AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

Younited Financial S.A.

Interim Report Sep 18, 2025

9883_ir_2025-09-18_bbfe4116-4e75-4876-b68e-9050f106f5a9.pdf

Interim Report

Open in Viewer

Opens in native device viewer

Younited Financial S.A. Interim Consolidated Report

1

SUMMARY

MESSAGE FROM YOUNITED FINANCIAL'S CEO 3
1. RESPONSABILITY STATEMENT 5
2. HALF YEAR MANAGEMENT REPORT 6
3. CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR
ENDED JUNE 30, 2025 9
CONDENSED INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION 9
CONDENSED INTERIM CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME 10
CONDENSED INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 11
CONDENSED INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS 12
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE
HALF-YEAR ENDED JUNE 30, 2025 13
Note 1. Basis of accounting 13
Note 2. Scope of consolidation 14
Note 3. Operating segments 14
Note 4. Net interest income 15
Note 5. Net income from financial instruments at FVTPL 16
Note 6. Revenue from contracts with customers 16
Note 7. Other operating expenses 17
Note 8. Share-based payments arrangements 17
Note 9. Fair value of financial instruments 21
Note 10. Financial Risk Review 24
Note 11. Property and equipment 27
Note 12. Intangible assets 28
Note 13. Equity 29
Note 14. Financial instruments 30
Note 15. Off balance sheet 33
4. KPMG REPORT ON THE REVIEW OF THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS 34

MESSAGE FROM YOUNITED FINANCIAL'S CEO

CEO's Letter to Shareholders Younited Group – H1 2025 Interim Report

Dear Shareholders,

Business model pivot, Ecosystem Expansion, and Responsible Growth

The first half of 2025 has been a turning point for Younited. We executed our pivot from a "originate to distribute" to balance-sheet model, improved profitability, expanded our ecosystem with the acquisition of Helios, accelerated Younited Pay, and earned B-Corp certification — milestones that position us for sustainable growth and profitability.

Executing Our Strategy

Business model pivot: We have increased resilience by reducing reliance on external debt capital markets. Today, our lending is largely financed through our own balance sheet, leveraging customer term deposits. This shift enables us to capture the full credit margin while making Younited more resilient to market volatility.

Growth capital at work: The growth capital we raised in late 2024 is producing good results. Loan origination volumes1 increased by 24% during H1 2025 to €629 million vs. €507 million in H2 2024, confirming both strong customer demand and the scalability of our platform.

Path to profitability: Higher origination volumes, coupled with full margin retention, have materially improved our bottom line. We increased our total revenues2 by +48% during H1 2025 to €85 million vs. €57 million in H2 2024. At the same time we maintained a tight cost discipline, which resulted in a strong reduction in adjusted net loss3 to -€10 million in H1 2025, compared with -€37 million in H2 2024. This positive trend strengthens our conviction that Younited will deliver net income profitability by Q4 20254 .

Ecosystem Expansion: Helios

In May we acquired Helios, a leading green digital banking platform in France. This marks our transition from a single-product lender to a full-spectrum consumer finance ecosystem. Helios extends our offer into current and savings accounts, life insurance, budgeting tools, and sustainable cashback with 120+ partners. These products give us access to mass-market segments (80% of French households hold savings; 40% life insurance) while reinforcing our positioning as Europe's most responsible fintech.

1 "Loan origination" or "GMV" (unaudited metric) is defined as the total amount (€) of all loans extended during the period.

2 Total revenue is IFRS revenue with interest expenses added back and minus non-recurring items embedded in IFRS revenue lines. 3 Excluding non-recurring items (such as Helios transaction and integration costs) and share-based payments.

4 Younited's ambition is to achieve a positive Adjusted Net Income in the fourth quarter of the year ending 31 December 2025, excluding Helios and other related transaction / integration costs, compared to a negative Adjusted Net Income of €49 million for the year ending December 31, 2024. As a reminder, Adjusted net income is a non-IFRS measure. This measure is useful to readers of the Group's financial statements as it provides a measure of results excluding certain items that management believes are outside of its recurring operating activities consisting of Non-recurring items and of Non-cash expenses settled in capital instruments. See consolidated accounts for definition of Non-recurring items and Non-cash expenses settled in capital instruments.

Accelerating Younited Pay

During H1 2025, we scaled Younited Pay through a network of 10+ technology partners and plugins now live on Shopify, PrestaShop, WooCommerce, and Magento. Today, 75% of instalment payment volumes flow through this partner ecosystem, delivering frictionless deployment for thousands of merchants. Customer satisfaction remains high (4.7/5) and merchant NPS exceeds 70%, confirming the product's impact on both conversion and loyalty.

Recognition as a Certified B Corp

During May 2025, Younited was certified as a B Corp across all European entities. Scoring above 100 points on our first certification, we were recognized for:

  • Offering regulated, amortizing, transparent credit to protect consumers
  • Expanding financial inclusion through open banking and inclusive scoring
  • Promoting financial education with coaching tools

This recognition reflects our long-standing conviction that performance and societal impact go hand in hand.

Looking Ahead

For the remainder of 2025, we will:

  • Continue to scale profitably in our core lending markets and segments
  • Broaden Younited Pay's reach across channels
  • Integrate Helios to accelerate our ecosystem strategy
  • Maintain cost discipline to achieve profitability during Q4 2025

Closing

To our shareholders, clients, partners, and employees — thank you for your trust and commitment. Together we are building a financial ecosystem that is fast, transparent, responsible, and sustainable.

Sincerely,

Charles Egly

Charles Egly Chief Executive Officer Younited Financial

1. RESPONSABILITY STATEMENT

1.1. Persons responsible for the Half Year Interim Report

Charles Egly - Chief Executive Officer.

Xavier Pierart - Chief Financial Officer.

1.2. Statement by the persons responsible for the Half Year Interim Report

We confirm to the best of our knowledge that:

The consolidated financial statements of Younited Financial S.A. presented in this Management Report and established in conformity with the International Financial Reporting Standards as adopted by the European Union give a true and fair view of the assets, liabilities, financial position and results of Younited Financial S.A. and the undertakings included within the consolidation taken as a whole; and

The management report presented includes a fair review of the development and performance of the business and position of Younited Financial S.A. and the undertakings included within the consolidation taken as a whole, together with a description of the principal risks and uncertainties they face.

Group Chief Executive Officer Mr. Charles Egly September 18th, 2025

Group Chief Financial Officer Mr. Xavier Pierart September 18th, 2025

2. HALF YEAR MANAGEMENT REPORT

2.1. The Company's activities

Younited Financial S.A. (hereinafter referred to as 'the Company') is a public limited liability company (société anonyme) existing under the laws of the Grand Duchy of Luxembourg. The Company was initially incorporated as a special-purpose acquisition company (SPAC) under the laws of the Cayman Islands.

On December 20, 2024, the Company completed the acquisition of Younited S.A. under the terms of the Business Combination Agreement signed on October 7, 2024 (as amended on November 29, 2024) and after the Company converted on December 12, 2024, to a public limited liability company (société anonyme) under the laws of Luxembourg without disruption of its legal personality.

With the acquisition, the Company and Younited S.A. now form a group (referred to as "Younited" or "the Group"), combining their strengths to expand across Europe.

As a European Central Bank (ECB) authorized credit institution that is supervised by the French Central Bank Autorité de Contrôle Prudentiel et de Résolution (ACPR), Younited S.A. benefits from the single regulatory framework applicable in all countries throughout the European Economic Area.

Younited mission is to reinvent consumer lending in Europe by making it as seamless and instant as any modern payment method. Since inception in 2012, Younited has built a leading platform across four European markets – France, Italy, Spain and Portugal – powered by advanced credit scoring algorithms, artificial intelligence, open admin and open banking (PSD2) data. The core ambition remains unchanged: to deliver fast, transparent, and responsible financial solutions that improve the well-being of European households.

Since its founding, Younited has become a trusted leader in the European consumer credit space, proudly serving over 1.8 million customers across the European Union. As of 30 June 2025, the company has originated over €7.5 billion in loan origination (or "GMV", Gross Merchandise Volume), with €0.6 billion in loan originations in H1 2025. Notably, 38% of Younited's GMV now originates from outside France, underscoring the success of Younited's pan-European expansion strategy.

At the heart of the success is a powerful, scalable technology platform powered by open banking data, cuttingedge APIs, and AI-driven credit scoring. This enables Younited to deliver seamless, transparent financial products across multiple markets, including instant credit, point-of-sale financing, and insurance solutions.

Younited's diverse customer acquisition model, which includes direct-to-consumer channels, partnerships with financial institutions, and collaborations with merchants, ensures that the products are easily accessible and adaptable across different regions and business sectors.

The continued focus on responsible lending practices, customer-centric products, and strong corporate culture positions Younited for long-term success across Europe.

2.2. Risk factors

The main risks and uncertainties to which the Group may be exposed during the remaining six months of fiscal year 2025 are presented in Section 4 "Principal Risks" of the Company's 2024 Annual Report filed with the regulator in Luxembourg and also available on our website Investor Relations - Younited.

2.3. Financial performance review

Despite a complex macroenvironment during the period, Younited delivered the following results in H1 2025:

  • Gross Merchandise Volume (GMV): €629 million
  • Total Revenue: €70.8 million
  • Net Income of the period: € (11.4) million
  • CET1 ratio: 20.8%5

The first half of the year was dedicated to implementing the strategy defined in 2024 as part of the Business Combination, namely reorganizing the refinancing model and increasing credit origination with the goal of achieving profitability in Q4 2025.

Consumer loan origination during the first half of the year increased by 25% compared to the previous semester to €629 million from €505 million.

In terms of portfolio optimization, Younited completed a "Significant Risk Transfer" public securitization in Italy in March 2025, sold NPL portfolios in France, and divested its German credit portfolio both performing and non-performing.

These actions combined with the fresh capital injected in 2024 increased Younited's on-balance-sheet lending capacity. Total assets increased from €1.2 billion as at December 31, 2024 to €1.5 billion at the end of June 2025.

On May 21st, 2025, Younited S.A. included all of its branches (France, Italy, Spain and Portugal) announced it had become a B Corp certified company, an international recognition that distinguishes companies that combine economic performance and positive societal impact. This certification follows a rigorous audit process. It recognizes Younited's 15-year commitment to a more ethical, responsible and transparent finance, and reaffirms Younited's desire to sustainably reinvent the traditional model of consumer credit, placing social, environmental and governance impact at the heart of its mission.

2.4. 2025 Outlook

The European Central Bank (ECB) continued its rate cutting cycle in H1 2025 with the main refinancing rate reducing to 2% in June 2025 down from 3% in January 2025.

Inflation pressures continue to ease in the first half of 2025; the Consumer Price Index (CPI) improved to 0.9% in June 2025 in France and 1.7% in Italy, in line with the ECB's long-term objective of maintaining inflation below 2%.

GDP growth for 2025 is projected at 0.6% down for France and Italy vs. 2024. The growth is expected to be supported by domestic demand, but macroeconomics remain fragile due to global uncertainties and US tariffs.

Younited's ambition is to achieve a positive Adjusted Net Income in the fourth quarter of the year ending 31 December 2025 excluding Helios and other related transaction / integration costs, compared to a negative Adjusted Net Income of €49 million for the year ending December 31, 2024.

5 at the level of the authorized and regulated French Younited S.A. entity, derived from statutory accounts prepared in accordance with French GAAP as at June 30 2025 as per CRR

Adjusted net income is a non-IFRS measure. This measure is useful to readers of the Group's financial statements as it provides a measure of results excluding certain items that management believes are outside of its recurring operating activities consisting of Non-recurring items and of Non-cash expenses settled in capital instruments.

Non-cash expenses settled in capital instruments consist of share-based payment expenses accounted for under IFRS 2 as well as unrealized gains and losses on financial liabilities which will be settled in the Company own capital instruments.

Non-recuring items refer to expenses incurred as part of a significant reorganization of the Group, which may include costs related to workforce reductions, contract terminations, and other one-time expenses necessary to implement structural changes.

2.5. Events after the reporting period

On July 21st, 2025, Younited Financial S.A. announced the completion of the acquisition of 100% of the share capital of Helios SAS, a pioneer of a new sustainable model offering current accounts with payment cards, shared and premium accounts, as well as life insurance products.

In September 2025, Younited S.A. set up a warehouse financing facility with CitiBank, allowing the diversification of its funding sources through the mobilization of French and Italian loans. The 5-year facility allows for an initial 12-month ramp-up period and the drawing of up to €400 million in secured financing, enabling continued diversification of its funding sources.

3. CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED JUNE 30, 2025

CONDENSED INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As of As of
June 30, December 31,
(in € thousands) Note 2025 2024
Assets
Cash, due from central banks 14 121,185 193,433
Financial assets at FVTPL 14 85,091 86,837
Loans and advances to financial institutions 14 123,629 83,413
Loans and advances to customers at FVOCI 14 822,748 458,150
Loans and advances to customers at amortised cost 14 189,545 274,888
Property and equipment 11 10,118 11,740
Intangible assets 12 31,296 34,117
Other assets 14 86,829 81,870
TOTAL ASSETS 1,470,443 1,224,448
Liabilities
Financial liabilities at FVTPL 14 6,637 12,181
Loans and deposits from financial institutions 14 60,070 60,611
Deposits from deposit holders 14 1,115,215 832,722
Other liabilities 14 53,791 79,846
Provisions 501 615
TOTAL LIABILITIES 1,236,214 985,975
Equity
Share capital 13 691 691
Share premium 13 340,378 340,376
Other equity instruments - -
Reserves and retained earnings (100,248) (27,483)
Loss for the period (9,050) (83,439)
Other comprehensive income 2,458 8,329
TOTAL EQUITY 234,229 238,474
TOTAL LIABILITIES AND EQUITY 1,470,443 1,224,448

CONDENSED INTERIM CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

Six-month period ended
June 30,
(in € thousands) Note 2025 2024
Interest income calculated using the effective interest
method 4 46,436 39,673
Interest expense 4 (14,091) (14,887)
Net interest income 32,345 24,787
Net gains and losses from financial instruments at FVTPL 5 9,684 1,370
Net gains and losses from financial instruments at FVOCI 5,982 (1,439)
Income from other activities 6 28,494 27,849
Revenue 76,506 52,567
Personnel expense (20,832) (18,508)
Other operating expenses 7 (20,498) (17,292)
Depreciation and amortisation expenses 11, 12 (13,284) (12,478)
Impairment losses on financial instruments (31,088) (16,629)
Loss before tax (9,196) (12,341)
Income tax expense 146 (363)
Loss for the period (9,050) (12,704)
Earnings per share6
Basic earnings per share (€) (0.27) (0.54)
Diluted earnings per share (€) (0.27) (0.54)
Loss for the period (9,050) (12,704)
Other comprehensive income
Items that may be reclassified to profit or loss
Revaluation of debt instruments at FVOCI:
Revaluation differences of the period 3,968 (2,157)
Reclassified into income (1,523) 1,439
Total items that may be reclassified to profit or loss 2,445 (718)
Items that will not be reclassified to profit or loss
Actuarial gains and losses on defined benefit plans 13 (11)
Total items that will not be reclassified to profit or loss 13 (11)
Total other comprehensive (loss)/ income for the period 2,458 (729)
Total comprehensive (loss)/ income for the period (6,592) (13,433)

6 The potentially dilutive instruments have not been included in the calculation of diluted shares because they would be anti-dilutive according to IAS 33.41.

(in € thousands) Share capital Share premium Other equity
instruments
Loss for the
period
Reserves and
retained
earnings
Total equity
Balance at January 1, 2024 273 181,260 289 (49,679) 11,240 143,383
Loss for the period -
-
- (12,704) - (12,704)
Transfer -
-
- 49,679 (49,679) -
Increase in capital -
-
- - - -
Equity-settled share-based payment -
-
- - - -
Remeasurement of defined benefit liability -
-
- - (11) (11)
Change in other comprehensive income -
-
- - (718) (718)
Other movements -
-
- - - -
Balance at June 30, 2024(1) 273 181,260 289 (12,704) (39,168) 129,950
Balance at January 1, 2025(1) 691 340,376 - (83,439) (19,154) 238,474
Loss for the period -
-
- (9,126) - (9,126)
Allocation of net result of 2024 -
-
- 83,439 (83,439) -
Increase in capital 0 78 - - - 78
Equity-settled share-based payment -
-
- - 2,397 2,397
Remeasurement of defined benefit liability -
-
- - 13 13
Change in other comprehensive income -
-
- - 2,445 2,445
Other movements -
(76)
- 76 (52) (52)
Balance at June 30, 2025 691 340,378 - (9,050) (97,790) 234,229

CONDENSED INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

(1) The main changes for 2024 occurred in H2 and are disclosed in the 2024 Annual Report, they stemmed from the end of year capital reorganisation between Younited S.A and Iris Financial to form the business combination Younited Financial.

CONDENSED INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS

Six-month period ended
June 30,
(in € thousands) Note 2025 2024
Cash flows from operating activities
Loss for the period (9,050) (12,704)
Adjustments for:
Net depreciation and amortisation 10, 11 13,284 12,479
Net impairment loss on loans and investment securities 31,088 16,629
Net interest income 4 (32,346) (24,787)
Net gain (loss) on loans and investment securities at FV (17,412) 51
Equity-settled share-based payment transactions 2,397 717
Other income and expense 3,652 (734)
Net change in loans and advances to financial institutions
and customers
14 (298,166) 88,908
Net change in loans and deposits from financial institutions
and investors
14 281,952 (241,118)
Other assets, liabilities and provisions 14 (24,083) (11,452)
Net interest received (paid) 13,882 23,543
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (34,802) (148,470)
Cash flows from investing activities
Net change in investment securities 1,746 9,638
Investment in property and equipment, and intangible assets 2,889 (11,657)
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES 4,635 (2,019)
Cash flows from financing activities
Proceeds from increase in capital 76 25,470
Repayment of lease liabilities (1,942) (1,858)
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES (1,865) 23,612
Net increase (decrease) in cash, due from central banks (32,032) (126,877)
CASH AND CASH EQUIVALENTS AT OPENING 276,846 310,281
CASH AND CASH EQUIVALENTS AT CLOSING 244,814 183,404

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED JUNE 30, 2025

Note 1. Basis of accounting

Note 1.1. Group presenting the condensed interim consolidated financial statements

Younited Financial S.A. (formerly known as RA Special acquisition Corporation and then Iris Financial), (the Company) is a public limited liability company (société anonyme) existing under the laws of the Grand Duchy of Luxembourg ("Luxembourg"). The Company was transferred on December 12, 2024 from the Cayman Islands to Luxembourg without disruption of its legal personality. It has its current registered office at 17, Boulevard Friedrich Wilhelm Raiffeisen, L2411 Luxembourg and registered with the Luxembourg Trade and Companies Register (Registre de Commerce et des Sociétés de Luxembourg) under number B292237.

The condensed interim consolidated financial statements as at June 30, 2025, comprise the Company which is the legal parent of the group and, further to the Business Combination that took place on 20th December 2024, Younited S.A. that then became its sole subsidiary7 (together referred to as the 'Group' or 'Younited'). These condensed interim consolidated financial statements have been approved and authorized for issue by the Board of Directors on 18th September 2025.

Younited is one of the leading instant credit providers in Europe. Constant innovation, cuƫting-edge technology and exceptional user experience have allowed over one million customers to have access to instant, simple and transparent credit to refurbish their homes, go on vacation, buy a new smartphone, or bring any other project to life. Younited provides instant credit throughout the customer journey, shopping, or banking, online or in-store, with a single Younited customer experience. Younited operates through branches in four European countries (France, Italy, Spain and Portugal).

Note 1.2. Basis of preparation

The financial half year contains the period from 1st January to 30th June 2025 in accordance with International Financial Reporting Standards ("IFRS Accounting Standards") and with the IAS 34 "Interim financial reporting" endorsed by the European Union as at 30th June 2025. The financial statements have been prepared on a going concern basis.

The condensed interim consolidated financial statements were prepared based on the same accounting policies as those applied in the consolidated financial statements as of 31st December 2024, except for specific requirements provided by IAS 34. New standards, interpretations or amendments effective beginning 1st January 2025 did not have a significant impact on the Group's condensed consolidated financial statements as of 30th June 2025. Standards, interpretations or amendments published by the

7 The acquisition of Helios SAS took place after the end of the reporting period as detailed in note 2.5 Events after the reporting period.

IASB, effective beginning 1st January 2025, not yet approved by the EU, would not have a significant impact on the condensed interim consolidated financial statements as of 30th June 2025. The Group has not early adopted any standards, interpretations or amendments.

All amounts have been rounded to the nearest thousand, unless otherwise indicated. Due to rounding, in some cases the individual figures presented may not add up precisely to the totals provided.

Note 1.3. Accounting estimates and judgements

The preparation of condensed interim consolidated financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates.

In preparing these condensed interim consolidated financial statements, the material judgements made by the management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the consolidated financial statements as at 31st December 2024.

The information on significant discretionary decisions, estimates and assumptions in the notes to the Annual Report 2024 still applies. Younited Financial management is of the opinion that the additional estimates and discretionary decisions required by the current geopolitical uncertainties take appropriate account of the currently foreseeable macroeconomic environment.

Note 2. Scope of consolidation

The entities within the scope of consolidation are as follows:

2025 2024
Company Country % of control Consolidation
Method
% of control Consolidation
Method
Younited Financial
S.A.
Luxembourg 100% Full
consolidation
100% Full
Consolidation
Younited S.A. France 100% Full
consolidation
100% Full
consolidation

Note 3. Operating segments

According to IFRS 8, segment information is based on internal management information used by the Board of Directors, the Group's operating decision-maker. The Group is managed on a basis reflecting its global activity which is then classified as a single operating segment.

The table below sets out a breakdown of revenue of the Group by country. Such breakdown is not representative of segment information and only corresponds to geographical areas where our branches are located.

Six-month period ended
June 30,
(in € thousands) 2025 2024
France 33,336 29,132
Italy 23,135 11,859
Spain 7,373 6,139
Germany 2,720 2,517
Portugal 4,275 2,920
Others 5,666 -
Total Revenue 76,506 52,567
Including Income from other activities 28,494 25,477

Note 4. Net interest income

The tables below set out the breakdown of interest income and expenses by underlying type of financial instruments:

Six-month period ended
June 30,
(in € thousands) 2025 2024
Interest income
Cash, due from central banks 2,236 4,342
Financial assets measured at amortised cost 15,038 16,972
Financial assets measured at FVOCI 29,161 18,359
Total interest income 46,436 39,673
Interest expense
Financial liabilities measured at amortised cost (14,091) (14,887)
Total interest expense (14,091) (14,887)
Net interest income 32,345 24,787

Note 5. Net income from financial instruments at FVTPL

Net income from financial instruments at FVTPL, for the six months ended June 30, 2025 and 2024 are as follows:

Six-month period ended
June 30,
(in € thousands) 2025 2024
Net
income from
financial instruments mandatorily
measured at FVTPL
Instruments at fair value Level 1 3,269 1,370
Instruments at fair value Level 2 - -
Instruments at fair value Level 3 6,415 -
Total net income from financial instruments mandatorily
measured at FVTPL
9,684 1,370

The Net income from financial instruments held at FVTPL has increased over the comparable periods by +8,3m€, driven mostly by re-evaluation of sponsor and public warrants at level 3 and by proceeds on SPV shares and HQLA funds held at level 1.

Note 6. Revenue from contracts with customers

Revenue from contracts with customers, for the six months ended June 30, 2025 and 2024 is as follows:

Six-month period ended
June 30,
(in € thousands) 2025 2024
Access to the platform 11,546 8,245
Insurance distribution 6,452 7,263
Leads sales 3,436 3,289
Asset management 2,422 2,372
Sub-rent income 1,668 1,524
Professional services 54 1,012
Other 2,917 4,143
Total Income from other activities 28,494 27,849

Note 7. Other operating expenses

Other operating expenses, net for the six months ended June 30, 2025 and 2024 are as follows:

Six-month period ended
June 30,
(in € thousands) 2025 2024
General administrative expenses (20,104) (15,997)
Software licensing and other IT costs (290) (601)
Other expenses (103) (693)
Total (20,498) (17,292)

The increase in General administrative expenses is primarily driven by an increase in external operations costs incl. recovery as well as consulting fees.

Note 8. Share-based payments arrangements

Share-based payments arrangements

In accordance with IFRS 2 'Share-based payment', equity share-based payments are measured at the fair value of the equity instruments granted at the grant date. The fair value is determined using appropriate valuation models, taking into account the terms and conditions of the grant.

The fair value of the share-based payment is recognized as an expense in the income statement over the vesting period when the service or performance conditions are fulfilled, with a corresponding increase in equity. For share-based payments granted to non-employees, the expense is recognized over the period in which the services are rendered or as the Group receives the benefit.

At each reporting date, the Group reassesses its estimates of the number of instruments expected to vest, and any adjustments are recognized in profit or loss over the remaining vesting period.

No expense is recognized for awards that do not ultimately vest, except for awards where vesting is conditional upon a market condition or a non-vesting condition.

Cash-settled share-based payment arrangements, if any, are measured at fair value at each reporting date, with the corresponding liability recognized in the balance sheet and changes in fair value recognized in profit or loss.

As at end of period
(in € thousands) 2025 2024
Management incentive plan (1,541) (1,055)
Listing expense (29,934)
Management incentive plans prior to the closing (717)
Long term incentive plan (856)
Total (2,397) (31,706)

1. Reconciliation of equity-settled share-based payments awards

Below is the reconciliation of the free share awards for the half-years ended June 30, 2025 and December 31, 2024. Fair value is measured at grant date of the instruments:

As of June 30, As of December 31,
2025 2024
Number of Weighted Total FV Number Weighted Total FV
Awards average FV (in €) (in € thousands) of Awards average FV (in €) (in € thousands)
Outstanding at January 1 703,921 3.2 2,220 57,223 80.9 4,630
Granted during the period 1,850,191 3.5 6,521 708,625 3.1 2,225
Exercised during the period - - - (25,668) 179.2 (4,599)
Forfeited during the period (130,424) 2.6 (345) (36,259) 1.0 (36)
Outstanding at period end 2,423,688 3.5 8,396 703,921 3.2 2,220
Change in Fair Value - 0.8 1,833 - - -
Outstanding at period end at FV 2,423,688 4.2 10.229 - - -

Below is the reconciliation of the option awards for the half-years ended June 30, 2025 and December 31, 2024:

As of June 30, As of December 31,
2025 2024
Number of options Weighted average
exercise price
Number of
options
Weighted average
exercise price
Outstanding at January 1 - - 133,048 194.7
Granted during the period - - - -
Exercised during the period - - - -
Forfeited during the period - - (133,048) 194.7
Outstanding at period end - - - -

2. Management & Long-Term Incentive Performance plans

The Group has implemented a share-based compensation plan under which eligible employees receive free share awards. A portion of these awards vests 12 months after the grant date without any performance or service conditions, while the remainer consists of Class C Shares. The conversion of Class C Shares into Company Ordinary Shares is contingent on (i) achieving performance market conditions (€10, €13, and €16 for Class C1, Class C2, and Class C3, respectively) within the 36 months post-closing, and (ii) on a service condition as beneficiaries must have been continuously employed at the time the market condition is satisfied.

Under IFRS 2 'Share-based payment' the management incentive plan is classified as an equity-settled share-based payment as settlement occurs in shares of the Company rather than in cash.

The Management Plan represents a total of 356,784 Company Ordinary Shares and 1,084,892 Class C Shares, of which 160,509 Ordinary Shares and 543,412 Class C Shares (ow. 25% of Class C1, 25% of Class C2 and 50% of Class C3) were granted as part of Management Earn-out Plan-1 (MEOP-1) by the Board of Directors held December 19, 2024. The fair value of the consideration granted by the Board of Directors was determined by an independent valuation specialist at €6.43 per Ordinary Share and €2.81, €2.24, and €1.85 per Class C1, Class C2, and Class C3 Shares, respectively. This results in an overall share-based payment of €2,220 thousand.

The second part of the Management Plan represents the remaining 196,275 Ordinary Shares and 541,580 Class C shares (ow. 25% of Class C1, 25% of Class C2 and 50% of Class C3) were granted as part of Management Earn-Out Plan-2 by the Board of Directors held March 10, 2025. The fair value of the consideration granted by the Board of Directors was determined by an independent valuation specialist at €6.43 per Ordinary Share and €2.81, €2.24, and €1.85 per Class C1, Class C2, and Class C3 Shares, respectively. This results in an overall share-based payment of €2,446 thousand.

The Long-Term Incentive Plan (LTIP) represents a total of 362,812 Ordinary Shares and 725,625 Class C shares (ow. 25% of Class C1, 25% of Class C2 and 50% of Class C3) were granted by the Board of Directors held April 3rd, 2025. The fair value of the consideration granted by the Board of Directors was determined by an independent valuation specialist at €6.43 per Ordinary Share and €2.81, €2.24, and €1.85 per Class C1, Class C2, and Class C3 Shares, respectively. This results in an overall sharebased payment of €4,075 thousand.

The Ordinary Shares are considered fully vested at grant, as no performance or service conditions apply whereas the estimated vesting periods for each Class C Share category have been determined based on the expected time for satisfaction of performance conditions as set out in the workings performed by the independent valuation specialist. The vesting period is estimated at 1.29 years for Class C1 Shares, 1.56 years for Class C2 Shares, and 1.78 years for Class C3 Shares.

The following table provides the breakdown of Ordinary Shares, and Class-C shares granted for all three plans:

Ordinary
Shares
Class C-1 Class C-2 Class C-3
Number of instruments granted 719,596 452,619 452,619 905,279
Number of instruments received - - - -
Number of instruments forfeited 16,016 22,340 22,340 69,728
Vesting period (years) 1.00 1.29 1.56 1.78
Conservation period N/A N/A N/A N/A
Fair value at grant date (€) 6.43 2.81 2.24 1.85

The table below reflects the expense included in the financial statements regarding the plan:

As at period end
(in € thousands) 2025 2024
Management and long-term incentive plan (2,397) (1,055)
Total (2,397) (1,055)

Valuation assumptions used to develop the estimate are detailed below and apply to all Class C1, C-2 and C-3 shares in all granted plans as at 30/06/2025:

Class C-1 Class C-2 Class C-3
Valuation method Monte Carlo Monte Carlo Monte Carlo
Risk free rate (%) 2.30% 2.30% 2.30%
Vesting period (years) at granting date 1.29 1.56 1.78
Unlevered volatility (%) 28.70% 28.70% 28.70%

Note 9. Fair value of financial instruments

1. Determining fair value of financial instruments

IFRS 13 'Fair value measurement' defines fair value as "the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date".

At initial recognition of a financial asset or liability, its fair value is assumed to be the transaction price.

During subsequent measurements, the standard recommends giving priority to quoted prices in active markets to determine the fair value of a financial asset or liability, or, if these data are not available, to valuation techniques based on observable market inputs.

An active market is defined as one in which transactions take place for the asset or liability with sufficient frequency and trading volume to provide continuous price information. In application of this definition, a market will be considered as active if the prices are easily and regularly available from a stock market, broker, trader, negotiator or regulatory agency, and if these prices represent actual and regular transactions on the market under normal competitive conditions.

In the absence of an active market, the most commonly used valuation techniques include reference to recent transactions in a normal market context, the fair values of similar instruments, discounted cash flow models and option pricing models, or the use of internal models in the case of valuations based on meaningful unobservable inputs of the value of the instruments concerned.

For the needs of financial reporting, IFRS 13 'Fair value measurement' introduces a three-level fair value hierarchy, based on the decreasing order of observability of the values and parameters used for valuation. Some instruments can use inputs available at several levels, in which case the fair value measurement is categorised at the lowest level input that is significant to the entire measurement, based on the application of judgment.

Level 1: fair value is determined using quoted prices in an active market that are immediately accessible and directly usable.

Level 2: the instruments are measured using valuation techniques whose significant inputs are observable on the markets, directly (prices) or indirectly (derived from prices).

Level 3: this level includes the instruments valued on the basis of significant parameters that are not observable on the markets, for example in the absence of liquidity of the instrument, risks inherent in measurement model or in the inputs used. Unobservable inputs shall be the subject of internal assumptions that best reflect the assumptions that market participants would use when pricing the asset or liability. Developing these assumptions calls for judgment.

Investment securities measured at FVTPL are ranked level 1, while loans and advances to customers are categorised in level 3.

The following table provides the breakdown of financial instruments measured at fair value at each reporting date, by their level in the fair value hierarchy. The amounts are based on the values recorded in the consolidated statement of financial position.

As of June 30,
2025
(in € thousands) Level 1 Level 2 Level 3 Total
Loans and advances to customers at FVOCI - - 822,748 822,748
Retail customers - - 822,748 822,748
Financial assets at FVTPL 85,091 - - 85,091
Financial assets at FVTPL 85,091 - - 85,091
Financial liabilities at FVTPL - - 6,637 6,637
Public warrants - - 3,144 3,144
Sponsor warrants - - 3,493 3,493
As of December 31,
2024
(in € thousands) Level 1 Level 2 Level 3 Total
Loans and advances to customers at FVOCI - - 458,150 458,150
Retail customers - - 458,150 458,150
Financial assets at FVTPL 86,837 - - 86,837
Financial assets at FVTPL 86,837 - - 86,837
Financial liabilities at FVTPL - - 12,181 12,181
Public warrants - - 5,883 5,883
Sponsor warrants - - 6,298 6,298

During the reporting period, there were no transfers of financial instruments between the different levels of the fair value hierarchy.

2. Level 3 fair value measurements

As of June 30,
2025
(in € thousands) Loans and
advances to
customers at
FVOCI
Financial
Liabilities at
FVPL
Balance at January 1, 2025 458,150 12,181 470,331
Amortisation & Depreciation (99,121) - (99,121)
Originated or purchased 493,712 - 493,712
Derecognised (32,439) - (32,439)
FV remeasurement 2,445 (5,544) (3,099)
Balance at June 30, 2025 822,748 6,637 829,384
As of December 31,
2024
(in € thousands) Loans and
Financial
advances to
liabilities at
customers at
FVTPL
FVOCI
Total
Balance at January 1, 2024 477,287 - 477,287
Amortisation and Depreciation (165,593) - (165,593)
Originated or purchased 230,184 12,181 242,365
Derecognised (92,009) - (92,009)
FV remeasurement 8,281 - 8,281
Balance at December 31, 2024 458,150 12,181 470,331

3. Financial instruments not measured at fair value

The following table sets out the fair values of financial instruments not measured at fair value and analyses them by the level in the fair value hierarchy in which each fair value measurement is categorized:

(in k thousands) Valuation
Technique
Significant
unobservable
input
Level 3 Total fair
value
Total
carrying
amount
June 30, 2025
Assets
Loans and advances to customers at amortized cost
Discounted
cash flow
Credit-Risk
adjusted
discount rate
192,314 192,314 189,421
Liabilities
Loans and deposits from financial institutions
Deposits from deposit holders
Discounted
cash flow
Discount Rate
Discount Rate 1,111,221 1,111,221 1,115,215
60,070 60,070 60,070
December 31, 2024
Assets
Loans and advances to customers at amortized cost
Discounted
cash flow
Credit-Risk
adjusted
discount rate
274,913 274,913 274,888
Liabilities
Loans and deposits from financial institutions
Deposits from deposit holders
Discounted
cash flow
Discount Rate
Discount Rate
60,611
836,878
60,611
836,878
60,611
832,722

Note 10. Financial Risk Review

1. Credit quality analysis

During the reporting period, there were no transfers of financial instruments between the different levels of the fair value hierarchy. The following tables set out information about the credit quality of financial assets measured at amortised cost and at FVOCI broken down by grade at origination for each reporting date. Unless specifically indicated, the table represents gross carrying amounts of financial assets.

As of June 30,
2025
(in € thousands) 12-month
PD
ranges
Stage 1 Stage 2 Stage 3 o/w
Purchased
credit
impaired
Total
Loans and advances to customers
Grades A1-A3: Strong 0 to 3% 366,022 7,272 9,409 2,035 382,703
Grades A4-A6: Satisfactory 3 to 6% 332,282 48,356 36,319 6,577 416,957
Grades A7 and lower: Higher risk 6 to 9% 165,845 94,993 109,444 9,036 370,282
Gross carrying amount 864,149 150,621 155,172 17,648 1,169,942
Loss allowance Amortised cost (21,998) (18,452) (129,112) (14,232) (169,562)
Fair Value adjustment 7,819 2,826 1,269 15 11,913
Net Carrying amount 849,036 134,995 27,329 3,431 1,012,293
As of December 31,
2024
(in € thousands) 12-month
PD
ranges
Stage 1 Stage 2 Stage 3 o/w
Purchased
credit
impaired
Total
Loans and advances to customers
Grades A1-A3: Strong 0 to 3% 271,714 5,072 16,184 0,342 292,970
Grades A4-A6: Satisfactory 3 to 6% 196,014 66,945 48,565 0,748 311,524
Grades A7 and lower: Higher risk 6 to 9% 113,152 91,593 114,652 1,628 319,397
Gross carrying amount 580,880 163,611 179,401 2,718 923,891
Loss allowance Amortised cost (17,367) (27,415) (155,534) (2,570) (200,315)
Fair Value adjustment 5,791 2,037 1,633 9 9,461
Net Carrying amount 569,305 138,233 25,500 157 733,038
As of June 30,
(in € thousands) Loans and
advances to
customers at
FVOCI
Financial
Liabilities at
FVPL
Total
Balance at January 1, 2025 458,150 12,181 470,331
Amortisation & Depreciation (99,121) - (99,121)
Originated or purchased 493,712 - 493,712
Derecognised (32,439) - (32,439)
FV remeasurement 2,445 (5,544) (3,099)
Balance at June 30, 2025 822,748 6,637 829,384
As of December 31,
2024
(in € thousands) Loans and
Financial
advances to
liabilities at
customers at
FVTPL
FVOCI
Total
Balance at January 1, 2024 477,287 - 477,287
Amortisation and Depreciation (165,593) - (165,593)
Originated or purchased 230,184 12,181 242,365
Derecognised (92,009) - (92,009)
FV remeasurement 8,281 - 8,281
Balance at December 31, 2024 458,150 12,181 470,331
(in € thousands) Valuation
technique
Significant
unobservable
Rate
Effect on OCI
input
Description of
how effect was
calculated
June 30, 2025
Loans and advances to
customers
Discounted
cash-flow
Credit-risk
adjusted
discount rate
5.4% 12.92 (12.45) +/- 100 bps
included in the
discount rate
December 31, 2024
Loans and advances to
customers
Discounted
cash-flow
Credit-risk
adjusted
discount rate
6.4% 6.77 (6.54) +/- 100 bps
included in the
discount rate

2. ECL methodology and amounts arising from ECL

The Company incorporates forward-looking information into both the assessment of whether the credit risk of an instrument has increased significantly since its initial recognition and the measurement of ECL.

The Company formulates three economic scenarios:

  • Baseline Scenario: The central or most likely forecast of economic conditions based on current data and expected trends. The central scenario is aligned with information used by the Company for other purposes such as strategic planning and budgeting.
  • Upside Scenario: A more optimistic scenario that assumes favorable economic conditions and improved loan portfolio performance. This scenario typically leads to an improvement in default and recovery rate.
  • Downside Scenario: A pessimistic scenario that assumes adverse economic conditions, higher risk of borrower default, and worsened financial performance. This scenario typically leads to a deterioration in default and recovery rate.

The link between these macroeconomic scenarios and the ECL measurement is primarily established through modelling default, recovery and prepayment probabilities. This allows for the measurement of expected losses for each scenario.

Each scenario is assigned a probability of occurrence and the weighted average of the ECL from these scenarios is used to determine the impairment allowance for financial assets measured at amortized cost.

The table below lists the macroeconomic assumptions used in the base case scenarios over the forecast period, on France:

Historicals Forecasts Year End
2024 2025 2026 2027
GDP 1.1% 0.6% 1.0% 1.2%
Inflation 2.3% 1.0% 1.4% 1.8%
Unemployment rate 7.4% 7.6% 7.7% 7.4%
Savings rate 18.2% 18.1% 17.4% 16.8%

The table below lists the scenarios probability weighting projected, the parameters have been updated during the first half of the year 2025 given recent data points showing a normalization of the macroenvironment, advocating for a balanced approach:

As of June 30, 2025 As of December 31, 2024
Upside Baseline Downside Upside Baseline Downside
Scenario probability weighting 25% 50% 25% 0% 50% 50%

Note 11. Property and equipment

Property and equipment consist of the following:

Right of Use IT equipment Fixtures and fittings
(in € thousands) Gross Value Accumulated
depreciation
Gross Value Accumulated
depreciation
Gross Value Accumulated
depreciation
Gross Value
Balance at January 1, 2024 26,358 (12,956) 810 (768) 2,580 (1,456) 14,568
Additions 570 - - - 83 - 653
Disposals - - (17) - - - (17)
Depreciation for the year - (3,259) - (16) - (188) (3,464)
Impairment loss - - - - - - -
Balance at December 31, 2024 26,928 (16,215) 793 (784) 2,663 (1,644) 11,740
Additions - - 2 - 36 - 38
Disposals - - - - - - -
Depreciation for the period - (1,554) - (6) - (100) (1,660)
Impairment loss - - - - - - -
Balance at June 30, 2025 26,928 (17,769) 795 (790) 2,699 (1,744) 10,118

Note 12. Intangible assets

Intangible assets consist of the following:

Purchased software Developed software
(in € thousands) Gross Value Accumulated
depreciation
Gross Value Accumulated
depreciation
Total
Balance at January 1, 2024 2,895 (720) 93,950 (59,572) 36,552
Additions 115 - 21,181 - 21,296
Disposals - - - - -
Amortization for the year - - - (23,731) (23,731)
Impairment loss - - - - -
Balance at December 31, 2024 3,010 (720) 115,131 (83,304) 34,117
Additions 67 - 8,735 - 8,802
Disposals - - (32) - (32)
Amortization for the period - - - (11,591) (11,591)
Impairment loss - - - - -
Balance at June 30, 2025 3,077 (720) 123,834 (94,894) 31,296

Note 13. Equity

The tables below give details of changes in the number of shares for half-year ended June 30, 2025 and year ended December 2024 respectively:

As of June 30, As of December 31,
2025 2024
(in € thousands) Number of
shares
Share capital Share
premium
Number of
shares
Share capital Share
premium
In issue at January 1 45,431,624 690.9 340,376 23,757,279 272.8 181,260
Issued for cash
Exercise of share options
-
-
-
-
-
-
21,370,385
303,960
414.6
3.5
156,799
2,319
Other movements 218 0.0 2 - - -
In issue at June 30, fully paid 45,431,842 690.9 340,378 45,431,624 690.9 340,378

No dividend has been approved for the half-year ended June 30, 2025 and December 31, 2024 respectively.

Note 14. Financial instruments

The following table provides a reconciliation between line items in the consolidated statement of financial position and categories of financial instruments.

As of June 30,
2025
(in € thousands) Mandatorily
at FVTPL
FVOCI
Debt
instruments
Amortised
cost
Total
carrying
amount
Loans and advances to financial institutions - - 123,629 123,629
Loans and advances to customers - 822,748 189,545 1,012,293
Financial assets at FVTPL 85,091 - - 85,901
Other assets - - 86,829 86,829
Total financial assets 85,091 822,748 400,004 1,307,843
Financial liabilities at FVTPL 6,637 - - 6,637
Loans and deposits from financial institutions - - 60,070 60,070
Deposits from deposit holders - - 1,115,215 1,115,215
Other liabilities - - 53,791 53,791
Incl. lease liabilities - - 11,154 11,154
Total financial liabilities 6,637 - 1,229,076 1,235,712
As of December 31,
2024
(in € thousands) Mandatorily
at FVTPL
FVOCI
- debt
instruments
Amortised
cost
Total
carrying
amount
Loans and advances to financial institutions - - 83,413 83,413
Loans and advances to customers - 458,150 274,888 733,038
Financial assets at FVTPL 86,837 - - 86,837
Other assets - - 81,870 81,870
Total financial assets 86,837 458,150 440,171 985,158
Financial liabilities at FVTPL 12,181 - - 12,181
Loans and deposits from financial institutions - - 60,611 60,611
Deposits from deposit holders - - 832,722 832,722
Other liabilities - - 79,846 79,846
Incl. lease liabilities - - 13,005 13,005
Total financial liabilities 12,181 - 973,179 985,360

Loans and advances to financial institutions consist of the following:

As of June 30, As of December 31,
(in € thousands) 2025 2024
Cash, due from central banks 121,185 193,433
Loans and advances to financial institutions 123,629 83,413
Total 244,814 276,846

Financial assets at FVTPL consist of the following:

As of June 30, As of December 31,
(in € thousands) 2025 2024
SPV shares 55,956 58,125
HQLA 29,136 28,712
Total 85,091 86,837

Loans and advances to customers consist of the following:

As of
June 30,
As of
December 31,
(in € thousands) 2025 2024
Loans and advances to customers at amortised cost 242,692 371,409
Impairment loss allowance (53,147) (96,522)
Net carrying loans and advances to customers at amortised costs 189,545 274,888
Loans and advances to customers at FVOCI 927,250 552,482
Impairment loss allowance (116,415) (103,794)
Fair value adjustment 11,913 9,461
Net carrying loans and advances to customers at FVOCI 822,748 458,150
Total 1,012,293 733,038

Other assets consist of the following:

As of June 30, As of December 31,
(in € thousands) 2025 2024
Trade receivable and prepayments 20,877 20,898
Contract assets 48,279 41,270
Restricted deposits with central banks 4,694 4,694
Tax receivables 11,922 13,957
Other 1,057 1,052
Total 86,829 81,870

Deposits from deposit holders consists of the following:

As of June 30, As of
December 31,
(in € thousands) 2025 2024
Deposits from deposit holders 1,115,215 832,722
Total 1,115,215 832,722

Deposits from customers only consist of fixed-maturity (from 1 up to 5 years) and fixed-rate term deposits raised from retail customers. They are recognized at amortised cost and meet the SPPI criteria.

Financial liabilities at FVTPL consist of the following:

As of June 30, As of
December 31,
(in € thousands) 2025 2024
Public warrants liabilities measured at FVTPL 3,144 5,883
Sponsor warrants liabilities measured at FVTPL 3,493 6,298
Total 6,637 12,181

Other liabilities consist of the following:

As at As at
June 30, December 31,
(in € thousands) 2025 2024
Trade payables and other creditors 16,246 36,486
Lease liabilities 11,154 13,005
Short-term employee benefits 9,343 8,851
Tax liabilities 755 1,163
Other 16,292 20,341
Total other liabilities 53,791 79,846

The "Other" line item mainly includes premiums collected on behalf of the insurance company and debts corresponding to cash received from securitised loans and to be paid to the securitisation funds.

Note 15. Off balance sheet

Off balance sheet consists of the following:

As of June 30, As of December 31,
(in € thousands) 2025 2024
Financing commitments 16,627 14,669
Given commitments 16,627 14,669
Financing commitments 75,000 74,480
Received commitments 75,000 74,480

The financing commitments given corresponds to certain loans granted but not yet financed during the last week before the end of the period on 30th June, for which the withdrawal period is maximum 7 days.

The given guaranteed commitments are collateralised receivables in connection with the financing credit line.

KPMG Audit S.à r.l. Tel: +352 22 51 51 1 39, Avenue John F. Kennedy Fax: +352 22 51 71 L-1855 Luxembourg E-mail: [email protected]

Internet:www.kpmg.lu

To the Shareholders of Younited Financial S.A. 17, Boulevard Friedrich Wilhelm Raiffeisen 2411 Luxembourg Luxembourg

Report on the review of the condensed interim consolidated financial statements

Introduction

We have reviewed the accompanying condensed interim consolidated financial statements of Younited Financial S.A. and its subsidiaries (the "Group"), which comprise the condensed interim consolidated statement of financial position as at 30 June 2025, and the related condensed interim consolidated statement of income and other comprehensive income, statement of changes in equity and statement of cash flows for the 6-month period then ended, and a summary of material accounting policies and other explanatory information.

Management is responsible for the preparation and fair presentation of these condensed interim consolidated financial statements in accordance with the International Accounting Standard 34, Interim Financial Reporting ("IAS 34"), as adopted by the European Union.

Our responsibility is to express a conclusion on these condensed interim consolidated financial statements based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagement 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial information consists of making inquiries, primary of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Other Matter relating to comparative information

The Group has been established with effect 20 December 2024 through a business combination agreement between Younited Financial S.A. and Younited S.A. While Younited Financial S.A. is the legal acquirer of Younited S.A., the transaction determines Younited S.A. as the accounting acquirer according to IFRS 3.

Consequently, the comparative information presented in the condensed interim consolidated financial statements of the Group as at and for the period ended 30 June 2024 relates to the condensed interim financial statements of Younited S.A.

The condensed interim financial statements of Younited S.A. as at and for the period ended 30 June 2024 were reviewed by another auditor who expressed an unmodified review opinion on those financial statements on 8 October 2024.

Accordingly, we do not express an opinion or any other form of assurance on those respective financial statements taken as a whole.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed interim consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union.

Luxembourg, 18 September 2025 KPMG Audit S.à r.l.

Cabinet de révision agréé

Pia Schanz

Talk to a Data Expert

Have a question? We'll get back to you promptly.