 14.4%
Adjusted EBITDA 57.4 67.2 -15% 224.1 233.9
Adjusted EBITDA margin 13.7% 17.6% 14.5% 15.5%
EBITDAaL 30.6 42.6 -28% 118.9 130.9
EBITDAaL margin 7.3% 11.1% 7.7% 8.7%
Adjusted EBITDAaL 33.7 47.5 -29% 133.9 147.7
Adjusted EBITDAaL margin 8.0% 12.4% 8.7% 9.8%
EBITA 16.0 31.7 -50% 65.2 80.9
EBITA margin 3.8% 8.3% 4.2% 5.4%

Definition and reconciliation of alternative performance measures are available at www.medicover.com/financial-information.

1) 2022 is restated for IFRS 17 Insurance contracts. For further information, refer to note 1.

2) LTM: last twelve months (1 April 2022-31 March 2023)

Medicover is a leading international healthcare and diagnostic services company and was founded in 1995. Medicover operates a large number of ambulatory clinics, hospitals, specialty-care facilities, laboratories and blood-drawing points and the largest markets are Poland, Germany, Romania and India. In 2022, Medicover had revenue of €1,510 million and more than 44,000 employees. For more information, go to www.medicover.com

CEO STATEMENT

Covid-19 is no longer a factor for our trading, allowing the great underlying strength and growth to be more apparent in both revenue and margin. Covid-19 was only around one per cent of revenue this quarter and has largely become part of the normal testing portfolio.

What clearly stands out is the strength of the underlying business (excluding Covid-19). To illustrate over the 4 years since Q1 2019 (the last undisturbed first quarter before Covid-19), we have more than doubled the size of the underlying business from just under €200m to now over €400m for the quarter, a CAGR of 20% revenue growth. This is despite all the negative impacts on the underlying business from Covid-19 restrictions and the war in Ukraine. Furthermore, organic growth in the underlying business this quarter versus the prior year quarter was an outstanding 24.6%, again illustrating the strength of our business model and markets.

Clearly we manage cost inflation with the price increases already implemented and continue to actively mitigate inflation. Underlying EBITDA margin for the Group and both divisions (excluding Covid-19) expanded robustly versus the prior year quarter. The Group's underlying EBITDA margin expanded 129 bps versus the prior year quarter. This is despite a significant drag from immature units, in particular Medicover Hospitals in India and Hospital Services in Romania. As commented throughout the second half of 2022, the impact from price increases would be visible from early 2023.

Our commitment to continuing our growth pace is clear with the investments made over the last year in new facilities with medical service space up 34.2% versus the start of the prior year and with units starting to mature supporting margin growth. We are very encouraged with the progress we make to fill the new capacity, with for example the two new recently opened large hospitals in Maharashtra India, in Navi Mumbai and Pune, expected to break even at an EBITDAaL level into the third quarter. This would then be achieved within less than 12 months of starting those greenfield operations, an excellent outcome. In India in the next 9 months we will be opening a greenfield women & child hospital, a greenfield general hospital, a repurposed unit changed to a cancer center of excellence and possibly taking over 2 existing hospitals, potentially adding 5 new hospitals by year end. The new large hospital in Bucharest will commence operations during the second quarter.

Revenue for the quarter grew by 9.9% to €419.3m (€381.7m), with an organic growth of 4.6%. EBITDA was €54.3m (€62.3m), decreased by 12.8%, representing an EBITDA margin of 12.9% (16.3%). EBITDA excluding Covid-19 was €53.0m (€36.3m) a margin of 12.8% (11.5%).

Healthcare Services revenue grew by 32.7% to €276.1m (€208.1m), with an organic growth of 20.7%. Organic revenue growth excluding Covid-19 was an even more impressive 27.7%, with price representing approximately 12.1 percentage points of this growth. Members grew to 1.7 million with 36 thousand new members over the quarter. EBITDA grew by 34.5% to €34.2m (€25.4m), an EBITDA margin of 12.4% (12.2%). It is very positive to see margin expansion despite the dilution of new units with lower occupancy, pre-opening costs and cost inflation. Healthcare Services EBITDA for the underlying business expanded a healthy 53 bps to 12.4% (11.8%).

Diagnostic Services revenue amounted to €149.1m (€178.5m) a decrease by 16.5%, with a negative organic growth of 13.7%. Underlying organic revenue growth excluding Covid-19 revenue was strong and amounted to 19.5% with good performance across all large units and almost all smaller units. Underlying test volume (excluding Covid-19) was up 5.4% at 31.2 million (29.6 million). Covid-19 testing has largely receded, now being more in line with a normal testing service. EBITDA amounted to €26.5m (€44.2m), a decrease of 40.1%, an EBITDA margin of 17.7% (24.7%). Underlying EBITDA was €25.2m (€20.3m) and a margin of 17.4% (16.3%) an increase of 109 bps compared to prior year quarter.

Despite the ongoing war in Ukraine, our colleagues continue their extraordinary commitment and ability to gradually rebuild our activities in the country.

The strength of Medicover's model and markets is showing in this quarter and will continue as we move through 2023.

Fredrik Rågmark, CEO

REVENUE FIRST QUARTER 2023

Consolidated revenue amounted to €419.3m (€381.7m), up 9.9% with an organic growth of 4.6%. Revenue from Covid-19 services amounted to €4.6m (€65.5m), 7% of the Q1 22 levels.

Acquired revenue and strong organic revenue growth have more than compensated for the reduced Covid-19 revenue. Illustrating this, organic growth excluding Covid-19 amounted to a very strong 24.6%.

Inflation is still high, with headline inflation running at 16.1% annualised for Poland in March 2023, which has reduced from the prior quarter. Core inflation (net of food and energy prices) is however still trending up at 12.3% for March 2023. Inflation has been experienced in all sectors of the economy and is evident in strong wage growth. Price indexations in the larger employer paid Polish business occurred during Q4 2022 which compensated for the cost increases in 2022.

Acquired revenue amounted to €33.2m. The Group also continued to invest in greenfield infrastructure. During the quarter, a dental business and a gym club were acquired in Poland, both acquisitions being minor.

Foreign exchange fluctuations had a negative impact of 2.5% with weakness for the Polish zloty, the Ukrainian hryvna and the Indian rupee.

Healthcare Services revenue reached €276.1m (€208.1m), up 32.7% with an impressive organic growth of 20.7%. Revenue from Covid-19 services was negligible at €0.0m (€11.5m). Organic growth

excluding Covid-19 revenue was an even more impressive 27.7%, with price representing approximately 12.1pp of this growth.

Employment and economic activity has been robust in European markets despite raising interest rates, with a significant lack of labour and widespread wage pressure.

Member growth remains strong with an increase of 8.2% to 1,708K (1,579K), with 36K new members added in this quarter and 129K over the last twelve months.

FFS activities have performed well with good demand levels. In Poland, the number of dental chairs rose to 472 (an increase of 18 since previous quarter) and to 218 in Germany (an increase of 3 since previous quarter). Further dental greenfield openings are scheduled in 2023.

31 Mar
2023
31 Mar
2022
FY 2022
Clinics 176 137 175
Hospitals 41 36 41
Beds (commissioned) 5,805 5,434 5,805
Fertility clinics 30 25 28
Dental clinics 109 66 107
Dental chairs 690 373 669
Gyms 131 89 126
Other facilities 115 95 112
Members (thousands) 1,708 1,579 1,672

Acquired revenue amounted to €31.3m. The rate of expansion of organic revenue is supported by the

organic growth investments made in 2022 and earlier. Deployments and openings are scheduled in 2023, such as the large scale Bucharest hospital in Q2 and hospitals in India (2 new greenfield hospitals, a cancer hospital and potentially others) later this year. These and other facility additions will further support organic expansion.

Foreign exchange fluctuations had a negative impact of 3.0% with weakness for the Polish zloty and the Indian rupee.

Diagnostic Services revenue amounted to €149.1m (€178.5m), a decrease of 16.5%, with an organic reduction of 13.7% due to a sharp reduction in Covid-19 services. Revenue from Covid-19 services amounted to €4.6m (€54.0m). Testing for Covid-19 has now largely become a normal business service. Revenue in Ukraine amounted to €14.4m (€18.0m), approximately 80% of prior year levels. The Russian war started on 24 February 2022, hence measuring against a more normalised level, revenue was just over half of prewar euro levels.

The disposal of the business in Belarus was closed in February 2023 with one month of revenue reflected in the quarter for €1.6m (€5.5m).

Organic growth excluding Covid-19 revenue was strong amounting to 19.5%, with good underlying performance across all business units. Germany noticed higher underlying activity towards the end of the quarter with prices being largely unchanged. In FFS-based markets, revenue increased through strong growth in volume/mix of tests and price increases, partially offset by foreign exchange weakness. The 2022 comparative figures were dampened slightly due to the outbreak of the Russian war against Ukraine. Excluding Germany and some smaller markets, all have replaced the Covid-19 business of 2022 with strong underlying business growth. The price component represented approximately 2.7pp of the organic growth.

Indexation has been applied to FFS prices and some commercial contracts over the last twelve months. Except for some minor changes, public pricing has not been indexed yet despite increasing inflation. German reimbursement rates have not changed and no price indexation has been indicated in the near term, besides some minor increases in clinical services. This is consistent across the entire German healthcare reimbursement system.

The laboratory test volume decreased by 1.8% to 31.4 million (32.0 million). Covid-19 tests were 0.2 million (2.4 million). Excluding Covid-19 testing, volume increased by 5.4% despite the disposal of the business in Belarus.

31 Mar
2023
31 Mar
2022
FY 2022
Labs 103 104 104
BDPs 830 687 876
Clinics 27 24 27
Lab tests (million) 31.4 32.0 119.3

The table above includes operational facilities. The reduction in BDPs since year-end mainly relates to the sale of the business in Belarus with 58 BDPs.

In Ukraine 2 labs and 26 BDPs were nonoperational as at 31 March 2023 (3 labs and 199 BDPs at March 2022).

Acquired revenue amounted to €1.9m.

Foreign exchange fluctuations had a negative impact of 2.0% with weakness for the Ukrainian hryvna.

Revenue from external customers, recognised over time as services are rendered, by division, by payer and by country is disclosed in the following table. Funded revenue includes revenue from insurance contracts as per IFRS 17.

€m Q1 2023 Q1 2022 Variance LTM FY 2022
Healthcare Services
Revenue 276.1 208.1 985.1 917.1
Inter-segment revenue -0.3 -0.2 -1.2 -1.1
Revenue from external customers 275.8 207.9 32.6% 983.9 916.0
By payer:
Public 37.4 23.3 60.7% 129.2 115.1
Private 238.4 184.6 29.1% 854.7 800.9
Funded 85.2 71.9 18.4% 314.6 301.3
Fee-For-Service (FFS) 117.9 96.3 22.4% 426.9 405.3
Other services 35.3 16.4 115.3% 113.2 94.3
By country:
Poland 178.4 134.4 32.7% 636.7 592.7
India 42.6 36.3 17.4% 172.3 166.0
Romania 28.7 24.2 18.5% 99.7 95.2
Other countries 26.1 13.0 100.6% 75.2 62.1
Diagnostic Services
Revenue 149.1 178.5 583.1 612.5
Inter-segment revenue -5.7 -4.8 -19.4 -18.5
Revenue from external customers 143.4 173.7 -17.4% 563.7 594.0
By payer:
Public 45.4 65.0 -30.2% 188.4 208.0
Private 98.0 108.7 -9.7% 375.3 386.0
Fee-For-Service (FFS) 87.6 96.5 -9.2% 327.0 335.9
Other services 10.4 12.2 -14.0% 48.3 50.1
By country:
Germany 70.9 93.8 -24.5% 290.5 313.4
Romania 24.5 22.1 10.9% 84.7 82.3
Ukraine 14.4 18.0 -19.8% 44.8 48.4
Poland 13.9 13.3 4.4% 52.3 51.7
Other countries 19.7 26.5 -25.2% 91.4 98.2

PROFIT DEVELOPMENT FIRST QUARTER 2023

Operating profit (EBIT) was €10.7m (€22.2m), an operating margin of 2.6% (5.8%).

Net profit amounted to €2.1m (€12.0m), which represented a margin of 0.5% (3.1%). Other income/(costs) of €7.9m included a gain of €7.8m relating to the sale of the business in Belarus. Total financial result amounted to €-15.6m (€-6.7m) of which €-11.9m (€-7.5m) was related to interest expense and commitment fees on the Group's debt and other discounted liabilities. Within the interest expense €-6.1m (€-4.8m) was related to lease liabilities. As the Group has expanded its capacity and facilities significantly over the past years, including its leased premises, the interest expense allocated to lease liabilities has increased. Foreign exchange losses were €-4.6m (€-2.2m) of which €- 4.8m was relating to accumulated translation differences on net assets relating to the disposal of the business in Belarus and €0.5m (€-1.4m) to euro-denominated lease liabilities mainly in Poland as the zloty strengthened over the quarter.

The Group has recognised an income tax charge of €-0.9m (€-4.8m) which corresponds to an effective tax rate for the quarter of 28.7% (28.4%).

Basic/diluted earnings per share amounted to €0.010 (€0.080).

Consolidated EBITDA was €54.3m (€62.3m), an EBITDA margin of 12.9% (16.3%). Adjusted EBITDA amounted to €57.4m (€67.2m) a margin of 13.7% (17.6%).

EBITDAaL was €30.6m (€42.6m), a margin of 7.3% (11.1%). Adjusted EBITDAaL was €33.7m (€47.5m), a margin of 8.0% (12.4%).

Covid-19 services have largely disappeared and are more or less part of the normal testing portfolio. EBITDA excluding Covid-19 was €53.0m (€36.3m), an increase of 45.9% and a margin of 12.8% (11.5%), highlighting the strong underlying development of the Group.

Items affecting comparability

The disposal of the business in Belarus was closed in February 2023. A gain of €7.8m was recognised in other income/(costs) and €-4.8m of foreign exchange losses have been recycled from equity to other financial income/(expense) with a corresponding positive movement in other comprehensive income. EBITDA for the business in Belarus amounted to €0.1m (€2.0m).

In Q1 2022 the Group recognised an impairment of €-5.1m relating to damaged and destroyed assets as well as assets not under its control in occupied regions of Ukraine, of which €-4.0m was included in medical provision costs and €-1.1m in administrative costs.

Until January 2022 NIPD was accounted for as an associate using the equity method. In January 2022 the share of ownership was increased to 87.2% and subsequently consolidated. Upon consolidation, the Group's previously held interest of 18.9%, with a carrying value of €7.9m, was remeasured to its acquisition fair value of €12.3m, resulting in a gain of €4.4m in Q1 2022 which was recognised as other income/(costs).

Acquisition related expenses were €-0.4m (€-2.9m).

Equity settled share-based payments charges relating to long-term performance-based share programmes were €-2.7m (€-2.0m).

EBITDA for Healthcare Services grew well to €34.2m (€25.4m) with a maintained EBITDA margin of 12.4% (12.2%) despite the strong roll out of new units. EBITDA excluding Covid-19 was €34.2m (€23.3m), an increase of 46.7% and a margin of 12.4% (11.8%) with 53bps of margin expansion.

Acquisitions made in the last 12 months and increases in volume/price have offset the negative

impact on profit from the new expansion activities (new unit losses and pre-opening costs) and inflation impacts on the cost base. During the quarter there was no contribution from Covid-19.

The medical cost ratio (MCR) to revenue was 81.3% (80.7%), an increase of 0.6pp, with new project-related property costs representing half of the increase. The remaining increase is due to staffing and other costs for these new units. The reduction in contribution from Covid-19 services is offset with slightly lower utilisation levels within corporate prepaid business compared to prior year quarter.

EBITDAaL was €16.9m (€12.5m), a margin of 6.1% (6.0%). Adjusted EBITDAaL was €17.7m (€13.1m), a margin of 6.4% (6.3%).

The EBITDAaL margin on a like for like basis increased to 7.4% (6.2%), demonstrating the indexation impact and the pick up on performance of prior investments.

EBITDAaL €m Margin
Q1 2022 as reported 12.5 6.0%
Covid-19 -2.1
New units 0.5
Pre-opening costs
Q1 2022 like for like
0.7
comparative 11.6 6.2%
Q1 2023 as reported 16.9 6.1%
Covid-19 0.0
New units 3.8
Pre-opening costs 0.7
Acquisitions1) -3.5
Q1 2023 like for like
comparative 17.9 7.4%

1)Acquisitions made during the last 12 months, excluding the new hospital in Cluj, Romania included under "New units".

The segment has expanded significantly with startups and early-stage projects over the twelve months. Total losses on these new units represent approximately an EBITDAaL of €-3.8m. Out of the 4 hospitals opened in India within the last 12 months, the first one launched has turned to a positive EBITDAaL during the quarter, however still dilutive, while the other 3 are loss making.

Additionally, pre-opening costs were expensed for units being built including a 200-bed hospital under construction in Bucharest scheduled to open in Q2 2023. Two hospitals are in the construction phase in India, to be opened early on in the second half of 2023. These incurred an EBITDAaL loss of €-0.7m.

Medicover Sports is observing a good increase in demand for sports benefits packages which are

sold alongside Medicover healthcare benefits to the same employer base. The integration of the different gyms acquired in 22/23 will increase performance over 2023 further enhanced with a gain in market share of the sports/fitness corporate benefit plans.

Indexation of corporate prepaid contracts occurred during Q4 2022. Utilisation levels in the employer paid business have been slightly lower compared to the prior year quarter.

Several other units have performed well, the Polish dental business has expanded at a fast pace with new unit openings offsetting mature unit profit growth. During the quarter one dental clinic was acquired and one new greenfield location was launched in Poland. 8 greenfield units were launched in the last twelve months.

The established inpatient facilities in Poland and Romania have performed well even with the newer unit in Cluj (Romania) still at a loss-making stage.

Operating profit was to €4.7m (€3.8m), a margin of 1.7% (1.8%).

EBITDA for Diagnostic Services was €26.5m (€44.2m), an EBITDA margin of 17.7% (24.7%). EBITDA excluding Covid-19 was €25.2m (€20.3m), an increase of 23.8% and a margin of 17.4% (16.3%) with 109bps margin expansion.

EBITDAaL was €20.1m (€37.5m), a margin of 13.5% (21.0%). Adjusted EBITDAaL was €20.8m (€38.0m), a margin of 14.0% (21.3%).

The EBITDAaL margin on a like for like basis increased from 10.9% to 13.0%. The factors having the largest impact on profit for the segment are the significant decline in Covid-19 activity and inflation impacts on the cost base.

EBITDAaL €m Margin
Q1 2022 as reported 37.5 21.0%
Covid-19
Q1 2022 like for like
-23.9
comparative 13.6 10.9%
Q1 2023 as reported 20.1 13.5%
Covid-19 -1.3
Acquisitions
Q1 2023 like for like
-0.3
comparative 18.5 13.0%

The growth in the underlying margin has been supported by growth in both the mix of tests and strong volume despite the disposal of the business in Belarus. The growth in underlying margin has been dampened by labour cost increases and other inflationary costs with minor price indexation for publicly financed testing. Outside Germany, FFS prices have been indexed passing some of the increased costs onto clients.

Operating profit was €12.9m (€26.1m), a margin of 8.6% (14.6%).

KEY FINANCIAL DATA

Medicover, €m Jan-Mar
2023
Jan-Mar
20221)
Variance LTM FY
20221)
Revenue 419.3 381.7 10% 1,547.8 1,510.2
Operating profit (EBIT) 10.7 22.2 -52% 43.7 55.2
Operating profit margin 2.6% 5.8% 2.8% 3.7%
Net profit 2.1 12.0 -82% 3.8 13.7
Net profit margin 0.5% 3.1% 0.3% 0.9%
Basic/diluted earnings per share, € 0.010 0.080 -88% 0.010 0.079
EBITDA 54.3 62.3 -13% 209.1 217.1
EBITDA margin 12.9% 16.3% 13.5% 14.4%
Adjusted EBITDA 57.4 67.2 -15% 224.1 233.9
Adjusted EBITDA margin 13.7% 17.6% 14.5% 15.5%
EBITDAaL 30.6 42.6 -28% 118.9 130.9
EBITDAaL margin 7.3% 11.1% 7.7% 8.7%
Adjusted EBITDAaL 33.7 47.5 -29% 133.9 147.7
Adjusted EBITDAaL margin 8.0% 12.4% 8.7% 9.8%
EBITA 16.0 31.7 -50% 65.2 80.9
EBITA margin 3.8% 8.3% 4.2% 5.4%
Adjusted EBITA 19.1 36.6 -48% 80.2 97.7
Adjusted EBITA margin 4.5% 9.6% 5.2% 6.5%
EBITAaL 9.9 26.9 -63% 41.8 58.8
EBITAaL margin 2.4% 7.0% 2.7% 3.9%
Adjusted EBITAaL 13.0 31.8 -59% 56.8 75.6
Adjusted EBITAaL margin 3.1% 8.3% 3.7% 5.0%
Healthcare Services, €m
Revenue 276.1 208.1 33% 985.1 917.1
Operating profit (EBIT) 4.7 3.8 24% 26.3 25.4
Operating profit margin 1.7% 1.8% 2.7% 2.8%
EBITDA 34.2 25.4 34% 134.4 125.6
EBITDA margin 12.4% 12.2% 13.6% 13.7%
EBITDAaL 16.9 12.5 36% 69.9 65.5
EBITDAaL margin 6.1% 6.0% 7.1% 7.1%
Adjusted EBITDAaL 17.7 13.1 35% 73.0 68.4
Adjusted EBITDAaL margin 6.4% 6.3% 7.4% 7.5%
EBITA 9.1 7.5 23% 43.4 41.8
EBITA margin 3.3% 3.6% 4.4% 4.6%
Members (period end) (000's) 1,708 1,579 8% 1,708 1,672
Diagnostic Services, €m
Revenue 149.1 178.5 -16% 583.1 612.5
Operating profit (EBIT) 12.9 26.1 -51% 45.7 58.9
Operating profit margin 8.6% 14.6% 7.8% 9.6%
EBITDA 26.5 44.2 -40% 101.0 118.7
EBITDA margin 17.7% 24.7% 17.3% 19.4%
EBITDAaL 20.1 37.5 -46% 75.5 92.9
EBITDAaL margin 13.5% 21.0% 12.9% 15.2%
Adjusted EBITDAaL 20.8 38.0 -45% 78.1 95.3
Adjusted EBITDAaL margin 14.0% 21.3% 13.4% 15.6%
EBITA 13.8 32.0 -57% 50.0 68.2
EBITA margin 9.2% 17.9% 8.6% 11.1%
Lab tests (period volume) (m) 31.4 32.0 -2% 118.7 119.3

1) 2022 is restated for IFRS 17 Insurance contracts. For further information, refer to note 1.

CASH FLOW

Cash generated from operations before working capital changes amounted to €46.6m (€62.7m), being 85.7% of EBITDA (100.5%). Tax paid was higher than prior year at €11.5m (€4.0m). Net working capital decreased by €14.8m (increased by €16.9m). Net cash from operating activities was €61.4m (€45.8m).

Investments in property, plant and equipment and intangible assets continued at a steady pace and amounted to €29.6m (€27.3m) with approximately 71% being growth capital investment and 29% being maintenance investment. €22.0m (€20.1m) was invested in Healthcare Services and €7.6m (€7.2m) in Diagnostic Services. Cash outflow for

acquisitions of subsidiaries amounted to €5.1m (€106.1m) relating to acquisitions closed in the quarter and payments for earlier closed transactions. €13.6m net of cash was received for the disposal of the business in Belarus.

Net loans repaid amounted to €-12.0m (net loans drawn €70.0m). Lease liabilities repaid were €15.2m (€11.5m). Interest paid amounted to €8.9m (€6.1m), of which €6.1m (€4.8m) related to lease liabilities.

Cash and cash equivalents increased by €4.6m to €45.1m.

FINANCIAL POSITION

Consolidated equity as at 31 March 2023 amounted to €511.6m (€508.5m). The increase in equity includes a positive movement of €2.5m mainly relating to the recycling of accumulated translation differences upon the disposal of the business in Belarus as well as the strengthening of the Polish zloty, offset by the weakness of the Indian rupee. In addition, total equity attributable to owners of the parent includes a negative movement of €1.7m relating to fair value changes of put option liquidity obligations with noncontrolling interests.

Inventories amounted to €52.6m (€58.2m).

Short-term investments were €10.5m (€8.7m), representing euro-denominated government bonds.

Loans payable amounted to €502.5m (€515.7m). €235.5m (€235.5m) is at fixed interest rates and €34.8m (€36.0m) is non-interest bearing (deferred/contingent consideration payable).

Loans payable net of cash and liquid short-term investments amounted to €446.9m (€466.6m). The ratio of loans payable net of cash and liquid shortterm investments to adjusted EBITDAaL for the prior twelve months was 3.3x (3.2x level at yearend 2022).

The Group has utilised €20.2m (€13.4m) under its 2bn SEK commercial paper programme. At the end of the quarter, the Group has undrawn committed credit facilities of €234.1m, liquid short-term investments and cash and cash equivalents of €55.6m, totalling to €289.7m (€263.3m).

Lease liabilities amounted to €429.5m (€424.3m). The increase is mainly due to additional units and inflation indexation of existing contracts.

The total financial debt was €932.0m (€940.0m).

PARENT COMPANY

There was no significant revenue. The loss for the quarter amounted to €-4.0m (€-3.1m). At the end of the quarter €20.2m (€13.4m) has been utilised under the commercial paper programme. The

proceeds of the programme have been lent to the Company's subsidiary on the same maturity as the programme drawings. Equity as at 31 March 2023 was €595.4m (€596.9m).

RISKS

The Group's business is exposed to risks that could impact its operations, performance or financial position. Management of these risks enables Medicover to execute its strategy, maintain its ethical reputation, reach financial targets and secure continuous development and profitability in the long term. Group entities monitor and manage risks in its operations. In addition, the Group has a centralised risk management process, which is a systematic and structured framework used to identify, assess, measure, mitigate, monitor and report risks. Identified risks are categorised as follows:

Operational risks – such as ability to recruit and retain staff, armed conflict, energy risk, health data loss, insurance risk, IT systems failure, market risk, medical license/certification and accreditation risk,

medical quality, natural disaster/force majeure, pandemic and disease contagion and supply chain.

Strategy and M&A risks – such as M&A due diligence and post-acquisition integration.

Financial risks – such as credit risk, currency risk, interest rate risk and liquidity and financing risk.

Legal, compliance and political risks – such as anti-bribery/corruption and political risk.

Environmental risks – such as climate change and environmental risk.

Further information on risks and risk management is available in the annual report 2022, section 'Risks and risk management' (pages 78-86).

The chief executive officer declares that the interim report for January-March 2023 gives a fair overview of the parent company´s and Group´s operations, financial position and results of operations and describes significant risks and uncertainties facing the parent company and companies included in the Group.

Stockholm on 27 April 2023

Fredrik Rågmark CEO and board member

This report has not been subject to review by the Company's auditor.

This is information that Medicover AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication through the agency of the contact person set out below at 7.45 (CEST) on 27 April 2023. This interim report and other information about Medicover is available at medicover.com.

Financial calendar

Annual general meeting 27 April 2023 Interim report April-June 26 July 2023 Interim report July-September 3 November 2023

For further information, please contact:

Hanna Bjellquist, Head of Investor Relations Phone: +46 70 303 32 72 E-mail: [email protected]

Conference call: A conference call for analysts and investors will be held today at 09.30 CEST. To listen in please register here. To ask questions please register here.

Address

Org nr: 559073-9487 Medicover AB (publ) P.O. Box 5283, SE-102 46 Stockholm Visiting address: Riddargatan 12A, SE-114 35 Stockholm, Sweden Phone: +46 8 400 17 600

This report may contain certain forward-looking statements and opinions. Forward-looking statements are statements that do not relate to historical facts and events and such statements and opinions pertaining to the future. Forward-looking statements are based on current estimates and assumptions made according to the best of Medicover's knowledge. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause the actual results, including Medicover's cash flow, financial position and results of operations, to differ materially from the results, or fail to meet expectations expressly or implicitly assumed or described in those statements or to turn out to be less favourable than the results expressly or implicitly assumed or described in those statements.

In light of the risks, uncertainties and assumptions associated with forward-looking statements, it is possible that the future events mentioned in this presentation may not occur. Actual results, performance or events may differ materially from those in such statements due to, without limitation, changes in general economic conditions, in particular economic conditions in the markets on which Medicover operates, changes affecting interest rate levels, changes affecting currency exchange rates, changes in competition levels, changes in laws and regulations, and occurrence of accidents or environmental damages.

The information, opinions and forward-looking statements contained in this announcement speak only as at its date and are subject to change without notice.

CONDENSED FINANCIAL STATEMENTS

CONSOLIDATED INCOME STATEMENT

€m Jan-Mar
2023
Jan-Mar
20221)
LTM Jan-Dec
20221)
Revenue 419.3 381.7 1,547.8 1,510.2
Operating expenses
Medical provision costs -329.5 -288.2 -1,216.2 -1,174.9
Gross profit 89.8 93.5 331.6 335.3
Distribution, selling and marketing costs -18.4 -15.9 -69.0 -66.5
Administrative costs -60.7 -55.4 -218.9 -213.6
Operating profit (EBIT) 10.7 22.2 43.7 55.2
Other income/(costs) 7.9 1.3 3.4 -3.2
Interest income 0.9 0.6 3.0 2.7
Interest expense -11.9 -7.5 -38.9 -34.5
Other financial income/(expense) -4.6 0.2 -5.7 -0.9
Total financial result -15.6 -6.7 -41.6 -32.7
Share of profit of associates - 0.0 0.2 0.2
Profit before income tax 3.0 16.8 5.7 19.5
Income tax -0.9 -4.8 -1.9 -5.8
Profit for the period 2.1 12.0 3.8 13.7
Profit attributable to:
Owners of the parent 1.5 11.9 1.4 11.8
Non-controlling interests 0.6 0.1 2.4 1.9
Profit for the period 2.1 12.0 3.8 13.7
Earnings per share:
Basic/diluted, € 0.010 0.080 0.010 0.079

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

€m Jan-Mar
2023
Jan-Mar
20221)
LTM Jan-Dec
20221)
Profit for the period 2.1 12.0 3.8 13.7
Other comprehensive income/(loss):
Items that may be reclassified subsequently to
income statement:
Exchange differences on translating foreign
operations
2.5 -6.6 -10.8 -19.9
Cash flow hedge -0.1 - 1.2 1.3
Income tax relating to these items 0.0 0.1 0.2 0.3
Other comprehensive income/(loss) for the
period, net of tax
2.4 -6.5 -9.4 -18.3
Total comprehensive income/(loss) for the
period
4.5 5.5 -5.6 -4.6
Total comprehensive income/(loss) attributable
to:
Owners of the parent 4.4 5.3 -5.3 -4.4
Non-controlling interests 0.1 0.2 -0.3 -0.2
Total comprehensive income/(loss) for the
period
4.5 5.5 -5.6 -4.6

1) 2022 is restated for IFRS 17 Insurance contracts. For further information, refer to note 1.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

€m 31 Mar
2023
31 Mar
20221)
31 Dec
20221)
ASSETS
Non-current assets
Goodwill 496.6 437.7 495.9
Other intangible assets 122.6 115.9 126.0
Property, plant and equipment 439.9 350.4 445.0
Right-of-use assets 399.0 349.7 395.6
Deferred tax assets 17.3 13.5 16.2
Investments in associates 0.7 0.6 0.8
Other assets 0.6 0.0 0.0
Other financial assets 18.1 15.1 17.5
Total non-current assets 1,494.8 1,282.9 1,497.0
Current assets
Inventories 52.6 67.4 58.2
Other financial assets 1.2 3.1 0.0
Trade and other receivables 221.2 212.9 227.9
Short-term investments 10.5 156.9 8.7
Cash and cash equivalents 45.1 79.6 40.4
Total current assets 330.6 519.9 335.2
Total assets 1,825.4 1,802.8 1,832.2
EQUITY
Equity attributable to owners of the parent 477.6 510.1 472.4
Non-controlling interests 34.0 48.1 36.1
Total equity 511.6 558.2 508.5
LIABILITIES
Non–current liabilities
Loans payable 451.6 381.2 473.4
Lease liabilities 364.6 322.1 364.7
Deferred tax liabilities 39.3 41.6 42.0
Provisions 1.9 2.7 1.9
Other financial liabilities 83.3 87.3 82.4
Other liabilities 0.1 5.9 2.9
Total non-current liabilities 940.8 840.8 967.3
Current liabilities
Loans payable 50.9 112.0 42.3
Lease liabilities 64.9 48.9 59.6
Deferred revenue 8.4 8.5 7.3
Insurance contract liability 19.1 16.3 18.9
Corporate tax payable 15.4 32.7 25.5
Other financial liabilities 21.9 5.7 20.5
Trade and other payables 189.6 179.7 182.3
Other liabilities 2.8 - -
Total current liabilities 373.0 403.8 356.4
Total liabilities 1,313.8 1,244.6 1,323.7
Total equity and liabilities 1,825.4 1,802.8 1,832.2

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Non Total equity
controlling attributable Non
Share Treasury Share Retained interests put Translation Hedging Other to owners of controlling Total
€m capital shares premium earnings option reserve reserve reserve reserves the parent interests equity
Opening balance as at 1 January 2022 30.4 -0.7 458.7 141.3 -78.2 -49.2 - 15.3 517.6 44.5 562.1
IFRS
17
adjustment
- - - -2.0 - - - - -2.0 - -2.0
Opening balance as at 1 January 2022, restated 30.4 -0.7 458.7 139.3 -78.2 -49.2 - 15.3 515.6 44.5 560.1
Profit
for
the
period,
restated
- - - 11.9 - - - - 11.9 0.1 12.0
Other
comprehensive
income/(loss)
- - - - - -6.6 - - -6.6 0.1 -6.5
Total comprehensive income/(loss) for the period - - - 11.9 - -6.6 - - 5.3 0.2 5.5
Transactions with owners in their capacity as
owners:
Business
combinations
- - - - - - - - - 4.7 4.7
Changes
in
interests
in
subsidiaries
- - - -4.2 - - - - -4.2 -1.0 -5.2
Share
capital
increase
in
non-controlling
interests
- - - - - - - - - 0.7 0.7
Changes
in
put
option
and
liquidity
obligation
with
non
controlling
interests
- - - - -8.4 - - - -8.4 -1.0 -9.4
Share-based
payments
- - - - - - - 1.8 1.8 - 1.8
Total transactions with owners in their capacity as
owners - - - -4.2 -8.4 - - 1.8 -10.8 3.4 -7.4
Closing balance as at 31 March 2022, restated 30.4 -0.7 458.7 147.0 -86.6 -55.8 - 17.1 510.1 48.1 558.2
Opening balance as at 1 January 2023 30.4 -0.6 458.6 124.9 -96.3 -66.7 1.3 20.8 472.4 36.1 508.5
Profit
for
the
period
- - - 1.5 - - - - 1.5 0.6 2.1
Other
comprehensive
income/(loss)
- - - - - 3.0 -0.1 - 2.9 -0.5 2.4
Total comprehensive income/(loss) for the period - - - 1.5 - 3.0 -0.1 - 4.4 0.1 4.5
Transactions with owners in their capacity as
owners:
Changes
in
interests
in
subsidiaries
- - - - - - - - - -1.0 -1.0
Changes
in
put
option
and
liquidity
obligation
with
non
controlling
interests
- - - - -1.7 - - - -1.7 -1.2 -2.9
Share-based
payments
- - - - - - - 2.5 2.5 - 2.5
Total transactions with owners in their capacity as
owners - - - - -1.7 - - 2.5 0.8 -2.2 -1.4
Closing balance as at 31 March 2023 30.4 -0.6 458.6 126.4 -98.0 -63.7 1.2 23.3 477.6 34.0 511.6

CONSOLIDATED CASH FLOW STATEMENT

€m Jan-Mar
2023
Jan-Mar
20221)
LTM Jan-Dec
20221)
Profit before income tax 3.0 16.8 5.7 19.5
Adjustments for:
Depreciation, amortisation and impairment 43.6 40.1 165.4 161.9
Share-based payments 2.7 2.0 10.3 9.6
Net interest expense 11.0 6.9 35.9 31.8
Unrealised foreign exchange (gain)/loss -0.7 3.4 -0.2 3.9
Other non-cash transactions -1.5 -2.5 3.2 2.2
Income tax paid -11.5 -4.0 -26.6 -19.1
Cash generated from operations before working capital
changes
46.6 62.7 193.7 209.8
Changes in operating assets and liabilities:
Decrease in inventories 2.3 5.7 9.3 12.7
Increase in trade and other receivables -2.0 -9.4 -19.3 -26.7
Increase/(decrease) in trade and other payables 14.5 -13.2 2.1 -25.6
Net cash from operating activities 61.4 45.8 185.8 170.2
Investing activities:
Payment for acquisition of intangible assets and property,
plant and equipment
-29.6 -27.3 -142.9 -140.6
Proceeds from disposal of intangible assets and property,
plant and equipment 0.9 0.1 3.8 3.0
Dividends received from associates 0.1 0.0 0.2 0.1
Payment for other financial assets - 0.0 -0.5 -0.5
Proceeds from other financial assets - - 0.5 0.5
Payment for acquisition of subsidiaries, net of cash
acquired
-5.1 -106.1 -128.1 -229.1
Disposal of subsidiaries, net of cash 13.6 - 13.6 -
Payment for short-term investments -5.5 -0.4 -11.4 -6.3
Proceeds from short-term investments 4.2 36.1 154.5 186.4
Interest received 0.7 0.3 2.1 1.7
Net cash used in investing activities -20.7 -97.3 -108.2 -184.8
Financing activities:
Acquisition of non-controlling interests - -1.6 -6.1 -7.7
Repayment of loans -64.1 -60.7 -438.1 -434.7
Proceeds from loans received 52.1 130.7 445.5 524.1
Repayment of leases -15.2 -11.5 -54.3 -50.6
Interest paid -8.9 -6.1 -35.2 -32.4
Dividend paid - - -17.8 -17.8
Distribution to non-controlling interests - - -6.0 -6.0
Proceeds from non-controlling interests - 0.7 0.1 0.8
Net cash from/(used in) financing activities -36.1 51.5 -111.9 -24.3
Total cash flow 4.6 0.0 -34.3 -38.9
Cash and cash equivalents
Cash balance as at beginning of the period 40.4 81.9 79.6 81.9
Net effects of exchange gain/(loss) on cash balances 0.1 -2.3 -0.2 -2.6
Cash balance as at end of the period 45.1 79.6 45.1 40.4
Increase/(decrease) in cash and cash equivalents 4.6 0.0 -34.3 -38.9

PARENT COMPANY INCOME STATEMENT

€m Jan-Mar
2023
Jan-Mar
2022
LTM Jan-Dec
2022
Revenue 0.1 0.1 0.7 0.7
Operating expenses -4.0 -3.2 -16.3 -15.5
Operating loss -3.9 -3.1 -15.6 -14.8
Income from participation in group companies - - 10.8 10.8
Interest income from group companies 0.1 0.1 0.1 0.1
Interest expense -0.2 -0.1 -0.4 -0.3
Profit/(loss) after financial items -4.0 -3.1 -5.1 -4.2
Income tax - - - -
Profit/(loss) for the period -4.0 -3.1 -5.1 -4.2

As the loss for the period corresponds with the amount in total comprehensive income, no separate statement of comprehensive income is presented.

PARENT COMPANY BALANCE SHEET

€m 31 Mar
2023
31 Mar
2022
31 Dec
2022
Property, plant and equipment 0.0 0.0 0.0
Investments in subsidiaries 584.8 434.8 584.8
Total non-current assets 584.8 434.8 584.8
Current receivables 33.9 219.5 28.5
Cash and bank 0.0 0.0 0.0
Total current assets 33.9 219.5 28.5
Total assets 618.7 654.3 613.3
Restricted equity 30.4 30.4 30.4
Non-restricted equity 565.0 578.4 566.5
Total equity 595.4 608.8 596.9
Current liabilities 23.3 45.5 16.4
Total liabilities 23.3 45.5 16.4
Total equity and liabilities 618.7 654.3 613.3

NOTES

1. Basis of preparation and accounting policies

Basis of preparation

Medicover AB (publ) ("the Company") together with its subsidiaries are referred to as "the Group". Medicover AB (publ) is a company domiciled in Sweden, with its head office in Stockholm. The reporting and functional currency of the Company is the euro.

This interim report has been prepared in accordance with IAS 34 Interim Financial Reporting and should be read together with the Group's consolidated financial statements 2022.

The report does not include all disclosures that would otherwise be required in a complete set of financial statements.

Information on pages 1-12 is an integral part of this report.

Accounting policies, use of estimates and judgements

The Group applies the International Financial Reporting Standards (IFRS) as adopted by the European Union.

From 1 January 2023, the Group applies IFRS 17 Insurance contracts. The standard is applied retrospectively and comparative figures for 2022 have been restated in this interim report. As the Group's insurance contracts are short-term contracts and the criteria for applying the premium allocation approach is met, there are no material changes to the amounts recognised. In the consolidated statement of financial position, the

insurance contract liability is presented separately, it consists of the liability for unearned premiums and incurred claims. For additional information, refer to note 38 Transition to IFRS 17 Insurance contracts in the annual report 2022. In addition, some amendments to existing standards became applicable as from 1 January 2023, however none of these have a material impact on the consolidated financial statements. Apart from above, the accounting policies and methods of computation applied in this report are the same as those applied by the Group in its consolidated financial statements 2022.

The preparation of interim reports requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Group's accounting policies. Refer to the Group's consolidated financial statements 2022 for further information on the use of estimates and judgements.

The parent company applies the Swedish Annual Accounts Act and the Financial Reporting Board's Recommendation RFR 2 Accounting for Legal Entities.

Alternative performance measures (APMs) are presented in this interim report since these are considered as important supplemental measures of the Company's performance. For definition and reconciliation of APMs, refer to www.medicover.com/financial-information.

2. Segment information

Jan-Mar 2023 20221)
Jan-Mar
€m Healthcare
Services
Diagnostic
Services
Central/
other
Group
total
Healthcare
Services
Diagnostic
Services
Central/
other
Group
total
Revenue 276.1 149.1 0.1 208.1 178.5 0.1
Inter-segment
revenue
-0.3 -5.7 0.0 -0.2 -4.8 0.0
Revenue
from
external
customers
275.8 143.4 0.1 419.3 207.9 173.7 0.1 381.7
By
payer:
Private 238.4 98.0 0.1 336.5 184.6 108.7 0.1 293.4
Public 37.4 45.4 - 82.8 23.3 65.0 - 88.3
By
country:
Poland 178.4 13.9 0.0 192.3 134.4 13.3 0.0 147.7
Germany 11.2 70.9 - 82.1 - 93.8 - 93.8
Romania 28.7 24.5 - 53.2 24.2 22.1 - 46.3
India 42.6 - - 42.6 36.3 - - 36.3
Ukraine 2.0 14.4 - 16.4 1.5 18.0 - 19.5
Other
countries
12.9 19.7 0.1 32.7 11.5 26.5 0.1 38.1
Operating
profit
4.7 12.9 -6.9 10.7 3.8 26.1 -7.7 22.2
Margin 1.7% 8.6% 2.6% 1.8% 14.6% 5.8%
Depreciation,
amortisation
and
impairment
29.5 13.6 0.5 43.6 21.6 18.1 0.4 40.1
EBITDA 34.2 26.5 -6.4 54.3 25.4 44.2 -7.3 62.3
Margin 12.4% 17.7% 12.9% 12.2% 24.7% 16.3%
Right-of-use
depreciation/impairment
-12.2 -5.4 - -17.6 -9.0 -5.8 -0.1 -14.9
Interest
on
lease
liabilities
-5.1 -1.0 0.0 -6.1 -3.9 -0.9 0.0 -4.8
Segment
result:
EBITDAaL
16.9 20.1 -6.4 30.6 12.5 37.5 -7.4 42.6
Margin 6.1% 13.5% 7.3% 6.0% 21.0% 11.1%
Other
income/(costs)
7.9 1.3
Net
interest
expense
-11.0 -6.9
Other
financial
income/(expense)
-4.6 0.2
Share
of
profit
of
associates
- 0.0
Income
tax
-0.9 -4.8
Profit
for
the
period
2.1 12.0

1) 2022 is restated for IFRS 17 Insurance contracts. For further information, refer to note 1.

LTM 20221)
Jan-Dec
€m Healthcare
Services
Diagnostic
Services
Central/
other
Group
total
Healthcare
Services
Diagnostic
Services
Central/
other
Group
total
Revenue 985.1 583.1 0.8 917.1 612.5 0.8
Inter-segment
revenue
-1.2 -19.4 -0.6 -1.1 -18.5 -0.6
Revenue
from
external
customers
983.9 563.7 0.2 1,547.8 916.0 594.0 0.2 1,510.2
By
payer:
Private 854.7 375.3 0.2 1,230.2 800.9 386.0 0.2 1,187.1
Public 129.2 188.4 - 317.6 115.1 208.0 - 323.1
By
country:
Poland 636.7 52.3 0.0 689.0 592.7 51.7 0.0 644.4
Germany 22.0 290.5 - 312.5 10.8 313.4 - 324.2
Romania 99.7 84.7 - 184.4 95.2 82.3 - 177.5
India 172.3 - - 172.3 166.0 - - 166.0
Ukraine 7.2 44.8 - 52.0 6.7 48.4 - 55.1
Other
countries
46.0 91.4 0.2 137.6 44.6 98.2 0.2 143.0
Operating
profit
26.3 45.7 -28.3 43.7 25.4 58.9 -29.1 55.2
Margin 2.7% 7.8% 2.8% 2.8% 9.6% 3.7%
Depreciation,
amortisation
and
impairment
108.1 55.3 2.0 165.4 100.2 59.8 1.9 161.9
EBITDA 134.4 101.0 -26.3 209.1 125.6 118.7 -27.2 217.1
Margin 13.6% 17.3% 13.5% 13.7% 19.4% 14.4%
Right-of-use
depreciation/impairment
-45.0 -21.6 -0.2 -66.8 -41.8 -22.0 -0.3 -64.1
Interest
on
lease
liabilities
-19.5 -3.9 0.0 -23.4 -18.3 -3.8 0.0 -22.1
Segment
result:
EBITDAaL
69.9 75.5 -26.5 118.9 65.5 92.9 -27.5 130.9
Margin 7.1% 12.9% 7.7% 7.1% 15.2% 8.7%
Other
income/(costs)
3.4 -3.2
Net
interest
expense
-35.9 -31.8
Other
financial
income/(expense)
-5.7 -0.9
Share
of
profit
of
associates
0.2 0.2
Income
tax
-1.9 -5.8
Profit
for
the
period
3.8 13.7

1) 2022 is restated for IFRS 17 Insurance contracts. For further information, refer to note 1.

3. Share capital

Share capital as at 31 March 2023 was €30.4m (€30.4m) and corresponded to the following shares:

Class A
shares
Class B
shares
Class C*
shares
Total
1 January 2022 77,569,276 70,781,275 3,584,644 151,935,195
Conversion of class A to class B shares -20,000 20,000
31 March 2022 77,549,276 70,801,275 3,584,644 151,935,195
1 January 2023 77,374,876 71,578,691 2,981,628 151,935,195
31 March 2023 77,374,876 71,578,691 2,981,628 151,935,195

* held by the Company as treasury shares.

Celox Holding AB owned 47,157,365 shares and 55.6% of the voting rights (47,157,365 shares and 55.6% of the voting rights at year-end 2022).

The number of shares used to calculate the basic earnings per share was 148,953,567 (148,350,551) and 149,646,883 (148,350,551) for the diluted earnings per share for the quarter.

The quota value was €0.2 (€0.2) per share.

4. Related party transactions

The Group has transactions with non-controlling interests in MHI. The purchase of material and services amounted to €-10.4m (€-8.8m) for the

quarter. As at 31 March 2023 trade payables were €7.3m (€6.2m).

5. Financial assets and liabilities

31
Mar
2023
31
Mar
2022
31
Dec
2022
Non Non Non
Note €m current Current Total current Current Total current Current Total
Financial
assets
at
fair
value
through
profit
or
loss
Short-term
investments
- 10.5 10.5 - 156.9 156.9 - 8.7 8.7
a) Other
financial
assets
2.2 - 2.2 5.5 - 5.5 2.2 - 2.2
Total 2.2 10.5 12.7 5.5 156.9 162.4 2.2 8.7 10.9
Interest
rate
swaps
used
for
hedging
- 1.2 1.2 - - - - 1.0 1.0
Total
financial
assets
at
fair
value
2.2 11.7 13.9 5.5 156.9 162.4 2.2 9.7 11.9
Financial
assets
at
amortised
cost
Other
financial
assets
15.9 0.0 15.9 9.6 3.1 12.7 15.3 0.0 15.3
receivables1)
Trade
and
other
- 185.5 185.5 - 180.0 180.0 - 186.4 186.4
Total 15.9 185.5 201.4 9.6 183.1 192.7 15.3 186.4 201.7
Cash
and
cash
equivalents
- 45.1 45.1 - 79.6 79.6 - 40.4 40.4
Total
financial
assets
18.1 242.3 260.4 15.1 419.6 434.7 17.5 236.5 254.0
Financial
liabilities
at
fair
value
through
profit
or
loss
Foreign
currency
swaps
- 0.2 0.2 - 0.3 0.3 - 0.2 0.2
b) payable2)
Contingent
consideration
17.4 7.3 24.7 17.2 6.9 24.1 18.5 6.7 25.2
Total 17.4 7.5 24.9 17.2 7.2 24.4 18.5 6.9 25.4
Put
option
liquidity
obligations
with
non-controlling
interests
c) equity)3)
(with
movement
through
82.5 15.1 97.6 87.1 0.8 87.9 81.7 15.0 96.7
Total
financial
liabilities
at
fair
value
99.9 22.6 122.5 104.3 8.0 112.3 100.2 21.9 122.1
Financial
liabilities
at
amortised
cost
Borrowings2) 426.9 40.8 467.7 361.2 101.5 462.7 447.7 32.0 479.7
Lease
liabilities
364.6 64.9 429.5 322.1 48.9 371.0 364.7 59.6 424.3
Other
financial
liabilities
0.8 6.6 7.4 - 4.9 4.9 0.7 5.5 6.2
payables1)
Trade
and
other
- 59.7 59.7 - 54.4 54.4 - 64.4 64.4
payable2)
Deferred
consideration
7.3 2.8 10.1 2.8 3.6 6.4 7.2 3.6 10.8
Total 799.6 174.8 974.4 686.1 213.3 899.4 820.3 165.1 985.4
Total
financial
liabilities
899.5 197.4 1,096.9 790.4 221.3 1,011.7 920.5 187.0 1,107.5

1) Amount does not reconcile with amount in the statement of financial position due to non-financial items.

2) Presented as loans payable in the statement of financial position.

3) Presented as other financial liabilities in the statement of financial position.

Financial assets and liabilities carried at amortised cost are considered to have carrying values that materially correspond to fair value, with the exception for the long-term schuldschein debt at fixed interest rates where the carrying value

amounted to €235.0m (€235.0m) and fair value to €214.7m (€214.2m).

Recognised fair value measurements - valuation technique and principal inputs

A breakdown of how fair value is determined is indicated in the following three levels:

Level 1: Short-term investments of €10.5m (€8.7m) include government bonds. Fair value hierarchy level 1 is used when the valuation is based on quoted prices in active markets.

Level 2: The Group has foreign currency- and interest rate swaps where the valuation is based on level 2. Fair value hierarchy level 2 is used when inputs, other than the quoted prices included in level 1, are observable.

Level 3: The Group has the following financial assets and liabilities measured using level 3, where fair value is not based on observable market data:

a) Other financial assets include €2.2m (€2.2m) relating to 14% (14%) of the voting rights in a dialysis clinic in Germany.

b) The contingent consideration payable resulting from current year and past business combinations is mainly based on the estimated outcome of future performance targets.

c) The put option liquidity obligations with noncontrolling interests consist of:

  • The Group is contractually obliged, at a future date, to acquire a non-controlling interest in

one of the Group's German subsidiaries at market price determined at that future date. Fair value amounted to €25.9m (€25.8m). 60% of the put options can be exercised from 1 November 2023 and the remaining 40% (which corresponds to €10.8m) from 1 November 2024.

  • A put option liquidity obligation with noncontrolling interests in Medicover Hospitals India ("MHI") of €55.6m (€54.4m). Half of the put options can be exercised in June 2024 at the earliest and the remaining half (which corresponds to €40.5m) from June 2027.
  • Put option liquidity obligations with noncontrolling interests in subsidiaries in Norway, Cyprus and Bosnia-Herzegovina of €16.1m (€16.5m), estimated to be excercised in 2026 and 2027.

In determining the fair value of the obligations, estimations of key variables were made, of which the most significant are the growth rate of the business to determine its profitability at the future date of exercise and the discount rate applied to the nominal value.

The following table summarises the quantitative information about the significant unobservable inputs used in level 3 fair value measurements:

Fair Value (€m) Inputs Sensitivity
Description 31 Mar
2023
31 Dec
2022
31 Mar
2023
31 Dec
2022
Relationship of
unobservable inputs
to fair value (FV)
Put option liquidity
obligation with non
controlling interests
25.9 25.8 Earnings growth
factor
2.0% 2.0% Increase of 1% point in
profit growth = increase in
FV liability of €0.3m
in a subsidiary in
Germany
Risk adjusted
discount rate
1.5% 1.5% Decrease of 1% point in
discount rate = increase
in FV liability of €0.2m
Put option liquidity
obligation with non
controlling interests
55.6 54.4 6-year projected
CAGR EBITDA
47.6% 47.6% Increase of 10% in CAGR
EBITDA = increase in FV
liability of €6.2m
in MHI, India Risk adjusted
discount rate
13.7% 13.8% Decrease of 1% point in
discount rate = increase
in FV liability of €1.7m
Put option liquidity
obligation with non
controlling interests
in a subsidiary in
Norway
9.6 10.2 4-year projected
CAGR EBITDA
29.7% 29.7% Increase of 10% in CAGR
EBITDA = increase in FV
liability of €1.0m
Risk adjusted
discount rate
7.4% 7.6% Decrease of 1% point in
discount rate = increase
in FV liability of €0.3m
Put option liquidity
obligation with non
controlling interests
in a subsidiary in
Cyprus
6.1 5.9 5-year projected
revenue
12.9% 12.9% Increase of 10% in
revenue = no change in
FV liability
Risk adjusted
discount rate
13.3% 13.7% Decrease of 1% point in
discount rate = increase
in FV liability of €0.2m
Put option liquidity
obligation with non
controlling interests
in a subsidiary in
Bosnia
Herzegovina
0.4 0.4 Risk adjusted
discount rate
21.7% 22.3% Decrease of 1% point in
discount rate = increase
in FV liability of €0.0m
Contingent
consideration
payable
24.7 25.2 Risk adjusted
discount rate
5.5%-11.8% 5.5%-11.8% Decrease of 1% point in
discount rate = increase
in FV liability of €0.4m

No additional significant changes have been made to valuation techniques, inputs or assumptions in 2023. No financial assets or liabilities have been

reclassified between the different levels in the fair value hierarchy.

6. Net financial debt and other financial liabilities

€m 31 Mar
2023
31 Mar
2022
31 Dec
2022
Non-current loans payable 451.6 381.2 473.4
Current loans payable 50.9 112.0 42.3
Total loans payable 502.5 493.2 515.7
Less: short-term investments -10.5 -156.9 -8.7
Less: cash and cash equivalents -45.1 -79.6 -40.4
Loans payable net of cash and liquid short-term investments 446.9 256.7 466.6
Non-current lease liabilities 364.6 322.1 364.7
Current lease liabilities 64.9 48.9 59.6
Total lease liabilities 429.5 371.0 424.3
Financial debt 932.0 864.2 940.0
Less: short-term investments -10.5 -156.9 -8.7
Less: cash and cash equivalents -45.1 -79.6 -40.4
Net financial debt 876.4 627.7 890.9
€m 31 Mar
2023
31 Mar
2022
31 Dec
2022
Other financial liabilities
Total 105.2 93.0 102.9
Current 21.9 5.7 20.5
Non-current 83.3 87.3 82.4

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