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Exor N.V.
Interim / Quarterly Report • Sep 24, 2025
3840_ir_2025-09-24_a33efa59-5226-412b-8b17-7b826e0b2cc5.pdf
Interim / Quarterly Report
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Interim Report
H1 2025
- ►NAV per share outperformed the MSCI World Index by 5 percentage points, supported by €1 billion share buyback
- ►Despite significant market volatility, Companies performed in line with the MSCI World Index with varied performance across holdings
- ►Lingotto delivered strong returns of 11% over the period, mainly driven by its public investments
- ►Well-positioned to seize significant investment opportunities with €4.1 billion of inflows from monetisation of assets, including the Ferrari share placement, and dividend income
- ►LTV ratio maintained at 5.5%, well below 15% target
GROSS ASSET VALUE (GAV) NET ASSET VALUE (NAV)
1% (4)%
NAV per share growth MSCI World Index
€19 BN (3)%
Market cap TSR
5.5%
LTV ratio
Note: Figures at 30 June 2025 and returns for the six months ended 30 June 2025. Refer to page 26 for definitions and APMs.
John Elkann Chief Executive Officer of Exor N.V.
Dear shareholders,
We entered 2025 amid significant disruption, with tariffs and regulatory uncertainties having a substantial impact on our companies. While these headwinds created a challenging start to the year, we have made steady progress.
We have reduced portfolio concentration through successful monetisation, backed a strategic deal that will bring new opportunities to Iveco Group for its next chapter, and continued to support leadership teams across our companies.
In the first half of 2025, our NAV per share has increased by 1%, outperforming the MSCI World Index by five percentage points. During this period, we have executed a €1 billion share buyback, reinvesting in our assets at a 50% discount to NAV and enhancing long-term value for our shareholders.
In February, we announced plans to reduce our portfolio concentration. Ferrari's exceptional performance since its IPO had driven its weight to nearly half of our NAV. We monetised €3 billion of our stake, while retaining 20% economic rights and delivering an 11-times return for Exor.
Our conviction in Ferrari remains absolute and we are proud to be their committed reference shareholder. We look forward to supporting the company in the next part of its journey, which will be presented at the capital markets day in October. We are excited about the upcoming launch of its first fully electric model, which will represent the innovative spirit of Ferrari.
We have also increased our stake in Philips to 19%, driven by our conviction in the long-term potential of the company. Meanwhile, CNH has entered a new chapter with the launch of its 2030 business plan, designed to establish a top-two position in all major markets in the agricultural sector.
In May, Stellantis announced the appointment of Antonio Filosa as the company's new CEO. Antonio has his finger on the pulse of the company and the market, with a proven track record of delivering results in complex environments. I am confident he will lead Stellantis through a successful transformation.
During the first six months of this year, we have recorded €4.1 billion of cash inflows, equal to 25% of our market capitalisation. In addition to the €3 billion from the Ferrari monetisation, we have completed divestments of €0.6 billion, mainly from reinsurance vehicles, and have received €0.6 billion in dividends from our companies.
In July, we supported a strategic deal from Tata Motors to acquire Iveco Group. Tata Motors is wellpositioned to scale the business and is committed to supporting Iveco's long-term strategy. Combined with the sale of the Iveco Defence Business to Leonardo, we expect to receive around €1.5 billion cash proceeds in 2026. As Iveco Group celebrates its 50th anniversary, its future looks very bright.
September began on a strong note with Via, our transit tech investment, completing its IPO. Since our investment in 2020, our conviction in the business model and Via team has only grown. We stood by the company in both the good and the hard times, investing in the midst of COVID. It wasn't an obvious decision at the time, but we have invested close to \$0.5 billion and today we're proud to be its largest shareholder. It has been a great ride and a lot more to come.
As we look ahead, we remain confident in the ability of our companies to emerge stronger from difficulties as we continue to support and challenge them.
"We have reduced portfolio concentration through successful monetisation, backed a strategic deal that will bring new opportunities to Iveco Group for its next chapter, and continued to support leadership teams across our companies."
Long-term track record
Note: Performance from 1 March 2009 until 30 June 2025.
Exor NAV per share MSCI World Index
Since inception (CAGR)
17.5% NAV per share
11.4%
MSCI World Index
At 30 June 2025
53%
Discount to NAV
NET ASSET VALUE BREAKDOWN
(a) Alternative Performance Measure (APM). Please refer to the "Definition and Alternative Performance Measures" section on page 26 for the reconciliation to the nearest IFRS accounting measure.
(b) Calculated as 220,984,247 issued shares less 19,479,181 treasury shares at 30 June 2025 (compared to 220,984,247 issued shares less 7,241,788 treasury shares at 31 December 2024).
– NAV decreased by 4.9%, or €1.9 billion, driven by a decline in the value of Companies and shareholder distributions, partially offset by an increase in the value of Lingotto and dividend income.
– NAV per share increased by 0.9%, or €1.64 per share, supported by the €1 billion share buyback. The material accretion was driven by the discount to NAV at which the share buyback was executed (shares were bought at €81.60 per share in April 2025) and by the reduction in the number of outstanding shares.
| (€ million, unless otherwise | At 30 June | At 31 December | Change | (€ million) | Listed companies |
Unlisted companies |
Companies | Lingotto | Others | Cash and cash equivalents |
GAV | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| indicated) | Note | 2025 | 2024 | Amount | % | At 31 December 2024 | 33,763 | 3,399 | 37,162 | 2,730 | 2,399 | 169 42,460 | |||
| Companies(a) | A | 33,100 | 37,162 | (4,062) | (10.9) % | (a) Investments |
438 | 60 | 498 | 166 | 428 | (1,016) | 76 | ||
| Listed | 29,591 | 33,763 | (4,172) | (12.4) % | Disposals | (2,987) | — | (2,987) | (16) | (513) | 3,516 | — | |||
| Unlisted | 3,509 | 3,399 | 110 | 3.2 % | (b) Change in value |
(1,623) | 50 | (1,573) | 313 | (140) | — | (1,400) | |||
| Lingotto | B | 3,193 | 2,730 | 463 | 17.0 % | Shareholder | — | — | — | — | — | (1,093) (1,093) | |||
| Others | C | 2,174 | 2,399 | (225) | (9.4) % | distributions (c) |
|||||||||
| Funds managed by third parties | 877 | 1,442 | (565) | (39.2%) | Other changes | — | — | — | — | — | (44) | (44) | |||
| Listed securities | 643 | 373 | 270 | 72.4 % | At 30 June 2025 | 29,591 | 3,509 | 33,100 | 3,193 | 2,174 | 1,532 39,999 | ||||
| Unlisted securities | 370 | 349 | 21 | 6.0 % | (a) Investments includes 3,781,680 shares (€76 million) received as dividend paid in shares. | ||||||||||
| Other assets | 284 | 235 | 49 | (b) Includes change in value reflected in the income statement (-€1,308 million) and change in value recognised in the other comprehensive 20.9% income ("OCI") reserve (-€92 million). |
|||||||||||
| Cash and cash equivalents | D | 1,532 | 169 | 1,363 | 806.5 % | (c) Includes buyback (€1 billion), dividend paid (€93 million). | |||||||||
| Gross Asset Value (GAV) | 39,999 | 42,460 | (2,461) | (5.8) % | |||||||||||
| Gross debt | E | (3,542) | (4,144) | 602 | (14.5) % | Performance | |||||||||
| Notes and bank debt | (3,501) | (4,088) | 587 | (14.4) % | – GAV decreased by 5.8%, or €2.5 billion. This was mainly driven by a decline in the value of Companies of €1.6 billion and shareholder distributions of €1.1 billion, partially offset by an |
||||||||||
| Financial liabilities | (41) | (56) | 15 | (26.8%) | increase in the value of Lingotto of €0.3 billion. In addition, Exor received dividends inflow for | ||||||||||
| Other liabilities | (102) | (104) | 2 | (2.1%) | €0.6 billion and repaid €0.5 billion of borrowings. | ||||||||||
| Net Asset Value (NAV) | 36,355 | 38,212 | (1,857) | (4.9) % | |||||||||||
| Investments and disposals | |||||||||||||||
| Shares outstanding(b) | 201,505,066 | 213,742,459 | (12,237,393) | (5.7) % | – Investments totalled €1.0 billion, of which €0.5 billion in Companies (mainly Philips), €0.2 billion in Lingotto and €0.4 billionin Others (mainly bioMérieux). |
||||||||||
| NAV per share (€) | 180.42 | 178.78 | 1.64 | 0.9 % | – Disposals of €3.5 billion |
were executed through the Ferrari share placement and reinsurance |
DRIVERS OF CHANGE IN GROSS ASSET VALUE
- vehicles redemptions.
Main drivers of change in GAV
Gross Asset Value Breakdown
GAV composition at 30 June 2025 (€40 billion), compared to 31 December 2024 (€42 billion)
A. COMPANIES
Listed Companies
Performance
– Listed Companies generated a return of -2.8%, delivering a NAV contribution of -€947 million of which €-1,623 milliondriven by change in value, partially offset by €617 million of dividend inflow.
Investments and Disposals
| Dividends received for the six months ended 30 June |
Dividends received for the six months ended 30 June |
||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (€ million) | At 31 December 2024 |
Investments | Disposals | Change in value |
At 30 June 2025 |
2025 | 2024 | (€ million) | At 31 December 2024 |
Investments | Disposals | Change in value |
At 30 June 2025 |
2025 | 2024 |
| Ferrari | 18,325 | — | (2,987) | 378 | 15,716 | 113 | 108 | Institut Mérieux | 891 | — | — | 83 | 974 | — | — |
| CNH | 4,002 | — | — | 55 | 4,057 | 81 | 160 | Via Transportation | 597 | 19 | — | 31 | 647 | — | — |
| Stellantis | 5,658 | — | — | (1,834) | 3,824 | 306 | 697 | Christian Louboutin | 575 | — | — | — | 575 | — | — |
| Philips(a) | 4,015 | 408 | — | (697) | 3,726 | 152 | 121 | The Economist | 416 | — | — | (13) | 403 | — | — |
| Iveco | 685 | — | — | 541 | 1,226 | 24 | 16 | Group | |||||||
| Juventus | 749 | 30 | — | 16 | 795 | — | — | Welltec | 424 | — | — | (50) | 374 | 17 | — |
| Clarivate(b) | 329 | — | — | (82) | 247 | — | — | (a) TagHolding |
189 | 23 | — | (2) | 210 | — | — |
| Listed Companies | 33,763 | 438 | (2,987) | (1,623) | 29,591 | 676 | 1,102 | Nuo | 102 | — | — | 19 | 121 | — | — |
| GEDI | 118 | — | — | — | 118 | — | — | ||||||||
| (a) Investments includes 3,781,680 shares (€76 million) received as dividend paid in shares. (b) Change in value includes €34 million of negative exchange differences on translation recorded in OCI. |
Lifenet | 80 | — | — | — | 80 | — | — | |||||||
| Other minor | 7 | 18 | — | (18) | 7 | — | — | ||||||||
| Performance | Unlisted Companies | 3,399 | 60 | — | 50 | 3,509 | 17 | — |
- Investments of €332 million were related to the acquisition of Philips shares which, together with dividends received in shares for €76 million, led to a shareholding increase from 17.5% to 19.0% of economic rights. In addition, Exor invested €30 million in Juventus through advance cash contributions for future capital increases.
- Disposals of €2,987 million were related to the Ferrari share placement, delivering a CAGR of 30% since Ferrari's IPO, representing a decrease in shareholding from 22.9% to 19.5%.
Unlisted Companies
| Dividends received for |
|---|
| the six months |
| ended 30 June |
(a) Holding company that holds TagEnergy.
Performance
– Unlisted companies generated a return of 1.9%, delivering a NAV contribution of €67 million, of
which €50 million driven by fair value improvements based on independent fair value
assessments and €17 million coming from dividend income.
Investments and Disposals
– Investments of €60 million were mainly related to the acquisition of shares in Via Transportation for €19 million, representing a shareholding increase from 19.0% to 19.6% and additional capital contributions to TagHolding for €23 million.
Valuation drivers of Unlisted Companies
The main valuation drivers of companies representing more than 1% of GAV are described below:
| Company | Operating Performance | Valuation Drivers |
|---|---|---|
| Institut Mérieux | Institut Mérieux's performance this year has been mainly driven by the market performance of bioMérieux (their largest company representing more than 80% of the portfolio). Other companies include Transgene (listed), Mérieux NutriSciences, and Mérieux Développement (all private). |
Positive share price development of bioMérieux, representing 88% of its portfolio |
| bioMérieux reported solid growth in the first half of 2025, with sales of €2.0 billion, an organic growth of 9.4% versus the same period of the previous year. First half 2025 sales showed a strong performance in both BIOFIRE® respiratory (+12%) and non-respiratory panels (+10%), as well as in industrial applications (+10%). Contributive operating income before non-recurring items (cEBIT) reached €372 million in first half 2025, a remarkable +24% like-for-like (at constant exchange rate and scope of consolidation) evolution versus first half 2024, with the margin standing at 18.2% of sales, a 210 bps increase compared with first half 2024 |
||
| Via Transportation | Strong momentum maintained in the first half of 2025, delivering \$206 million of revenue, up 27% year over year, and \$429 million of platform annual run-rate revenue, up 34% year over year |
Positive impact from valuation multiples. Negative currency impact due to weaker USD compared to Euro |
| Growth has been driven by record number of launches and expansions, including a mix of deals across the globe and across transportation verticals, powering solutions for 689 customers in over 30 countries at the end of the first half of 2025, up 8% year over year |
||
| Christian Louboutin | Christian Louboutin delivered consistent results in a challenging macroeconomic environment. The luxury sector continues to face headwinds from the ongoing Chinese slowdown, tariffs and broader global uncertainty, while the company itself has been impacted by the weakening dollar. Despite these cyclical challenges, Christian Louboutin continues to perform well, particularly in its core category of women's shoes where it continues to increase its market share thanks to a sustained growth |
No major changes impacting the evaluation |
| The Economist Group | The Economist increased its profit, revenues and subscription volumes this year despite continuing headwinds with strong second half results compensating for a relatively slow first six months. For the twelve months ending 31 March 2025, The Economist Group delivered operating profit of £48.1 million, up 11% at constant currency on last year. Revenue grew 4% at constant currency to £369 million while subscriptions rose by 3% to 1.25 million |
Negative impact from valuation multiples, offset by positive cash flow. Negative currency impact due to weaker GBP compared to Euro |
| Welltec | Despite a tumultuous quarter with tariff uncertainty and oil price volatility, Welltec delivered \$212 million of revenues in the first half of 2025, flat year over year, with growth primarily driven by core interventions business. Proving resilience in the current uncertain oil and gas environment, maintaining strong EBITDA margins of around 50% |
Negative currency impact due to weaker USD compared to Euro. Dividend distribution of \$17 million |
For more information regarding valuation techniques applied, please refer to Note 10. Fair value measurement by hierarchy.
B. LINGOTTO
| vnich | le | |
|---|---|---|
| (€ million) | At 31 December 2024 |
Investments | Disposals | Change in value |
At 30 June 2025 |
|---|---|---|---|---|---|
| Public investments | 2,233 | — | — | 336 | 2,569 |
| Private investments | 497 | 166 | (16) | (23) | 624 |
| Lingotto(a) | 2,730 | 166 | (16) | 313 | 3,193 |
(a) Including Exor investments in strategies managed by Lingotto. Excluding equity investment in Lingotto Investments Management (UK) which is classified under Unlisted securities.
Performance
– Strategies managed by Lingotto generated a return of 10.8% for Exor, delivering a NAV contribution of €313 million, mainly driven by the performance of public investments which generated a 15% return for Exor, outperforming the MSCI World Index by 19.2%.
Investments and Disposals
- Investments for €166 millionwere related to private investments.
- Disposals for €16 million were related to distributions from private investments.
C. OTHERS
| (€ million) | At 31 December 2024 |
Investments | Disposals | Change in value |
At 30 June 2025 |
|---|---|---|---|---|---|
| Funds managed by third parties | 1,442 | 9 | (502) | (72) | 877 |
| (a) Ora Global |
703 | 9 | (13) | (51) | 648 |
| (b) Reinsurance vehicles |
679 | — | (489) | (22) | 168 |
| Other funds | 60 | — | — | 1 | 61 |
| Listed securities | 373 | 317 | — | (47) | 643 |
| bioMérieux | — | 317 | — | 3 | 320 |
| Investlinx ETFs | 203 | — | — | (8) | 195 |
| (c) Forvia |
86 | — | — | — | 86 |
| (c) Banijay |
21 | — | — | — | 21 |
| (c) Zegna |
20 | — | — | (2) | 18 |
| (c) Neumora |
43 | — | — | (40) | 3 |
| Unlisted securities | 349 | 39 | — | (18) | 370 |
| Other assets | 235 | 63 | (11) | (3) | 284 |
| Others | 2,399 | 428 | (513) | (140) | 2,174 |
(a) Previously Exor Ventures.
(b) The change in value includes €46 million of negative exchange differences on translation recorded in OCI.
(c) Classified under the item "Equity Investments at FVTOCI" in the consolidation statements. Change in value of these investments (-€42 million) is recognized in the OCI reserve.
Performance
- Funds managed by third parties generated a return of -5.0%, delivering a NAV contribution of €-72 million, mainly driven by currency impact due to a weaker USD compared to Euro, with all funds being denominated in USD.
- Listed securities generated a return of -6.4%, delivering a NAV contribution of -€44 million, including €3 million of dividends, mainly driven by a decrease in the share price of Neumora.
Investments and Disposals
- Investments for €317 millionwere made in bioMérieux.
- Disposals for €489 million were related to reinsurance vehicles redemptions, delivering a CAGR of 10% in Euro (14% in USD) since inception. Additional proceeds were received from Ora Global, previously Exor Ventures, as the fund is transitioning toward value realization.
D. CASH AND CASH EQUIVALENTS
| (€ million) | |
|---|---|
| Cash and cash equivalents at 31 December 2024 | 169 |
| Dividends inflow | 624 |
| Investments | (1,016) |
| Disposals | 3,516 |
| Shareholder distributions | (1,093) |
| Repayment of borrowings | (547) |
| Other changes | (121) |
| Cash and cash equivalents at 30 June 2025 | 1,532 |
- Cash and cash equivalents increased by €1,363 million mainly driven by the monetization of assets for €3,516 million and positive cash flows from dividends for €624 million, partially offset by investments made totalling €1,016 million, shareholder distributions including buyback and dividends for €1,093 millionand repayment of borrowings for €547 million.
- In order to improve its liquidity profile, Exor increased the amount of committed credit lines with its relationship banks. At the date of this report, Exor has undrawn committed credit lines for €1,100 million (€675 million at 30 June 2025), with an average tenor of 4 years.
E. GROSS DEBT
| (€ million) | At 30 June 2025 | At 31 December 2024 | Change |
|---|---|---|---|
| Notes | 3,501 | 3,641 | (140) |
| Bank debt | — | 447 | (447) |
| Borrowings | 3,501 | 4,088 | (587) |
| Other financial liabilities | 41 | 56 | (15) |
| Gross debt | 3,542 | 4,144 | (602) |
– The reduction in Borrowings by €587 million primarily reflects the repayment of notes that matured in January 2025 for €100 million and the repayment of bank debt for €447 million.
Borrowings maturity profile at 30 June 2025
- The weighted average maturity of Exor's outstanding debt is around 5 years at 30 June 2025, with an average cost of 2.6%.
Private Placement Public Issue - Exor is rated A- by S&P Global Ratings with a stable outlook.
OTHER KPIS
Exor management has defined the following KPIs focused on maintaining financial discipline, measured annually:
- ► Loan-to-Value (LTV) ratio below 15%
- ► Management cost below 10bps on GAV
- ► FCF/Dividend paid above 1.0x
Progress at the end of the first half of 2025 is reported below:
Loan-To-Value (LTV) Ratio
| (€ million) | At 30 June 2025 | At 31 December 2024 | Change |
|---|---|---|---|
| Gross debt | (3,542) | (4,144) | 602 |
| Cash and cash equivalents | 1,532 | 169 | 1,363 |
| Other liabilities | (102) | (104) | 2 |
| Numerator [A] | (2,112) | (4,079) | 1,967 |
| Gross Asset Value | 39,999 | 42,460 | (2,461) |
| (less) Cash and cash equivalents | (1,532) | (169) | (1,363) |
| Denominator [B] | 38,467 | 42,291 | (3,824) |
| LTV Ratio(a) (b) [A/B] | 5.5 % | 9.6 % | (4.1) % |
(a) APM. Please refer to the "Definition and Alternative Performance Measures" section on page 26 for the reconciliation to the nearest IFRS accounting measure.
(b) Including outstanding commitments at 30 June 2025 and at 31 December 2024, LTV Ratio is equal to 7.3% and 10.8%, respectively.
Management cost
| (€ million) | For the six months ended 30 June | ||
|---|---|---|---|
| 2025 | 2024 | Change | |
| Personnel costs | 3 | 3 | — |
| Compensation and other costs relating to directors |
1 | 1 | — |
| Service costs, net | 7 | 6 | 1 |
| Management costs(a) | 11 | 10 | 1 |
(a) APM. Please refer to the "Definition and Alternative Performance Measures" section on page 26 for the reconciliation to the nearest IFRS accounting measure.
Net Free Cash Flow
For the six months ended 30 June
| (€ million) | 2025 | 2024 | Change |
|---|---|---|---|
| Dividends inflow | 624 | 987 | (363) |
| Financial income (expenses), net | (24) | (24) | — |
| Management costs | (11) | (10) | (1) |
| Free Cash Flow | 589 | 953 | (364) |
| Dividend paid | (93) | (99) | 6 |
| Net Free Cash Flow(a) | 496 | 854 | (358) |
| Free Cash Flow/Dividend paid | 6.3 | 9.6 | (3.3) |
(a) APM. Please refer to the "Definitions and Alternative Performance Measures" section on page 26 for the reconciliation to the nearest IFRS accounting measure.
INTERIM CONDENSED CONSOLIDATED INCOME STATEMENT (UNAUDITED)
| For the six months ended 30 June | |||||
|---|---|---|---|---|---|
| (€ million) | Note | 2025 | 2024 | ||
| Dividend income | 3 | 700 | 1,108 | ||
| Change in fair value of investment activities | 4 | (1,257) | 14,032 | ||
| General and administrative expenses | (33) | (22) | |||
| Other income (expenses) net | 5 | — | (374) | ||
| Financial income | 44 | 32 | |||
| Financial expenses | (68) | (56) | |||
| Profit (loss) before taxes | (614) | 14,720 | |||
| Income taxes | (10) | (25) | |||
| Profit (loss) for the period | (624) | 14,695 | |||
| EARNINGS PER SHARE (IN €) | 6 | ||||
| Basic earnings per share | (3.00) | 68.14 | |||
| Diluted earnings per share | (3.00) | 66.99 |
INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)
| For the six months ended 30 June | ||||
|---|---|---|---|---|
| (€ million) | 2025 | 2024 | ||
| Profit (loss) for the period | (624) | 14,695 | ||
| Gains (losses) on financial assets at fair value through other comprehensive income |
(62) | 149 | ||
| Total items that will not be reclassified to the Income Statement in subsequent periods, net of tax |
(62) | 149 | ||
| Gains (losses) on cash flow hedging instruments | — | 1 | ||
| Foreign exchange translation gains (losses) | (85) | 50 | ||
| Total items that may be reclassified to the Income Statement in subsequent periods, net of tax |
(85) | 51 | ||
| Total Other Comprehensive Income, net of tax | (147) | 200 | ||
| Total Comprehensive Income | (771) | 14,895 |
Board Report Financial Statements Other Information 13
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED)
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
| (€ million) | Note | At 30 June 2025 | At 31 December 2024 | For the six months ended 30 June | |||
|---|---|---|---|---|---|---|---|
| ASSETS | (€ million) | Note | 2025 | 1 2024 |
|||
| Property, plant and equipment | 15 | 18 | Cash and cash equivalents at 1 January | 169 | 215 | ||
| Equity investments at FVTPL | 7 | 33,488 | 37,220 | CASH FLOWS FROM OPERATING ACTIVITIES: | |||
| Equity investments at FVTOCI | 304 | 365 | Profit (loss) for the period excluding dividend | (1,324) | 13,587 | ||
| Dividend received | 3 | 700 | 1,108 | ||||
| Other investments at FVTPL | 4,268 | 4,377 | Profit (loss) of the period | (624) | 14,695 | ||
| Financial assets | 320 | 276 | Adjustment for: | ||||
| Other assets | 57 | 25 | Change in fair value of investments activities | 4 | 1,257 | (14,032) | |
| Tax receivables | 15 | 10 | Finance income | (7) | (16) | ||
| Finance expenses | 48 | 63 | |||||
| Cash and cash equivalents | 1,532 | 169 | Share-based payment expense 2 Other non-cash items |
14 (76) |
10 252 |
||
| Total assets | 39,999 | 42,460 | Change in other assets and liabilities from operating activities: | ||||
| Other changes in working capital | (64) | — | |||||
| EQUITY AND LIABILITIES | (Payments) on acquisition of equity investments at FVTPL | 7 | (749) | (664) | |||
| Proceeds from sale of equity investments at FVTPL | 7 | 2,987 | 85 | ||||
| Equity | 8 | 36,355 | 38,212 | (Payments) on acquisition of other investments at FVTPL | (176) | (62) | |
| LIABILITIES | Proceeds from sale of other investments at FVTPL | 518 | 287 | ||||
| Deferred tax liabilities | 23 | 64 | Change in deferred taxes | 10 | — | ||
| Borrowings | 9 | 3,501 | 4,088 | Cash flows from operating activities | 3,138 | 618 | |
| CASH FLOWS USED IN INVESTING ACTIVITIES: | |||||||
| Other financial liabilities | 41 | 56 | Proceeds from the disposal of financial assets | — | 41 | ||
| Trade payables | 4 | 4 | Increase of financial assets | (30) | (223) | ||
| Tax payables | 68 | 30 | Increase of financial receivables from related parties | (10) | (22) | ||
| Other liabilities | 7 | 6 | Decrease of financial receivables from related parties | — | 3 | ||
| Total liabilities | 3,644 | 4,248 | Interest received | 6 | 9 | ||
| Cash flows used in investing activities CASH FLOWS (USED IN) FROM FINANCING ACTIVITIES: |
(34) | (192) | |||||
| Total equity and liabilities | 39,999 | 42,460 | Issuance of notes | — | 643 | ||
| Repayment of notes | 9 | (100) | — | ||||
| Repayment of borrowings | 9 | (447) | (215) | ||||
| Interest paid | (60) | (43) | |||||
| Buyback of Exor's shares | (1,000) | (125) | |||||
| Dividends paid | (93) | (99) | |||||
| Cash flows (used in) from financing activities | (1,700) | 161 | |||||
| Translation exchange differences | (41) | 10 | |||||
| Total change in cash and cash equivalents | 1,363 | 597 | |||||
| Cash and cash equivalents at the end of the period | 1,532 | 812 |
-
Certain items for the six months ended 30 June 2024 have been reclassified for comparability purposes.
-
Mainly refers to dividend received in kind. For the six months ended 30 June 2024 also include the reversal of the OCI reserve due to the application of the investment entity exemption.
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)
| Share Capital |
Treasury Stock Reserve |
Profit for the period1 |
Other reserves |
Cash flow hedge reserve |
Currency translation differences |
Financial assets measured at FVTOCI |
Remeasurement of defined benefit plans |
Cumulative share of OCI of equity method investments |
Total Owners of the parent |
Non-controlling interests |
Total |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 7 | (1,150) | 4,194 | 19,718 | 36 | 191 | (52) | 332 | 23,268 | 9,864 | 33,132 | |
| — | — | — | 627 | (44) | 96 | 52 | 378 | (9,864) | (9,486) | ||
| — | — | (4,194) | 4,194 | — | — | — | — | — | — | — | — |
| — | — | — | 10 | — | — | — | — | — | 10 | — | 10 |
| — | (125) | — | — | — | — | — | — | — | (125) | — | (125) |
| — | 1,054 | — | (1,054) | — | — | — | — | — | — | — | — |
| — | — | — | (99) | — | — | — | — | — | (99) | — | (99) |
| — | — | — | 448 | — | — | — | — | — | — | — | |
| — | — | 14,695 | — | 1 | 50 | 149 | — | — | 14,895 | — | 14,895 |
| — | — | — | 16 | — | — | — | — | 16 | — | 16 | |
| 7 | (221) | 14,695 | 23,860 | (7) | 337 | — | — | 38,343 | — | 38,343 | |
| (8) (21) (448) (328) |
(332) |
- The column profit from the period is added to show the effect of IE adoption and to facilitate the readability and understanding of the statement. The profit in the OCI of €14,695 million, included the fair value adjustments at 1 January 2024 (€12,150 million) and the reversal of OCI reserves to the income statement (-€374 million).
| (€ million) | Share Capital |
Treasury Stock Reserve |
Profit (loss) for the period |
Other reserves |
Cash flow hedge reserve |
Currency translation differences |
Financial assets measured at FVTOCI |
Total |
|---|---|---|---|---|---|---|---|---|
| 31 December 2024 | 7 | (345) | 14,671 | 23,877 | (24) | 368 | (342) | 38,212 |
| Allocation of prior year result | — | — | (14,671) | 14,671 | — | — | — | — |
| Share-based compensation | — | — | — | 14 | — | — | — | 14 |
| Buyback of Exor shares | — | (1,000) | — | — | — | — | — | (1,000) |
| Dividends | — | — | — | (93) | — | — | — | (93) |
| Total comprehensive income | — | — | (624) | — | — | (85) | (62) | (771) |
| Other changes | — | — | — | (7) | — | — | — | (7) |
| 30 June 2025 | 7 | (1,345) | (624) | 38,462 | (24) | 283 | (404) | 36,355 |
1. GENERAL INFORMATION
EXOR N.V. ("Exor" or the "Company") is a public limited liability company incorporated and headquartered in Amsterdam, the Netherlands. Exor shares are listed on Euronext Amsterdam.
Exor is controlled by Giovanni Agnelli B.V. which holds approximately 56.94% of its economic rights and 85.27% of its voting rights.
2. BASIS OF PREPARATION
Authorisation of issue and compliance with International Financial Reporting Standards
All figures in this report are unaudited. These interim condensed financial statements (the "Half-Year Condensed Consolidated Financial Statements") of Exor at 30 June 2025 were approved and authorised for issuance on 17 September 2025 by the Board of Directors ("BoD") and have been prepared in accordance with IAS 34 – Interim Financial Reporting, as issued by International Accounting Standards Board ("IASB"). The Half-Year Condensed Consolidated Financial Statements should be read in conjunction with the audited annual financial statements at and for the year ended 31 December 2024. The accounting policies are consistent with those used at 31 December 2024, except as described in the section "New standards and amendments effective from 1 January 2025" below.
The Half-Year Condensed Consolidated Financial Statements, are prepared on a going concern basis under the historical cost convention, except where the use of fair value is required for the measurement of subsidiaries that do not provide services to the parent company Exor and are not an investment entity themselves, associates, certain financial assets and liabilities, as well as derivatives. The presentation currency is the Euro, which is also the functional currency of the Company and, unless otherwise stated, information is rounded and presented in millions of Euro. In certain cases, this rounding may lead to a slight difference in totals and variations.
Segment reporting
There has been no change from the 2024 Annual Report in the assessment of the operating and reportable segments. For further disclosure on the information reviewed by the Chief Operating Decision Maker for these operating segments, refer to Note 3 – Dividend income, Note 4 – Change in fair value of investment activities and Note 7 – Equity investments at FVTPL, included in this document.
New standards and amendments effective from 1 January 2025
The following amendments and interpretations, which were effective from 1 January 2025, were adopted by Exor. The adoption of these amendments had no material impact on the Half-Year Condensed Consolidated Financial Statements.
NOTES TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS
In August 2023, IASB issued amendments to IAS 21 – The Effects of Changes in Foreign Exchange Rates lack of Exchangeability, to clarify how an entity has to apply a consistent approach in assessing whether a currency is exchangeable into another currency and, when it is not, in determining the exchange rate to be used and the disclosure to be provided. The amendments are effective for annual reporting periods beginning on or after 1 January 2025.
Use of accounting estimates and management's assumptions
The preparation of the Half-Year Condensed Consolidated Financial Statements requires management to make estimates and assumptions that affect the application of accounting policies and the reported amounts of income, expenses, assets, liabilities. The estimates and related assumptions are based on elements that are known when the financial statements are prepared, on historical experience of Exor and on any other factors that are considered to be relevant. Due to the currently unforeseeable global consequences of current macroeconomic and geopolitical issues, these estimates and assumptions are subject to increased uncertainty. Actual results could differ materially from the estimates and assumptions used in the preparation of these Half-Year Condensed Consolidated Financial Statements.
The estimates and underlying assumptions are reviewed periodically and if the items subject to estimates do not perform as assumed, then the actual results could differ from the estimates, thus leading to the application of adjustments. The effects of any changes in estimate are recognised in the income statement in the period in which the adjustment is made, or also in future periods if the revision affects both current and future periods.
The main items affected by estimates are equity investments at FVTPL and at FVTOCI (specifically in unlisted entities) and other investments at FVTPL.
Judgment was required when determining whether Exor, the parent company, meets the definition of an investment entity as defined under IFRS 10. Exor determined it meets the definition of an investment entity as defined under IFRS 10 starting from 1 January 2024. Please refer to the 2024 Annual Report for further information in relation to the change in status and related effects.
3. DIVIDEND INCOME
| For the six months ended 30 June | ||||||
|---|---|---|---|---|---|---|
| (€ million) | 2025 | 2024 | ||||
| DIVIDEND FROM EQUITY INVESTMENTS AT FVTPL | ||||||
| Stellantis | 306 | 697 | ||||
| 1 Philips |
152 | 121 | ||||
| Ferrari | 113 | 108 | ||||
| CNH | 81 | 160 | ||||
| Iveco Group | 24 | 16 | ||||
| Welltec | 17 | — | ||||
| bioMeriéux | 2 | — | ||||
| Total dividend from equity investments at FVTPL | 695 | 1,102 | ||||
| Dividend from equity investments at FVTOCI | 2 | 6 | ||||
| Dividend from other investments at FVTPL | 3 | — | ||||
| Dividend income | 700 | 1,108 |
- For the six months ended 30 June 2025 the dividend was paid 50% in shares and 50% in cash. For the six months ended 30 June 2024 it was paid entirely in shares.
4. CHANGE IN FAIR VALUE OF INVESTMENT ACTIVITIES
For the six months ended 30 June (€ million) 2025 2024 Equity investments at FVTPL (1,536) 13,672 Other investments at FVTPL 279 360 Change in fair value of investment activities (1,257) 14,032
The non-recurring effect from the application of the investment entity exemption (IE exemption) at 1 January 2024 amounted to €12,150 million, of which €11,815 million related to listed equity investments and €335 million to unlisted equity investments.
| For the six months ended 30 June | ||||||
|---|---|---|---|---|---|---|
| Total change in value |
Change in value after IE adoption |
Application of IE exemption at 1 January 2024 |
Total change in value |
|||
| (€ million) | 2025 | 2024 | ||||
| EQUITY INVESTMENTS AT FVTPL | ||||||
| Listed | (1,586) | 1,577 | 11,815 | 13,392 | ||
| Unlisted | 50 | (55) | 335 | 280 | ||
| Total equity investments at FVTPL | (1,536) | 1,522 | 12,150 | 13,672 | ||
| OTHER INVESTMENTS AT FVTPL | ||||||
| Funds managed by Lingotto | 313 | 228 | — | 228 | ||
| Reinsurance vehicles | 24 | 54 | — | 54 | ||
| Ora Global1 | (51) | 51 | — | 51 | ||
| Other minor | (7) | 27 | — | 27 | ||
| Total other investments at FVTPL | 279 | 360 | — | 360 | ||
| Change in fair value of investment activities | (1,257) | 1,882 | 12,150 | 14,032 |
- Previously Exor Ventures.
| Total | Change in value after IE adoption |
Application of IE exemption at 1 January 2024 |
Total | ||
|---|---|---|---|---|---|
| (€ million) | 2025 | 2024 | |||
| LISTED EQUITY INVESTMENTS AT FVTPL | |||||
| Iveco Group | 541 | 170 | (59) | 111 | |
| Ferrari | 378 | 3,355 | 12,808 | 16,163 | |
| CNH | 55 | (594) | 1,878 | 1,284 | |
| Juventus | 16 | (7) | 448 | 441 | |
| Clarivate | (48) | (78) | — | (78) | |
| Philips | (697) | (80) | — | (80) | |
| in value | Stellantis | (1,834) | (1,204) | (3,260) | (4,464) |
| Other minor | 3 | 15 | — | 15 | |
| Total listed equity investments at FVTPL | (1,586) | 1,577 | 11,815 | 13,392 |
For the six months ended 30 June
For the six months ended 30 June
| Total | Change in value after IE adoption |
Application of IE exemption at 1 January 2024 |
Total | |
|---|---|---|---|---|
| (€ million) | 2025 | 2024 | ||
| UNLISTED EQUITY INVESTMENTS AT FVTPL | ||||
| Institut Mérieux | 83 | (27) | 12 | (15) |
| Via Transportation | 31 | 17 | — | 17 |
| Nuo | 19 | 8 | 4 | 12 |
| Christian Louboutin | — | (125) | 106 | (19) |
| Lifenet | — | — | 8 | 8 |
| TagHolding | (2) | — | 2 | 2 |
| The Economist | (13) | 23 | 71 | 94 |
| Welltec | (50) | 49 | 132 | 181 |
| Other minor | (18) | — | — | — |
| Total unlisted equity investments at FVTPL | 50 | (55) | 335 | 280 |
5. OTHER INCOME (EXPENSES), NET
For the six months ended 30 June 2024, the loss of €374 million was related to the reversal in the income statement of the OCI reserves for the deconsolidated entities following the application of the IE exemption and the associates no longer accounted for applying the equity method.
6. EARNINGS PER SHARE
Basic earnings per share for the six months ended 30 June 2025 and 2024 are determined by dividing the net result attributable to equity holders of Exor by the weighted average number of common shares outstanding during each period.
For the six months ended 30 June 2024, in order to calculate the diluted earnings per share, the weighted average number of shares outstanding was increased to take into consideration the theoretical effect of the potential ordinary shares relating to equity awards granted.
For the six months ended 30 June 2025, as a result of the loss for the period, in accordance with IAS 33, the theoretical effects that would arise if all the outstanding potential ordinary shares and stock options were delivered or exercised, were not taken into consideration in the calculation of diluted loss per share as this would have had an anti-dilutive effect.
For the six months ended 30 June
| 2025 | 2024 | ||
|---|---|---|---|
| Profit (loss) | € million | (624) | 14,695 |
| Weighted average common shares outstanding for basic earnings for share |
thousands | 207,629 | 215,660 |
| Basic earnings per share | € | (3.00) | 68.14 |
| Number of shares deployable for share-based compensation plans granted by Exor and subsidiaries |
thousands | n/a | 3,695 |
| Weighted average common shares outstanding for diluted earnings per share |
thousands | n/a | 219,355 |
| Diluted earnings per share | € | (3.00) | 66.99 |
7. EQUITY INVESTMENTS AT FVTPL
| (€ million) | At 30 June 2025 | At 31 December 2024 | |
|---|---|---|---|
| Listed | 29,911 | 33,763 | |
| Unlisted | 3,577 | 3,457 | |
| Equity investments at FVTPL | 33,488 | 37,220 |
Listed
| At 30 June 2025 | At 31 December 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| (€ million) | % Econ. |
% Voting |
Number of shares |
Fair value 1 per share |
% Econ. |
% Voting |
Number of shares |
Fair value 1 per share |
|
| Ferrari | 19.5 % | 32.2 % | 37,768,613 | 416.10 | 22.9 % | 36.7 % | 44,435,280 | 412.40 | |
| Stellantis | 15.5 % | 23.9 % | 449,410,092 | 8.51 | 15.5 % | 24.0 % | 449,410,092 | 12.59 | |
| Philips | 19.0 % | 19.2 % | 182,543,970 | 20.41 | 17.5 % | 17.8 % | 164,553,857 | 24.40 | |
| CNH2 | 26.9 % | 45.3 % | 366,927,900 | 12.96 | 26.9 % | 45.3 % | 366,927,900 | 11.33 | |
| Iveco Group | 27.1 % | 43.1 % | 73,385,580 | 16.70 | 27.1 % | 43.4 % | 73,385,580 | 9.34 | |
| Juventus | 65.4 % | 78.9 % | 247,849,342 | 3.09 | 65.4 % | 78.9 % | 247,849,342 | 3.02 | |
| 2 Clarivate |
9.7 % | 9.7 % | 67,294,884 | 4.30 | 9.7 % | 9.7 % | 67,294,884 | 5.08 | |
| 3 bioMeriéux |
-
Equivalent to the market price at the reference date.
-
Market price in USD.
-
Economic and voting rights lower than 5%.
| (€ million) | At 31 December 2024 |
Investment | Disposal | Change in value |
Translation difference |
At 30 June 2025 |
|
|---|---|---|---|---|---|---|---|
| Ferrari | 18,325 | — | (2,987) | 378 | — | 15,716 | |
| CNH | 4,002 | — | — | 55 | — | 4,057 | |
| Stellantis | 5,658 | — | — | (1,834) | — | 3,824 | |
| Philips | 4,015 | 408 | — | (697) | — | 3,726 | |
| Iveco Group | 685 | — | — | 541 | — | 1,226 | |
| Juventus | 749 | 30 | — | 16 | — | 795 | |
| bioMérieux | — | 317 | — | 3 | — | 320 | |
| Clarivate | 329 | — | — | (48) | (34) | 247 | |
| Listed | 33,763 | 755 | (2,987) | (1,586) | (34) | 29,911 |
Unlisted1
| At 30 June 2025 | At 31 December 2024 | |||
|---|---|---|---|---|
| (€ million) | % Economic | % Voting | % Economic | % Voting |
| Christian Louboutin | 24.0 % | 24.0 % | 24.0 % | 24.0 % |
| Via Transportation | 19.6 % | 19.6 % | 19.0 % | 19.0 % |
| The Economist Group2 | 34.7 % | 43.4 % | 34.7 % | 43.4 % |
| Welltec | 47.6 % | 47.6 % | 47.6 % | 47.6 % |
| Institut Mérieux | 10.0 % | 5.3 % | 10.0 % | 5.3 % |
| TagHolding | 44.9 % | 44.9 % | 44.9 % | 44.9 % |
| Nuo | 49.7 % | 50.0 % | 49.7 % | 50.0 % |
| Lifenet | 45.2 % | 45.2 % | 45.2 % | 45.2 % |
| GEDI | 100.0 % | 100.0 % | 100.0 % | 100.0 % |
-
Main unlisted equity investment at FVTPL
-
Voting rights are limited to 20%.
| (€ million) | At 31 December 2024 |
Investment | Disposal | Change in value |
At 30 June 2025 |
|---|---|---|---|---|---|
| Institut Mérieux | 891 | — | — | 83 | 974 |
| Via Transportation | 597 | 19 | — | 31 | 647 |
| Christian Louboutin | 575 | — | — | — | 575 |
| The Economist Group | 416 | — | — | (13) | 403 |
| Welltec | 424 | — | — | (50) | 374 |
| TagHolding | 189 | 23 | — | (2) | 210 |
| Nuo | 102 | — | — | 19 | 121 |
| GEDI | 118 | — | — | — | 118 |
| Lifenet | 80 | — | — | — | 80 |
| Other | 65 | 28 | — | (18) | 75 |
| Unlisted | 3,457 | 70 | — | 50 | 3,577 |
8. EQUITY
Share capital
At 30 June 2025 the total issued capital of Exor is equal to €7,267,649, divided into 220,984,247 ordinary shares with a nominal value of €0.01 each and 126,445,162 special voting shares A with a nominal value of €0.04 each.
Treasury shares
At 30 June 2025, 19,479,181 ordinary shares are held in treasury (7,241,788 at 31 December 2024). The movements are as follows:
| No. of shares | Amount per share (€) |
Total amount (€ million) |
% on total issued shares |
|
|---|---|---|---|---|
| Balance at 31 December 2023 | 18,022,847 | 63.82 | 1,150 | 7.7 % |
| Buyback Exor shares | 2,529,730 | 98.58 | 249 | |
| Shares assigned under equity incentive plans | (302,500) | 0.00 | 0 | |
| Cancellation of shares held in treasury stock | (13,008,289) | 81.05 | (1,054) | |
| Balance at 31 December 2024 | 7,241,788 | 47.68 | 345 | 3.3 % |
| Buyback Exor shares | 12,254,495 | 81.60 | 1,000 | |
| Shares assigned under equity incentive plans | (17,102) | 0.00 | 0 | |
| Balance at 30 June 2025 | 19,479,181 | 69.05 | 1,345 | 8.8 % |
In July 2025, Exor completed the cancellation of 13,204,495 ordinary shares held in treasury (of which 12,254,495 shares acquired as part of the tender offer finalised in April 2025 and 950,000 shares already held in treasury as part of the 2024 buyback program) and 8,447,248 special voting shares A held in treasury.
9. BORROWINGS
The following table provides a breakdown for borrowings at 30 June 2025:
| At 31 | Other | At 30 | (€ million) | Note | Level 1 | Level 2 | Level 3 | Total | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (€ million) | December 2024 |
Proceeds | Repayments | changes | June 2025 |
AT 30 JUNE 2025 | ||||||||||
| Notes | 3,641 | — | (100) | (40) | 3,501 | Equity investments at FVTPL | 7 | 29,911 | 974 | 2,603 | 33,488 | |||||
| Bank debt | 447 | — | (447) | — | — | Equity investments at FVTOCI | 127 | 2 | 175 | 304 | ||||||
| Total borrowings | 4,088 | — | (547) | (40) | 3,501 | Lingotto | — | 2,569 | 624 | 3,193 | ||||||
| Funds managed by third parties | 198 | — | 61 | 259 | ||||||||||||
| The following table summarizes Exor's financial liabilities at 30 June 2025 into relevant maturity | Reinsurance vehicles | — | — | 168 | 168 | |||||||||||
| groupings based on their contractual maturities: | Ora Global | — | — | 648 | 648 | |||||||||||
| At 30 June 2025 | At 31 December 2024 | Total other investments at FVTPL | 198 | 2,569 | 1,501 | 4,268 | ||||||||||
| Due | Due | Financial assets | — | — | 11 | 11 | ||||||||||
| (€ million) | Due within one year |
between one and five years |
Due beyond five years |
Total | Due within one year |
between one and five years |
Due beyond five years |
Total | Assets measured at fair value on a recurring basis |
30,236 | 3,545 | 4,290 | 38,071 | |||
| Other financial liabilities | — | (38) | — | (38) | ||||||||||||
| Notes | 629 | 993 | 1,879 | 3,501 | 606 | 661 | 2,374 | 3,641 | Liabilities measured at fair value on a | |||||||
| Bank debt | — | — | — | — | 447 | — | — | 447 | recurring basis | — | (38) | — | (38) | |||
| Total Borrowings |
629 | 993 | 1,879 | 3,501 | 1,053 | 661 | 2,374 | 4,088 |
Exor has undrawn committed credit lines in Euro for €675 million, all expiring after 30 June 2026 as well as undrawn uncommitted credit lines for €725 million.
At 30 June 2025 Exor's rating remains unchanged compared to 31 December 2024: Exor's longterm corporate credit rating is "A-" with a "stable outlook", short-term rating of Exor is A-2.
| At 31 | Other | At 30 | (€ million) | Note | Level 1 | Level 2 | Level 3 | Total | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (€ million) | December 2024 |
Proceeds | Repayments | changes | June 2025 |
AT 30 JUNE 2025 | ||||||||
| Notes | 3,641 | — | (100) | (40) | 3,501 | Equity investments at FVTPL | 7 | 29,911 | 974 | 2,603 | 33,488 | |||
| Bank debt | 447 | — | (447) | — | — | Equity investments at FVTOCI | 127 | 2 | 175 | 304 | ||||
| Total borrowings | 4,088 | — | (547) | (40) | 3,501 | Lingotto | — | 2,569 | 624 | 3,193 | ||||
| Funds managed by third parties | 198 | — | 61 | 259 | ||||||||||
| The following table summarizes Exor's financial liabilities at 30 June 2025 into relevant maturity | Reinsurance vehicles | — | — | 168 | 168 | |||||||||
| groupings based on their contractual maturities: | Ora Global | — | — | 648 | 648 | |||||||||
| At 30 June 2025 | At 31 December 2024 | Total other investments at FVTPL | 198 | 2,569 | 1,501 | 4,268 | ||||||||
| Financial assets | — | — | 11 | 11 | ||||||||||
| (€ million) | Due within one year |
Due between one and five years |
Due beyond five years |
Total | Due within one year |
Due between one and five years |
Due beyond five years |
Total | Assets measured at fair value on a recurring basis |
30,236 | 3,545 | 4,290 | 38,071 | |
| Other financial liabilities | — | (38) | — | (38) | ||||||||||
| Notes | 629 | 993 | 1,879 | 3,501 | 606 | 661 | 2,374 | 3,641 | Liabilities measured at fair value on a | |||||
| Bank debt | — | — | — | — | 447 | — | — 447 |
recurring basis | — | (38) | — | (38) | ||
10.FAIR VALUE MEASUREMENT BY HIERARCHY
The Company classifies its financial instruments into the three levels prescribed under the IFRS Accounting Standards (known as the "fair value hierarchy"). The level of fair value measurement assigned depends on the observability and significance of the inputs used in the valuation model.
ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS
| (€ million) | Note | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|---|
| AT 31 DECEMBER 2024 | |||||
| Equity investments at FVTPL | 7 | 33,763 | 891 | 2,566 | 37,220 |
| Equity investments at FVTOCI | 170 | 2 | 193 | 365 | |
| Lingotto | — | 2,233 | 497 | 2,730 | |
| Funds managed by third parties | 205 | — | 60 | 265 | |
| Reinsurance vehicles | — | — | 679 | 679 | |
| Ora Global | — | — | 703 | 703 | |
| Total other investments at FVTPL | 205 | 2,233 | 1,939 | 4,377 | |
| Financial assets | — | — | 11 | 11 | |
| Assets measured at fair value on a recurring basis |
34,138 | 3,126 | 4,709 | 41,973 | |
| Other financial liabilities | — | (35) | (18) | (53) | |
| Liabilities measured at fair value on a recurring basis |
— | (35) | (18) | (53) |
As further detailed below, a combination of valuation techniques is applied to determine the fair value of equity investments at FVTPL, which are based on unobservable inputs. The primary valuation technique used is the comparable company valuation multiples of the market approach.
Investment funds and Reinsurance vehicles are measured at the investor's share of the value that the fund manager reports for all unlisted funds (net asset value) and is normally updated when a new valuation is received.
The fair value of other financial liabilities that are composed of derivative financial instruments is measured by taking into consideration market parameters at the balance sheet date and using valuation techniques widely accepted in the financial business environment. In particular, the fair value of cross currency swaps is determined using the discounted cash flow method, by taking the prevailing exchange rates and interest rates at the balance sheet date, adjusted, where necessary, to take into account Exor's credit rating.
Valuation techniques and inputs used for fair value levels 2 and 3
All valuations at Level 2 and 3 are based on assumptions and judgments that management considers to be reasonable based on the circumstances prevailing at the time. Changes in assumptions may result in adjustments to reported values and the actual outcome may differ from the estimates and judgments that were made. The following table summarizes the information about the significant unobservable inputs used in Level 3 fair value measurements. At 30 At 31
The market parameters used as inputs for Level 2 valuations are selected on the basis of nonarbitrage or comparative relationships that define the fair value of the financial instrument being measured as the relative fair value compared with that of financial instruments listed on active markets. In relation to the valuation of Level 2 equity investments at FVTPL, which have underlying investments that are publicly traded, the fair value is determined by reference to the quoted market price of those underlying investments on the reporting date.
Exor uses a combination of valuation techniques for its Level 3 fair value equity investments at FVTPL ("multi-criteria approach"), which are based on unobservable inputs. The primary valuation technique used is the comparable company valuation multiples of the market approach.
The comparable company valuation multiples are the main valuation method for underlying investments which are not quoted in an active market. In using this method to determine the fair value of an underlying equity investment, a market multiple is established based on a selected group of comparable publicly traded companies that is considered representative of the underlying investment. Selection of the peer group companies is generally based on the risk profile, growth prospect, strength of brand or brand portfolio, leverage, and certain other financial characteristics (e.g. market capitalization or revenues as proxy size, EBITDA margin levels, market leadership, resilience). When the comparable companies' multiples method is not relevant, or in order to corroborate the valuation obtained, other valuation methods are adopted, such as the discounted cash flow method of income approach.
| (€ million) | At 30 June 2025 |
At 31 December 2024 |
Valuation technique | Unobservable input | |
|---|---|---|---|---|---|
| MAIN UNLISTED EQUITY INVESTMENTS AT FVTPL - LEVEL 3 |
|||||
| Via Transportation | 647 | 597 | |||
| Christian Louboutin | 575 | 575 | Comparable | EV/Sales multiple, | |
| The Economist Group | 403 | 416 | companies multiples | EV/EBITDA multiple | |
| Welltec | 374 | 424 | |||
| Total main unlisted equity investments at FVTPL - Level 3 |
1,999 | 2,012 | |||
| OTHER UNLISTED EQUITY INVESTMENTS AT FVTPL - LEVEL 3 |
|||||
| TagHolding | 210 | 189 | EV/Sales multiple, P/E | ||
| Nuo | 121 | 102 | Comparable | multiple, EV/EBITDA | |
| GEDI | 118 | 118 | companies multiples, DCF method, price of |
multiple, discount rates, perpetual growth |
|
| Lifenet | 80 | 80 | recent investments | rates, implied terminal | |
| Other | 75 | 65 | EV/EBITDA multiple | ||
| Total other unlisted equity investments at FVTPL - Level 3 |
604 | 554 | |||
| Total unlisted equity investments at FVTPL - Level 3 |
2,603 | 2,566 |
Valuation process fair value Level 3
The valuation process for unlisted equity investments at FVTPL involves a combination of internal and external expertise. Exor management carries out an internal review of the key inputs and assumptions, with the guidance from external financial advisors, who provide independent
| assessments and input on the appropriate valuation methodologies. The valuations are reviewed on a semi-annual basis, in line with Exor's half-yearly reporting periods, by both internal management and external experts to ensure they remain accurate and aligned with current market conditions. |
(€ million) | At 31 December 2024 |
In the income statement |
In OCI reserves |
Increase | Decrease | Net transfers into/(out of) Level 3 |
At 30 June 2025 |
||
|---|---|---|---|---|---|---|---|---|---|---|
| (€ million) | At 30 June 2025 | At 31 December 2024 | Equity investments at |
2,566 | (33) | — | 70 | — | — | 2,603 |
| FVTPL | ||||||||||
| Unlisted equity investments at FVTPL - Level 3 UNOBSERVABLE INPUT |
2,603 | 2,566 | Equity | |||||||
| Discount rates | 9.1% - 13.0% | 8.6% - 13.6% | investments at FVTOCI |
193 | — | (18) | — | — | — | 175 |
| Perpetual growth rates | 0% - 2.0% | 0% - 2.0% | ||||||||
| Implied terminal EV/EBITDA multiple | 8.7x | 8.7x | Lingotto | 497 | (23) | — | 166 | (16) | — | 624 |
| P/E multiple | 10.3x | 10.3x | Funds managed | |||||||
| EV/Sales multiple | 0.6x - 11.3x | 0.4x - 9.9x | by third parties | 60 | 1 | — | — | — | — | 61 |
| EV/EBITDA multiple | 5.2x - 12.4x | 5.5x - 13.4x | Reinsurance vehicles |
679 | 24 | — | — | (535) | — | 168 |
| Sensitivity analysis on Level 3 | Ora Global | 703 | (51) | — | 9 | (13) | — | 648 | ||
| For fair value measurements for which significant non-observable inputs are used (Level 3), a | Financial assets | 11 | — | — | — | — | — | 11 | ||
| sensitivity analysis is conducted to obtain a range of possible and reasonable alternative | Total Assets | 4,709 | (82) | (18) | 245 | (564) | — | 4,290 | ||
| valuations. The potential impact of a reasonably possible increase/decrease of 10% in the comparable companies' multiples applied for determining the fair value for the main Level 3 equity investments at FVTPL corresponds to approximately an increase or a decrease of €203 million of |
Other financial liabilities |
(18) | — | — | — | 18 | — | — | ||
| the fair value at 30 June 2025 (an increase of €202 million or a decrease of €199 million of the fair | Total Liabilities | (18) | — | — | — | 18 | — | — |
value at 31 December 2024).
Changes on Level 3
The following table provides the reconciliation of the changes in Level 3 financial instruments for the six months ended 30 June 2025.
Transfers between levels
During the six months ended 30 June 2025, there were no transfers between Levels 1, 2, and 3 in the fair value hierarchy for these investments.
ASSETS AND LIABILITIES NOT MEASURED AT FAIR VALUE ON A RECURRING BASIS
| At 30 June 2025 | At 31 December 2024 | ||||
|---|---|---|---|---|---|
| (€ million) | Note | Carrying amount |
Fair value | Carrying amount |
Fair value |
| FINANCIAL ASSETS | |||||
| Debt securities at amortised cost | 22 | 22 | 21 | 21 | |
| Financial receivables and other financial assets |
327 | 327 | 244 | 244 | |
| Total financial assets | 349 | 349 | 265 | 265 | |
| FINANCIAL LIABILITIES | |||||
| Borrowings | 9 | (3,501) | (3,330) | (4,088) | (3,889) |
| Lease liabilities | (1) | (1) | (2) | (2) | |
| Other financial liabilities | (2) | (2) | (1) | (1) | |
| Total financial liabilities | (3,504) | (3,333) | (4,091) | (3,892) |
The following tables present the Company's financial instruments not measured and recognized at fair value at 30 June 2025 and 31 December 2024 on a recurring basis. At 30 June 2025 At 31 December 2024 The transactions between Exor and the related parties identified in accordance with IAS 24 have been carried out in compliance with applicable regulations and based on the principle of mutual economic benefit. At the best of our knowledge, no significant transactions with related parties were made during the six months ended 30 June 2025 and 30 June 2024, other than the participation of Giovanni Agnelli B.V., as controlling shareholder of the Company, for an amount of €570 million in the tender offer finalised in April 2025.
| At 30 June 2025 | At 31 December 2024 | |||||||
|---|---|---|---|---|---|---|---|---|
| (€ million) | Level 1 | Level 2 | Level 3 | Fair value |
Level 1 | Level 2 | Level 3 | Fair value |
| FINANCIAL ASSETS | ||||||||
| Debt securities at amortised cost |
22 | — | — | 22 | 21 | — | — | 21 |
| Financial receivables and other financial assets |
— | — | 327 | 327 | — | — | 244 | 244 |
| Total financial assets | 22 | — | 327 | 349 | 21 | — | 244 | 265 |
| FINANCIAL LIABILITIES | ||||||||
| Borrowings | (3,263) | (67) | — | (3,330) (3,819) | (70) | — | (3,889) | |
| Lease liabilities | (1) | — | — | (1) | (1) | — | (1) | (2) |
| Other financial liabilities | — | — | (2) | (2) | — | — | (1) | (1) |
| Total financial liabilities | (3,264) | (67) | (2) (3,333) (3,820) | (70) | (2) (3,892) |
11.RELATED PARTY TRANSACTIONS
Responsibility statement
The Board of Directors is responsible for preparing the 2025 Interim Report for the first half of 2025, including of the Half-Year Condensed Consolidated Financial Statements and the Interim Board Report, in accordance with the Dutch Financial Supervision Act and the applicable International Financial Reporting Standards (IFRS) for interim reporting, IAS 34 – Interim Financial Reporting.
In accordance with Section 5:25d, paragraph 2 of the Dutch Financial Supervision Act, the Board of Directors states that, to the best of its knowledge, the Half-Year Condensed Consolidated Financial Statements prepared in accordance with applicable accounting standards provide a true and fair view of the assets, liabilities, financial position and profit or loss of Exor N.V. and its consolidated subsidiaries, and the undertakings included in the consolidation as a whole, and the Interim Board Report provides a fair review of the information required pursuant to Section 5:25d, paragraphs 8 and 9 of the Dutch Financial Supervision Act.
17 September 2025
The Board of Directors
Nitin Nohria John Elkann Tiberto Ruy Brandolini D'Adda Ginevra Elkann Alessandro Nasi Melissa Bethell Laurence Debroux Sandra Dembeck Axel Dumas Karl Guha
Deloitte Accountants B.V. Gustav Mahlerlaan 2970 1081 LA Amsterdam P.O.Box 58110 1040 HC Amsterdam The Netherlands Tel: +31 (0)88 288 2888 www.deloitte.nl
INDEPENDENT AUDITOR'S REVIEW REPORT
To the shareholders and the Board of Directors of EXOR N.V.
Our conclusion
We have reviewed the condensed consolidated interim financial information for the period from January 1, 2025 to June 30, 2025 of EXOR N.V. based in Amsterdam.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim financial information for the period from January 1, 2025 to June 30, 2025 of Exor N.V. is not prepared, in all material respects, in accordance with IAS 34, 'Interim Financial Reporting' as adopted by the European Union.
The half-year condensed consolidated interim financial information comprises:
- The interim condensed consolidated statement of financial position as at June 30, 2025.
- The following interim condensed consolidated statements for the period from January 1, 2025 to June 30, 2025: the income statement, the statement of comprehensive income, the statement of cash flows and the statement of changes in equity.
- The notes comprising material accounting policy information and other explanatory information.
Basis for our conclusion
We conducted our review in accordance with Dutch law, including the Dutch Standard 2410, "Het beoordelen van tussentijdse financiële informatie door de accountant van de entiteit" (Review of interim financial information performed by the independent auditor of the entity). A review of interim financial information in accordance with the Dutch Standard 2410 is a limited assurance engagement. Our responsibilities under this standard are further described in the 'Our responsibilities for the review of the interim financial information' section of our report.
We are independent of Exor N.V. in accordance with the Verordening inzake de onafhankelijkheid van accountants bij assurance-opdrachten (ViO, Code of Ethics for Professional Accountants, a regulation with respect to independence) and other relevant independence regulations in the Netherlands. Furthermore, we have complied with the Verordening gedragsen beroepsregels accountants (VGBA, Dutch Code of Ethics for Professional Accountants). We believe the assurance evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion.
Responsibilities of management and the audit committee for the interim financial information
Management is responsible for the preparation of the interim financial information in accordance with IAS 34, 'Interim Financial Reporting' as adopted by the European Union. Furthermore, management is responsible for such internal control as it determines is necessary to enable the preparation of the interim financial information that are free from material misstatement, whether due to fraud or error.
The non-executive board members are responsible for overseeing the entity's financial reporting process.
Our responsibilities for the review of the interim financial information
Our responsibility is to plan and perform the review in a manner that allows us to obtain sufficient and appropriate assurance evidence for our conclusion. The level of assurance obtained in a review engagement is substantially less than the level of assurance obtained in an audit conducted in accordance with the Dutch Standards on Auditing. Accordingly, we do not express an audit opinion.
We have exercised professional judgement and have maintained professional scepticism throughout the review, in accordance with Dutch Standard 2410.
Our review included among others:
- Updating our understanding in the entity and its environment, including its internal control, and the applicable financial reporting framework, in order to identify areas in the interim financial information where material misstatements are likely to arise due to fraud or error, designing and performing procedures to address those areas, and obtaining assurance evidence that is sufficient and appropriate to provide a basis for our conclusion.
- Obtaining an understanding of internal control, as it relates to the preparation of the interim financial information.
- Making inquiries of management and others within the entity.
- Applying analytical procedures with respect to information included in the interim financial information.
- Obtaining assurance evidence that the interim financial information agrees with or reconciles to the entity's underlying accounting records.
- Evaluating the assurance evidence obtained.
- Considering whether there have been any changes in accounting principles or in the methods of applying them and whether any new transactions have necessitated the application of a new accounting principle.
- Considering whether management has identified all events that may require adjustment to or disclosure in the interim financial information.
- Considering whether the interim financial information has been prepared in accordance with the applicable financial reporting framework and represents the underlying transactions free from material misstatement.
Amsterdam, 17 September 2025 Deloitte Accountants B.V. M.R. van Leeuwen Partner
DEFINITIONS AND ALTERNATIVE PERFORMANCE MEASURES
Exor management monitors and evaluates operating and financial performance using several industry-standard definitions and non-IFRS accounting measures, referred to as Alternative Performance Measures ("APMs"), applying the European Securities and Markets Authority (ESMA) guidelines. Exor management believes that these APMs provide useful and relevant information regarding the Company's performance and financial condition, improving the ability of management and investors to assess and compare the results and financial position of Exor with those of other companies. They also provide comparable measures that facilitate management's ability to identify operational trends, as well as make decisions regarding future spending, resource allocations and other strategic and operational priorities. APMs do not have a standardized meaning under IFRS and therefore may not be comparable to similarly named measures used by other companies, nor are they intended to be substitutes for measures of performance or financial position as prepared in accordance with IFRS. A definition, explanation of relevance and a reconciliation of each APM to the most directly comparable measure calculated and presented in accordance with IFRS are set out below. To enhance the clarity and readability of the financial data, the number of APMs has been reduced compared to the 2024 Annual Report. The APMs that remain applicable have been calculated and presented in a manner that ensure consistency over time.
| Definition | Description | Purpose |
|---|---|---|
| GROSS ASSET VALUE (GAV) | Total assets as defined under IFRS | To use terminology in line with the industry to refer to Total assets |
| GROSS DEBT | Sum of Borrowings (notes and bank debt) and Other financial liabilities as defined under IFRS |
To use terminology in line with the industry to refer to Borrowings and Other liabilities |
| NET ASSET VALUE (NAV) | Equity as defined under IFRS | To use terminology in line with the industry to refer to Equity |
| NET ASSET VALUE PER SHARE (NAV PER SHARE) |
Net Asset Value divided by outstanding shares (calculated as issued shares less treasury shares). NAV per share growth is the percentage change in NAV per share over the measurement period |
To measure the NAV attributable to one share |
| Alternative Performance Measure | Description | Purpose |
|---|---|---|
| AVAILABLE LIQUIDITY | Cash and cash equivalents as defined under IFRS plus undrawn committed credit lines |
To measure the readily available funds |
| COMPANIES | Equity investment in listed and unlisted entities where Exor exercises control or significant influence |
To measure the value of the most important portion of Exor's portfolio |
| LOAN-TO-VALUE (LTV) RATIO, EXPRESSED AS A PERCENTAGE |
Net financial position plus other liabilities, divided by Gross Asset Value minus Cash, cash equivalents and financial assets |
To measure Exor's indebtedness level linked to the value of its assets. Credit rating agencies and counterparties use this measure to assess Exor's financial risk profile |
| MANAGEMENT COSTS | General and administrative expenses which are recurring and cash-based. Exor monitors management costs linked to the value of its assets or GAV, measured in bps (basis points), on an annualized basis |
To measure the cost efficiency of managing assets |
| NET FREE CASH FLOW | Dividends inflow minus management costs, financial income (expenses) and dividend paid. All these items are recurring and cash-based |
To measure the cash that Exor is able to generate after recurring outflows |
Reconciliation with the IFRS accounting measure
The following tables present the reconciliation of APMs to the nearest IFRS accounting measure at 30 June 2025 and 31 December 2024.
| (€ million) | At 30 June 2025 | At 31 December 2024 | Change |
|---|---|---|---|
| (a) Cash and cash equivalents |
1,532 | 169 | 1,363 |
| Undrawn committed credit lines | 675 | 475 | 200 |
| (b) Available liquidity |
2,207 | 644 | 1,563 |
(a) IFRS accounting measure.
(b) APM.
(a) IFRS accounting measure. (b) APM.
| (€ million) | At 30 June 2025 | At 31 December 2024 | Change | ADDITIONAL INFORMATION | ||
|---|---|---|---|---|---|---|
| Equity investments at FVTPL(a) | 33,488 | 37,220 | (3,732) | Exor's 2025 Interim Report | ||
| bioMérieux | (320) | — | (320) | is available on www.exor.com in section Investors & Media - Financial Results. | ||
| Lingotto Investments Management (UK) | (58) | (58) | — | |||
| Other minor | (10) | — | (10) | Upcoming events: 18 September 2025: Half-Year 2025 results conference call |
||
| Companies(b) | 33,100 | 37,162 | (4,062) | |||
| (a) IFRS accounting measure. (b) APM. |
For the six months ended 30 June | Change | For more information, please contact: Investor Relations [email protected] |
Media [email protected]. |
||
| (€ million) | 2025 | 2024 | ||||
| General and administrative expenses(a) | 33 | 22 | 11 | Design and Workiva integration | ||
| General and administrative expenses - non recurring |
(8) | (2) | (6) | KentieDesign Reporting B.V. www.kentiedesign.eu |
||
| Share-based compensation plan | (14) | (10) | (4) | |||
| Management costs(b) | 11 | 10 | 1 |
| (€ million) | At 30 June 2025 | At 31 December 2024 | Change | ADDITIONAL INFORMATION | ||
|---|---|---|---|---|---|---|
| Equity investments at FVTPL(a) | 33,488 | 37,220 | (3,732) | Exor's 2025 Interim Report | ||
| bioMérieux | (320) | — | (320) | is available on www.exor.com in section Investors & Media - Financial Results. | ||
| Lingotto Investments Management (UK) | (58) | (58) | — | |||
| Other minor | (10) | — | (10) | Upcoming events: | ||
| Companies(b) | 33,100 | 37,162 | (4,062) | 18 September 2025: Half-Year 2025 results conference call | ||
| (a) IFRS accounting measure. (b) APM. |
For the six months ended 30 June | Change | For more information, please contact: Investor Relations [email protected] |
Media [email protected]. |
||
| (€ million) | 2025 | 2024 | ||||
| General and administrative expenses(a) | 33 | 22 | 11 | Design and Workiva integration | ||
| General and administrative expenses - non recurring |
(8) | (2) | (6) | KentieDesign Reporting B.V. www.kentiedesign.eu |
||
| Share-based compensation plan | (14) | (10) | (4) | |||
| Management costs(b) | 11 | 10 | 1 | |||
| For the six months ended 30 June | Change | ||
|---|---|---|---|
| (€ million) | 2025 | 2024 | |
| Cash flow from operating activities(a) | 3,138 | 618 | 2,520 |
| Proceeds from sale of equity investments at FVTPL |
(2,987) | (85) | (2,902) |
| Proceeds from sale of other investments at FVTPL |
(518) | (287) | (231) |
| Payment on acquisition of equity investments at FVTPL |
748 | 664 | 84 |
| Payment on acquisition of other investments at FVTPL |
176 | 62 | 114 |
| Other | (61) | (118) | 57 |
| Net free cash flow(b) | 496 | 854 | (358) |
(a) IFRS accounting measure. (b) APM.
Board Report Financial Statements Other Information 27
Exor N.V. (AEX: EXO) has been building great companies since its foundation by the Agnelli Family. For more than a century, Exor has made successful investments worldwide, applying a culture that combines entrepreneurial spirit and financial discipline. With a Net Asset Value of around €36 billion, its portfolio is principally made up of companies in which Exor is the largest shareholder including Ferrari, CNH, Stellantis and Philips
