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Valamar Riviera d.d.

Annual Report Jul 31, 2025

2085_10-q_2025-07-31_dd693879-2350-4507-8755-3217c98c3c4a.pdf

Annual Report

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Business results 1/1/2025 - 30/6/2025

Pical Resort 5*, Valamar Collection, Poreč, vizualizacija

Content

Key messages 3
About Valamar 5
Results of the Group 8
Results of the Company 16
Investment cycle 2024/25 18
Sustainability in Business and Human Resources 22
The Risks of the Company and the Group 27
Corporate Governance 32
Valamar Share 36
Statement of the Management Board 40
Disclaimer 42
Responsibility for the Quarterly Financial Statements 43
Financial Statements According to TFI-POD 44

KEY MESSAGES

Valamar group has continued to strengthen its strategic position as a leading hospitality company in the region. In the first six months of 2025, business revenues increased by 17.5%, reaching EUR 143.7 million, in line with expectations. Ongoing investments in product and service quality remain a key pillar of Valamar's strategy, significantly contributing to revenue growth across all destinations from Poreč to Dubrovnik. The premium segment of hotels and campsites remained the key driver of performance, achieving higher occupancy levels and average daily rates. The long-term lease of three hotels in Obertauern contributed an additional EUR 8.6 million to revenue growth; excluding this contribution the Group recorded an increase in operating revenues of 10.5% in the first half of the year compared to the same period last year. Notably, Rab as a destination recorded a 40% increase in revenue following the opening of Arba Resort 4*, Valamar Collection. Valamar group achieved a positive EBITDA and EBITDA margin in the first half of the year. Adjusted EBITDA (operating profit) for the six-month period amounted to EUR 4.3 million; however, this is not material compared to full year levels and reflects the seasonality of the business.

Operating expenses grew by 12.6% to EUR 137.9 million, mainly driven by initiatives aimed at improving employee compensation and benefits, which resulted in a EUR 7.7 million increase in salary costs. This increase reflects the Group's strategic commitment to attracting and retaining talent, ensuring high service quality, and securing sustainability of the labor base. Additional cost pressure arose from higher material expenses, primarily driven by increased in overnights stay and inflationary trends.

Croatian tourism continues to play a key role in the national economy. According to data from the Croatian National Bank, revenues from foreign tourists in the first quarter of 2025 amounted to EUR 865.5 million, marking an increase of 6.7% compared to the same period last year. This positive trend is further supported by data from the Ministry of Tourism, which show a 4% increase in both tourist arrivals and overnight stays in the period until the end of June compared to the same period last year. Notably, Croatia continues to achieve growth in the shoulder season periods, affirming the potential to expend tourism outside the main summer season. In the first half of 2025, Valamar group recorded a total of

OPENING OF THE 4-STAR ARBA RESORT ON THE ISLAND OF RAB, A EUR 54 MILLION INVESTMENT

BUSINESS REVENUES UP 17.5% COMPARED TO H1 2024, CONTINUING THE GROWTH OF DIRECT SALES

SHARE

2,080,211 overnight stays, reflecting a 6.4% increase compared to the same period in 2024. Destinations in Croatia continued to generate the majority of total volume, with 2,048,534 overnight stays and growth of 4.7%. The first half of the year also saw growth in the direct sales channel, which now accounts for 57% of total revenue. This year, Valamar Reservation Centre's commitment to excellence, innovation and high quality of service was recognized as it was named the best "Contact Centre with 31 or More Employees" at the annual CX.hr portal awards.

All preparations for the season have been successfully completed, and the planned number of employees have been recruited. As of 30 June 2025, Valamar employed approximately 8,000 people across all Group companies and managed properties. In agreement with social partners, as of 1 May 2025, the base salary was increased by 10 to 15 per cent through a minimum 10 per cent rise in the base salary and an additional increase via coefficient adjustments.

Looking ahead to the second half of the year there are strong indications of another successful tourist season. Booking pace indicates stable demand across Valamar's key source markets.

Valamar continues to successfully implement one of the largest investment cycles in Croatian tourism. Total planned investments for the 2024/25 season amount to EUR 161.2 million, with EUR 101.4 million allocated at the Valamar Riviera company level. The key project is the construction of the Pical Resort 5*, Valamar Collection in Poreč, worth over EUR 200 million. The resort will employ around 700 people and operate throughout the year, further contributing to business development with an emphasis on year-round operations. Sales and marketing activities remain intensive, with a focus on the congress and event facilities. Direct sales for individual guest are also open. Construction work on the project is going according to plan, with the opening scheduled for the first quarter of 2026.

In June 2025, Imperial Riviera officially opened the Arba Resort 4*, Valamar Collection on the island of Rab, marking the completion of the first phase of the island's largest development project and positioning Rab as Croatia's leading family holiday destination while also creating new job opportunities and extending the tourist season on the island. The investment in the first phase of the project, amounting to 54 million euros, is part of the partnership between Valamar Riviera and the AZ Fund in Imperial Riviera.

At the Group level, total planned investments for 2026 amount to EUR 196.1 million, out of which EUR 178.7 milion in Valamar Riviera. Valamar's planned investments in 2026 are largely focused on continuing the construction of the Pical Resort 5*, Valamar Collection in Poreč. Furthermore, in 2026 Valamar plans to begin investments in the Brulo zone in Poreč, including Crystal Hotel and Diamant Hotel and Apartments. Continued investments will also focus on sustainable tourism and corporate social responsibility, digitalisation, and further development of beaches and sports facilities across all destinations, creating new value for investors.

In 2025, Valamar solidified its position as a leader in responsible and sustainable tourism development in Croatia. Valamar was awarded the EcoVadis (leading global platform for sustainability ratings) Gold Medal for sustainability, placing it among the top 5% of companies worldwide in this field. Valamar Amicor Resort on Hvar received the prestigious DGNB (Deutsche Gesellschaft für Nachhaltiges Bauen, the leading international certification system for sustainable construction and real estate) Gold certification for its sustainably built detached villas. With this, Valamar became the first tourism company in Croatia to receive DGNB Gold certification for green construction, and the Valamar Amicor Green Resort is now the first resort of its kind on the Croatian coast. According to the latest Bloomberg Adria research from early 2025, Valamar ranks as the leading tourism company in Croatia and the second best among blue chip stocks in the area of sustainability, with consistent performance across all three ESG pillars.

Valamar's business strategy remains focused on guests, expanding the share of direct sales, and increasing the revenue outside the main tourist season. With a focus on product quality, a solid capital base, and a clear commitment to sustainability and digitalisation, Valamar continues to lead the transformation of Croatian tourism towards higher added value and greater resilience to external influences.

At the General Assembly held in June, shareholders were approved a dividend payment of EUR 0.24 per share which was paid on 25 June 2025. This decision reflects the consistency and stability of the company's dividend policy, as well as its financial resilience and responsible capital management. The Assembly also confirmed the appointment of Deloitte d.o.o. and UHY RUDAN d.o.o. to provide Pical Resort 5*, Valamar Collection, Poreč, visualization

VALAMAR GROUP AWORDES WITH ECOVADIS GOLD MEDAL AND VALAMAR AMICOR RESORT AWARDED THE GOLD DGNB CERTIFICATION FOR SUSTAINABLE BUILDING

audit services for Valamar Riviera d.d. for the 2025 and 2026 financial years. Additionally, the existing members of the Supervisory Board were reappointed for a new four-year term beginning on 16 June 2025.

ABOUT VALAMAR

Valamar is Croatia's tourism leader operating in prime destinations – Istria, the islands of Krk, Rab and Hvar, Makarska, Dubrovnik, and Obertauern in Austria.

Valamar's 36 hotels and resorts and 15 camping resorts with a capacity of about 21 thousand units, can accommodate around 58 thousand guests daily.

With investments of over a billion euros in the last 21 years, Valamar is one of the top regional investors. It is both Croatia's largest and highest rated employer in tourism.

Valamar Riviera Group (the "Group" or "Valamar group") consists of Valamar Riviera d.d. (the "Company") and two fully consolidated subsidiaries: Imperial Riviera d.d., Rab (46.27% ownership), and Bugenvilia d.o.o., Dubrovnik (100%). Imperial Riviera owns 55% and consolidates Praona d.o.o., Makarska a company engaged in laundry business.

Valamar Riviera has investments in two companies (the "Associated Companies"): Helios Faros d.d., Starigrad (19.54%) and Valamar A GmbH, Vienna, Austria (24.54%). We refer to Valamar group and the Associated Companies together as "Valamar".

TOTAL of 20.537 units OBERTAUERN 269 AUSTRIA Vienna POREČ 9.836 RABAC 1.799 KRK ISLAND 3.196 RAB ISLAND 2.370

Zadar

Split

Zagreb

471

HVAR ISLAND

MAKARSKA 708

CROATIA

DUBROVNIK 1.888

Tourism portfolio of Valamar

HOTELS AND RESORTS* OVERVIEW 2025

DESTINATION KEYS
HOTELS AND RESORTS 8,920
VALAMAR COLLECTION 1,529
Marea Suites, Valamar Collection 5* Poreč 109
President Hotel, Valamar Collection
Isabella Island Resort, Valamar Collection
5
4
/ 5*
Dubrovnik
Poreč
292
334
Girandella Resort, Valamar Collection 4/ 5 Rabac 391
Imperial Heritage Hotel, Valamar Collection 4* Rab Island 116
Arba Resort, Valamar Collection 4* Rab Island 208
Kesselspitze Hotel & Chalet, Valamar Collection 4* Austrja 67
Jadran Hotel, Valamar Collection 5* Poreč 12
VALAMAR HOTELS & RESORTS 3,811
Valamar Amicor Resort 4* Hvar Island 131
Valamar Parentino Hotel 4* Poreč 329
Valamar Diamant Hotel & Residence 3/4 Poreč 372
Valamar Riviera Hotel & Residence 4* Poreč 149
Valamar Tamaris Resort 4* Poreč 506
Valamar Bellevue Resort 4* Rabac 372
Valamar Sanfior Hotel & Casa 4* Rabac 242
Valamar Atrium Residence & Villa Adria 4 / 5 Krk Island 92
Valamar Padova Hotel 4* Rab Island 175
Valamar Carolina Hotel & Villas 4* Rab Island 176
Valamar Meteor Hotel 4* Makarska 268
Valamar Argosy Hotel 4* Dubrovnik 308
Valamar Lacroma Hotel 4* Dubrovnik 401
Valamar Tirena Hotel 4* Dubrovnik 208
Valamar Obertauern Hotel 4* Austria 82
[PLACES] by Valamar 504
[PLACES] Hvar by Valamar 3* Hvar Island 194
[PLACES] Dalmacija by Valamar 3* Makarska 190
[PLACES] Obertauern by Valamar 4* Austrija 120
SUNNY BY VALAMAR 1,731
Sunny Poreč by Valamar 4* Poreč 223
Sunny Baška by Valamar 3/4 Krk Island 426
Sunny Rabac by Valamar 3* Rabac 300
Sunny Krk by Valamar 3* Krk Island 194
Sunny Dubrovnik by Valamar 3* Dubrovnik 338
Sunny Makarska by Valamar 3* Makarska 250
UNBRANDED 1,345
Rubin Hotel 3* Poreč 155
Lanterna Resort 2* Poreč 578
San Marino Resort 3* Rab Island 466
Arkada Hotel 2* Hvar Island 146
DESTINATION KEYS
CAMPING RESORTS 11,617
VALAMAR CAMPING 7,200
Valamar Camping Lanterna 4* Poreč 2,948
Valamar Camping Istra 5* Poreč 963
Valamar Camping Krk 5* Krk Island 495
Valamar Camping Ježevac 4* Krk Island 632
Valamar Camping Marina 4* Rabac 332
Valamar Camping Baška 4* Krk Island 601
Valamar Camping Padova 4* Rab Island 419
Valamar Camping San Marino 4* Rab Island 810
UNBRANDED 4,417
Camping Bunculuka 4* Krk Island 414
Camping Orsera 3* Poreč 595
Camping Solaris 3* Poreč 1,851
Camping Solitudo 3* Dubrovnik 341
Camping Škrila 3* Krk Island 342
Camping Brioni 2* Pula 712
Camping Tunarica 2* Rabac 162

Results of the Group

QUARTERLY FINANCIAL STATEMENTS

The Management Board hereby presents the unaudited quarterly financial statements for the period from 1 January 2025 to 30 June 2025.

The Group's profit and loss account for the period considered consolidates the data from the following companies: Valamar Riviera d.d. (Parent Company), Imperial Riviera d.d. (a subsidiary 46.27% owned by Valamar Riviera d.d. with its subsidiary Praona d.o.o.) and Bugenvilia d.o.o. (100% owned).

The investments in the company Helios Faros d.d. (19.54% owned) and Valamar A GmbH (24.54% owned) are reported according to the equity method since Valamar Riviera d.d. does not exercise control but a significant influence over them.

The Management Board presents the quarterly financial statements for the second quarter and the first halfyear of 2025

KEY FINANCIAL INDICATORS1

1/1-30/6/2024 1/1-30/6/2025 2025/2024
Total revenues 125,101,269 144,840,860 15.8%
Operating income 122,293,713 143,747,834 17.5%
Sales revenues 119,586.538 141,821,553 18.6%
Board revenues (accommodation and board revenues)2 95,650,738 114,499,666 19.7%
Operating cost3 122,413,580 137,887,995 12.6%
EBITDA4 -2,534,696 4,244,055 267.4%
Extraorinary operations result and one-off items5 -499,113 -48,650 90.3%
Adjusted EBITDA6 -2,035,583 4,292,705 310.9%
EBIT -37,099,813 -34,366,250 7.4%
Adjusted EBIT6 -36,600,700 -34,317,600 6.2%
EBT -44,018,194 -39,872,676 9.4%
Net profit -35,907,671 -24,517,393 31.7%
EBITDA margin -2.1% 3.0% 5.0pp
Adjusted EBITDA margin6 -1.7% 3.0% 4.7pp
31/12/2024 30/6/2025 2025/2024
Net debt7 340,593,618 401,602,396 17.9%
Net debt (liabilities for tourist lan under IFRS 16 excluded) 276,296,796 337,037,169 22.0%
Cash and cach equivalents 59,754,067 12,708,809 -78.7%
Market capitalization8 660,384,320 776,329,659 17.6%
EV9 1,140,875,759 1,311,979,884 15.0%
Share price 5.24 6.16 17.6%
EPS1 0 (for the first half) -0.20 -0.15 24.0%

KEY BUSINESS INDICATORS11

1/1-30/6/2024 1/1-30/6/2025 2025/2024
Number of accommodation units (capacity) 19,956 20,066 0.6%
Number of beds 56,477 56,747 0.5%
Full occupancy days 44 45 2.2%
Annual occupancy (%) 47.9% 49.6% 1.6pp
Accommodation units sold 870,488 894,886 2.8%
Overnights 1,955,937 2,080,211 6.4%
ARR12 (in EUR) 109 128 17.3%
RevPAR13 (in EUR) 4,757 5,706 19.9%
EBITDA PAR14 -53 323 706.9%

BOARD REVENUES EUR 114.5 mn +19,7 %

ADJUSTED EBITDA EUR 4.3 mn +310,9 %

MARKET CAPITALIZATION EUR 776.3 mn +17,6 %

  • 1 Classified according to the Annual Financial Statement (GFI POD-RDG). EBIT, EBITDA and their adjusted values and respective margins are recorded on the basis of operating income
  • 2 In compliance with the classification under the USALI international standard for reporting in hotel industry (Uniform System of Accounts for the Lodging Industry). Non-commercial properties/data excluded
  • 3 Operating costs include material costs, staff costs, other costs, and other operating costs reduced by extraordinary expenses and one-off items
  • 4 EBITDA (eng. earnings before interest, taxes, depreciation and amortization) is calculated as: operating income - total operating costs + depreciation and amortisation + value adjustments
  • 5 Adjustments were made for (i) extraordinary income (in the amount of EUR 1.8 mn in H1 2025, and EUR 1.6 mn in H1 2024, (ii) extraordinary expenses (in the amount of EUR 1.3 mn in 1H 2025 and EUR 2.1 mn in 1H 2024), and (iii) termination benefit costs (in the amount of EUR 0.3 mn in 1H 2025, and EUR 0.2 mn in 1H 2024)
  • 6 Adjusted by the result of extraordinary operations and one-off items
  • 7 Net debt: non-current and current liabilities to banks and other financial institutions + liabilities for loans, deposits and other + other liabilities according to IFRS 16 (leases) – cash and cash equivalents – long-term and short-term investments in securities – current loans given, deposits, etc.
  • 8 Market capitalization is calculated as the total number of shares multiplied by the last share price at the end of period
  • 9 EV refers to enterprise value; calculated as market capitalization + net debt + minority interest
  • 10 EPS refers to earnings per share calculated on the basis of net profit attributable to the owners of the parent company
  • 11 Data for Helios Faros. Data for the three hotels in Valamar's Austrian portfolio have been included in line with the long-term lease agreement that became effective 1 November 2024. Non-commercial properties/data excluded
  • 12 Average rate is recorded on the basis of cumulative board revenues (accommodation and board's food and beverage revenues)
  • 13 Revenue per accommodation unit is recorded on the basis of cumulative board revenues (accommodation and board's food and beverage revenues). a (prihod smještaja i hrane i pića pansiona)
  • 14 EBITDAPAR is calculated using USALI EBITDA in relation to the number of accommodation units

Overnights and accommodation units sold

Revenues and ARR

Valamar group's operating revenues in the first six months of 2025 amounted to EUR 143.7 million, representing an increase of 17.5% or EUR 21.5 million compared to the same period of the previous year. This business growth is the result of the consolidation of revenue from the Austrian portfolio in the amount of EUR 8.6 million, higher board revenues across all Valamar group`s destinations in Croatia, and continued investments in service quality improvement and portfolio repositioning.

The best performance was recorded by hotels and campsites in the premium segment, with the destination Rab standing out in particular, achieving a 40% increase compared to the first half of 2024.

REVENUES

In the first half of 2025, total revenues amounted to EUR 144.8 million, an increase of 15.8% (EUR 5.4 million). The total generated revenues have been influenced by:

    1. increase in sales revenue by 18.6% (EUR 22.2 million) to EUR 141.8 million, primarily consisting of board revenue (EUR 114.5 million). Domestic sales revenue amounted to EUR 20.8 million, with a share of 14.7% in sales revenue (15.8% in the first half of 2024), and EUR 1.9 million higher than in 2024. With a share of 85.3% in sales revenue (84.2% in the first half of 2024), sales revenue in foreign markets amounted to EUR 121.0 million, an increase of EUR 20.3 million
    1. decrease in other operating income in the amount of EUR 792 thousand compared to the same period of the previous year
    1. decline in financial income of EUR 1.7 million compared to the first half of 2024 primarily reflects lower interest income

TOTAL OPERATING EXPENSES OF VALAMAR GROUP15
(in EUR) 1/1-30/6/2024 1/1-30/6/2025 2025/2024
Operating costs16 122,413,580 137,887,995 12.6%
Total operating expenses 159,393,526 178,114,084 11.7%
Material costs 50,005,827 57,948,136 15.9%
Staff cost 51,736,496 59,393,715 14.8%
Depreciation and amortisation 34,565,117 38,610,305 11.7%
Other costs 20,710,973 20,558,396 -0.7%
Provisions and value adjustments 1,286 19,628 1,426.3%
Other operating expenses 2,373,827 1,583,904 -33.3%

15 Classified according to Annual Financial Statements standard (GFI POD-RDG) 16 Operating costs include material costs, staff costs, other costs, and other operating costs reduced by extraordinary expenses and one-off items

TOTAL OPERATING EXPENSES

Total operating expenses amounted to EUR 178.1 million, representing an increase of 11.7% compared to the previous year. This increase is primarily attributable to the inclusion of operating expenses from three hotels in Austria, as well as the growth in overnight stays and sold rooms across all Group destinations, particularly in the categories of material costs and staff expenses. The development of operating expenses is as follows:

    1. material costs amounted to EUR 57.9 million, up 15.9%, mainly due to increased costs of food and beverages, cost of goods sold, maintenance, consumables as well as promotional and marketing costs
    1. personnel costs increased by 14.8% to EUR 59.4 million, driven by a higher average number of employees and the increase in employee salaries
    1. depreciation amounted to EUR 38.6 million, up 11.7%, largely due to increased capital investments in 2024
    1. other costs amounted to EUR 20.6 million, down EUR 0.1 million
    1. other operating expenses amounted to EUR 1.6 million, a decrease of EUR 0.8 million, mainly due to lower costs related to previous period

EBITDA AND PROFIT FOR THE PERIOD

Valamar group recorded a positive EBITDA and EBITDA margin in the first half of the year. The Group's operating profit (adjusted EBITDA) for the first six months amounted to EUR 4.3 million, with an EBITDA margin of 3.0%. The improvement in operating profit compared to the same period last year was primarily driven by the increase in operating revenues, along with a controlled and planned growth in operating expenses. The key driver of improved performance was the consolidation of results from the Austrian portfolio, alongside the strong contribution from the premium segment of hotels and campsites across all Valamar group destinations, which recorded higher occupancy levels and a continued increase in average daily rates. The loss before tax (EBT) amounted to EUR 39.9 million, representing an improvement of EUR 4.1 million compared to the previous year, primarily driven by improved operating profit.

The Group estimated the increase in deferred tax assets mainly based on tax incentives and realized loss and accordingly recognized tax income in the amount of EUR 15.4 million. The net loss for the period amounts to EUR 24.5 million. Due to the highly pronounced seasonality of business, the profit tax estimate for the semi-annual reports is not an indicator of the final profit tax for a year 2025.

RESULT FROM FINANCIAL ACTIVITIES

The result of financial activities for the first six months of 2025 amounted to EUR -4.9 million, an improvement of EUR 1.7 million compared to EUR -6.6 million in the same period of 2024.

The better net financial result was mainly influenced by lower interest expenses by 2.9 million euros, mainly due to the absence of EUR 2.4 million in statutory default interest related to legal proceedings, and secondarily due to the higher capitalization of interest on investment loans for the Pical Resort and Arba Resort projects. An additional positive impact came from other financial expenses, which were lower by 0.5 million euros, due to the reduced cost of derecognition of the fair value of IRS. On the other hand, due to the decline in interest rates on deposits and the lower amount of available cash, other interest income decreased by 0.7 million euros.

NET DEBT

Net debt increased by EUR 60.7 million in the first half of 2025, reaching a total of EUR 337.0 million, primarily as a result of a EUR 49.7 million increase in longterm liabilities to banks used to finance capital investments, mainly in the Pical and Arba Resort projects.

Net debt17

Financial income and expenses

17 Net debt (liabilities for tourist land under IFRS 16 excluded): non-current and current liabilities to banks and other financial institutions + liabilities for loans, deposits and other + other liabilities according to IFRS 16 (leases) – cash and cash equivalents – longterm and short-term investments in securities – current loans given, deposits, etc.

ASSETS AND LIABILITIES

As of 30 June 2025, the total value of the Group's assets amounted to EUR 993.0 million, up 3.5% compared to 31 December 2024. Total share capital and reserves amounted to EUR 388.9 million, down 13.3% as a result of the dividend payment of EUR 29.5 million and the net loss of EUR 24.5 million recorded in the first half of 2025.

Total long-term and short-term liabilities to banks and other financial institutions amounted to EUR 332.4 million as of 30 June 2025, representing a decrease of EUR 1.4 million compared to 31 December 2024. Short-term financial liabilities were decresed by EUR 51.1 million through loan repayments, while long-term financial liabilities increased by EUR 49.7 million due to the drawdown of loans for capital investments in the Pical and Arba Resort projects.

Almost 90% of long-term loans are loans with an agreed fixed interest rate or loans protected by derivative instruments (IRS) for the purpose of protection against interest rate risk. This largely eliminated the interest rate risk. Additionally, most of the Group's cash receipts are in euros, as is the entire credit portfolio, which largely eliminates currency risk.

As of 30 June 2025, the Group's cash position amounted to EUR 12.7 million, representing a decrease of 78.7% compared to 31 December 2024. The main reasons for the decrease in cash during the first half of 2025 were loan repayments, investments in long-term assets, and expenses needed to prepare the high season. The Group's cash position together with contracted credit lines, valuable tourism assets and a resilient operating business model constitutes a stable balance sheet position of the Group.

Assets and liabilities

Results of the Company

In the first half of 2025, total revenues amounted to EUR 120.2 million, an increase of 16.8% or EUR 17.3 million, compared to the same period in 2024, when they amounted to EUR 102.9 million. Sales revenues amounted to EUR 105.0 million, an increase of 19.4% compared to the same period last year. The inclusion of the business results of the three hotels in Austria, as previously explained, and the growth in operations across all other destinations in Croatia had a significant impact on the Company's revenues and expenses.

Material costs amounted to EUR 47.0 million, up 15.9%, mainly as a result of increased costs of food and beverages, cost of goods sold, maintenance, consumables as well as promotional and marketing costs. Personnel costs amounted to EUR 47.9 million, up 16.0% year-on-year, following a higher average number of employees and the increase in employee salaries. Depreciation amounted to EUR 27.0 million, up 10.4% year-on-year, mainly due to increased capital investments in 2024.

In the first half of 2025, the net financial result amounted to 1.7 million euros (-0.5 million euros in the same period in 2024). The improved net financial result was mainly influenced by lower interest expenses by 2.7 million euros, mainly due to the absence of EUR 2.4 million in statutory default interest related to legal proceedings, and secondarily due to higher capitalization of interest on investment loans for the Pical Resort. On the other hand, due to the decline in interest rates on deposits and the lower amount of available cash, other interest income decreased by 0.6 million euros.

The Company recorded a positive EBITDA of EUR 2.0 million in the first half of the year. The increase in EBITDA of EUR 6.4 million compared to the same period last year was primarily driven by the growth in operating revenues across all destinations where the Company operates, particularly through higher sales prices and an increase in accommodation units sold through direct sales channels.

The loss before tax (EBT) amounted to EUR 23.3 million, representing an improvement of EUR 6.0 million compared to the previous year, primarily driven by improved operating profit. The Company estimated an increase in deferred tax assets on the realized loss and accordingly recognized tax income in the amount of 5.0 million euros. The net loss for the period amounts to 18.3 INCREASE IN REVENUE BY EUR 17.3 MILLION AND EBITDA BY EUR 6.4 MILLION IN H1 2025 COMPARED TO H1 2024

million euros. Due to the highly pronounced seasonality of business, the profit tax estimate for the semi-annual reports is not an indicator of the final profit tax of year 2025.

As of 30 June 2025, the total value of the Company's assets amounts to EUR 779.2 million, representing a decrease of EUR 3.2 million compared to 31 December 2024. Total share capital and reserves amount to EUR 360.3 million, which is 11.7% lower due to the dividend payment of EUR 29.5 million and the net loss of EUR 18.3 million recorded in the first half of 2025. As of 30 June 2025, the Company's cash balance amounts to EUR 4.0 million, which represents a decrease of EUR 49.2 million compared to 31 December 2024. The main reasons for the decrease in cash during the first half of 2025 were loan repayments, investments in long-term assets, and expenses needed to prepare the high season.

Investment cycle 2024/25

The Valamar group is continuing its 2024/25 investment cycle, with a total value of EUR 161.2 million, aimed at further developing a high-quality tourism offering, increasing energy efficiency, driving digitalisation and enhancing service levels and guest satisfaction. The investment activities are focused on achieving the financial targets set out in the business strategy by 2026, which include:

  • a planned investments amounting to EUR 450 million focused on portfolio development, digital transformation, and advancing sustainable tourism
  • a targeted operating profit (EBITDA) of EUR 150 million, with an average annual growth rate of around 11% relative to 2022
  • a planned annual revenue of EUR 500 million, with half of it expected to be generated outside the peak tourist season
  • the target dividend yield for shareholders being around 4%, the payment of which being subject to the realisation of annual business plans and market fluctuations in the Company's share value

VALAMAR RIVIERA

Valamar Riviera d.d. continues its investment cycle for 2024/25, totalling EUR 101.4 million. Investments are aimed at improving business processes, enhancing business operations, raising the quality of facilities and services and increasing energy efficiency and digitalisation.

The most significant individual capital investment in this cycle is the continued construction of Pical Resort 5*, Valamar Collection, with an investment value of EUR 60 million. Works on Pical Resort are progressing according to plan, with the opening scheduled for the first quarter of 2026. Pical Resort will offer a premium year-round tourism experiencend and accommodate an additional 2,000 guests. Over several years, total investment in the Pical zone will reach EUR 200, supporting the development of public tourism infrastructure, including promenades, cycling paths, a beach, indoor and outdoor swimming pools, and a variety of other facilities for tourists and the local community. The property will feature two swimming pool complexes, a central hotel and 2 wings: V Level and Family. This hotel will include the largest conference centre in Istria, with a capacity of 1,200 participants, strengthening its position in the business groups market. The expanded offering is designed to extend the tourist season and drive increased operating revenues.

IN 2024/25 CYCLE VALAMAR GROUP'S INVESTMENTS WERE PLANNED IN THE AMOUNT OF EUR 161 MN

PICAL RESORT THE LARGEST CAPITAL INVESTMENT EXCEEDING EUR 200 MN

The second major investment in this cycle is the reconstruction of Jadran Hotel, valued at EUR 5.3 million. The project includes a complete renovation and redesign of 24 existing accommodation units into 12 luxury rooms, along with the redesign of the reception area and shared spaces. The opening of the new restaurant JAZ by Ana Roš within the hotel will further elevate Valamar's gastronomic offering, promote local producers, and create new employment opportunities.

Other notable investments in Valamar Riviera's hotels include:

  • the renovation of 30 villas at Valamar Tamaris Resort 4*, along with upgrades to the entrance area, reception and lobby
  • investments in pool equipment for the Miramare pool at Isabella Island Resort 4*/5*, Valamar Collection
  • the furnishing of additional accommodation units managed by Valamar as part of the diffuse hotel project in Poreč
  • enhancements to the V-Level villas at Girandella Resort 4*/5*, Valamar Collection, aimed at improving the quality of accommodation and services for guests, as well as modernising the V-Level building and pool area

Concerning other properties, an additional EUR 700 thousand will be allocated for the purchase of furniture and equipment, EUR 750 thousand for beach improvements and over EUR 850 thousand for safety upgrades.

In addition to investing in hotels, Valamar is also actively investing in its campsites. Responding to the growing demand for camping tourism, during the current investment cycle Valamar plans to invest more than EUR 900 thousand in expanding and upgrading the standards of its campsites and associated facilities, as follows:

• at Valamar Camping Lanterna 4* in Poreč, ongoing investments include the repurposing of 33 Comfort pitches into 22 Mega Comfort pitches, the construction of a children's playground, the reconstruction of the sunbathing area at the main pool and Aquamar, as well as the renovation of mobile homes, including their terraces and flooring. Plans also feature the introduction of a new pitch type equipped with a mobile sanitary block and a summer kitchenette, along with upgrades to existing pitches through the installation of hydromassage tubs. The first phase of developing the children's playground is already underway, further enhancing the amenities for the campsite's youngest guests

  • at Valamar Camping Krk 5*, plans include to repurpose 5 Old Krk Home Type mobile homes to 5 new Premium mobile homes and 10 Comfort Mare pitches to 5 Mega Comfort Mare pitches. Valfresco Market has also been reconstructed
  • at Valamar Camping Istra 5*, a Stay Fit zone is developed, featuring the construction of a gym and a covered outdoor area
  • at Valamar Camping Marina 4* in Rabac, the reconstruction of the main sanitary block has been completed
  • at Valamar Camping Ježevac Valfresco Market has been reconstructed

Company places a strong emphasis on sustainable and socially responsible business practices. To this end, we have invested more than EUR 400 thousand in various energy efficiency projects, such as the installation of LED lighting, and EUR 3.7 million in other sustainability projects. These include the procurement of electric vehicles, tree planting, landscaping, biowaste recycling, the installation of new heat pumps and the procurement of aerators and flow regulators, among other initiatives. Significant investments contributing to sustainability and environmental protection include the planned procurement of an electric vehicle for biowaste collection at Valamar Camping Istra 5*, a new electric boat at Isabella Island Resort 4*/5*, a biocomposter for the Borik zone, new heat pumps at Camping Škrila 3* and Camping Bunculuka 4*, and groundwaterbased irrigation at Valamar Camping Baška 4*.

In addition to investments in environmental protection and energy efficiency, the Company places strong emphasis on the ongoing maintenance of all its destinations. This includes the regular upkeep of properties and guest facilities, as well as continued investments in safety. During the 2024/25 investment cycle, maintenance-related investments amount to approximately EUR 17.8 million.

As part of our focus on digitalisation, the Company aims to continuously enhance the quality of its services. In this investment cycle alone, over EUR 6.1 milion are being allocated on to digitalisation and innovation projects. In addition, EUR 600 thousand has been invested in IT maintenance projects, while over EUR 1.3 million has been allocated to branding and signage.

IMPERIAL RIVIERA

Imperial Riviera d.d. is continuing its 2024/25 investment cycle, valued at EUR 60.1 million, with the aim of further enhancing its offerings. The investments are focused on repositioning and upgrading service quality, digitalisation, promoting green building and sustainable energy sources, and improving tourism infrastructure across all destinations.

The first phase of Arba Resort 4*, Valamar Collection – the largest development project on Rab – has been completed, establishing the island as one of Croatia's leading family holiday destinations. The resort features 208 modernly equipped accommodation units that combine contemporary design with Mediterranean authenticity. Guests can enjoy a wide range of premium amenities, including a spacious pool complex, a dedicated wellness area, a restaurant highlighting authentic local cuisine, and thoughtfully designed facilities for families and active travellers. The new hotel was built to the highest standards of sustainable building and represents a complete reconstruction of the former Eva Hotel. The design and implementation placed particular emphasis on preserving the natural environment of the Suha Punta peninsula and showcasing the value of the centuries-old Kalifront forest. In addition to its accommodation facilities, the resort offers a variety of new amenities, including a landscaped beach, sports courts and a new bike centre.

In the Makarska destination, the second phase of investment in the Sunny Makarska by Valamar resort has been completed. This phase includes the construction of a modern pool complex with water slides, a sunbathing area, the Grano Duro restaurant and an adjacent parking area.

Construction works have been completed on the Arba Resort Employee Accommodation in the destination of Rab. The project included the refurbishment of existing apartments and bungalows to house employees in line with Valamar standards, as well as the renovation of shared facilities such as a laundrette, a game room, a kitchen, and an outdoor social area. In addition, the modernisation of the administrative building in Rab has been completed, along with the refurbishment of the sanitary block at Valamar Camping San Marino 4*.

Smaller projects have also been carried out to promote green building and the use of sustainable energy sources, such as the installation of heat pumps at Valamar IN 2024/25 CYCLE IMPERIAL RIVIERA'S INVESTMENTS WERE PLANNED IN THE AMOUNT OF 60 MILLION

Padova Hotel and the reconstruction of the power plant at San Marino Resort.

Preparatory activities are underway for upcoming projects, including the second investment phase of Arba Resort 4*, Valamar Collection, as well as the planned beach development works.

Sustainability in Business and Human Resources

SUSTAINABILITY HIGHLIGHTS

EcoVadis has awarded Valamar a new international sustainability recognition – the EcoVadis Gold Medal – reaffirming the leading Croatian tourism company's commitment to sustainable development and corporate social responsibility. After winning silver last year, Valamar has earned gold recognition this year, ranking among the top 5% of companies worldwide based on global business sustainability indicators. EcoVadis is a leading global sustainability ratings platform, assessing over 150,000 companies across 180 countries on environmental protection, labour and human rights, ethical practices and sustainable procurement. The Gold Medal recognises companies that demonstrate exceptional performance in all categories. This accolade firmly establishes Valamar as a frontrunner in sustainable tourism, both in Croatia and throughout Europe.

Valamar Amicor Resort on Hvar received the prestigious DGNB (Deutsche Gesellschaft für Nachhaltiges Bauen, the leading international certification system for sustainable construction and real estate) Gold certification for its sustainably built detached villas. With this, Valamar became the first tourism company in Croatia to receive DGNB Gold certification for green construction, and the Valamar Amicor Green Resort is now the first resort of its kind on the Croatian coast.

The ceremonial opening of Arba Resort 4*, Valamar Collection, marked the completion of the first phase of the largest construction project on Rab. Designed to the highest sustainable building standards, the resort is fully powered by renewable energy sources, including a solar power plant and heat pumps. It meets nZEB standards and ensures minimal CO2 emissions, thanks to features such as green roofs and façades. In June, the documentation for the Arba Resort's first phase was submitted for pre-certification in the DGNB Gold Certificate category.

The resort on Suha Punta preserves the natural environment and the Kalifront forest, while promoting Rab's authentic identity through local products, gastronomy and natural cosmetics. This investment exemplifies modern and socially responsible tourism, contributing to the sustainable development of the destination, enhancing the quality of life for the local community and helping to preserve the island of Rab's natural resources.

VALAMAR

VALAMAR GROUP HAS BEEN AWARDED THE GOLD MEDAL BY ECOVADIS

AMICOR GREEN RESORT HAS BEEN AWARDED THE GOLD CERTIFICATE FOR GREEN BUILDING

According to Bloomberg's latest research from early 2025, Valamar is the most successful tourism company in Croatia when it comes to sustainable business. It has consistent scores across all three ESG categories, confirming Valamar's commitment to transparency, corporate social responsibility and sustainable tourism.

As a member of the UN Global Compact, in 2025, Valamar continues to uphold the Ten Principles of the UN Global Compact. These principles cover fundamental corporate social responsibility in the areas of human rights, labour, environment and anticorruption. Valamar remains a member of the Energy & Environment Alliance (EEA), a global coalition of hospitality companies and investors committed to decarbonisation and advancing sustainability in the tourism sector.

ESG PROJECTS AND ACHIEVEMENT

Environment

Valamar is reducing its carbon footprint by sourcing 100% electricity, i.e. 75% of its total energy consumption, from renewable sources. These include photovoltaic power plants, LED lighting, replacing fossil fuels with electricity from renewable sources, installing heat pumps and other energy efficiency measures, such the use of electric vehicles. It also includes other indirect measures such as waste separation and food waste biocomposting, cooperation with local suppliers and suppliers that are also focused on decarbonisation and applying the highest green building standards when investing in tourist properties and facilities. Measures planned to achieve decarbonisation in Scope 1 and Scope 2 by 2026 have been integrated into Valamar's investment and operational plans, along with their associated costs.

In 2025, Valamar is continuing its "Easy as One, Two, Tree" initiative across its hotels and campsites. This initiative enables Valamar's guests to contribute to the planting of new trees, with Valamar matching each donation by donating an additional tree. The campaign will be re-launched in mid-July with the goal of collecting 10,000 trees, mirroring last year's success. During its third season, Valamar has become the largest single contributor to the "CO2MPENSATING BY PLANTING" project led by the Scout and Guide Association of Croatia. In early 2025, 1,500 new saplings were planted near Pula, of which 1,000 were provided by Valamar.

Valamar is continuing the analysis of fishery products to further strengthen a sustainable supply chain, in partnership with the fishermen's cooperative in Komiža. It is expected to achieve a share of at least 20% hake from sustainable catch. Valamar continues to actively collaborate with suppliers of sustainable fishery products, supporting and promoting responsible fishing practices. Currently, 44% of the fishery products in Valamar's portfolio are sustainably sourced. In addition, Valamar continues to invest in the sustainability of its entire supply chain and key suppliers, with the objective of ensuring that responsible and sustainable suppliers account for 80% of the total procurement value.

Social

Valamar is the largest investor in Croatian tourism, with over one billion euros invested in the development of high-quality, value-added sustainable tourism over the past two decades. Its corporate social responsibility investments focus primarily on employees, with initiatives to improve their working conditions and provide opportunities for professional development and training. Valamar also invests in destination development, supporting the creation of tourist infrastructure such as promenades, cycling paths, playgrounds and beaches. In addition, it supports cultural and sporting events, as well as numerous other initiatives aimed at enhancing the quality of life in local communities.

For the eighth year in a row, Valamar has been recognised as the most desirable employer in the tourism and hospitality sector. It remains the only tourism company ranked among the 20 best employers in Croatia, according to the latest survey conducted by the MojPosao portal.

The second season of the "Valamar Provides Tasty Lunches" project has successfully finished. Over the past school year, Valamar rewarded all 28 primary schools from Istria, Rijeka and its surroundings, and the island of Krk that participated in the initiative. Although the original fund was intended to reward 10 schools, Valamar extended the recognition to all participating schools, providing tasty, nutritionally balanced meals made from high-quality, locally sourced ingredients to more than 6,600 pupils.

In March 2025, Valamar once again hosted the Istrian Riviera, the oldest international tennis tournament in Croatia, as part of its commitment to supporting the development and promotion of sports in the communities where it operates. Valamar continues to invest in infrastructure and sports facilities to ensure that its destinations remain attractive to sports and recreation enthusiasts.

Valamar has also extended its support to two projects led by Croatian Caritas. In April 2025, the Company donated over 6,600 pieces of work clothing and footwear to Caritas Croatia for distribution to its institutions nationwide. In June 2025, Valamar joined Caritas Croatia's project "Save the Kuna from Perishing, Donate it for 1,000 Joys!", which encourages citizens to donate their remaining kuna and lipa coins to Croatian Caritas.

The second "Poreč Loves Bike" cycling event was held in May 2025, organised by Valamar, the City of Poreč-Parenzo and the Poreč Cycling Club. Valamar supported the event by providing lunch and hosting a post-ride gathering for all participants.

In June this year, Valamar launched the "Croatia Summer Quest" contest for children aged 6 to 18 living in Croatia, offering 100 summer camps participation from the Croatia Summer Camp platform as prizes. The Croatia Summer Camp by Valamar digital platform – an innovative, socially responsible initiative for sustainable family tourism – is the first of its kind in Croatia. Its goal is to help residents, guests and tourists easily discover a wide range of activities for children and teenagers, while enabling local club organisers to promote their services free of charge and connect with potential customers. In this second season, the platform will showcase more than 70 sports, educational and arts camps in one place.

HUMAN RESOURCES

This year, Valamar group continues to make significant investments in its employees. In agreement with social partners, the Company increased the base salary by 10 to 15 per cent as of 1 May 2025. This adjustment includes a minimum 10% raise in the base salary, along with an additional increase through a revised coefficient.

During the high season, from June to August, salaries for specialist roles such as chefs, servers and receptionists will range from EUR 1,500 to EUR 2,000 net. Roles including housekeepers, assistant chefs, assistant servers, kitchen staff and servers will earn between EUR 1,000 to EUR 1,400 net.

VALAMAR INCREASE BASE SALARIES IN 2025 BY 10 TO 15 PER CENT

VALAMAR GROUP HAS INVESTED OVER EUR 1 BILLION IN THE PAST TWO DECADES IN THE DEVELOPMENT OF PRODUCTS AND SERVICES

Valamar is one of the largest employers in Croatia. As of 30 June 2025, the Valamar group employed a total of 7,703 people, including 2,893 permanent employees and an additional 2,087 fixed-term employees with year-round income. On the same date, the Company had 5,731 employees, comprising 2,271 permanent employees and an additional 1,489 fixed-term employees with year-round income.

The ValamarGO! programme remains as a key initiative for the structured onboarding of new employees and has been successfully implemented for the third consecutive year across all destinations. The programme includes five-day training sessions for kitchen, restaurant and front desk staff, delivered by internal mentors. This year, front desk and F&B training programmes have been rolled out across all destinations. More than 35 mentors in 7 destinations trained nearly 400 new colleagues, achieving excellent results – 94% of participants rated their mentors with the highest score of 5. Plans are already underway to expand the programme to other operations, as Valamar continues to invest in effective onboarding and employee development.

In addition to its ongoing investment in employee development, Valamar is continuing its series of reward programmes this year to acknowledge excellence, dedication and exceptional performance. Alongside continuous salary increases, numerous initiatives have been launched to align working at Valamar with modern trends and the actual needs of employees. One such initiative is the "Live the Destination", which provides all employees residing in Valamar's destinations, as well as those who permanently relocate there, with an additional EUR 400 net. This measure aims to encourage local jobs, mobility and year-round employment and offers a range of additional benefits for Valamar's employees. Through the "Roof Over Your Head" programme, permanent employees are also eligible for an addon of up to EUR 500 per month in housing support for apartment rentals. Beyond these initiatives, all employees enjoy a 30% discount at Valamar's restaurants and bars, as well as a variety of benefits negotiated with external partners, including banks, transport providers, polyclinics, opticians and other local services ranging from health to leisure. Valamar also offers opportunities for year-round employment stability by enabling staff to work during the winter season at its hotels in Austrian ski resorts. Special attention is also given to supporting employees' families. For example, the Valamar Playroom provides a stimulating, safe and professionally managed environment for children, giving parents greater flexibility and work-life balance. All these benefits are part of Valamar's broader strategy to create a work VALAMAR GROUP IS COMMITTED TO ONGOING IMPLEMENTATION OF ITS EMPLOYEE RECOGNITION AND REWARD PROGRAM

VALAMAR GROUP HAS ESTABLISHED HIGH STANDARDS OF CORPORATE GOVERNANCE

environment where employees can build long-term careers while enjoying a higher quality of life for themselves and their families.

In 2025, Valamar continues its cooperation with hospitality schools and universities, and, in partnership with the Ministry of Tourism and Sports, is implementing a scholarship programme that offers financial support to students throughout their education. The programme also provides opportunities for internships and the development of new skills and knowledge. As the largest provider of scholarships in Croatia, Valamar awarded scholarships in the 2024/25 school year to 161 secondary school pupils and 33 university students.

As an employer, Valamar actively engages in various initiatives aimed at promoting careers in the tourism and hospitality sectors. At the prestigious international culinary competition Gold Shah 2025, held in Baku, Azerbaijan, Valamar's Filip Klanfar won both a gold and a bronze medal for the preparation of traditional local dishes. Through presentations and lectures for pupils and students, as well as participation in events dedicated to employment and career development, young people are encouraged to pursue education and careers in tourism. Students and pupils also have the opportunity to hear first-hand from employees about what it is like to work for Croatia's largest tourism company and to learn everything about the benefits and career development opportunities Valamar offers. In addition, the Company continuously contributes to the quality of education by delivering expert-led lectures in schools, hosting student visits to its hotels and campsites, and collaborating with educational institutions in various ways to help young people better understand the realities of the profession.

Valamar continues to deliver its business training programme in tourism and hospitality, the V-Executive, in collaboration with five Croatian higher education institutions: the Faculty of Economics and Business of the University of Zagreb, the Faculty of Economics and Tourism in Pula, the Faculty of Tourism and Hospitality Management in Opatija, the Faculty of Economics in Split and the University of Dubrovnik. The two-year V-Executive training program equips Valamar employees with a comprehensive set of knowledge and skills essential for building successful careers in tourism and hospitality. Across 20 modules divided into 7 thematic units, employees gain insights into current trends, innovations and practical solutions, all aligned with an organisational culture centred on learning, development and excellence. Education remains a key element of Valamar's corporate social responsibility, with employees receiving an average of 49 hours of training per year.

The Company and the Group have been systematically and continuously investing in human resources development. This includes a comprehensive strategic approach to HR management, encompassing a transparent recruitment process, clear goal-setting, employee performance monitoring, investment in professional development, career path planning and the promotion of two-way communication.

Governance - Upravljanje

OValamar's dedication to sustainability has been recognised by certification bodies and organisations, which have awarded numerous sustainability certificates and labels to Valamar group companies and tourism properties. Valamar has certified all its properties according to ISO 9001 quality standards, ISO 14001 environmental management standards, and ISO 50001 energy management standards. Recertification under the ISO 50001 standard is planned for July and August 2025, as part of the ongoing process of maintaining certification for systematic energy management across properties. Currently, 28 hotels hold the Travelife sustainability certificate, 6 campsites are certified with the EU Ecolabel and 16 beaches have been awarded the Blue Flag.

The Company keeps developing and operating in line with the highest standards of corporate governance, as reflected in its business strategy, policies, key regulations and operational practices.

This year, eight Valamar properties have received the prestigious HolidayCheck Award 2025. These awards, based exclusively on authentic guest reviews, reflect the high level of satisfaction with Valamar's services and further reinforce the Company's position as a leader in the tourism industry. Among the 12 most popular hotels and campsites in Croatia, according to guest reviews on the HolidayCheck portal, are 3 properties from the Valamar Collection brand – Isabella Island Resort 4/5*, Girandella Designed for Adults Hotel 4* and Marea Suites 5* – along with Valamar Sanfior Hotel & Casa 4*, Valamar Bellevue Resort 4*, Valamar Parentino Hotel 4*, Valamar Diamant Hotel 4* and Camping Brioni 2*.

This year, TripAdvisor, the world's leading and most recognised travel platform, has once again awarded its prestigious Travellers' Choice awards based on guest reviews and ratings collected over the past 12 months. An impressive 20 of Valamar's hotels, resorts and campsites have been ranked among the top 10% of properties

VALAMAR'S RESERVATION CENTER WAS AWARDED 1ST PLACE AT THE ANNUAL CX.HR AWARDS CEREMONY

worldwide. In addition, Sunny Rabac by Valamar received the Travellers' Choice Best of the Best award, placing it among the top 1% of all-inclusive hotels in Europe. Among Valamar's properties ranked in the top 10% globally this year new entery have [PLACES] Obertauern by Valamar in Austria, Imperial Heritage Hotel 4* Valamar Collection, and Valamar Camping Marina 4*. Several award-winning properties from last year have once again reaffirmed their excellence in 2025.

Valamar's Reservations Centre has once again reaffirmed its position as a leader in customer support, winning first place at the annual CX.hr portal award in the category "Contact Centre with 31 or More Workstations". This is further proof of Valamar's continued commitment to excellence, innovation and providing outstanding service to its guests every day.

The Risks of the Company and the Group

The Company and the Group are exposed to numerous risks in everyday operations.

As the main risks, the Company and the Group have identified the following risks:

  • business risks risks related to the way the Company business is conducted, business environment, competition, supply and demand, lack of workforce and continuous adjustment to market needs
  • financial risks comprise financial variables that may cause difficulties in settling financial liabilities of the Company and the Group, impact liquidity, or complicate debt management
  • operational risks related to inadequate use of information and procedures, IT systems and errors in operational management
  • global risks include climate change, adverse weather and natural disasters, pandemics, food shortages, civil unrest, wars and other risks beyond the Company or the Group's (direct) control
  • regulatory risks related to changes in laws, tax and other legislation governing the business operations of the Company and the Group

When monitoring and assessing risks, the Company and Group use a proactive approach. Risk management is considered a key factor of differentiation among competitors. Along with risk differentiation and mitigation, risk management aims to create sustainable value, thereby strengthening the trust of all stakeholders of the Company and Group. When defining our strategy, particular attention is paid to the short and mid-term risk impact to maintain business sustainability over time.

The risk management process comprises the following steps:

  • identifying potential risks in business operations
  • analysis and assessment of identified risks
  • determining actions and responsibilities for efficient risk management
  • monitoring and overseeing initiatives to prevent the occurrence of risk events and alleviating their consequences
  • exchanging information on risk management results

BUSINESS RISK

5

KEY STEPS IN RISK MANAGEMENT PROCESS

The main Company and Group's business risks are seasonality, the often changing market demands, a lack of the workforce and lawsuits.

Tourism is a specific activity constantly in flux and going through quick trend changes. This requires tourist companies to continuously adapt to survive in the market for the long term. The Company and the Group are exposed to business risks connected with the stability of global tourist trends. The business operations of the Company and the Group are highly dependent on the results achieved during the high season, which generates around 55% of the total turnover. Tourist trends thus considerably depend on the weather during the summer months.

To mitigate these risks, the Company and the Group continuously invest in the expansion and quality enhancement of their accommodation capacities and in developing additional facilities. They are currently the largest investors in Croatian tourism. The development of new technologies considerably changes guest habits and how they plan their holiday and make reservations. The ever-present trend of simplicity of online reservations continues to strongly impact the dynamic of selecting the destination and accommodation. The Company and the Group realise 63.5% of their revenues via direct channels achieved in 2024, including reservations via a direct distribution system – call centre, internet mobile platforms and the loyalty programme. The loyalty programme

will continue to grow to create additional value for our clients. Web pages, e-marketing and technology will also be further upgraded.

The Company and the Group's development is impossible without a high-quality human resources management. The construction of new facilities and the refurbishment of existing accommodation capacities in Croatia increase the risk of a lack of a qualified workforce. Valamar Riviera is one of the most desirable employers in the country, continuously investing in attracting, training and developing employees. We constantly improve incentive and reward systems, employee career development, employees' wellbeing and accommodation and foster cooperation with education institutions throughout Croatia.

The Company is a defendant in a lawsuit from 2010 relating to the payment for the works on hotel Lacroma during its reconstruction and extension. In 2013, the Commercial Court issued a judgement that fully rejected the claims of the claimants. In 2020, the High Commercial Court of the Republic of Croatia overturned the first-instance judgement, and the case was returned for retrial. In the repeated proceedings, the Commercial Court, by its judgement from May 2023, largely accepted the claim and the Company was charged with the payment of the principal of EUR 2,264,861.17 as well as lawsuit costs in the amount of EUR 702,752.22 and the corresponding statutory default interest. On 31 January 2024, in the appellate procedure on the Company's appeal, the High Commercial Court of the Republic of Croatia delivered a final judgement in favour of the Company, whereby it varied the judgement of the Commercial Court of Dubrovnik from May 2023 and rejected all claims of the claimants as unfounded. The claimants submitted a motion for the permission to file a second appeal regarding the judgment of the High Commercial Court of the Republic of Croatia of 31 January 2024, to which the Company submitted its response. The Company has not yet made any provisions in its business ledgers or booked any costs for this lawsuit.

In 2023, the Company initiated an administrative dispute to annul the Resolution of the Ministry of the Sea, Transport and Infrastructure, adopted after an inspection of the commercial utilisation of the maritime domain in the area of the Ježevac camping on the island of Krk. This Resolution included a prohibition on providing accommodation services on several cadastral parcels and a prohibition on providing anchoring services. In 2024, a non-final judgement was delivered against the Company, and the Company appealed to the competent court against this judgement. The Government of the Republic of Croatia, in its June 2024 Conclusion, charged the Ministry of the Sea, Transport and Infrastructure to urgently establish maritime domain boundaries for all campsites in front of which maritime domain boundaries have not been determined. It also ordered that the Customs Administration and the Maritime Safety Directorate of the Ministry of the Sea, Transport and Infrastructure stay inspection measures that prohibit the operation of campsites until resolving the unresolved property relations concerning the respective maritime domains, and to do it at the latest by 31 December 2025. Also, the Customs Administration will charge companies a fee for the undisputed area of the maritime domain that they utilise, starting from 1 January 2019 until the respective property relations are resolved. In July 2024, the Ministry of the Sea, Transport and Infrastructure accepted the Company's proposal to reopen the proceedings and lifted the prohibition on providing accommodation services in the Ježevac camping. The Company actively participate in this legal proceedings.

Apart from the above-stated lawsuits, the Company is party to some other court proceedings and has made provisions in its business ledgers for all lawsuits amounting to EUR 2.1 million.

FINANCIAL RISKS

In its everyday business operations and activities, the Company and the Group are exposed to numerous financial risks, especially:

  • interest rate risk
  • credit risk
  • liquidity risk
  • inflation risk
  • foreign exchange risk

Interest rate risk

The interest rate risk is a risk of change of an interest rate that may lead to a change in the amount of liabilities and interest rate on revenues.

To decrease interest rate risk, the Company and the Group regularly implement interest rate hedging using interest rate swaps (exchange of the variable interest rate with a fixed interest rate). This effectively converts variable interest rate loans to fixed interest rate loans. The impact of interest rate risk on business is limited since most of the Company's and Group's loan portfolios are long-term loans with an agreed fixed interest rate or loans insured with an interest rate swap.

The Company and Group have interest-bearing assets (cash assets and deposits)

that generate revenues from interest rates, so their revenues and cash flows depend on changes in the market interest rates. This risk is especially pronounced in the high season when the Company and the Group have significant cash surpluses at their disposal. Cash placements are mainly done for the short term at market interest rate.

Credit risk

Credit risk can arise from cash assets, time deposits and receivables. According to the Company's and the Group's sales policy, business transactions are conducted only with customers with a suitable credit history, i.e. by agreeing on advance payments, bank securities and paying via credit cards. The Company and the Group continuously monitor their exposure to business partners and their creditworthiness to decrease credit risk. The Company and the Group obtain instruments for securing receivables, such as debentures, bank guarantees and mortgages, thus reducing the risks of inability to collect receivables.

Exposure to credit risk also arises due to cash and deposits with business banks. To diversify this risk, we have set a maximum exposure level for each bank, and the relevant qualitative and quantitative financial stability indicators of banks are continuously monitored.

Liquidity risk

The Company and the Group have a sound liquidity risk management. Sufficient funds for meeting liabilities are available at any moment through own funds, adequate amounts from contracted credit lines for investments and through working capital.

The repayment of credit lines is in line with the period of significant cash inflows from operating activities. The Company and the Group monitor the liquidity through daily cash and short-term and long-term debt reports. Surplus cash is invested in current accounts and time deposits. Only instruments with suitable maturity and sufficient liquidity are selected according to the forecasted needs for liquid funds.

Inflation risk

The Company and the Group are exposed to changes in purchase prices for energy products (especially electricity), food and beverages and consumables, and increase in the prices for construction works and purchase of assets. The Company and the Group have been continually investing in energy efficiency and renewables to mitigate the impact of increasing energy product prices and decrease dependence on suppliers. Where appropriate, when doing procurement, the practice is to enter into long-term contracts at fixed prices.

One of the ways to mitigate the negative impact of inflation is through the flexible management of sales prices for goods and service. The Company and the Group have a very high share of direct and online sales channels, enabling dynamic sales price formation throughout the year.

Foreign exchange risk

Društvo i Grupa posluju na međunarodnoj razini, promatrano noćenjima ostvarenim s različitih emitivnih tržišta. Ulaskom Republike Hrvatske u eurozonu 1.1.2023. godine, gotovo 100% prihoda i novčanih priljeva ostvaruje se u eurima. Time je valutni rizik (potencijalni gubitak kao posljedica promjena valutnih tečajeva) gotovo potpuno eliminiran.

OPERATIONAL RISKS

Operational risks are connected with direct or indirect losses arising from inadequate or wrong internal or external processes within the Company and the Group. An organisation's complexity and size increase operational risks, which is why building quality processes is a key pillar when it comes to successfully managing these risks.

In today's digital age, cyber and information security have become the key domains of interest for any company that wishes to protect its key information assets. Information, as one of the most important currencies and the foundation of any business system, is often the target of attacks The information security risks include unauthorised access, data theft, malicious attacks and technical malfunctions, while cyber security includes the protection of networks systems and data against digital threats. Timely recognition and management of these risks are of key importance for ensuring business continuity as well as the trust of our guests.

Being aware of the risks concerning the reliability of business IT solutions and cyber security, the Company and the Group have been continuously investing in improving, developing and implementing new technologies and protection mechanisms in their everyday business operations. A particular focus is placed on ensuring sufficient resources for developing and implementing new ICT technologies, data protection projects and improving the existing and the development of new robust business systems. Over the years, Valamar has implemented several projects and made several investments to increase its ICT infrastructure's security, stability and efficiency. The Company has ensured an efficient infrastructure and data protection by optimising its incident management process, implementing a 24 hours monitoring system and consolidating all platforms into a single ICT platform.

In case of personal data violation incidents, the Company and the Group may be significantly fined, which can also have a detrimental effect on the Company's reputation. The Company has been continuously working on training its employees and raising their awareness about the importance of personal data protection and information security.

The Company will continue developing and implementing new technologies to continuously boost the resilience of its business processes against the threats posed by cyber and information security.

GLOBAL RISKS

Despite improved security and political conditions, Croatian tourism continues to face challenges, such as:

  • periods of global economic and financial crises which reduce the purchasing power of the population from our key source markets and the Republic of Croatia (which includes a potential global trade war as a result of the introduction of new tariffs announced in April 2025 and possible other similar levies)
  • security and political issues related to local and global terrorism threats
  • global crises due to war zones

Results of the Company and the Group may be influenced by various environmental impacts, such as:

  • climate change, such as global warming, long draught or rain periods
  • natural disasters and calamities (earthquakes, fires, floods, severe storms, etc.)
  • air and soil pollution
  • deterioration of quality and pollution of the sea and coast

All these factors may directly impact the number and duration of overnights of our guests in hotels and campsites, as well as increase the costs of our business operations. Health pandemics also represent a global risk, causing financial and operational disruptions in the global economy, and they significantly impact tourism as a very sensitive industry branch. Health risks represent an incredibly challenging risk management segment since the possibilities of the Company and the Group in these cases are limited to risk monitoring and undertaking activities in accordance with internal and external rules and following recommendations in case of a contagious disease outbreak.

REGULATORY RISKS

Changes in laws, taxes and other regulations also represent a significant risk for the Company and the Group. Changes in relevant regulations often enter into force after the business plans for future periods have already been adopted and commercial conditions with business partners have already been agreed upon. This can significantly adversely affect the financial position of the Company and the Group, endanger the planned investment and weaken investor trust.

Recent changes in the regulations relating to the utilisation of the maritime domain, concessions, concession permits and fees for the utilisation of the maritime domain still represent an area that is not fully regulated and has a significant impact on business operations and future development. The regulatory risks represent one of the most challenging areas of risk management, where the Company and the Group have limited ability to mitigate their impact.

Corporate governance

CORPORATE GOVERNANCE CODE IMPLEMENTATION

Valamar Riviera, as well as the Valamar group, are continuously developing and operating in accordance with best corporate governance practices. With its business strategy, policy, key acts and business practice, the company Valamar Riviera has established high standards of corporate governance and thereby strives to contribute to transparent and efficient operations and to establishing strong connections with the environment in which it operates. The Management Board fully complies with the provisions of the adopted acts on corporate governance. Since the listing of shares on the regulated market of the Zagreb Stock Exchange d.d. the Company applies the Corporate Governance Code of the Zagreb Stock Exchange and the Croatian Financial Services Supervisory Agency (hereinafter: HANFA).

In 2021, the company adopted the Code of Business Conduct with associated policies, which aligned its internal rules on corporate governance with the Corporate Governance Code of the Zagreb Stock Exchange and HANFA. The Company's Code of Business Conduct was updated in 2024 and is available on the Company's corporate website at the link https://valamar–riviera.com/ media/494044/valamar–riviera–dd–code–of–business–conduct–2024.pdf. An integral part of this Code are:

    1. Conflict of interest management policy
    1. Policies and procedures for approving and disclosing transactions with related parties
    1. Risk management policy
    1. Corporate social responsibility policies:
    2. 4.1. Service excellence and sustainable business policy
    3. 4.2 Health and safety policy
    4. 4.3 Food safety protocol
    5. 4.4 Diversity and non–discrimination policy
    6. 4.5 Procurement policy
    7. 4.6 Policy on the safety and protection of children's right
    8. 4.7 Working conditions policy
    9. 4.8 Career management policy
    10. 4.9 Environmental protection policy

THE GROUP HAS ESTABLISHED HIGH STANDARDS OF CORPORATE GOVERNANCE IN ORDER TO OPERATE TRANSPARENTLY AND EFFICIENTLY

The Company fully complies with and implements the prescribed corporate governance measures, with only minor justified exceptions. This is explained in detail in the Corporate Governance Code Compliance Questionnaire, which is published in accordance with the regulations on the Zagreb Stock Exchange website and the corporate website of Valamar Riviera (https://valamar-riviera.com/ media/500851/compliance-questionnaire-2024.pdf) and submitted to HANFA.

The Company defined the process of preparing and publishing its financial statements in a detailed internal document. Within this document, the financial reporting procedure is set within a system of internal review and risk management. Additionally, in order to monitor and mitigate the financial reporting risk, the Company uses the measures described in the chapter "The Risks of the Company and the Group".

MANAGEMENT BOARD AND THE SUPERVISORY BOARD

In general, the Management Board and the Supervisory Board conduct their work through meetings as well as by decision–making without holding meetings, via correspondence, in accordance with relevant regulations and the Company's regulations and acts.

The authorities of the members of the Management Board and the members of the Supervisory Board of the Company are determined by the Company's Articles of Association, the Rules of Procedure of the Management Board, and the Rules of Procedure of the Supervisory Board, as well as other relevant regulations. The authorities of the members of the Management Board can also be regulated by special decisions of the Supervisory Board, whose authorities are fully aligned with the provisions of the Companies Act.

The rules for appointing and revoking members of the Management Board and members of the Supervisory Board are established by the Articles of Association, in accordance with the provisions of the Companies Act and the provisions of the Company's internal act. The appointment rules do not contain any restrictions on diversity regarding to gender, age, disability, education, profession, and similar restrictions. The rules in question were established with the aim of better organization and improvement of the corporate governance system. The Management Board and the Supervisory Board consist of persons who have all the appropriate competences for representation, business, management, or supervision of business management in the best interest of the Company and for the application of due care in representation, business management, or supervision of the Company's business management.

MANAGEMENT BOARD

The Management Board of the Company consists of three members:

    1. Željko Kukurin, the President of the Management Board
    1. Marko Čižmek, the Management Board Member
    1. Ivana Budin Arhanić, the Management Board Member

The Company appointed senior executives, who are the Company's key management, in accordance with the provisions of the Capital Markets Acts and the EU Regulation No. 596/2014. The Company's senior executives, alongside members of the Supervisory Board and the Management Board, include three Senior Vice Presidents: Alen Benković, Davor Brenko and David Poropat, two Vice Presidents: Ines Damjanić and Sebastian Palma, and 27 Sector Directors and Heads: Tomislav Dumančić, Mauro Teković, Bruno Radoš, Sandi Sinožić, Andrea Štifanić, Željko Jurcan, Ivan Karlić, Mario Skopljaković, Dario Kinkela, Mile Pavlica, Tomislav Poljuha, Dragan Vlahović, Flavio Gregorović, Martina Šolić, Vedrana Ambrosi Barbalić, Mirella Premeru, Ivica Vrkić, Giorgio Cadum, Lea Sošić, Roberto Gobo, Ivan Polak, Karmela Višković, Denis Prevolšek, Vlatka Kocijan, Antonio Beg, Ivana Tubaković Laković and Miloš Vukadinović.

Therefore, senior executives works closely with the Management Board and performs the given corporate functions through business boards that are focused on those strategic activities of the Company that require a high level of interdepartmental functional managemen:

  • capex committee
  • product and service development committee
  • procurement and partnerships committee
  • digitalization committee
  • sustainability committee
  • human resources management committee

Senior executives are responsible for the management of key functional business areas and activities. Furthermore, the task of senior executives is cross functional management and leadership, implementation of the corporate strategy and providing management support to the members of the Management Board.

SUPERVISORY BOARD

The Supervisory Board has nine members, of which eight members were elected by the General Assembly in accordance with the provisions of the Articles of Association and the provisions of the Companies Act, and one member is an appointed employee representative.

Members of the Supervisory Board:

    1. Franz Lanschützer, Chairman
    1. Mladen Markoč, Deputy Chairman
    1. Daniel Goldscheider, Deputy Chairman
    1. Gustav Wurmböck, member
    1. Gudrun Kuffner, member
    1. Petra Stolba, member
    1. Georg Eltz, member
    1. Boris Galić, member
    1. Ivan Ergović, member (employee representative)

In order to perform its function more efficiently, as well as the tasks prescribed by the provisions of the Audit Act and the Corporate Governance Code, the Supervisory Board appointed the following Committees:

1. THE PRESIDIUM OF THE SUPERVISORY BOARD

Franz Lanschützer, Chairman Mladen Markoč, Deputy Chairman Daniel Goldscheider, Deputy Chairman

Gudrun Kuffner, committee chairwoman Daniel Goldscheider, Chairman Georg Eltz, member Franz Lanschütze, member Gustav Wurmböck, member Gudrun Kuffner, member Mladen Markoč, member Boris Galić, member

2. AUDIT COMMITTEE 3. INVESTMENT COMMITTEE

GENERAL ASSEMBLY

The General Assembly is convened, conducted, and has power in accordance with the provisions of the Law on Companies and the provisions of the Company's Articles of Association, and the call and proposals for decisions, as well as the decisions made, are publicly announced in accordance with the provisions of the Companies Act, the provisions of the Capital Market Act and the Rules of the Zagreb Stock Exchange d.d. There is a time limit related to the exercise of the right to vote at the General Assembly in accordance with the provisions of the Companies Act - shareholders are required to register their participation within the deadline provided by law. A financial right arising from a security cannot be separated from the ownership of that security. Within the Company, no securities carry special control rights, nor are there any restrictions on voting rights. Each share entitles its holder to one vote.

The Annual Report for the year 2024 was approved by the Management Board and by the Supervisory Board in April this year and is available on the Company's corporate website at the link https://valamar-riviera.com/media/500822/annual-report-for-2024-consolidatedpdf.pdf.

At the General Assembly held on 12 June 2025, the shareholders adopted the decision on distribution of profit for 2024 and granted discharge to the Management and Supervisory Boards. The Assembly also approved the Remuneration Report for Management and Supervisory Board members for 2024, adopted the decision on the remuneration of Supervisory Board members, and approved the withdrawal of treasury shares without a reduction in share capital. Deloitte d.o.o. and UHY RUDAN d.o.o. were appointed as the Company's auditors for the years 2025 and 2026.

In addition, a decision was made to reappoint the current Supervisory Board members for a new four-year term starting on 16 June 2025.

The General Assembly also approved the payment of a dividend in the amount of EUR 0.24 per share (dividend yield of 4.6%) and was paid to shareholders on 25 June 2025 from retained earnings generated in the years 2016 and 2021.

OWN SHARES AND SHARE BUYBACK PROGRAM

The Company has the ability to acquire own shares based on and in accordance with the conditions set forth in the General Assembly resolution on the acquisition of own shares dated 24 April 2024, which has been in effect since 18 November 2024. Pursuant to the aforementioned resolutions, on 14 November 2024, the Company's Management Board adopted a resolution approving the Own Shares Buyback Program (https://valamar-riviera.com/media/493963/notification-of-adopting-an-own-sharebuy-back-programme-1-107-24.pdf) that ended in February 2025. On 18 June 2024, the Company's Management Board adopted a resolution approving the new Own Shares Buyback Program (https://valamar-riviera.com/en/investors/financial-news/ notification-of-adopting-an-own-share-buy-back-programme-1-89-25/).

In line with the Share Buyback Programs, the Company acquired 254,736 treasury shares on the regulated market of the Zagreb Stock Exchange in the first half of 2025, for a total amount of EUR 1,522,108 at an average price of EUR 5.98 per share.

The Company holds and acquires own shares for the purpose of rewarding the management and key executives in accordance with the Company's remuneration policies and for the potential payment of a portion of the dividend in the form of sharebased rights. In accordance with the adopted long-term share-based reward plan for key executives for the period from 2023 to 2026, which aims to promote loyalty, focus on achieving business objectives, and increased shareholder value, a total of 339.737 own shares were released on 22 April 2025 by the Company.

As of 30 June 2025, the Company holds a total of 3,016,535 treasury shares, representing 2.39% of its share capital.

Valamar Share

During the first half of 2025, the highest achieved share price in regular trading on the regulated market was EUR 6.76, and EUR 5.00 the lowest achieved share price. On 30 June 2025 the price was EUR 6.16 which represents an increase of 17.6% compared to the last price in 2024. With a total turnover of EUR 14.3 million18 Valamar Riviera share was the seventh share on the Zagreb Stock Exchange in terms of turnover during the first half of 2025.

In addition to the Zagreb Stock Exchange index, the joint stock index of the Zagreb and Ljubljana stock exchanges ADRIAprime, the stock is also a component of the Vienna Stock Exchange index (CROX19 and SETX20) and the Warsaw Stock Exchange (CEEplus21), the SEE Link regional platform index (SEELinX and SEELinX EWI)22 and the MSCI Frontier Markets Index23.

  • 18 Block transactions are excluded from the calculation
  • 19 Croatian Traded Index (CROX) is a capitalization-weighted price index and is made up of 12 most liquid and highest capitalized shares of Zagreb Stock Exchange
  • 20 South-East Europe Traded Index (SETX) is a capitalization-weighted price index consisting of blue chip stocks traded on stock exchanges in the region of South-eastern Europe (shares listed in Bucharest, Ljubljana, Sofia, Belgrade and Zagreb)
  • 21 CEEplus is a stock index that comprise the most liquid stocks listed on stock exchanges in the Visegrad Group countries (Poland, Czech Republic, Slovakia, Hungary) and Croatia, Romania and Slovenia
  • 22 SEE Link is a regional platform for securities trading. It was founded by Bulgarian, Macedonian, and Zagreb Stock Exchange. SEE LinX and SEE LinX EWI are two "blue chip" regional indices composed of ten most liquid regional companies listed on three Stock Exchanges: five from Croatia, three from Bulgaria, and two from Macedonia
  • 23 The MSCI Frontier Markets Index captures large and mid-cap representation across 29 Frontier Markets countries

Zagrebačka banka d.d. and Interkapital vrijednosni papiri d.o.o. perform the activities of market makers with ordinary shares of Valamar Riviera listed on the Leading Market of the Zagreb Stock Exchange d.d.

Valamar Riviera actively holds meetings and conference calls with domestic and foreign investors, as well as presentations for investors, providing support for the highest possible level of transparency, creating additional liquidity, increasing share value and involving new investors. By continuing to actively represent Valamar Riviera, we will strive to contribute to further growth in value for all stakeholders with the intention of recognizing the Company's share as one of the leaders on the Croatian capital market and one of the leaders in the CEE region. Analytical coverage of Valamar Riviera is provided by:

    1. ERSTE bank d.d., Zagreb
    1. Interkapital vrijednosni papiri d.o.o., Zagreb
    1. Zagrebačka banka d.d., Zagreb
    1. Ipopema, Warsaw

OVERVIEW OF MAJOR SHAREHOLDERS AS AT 30 JUNE 2025

Statement of the Management Board

The Management and Supervisory Boards express their gratitude to all shareholders, business partners, and guests for their support and trust, and particularly to all employees for their contribution

STATEMENT OF THE MANAGEMENT BOARD

In the course of of 2025 the Company's Management Board performed the actions provided by law and the Articles of Association and regarding the management and representation of the Company and planned a business policy that was implemented with prudent care. The Company's Management Board will continue to undertake all the necessary measures in order to ensure sustainability and business growth.

The quarterly separate and consolidated financial statements for the first half 2025 were adopted by the Management Board on 31 July 2025.

The Management Board expresses its gratitude to all shareholders, business partners, and guests for their support and trust, and particularly to all employees for their contribution.

Management Board of the Company

Predsjednik Uprave Član Uprave Članica Uprave

Željko Kukurin Marko Čižmek Ivana Budin Arhanić

Disclaimer

This report may contain certain outlook based on currently available facts, findings and circumstances and estimates in this regard. Our outlook is based including, but no limited on: a) results achieved in first half of 2025; b) operating results achieved by 29 July 2025; c) current booking status; d) 2025 year end business results forecast; e) the absence of further significant negative effects of the risks to which the Company and the Group are exposed.

Outlook statements are based on currently available information, current assumptions, forward-looking expectations and projections. This outlook is not a guarantee of future results and is subject to future events, risks, and uncertainties, many of which are beyond the control of, or currently unknown to Valamar Riviera, as well as potentially incorrect assumptions that could cause the actual results to materially differ from the said expectations and forecasts. Risks and uncertainties include, but are not limited to those described in the chapter "Risks of the Company and the Group". Materially significant deviations from the outlook may arise from changes in circumstances, assumptions not being realized, as well as other risks, uncertainties, and factors, including, but no limited to:

  • macro-economic trends in the Republic of Croatia and in the source markets, including currency exchange rates fluctuations and prices of goods and services, deflation and inflation, unemployment, trends in the gross domestic product and industrial production, as well as other trends having a direct or indirect impact on the purchasing power of Valamar Riviera's guests
  • economic conditions, security and political conditions, trends and events in the capital markets of the Republic of Croatia and Valamar Riviera's source markets
  • spending and disposable income of guests, as well as guests' preferences, trust in and satisfaction with Valamar Riviera's products and services
  • trends in the number of overnights, bookings, and average daily rates of accommodation at Valamar Riviera's properties;
  • change in market interest rates and the price of equity securities, and other financial risks to which Valamar Riviera is exposed
  • labor force availability and costs, transport, energy, and utilities costs, selling prices of other goods and services, as well as supply chain disruptions
  • changes in accounting policies and findings of financial report audits, as well as findings of tax and other business audits
  • outcomes and costs of judicial proceedings to which Valamar Riviera is a party
  • loss of competitive strength and reduced demand for products and services of Croatian tourism and Valamar Riviera under the impact of weather conditions and seasonal movements
  • reliability of IT business solutions and cyber security of Valamar Riviera's business operations, as well as related costs
  • changes of tax and other regulations and laws, trade restrictions, and rates of customs duty
  • adverse climatic events, environmental risks, disease outbreaks and pandemics
  • regional and global geopolitical uncertainties and wars

Should materially significant changes to the stated outlook occur, Valamar Riviera shall immediately inform the public thereof, in compliance with Article 459 of the Capital Market Act. The given outlook statements are not an outright recommendation to buy, hold or sell Valamar Riviera's shares.

RESPONSIBILITY FOR THE QUARTERLY FINANCIAL STATEMENTS

In Poreč, 31 July 2025

In accordance with provisions of Law on Capital Market, Marko Čižmek, Management board member and CFO, and Vedrana Ambrosi Barbalić, director of Department of Finance and Accounting, procurator, together as persons responsible for the preparation of quarterly financial reports of the company VALAMAR RIVIERA d.d. seated in Poreč, Stancija Kaligari 1, OIB 36201212847 (hereinafter: Company), hereby make the followingu

S T A T E M E N T

According to our best knowledge:

  • unaudited consolidated and unconsolidated financial statements for the first half of 2025 are prepared in accordance with applicable standards of financial reporting and give true and fair view of the assets and liabilities, profit and loss, financial position and operations of the Company and the companies included in consolidation (Group);
  • report of the Company's Management board for the period from 1 January to 30 June 2025 contains the true presentation of development, results and position of the Company and companies included in the consolidation, with description of significant risks and uncertainties which the Company and companies included in consolidation are exposed.

Marko Čižmek Management Board Member

Vedrana Ambrosi Barbalić Director of Department of Finance and Accounting / Procurator

QUARTERLY FINANCIAL STATEMENTS

Reporting period: from 01.01.2025 to 30.06.2025

Year: 2025
Quarter: 2.
Registration number (MB): 3474771 Issuer's home Member State code: HR
Entity's registration number (MBS): 40020883
Personal identification number (OIB): 36201212847 LEI: 529900DUWS1DGNEK4C68
Institution code: 30577
Name of the issuer: Valamar Riviera d.d.
Postcode and town: 52440 Poreč
Street and house number: Stancija Kaligari 1
E–mail address: [email protected]
Web address: www.valamar-riviera.com
Number of employees
(end of the reporting period):
7.703
Consolidated report: KD (KN-not consolidated/KD-consolidated)
Audited: RN (RN-not audited/RD-audited)
Names of subsidiaries (according to IFRS): Registered office: MB
Bugenvilia d.o.o. Dubrovnik 2006120
Imperial Riviera d.d. Rab 3044572
Bookkeeping firm: No
Contact person: Sopta Anka
(only name and surname of the contact person)
Telephone: 052 408 188
E–mail address: [email protected]
Audit firm: (name of the audit firm)
Certified auditor: (name and surname)

(authorized representative's signature) L.S.

BALANCE SHEET Submitter: Valamar Riviera d.d.

BALANCE AS AT 30.06.2025 in EUR
Item ADP
code
Last day of the
preceding business year
At the reporting date
of the current period
1 2 3 4
ASSETS
A) RECEIVABLES FOR SUBSCRIBED CAPITAL UNPAID 001
B) FIXED ASSETS (ADP 003+010+020+031+036) 002 862,393,774 919,165,525
I INTANGIBLE ASSETS (ADP 004 to 009) 003 8,805,704 8,600,351
1
Research and Development
004
2
Concessions, patents, licences, trademarks, software and other rights
005 7,017,105 5,601,247
3
Goodwill
006 871,672 871,672
4
Advance payments for purchase of intangible assets
007 19,200
5
Intangible assets in preparation
008 916,927 2,108,232
6
Other intangible assets
009
II TANGIBLE ASSETS (ADP 011 to 019) 010 792,216,731 834,083,641
1
Land
011 191,149,147 191,706,246
2
Buildings
012 411,037,030 399,156,553
3
Plants and equipment
013 61,428,951 58,030,838
4
Tools, working inventory and transportation assets
014 17,740,167 17,449,967
5
Biological asset
015
6
Advance payments for purchase of tangible assets
016 14,792,164 10,913,030
7
Tangible assets in preparation
017 89,842,314 151,333,785
8
Other tangible assets
9
Investments property
018 5,915,533 5,200,235
III FIXED FINANCIAL ASSETS (ADP 021 to 030) 019 311,425 292,987
1
Investments in holdings (shares) of undertakings within the group
020 20,599,969 20,570,803
2
Investments in other securities of undertakings within the group
021
022
3
Loans, deposits etc given to undertakings in a group
023
4
Investments in holdings (shares) of companies linked by virtue of participating interest
024 16,108,372 15,527,936
5
Investment in other securities of companies linked by virtue of participating interest
025
6
Loans, deposits etc. given to companies linked by virtue of participating interest
026 3,643,444 3,643,444
7
Investments in securities
027 224 224
8
Loans, deposits, etc. given
028 613,367 613,263
9
Other investments accounted for using the equity method
029
10 Other fixed financial assets 030 234,562 785,936
IV RECEIVABLES (ADP 032 to 035) 031
1
Receivables from undertakings within the group
032
2 Receivables from companies linked by virtue of participating interests 033
3
Customer receivables
034
4
Other receivables
035
V DEFERRED TAX ASSETS 036 40,771,370 55,910,730
C) CURENT ASSETS (ADP 038+046+053+063) 037 91,820,402 54,142,505
I INVENTORIES (ADP 039 to 045) 038 10,177,867 14,241,145
1
Raw materials
039 9,833,231 13,341,506
2
Work in progress
040
3
Finished goods
041
4
Merchandise
042 339,835 891,318
5
Advance payments for inventories
043 4,801 8,321
6
Fixed assets held for sale
044
7
Biological asset
045
II RECEIVABLES (ADP 047 to 052) 046 8,328,541 24,407,935
1
Receivables from undertakings within the group
047
2
Receivables from companies linked by virtue of participating interest
048 415,736 264,668
3
Customer receivables
049 2,945,305 12,936,260
4
Receivables from employees and members of the undertaking
050 1,589,196 3,981,684
5
Receivables from government and other institutions
051 2,506,983 6,105,042
6
Other receivables
052 871,321 1,120,281
III SHORT–TERM FINANCIAL ASSETS (ADP 054 to 062) 053 13,559,927 2,784,616
1
Investments in holdings (shares) of undertakings within the group
054
2
Investments in other securities of undertakings within the group
055
3
Loans, deposits, etc. to undertakings within the group
056
4
Investments in holdings (shares) of companies linked by virtue of participating interest
057
5
Investment in other securities of companies linked by virtue of participating interest
058
6
Loans, deposits etc. given to companies linked by virtue of participating interest
059
7
Investments in securities
060
8
Loans, deposits, etc. given
061 12,954,510 2,638,109
9
Other financial assets
062 605,417 146,507
IV CASH AT BANK AND IN HAND 063 59,754,067 12,708,809
D) PREPAID EXPENSES AND ACCRUED INCOME 064 4,730,568 19,647,011
E) TOTAL ASSETS (ADP 001+002+037+064) 065 958,944,744 992,955,041
F) OFF–BALANCE SHEET ITEMS 066 7,170,190 7,170,190

BALANCE SHEET / CONTINUED Submitter: Valamar Riviera d.d.

BALANCE AS AT 30.06.2025
in EUR
Item ADP Last day of the At the reporting date
1 code
2
preceding business year
3
of the current period
4
LIABILITIES
A) CAPITAL AND RESERVES (ADP 068 to 070+076+077+083+086+089) 067 448,613,607 388,896,973
I INITIAL (SUBSCRIBED) CAPITAL 068 221,915,350 221,915,350
II CAPITAL RESERVES 069 1,550,786 2,024,630
III RESERVES FROM PROFIT (ADP 071+072–073+074+075) 070 17,013,933 16,538,665
1 Legal reserves 071 11,095,768 11,095,768
2 Reserves for treasury share 072 18,158,509 18,158,509
3 Treasury shares and holdings (deductible item) 073 -12,624,875 -12,715,612
4 Statutory reserves 074
5 Other reserves 075 384,531
IV REVALUATION RESERVES 076
V FAIR VALUE RESERVES AND OTHER (ADP 078 to 082) 077
1 Financial assets at fair value through other comprehensive income (i.e. available for sale) 078
2 Cash flow hedge - effective portion 079
3 Hedge of a net investment in a foreign operation - effective portion 080
4 Other fair value reserves 081
5 Exchange differences arising from the translation of foreign operations (consolidation) 082
VI RETAINED PROFIT OR LOSS BROUGHT FORWARD (ADP 084–085) 083 42,432,256 38,708,256
1 Retained profit 084 42,432,256 38,708,256
2 Loss brought forward 085
VII PROFIT OR LOSS FOR THE BUSINESS YEAR (ADP 087–088) 086 25,803,461 -24,342,741
1 Profit for the business year 087 25,803,461
2 Loss for the business year 088 24,342,741
VIII MINORITY (NON–CONTROLLING) INTEREST 089 139,897,821 134,052,813
B) PROVISIONS (ADP 091 to 096) 090 6,602,040 6,592,678
1 Provisions for pensions, termination benefits and similar obligations 091 4,125,118 4,144,746
2 Provisions for tax liabilities 092
3 Provisions for ongoing legal cases 093 2,429,282 2,424,112
4 Provisions for renewal of natural resources 094
5 Provision for warranty obligations 095
6 Other provisions 096 47,640 23,820
C) LONG–TERM LIABILITIES (ADP 098 to 108) 097 319,962,162 377,392,214
1 Liabilities towards undertakings within the group 098
2 Liabilities for loans, deposits, etc. to companies within the group 099
3 Liabilities towards companies linked by virtue of participating interest 100
4 Liabilities for loans, deposits etc. of companies linked by virtue of participating interest 101
5 Liabilities for loans, deposits etc. 102
6 Liabilities towards banks and other financial institutions 103 232,030,522 281,733,638
7 Liabilities for advance payments 104
8 Liabilities towards suppliers 105 436,876 436,876
9 Liabilities for securities 106
10 Other long–term liabilities 107 82,348,815 90,291,674
11 Deferred tax liability 108 5,145,949 4,930,026
D) SHORT–TERM LIABILITIES (ADP 110 to 123) 109 164,473,726 202,115,212
1 Liabilities towards undertakings within the group 110
2 Liabilities for loans, deposits, etc. to companies within the group 111
3 Liabilities towards companies linked by virtue of participating inte rest 112 99,060 217,722
4 Liabilities for loans, deposits etc. of companies linked by virtue of participating interest 113
5 Liabilities for loans, deposits etc. 114
6 Liabilities towards banks and other financial institutions 115 101,722,030 50,619,895
7 Liabilities for advance payments 116 15,255,638 72,495,314
8 Liabilities towards suppliers 117 26,711,139 45,430,038
9 Liabilities for securities 118
10 Liabilities towards employees 119 6,101,809 12,483,248
11 Taxes, contributions and similar liabilities 120 6,412,646 14,642,397
12 Liabilities arising from the share in the result 121 49,388 49,388
13 Liabilities arising from fixed assets held for sale 122
14 Other short–term liabilities 123 8,122,016 6,177,210
E) ACCRUALS AND DEFERRED INCOME 124 19,293,209 17,957,964
F) TOTAL – LIABILITIES (ADP 067+090+097+109+124) 125 958,944,744 992,955,041
G) OFF–BALANCE SHEET ITEMS 126 7,170,190 7,170,190
FOR THE PERIOD 01.01.2025 TO 30.06.2025
in EUR
Item ADP Same period of the previous year Current period
code Cumulative Quarter Cumulative Quarter
1 2 3 4 5 6
I OPERATING INCOME (AOP 002 to 006) 001 122,293,713 111,050,972 143,747,834 126,265,246
1
Income from sales with undertakings within the group
002
2
Income from sales (outside group)
003 119,586,538 108,916,639 141,821,553 124,960,883
3
Income from the use of own products, goods and services
004 45,413 22,071 56,191 28,074
4
Other operating income with undertakings within the group
005
5
Other operating income (outside the group)
006 2,661,762 2,112,262 1,870,090 1,276,289
II OPERATING EXPENSES (AOP 08+009+013+017+018+019+022+029)
1
Changes in inventories of work in progress and finished goods
007 159,393,526 110,465,059 178,114,084 120,229,913
2
Material costs (AOP 010 to 012)
008
a) Costs of raw material 009
010
50,005,827
30,410,851
39,406,986
24,774,902
57,948,136
33,031,730
44,733,119
26,421,609
b) Costs of goods sold 011 1,376,779 1,024,481 2,263,335 1,991,691
c) Other external costs 012 18,218,197 13,607,603 22,653,071 16,319,819
3
Staff costs (AOP 014 to 016)
013 51,736,496 35,915,465 59,393,715 39,567,781
a) Net salaries and wages 014 32,255,897 21,986,620 37,531,982 24,054,532
b) Tax and contributions from salaries expenses 015 12,733,143 9,193,480 13,829,730 10,148,031
c) Contributions on salaries 016 6,747,456 4,735,365 8,032,003 5,365,218
4
Depreciation
017 34,565,117 17,317,949 38,610,305 20,108,421
5
Other expenses
018 20,710,973 16,007,114 20,558,396 15,045,949
6
Value adjustments (AOP 020+021)
019
a) fixed assets other than financial assets 020
b) current assets other than financial assets 021
7
Provisions (AOP 023 to 028)
022 1,286 773 19,628 -1,316
a) Provisions for pensions, termination benefits and similar obligations 023 1,286 773 19,628 -1,316
b) Provisions for tax liabilities 024
c) Provisions for ongoing legal cases 025
d) Provisions for renewal of natural resources 026
e) Provisions for warranty obligations 027
f)
Other provisions
028
8
Other operating expenses
029 2,373,827 1,816,772 1,583,904 775,959
III FINANCIAL INCOME (AOP 031 to 040) 030 2,807,556 1,432,433 1,093,026 368,349
1
Income from investments in holdings (shares) of undertakings within the group
031
2
Income from investments in holdings (shares) of companies linked by virtue of
participating interest
032
3
Income from other long–term financial investment and loans granted to undertakings
within the group
033
4
Other interest income from operations with undertakings within the group
034
5
Exchange rate differences and other financial income from operations with
035
undertakings within the group
6
Income from other long–term financial investments and loans
7
Other interest income
036 11,217 5,405
8
Exchange rate differences and other financial income
037
038
1,000,894 557,439
772
341,740 156,970
9
Unrealised gains (income) from financial assets
039 1,326,460 443,368 393,317
10 Other financial income 040 480,202 430,854 346,752 205,974
IV FINANCIAL EXPENDITURE (AOP 042 to 048) 041 9,408,154 6,029,326 6,019,017 3,538,531
1
Interest expenses and similar expenses with undertakings within the group
042
2
Exchange rate differences and other expenses from operations with
043
undertakings within the group
3
Interest expenses and similar expenses
044 8,447,713 5,482,459 5,518,872 2,879,266
4
Exchange rate differences and other expenses
5
Unrealised losses (expenses) from financial assets
045 1,698 2,877 1,225
6
Value adjustments of financial assets (net)
046 36,137 423,974
7
Other financial expenses
047
048
958,743 546,867 461,131 234,066
V SHARE IN PROFIT FROM COMPANIES LINKED BY VIRTUE OF PARTICIPATING INTEREST 049
VI SHARE IN PROFIT FROM JOINT VENTURES 050
VII SHARE IN LOSS OF COMPANIES LINKED BY VIRTUE OF PARTICIPATING INTEREST 051 317,783 848,112 580,435 185,602
VIII SHARE IN LOSS OF JOINT VENTURES 052
IX TOTAL INCOME (AOP 001+030+049+050) 053 125,101,269 112,483,405 144,840,860 126,633,595
X TOTAL EXPENDITURE (AOP 007+041+051+052) 054 169,119,463 117,342,497 184,713,536 123,954,046
XI PRE–TAX PROFIT OR LOSS (AOP 053–054) 055 -44,018,194 -4,859,092 -39,872,676 2,679,549
1
Pre–tax profit (AOP 053–054)
056 2,679,549
2
Pre–tax loss (AOP 054–053)
057 -44,018,194 -4,859,092 -39,872,676
XII INCOME TAX 058 -8,110,523 -1,011,135 -15,355,283 -5,349,786
XIII PROFIT OR LOSS FOR THE PERIOD (AOP 055–059) 059 -35,907,671 -3,847,957 -24,517,393 8,029,335
1
Profit for the period (AOP 055–059)
060 8,029,335
2
Loss for the period (AOP 059–055)
061 -35,907,671 -3,847,957 -24,517,393

STATEMENT OF PROFIT OR LOSS / CONTINUED Submitter: Valamar Riviera d.d.

Same period of the previous year
ADP
Item
code
Cumulative
Quarter
Cumulative
1
2
3
4
5
DISCONTINUED OPERATIONS (to be filled in by undertakings subject to IFRS only with discontinued operations)
XIV PRE–TAX PROFIT OR LOSS OF DISCONTINUED OPERATIONS (AOP 063–064)
062
1
Pre–tax profit from discontinued operations
063
2
Pre–tax loss on discontinued operations
064
XV
INCOME TAX OF DISCONTINUED OPERATIONS
065
1
Discontinued operations profit for the period (AOP 062–065)
066
2
Discontinued operations loss for the period (AOP 065–062)
067
TOTAL OPERATIONS (to be filled in only by undertakings subject to IFRS with discontinued operations)
XVI PRE–TAX PROFIT OR LOSS (AOP 055+062)
068
1
Pre–tax profit (AOP 068)
069
2
Pre–tax loss (AOP 068)
070
XVII INCOME TAX (AOP 058+065)
071
XVIII PROFIT OR LOSS FOR THE PERIOD (AOP 068–071)
072
FOR THE PERIOD 01.01.2025 TO 30.06.2025 in EUR
Current period
Quarter
6
1
Profit for the period (AOP 068–071)
073
2
Loss for the period (AOP 071–068)
074
APPENDIX to the P&L (to be filled in by undertakings that draw up consolidated annual financial statements)
XIX PROFIT OR LOSS FOR THE PERIOD (AOP 076+077)
075
-35,907,671
-3,847,957
-24,517,393
8,029,335
1
Attributable to owners of the parent
076
-32,382,223
-5,230,750
-24,342,741
3,778,566
2
Attributable to minority (non–controlling) interest
077
-3,525,448
1,382,793
-174,652
4,250,769
STATEMENT OF OTHER COMPRHENSIVE INCOME (to be filled in by undertakings subject to IFRS)
I
PROFIT OR LOSS FOR THE PERIOD
078
-35,907,671
-3,847,957
-24,517,393
8,029,335
II
OTHER COMPREHENSIVE INCOME/LOSS BEFORE TAX (AOP 80 + 87)
079
-47,554
-9,990
III
ITEMS THAT WILL NOT BE RECLASSIFIED TO PROFIT OR LOSS (AOP 081 to 085)
080
-47,554
-9,990
1
Changes in revaluation reserves of fixed tangible and intangible assets
081
2
Gains or losses from subsequent measurement of equity instruments at fair
082
-47,554
-9,990
value through other comprehensive income
3
Fair value changes of financial liabilities at fair value through statement of profit
083
or loss, attributable to changes in their credit risk
4
Actuarial gains/losses on the defined benefit obligation
084
5
Other items that will not be reclassified
085
6
Income tax relating to items that will not be reclassified
086
-7,676
-1,798
IV
Items that may be reclassified to profit or loss (AOP 088 to 095)
087
1
Exchange rate differences from translation of foreign operations
088
2
Gains or losses from subsequent measurement of debt securities at fair
089
value through other comprehensive income
3
Profit or loss arising from effective cash flow hedging
090
4
Profit or loss arising from effective hedge of a net investment in a foreign operation
091
5
Share in other comprehensive income/loss of companies linked by virtue
092
of participating interests
6
Changes in fair value of the time value of option
093
7
Changes in fair value of forward elements of forward contracts
094
8
Other items that may be reclassified to profit or loss
095
9
Income tax relating to items that may be reclassified to profit or loss
096
V
NET OTHER COMPREHENSIVE INCOME OR LOSS (AOP 080+087-086-096)
097
-39,878
-8,192
VI
COMPREHENSIVE INCOME OR LOSS FOR THE PERIOD (AOP 078+097)
098
-35,947,549
-3,856,149
-24,517,393
8,029,335
APPENDIX to the Statement on comprehensive income (to be filled in by entrepreneurs who draw up consolidated statements)
VII COMPREHENSIVE INCOME OR LOSS FOR THE PERIOD (AOP 100+101) 099 -35,947,549 -3,856,149 -24,517,393 8,029,335
1
Attributable to owners of the parent
100 -32,422,101 -5,238,942 -24,342,741 3,778,566
2
Attributable to minority (non–controlling) interest
101 -3,525,448 1,382,793 -174,652 4,250,769
FOR THE PERIOD 01.01.2025 TO 30.06.2025 in EUR
Item ADP
code
Same period of the
previous year
Current
period
1 2 3 4
CASH FLOW FROM OPERATING ACTIVITIES
1
Pre–tax profit
001 -44,018,194 -39,872,676
2
Adjustments (ADP 003 to 010):
002 41,298,330 44,439,256
a) Depreciation 003 34,565,117 38,610,305
b) Gains and losses from sale and value adjustment of fixed tangible and intangible assets 004 21,149 119,859
c) Gains and losses from sale and unrealised gains and losses and value adjustment of financial assets 005
d) Interest and dividend income 006 -1,000,057 -351,572
e) Interest expenses 007 8,524,067 5,602,564
f)
Provisions
008 -553,965 -9,363
g) Exchange rate differences (unrealised) 009
h) Other adjustments for non–cash transactions and unrealised gains and losses 010 -257,981 467,463
I Cash flow increase or decrease before changes in the working capital (ADP 001+002) 011 -2,719,864 4,566,580
3
Changes in the working capital (ADP 013 to 016)
012 53,986,756 57,919,924
a) Increase or decrease in short–term liabilities 013 81,069,150 91,756,533
b) Increase or decrease in short–term receivables 014 -22,987,279 -29,773,331
c) Increase or decrease in inventories 015 -4,095,115 -4,063,278
d) Other increase or decrease in the working capital 016
II Cash from operations (ADP 011+012) 017 51,266,892 62,486,504
4
Interest paid
018 -6,357,530 -4,182,474
5
Income tax paid
019 -3,356,063 -5,327,244
A) NET CASH FLOW FROM OPERATING ACTIVITIES (ADP 017 to 019) 020 41,553,299 52,976,786
CASH FLOW FROM INVESTMENT ACTIVITIES
1
Cash receipts from sales of fixed tangible and intangible assets
021 87,276 244,810
2
Cash receipts from sales of financial instruments
022 181,281 128,446
3
Interest received
023 1,333,761 205,622
4
Dividends received
024
5
Cash receipts from repayment of loans and deposits
025 5,600,000 10,300,000
6
Other cash receipts from investment activities
026
III Total cash receipts from investment activities (ADP 021 to 026) 027 7,202,318 10,878,878
1
Cash payments for the purchase of fixed tangible and intangible assets
028 -56,665,372 -69,229,827
2
Cash payments for the acquisition of financial instruments
029
3
Cash payments for loans and deposits for the period
030
4
Acquisition of a subsidiary, net of cash acquired
031
5
Other cash payments from investment activities
032 -687,120
IV Total cash payments from investment activities (ADP 028 to 032) 033 -57,352,492 -69,229,827
B) NET CASH FLOW FROM INVESTMENT ACTIVITIES (ADP 027+033) 034 -50,150,174 -58,350,949
CASH FLOW FROM FINANCING ACTIVITIES
1
Cash receipts from the increase of initial (subscribed) capital
035
2
Cash receipts from the issue of equity financial instruments and debt financial instruments
036
3
Cash receipts from credit principals, loans and other borrowings
037 23,295,173 77,703,116
4
Other cash receipts from financing activities
038
V Total cash receipts from financing activities (ADP 035 to 038) 039 23,295,173 77,703,116
1
Cash payments for the repayment of credit principals, loans and other borrowings and
debt financial instruments
040 -25,703,248 -79,311,968
2
Dividends paid
041 -32,739,057 -35,197,817
3
Cash payments for finance lease
042 -2,798
4
Cash payments for the redemption of treasury shares and decrease of initial (subscribed) capital
043 -17,800 -1,519,420
5
Other cash payments from financing activities
044 -1,071,227 -3,345,006
VI Total cash payments from financing activities (ADP 040 to 044) 045 -59,534,130 -119,374,211
C) NET CASH FLOW FROM FINANCING ACTIVITIES (ADP 039+045) 046 -36,238,957 -41,671,095
1
Unrealised exchange rate differences in cash and cash equivalents
047
D) NET INCREASE OR DECREASE OF CASH FLOWS (ADP 020+034+046+047) 048 -44,835,832 -47,045,258
E) CASH AND CASH EQUIVALENTS AT THE BEGINNING OF PERIOD 049 55,185,359 59,754,067
F) CASH AND CASH EQUIVALENTS AT THE END OF PERIOD (ADP 048+049) 050 10,349,527 12,708,809

STATEMENT OF CHANGES IN EQUITY Submitter: Valamar Riviera d.d.

FOR THE PERIOD FROM 01.01.2025 TO 30.06.2025 ATTRIBUTABLE TO OWNERS OF THE PARENT in EUR
Fair value of Hedge of a net Exchange rate
Treasury
shares and
financial assets
through other
Cash flow investment
in a foreign
differences
from
Retained Total
ADP Initial
(subscribed)
Capital Legal Reserves
for treasury
holdings
(deductible
Statutory Other comprehensive
Revaluation
income (available
hedge -
effective
operation
- effective
Other
fair value
translation
of foreign
profit / loss
brought
Profit/loss for
the business
attributable to
owners of the
Minority (non–
controlling)
Total capital
Item code capital reserves reserves shares item) reserves reserves reserves
for sale)
portion portion reserves operations forward year parent interest and reserves
1 2 3 4 5 6 7 8 9 10
11
12 13 14 15 16 17 18 19 20 (18+19)
PREVIOUS PERIOD
1 Balance on the first day of the previous business year 01 221,915,350 1,218,381 11,095,768 18,158,509 13,743,570 390,640 39,878 42,165,052 27,027,615 308,267,623 138,553,412 446,821,035
2 Changes in accounting policies 02
3 Correction of errors 03
4 Balance on the first day of the previous business year (restated) (ADP 01 to 03) 04 221,915,350 1,218,381 11,095,768 18,158,509 13,743,570 390,640 39,878 42,165,052 27,027,615 308,267,623 138,553,412 446,821,035
5 Profit/loss of the period 05 25,803,461 25,803,461 7,014,765 32,818,226
6 Exchange rate differences from translation of foreign operations 06
7 Changes in revaluation reserves of fixed tangible and intangible assets 07
8 Gains or losses from subsequent measurement of financial assets at fair value through other comprehensive 08 -47,554 -61,624 -109,178 -109,178
income (available for sale)
9 Gains or losses on efficient cash flow hedging 09
10 Gains or losses arising from effective hedge of a net investment in a foreign operation 10
11 Share in other comprehensive income/loss of companies linked by virtue of participating interest 11
12 Actuarial gains/losses on defined benefit plans 12
13 Other changes in equity unrelated to owners 13
14 Tax on transactions recognised directly in equity 14 7,676 7,676 7,676
15 Increase/decrease in initial (subscribed) capital (other than from reinvesting profit and other than arising from
the pre–bankruptcy settlement procedure)
15
16 Decrease in initial (subscribed) capital arising from the pre–bankruptcy settlement procedure 16
17 Decrease in initial (subscribed) capital arising from the reinvestment of profit 17
18 Redemption of treasury shares/holdings 18 598,730 -598,730 -598,730
19 Payments from members/shareholders 19
20 Payment of share in profit/dividend 20 -27,069,073 -27,069,073 -5,670,356 -32,739,429
21 Other distributions and payments to members/shareholders 21 332,405 -1,717,425 -6,109 370,286 2,414,007 2,414,007
22 Transfer to reserves according to the annual schedule 22 27,027,615 -27,027,615
23 Increase in reserves arising from the pre–bankruptcy settlement procedure 23
24 Balance on the last day of the previous business year reporting period (ADP 04 to 23) 24 221,915,350 1,550,786 11,095,768 18,158,509 12,624,875 384,531 42,432,256 25,803,461 308,715,786 139,897,821 448,613,607
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I OTHER COMPREHENSIVE INCOME OF THE PREVIOUS PERIOD, NET OF TAX (ADP 06 to 14) 25 -39,878 -61,624 -101,502 -101,502
-39,878 -61,624 25,803,461 25,701,959 7,014,765 32,716,724
II COMPREHENSIVE INCOME OR LOSS FOR THE PREVIOUS PERIOD (ADP 05+25) 26
III TRANSACTIONS WITH OWNERS IN THE PREVIOUS PERIOD RECOGNISED DIRECTLY IN EQUITY (ADP 15 to 23) 27 332,405 -1,118,695 -6,109 328,828 -27,027,615 -25,253,796 -5,670,356 -30,924,152
CURRENT PERIOD
1 Balance on the first day of the previous business year 28 221,915,350 1,550,786 11,095,768 18,158,509 12,624,875 384,531 42,432,256 25,803,461 308,715,786 139,897,821 448,613,607
2 Changes in accounting policies 29
3 Correction of errors 30
4 Balance on the first day of the previous business year (restated) (ADP 28 to 30) 31 221,915,350 1,550,786 11,095,768 18,158,509 12,624,875 384,531 42,432,256 25,803,461 308,715,786 139,897,821 448,613,607
5 Profit/loss of the period 32 -24,342,741 -24,342,741 -174,652 -24,517,393
6 Exchange rate differences from translation of foreign operations 33
7 Changes in revaluation reserves of fixed tangible and intangible assets 34
8 Gains or losses from subsequent measurement of financial assets at fair value through other comprehensive 35
income (available for sale)
9 Gains or losses on efficient cash flow hedging 36
10 Gains or losses arising from effective hedge of a net investment in a foreign operation 37
11 Share in other comprehensive income/loss of companies linked by virtue of participating interest 38
12 Actuarial gains/losses on defined benefit plans 39
13 Other changes in equity unrelated to owners 40
14 Tax on transactions recognised directly in equity 41
15 Increase/decrease in initial (subscribed) capital (other than from reinvesting profit and other than arising from
the pre–bankruptcy settlement procedure)
42
16 Decrease in initial (subscribed) capital arising from the pre–bankruptcy settlement procedure 43
17 Decrease in initial (subscribed) capital arising from the reinvestment of profit 44
18 Redemption of treasury shares/holdings 45 1,519,420 -1,519,420 -1,519,420
19 Payments from members/shareholders 46
20 Payment of share in profit/dividend 47 -29,527,461 -29,527,461 -5,670,356
48 473,844 -1,428,683 -384,531 1,517,996 -35,197,817
1,517,996
21 Other distributions and payments to members/shareholders
22 Transfer to reserves according to the annual schedule
49 25,803,461 -25,803,461
23 Increase in reserves arising from the pre–bankruptcy settlement procedure 50
24 Balance on the last day of the previous business year reporting period (ADP 31 to 50) 51 221,915,350 2,024,630 11,095,768 18,158,509 12,715,612 38,708,256 -24,342,741 254,844,160 134,052,813 388,896,973
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I OTHER COMPREHENSIVE INCOME FOR THE CURRENT PERIOD, NET OF TAX (ADP 33 to 41) 52

III TRANSACTIONS WITH OWNERS IN THE CURRENT PERIOD RECOGNISED DIRECTLY IN EQUITY (ADP 42 to 50) 54 473,844 90,737 -384,531 -3,724,000 -25,803,461 -29,528,885 -5,670,356 -35,199,241

NOTES TO FINANCIAL STATEMENTS - TFI

(drawn up for quarterly reporting periods)

Name of issuer: Valamar Riviera d.d.
Personal identification number (OIB): 36201212847
Reporting period: 1/1/2025 to 30/6/2025

Notes to financial statements for quarterly periods include:

  • a) explanation of business events relevant to understanding changes in the statement of financial position and financial performance for the reporting semi-annual period of the issuer with respect to the last business year: information is provided regarding these events and relevant information published in the last annual financial statement is updated (items 15 to 15C IAS 34 - Interim financial reporting)
  • b) information on the access to the latest annual financial statements, for the purpose of understanding information published in the notes to financial statements drawn up for the semi-annual reporting period
  • c) a statement explaining that the same accounting policies are applied while drawing up financial statements for the semi-annual reporting period as in the latest annual financial statements or, in the case where the accounting policies have changed, a description of the nature and effect of the changes (item 16.A (a) IAS 34 - Interim financial reporting)
  • d) a description of the financial performance in the case of the issuer whose business is seasonal (items 37 and 38 IAS 34 - Interim financial reporting)
  • e) other comments prescribed by IAS 34 Interim financial reporting
  • f) in the notes to quarterly periods financial statements, in addition to the information stated above, information in respect of the following matters shall be disclosed:
    1. undertaking's name, registered office (address), legal form, country of establishment, entity's registration number and, if applicable, the indication whether the undertaking is undergoing liquidation, bankruptcy proceedings, shortened termination proceedings or extraordinary administration
    1. adopted accounting policies (only an indication of whether there has been a change from the previous period)
    1. the total amount of any financial commitments, guarantees or contingencies that are not included in the balance sheet, and an indication of the nature and form of any valuable security which has been provided; any commitments concerning pensions of the undertaking within the group or company linked by virtue of participating interest shall be disclosed separately
    1. the amount and nature of individual items of income or expenditure which are of exceptional size or incidence
    1. amounts owed by the undertaking and falling due after more than five years, as well as the total debts of the undertaking covered by valuable security furnished by the undertaking, specifying the type and form of security
    1. average number of employees during the financial year
    1. where, in accordance with the regulations, the undertaking capitalised on the cost of salaries in part or in full, information on the amount of the total cost of employees during the year broken down into the amount directly debiting the costs of the period and the amount capitalised on the value of the

assets during the period, showing separately the total amount of net salaries and the amount of taxes, contributions from salaries and contributions on salaries

    1. where a provision for deferred tax is recognised in the balance sheet, the deferred tax balances at the end of the financial year, and the movement in those balances during the financial year
    1. the name and registered office of each of the undertakings in which the undertaking, either itself or through a person acting in their own name but on the undertaking's behalf, holds a participating interest, showing the proportion of the capital held, the amount of capital and reserves, and the profit or loss for the latest financial year of the undertaking concerned for which financial statements have been adopted; the information concerning capital and reserves and the profit or loss may be omitted where the undertaking concerned does not publish its balance sheet and is not controlled by another undertaking
    1. the number and the nominal value or, in the absence of a nominal value, the accounting par value of the shares subscribed during the financial year within the limits of the authorised capital
    1. the existence of any participation certificates, convertible debentures, warrants, options or similar securities or rights, with an indication of their number and the rights they confer
    1. the name, registered office and legal form of each of the undertakings of which the undertaking is a member having unlimited liability
    1. the name and registered office of the undertaking which draws up the consolidated financial statements of the largest group of undertakings of which the undertaking forms part as a controlled group member
    1. the name and registered office of the undertaking which draws up the consolidated financial statements of the smallest group of undertakings of which the undertaking forms part as a controlled group member and which is also included in the group of undertakings referred to in point 13
    1. the place where copies of the consolidated financial statements referred to in points 13 and 14 may be obtained, provided that they are available
    1. the nature and business purpose of the undertaking's arrangements that are not included in the balance sheet and the financial impact on the undertaking of those arrangements, provided that the risks or benefits arising from such arrangements are material and in so far as the disclosure of such risks or benefits is necessary for the purposes of assessing the financial position of the undertaking
    1. the nature and the financial effect of material events arising after the balance sheet date which are not reflected in the profit and loss account or balance sheet.

Notes to financial statements for the three month period together with detailed information on financial performance and events relevant to understanding changes in financial statements are available in PDF document "Business results 1/1/2025 – 30/06/2025" which has been simultaneously published with this document on HANFA (Croatian Financial Services Supervisory Agency), Zagreb Stock Exchange and Issuers web pages.

QUARTERLY FINANCIAL STATEMENTS

Reporting period: from 01.01.2025 to 30.06.2025

Year: 2025
Quarter: 2.
Registration number (MB): 3474771 Issuer's home Member State code: HR
Entity's registration number (MBS): 40020883
Personal identification number (OIB): 36201212847 LEI: 529900DUWS1DGNEK4C68
Institution code: 30577
Name of the issuer: Valamar Riviera d.d.
Postcode and town: 52440 Poreč
Street and house number: Stancija Kaligari 1
E–mail address: [email protected]
Web address: www.valamar-riviera.com
Number of employees
(end of the reporting period):
5.731
Consolidated report: KN (KN-not consolidated/KD-consolidated)
Audited: RN (RN-not audited/RD-audited)

Names of subsidiaries (according to IFRS): Registered office: MB

Bookkeeping firm: No
Contact person: Sopta Anka
(only name and surname of the contact person)
Telephone: 052 408 188
E–mail address: [email protected]
Audit firm: (name of the audit firm)
Certified auditor: (name and surname)

(authorized representative's signature) L.S.

BALANCE SHEET Submitter: Valamar Riviera d.d.
BALANCE AS AT 30.06.2025
in EUR
Item ADP Last day of the At the reporting date
code preceding business year of the current period
1 2 3 4
ASSETS
A) RECEIVABLES FOR SUBSCRIBED CAPITAL UNPAID 001
B) FIXED ASSETS (ADP 003+010+020+031+036) 002 703,490,535 728,286,704
I INTANGIBLE ASSETS (ADP 004 to 009) 003 8,336,873 7,941,824
1 Research and Development 004
2 Concessions, patents, licences, trademarks, software and other rights 005 6,548,274 4,942,720
3 Goodwill 006 871,672 871,672
4 Advance payments for purchase of intangible assets
007 19,200
5 Intangible assets in preparation 008 916,927 2,108,232
6 Other intangible assets 009
II TANGIBLE ASSETS (ADP 011 to 019) 010 547,412,609 567,205,127
1 Land 011 127,172,259 127,709,278
2 Buildings 012 288,789,056 280,137,451
3 Plants and equipment
013 40,741,520 38,640,681
4 Tools, working inventory and transportation assets 014 9,268,096 9,181,868
5 Biological asset 015
6 Advance payments for purchase of tangible assets 016 14,608,527 10,177,659
7 Tangible assets in preparation 017 61,705,707 96,851,256
8 Other tangible assets 018 4,816,018 4,213,947
9 Investments property 019 311,426 292,987
III FIXED FINANCIAL ASSETS (ADP 021 to 030) 020 146,084,631 146,525,280
1 Investments in holdings (shares) of undertakings within the group 021 124,258,659 124,258,659
2 Investments in other securities of undertakings within the group 022
3 Loans, deposits etc given to undertakings in a group 023
4 Investments in holdings (shares) of companies linked by virtue of participating interest 024 17,503,377 17,503,377
5 Investment in other securities of companies linked by virtue of participating interest 025
6 Loans, deposits etc. given to companies linked by virtue of participating interest 026 3,643,444 3,643,444
7 Investments in securities 027
8 Loans, deposits, etc. given 028 613,367 613,263
9 Other investments accounted for using the equity method 029
10 Other fixed financial assets 030 65,784 506,537
IV RECEIVABLES (ADP 032 to 035) 031
1 Receivables from undertakings within the group 032
2 Receivables from companies linked by virtue of participating interests 033
3 Customer receivables 034
4 Other receivables
035
V DEFERRED TAX ASSETS 036 1,656,422 6,614,473
C) CURENT ASSETS (ADP 038+046+053+063) 037 75,555,864 34,775,185
I INVENTORIES (ADP 039 to 045) 038 8,580,962 11,166,681
1 Raw materials 039 8,296,206 10,406,785
2 Work in progress 040
3 Finished goods 041
4 Merchandise 042 284,756 759,896
5 Advance payments for inventories 043
6 Fixed assets held for sale 044
7 Biological asset 045
II RECEIVABLES (ADP 047 to 052) 046 13,317,840 19,459,417
1 Receivables from undertakings within the group 047 7,559,683 3,309,215
2 Receivables from companies linked by virtue of participating interest 048 415,736 264,668
3 Customer receivables 049 2,318,899 9,113,832
4 Receivables from employees and members of the undertaking 050 1,561,948 3,537,435
5 Receivables from government and other institutions 051 634,436 2,183,644
6 Other receivables 052 827,138 1,050,623
III SHORT–TERM FINANCIAL ASSETS (ADP 054 to 062) 053 426,683 190,405
1 Investments in holdings (shares) of undertakings within the group 054
2 Investments in other securities of undertakings within the group 055
3 Loans, deposits, etc. to undertakings within the group 056
4 Investments in holdings (shares) of companies linked by virtue of participating interest 057
5 Investment in other securities of companies linked by virtue of participating interest 058
6 Loans, deposits etc. given to companies linked by virtue of participating interest 059
7 Investments in securities 060
8 Loans, deposits, etc. given 061 154,210 137,809
9 Other financial assets 062 272,473 52,596
IV CASH AT BANK AND IN HAND 063 53,230,379 3,958,682
D) PREPAID EXPENSES AND ACCRUED INCOME 064 3,376,303 16,142,135
E) TOTAL ASSETS (ADP 001+002+037+064) 065 782,422,702 779,204,024
F) OFF–BALANCE SHEET ITEMS 066 7,170,190 7,170,190

BALANCE SHEET / CONTINUED Submitter: Valamar Riviera d.d.

BALANCE AS AT 30.06.2025
in EUR
Item ADP
code
Last day of the
preceding business year
At the reporting date
of the current period
1 2 3 4
LIABILITIES
A) CAPITAL AND RESERVES (ADP 068 to 070+076+077+083+086+089) 067 408,200,934 360,378,934
I INITIAL (SUBSCRIBED) CAPITAL 068 221,915,350 221,915,350
II CAPITAL RESERVES 069 1,615,440 2,089,284
III RESERVES FROM PROFIT (ADP 071+072–073+074+075) 070 17,013,933 16,538,665
1
Legal reserves
071 11,095,768 11,095,768
2
Reserves for treasury share
072 18,158,509 18,158,509
3
Treasury shares and holdings (deductible item)
073 -12,624,875 -12,715,612
4
Statutory reserves
074
5
Other reserves
075 384,531
IV REVALUATION RESERVES 076
V FAIR VALUE RESERVES AND OTHER (ADP 078 to 082) 077
1
Financial assets at fair value through other comprehensive income (i.e. available for sale)
078
2
Cash flow hedge - effective portion
079
3
Hedge of a net investment in a foreign operation - effective portion
080
4
Other fair value reserves
081
5
Exchange differences arising from the translation of foreign operations (consolidation)
082
VI RETAINED PROFIT OR LOSS BROUGHT FORWARD (ADP 084–085) 083 141,723,515 138,128,750
1
Retained profit
084 141,723,515 138,128,750
2
Loss brought forward
085
VII PROFIT OR LOSS FOR THE BUSINESS YEAR (ADP 087–088) 086 25,932,696 -18,293,115
1
Profit for the business year
087 25,932,696
2
Loss for the business year
088 18.293.115
VIII MINORITY (NON–CONTROLLING) INTEREST 089
B) PROVISIONS (ADP 091 to 096) 090 5,379,063 5,398,691
1
Provisions for pensions, termination benefits and similar obligations
091 3,281,683 3,301,311
2
Provisions for tax liabilities
092
3
Provisions for ongoing legal cases
093 2,097,380 2,097,380
4
Provisions for renewal of natural resources
094
5
Provision for warranty obligations
095
6
Other provisions
096
C) LONG–TERM LIABILITIES (ADP 098 to 108) 097 218,344,029 248,189,593
1
Liabilities towards undertakings within the group
098
2
Liabilities for loans, deposits, etc. to companies within the group
099
3
Liabilities towards companies linked by virtue of participating interest
100
4
Liabilities for loans, deposits etc. of companies linked by virtue of participating interest
101
5
Liabilities for loans, deposits etc.
102
6
Liabilities towards banks and other financial institutions
103 139,704,743 162,660,550
7
Liabilities for advance payments
104
8
Liabilities towards suppliers
105
9
Liabilities for securities
106
10 Other long–term liabilities 107 77,331,291 84,231,219
11 Deferred tax liability 108 1,307,995 1,297,824
D) SHORT–TERM LIABILITIES (ADP 110 to 123) 109 136,287,661 151,685,736
1
Liabilities towards undertakings within the group
110 57,055 414,069
2
Liabilities for loans, deposits, etc. to companies within the group
111
3
Liabilities towards companies linked by virtue of participating inte rest
112 99,060 217,722
4
Liabilities for loans, deposits etc. of companies linked by virtue of participating interest
113
5
Liabilities for loans, deposits etc.
114
6
Liabilities towards banks and other financial institutions
115 84,527,014 40,366,265
7
Liabilities for advance payments
116 12,488,044 55,149,530
8
Liabilities towards suppliers
117 20,983,225 32,778,671
9
Liabilities for securities
118
10 Liabilities towards employees 119 4,805,383 9,392,851
11 Taxes, contributions and similar liabilities 120 5,884,813 8,516,055
12 Liabilities arising from the share in the result 121
13 Liabilities arising from fixed assets held for sale 122
14 Other short–term liabilities 123 7,443,067 4,850,573
E) ACCRUALS AND DEFERRED INCOME 124 14,211,015 13,551,070
F) TOTAL – LIABILITIES (ADP 067+090+097+109+124) 125 782,422,702 779,204,024
G) OFF–BALANCE SHEET ITEMS 126 7,170,190 7,170,190

STATEMENT OF PROFIT OR LOSS Submitter: Valamar Riviera d.d.

FOR THE PERIOD 01.01.2025 TO 30.06.2025 in EUR
Item ADP Same period of the previous year Current period
code Cumulative Quarter Cumulative Quarter
1 2 3 4 5 6
I OPERATING INCOME (AOP 002 to 006) 001 96,395,468 85,496,122 114,463,330 96,090,114
1
Income from sales with undertakings within the group
002 6,240,686 4,019,117 7,878,660 5,368,158
2
Income from sales (outside group)
003 87,914,945 79,735,998 104,966,721 89,562,819
3
Income from the use of own products, goods and services
004 40,552 18,891 53,206 26,741
4
Other operating income with undertakings within the group
005 132,327 58,300 113,217 83,248
5
Other operating income (outside the group)
006 2,066,958 1,663,816 1,451,526 1,049,148
II OPERATING EXPENSES (AOP 08+009+013+017+018+019+022+029) 007 125,216,871 87,288,587 139,457,264 92,907,620
1
Changes in inventories of work in progress and finished goods
008
2
Material costs (AOP 010 to 012)
009 40,594,718 32,087,599 46,982,581 35,632,261
a) Costs of raw material 010 23,413,162 19,239,226 25,783,724 20,264,957
b) Costs of goods sold 011 1,348,711 997,602 2,212,829 1,942,569
c) Other external costs 012 15,832,845 11,850,771 18,986,028 13,424,735
3
Staff costs (AOP 014 to 016)
013 41,299,024 28,217,707 47,897,196 31,078,785
a) Net salaries and wages 014 25,664,571 17,255,796 30,301,695 18,889,606
b) Tax and contributions from salaries expenses 015 10,275,348 7,260,208 11,083,166 7,956,556
c) Contributions on salaries 016 5,359,105 3,701,703 6,512,335 4,232,623
4
Depreciation
017 24,468,303 12,293,728 27,021,772 13,708,450
5
Other expenses
018 16,608,048 12,892,795 16,156,131 11,780,302
6
Value adjustments (AOP 020+021)
a) fixed assets other than financial assets 019
020
b) current assets other than financial assets 021
7
Provisions (AOP 023 to 028)
022 1,286 773 19,628 -1,316
a) Provisions for pensions, termination benefits and similar obligations 023 1,286 773 19,628 -1,316
b) Provisions for tax liabilities 024
c) Provisions for ongoing legal cases 025
d) Provisions for renewal of natural resources 026
e) Provisions for warranty obligations 027
f)
Other provisions
028
8
Other operating expenses
029 2,245,492 1,795,985 1,379,956 709,138
III FINANCIAL INCOME (AOP 031 to 040) 030 6,514,884 5,799,662 5,761,663 5,119,879
1
Income from investments in holdings (shares) of undertakings within the group
031 4,883,391 4,883,391 4,883,391 4,883,391
2
Income from investments in holdings (shares) of companies linked by virtue of
participating interest
032
3
Income from other long–term financial investment and loans granted to undertakings
033
within the group
4
Other interest income from operations with undertakings within the group
5
Exchange rate differences and other financial income from operations with
034
undertakings within the group 035 47,137 7,049
6
Income from other long–term financial investments and loans
036 11,217 5,405
7
Other interest income
037 715,278 407,843 154,929 47,560
8
Exchange rate differences and other financial income
038 1,731 1,436
9
Unrealised gains (income) from financial assets
039 413,469 91,537 393,317
10 Other financial income 040 455,609 409,842 317,078 182,087
IV FINANCIAL EXPENDITURE (AOP 042 to 048) 041 7,002,435 4,813,413 4,029,066 2,443,761
1
Interest expenses and similar expenses with undertakings within the group
042
2
Exchange rate differences and other expenses from operations with
043
undertakings within the group
3
Interest expenses and similar expenses
044 6,464,473 4,551,680 3,792,579 1,996,333
4
Exchange rate differences and other expenses
045 611 516
5
Unrealised losses (expenses) from financial assets
046 308,603
6
Value adjustments of financial assets (net)
047
7
Other financial expenses
048 537,351 261,217 236,487 138,825
V SHARE IN PROFIT FROM COMPANIES LINKED BY VIRTUE OF PARTICIPATING INTEREST 049
VI SHARE IN PROFIT FROM JOINT VENTURES 050
VII SHARE IN LOSS OF COMPANIES LINKED BY VIRTUE OF PARTICIPATING INTEREST 051
VIII SHARE IN LOSS OF JOINT VENTURES 052
IX TOTAL INCOME (AOP 001+030+049+050) 053 102,910,352 91,295,784 120,224,993 101,209,993
X TOTAL EXPENDITURE (AOP 007+041+051+052) 054 132,219,306 92,102,000 143,486,330 95,351,381
XI PRE–TAX PROFIT OR LOSS (AOP 053–054) 055 -29,308,954 -806,216 -23,261,337 5,858,612
1
Pre–tax profit (AOP 053–054)
056 5,858,612
2
Pre–tax loss (AOP 054–053)
057 -29,308,954 -806,216 -23,261,337
XII INCOME TAX 058 -5,243,320 -137,726 -4,968,222 248,470
XIII PROFIT OR LOSS FOR THE PERIOD (AOP 055–059) 059 -24,065,634 -668,490 -18,293,115 5,610,142
1
Profit for the period (AOP 055–059)
060 5,610,142
2
Loss for the period (AOP 059–055)
061 -24,065,634 -668,490 -18,293,115

STATEMENT OF PROFIT OR LOSS / CONTINUED Submitter: Valamar Riviera d.d.

FOR THE PERIOD 01.01.2025 TO 30.06.2025
in EUR
Item ADP Same period of the previous year Current period
code Cumulative Quarter Cumulative Quarter
1 2 3 4 5 6
DISCONTINUED OPERATIONS (to be filled in by undertakings subject to IFRS only with discontinued operations)
XIV PRE–TAX PROFIT OR LOSS OF DISCONTINUED OPERATIONS (AOP 063–064) 062
1
Pre–tax profit from discontinued operations
063
2
Pre–tax loss on discontinued operations
064
XV INCOME TAX OF DISCONTINUED OPERATIONS 065
1
Discontinued operations profit for the period (AOP 062–065)
066
2
Discontinued operations loss for the period (AOP 065–062)
067
TOTAL OPERATIONS (to be filled in only by undertakings subject to IFRS with discontinued operations)
XVI PRE–TAX PROFIT OR LOSS (AOP 055+062) 068
1
Pre–tax profit (AOP 068)
069
2
Pre–tax loss (AOP 068)
070
XVII INCOME TAX (AOP 058+065) 071
XVIII PROFIT OR LOSS FOR THE PERIOD (AOP 068–071) 072
1
Profit for the period (AOP 068–071)
073
2
Loss for the period (AOP 071–068)
074
APPENDIX to the P&L (to be filled in by undertakings that draw up consolidated annual financial statements)
XIX PROFIT OR LOSS FOR THE PERIOD (AOP 076+077) 075
1
Attributable to owners of the parent
076
2
Attributable to minority (non–controlling) interest
077
STATEMENT OF OTHER COMPRHENSIVE INCOME (to be filled in by undertakings subject to IFRS)
I PROFIT OR LOSS FOR THE PERIOD 078 -24,065,634 -668,490 -18,293,115 5,610,142
II OTHER COMPREHENSIVE INCOME/LOSS BEFORE TAX (AOP 80+87) 079 -47,554 -9,990
III ITEMS THAT WILL NOT BE RECLASSIFIED TO PROFIT OR LOSS (AOP 081 to 085) 080 -47,554 -9,990
1
Changes in revaluation reserves of fixed tangible and intangible assets
081
2
Gains or losses from subsequent measurement of equity instruments at fair
value through other comprehensive income
082 -47,554 -9,990
3
Fair value changes of financial liabilities at fair value through statement of profit
or loss, attributable to changes in their credit risk
083
4
Actuarial gains/losses on the defined benefit obligation
084
5
Other items that will not be reclassified
085
6
Income tax relating to items that will not be reclassified
086 -7,676 -1,798
IV Items that may be reclassified to profit or loss (AOP 088 to 095) 087
1
Exchange rate differences from translation of foreign operations
088
2
Gains or losses from subsequent measurement of debt securities at fair
value through other comprehensive income
089
3
Profit or loss arising from effective cash flow hedging
090
4
Profit or loss arising from effective hedge of a net investment in a foreign operation
091
5
Share in other comprehensive income/loss of companies linked by virtue
of participating interests
092
6
Changes in fair value of the time value of option
093
7
Changes in fair value of forward elements of forward contracts
094
8
Other items that may be reclassified to profit or loss
095
9
Income tax relating to items that may be reclassified to profit or loss
096
V NET OTHER COMPREHENSIVE INCOME OR LOSS (AOP 080+087-086-096) 097 -39,878 -8,192
VI COMPREHENSIVE INCOME OR LOSS FOR THE PERIOD (AOP 078+097) 098 -24,105,512 -676,682 -18,293,115 5,610,142

APPENDIX to the Statement on comprehensive income (to be filled in by entrepreneurs who draw up consolidated statements) VII COMPREHENSIVE INCOME OR LOSS FOR THE PERIOD (AOP 100+101) 099 1 Attributable to owners of the parent 100 2 Attributable to minority (non–controlling) interest 101

STATEMENT OF CASH FLOWS - indirect method Submitter: Valamar Riviera d.d.

FOR THE PERIOD 01.01.2025 TO 30.06.2025 in EUR
Item ADP
code
Same period of the
previous year
Current
period
1 2 3 4
CASH FLOW FROM OPERATING ACTIVITIES
1
Pre–tax profit
001 -29,308,954 -23,261,337
2
Adjustments (ADP 003 to 010):
002 24,829,837 25,610,186
a) Depreciation 003 24,468,303 27,021,772
b) Gains and losses from sale and value adjustment of fixed tangible and intangible assets 004 32,848 114,422
c) Gains and losses from sale and unrealised gains and losses and value adjustment of financial assets 005
d) Interest and dividend income 006 -5,597,832 -5,048,153
e) Interest expenses 007 6,518,833 3,849,862
f)
Provisions
008 -530,145 19,628
g) Exchange rate differences (unrealised) 009
h) Other adjustments for non–cash transactions and unrealised gains and losses 010 -62,170 -347,345
I Cash flow increase or decrease before changes in the working capital (ADP 001+002) 011 -4,479,117 2,348,849
3
Changes in the working capital (ADP 013 to 016)
012 41,090,472 44,719,682
a) Increase or decrease in short–term liabilities 013 60,189,002 62,894,057
b) Increase or decrease in short–term receivables 014 -15,709,522 -15,588,656
c) Increase or decrease in inventories 015 -3,389,008 -2,585,719
d) Other increase or decrease in the working capital 016
II Cash from operations (ADP 011+012) 017 36,611,355 47,068,531
4
Interest paid
018 -4,646,948 -2,968,593
5
Income tax paid
019 -3,350,412 -5,247,825
A) NET CASH FLOW FROM OPERATING ACTIVITIES (ADP 017 to 019) 020 28,613,995 38,852,113
CASH FLOW FROM INVESTMENT ACTIVITIES
1
Cash receipts from sales of fixed tangible and intangible assets
021 39,546 220,999
2
Cash receipts from sales of financial instruments
022 181,281 128,446
3
Interest received
023 826,731 48,703
4
Dividends received
5
Cash receipts from repayment of loans and deposits
024 4,883,391 4,883,391
6
Other cash receipts from investment activities
025
III Total cash receipts from investment activities (ADP 021 to 026) 026
027
5,930,949 5,281,539
1
Cash payments for the purchase of fixed tangible and intangible assets
028 -41,016,951 -37,810,870
2
Cash payments for the acquisition of financial instruments
029
3
Cash payments for loans and deposits for the period
030
4
Acquisition of a subsidiary, net of cash acquired
031
5
Other cash payments from investment activities
032 -687,120
IV Total cash payments from investment activities (ADP 028 to 032) 033 -41,704,071 -37,810,870
B) NET CASH FLOW FROM INVESTMENT ACTIVITIES (ADP 027+033) 034 -35,773,122 -32,529,331
CASH FLOW FROM FINANCING ACTIVITIES
1
Cash receipts from the increase of initial (subscribed) capital
035
2
Cash receipts from the issue of equity financial instruments and debt financial instruments
036
3
Cash receipts from credit principals, loans and other borrowings
037 15,000,000 50,955,807
4
Other cash receipts from financing activities
038
V Total cash receipts from financing activities (ADP 035 to 038) 039 15,000,000 50,955,807
1
Cash payments for the repayment of credit principals, loans and other borrowings and
debt financial instruments
040 -18,874,191 -72,123,648
2
Dividends paid
041 -27,068,701 -29,527,461
3
Cash payments for finance lease
042
4
Cash payments for the redemption of treasury shares and decrease of initial (subscribed) capital
043 -17,800 -1,519,420
5
Other cash payments from financing activities
044 -1,086,024 -3,379,757
VI Total cash payments from financing activities (ADP 040 to 044) 045 -47,046,716 -106,550,286
C) NET CASH FLOW FROM FINANCING ACTIVITIES (ADP 039+045) 046 -32,046,716 -55,594,479
1
Unrealised exchange rate differences in cash and cash equivalents
047
D) NET INCREASE OR DECREASE OF CASH FLOWS (ADP 020+034+046+047) 048 -39,205,843 -49,271,697
E) CASH AND CASH EQUIVALENTS AT THE BEGINNING OF PERIOD 049 46,287,539 53,230,379
F) CASH AND CASH EQUIVALENTS AT THE END OF PERIOD (ADP 048+049) 050 7,081,696 3,958,682

STATEMENT OF CHANGES IN EQUITY Submitter: Valamar Riviera d.d.

FOR THE PERIOD FROM 01.01.2025 TO 30.06.2025 ATTRIBUTABLE TO OWNERS OF THE PARENT in EUR
Fair value of Hedge of a net Exchange rate
Treasury
shares and
financial assets
through other
Cash flow investment
in a foreign
differences
from
Retained Total
ADP Initial
(subscribed)
Capital Legal Reserves
for treasury
holdings
(deductible
Statutory Other comprehensive
Revaluation
income (available
hedge -
effective
operation
- effective
Other
fair value
translation
of foreign
profit / loss
brought
Profit/loss for
the business
attributable to
owners of the
Minority (non–
controlling)
Total capital
Item code capital reserves reserves shares item) reserves reserves reserves
for sale)
portion portion reserves operations forward year parent interest and reserves
1 2 3 4 5 6 7 8 9 10
11
12 13 14 15 16 17 18 19 20 (18+19)
PREVIOUS PERIOD
1 Balance on the first day of the previous business year 01 221,915,350 1,283,035 11,095,768 18,158,509 13,743,570 390,640 39,878 143,538,707 24,945,219 407,623,536 407,623,536
2 Changes in accounting policies 02
3 Correction of errors 03
4 Balance on the first day of the previous business year (restated) (ADP 01 to 03) 04 221,915,350 1,283,035 11,095,768 18,158,509 13,743,570 390,640 39,878 143,538,707 24,945,219 407,623,536 407,623,536
5 Profit/loss of the period 05 25,932,696 25,932,696 25,932,696
6 Exchange rate differences from translation of foreign operations 06
7 Changes in revaluation reserves of fixed tangible and intangible assets 07
8 Gains or losses from subsequent measurement of financial assets at fair value through other comprehensive
income (available for sale)
08 -47,554 -61,624 -109,178 -109,178
9 Gains or losses on efficient cash flow hedging 09
10 Gains or losses arising from effective hedge of a net investment in a foreign operation 10
11 Share in other comprehensive income/loss of companies linked by virtue of participating interest 11
12 Actuarial gains/losses on defined benefit plans 12
13 Other changes in equity unrelated to owners 13
14 Tax on transactions recognised directly in equity 14 7,676 7,676 7,676
15 Increase/decrease in initial (subscribed) capital (other than from reinvesting profit and other than arising from 15
the pre–bankruptcy settlement procedure)
16 Decrease in initial (subscribed) capital arising from the pre–bankruptcy settlement procedure 16
17 Decrease in initial (subscribed) capital arising from the reinvestment of profit 17
18 Redemption of treasury shares/holdings 18 598,730 -598,730 -598,730
19 Payments from members/shareholders 19
20 Payment of share in profit/dividend 20 -27,069,073 -27,069,073 -27,069,073
21 Other distributions and payments to members/shareholders 21 332,405 -1,717,425 -6,109 370,286 2,414,007 2,414,007
22 Transfer to reserves according to the annual schedule 22 24,945,219 -24,945,219
23 Increase in reserves arising from the pre–bankruptcy settlement procedure 23
24 Balance on the last day of the previous business year reporting period (ADP 04 to 23) 24 221,915,350 1,615,440 11,095,768 18,158,509 12,624,875 384,531 141,723,515 25,932,696 408,200,934 408,200,934
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I OTHER COMPREHENSIVE INCOME OF THE PREVIOUS PERIOD, NET OF TAX (ADP 06 to 14) 25 -39,878 -61,624 -101,502 -101,502
II COMPREHENSIVE INCOME OR LOSS FOR THE PREVIOUS PERIOD (ADP 05+25) 26 -39,878 -61,624 25,932,696 25,831,194 25,831,194
III TRANSACTIONS WITH OWNERS IN THE PREVIOUS PERIOD RECOGNISED DIRECTLY IN EQUITY (ADP 15 to 23) 27 332,405 -1,118,695 -6,109 -1,753,568 -24,945,219 -25,253,796 -25,253,796
CURRENT PERIOD
1 Balance on the first day of the previous business year 28 221,915,350 1,615,440 11,095,768 18,158,509 12,624,875 384,531 141,723,515 25,932,696 408,200,934 408,200,934
2 Changes in accounting policies 29
3 Correction of errors 30
4 Balance on the first day of the previous business year (restated) (ADP 28 to 30) 31 221,915,350 1,615,440 11,095,768 18,158,509 12,624,875 384,531 141,723,515 25,932,696 408,200,934 408,200,934
5 Profit/loss of the period 32 -18,293,115 -18,293,115 -18,293,115
6 Exchange rate differences from translation of foreign operations 33
7 Changes in revaluation reserves of fixed tangible and intangible assets 34
8 Gains or losses from subsequent measurement of financial assets at fair value through other comprehensive
income (available for sale)
35
9 Gains or losses on efficient cash flow hedging 36
10 Gains or losses arising from effective hedge of a net investment in a foreign operation 37
11 Share in other comprehensive income/loss of companies linked by virtue of participating interest 38
12 Actuarial gains/losses on defined benefit plans 39
13 Other changes in equity unrelated to owners 40
14 Tax on transactions recognised directly in equity 41
15 Increase/decrease in initial (subscribed) capital (other than from reinvesting profit and other than arising from 42
the pre–bankruptcy settlement procedure)
16 Decrease in initial (subscribed) capital arising from the pre–bankruptcy settlement procedure 43
17 Decrease in initial (subscribed) capital arising from the reinvestment of profit 44
18 Redemption of treasury shares/holdings 45 1,519,420 -1,519,420 -1,519,420
19 Payments from members/shareholders 46
20 Payment of share in profit/dividend 47 -29,527,461 -29,527,461 -29,527,461
21 Other distributions and payments to members/shareholders 48 473,844 -1,428,683 -384,531 1,517,996 1,517,996
22 Transfer to reserves according to the annual schedule 49 25,932,696 -25,932,696
23 Increase in reserves arising from the pre–bankruptcy settlement procedure 50
24 Balance on the last day of the previous business year reporting period (ADP 31 to 50) 51 221,915,350 2,089,284 11,095,768 18,158,509 12,715,612 138,128,750 -18,293,115 360,378,934 360,378,934
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I OTHER COMPREHENSIVE INCOME FOR THE CURRENT PERIOD, NET OF TAX (ADP 33 to 41) 52
II COMPREHENSIVE INCOME OR LOSS FOR THE CURRENT PERIOD (ADP 32 to 52) 53 -18,293,115 -18,293,115 -18,293,115
III TRANSACTIONS WITH OWNERS IN THE CURRENT PERIOD RECOGNISED DIRECTLY IN EQUITY (ADP 42 to 50) 54 473,844 90,737 -384,531 -3,594,765 -25,932,696 -29,528,885 -29,528,885

NOTES TO FINANCIAL STATEMENTS - TFI

(drawn up for quarterly reporting periods)

Name of issuer: Valamar Riviera d.d.
Personal identification number (OIB): 36201212847
Reporting period: 1/1/2025 to 30/6/2025

Notes to financial statements for quarterly periods include:

  • a) explanation of business events relevant to understanding changes in the statement of financial position and financial performance for the reporting semi-annual period of the issuer with respect to the last business year: information is provided regarding these events and relevant information published in the last annual financial statement is updated (items 15 to 15C IAS 34 - Interim financial reporting)
  • b) information on the access to the latest annual financial statements, for the purpose of understanding information published in the notes to financial statements drawn up for the semi-annual reporting period
  • c) a statement explaining that the same accounting policies are applied while drawing up financial statements for the semi-annual reporting period as in the latest annual financial statements or, in the case where the accounting policies have changed, a description of the nature and effect of the changes (item 16.A (a) IAS 34 - Interim financial reporting)
  • d) a description of the financial performance in the case of the issuer whose business is seasonal (items 37 and 38 IAS 34 - Interim financial reporting)
  • e) other comments prescribed by IAS 34 Interim financial reporting
  • f) in the notes to quarterly periods financial statements, in addition to the information stated above, information in respect of the following matters shall be disclosed:
    1. undertaking's name, registered office (address), legal form, country of establishment, entity's registration number and, if applicable, the indication whether the undertaking is undergoing liquidation, bankruptcy proceedings, shortened termination proceedings or extraordinary administration
    1. adopted accounting policies (only an indication of whether there has been a change from the previous period)
    1. the total amount of any financial commitments, guarantees or contingencies that are not included in the balance sheet, and an indication of the nature and form of any valuable security which has been provided; any commitments concerning pensions of the undertaking within the group or company linked by virtue of participating interest shall be disclosed separately
    1. the amount and nature of individual items of income or expenditure which are of exceptional size or incidence
    1. amounts owed by the undertaking and falling due after more than five years, as well as the total debts of the undertaking covered by valuable security furnished by the undertaking, specifying the type and form of security
    1. average number of employees during the financial year
    1. where, in accordance with the regulations, the undertaking capitalised on the cost of salaries in part or in full, information on the amount of the total cost of employees during the year broken down into the amount directly debiting the costs of the period and the amount capitalised on the value of the

assets during the period, showing separately the total amount of net salaries and the amount of taxes, contributions from salaries and contributions on salaries

    1. where a provision for deferred tax is recognised in the balance sheet, the deferred tax balances at the end of the financial year, and the movement in those balances during the financial year
    1. the name and registered office of each of the undertakings in which the undertaking, either itself or through a person acting in their own name but on the undertaking's behalf, holds a participating interest, showing the proportion of the capital held, the amount of capital and reserves, and the profit or loss for the latest financial year of the undertaking concerned for which financial statements have been adopted; the information concerning capital and reserves and the profit or loss may be omitted where the undertaking concerned does not publish its balance sheet and is not controlled by another undertaking
    1. the number and the nominal value or, in the absence of a nominal value, the accounting par value of the shares subscribed during the financial year within the limits of the authorised capital
    1. the existence of any participation certificates, convertible debentures, warrants, options or similar securities or rights, with an indication of their number and the rights they confer
    1. the name, registered office and legal form of each of the undertakings of which the undertaking is a member having unlimited liability
    1. the name and registered office of the undertaking which draws up the consolidated financial statements of the largest group of undertakings of which the undertaking forms part as a controlled group member
    1. the name and registered office of the undertaking which draws up the consolidated financial statements of the smallest group of undertakings of which the undertaking forms part as a controlled group member and which is also included in the group of undertakings referred to in point 13
    1. the place where copies of the consolidated financial statements referred to in points 13 and 14 may be obtained, provided that they are available
    1. the nature and business purpose of the undertaking's arrangements that are not included in the balance sheet and the financial impact on the undertaking of those arrangements, provided that the risks or benefits arising from such arrangements are material and in so far as the disclosure of such risks or benefits is necessary for the purposes of assessing the financial position of the undertaking
    1. the nature and the financial effect of material events arising after the balance sheet date which are not reflected in the profit and loss account or balance sheet.

Notes to financial statements for the three month period together with detailed information on financial performance and events relevant to understanding changes in financial statements are available in PDF document "Business results 1/1/2025 – 30/06/2025" which has been simultaneously published with this document on HANFA (Croatian Financial Services Supervisory Agency), Zagreb Stock Exchange and Issuers web pages.

NOTES TO FINANCIAL STATEMENTS FOR THE HALF YEAR PERIOD 2025

NOTE 1 – GENERAL INFORMATION

Valamar Riviera d.d., Poreč ("the Company") has been established and registered in accordance with laws and regulations of the Republic of Croatia. The Company is registered with the Commercial Court in Pazin. The principle activity of the Company is the provision of accommodation in hotels, resorts and campsites, food preparation and catering services as well as the preparation and serving of beverages. Company's business is of seasonal character. Company's registration number (MBS) is: 040020883, while the Company's personal identification number (OIB) is: 36201212847. The registered office of the Company is in Poreč, Stancija Kaligari 1.

The Company's shares were listed on the Prime market of the Zagreb Stock Exchange d.d., and were traded in 2025 in accordance with the relevant regulations on the organized market.

Valamar Riviera Group ("the Group") consists of Valamar Riviera d.d., joint-stock company for tourism services, Poreč (the Company) and its subsidiaries:

  • Bugenvilia d.o.o., Dubrovnik, 100% ownership;
  • Imperial Riviera d.d., Rab, 46.27% ownership with the subsidiary Praona d.o.o., Makarska.

Associated companies are:

  • Helios Faros d.d., Stari Grad, 19.54% ownership (20% ownership until 15 November 2024, when the increase in share capital was entered in the court register, which was carried out in the Central Depository & Clearing Company Inc. in 2025);
  • Valamar A GmbH, Vienna, Austria, 24.54% ownership with subsidiaries WBVR Beteiligungs GmbH, Vienna, Austria, Valamar Marietta GmbH, Obertauern, Austria, Kesselspitze GmbH, Obertauern, Austria and Kesselspitze GmbH & Co KG, Obertauern, Austria;
  • Valamar Obertauern GmbH, Obertauern, 10% direct ownership and 22.08% indirect ownership.

On 28 June 2022, a branch of the Company was established in Austria under the name Valamar Riviera d.d., Zweigniederlassung Austria.

In 2024 according to the decision of the members of the company Valamar A GmbH, the company's capital reserves have increased by a total of EUR 2,800,000 in proportion to the following business shares: the Company paid the amount of EUR 687,120 and Wurmböck Beteiligungs GmbH the amount of EUR 2,112,880. In June 2024, the members of the company approved the provision of a subordinated loan to Valamar A GmbH in the amount of EUR 3,200,000. The Company and Wurmböck Beteiligungs GmbH are participating with an equal amount of EUR 1,600,000.

The Company's Supervisory Board approved in October 2024 a new form of business cooperation in Austria, by which the previous hotel management contracts with Valamar Obertauern GmbH, Kesselspitze GmbH & Co KG and Valamar Marietta GmbH were terminated as of 31 October 2024. The Company continued to manage, through the new lease business model, the operational business activities of hotels Valamar Obertauern Hotel, Kesselspitze Hotel & Chalet, Valamar Collection and [PLACES] Obertauern by Valamar through its subsidiary in Austria.

Based on the decisions of the General Assembly on the acquisition of own shares from 9 May 2019 and 24 April 2024, the Management Board of the Company adopted the Program for the repurchase of own shares on 14 November 2024 in the amount up to EUR 2 million. The specified amount was spent by the Company as of 20 February 2025. On 18 June 2025 the Management Board of the Company adopted a decision to implement a new Share Buyback Program in an amount up to EUR 3.6 million.

From the basis of the mentioned Programs, the Company acquires its own shares through the investment company on the regulated market of the Zagreb Stock Exchange d.d. primarily for the purpose of fulfilling the obligations for the Company that arise regarding the allocation of shares to key employees and members of the Management Board, and in accordance with the long-term reward program.

According to the decision of the General Assembly on 12 June 2025, the Company paid a dividend in the amount of EUR 0.24 per share, in the total amount of EUR 29,527,461.

The consolidated and unconsolidated unaudited financial statements for the half year period 2025 were approved by the Management Board of the Company on 31 July 2025.

NOTE 2 – SUMMARY OF MATERIAL INFORMATION ON THE ACCOUNTING POLICIES AND ESTIMATES

2.1 Basis of preparation

The Company's and Group's financial statements for the half year period 2025 have been prepared in accordance with International Accounting Standard (IAS) 34 – Interim Financial Reporting. The financial statements have been prepared under the historical cost method, except for the financial assets at fair value through profit or loss and financial assets. The consolidated and unconsolidated financial statements for the half year period do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Company's and Group's annual financial statements as at 31 December 2024 which are available on HANFA (Croatian Financial Services Supervisory Agency), Zagreb Stock Exchange and Company's web page.

2.2 Going concern

Company's and Group's half year period financial statements have been prepared on a going concern basis. Based on current expectations Management believes that the geopolitical situation will not have a significant negative impact on the Company's and Group's ability to fulfil its obligations nor prolonged impact on Company's and Group's revenues and overall business which can affect the Company's and Group's ability to continue as a going concern in the foreseeable future.

2.3 Significant accounting policies

The accounting policies adopted in the preparation of the financial statements for the half year period 2025 are consistent with those followed in the preparation of the Company's and Group's annual financial statements for the year ended 31 December 2024.

2.4 Critical accounting estimates

During the preparation of the financial statements for the half year period 2025, there were no changes in the key accounting estimates compared to the estimates used in the preparation of the annual financial statements for the year ended 31 December 2024.

The Company and the Group as lessees of tourist land

Due to the transition from public to private ownership, e.g. in the transformation and privatisation process and the fact that the properties of the Company and the Group that were used in the transformation process were appraised in the share capital of the Company, and a part was not appraised, there are proceedings regarding the ownership of a part of the land within the majority of tourist companies, as well as for the Company and the Group. According to the Act on Tourist and Other Construction Land not appraised in the transformation and privatisation process ("the ZOTZ"), which entered into force on 1 August, 2010, a concession fee for the use of tourist land with an area of 3.29 mn m2 was calculated for the Company and 3.47 mn m2 for the Group. With the entry into force of the Act on unappraised land ("the ZNGZ") on 2 May 2020, the ZOTZ ceased to be valid.

The ZNGZ prescribes the obligation to determine and form buildings on appraised parts of campsites, hotels, tourist resorts and other construction land as ownership of the Company and the Group and buildings on unappraised parts of campsites, hotels, tourist resorts and other construction land as ownership of Republic of Croatia or local governments. For parts of a land owned by the Republic of Croatia or local governments, the Company and the Group currently do not have lease agreements in place. However, they are actively working on preparing such agreements, with the lease term set for 50 years.

From the entry into force of the ZNGZ until the day of signing the lease agreement, the rent will be paid according to the area of the tourist land for which the concession fee has been calculated based on the ZOTZ, in the amount of 50% of the fee until the final resolution of property legal relations. The unit amount of rent and the method and terms of payment is determinated by Regulations from Government.

On 8 February 2024, the Government of the Republic of Croatia adopted two Regulations on tourist lands: (1) the Regulation on the method of determining the unit of lease for tourist land on which the hotel has been built and the tourist estate, the method of calculation for lease and other fees and mandatory content of the lease agreement and (2) the Regulation on determining the initial amount of the unit price of the lease for the tourist land in camp, the method of calculation of lease and other fees and mandatory content of the lease agreement (hereinafter: the Regulations).

After the adopted Regulations, the Company and the Group revised the areas of tourist land and estimated that in the future the Company will use 2.6 mn m2 and the Group 2.8 mn m2 .

The accounting treatment of leases by lessees, including the rent of tourist land according to the provisions of the ZNGZ, should be viewed in the context of provisions of IFRS 16 - Leases. However, when analyzing the effects of the Act and Regulations and the actual application of the relevant standard, significant evaluations of the criteria for the application of IFRS 16 are required.

According to the Regulations lease fees are determined as an indexed unit price per square meter up to a maximum of 4% of the tourist facility income of the previous period. The Company and the Group made detailed analysis of fees for each individual tourist facility.

For tourist facilities for which it is estimated that the variable income limit will be reached in most years, the payments are considered variable and as such are excluded from the lease liability, i.e. the criteria for applying IFRS 16 are not met. Variable lease payments are recognized in the statement of comprehensive income for the period.

For tourist facilities for which the variable income threshold is estimated to be unlikely (very low probability) to ever be exceeded, the payments are basically fixed and the indexed unit price per square meter is included in the calculation of the rental obligation.

According to the prescribed unit rent prices from the Regulations and the determinated discount rate of 5.42% to 7.96% for the Group, an initial assessment of the value of assets and liabilities with the right of use was carried out in accordance with IFRS 16 on 1 January 2024 and amounts to EUR 58 million for the Company and EUR 62.8 million for the Group.

The estimated amount of rent for tourist land for 2025 amounts to EUR 4.2 million for the Company and EUR 4.6 million for the Group. On the basis of the fixed part of the rent, with the application of IFRS 16, the Company and the Group have for the half year period 2025 recognized depreciation expense in the amount of EUR 630 thousand for the Company and EUR 682 thousand for the Group and interest expense in the amount of EUR 1,570 thousand for the Company and EUR 1,761 thousand for the Group was shown. On the basis of the variable part of the rent, the operating cost for the Company and the Group was shown in the amount of EUR 464 thousand.

NOTE 3 – FINANCIAL RISK MANAGEMENT

3.1 Financial risk factors

In their day-to-day business activities, the Company and the Group face a number of financial risks, especially market risk (including currency risk, interest rate risk and price risk), credit risk and liquidity risk. The Company and the Group have a proactive approach in mitigating the interest rate risks by using available market instruments. Internal risk management goals and policies aim at protecting partial interest hedging of the principal loan amount.

3.2 Capital management

The Company's and Group's objectives when managing capital are to safeguard the Company's and Group's ability to continue as a going concern in order to provide returns for the owner and to maintain an optimum capital structure to reduce the cost of capital.

3.3 Fair value estimation

The fair value of financial instruments traded in active markets is based on quoted market prices at the reporting date. The quoted market price used for financial assets held by the Company and the Group is the current bid price. The fair value of financial instruments that are not traded in the active market is determined by using valuation techniques. The Company and the Group use a variety of methods and make assumptions that are based on market conditions existing at each reporting date.

The carrying value less impairment provision of trade receivables and payables are assumed to approximate their fair values.

Quoted market prices for similar instruments are used for long-term debt. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the Company and the Group for similar financial instruments.

Fair value hierarchy

IFRS 13 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources; unobservable inputs reflect the Company's market assumptions. These two types of inputs have created the following fair value hierarchy:

  • Level 1 Quoted prices (unadjusted) in active markets for identical assets or liabilities.
  • Level 2 Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices).
  • Level 3 Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The following table presents assets measured at fair value as at:

GROUP
(in thousands of EUR) Level 1 Level 2 Level 3 Total
As at 31 December 2024
Assets measured at fair value
Financial assets - equity securities - 23 - 23
Derivative financial instruments - 817 - 817
Total assets measured at fair value - 840 - 840
As at 30 June 2025
Assets measured at fair value
Financial assets - equity securities - 23 - 23
Derivative financial instruments - 910 - 910
Total assets measured at fair value - 933 - 933
Liabilities measured at fair value
Derivative financial instruments - 113 - 113
Total liabilities measured at fair value - 113 - 113
COMPANY
(in thousands of EUR) Level 1 Level 2 Level 3 Total
As at 31 December 2024
Assets measured at fair value
Financial assets - equity securities - 19 - 19
Derivative financial instruments - 319 - 319
Total assets measured at fair value - 338 - 338
As at 30 June 2025
Assets measured at fair value
Financial assets - equity securities - 19 - 19
Derivative financial instruments - 541 - 541
Total assets measured at fair value - 560 - 560
Liabilities measured at fair value
Derivative financial instruments - 7 - 7
Total liabilities measured at fair value - 7 - 7

NOTE 4 – SEGMENT INFORMATION

Following the management approach of IFRS 8, operating segments are reported in accordance with the internal reporting provided to the Group's Management (the chief operating decision-makers) who are responsible for allocating resources to the reportable segments and assessing its performance.

The Group records operating revenues and expenses by types of services rendered in three basic segments: hotels and apartments, camping and other business segments. Revenue was divided between segments according to the organizational principle, where all of the income generated from camping profit centres was reported in the camping segment, and all of the income generated from hotel and apartment profit centres was reported in that segment. Other business segments include revenue from laundry services, other rentals of properties, revenue generated from the central services and central kitchens, revenue from retail, agency revenue and revenue from the accommodation of employees.

The segment information related to reportable segments for the half year period 2024 is as follows:

GROUP
Hotels and
apartments
Campsites Other business
segments
Total
81,369 30,087 22,170 133,626
(485) (56) (13,498) (14,039)
80,884 30,031 8,671 119,587
20,363 9,457 4,744 34,565
(3,950) (1,958) (693) (6,601)
22,008 13,437 (31,829) 3,616

The segment information related to reportable segments for the half year period 2025 is as follows:

GROUP
(in thousands of EUR) Hotels and
apartments
Campsites Other business
segments
Total
Revenue from segments 99,661 33,892 24,914 158,467
Inter-segment revenue (455) (71) (16,119) (16,645)
Sales revenue 99,206 33,821 8,795 141,822
Depreciation and amortisation 23,343 9,613 5,655 38,611
Net finance income/(expense) (3,362) (1,841) 277 (4,926)
Profit/(loss) of segment 31,302 16,460 (36,364) 11,398

All hotels, apartments and campsites (operating assets) are located in the Republic of Croatia, except for three hotels operating in Austria as part of the Subsidiary of the Valamar Riviera d.d., Zweigniederlassung Austria. The Subsidiary has leased hotels since 1 November 2024.

NOTE 4 – SEGMENT INFORMATION / CONTINUED

The segment information related to total assets and liabilities by reportable segments are as follows:

GROUP
(in thousands of EUR) Hotels and
apartments
Campsites Other business
segments
Total
As at 31 December 2024
Assets by segments 497,985 220,098 97,016 815,099
Liabilities by segments 278,223 124,223 76,393 478,839
As at 30 June 2025
Assets by segments 545,342 219,630 106,020 870,992
Liabilities by segments 383,189 110,794 59,246 553,229

Reconciliation of the profit per segment with profit before tax is as follows:

GROUP
(in thousands of EUR) January – June 2024 January – June 2025
Revenue
Revenue from segments 133,626 158,467
Inter-segment revenue (14,039) (16,645)
Sales revenue 119,587 141,822
Profit/(loss)
Profit/(loss) from segments 3,616 11,398
Other unallocated expenses (40,625) (45,459)
Profit/(loss) from financial and extraordinary activities (7,010) (5,811)
Total profit/(loss) before tax (44,018) (39,872)

NOTE 4 – SEGMENT INFORMATION / CONTINUED

The reconciliation of segment assets and liabilities with the Group's assets and liabilities is as follows:

GROUP
(in thousands of EUR) As at 31 December 2024 As at 30 June 2025
Assets Liabilities Assets Liabilities
Segment assets/liabilities 815,099 478,839 870,992 553,229
Hotels and apartments segment 497,985 278,223 545,342 383,189
Campsites segment 220,098 124,223 219,630 110,794
Other business segment 97,016 76,393 106,020 59,246
Unallocated 143,846 31,492 121,963 50,829
Investments in associate 16,108 - 15,528 -
Other financial assets 23 - 23 -
Loans and deposits 17,212 - 6,895 -
Cash and cash equivalents 59,754 - 12,709 -
Other receivables 9,161 - 29,987 -
Deferred tax assets/liabilities 40,771 5,146 55,911 4,930
Other liabilities - 23,869 - 43,338
Derivative financial assets/liabilities 817 - 910 113
Provisions - 2,477 - 2,448
Total 958,945 510,331 992,955 604,058

The Group's hospitality services are provided in Croatia and Austria from 1 November 2024 to domestic and foreign customers. The Group's sales revenues are classified according to the customers' origin.

GROUP
(in thousands of EUR) January – June 2024 % January – June 2025 %
Revenue from sales to domestic customers 18,932 15.83 20,808 14.67
Revenue from sales to foreign customers 100,654 84.17 121,014 85.33
119,587 100.00 141,822 100.00

Foreign sales revenues can be classified according to the number of overnights based on the customers' origin, as follows:

GROUP
(in thousands of EUR) January – June 2024 % January – June 2025 %
EU members 79,983 79.46 94,880 78.40
Other 20,671 20.54 26,134 21.60
100,654 100.00 121,014 100.00

NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR PERIOD 2025 / CONTINUED

NOTE 5 – STAFF COSTS

The following table shows the information of the total cost of employees during the period:

GROUP COMPANY
(in thousands of EUR) January - June 2024 January - June 2025 January - June 2024 January - June 2025
Net salaries 32,256 37,532 25,665 30,302
Tax and contributions from salary costs 12,733 13,830 10,275 11,083
Contributions on salaries 6,747 8,032 5,359 6,512
Total 51,736 59,394 41,299 47,897

For the half year period 2025 Company's average number of employees is 5,092 (30 June 2024: 4,898), while the Group's average number of employees is 6,748 (30 June 2024: 6,384).

On behalf of building of fixed assets, the Group and the Company capitalize salary costs.

The Group capitalised net salaries cost in the amount of EUR 1,058 thousand (30 June 2024: EUR 529 thousand), cost of contributions and tax from salaries in the amount of EUR 411 thousand (30 June 2024: EUR 207 thousand) and cost of contributions on salaries in the amount of EUR 228 thousand (30 June 2024: EUR 114 thousand). The Company capitalised net salaries cost in the amount of EUR 643 thousand (30 June 2024: EUR 431 thousand), cost of contributions and tax from salaries in the amount of EUR 262 thousand (30 June 2024: EUR 178 thousand) and cost of contributions on salaries in the amount of EUR 136 thousand (30 June 2024: EUR 93 thousand).

NOTE 6 – INCOME TAX

During the period in 2025 the Company and the Group estimate the period income tax expense/income according to the IAS 34 provisions, i.e. it is based on the best estimate of the weighted average annual income tax rate expected for the full financial year, adjusted for the expected changes during the period. Due to highly seasonal character of business, the profit tax estimate for quarterly reports is not an indicator of the final profit tax on December, 31 2025. The Company will pay corporate income tax advances during 2025, and the final liability will be determined based on the Corporate (profit) Tax Return. Income tax comprise:

GROUP COMPANY
(in thousands of EUR) January - June 2024 January - June 2025 January - June 2024 January - June 2025
Deferred tax (8,111) (15,355) (5,243) (4,968)
Tax (income)/expense (8,111) (15,355) (5,243) (4,968)

The Company and the Group calculated income tax using the legal income tax rate of 18% in the Republic of Croatia.

Established branch Valamar Riviera d.d., Zweigniederlassung Austria is an Austrian taxpayer with income tax rate of 23%.

For the half year period 2025, in accordance with the provisions of IAS 34, the Company and the Group estimated tax income, i.e. the increase in deferred tax assets, based on tax incentives and realized losses in the amount of EUR 5 million for the Company and EUR 15.4 million for the Group.

NOTE 6 – INCOME TAX / CONTINUED

Movement overview of deferred tax assets and liabilities in 2025:

DEFERRED TAX ASSET
(in thousands of EUR) GROUP COMPANY
As at 1 January 2025 40,771 1,656
Credited/(debited) to the income 15,139 4,958
As at 30 June 2025 55,910 6,614
DEFFERED TAX LIABILITIES
(in thousands of EUR) GROUP COMPANY
As at 1 January 2025 5,146 1,308
Credited/(debited) to the income (216) (10)
As at 30 June 2025 4,930 1,298

NOTE 7 – EARNINGS/(LOSS) PER SHARE

Basic

Basic earnings/(loss) per share are calculated by dividing the profit/(loss) during the period of 2025 of the Group by the weighted average number of shares ordinary in issue during the period, excluding the ordinary shares purchased by the Company and held as treasury shares.

Diluted

Diluted earnings/(loss) per share are equal to basic, since the Group did not have any convertible instruments and share options outstanding during both periods.

GROUP
January – June 2024 January – June 2025
Profit/(loss) attributable to equity holders (in thousands of EUR) (32,382) (24,343)
Weighted average number of shares 122,869,512 122,853,082
Basic/diluted earnings/(loss) per share (in EUR) (0.26) (0.20)

NOTE 8 – CHANGES IN SHAREHOLDER'S EQUITY

During the half year period of 2025, the Company acquired 254,736 shares (2024: 110,674) with a value of EUR 1,519 thousand (2024: EUR 599 thousand) which represents 0.20% (2024: 0.09%) of the share capital.

Following the adopted long-term plan for rewarding key management by giving them treasury shares in the period from 2023 to 2026, which is aimed at increasing loyalty, focusing on business targets' achievement and shareholder value increase, on 22 April 2025 key managers were rewarded with treasury shares. In order to make the payout of this reward to key managers, a total of 339,737 treasury shares were disposed of which represents 0.27% of the share capital.

As of 30 June 2025, the Company holds 3,016,535 of its own shares (31 December 2024: 3,101,536), representing 2.39% (31 December 2024: 2.46%) of the Company's share capital.

NOTE 9 – NON-CURRENT TANGIBLE AND INTANGIBLE ASSETS

During the half year period 2025, the Group and the Company acquired and disposed assets as follows:

  • the Group acquired assets in the amount of EUR 72,954 thousand (30 June 2024: EUR 59,770 thousand), while the Company acquired assets in the amount of EUR 40,350 thousand (30 June 2024: EUR 43,372 thousand);
  • the Group disposed the assets with a net book value of EUR 139 thousand (30 June 2024: EUR 69 thousand), resulting in a net gain on disposal of EUR 97 thousand (30 June 2024: EUR net gain 18 thousand), while the Company disposed the assets with a net book value of EUR 139 thousand (30 June 2024: EUR 43 thousand), resulting in a net gain on disposal of EUR 82 thousand (30 June 2024: net loss EUR 4 thousand).

NOTE 10 – LIABILITIES FOR BORROWINGS AND LEASES UNDER IFRS 16

The following table shows bank borrowings and lease liabilities (IFRS 16) by maturity:

GROUP COMPANY
(in thousands of EUR) Total liabilities on
30 June 2025
Maturity
over 5 years
Total liabilities on
30 June 2025
Maturity
over 5 years
Bank borrowings 332,354 103,412 203,027 67,724
Lease liabilities under IFRS 16 84,596 56,994 78,461 56,886
Total 416,950 160,406 281,488 124,610

As at 30 June 2025, bank borrowings and lease liabilities under IFRS 16 amounted as follows:

  • non-current and current bank borrowings of the Group EUR 332,354 thousand, of which EUR 304,280 thousand are pledge over Company's property facilities and movable property, while the remaining loan in the amount of EUR 28,074 thousand is secured by promissory notes;
  • non-current and current bank borrowings of the Company EUR 203,027 thousand, of which EUR 174,953 thousand are pledge over Company's property facilities and movable property, while the remaining loan in the amount of EUR 28,074 thousand is secured by promissory notes;
  • lease liabilities under IFRS 16 of the Group EUR 84,596 thousand, of which the most significant item is the rental of tourist land in the amount of EUR 64,565 thousand;
  • lease liabilities under IFRS 16 of the Company EUR 78,461 thousand, of which the most significant item is the rental of tourist land in the amount of EUR 60,076 thousand.

Detailed explanation of tourist land leases liabilities in Note 2.4 - Critical accounting estimates.

NOTE 11 – CONTINGENCIES AND COMMITMENTS

The contracted capital commitments of the Company in respect to investments in tourism facilities at 30 June 2025 amount to EUR 80,677 thousand (30 June 2024: EUR 92,336 thousand). The contracted capital commitments of the Group in respect to investments in tourism facilities at 30 June 2025 amount to EUR 96,908 thousand (30 June 2024: EUR 122,245 thousand).

The Company is the guarantor of the bank loan of related-party Valamar Obertauern GmbH. The estimated maximum amount of the guarantee that can be realized is EUR 5,088 thousand. The loan of the related-party is secured by mortgages on the real estate of Valamar Obertauern GmbH. The Company estimates the very low probability of incurring an actual obligation under the guarantee.

The Company was the guarantor of the loan of related-party Imperial Riviera d.d. in the amount EUR 48,889 thousand, and to secure the claim a pledge over Imperial Riviera's property facilities was established in the amount of the claim. On 15 April, 2024, the Company concluded agreements with OTP banka d.d. on the termination of the loan guarantee agreement with the related party Imperial Riviera d.d. Following the termination of the guarantee agreement on 16 April, 2024, the Company signed an agreement with the related-party Imperial Riviera d.d. on the termination of the insurance of the guarantee agreement and approved the deletion of the lien on the real estate of Imperial Riviera d.d.

In 2023, the Company initiated an administrative dispute to annul the Decision of the Ministry of the Sea, Transport and Infrastructure, adopted after inspection supervision of economic use of the maritime domain in the area of the Ježevac camping on the island of Krk. This Decision includes a ban on the provision of accommodation services on several cadastral parcels and a ban on the provision of anchoring services. In 2024, a non-final judgment was delivered against the Company, and the Company appealed against this judgment to the competent court. The Government of the Republic of Croatia in its Conclusion from June 2024, gave the task to the Ministry of the Sea, Transport and Infrastructure to determine the boundary of the maritime domain for all campsites in front of which the border of the maritime domain has not been determined, and order that the Customs Administration and the Ministry of Sea, Transport and Infrastructure, the Navigation Safety Administration stop with the inspection measures banning the operation of campsites until the property relations on the maritime domain are resolved, by 31 December 2025 at latest. Also, the Customs Administration will charge companies a fee for the area of undisputed maritime property they use, starting from 1 January 2019 until the resolution of property relations. In July, the Ministry of the Sea, Transport and Infrastructure accepted the Company's proposal to renew the procedure and removed the ban on providing accommodation in Ježevac camping. Regarding the same subject, at the beginning of February, 2024, a notice of tax inspection was received from the Ministry of Finance which began on 27 February, 2024. The Company is actively participating in this legal process.

The Company is the defendant in a lawsuit from 2010 related to the payment for works on the Lacroma Hotel during its reconstruction and expansion. The Commercial Court issued a judgment in 2013, rejecting the plaintiff's claims in full. In 2020, the High Commercial Court of Croatia overturned the first instance ruling, and the case was sent back for a retrial. In the repeated proceedings, the Commercial Court in its judgement of May 2023, for the most part upheld the claim and the Company is held liable for the payment of principal in the amount of EUR 2,264,861.17 and litigation costs in the amount of EUR 702,752.22 and the corresponding statutory default interest. On 31 January 2024, the High Commercial Court of the Republic of Croatia issued a final judgment in favour of the Company, reversing the judgment of the Commercial Court in Dubrovnik from May 2023 and rejecting as unfounded all of the claims of the plaintiff. The plaintiffs filed a motion for leave to revise against the judgment of the High Commercial Court of the Republic of Croatia from 31 January 2024, to which the Company sent its response. So far, the Company has not made a reservation or booked costs for the said dispute in its books.

The Company was also a defendant in a lawsuit from 2012, which is related to the payment for work on Lacroma Hotel. The Commercial Court's first-instance ruling from 2015, which was upheld by the High Commercial Court in 2019, rejected the plaintiff's claim. However, on 4 July 2023 the Supreme Court of the Republic of Croatia annulled the rulings of the Commercial Court and the High Commercial Court, and remanded the case for retrial. Based on the claims in the lawsuit, the principal amount in this case was EUR 1,498,608.42. In the retrial, the Commercial Court in Dubrovnik issued a first instance judgment in favour of the Company in February 2024. In the appeal procedure, following the plaintiff's appeal, the High Commercial Court of the Republic of Croatia issued a final ruling on 26 March 2024, unfavourable for the Company, overturning the Commercial Court in Dubrovnik judgment from February 2024 and accepting the plaintiff's claims. On 23 May 2024, based on the final judgment of the High Commercial Court, funds were transferred from the Company's account. On 28 May 2024, the Company filed a motion for permission to review the judgment of the High Commercial Court of the Republic of Croatia. In September 2024, the Supreme Court of the Republic of Croatia issued a decision rejecting the Company's motion for permission to file a proposal against the High Commercial Court's judgment. In the half year period 2024, the Company recorded expenses in the amount of EUR 4.1 million for the principal amount and default interest related to this legal dispute. The Company has filed within a timely manner a Administrative Complaint with the Administrative Court of the Republic of Croatia against the decision of the Supreme Court of the Republic of Croatia which rejected the permission for revision.

In the half year period 2025, the Company did not abolish provisions for legal disputes, while in 2024, provisions were abolished in the amount of EUR 893 thousand.

NOTE 12 – ASSOCIATES

The following table shows total capital and reserves and profit or loss for the last business year of associates as at 31 December 2024:

ASSOCIATES
(in thousands of EUR) Country Ownership Total capital
and reserves
Profit/loss
for the year2
Helios Faros d.d., Stari Grad Croatia 19.54% 51,529 (2,317)
Valamar A GmbH, Wien1 Austria 24.5% 19,400 (716)
Valamar Obertauern GmbH, Obertauern1 Austria 10% directly
/ 22.08% indirectly
3,640 -
WBVR Beteiligungs GmbH, Wien1 Austria 24.54% indirectly 4,055 (2)
Valamar Marietta GmbH, Klagenfurt am Wörthersee1 Austria 24.54% indirectly 1,501 (269)
Kesselspitze GmbH, Obertauern1 Austria 24.54% indirectly 33 -
Kesselspitze GmbH & Co KG, Obertauern1 Austria 24.54% indirectly 10,065 (662)

¹ Explained detailed in Note 1 – General information.

² The share in the result consists of the share in the result of Valamar Obertauern GmbH (reduced by 10% for minority interest) and in the result of Valamar A GmbH determined based on the preliminary financial statements. Associated Austrian companies are not subject to audit. The business year of mentioned companies lasts from 1 November to 31 October, but for the purposes of financial reporting, it was adjusted to the duration of the Group's business year.

NOTE 13 – RELATED PARTY TRANSACTIONS

Related party transactions were as follows:

GROUP
(in thousands of EUR) January – June 2024 January – June 2025
Sale of services
Associate with participating interest 1,485 530
1,485 530
Purchase of services
Associate with participating interest 118 1,631
Other related parties 47 38
165 1,669
As at
31 December 2024
As at
30 June 2025
Trade and other receivable
Associate with participating interest 416 265
416 265
Liabilities
Associate with participating interest 99 218
Other related parties 13 10
112 228
Loans and deposits given
Associate with participating interest 4,028 4,028
4,028 4,028
COMPANY
(in thousands of EUR) January – June 2024 January – June 2025
Sale of services
Subsidiaries 6,802 8,424
Associate with participating interest 1,485 530
8,287 8,954
Purchase of services
Subsidiaries 800 919
Associate with participating interest 118 1,631
Other related parties 45 33
963 2,583
Dividend income
Subsidiaries 4,883 4,883
4,883 4,883
As at
31 December 2024
As at
30 June 2025
Trade and other receivable
Subsidiaries 7,559 3,310
Associate with participating interest 416 265
7,975 3,575
Trade and other payables
Subsidiaries 57 414
Associate with participating interest 99 218
Other related parties 13 10
169 642
Loans and deposits given
Associate with participating interest 4,028 4,028
4,028 4,028

NOTE 14 – SUBSEQUENT EVENTS

The Company and the Group did not record any significant events after the balance sheet date.

CONTACTS

Valamar Riviera d.d. Investor Relations
Stancija Kaligari 1 Stancija Kaligari 1
52440 Poreč, Croatia 52440 Poreč, Croatia
T +385 52 408 000 T +385 52 408 159
F +385 52 451 608 F +385 52 451 608
[email protected] [email protected]
www.valamar.com www.valamar-riviera.com

www.valamar.com

Pical Resort 5*, Valamar Collection, Poreč, vizualizacija

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