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Valamar Riviera d.d.

Investor Presentation Oct 23, 2025

2085_10-q_2025-10-23_097aeff8-5787-40ae-b70f-59f3da7916e4.pdf

Investor Presentation

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Content

Key messages 3
About Valamar 5
Results of the Group 8
Results of the Company 18
Investment cycle 2024/25 20
Sustainability in Business and Human Resources 24
The Risks of the Company and the Group 30
Corporate Governance 35
Valamar Share 39
Statement of the Management Board 43
Disclaimer 45
Responsibility for the Quarterly Financial Statements 46
Financial Statements According to TFI-POD 47

KEY MESSAGES 3

OPERATING INCOME EUR 430.9 MN OPERATING PROFIT EUR 165.2 MN

Strong Performance Across the Portfolio

Valamar group delivered robust results in the first nine months of 2025, continuing its trajectory of sustainable growth.

Consolidated revenues reached EUR 433.4 million, representing a 10.5% increase compared to the same period of the previous year. This growth was driven by sustained demand from key source markets, strong performance in the premium segment, the successful consolidation of Austrian portfolio operations, and the positive effects of strategic investments made in prior years.

Financial Highlights

  • Operating income reached EUR 430.9 million, increased 10.5% year-on-year.
  • Operating expenses increased by 10.3% to EUR 263.6 million, mainly driven by initiatives aimed at improving employee compensation and benefits, which resulted in a EUR 12.7 million (+13.4%) increase in salary costs. Additional cost pressure arose from higher material expenses, primarily driven by increased in overnights stay and inflationary trends.
  • Operating profit (adjusted EBITDA) reached EUR 165.2 million, 11.8% higher than in the same period in 2024, with EBITDA margin up by 0.5 percentage points.
  • Net profit up EUR 20.2 million (+28.0%) year-on-year, reflecting stronger operating performance.
  • Net debt amounts to EUR 268.8 million, a reduction of 2.7% over the reporting period. Almost the entire loan portfolio consists of long-term loans with fixed or hedged interest rates, thus protecting against an interest rate risk.

Destination Performance

All Valamar group destinations achieved strong results, with Rab, Makarska, Krk, and Istria leading in revenue growth. Dubrovnik, following an exceptional 2024 season, recorded stable performance. The island of Rab achieved the highest growth at +33.0% in board revenues, driven by the opening of Arba Resort.

Valamar group recorded 6.2 million overnight stays, compared to 103.8 million registered for all of Croatia according to eVisitor data. Overnight stays in Croatia increased by 1.2% in the first nine months, while Valamar group achieved a 3.7% increase. Germany and Austria remained Valamar group's most important source

markets, accounting for nearly 47% of total overnight stays. The share of domestic guests and visitors from the United Kingdom and Poland continued to grow steadily.

Operational Highlights

  • Board revenues reached EUR 360.5 million, increased 12.2% (10.1% in camping and 13.3% in hotels) year-on-year.
  • The average room rate (ARR) rose to EUR 153 (+10.4%), while the annual occupancy rate stood at 43.1% (+0.6 pp).
  • Revenue per available room (RevPAR) amounted to EUR 17,965 (+11.5%).
  • EBITDA per available room (EBITDA PAR) reached to EUR 8,370 (+11.7%).
  • Direct sales continued to be the dominant and most profitable channel, accounting for 66.5% of total board revenues (+1.9 percentage points).
  • Overall guest satisfaction remained exceptionally high at 89%, based on over 150,000 guest surveys, underscoring Valamar group's continuous investment in service quality, innovation, and employee development.

Investment Cycle 2024/25

Valamar group's ongoing EUR 162.2 million investment cycle is nearing completion.

Renovation of Pical Resort, the largest tourism project in Croatia, is entering its final phase and progressing according to plan, with the opening scheduled for spring 2026. The investment is worth more than 200 million EUR, and it represents the key step in transformation of Poreč and Istria according to the model of year-round, sustainable, and high-quality tourism. In addition to the luxury resort, the project also includes the development of new public tourism infrastructure, which will further enhance the quality of the destination. Pical Resort 5*, Valamar Collection will be the flagship of Valamar portfolio and a new symbol of luxury vacation in Croatia, developed in collaboration with world-renowned partners and adhering to the highest standards of sustainability, design, and service.

OVER 200 MN TO BE INVESTED IN PICAL RESORT

At the end of 2025, Valamar group will further enrich what Poreč has to offer with the opening of Hotel Jadran 5*, Valamar Collection, a fully renovated butique hotel featuring 12 exclusive designer rooms, which will also host JAZ by Ana Roš bistro, run by a famous chef and holder of three Michelin stars.

KEY MESSAGES 4

COMPLETED 1ST PHASE OF ARBA RESORT INVESTMENT ON ISLAND OF RAB

In 2025, Imperial Riviera, Valamar Riviera's joint venture with AZ Funds, completed the first phase of the Arba Resort 4* investment on the island of Rab, worth EUR 54 million, marking a significant milestone in repositioning Rab as a leading family destination. In Makarska, the second phase of the Sunny Makarska by Valamar group resort investment has also been completed.

Human Resources

During the peak season (June–August), net monthly salaries for skilled positions chefs, waiters, and receptionists - ranged from EUR 1,500 to 2,000, while support positions such as cleaners, assistant cooks, and service staff earned between EUR 1,000 and 1,400.

As of 31 July, 2025, Valamar employed a total of 8,690 employees.

Sustainability in Business

Valamar group continues to strengthen its leadership in sustainable development and ESG performance. According to the Croatian Chamber of Economy's ESG rating survey, Valamar group ranked first in the tourism sector, earning a "Very High ESG rating".

In June, Valamar group was also awarded a Gold Medal from EcoVadis, placing it among the top 5% of rated companies globally for business sustainability practices.

Outlook and Expectations

For the fiscal year 2025, Valamar group expects to achieve operating revenues in the range of EUR 457–461 million (EUR 417 million in 2024), representing anticipated growth of 9.6–10.5%.

Adjusted EBITDA is expected to range between EUR 128–131 million (EUR 119 million in 2024), an increase of 6.1–8.6%.

These forward-looking statements are based on currently available information, assumptions, and forecasts. They do not constitute guarantees of future performance and are subject to risks and uncertainties that may cause actual results to differ materially. The full Disclaimer is available on page 44.

CEO Statement

"Valamar group remains focused on the guest experience, expanding direct sales, and achieving growth beyond the main tourist season - while continuously creating long-term value for our investors and shareholders. We are proud to lead the transformation of Croatian tourism towards higher added value. On behalf of the Management Board, I would like to thank our shareholders, business partners, and guests for their continued trust and cooperation. I would also like to acknowledge the valuable contribution of all employees, whose dedication and professionalism enabled the successful implementation of our business activities and strategic initiatives throughout the year."

— Željko Kukurin, CEO of Valamar Riviera d.d.

VALAMAR GROUP EXPECTS GROWTH IN OPERATING REVENUES AND OPERATING PROFIT BY YEAR-END

ABOUT VALAMAR 5

ABOUT VALAMAR

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

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

With investments of over a billion euros in the last 20 years, Valamar is one of the top regional investors. It is both Croatia's largest and highest rated employer in tourism.

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

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

Tourism portfolio of Valamar

ABOUT VALAMAR 6

HOTELS AND RESORTS OVERVIEW 2025*

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

Results of the Group

The Management Board presents the quarterly financial statements for the third quarter and the first nine months of 2025

QUARTERLY FINANCIAL STATEMENTS

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

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

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

KEY FINANCIAL INDICATORS in EUR 1
1/1-30/9/2024 1/1-30/9/2025 2025/2024
Total revenues 392,396,825 433,426,278 10.5%
Operating income 390,104,554 430,882,541 10.5%
Sales revenues 385,986,878 428,147,659 10.9%
Board revenues (accommodation and board revenues) 2 321,411,916 360,482,016 12.2%
Operating cost 3 239,056,803 263,566,926 10.3%
EBITDA⁴ 147,111,830 165,619,613 12.6%
Extraorinary operations result and one-off items 5 599,781 418,487 -30.2%
Adjusted EBITDA 6 147,711,611 165,201,126 11.8%
EBIT 95,110,706 107,310,073 12.8%
Adjusted EBIT 6 94,510,925 106,891,586 13.1%
EBT 84,707,962 101,074,955 19.3%
Net profit 72,353,257 92,584,402 28.0%
EBITDA margin 37.7% 38.4% 0.7 pp
Adjusted EBITDA margin 6 37.9% 38.3% 0.5 pp
31/12/2024 30/9/2025 2025/2024
Net debt 7 340,593,618 334,219,939 -1.9%
Net debt (liabilities for tourist lan under IFRS 16 excluded) 276,296,796 268,772,398 -2.7%
Cash and cach equivalents 59,754,067 34,222,337 -42.7%
Market capitalization8 660,384,320 786,411,862 19.1%
EV 9 1,140,875,759 1,271,981,288 11.5%
Share price 5.24 6.24 19.1%
EPS 10 (for the first half) 0.49 0.61 26.1%

KEY BUSINESS INDICATORS11 1/1-30/6/2024 1/1-30/9/2025 2025/2024 19.956 0.5% Number of accommodation units (capacity) 20.066 Number of heds 56477 56 747 0.5% 116 118 1.0% Full occupancy days 42.5% 43.1% 0.6 pp Annual occupancy (%) Accommodation units sold 2.324.349 2.360.342 15% 6.236.311 3.7% Overnights 6.015.048 ARR12 (in EUR) 138 153 10.4% RevPAR13 (in EUR) 16.106 17.965 11.5% EBITDA PAR14 (in EUR) 7.491 8.370 11.7%

BOARD REVENUES EUR 360.4 mn +12.2 %

ADJUSTED EBITDA EUR 165.2 mn +11.9 %

MARKET CAPITALIZATION EUR 786.4 mn +19,1 %

  • 1 Classified according to the Annual Financial Statement (GFI POD-RDG). EBIT, EBITDA and their adjusted values and respective margins are recorded on the basis of operating income
  • 2 In compliance with the classification under the USALI international standard for reporting in hotel industry (Uniform System of Accounts for the Lodging Industry). Non-commercial properties/data excluded
  • 3 Operating costs include material costs, staff costs, other costs, and other operating costs reduced by extraordinary expenses and one-off items
  • 4 EBITDA (earnings before interest, taxes, depreciation and amortization) is calculated as: operating income total operating costs + depreciation and amortisation + value adjustments
  • 5 Adjustments were made for (i) extraordinary income (in the amount of EUR 2.1 mn in first nine monhts of 2025, and EUR 3,1 mn in 2024, (ii) extraordinary expenses (in the amount of EUR 1.4 mn in first nine monhts of 2025 and EUR 3.5 mn in 2024), and (iii) termination benefit costs (in the amount of EUR 0.3 mn in first nine monhts of 2025, and EUR 0.2 mn in 2024)
  • 6 Adjusted by the result of extraordinary operations and one-off items
  • 7 Net debt: non-current and current liabilities to banks and other financial institutions + liabilities for loans, deposits and other + other liabilities according to IFRS 16 (leases) – cash and cash equivalents – long-term and short-term investments in securities – current loans given, deposits, etc.
  • 8 Market capitalization is calculated as the total number of shares multiplied by the last share price at the end of period
  • 9 EV refers to enterprise value; calculated as market capitalization + net debt + minority interest
  • 10 EPS refers to earnings per share calculated on the basis of net profit attributable to the owners of the parent company
  • 11 Data for Helios Faros. Data for the three hotels in Valamar's Austrian portfolio have been included in line with the long-term lease agreement that became effective 1 November 2024. Non-commercial properties/data excluded
  • 12 Average rate is recorded on the basis of cumulative board revenues (accommodation and board's food and beverage revenues)
  • 13 Revenue per accommodation unit is recorded on the basis of cumulative board revenues (accommodation and board's food and beverage revenues). a (prihod smještaja i hrane i pića pansiona)
  • 14 EBITDAPAR is calculated using USALI EBITDA in relation to the number of

Overnights and accommodation units sold

Distribution Channels as of 30 September, 2025 (by Board Revenues)

Revenues and ARR

Valamar group's operating revenues for the first nine months of 2025 amount to EUR 430.9 million, representing an increase of 10.5% or EUR 40.8 million compared to the same period of the previous year. Business growth is primarily driven by an increase in the number of rooms sold, higher achieved average room rates, and a growing share of the most profitable direct sales channel, contributing to improved overall profitability. Additionally, growth was supported by the consolidation of hotel operations in Austria and continued investments focused on enhancing service quality and repositioning the portfolio.

All Valamar group destinations achieved strong results, with Rab, Makarska, Krk, and Istria leading in revenue growth. Dubrovnik, following an exceptional 2024 season, recorded stable performance. The island of Rab achieved the highest growth at +33.0% in board revenues.

FINANCIAL AND STRATEGIC KPIs 17 2022 2024 2025 Target
2026
INVESTMENTS AND DEVELOPMENT
Investments in the managed portfolio (in EUR mn) 4218 142 18 304 18 450 18
Operating income (in EUR mn) 319 411 457-461 500
Adjusted EBITDA (in EUR mn) 19 97 119 128-131 150
INVESTORS AND FINANCING
Dividend yield 20 3.6% 4.7% 4.6% 4%
Interest rate on long-term borrowings 21 2.4% 2.6% 2.8% <3%
FOCUS ON GUESTS
Returning guests 22 26.8% 29.0% 30.0% 30.0%
Guest marketing base (mn) 23 1.1 1.3 1.5 1.6
Valamar loyalty program 24 465,136 656,000 769,000 840,000
NPS 25 64 66 66 65
Guest satisfaction 26 88% 88% 89% 89%
Valamar Collection 93% 94% 92% 93%
VHR 90% 90% 90% 90%
Places 88% 92% 93% 92%
Sunny 85% 88% 89% 88%
Valamar Camping 85% 87% 88% 87%
SALES AND MARKETING
Accommodation sales (in EUR mn) 27 264 341 381-384 405
Direct sales (in EUR mn) 28 161 211 243 260
Share of direct sales 29 62% 64% 65% 66%
Accommodation sales outside the main tourist season 30 43% 45% 45% 50%
Web visitors (mn) 31 7.1 7.2 7.2 9.4
Occupancy 32 65.8% 66.8% 68.5% 69.2%
ARR 33 (in EUR) 104 136 151 153
Overnights 6,358,158 6,358,966 6,563,883 6,793,226
Occupancy (Hotels&Resorts) 74.2% 75.4% 75.0% 76.2%
ARR (Hotels&Resorts (in EUR)) 152 201 226 222
Overnights (Hotels&Resorts) 2,780,333 2,835,092 2,914,761 3,028,703
Occupancy (Campings Resorts) 56.9% 60.0% 63.6% 63.3%
ARR (Campings Resorts (in EUR)) 63 80 85 82
Overnights (Campings Resorts) 3,577,825 3,523,861 3,649,122 3,764,509
J 12 (2 200 pm ) 32 1 1 2 2 2 3 3 9 -,,0=0 -,, -,- ·•,· == -,,000

OPERATING INCOME EUR 457-461 mn +9.6-10.5%

EUR 128-131 mn +6.1-8.6%

EUR 243 mn +15.2%

  • 17 All key performance indicators refer to Valamar group unless stated otherwise and exclude noncommercial accommodation (except operating income). Unless stated otherwise, the indicators for 2025 represent estimated indicators for the whole of 2025
  • 18 Investments in 2022 are presented for that year, while, in 2024, they are cumulative for the period 2023-2024, in 2025, cumulative for 2023-2025, and in 2026, cumulative for 2023-2026
  • 19 The indicator is calculated as: operating income total operating costs + depreciation and amortization + value adjustments, and adjusted for the result of extraordinary operations and one-off items
  • 20 The targeted dividend yield for shareholders is approximately 4% relative to the average market price of the share achieved in the last quarter of the previous fiscal year
  • 21 The indicator represents the weighted average interest rate
  • 22 Share of guests staying in the current year who have had at least one stay during the previous five years (2020–2025). The indicator includes both Valamar group and the managed portfolio
  • 23 Number of contacts with consent for direct marketing. The indicator includes both Valamar group and the managed portfolio
  • 24 Loyalty program members. The indicator includes both Valamar group and the managed portfolio
  • 25 Net Promoter Score is a quality indicator based on the data collected through on-site and post-stay guest surveys. The received ratings are processed and regularly distributed within the organization in the form of weekly reports.
  • 26 Quality indicators are based on data analysis collected through on-site and post-stay guest surveys. The received ratings are processed and regularly distributed within the organization in the form of weekly reports. The indicator includes both Valamar group and the managed portfolio
  • 27 The indicator represents board revenues including collected no-show fees
  • 28 The indicator represents board revenues from the direct sales channel
  • 29 The indicator represents the share of board revenues from direct sales channels in total board revenues (excluding OTA commissions)
  • 30 The indicator represents total board revenues generated during the operating season, excluding the performance achieved in July and August
  • 31 The indicator has been redefined in 2023 following additional alignment with GDPR regulations. Web analytics are now loaded only for users who have provided consent for analytical cookies. Although approximately 50% of visitor data is lost, Google's modeling enables the simulation of up to 70% of the missing user journeys
  • 32 The indicator is calculated by dividing the number of accommodation units sold by the product of total available accommodation units and the number of operating days
  • 33 The indicator is calculated by dividing the total board revenues (including collected no-show fees) by the total number of accommodation units sold during the reporting period
_
FINANCIAL AND STRATEGIC KPIS 2022 2024 2025 Target
2026
PRODUCTS AND SERVICES
Managed portfolio (keys)34 20,093 19,956 20,536 >21,000
Total TREVPAR 35 (in EUR) 15,404 20,163 >21,500 24,275
Hotels TREVPAR (in EUR) 24,861 31,927 >36,000 32,500
Campsites TREVPAR (in EUR) 8,552 10,294 >11,000 12,200
EMPLOYEES AND ORGANIZATION 36
Employees 37 7,447 8,295 8,690 9,360
Year-round employees 38 48% 48% 43% 49%
Domestic employees 87% 78% 73% 70%
Seasonal returnees 60% 53% 47% 50%
Local employees 61% 55% 53% 50%
Salary 39 18% 19% 18% >10-15%
Education 40 32 49 50 40

VALAMAR

TOTAL REVPAR 21,500 EUR >+6.6 %

8,690 +4.8 %

  • 34 The indicator includes both Valamar group and the managed portfolio
  • 35 The indicator is calculated by dividing the total operating income from accommodation properties divided by the total number of accommodation units
  • 36 All indicators related to employees and organization are presented as of 31 July, 2025 except Seasonal returnees which is an estimate for the whole year
  • 37 The indicator includes both Valamar group and the managed portfolio
  • 38 The share of year-round employees in 2025 decreased following the government's discontinuation of the permanent seasonal employment ("Stalni sezonac") program
  • 39 The indicator reflects the deviation from the average salary level in the tourism sector
  • 40 The indicator represents the number of training hours per employee

REVENUES

In the first nine months of 2025, total revenues reached EUR 433.4 million, up by 10.5% (EUR 41.0 million). The total generated revenues have been influenced by:

    1. increase in sales revenue by 10.9% (EUR 42.2 million) to EUR 428.1 million, primarily consisting of board revenue (EUR 360.5 million). Domestic sales revenue amounted to EUR 40.7 million, with a share of 11.0% in sales revenue, and EUR 3.9 million higher than in 2024 (+8.9%). With a share of 89.0% in sales revenue, sales revenue in foreign markets amounted to EUR 381.1 million, an increase of EUR 38.3 million (+11.2%)
    1. decrease in other operating income in the amount of EUR 1,4 million year-onyear (-35.6%)
    1. steady financial income of EUR 2.3 million (-0.2%). The increase in the market value of interest rate swaps almost entirely offset the EUR 0.8 million decline in interest income

TOTAL OPERATING EXPENSES OF VALAMAR GROUP41
(in EUR) 1/1-30/9/2024 1/1-30/9/2025 2025/2024
Operating costs42 239,056,803 263,566,926 10.3%
Total operating expenses 294,993,848 323,572,468 9.7%
Material costs 108,853,514 117,910,342 8.3%
Staff cost 95,016,268 107,745,153 13.4%
Depreciation and amortisation 52,001,124 58,309,540 12.1%
Other costs 35,215,927 38,175,723 8.4%
Provisions and value adjustments 1,286 15,533 1,107.9%
Other operating expenses 3,905,729 1,416,177 -63.7%

TOTAL OPERATING EXPENSES

Total operating expenses amounted to EUR 323.6 million, up 9.7% year-on-year, primarily due to the increase in overnight stays and sold rooms across all Group destinations, as well as the inclusion of operating expenses of three hotels in Austria, particularly in the categories of material costs and staff expenses. The development of operating expenses is as follows:

    1. material costs amounted to EUR 117.9 million, up 8.3%, mainly due to increased costs of food and beverages, cost of goods sold, maintenance, consumables as well as promotional and marketing costs
    1. personnel costs increased by 13.4% to EUR 107.7 million, driven by new employeerelated costs in the Austrian portfolio (EUR 3 million), an increase in the average number of employees, and higher employee salaries
    1. depreciation amounted to EUR 58.3 million, up 12.1%, largely due to increased capital investments in 2024
    1. other costs rose by EUR 3.0 million to EUR 38.2 million, mainly reflecting higher staff-related costs (accommodation, meal allowances, and rewards)
    1. other operating expenses amounted to EUR 1.4 million, a decrease of EUR 2.5 million, primarily due to lower costs related to prior years

EBITDA AND PROFIT FOR THE PERIOD

Valamar group achieved growth in EBITDA and EBITDA margin in the first nine months of 2025. The Group's operating profit (adjusted EBITDA) increased by EUR 17.5 million in 2025, reaching EUR 165.2 million (+11.8%) with a margin of 38.3% (+0.5 pp). The increase in operating profit compared to the same period last year was mainly driven by higher operating revenues across all Group destinations,resulting from increased average selling prices and a higher share of direct bookings, as well as the consolidation of the Austrian portfolio, accompanied by controlled and planned growth in operating expenses. The strongest contribution to the results came from the premium segment of hotels and camps in all Group`s destinations, which recorded higher occupancy rates and average room rates. Profit before tax (EBT) amounted to EUR 101.1 million, representing an increase of EUR 16.4 million year-on-year, primarily as a result of higher operating profit.

Net profit for the first nine months of 2025 amounted to EUR 92.6 million, up EUR 20.2 million (+28.0%) compared to the same period last year. The Group estimated a tax expense of EUR 8.5 million, mostly relating to current tax, partially reduced by tax incentives for investment projects. Given the seasonality of the business and the fact that the fourth quarter typically results in a net loss, the Group estimates that the fullyear 2025 will record a lower net profit before tax and, consequently, a lower income tax expense.

41 Classified according to Annual Financial Statements standard (GFI POD-RDG)

42 Operating costs include material costs, staff costs, other costs, and other operating costs reduced by extraordinary expenses and one-off items

RESULT FROM FINANCIAL ACTIVITIES

The result of financial activities for the first nine months of 2025 amounted to EUR -6.5 million, an improvement of EUR 3.9 million compared to the same period in 2024, when it stood at EUR -10.4 million.

TThe improved net financial result was mainly driven by lower interest expenses of EUR 3 million, due to the absence of statutory default interest related to legal proceeding amounting to EUR 2.4 million, and higher capitalization of interest paid on investment loans for Pical and Arba Resort. An additional positive impact came from other financial expenses, which were lower by EUR 0.9 million due to reduced costs from the derecognition of the fair value of interest rate swaps.

Financial income remained stable at EUR 2.3 million, as the increase in the market value of interest rate swaps effectively offset the EUR 0.8 million decline in interest income, reflecting lower deposit interest rates and a reduced amount of available cash.

NET DEBT

Net debt decreased by EUR 7.5 million in the first nine months of 2025, reaching EUR 268.8 million, as repayments of short-term bank liabilities exceeded new drawdowns of long-term loans for Pical and Arba Resort.

Net debt43

Financial income and expenses

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

ASSETS AND LIABILITIES

As of 30 September 2025, the total value of the Group's assets amounted to over one billion euro, up 6.6% compared to 31 December 2024. Total share capital and reserves amounted to EUR 505.7 million, reflecting a 12.7% increase driven by the net profit generated during the period, partially offset by dividends distributions.

Total long-term and short-term liabilities to banks and other financial institutions amounted to EUR 303.4 million as of 30 September 2025, down EUR 30.4 million compared to 31 December 2024. The short-term financial liabilities position decreased by EUR 89.5 million due to loan repayments, while long-term financial liabilities increased by EUR 59.1 million following new drawdowns of long-term loans for capital investments in Pical and Arba Resort.

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

As of 30 September 2025, the Group's cash position amounted to EUR 34.2 million, representing a decrease of EUR 25.5 million compared to 31 December 2024. The main factors behind the decrease in cash in 2025 were loan repayments, dividend distributions, and investments in long-term assets. The Group's cash position together with contracted credit lines, valuable tourism assets and a resilient operating business model constitutes a stable balance sheet position of the Group.

Assets and liabilities

Results of the Company

RESULTS OF THE COMPANY 18

In the first nine months of 2025, total revenues amounted to EUR 334.4 million, representing a 9.5% increase (EUR 29.0 million) compared to EUR 305.4 million in the same period of 2024. Sales revenues reached EUR 325.4 million, up 9.9% year-on-year. As previously explained, the growth in operations across all other destinations had a significant impact on the Company's revenues and expenses.

Material costs amounted to EUR 92.8 million, up 5.9%, mainly as a result of increased costs of food and beverages, cost of goods sold, maintenance, consumables as well as promotional and marketing costs. Personnel costs amounted to EUR 84.3 million, up 13.4% year-on-year, driven by new employee-related costs in the Austrian portfolio (EUR 3 million), an increase in the average number of employees, and higher employee salaries. Depreciation amounted to EUR 40.8 million, up 10.6% compared to the previous year, primarily driven by increased capital investments in 2024.

In the first nine months of 2025, the net financial result amounted to 1.0 million euros (-2.3 million euros in the same period in 2024). The improved net financial result was mainly influenced by lower interest expenses by 2.8 million euros, mainly due to the absence of EUR 2.4 million in statutory default interest related to legal proceedings, and secondarily due to higher capitalization of interest on investment loans for the Pical Resort. On the other hand, due to the decline in interest rates on deposits and the lower amount of available cash, other interest income decreased by 0.7 million euros.

EBITDA for the first nine months of 2025 reached EUR 119.4 million, up EUR 13.5 million (+12.8%) year-on-year. The growth was primarily driven by higher operating revenues across all Company destinations, resulting from increased average selling prices and a higher share of direct bookings, as well as the consolidation of the Austrian portfolio.

Profit before tax (EBT) amounted to EUR 79.5 million, an improvement of EUR 12.9 million (+19.4%) compared to last year, primarily driven by higher operating profit. Net profit for the first nine months of 2025 reached EUR 66.0 million, up EUR 11.4 million (+20.9%) year-on-year. The Company estimated a tax expense of EUR 13.6 million, mostly relating to current tax, partially reduced by tax incentives for investment projects. Given the seasonality of the business and the fact that the fourth quarter typically results in a net loss, the Company estimates that the full-year 2025 will record a lower net profit before tax and, consequently, a lower income tax expense.

As of 30 September 2025, the Company's total assets amounted to EUR 797.0 million, up EUR 14.6 million (+1.9%) compared to 31 December 2024. Total equity reached EUR 444.3 million, representing an 8.9% increase, primarily driven by net profit generated during the period and paid dividends. Cash balance stood at EUR 26.6 million, reflecting a decrease of EUR 26.6 million compared to 31 December 2024. Loan repayments, dividend payments, and investments in long-term assets were the main factors behind the decrease in cash in the first nine months of 2025.

TOTAL REVENUES INCREASED BY EUR 29.0 MN AND EBITDA BY EUR 13.4 MN YOY

Investment cycle 2024/25

INVESTMENT CYCLE 2024/25 20

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

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

VALAMAR RIVIERA

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

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

VALAMAR GROUP COMPLETING INVESTMENT CYCLE 2024/25 TOTALING EUR 161 MN

The second significant investment in this cycle is the reconstruction of Jadran Hotel, valued at EUR 5.3 million. The investment includes a complete renovation and redesign of 24 existing accommodation units into 12 luxury rooms, along with the redesign of the reception area and shared spaces. The opening of the new restaurant JAZ by Ana Roš within the hotel will further elevate Valamar's gastronomic offering, promote local producers, and create new employment opportunities. The hotel is scheduled to open at the end of 2025.

Other notable investments in Valamar Riviera's hotels include:

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

Regarding other properties, an additional EUR 700 thousand will be allocated for the purchase of furniture and equipment, approximately EUR 750 thousand for beach improvements and over EUR 890 thousand for safety upgrades.

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

• at Valamar Camping Lanterna 4* in Poreč, the repurposing of 33 Comfort pitches into 22 Mega Comfort pitches, the construction of a children's playground, the reconstruction of the sunbathing area at the main pool and

PICAL RESORT LARGEST CAPITAL INVESTMENT EXCEEDING EUR 200 MN

INVESTMENT CYCLE 2024/25 21

Aquamar, as well as the renovation of mobile homes, including their terraces and flooring, have been completed. The offering now features a new pitch type equipped with a mobile sanitary block and a summer kitchenette, along with upgrades to existing pitches that include the installation of hydromassage tubs. The first phase of developing the children's playground has finished, further enhancing the amenities for the campsite's youngest guests

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

STRONG EMPHASIS ON SUSTAINABLE AND SOCIALLY RESPONSIBLE BUSINESS PRACTICES The Company places a strong emphasis on sustainable and socially responsible business practices. To this end, we have invested approximately EUR 450 thousand in various energy efficiency projects, including the installation of LED lighting, as well as EUR 3.7 million in other sustainability initiatives. These include the procurement of electric vehicles, construction of e-charging stations, tree planting, landscaping, biowaste recycling, installation of new heat pumps and procurement of aerators and flow regulators, among other projects. As part of the Company's significant investments contributing to sustainability and environmental protection, an electric vehicle for biowaste collection has been procured for Valamar Camping Istra 5*, as well as new heat pumps at Camping Škrila 3* and Camping Bunculuka 4*, and groundwater-based irrigation at Valamar Camping Baška 4* has been completed. The procurement of a new electric boat at Isabella Island Resort 4*/5* and of a biocomposter for the Borik zone is underway.

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

INVESTMENT CYCLE 2024/25 22

its services continually. In this investment cycle alone, over EUR 6.1 million is being allocated to digitalisation and innovation projects. Additionally, EUR 600 thousand has been invested in IT maintenance projects, while over EUR 1.3 million has been earmarked for branding and signage.

IMPERIAL RIVIERA

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

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

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

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

Smaller projects have also been undertaken to promote green building and the use of sustainable energy sources, such as the installation of heat pumps at Valamar Padova Hotel and the reconstruction of the power plant at San Marino Resort.

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

IMPERIAL RIVIERA COMPLETING INVESTMENT CYCLE 2024/25 TOTALING EUR 60 MN

Sustainability in Business and Human Resources

SUSTAINABILITY HIGHLIGHTS

According to the ESG rating survey conducted by the Croatian Chamber of Economy (HGK), Valamar ranked first in the tourism sector, earning a rating of "very high ESG performance." Following its win of the gold medal from EcoVadis, the leading international sustainability rating platform, in June this year, and its placement among the top 5% of companies worldwide according to global sustainability indicators, Valamar has further strengthened its position as an ESG leader.

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

Arba Resort 4*, Valamar Collection, is designed to the highest sustainable building standards and is fully powered by renewable energy sources, including a solar power plant and heat pumps. It meets nZEB standards and ensures minimal CO2 emissions, thanks to features such as green roofs and façades. Documentation regarding Arba Resort's first investment phase was submitted for the precertification process in the DGNB Gold Certificate category.

As a member of the UN Global Compact, in 2025, Valamar continues to uphold the Ten Principles of the UN Global Compact. These principles cover fundamental corporate social responsibility in the areas of human rights, labour, environment and anti-corruption. Valamar remains a member of the Energy & Environment Alliance (EEA), a global coalition of hospitality companies and investors committed to decarbonisation and advancing sustainability in the tourism sector. Valamar is also a member of the GSTC (Global Sustainable Tourism Council), which establishes and manages global standards for sustainable travel and tourism.

VALAMAR RANKED 1ST IN TOURISM SECTOR ESG RANKING BY HGK AND AWARDED ECOVADIS GOLD MEDAL

ESG PROJECTS AND ACHIEVEMENT

Environment

Compared to 2015, Valamar has reduced its carbon footprint by 72%. It has succeeded in doing that by sourcing 100% of its electricity, which accounts for 75% of its total energy consumption, from renewable sources. These include photovoltaic power plants, LED lighting, replacing fossil fuels with electricity from renewable sources, installing heat pumps and other energy efficiency measures, such as the use of electric vehicles. Other indirect measures include waste separation quantities above the average EU levels and food waste biocomposting, which generated 150 tons of compost. Additionally, we seek cooperation with local suppliers who share our focus on decarbonisation. When investing in our tourist properties and facilities, we apply the highest green building standards. All these activities are part of Valamar's decarbonisation plan. Measures planned to achieve decarbonisation in Scope 1 and Scope 2 by 2026 have been integrated into Valamar's investment and operational plans, along with their associated costs.

The initiative "Easy as One, Two, Tree" is implemented across Valamar's hotels and campsites. This initiative enables Valamar's guests to contribute to the planting of new trees, with Valamar matching each donation by donating an additional tree. The campaign will conclude in mid-October, aiming to plant 10,000 trees, mirroring the success of last year.

Valamar conducted an analysis of its fishery products to continue enhancing the sustainability of its supply chain. Cooperation with a fishing cooperative from Komiža was established, through which hake from sustainable catch was procured. Valamar continues to completely exclude endangered species from its offer, including sharks, rays and swordfish, and actively collaborates with suppliers of sustainable fishery products, supporting and promoting responsible fishing practices. Currently, 41% of the fishery products in Valamar's portfolio are sustainably sourced. In addition, Valamar continues to invest in the sustainability of its entire supply chain and key suppliers, to ensure that responsible and sustainable suppliers account for 80% of the total procurement value.

Social

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

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

The second season of the "Valamar Provides Tasty Lunches" project has successfully finished. Over the past school year, Valamar rewarded all 28 primary schools from Istria, Rijeka and its surroundings, as well as the island of Krk, that participated in the initiative, by offering them a "Week of Home-Made Lunches". Although the original fund was intended to reward 10 schools, Valamar extended the recognition to all participating schools, providing tasty, nutritionally balanced meals made from

VALAMAR MOST ATTRACTIVE EMPLOYER IN TOURISM – MOJPOSAO

PORTAL

high-quality, locally sourced ingredients to more than 6,600 pupils.

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

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

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

In June this year, Valamar launched the "Croatia Summer Quest" contest for children aged 6 to 18 living in Croatia, awarding more than 70 vouchers worth EUR 200 each for summer camps available on the Croatia Summer Camp platform.

The Croatia Summer Camp by Valamar digital platform – an innovative, socially responsible initiative for sustainable family tourism – is the first of its kind in Croatia. Its goal is to help residents, guests and tourists easily discover a wide range of activities for children and teenagers, while enabling local club organisers to promote their services free of charge and connect with potential customers. In its second season, the Croatia Summer Camp by Valamar confirmed its status as a unique platform that makes the summer experience for children and young people special, showcasing as many as 77 camps and attracting around 4,000 participants across the three main categories: sports, arts and education.

This year, Valamar continued to implement its humanitarian programme "A Thousand Days on the Adriatic Sea", through which it provided seaside holidays for children without parental care, children from low-income families, and children with special needs or health difficulties.

In July this year, Valamar and Imperial Riviera hosted over 150 children from the island of Rab at the Maro Club in Valamar Padova Hotel. In addition, around 300 preschool and school-aged children from the Dubrovnik area enjoyed a special visit to Maro World in Babin Kuk, which Valamar organised as part of its socially responsible initiatives in the local community.

Valamar's support of the Summer Camp of the City of Poreč-Parenzo, jointly organised by the City of Poreč-Parenzo and the Poreč Sports Association, continues. This year, approximately 400 children participated in the Summer Camp, which was held in three sessions from early July to mid-August.

Valamar and Imperial Riviera also continued their support for the volunteer fire brigades of DVD Labin-Rabac, DVD Rab, and DVD Lopar through donations intended for the purchase of essential protective equipment.

Valamar further supported a range of initiatives in the Rabac destination that contribute to improving residents' quality of life and developing the destination, including co-financing additional daily bus lines on the Labin-Rabac-Labin route, thereby improving transport connections for residents and employees during the summer season.

Imperial Riviera, a member of the Valamar Group, facilitated the renovation of the children's playground in Zelenka, Makarska, designed as a modern and functional play area. The project, valued at EUR 120 thousand, was almost entirely financed through this donation.

HUMAN RESOURCES

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

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

VALAMAR GROUP CONTINUES ITS SOCIALLY RESPONSIBLE INITIATIVES

Valamar is one of the largest employers in Croatia. As of 30 September 2025, the Valamar group employed a total of 6,971 people, including 2,931 permanent employees and an additional 1,898 fixed-term employees with year-round income. On the same date, the Company had 5,251 employees, comprising 2,308 permanent employees and an additional 1,389 fixed-term employees with yearround income.

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

In addition to its ongoing investment in employee development, this year Valamar continues its series of reward programmes to acknowledge excellence,

VALAMAR GROUP INCREASED BASE SALARIES BY 10–15%

dedication and exceptional performance. Alongside continuous salary increases, numerous initiatives have been launched to align working at Valamar with modern trends and the actual needs of employees. One such initiative is the "Live the Destination", which provides all employees residing in Valamar's destinations, as well as those who permanently relocate there, with an additional EUR 400 net. This measure aims to encourage local job opportunities, mobility and year-round employment, and offers a range of additional benefits for Valamar's employees. Through the "Roof Over Your Head" programme, permanent employees are also eligible for an additional housing support of up to EUR 500 per month for apartment rentals. Beyond these initiatives, all employees enjoy a 30% discount at Valamar's restaurants and bars, as well as a variety of benefits negotiated with external partners, including banks, transportation providers, polyclinics, opticians and other local services ranging from healthcare to leisure. Valamar also offers opportunities for year-round employment stability by enabling staff to work during the winter season at its hotels in Austrian ski resorts. Special attention is also given to supporting employees' families. For example, the Valamar Playroom offers a stimulating, safe and professionally managed environment for children, providing parents with greater flexibility and a better work-life balance. All these benefits are part of Valamar's broader strategy to create a work environment where employees can build long-term careers while enjoying a higher quality of life for themselves and their families.

VALAMAR PROVIDES MORE THEN 160 SCHOLARSHIP PROGRAMME

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

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

VALAMAR GROUP CONTINUES EMPLOYEE TRAINING PROGRAMS

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

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

Governance

Valamar's dedication to sustainability has been recognised by certification bodies and organisations, which have awarded numerous sustainability certificates and labels to Valamar Group companies and tourism properties. Valamar has certified all its properties according to ISO 9001 quality standards, ISO 14001 environmental management standards, and ISO 50001 energy management standards. Recertification under the ISO 50001 standard has been completed, as part of the ongoing process of maintaining certification for systematic energy management across properties. Currently, 28 hotels hold the Travelife sustainability certificate, 6 campsites are certified with the EU Ecolabel, 3 hotels hold the EcoStar certificate, and 16 beaches have been awarded the Blue Flag.

Based on more than 150,000 completed guest surveys, the overall guest satisfaction rating for Valamar stands at an exceptionally high 89%, while the sustainability rating reaches 90%

Valamar continues to operate in a manner that fosters the growth of trust among the public, its employees, investors, institutions and partners through open communication and responsible business practices, and operating in accordance with good corporate governance standards.

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

has once again awarded its prestigious Travellers' Choice awards based on guest reviews and ratings collected over the past 12 months. An impressive 20 of Valamar's hotels, resorts and campsites have been ranked among the top 10% of properties worldwide. In addition, Sunny Rabac by Valamar received the Travellers' Choice Best of the Best award, placing it among the top 1% of all-inclusive hotels in Europe. Among Valamar's properties ranked in the top 10% globally this year, new entries are [PLACES] Obertauern by Valamar in Austria, Imperial Heritage Hotel 4* Valamar Collection, and Valamar Camping Marina 4*. Several award-winning properties from last year have once again reaffirmed their excellence in 2025.

This year, TripAdvisor, the world's leading and most recognised travel platform,

Valamar is also the recipient of the prestigious TrustYou Award of Excellence 2025, presented by the global hospitality platform TrustYou to hotels with a large number of reviews and a high overall guest satisfaction rating. Based on more than 440 thousand verified reviews, Valamar achieved an excellent average rating of 4.47, reflecting the exceptionally high level of guest satisfaction with the service provided by Valamar.

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

Valamar Amicor Resort received the Annual Award for Green Building and Sustainably Built Environment for 2024, presented by the Croatian Green Building Council (HSZG) and the Croatian Association of Thermal Facade System Manufacturers (HUPFAS). The Annual Award for Green Building and Sustainably Built Environment is presented to projects that demonstrate exceptional implementation of sustainable solutions in spatial planning, construction, and space utilisation, and that actively contribute to preserving the environment and developing energy-efficient, healthy, and functional buildings.

Imperial Riviera, a member of the Valamar Group, received the 2025 Balance Sheet of Success Award in the category Entrepreneur of the Year for the Primorje-Gorski Kotar County as part of the national awards recognising Croatia's best entrepreneurs.

VALAMAR GUESTS' OVERALL SATISFACTION REACHES AN EXCEPTIONALLY HIGH 89%

The Risks of the Company and the Group

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

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

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

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

The risk management process comprises the following steps:

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

5 KEY STEPS IN RISK MANAGEMENT PROCESS

BUSINESS RISK

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

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

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

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

The Company is a defendant in a lawsuit from 2010 relating to the payment for the works on the hotel Lacroma during its reconstruction and extension. In 2013, the Commercial Court issued a judgement that fully rejected the claims of the claimants. In 2020, the High Commercial Court of the Republic of Croatia overturned the first-instance judgement, and the case was returned for retrial. In the repeated proceedings, the Commercial Court, by its judgement from May 2023, largely accepted the claim and the Company was charged with the payment of the principal of EUR 2,264,861.17 as well as lawsuit costs in the amount of EUR 702,752.22 and the corresponding statutory default interest. On 31 January 2024, in the appellate proceedings further to on the Company's appeal, the High Commercial Court of the Republic of Croatia delivered a final judgement in favour of the Company, whereby it varied the judgement of the Commercial Court of Dubrovnik from May 2023 and rejected all claims of the claimants as unfounded. The claimants submitted a motion for permission to file a second appeal regarding the judgement of the High Commercial Court of the Republic of Croatia of 31 January 2024, to which the Company submitted its response. On 27 May 2025, the Supreme Court of the Republic of Croatia passed an order granting the claimants permission to file a second appeal, and the plaintiffs have filed it. The Company has not yet made any provisions in its business ledgers or booked any costs for this lawsuit.

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

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

FINANCIAL RISKS

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

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

Interest rate risk

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

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

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

Credit risk

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

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

Liquidity risk

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

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

Inflation risk

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

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

Foreign exchange risk

Judging from overnights realised in various source markets, the Company and the Group operate internationally. After the Republic of Croatia's entered the eurozone on 1 January 2023, almost 100% of revenues and cash inflows are realised in euros. This nearly eliminates the foreign exchange risk (potential losses due to foreign exchange volatilities).

OPERATIONAL RISKS

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

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

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

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

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

GLOBAL RISKS

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

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

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

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

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

REGULATORY RISKS

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

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

Corporate governance

CORPORATE GOVERNANCE 35

CORPORATE GOVERNANCE CODE IMPLEMENTATION

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

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

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

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

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

MANAGEMENT BOARD AND SUPERVISORY BOARD

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

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

The rules for appointing and revoking members of the Management Board and members of the Supervisory Board are established by the Articles of Association, in accordance with the provisions of the Companies Act and the provisions of the Company's internal act. The appointment rules do not contain any restrictions on diversity regarding to gender, age, disability, education, profession, and similar restrictions. The rules in question were established with the aim of better organization and improvement of the corporate governance system. The Management Board and the Supervisory Board consist of persons who have CORPORATE GOVERNANCE 36

all the appropriate competences for representation, business, management or supervision of the Company`s business management in the best interest of the Company and for the application of due care in representation, business management, or supervision of the Company's business management.

MANAGEMENT BOARD

The Management Board of the Company consists of three members:

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

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

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

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

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

SUPERVISORY BOARD

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

Members of the Supervisory Board:

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

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

1. THE PRESIDIUM OF THE SUPERVISORY BOARD

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

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

2. AUDIT COMMITTEE 3. INVESTMENT COMMITTEE

CORPORATE GOVERNANCE 37

GENERAL ASSEMBLY

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

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

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

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

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

OWN SHARES AND SHARE BUYBACK PROGRAM

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

In line with the Share Buyback Programs, the Company acquired 306,357 treasury shares on the regulated market of the Zagreb Stock Exchange in the first nine months of 2025, for a total amount of EUR 1,845,223 at an average price of EUR 6.02 per share.

The Company holds and acquires its own shares for the purpose of rewarding the management and key executives in accordance with the Company's remuneration policies and for the potential payment of a portion of the dividend in the form of share-based rights. In accordance with the adopted long-term share-based reward plan for key executives for the period from 2023 to 2026, which aims to promote loyalty, focus on achieving business objectives, and increased shareholder value, on 22 April 2025, the Company released a total of 339,737 of its own shares.

As of 30 September 2025, the Company holds a total of 3,068,156 treasury shares, representing 2.43% of its share capital.

Valamar Share

VALAMAR SHARE 39

Performance of Valamar Riviera's share and Zagreb Stock Exchange and travel and leisure indices in the nine months of 2025

During the first nine months of 2025, the highest achieved share price in regular trading on the regulated market was EUR 6.76, and EUR 5.00 the lowest achieved share price. On 30 September 2025 the price was EUR 6.24 which represents an increase of 19.1% compared to the last price in 2024. With a total turnover of EUR 18.5 million44, Valamar Riviera share was the seventh share on the Zagreb Stock Exchange in terms of turnover during the first nine months of 2025.

In addition to the Zagreb Stock Exchange index, the joint stock index of the Zagreb and Ljubljana stock exchanges ADRIAprime, the stock is also a component of the Vienna Stock Exchange index (CROX45 and SETX46) and the Warsaw Stock Exchange (CEEplus47), the SEE Link regional platform index (SEELinX and SEELinX EWI)48 and the MSCI Frontier Markets Index49.

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

VALAMAR SHARE 40

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

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

Analytical coverage of Valamar Riviera is provided by:

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

OVERVIEW OF MAJOR SHAREHOLDERS AS OF 30 SEPTEMBER, 2025

Statement of the Management Board

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

STATEMENT OF THE MANAGEMENT BOARD

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

The quarterly separate and consolidated financial statements for the first nine months of 2025 were adopted by the Management Board on 23 October 2025.

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

Management Board of the Company

Željko Kukurin Marko Čižmek Ivana Budin Arhanić

Predsjednik Uprave Član Uprave Članica Uprave

Disclaimer

DISCLAIMER 45

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

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

  • macro-economic trends in the Republic of Croatia and in the source markets, including currency exchange rates fluctuations and prices of goods and services, deflation and inflation, unemployment, trends in the gross domestic product and industrial production, as well as other trends having a direct or indirect impact on the purchasing power of Valamar Riviera's guests
  • economic conditions, security and political conditions, trends and events in the capital markets of the Republic of Croatia and Valamar Riviera's source markets
  • spending and disposable income of guests, as well as guests' preferences, trust in and satisfaction with Valamar Riviera's products and services
  • trends in the number of overnights, bookings, and average daily rates of accommodation at Valamar Riviera's properties;
  • change in market interest rates and the price of equity securities, and other financial risks to which Valamar Riviera is exposed
  • labor force availability and costs, transport, energy, and utilities costs, selling prices of other goods and services, as well as supply chain disruptions
  • changes in accounting policies and findings of financial report audits, as well as findings of tax and other business audits
  • outcomes and costs of judicial proceedings to which Valamar Riviera is a party

  • loss of competitive strength and reduced demand for products and services of Croatian tourism and Valamar Riviera under the impact of weather conditions and seasonal movements

  • reliability of IT business solutions and cyber security of Valamar Riviera's business operations, as well as related costs
  • changes of tax and other regulations and laws, trade restrictions, and rates of customs duty
  • adverse climatic events, environmental risks, disease outbreaks and pandemics
  • regional and global geopolitical uncertainties and wars

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

RESPONSIBILITY FOR THE QUARTERLY FINANCIAL STATEMENTS

In Poreč, 23 October 2025

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

S T A T E M E N T

According to our best knowledge:

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

Marko Čižmek

Vedrana Ambrosi Barbalić

Management Board Member

Director of Department of Finance and Accounting / Procurator

QUARTERLY FINANCIAL STATEMENTS

Reporting period: from 01.01.2025 to 30.09.2025

Year: 2025
Quarter: 3.
Registration number (MB): 3474771 Issuer's home Member State code: HR
Entity's registration number (MBS): 40020883
Personal identification number (OIB): 36201212847 LEI: 529900DUWS1DGNEK4C68
Institution code: 30577
Name of the issuer: Valamar Riviera d.d.
Postcode and town: 52440 Poreč
Street and house number: Stancija Kaligari 1
E–mail address: [email protected]
Web address: www.valamar-riviera.com
Number of employees
(end of the reporting period):
6.971
Consolidated report: KD (KN-not consolidated/KD-consolidated)
Audited: RN (RN-not audited/RD-audited)
Names of subsidiaries (according to IFRS): Registered office: MB
Bugenvilia d.o.o. Dubrovnik 2006120
Imperial Riviera d.d. Rab 3044572
Bookkeeping firm: No
Contact person: Sopta Anka
(only name and surname of the contact person)
Telephone: 052 408 188
E–mail address: [email protected]
Audit firm: (name of the audit firm)
Certified auditor: (name and surname)

BALANCE SHEET Submitter: Valamar Riviera d.d.

BALANCE AS AT 30.09.2025 ADP Last day of the in EUR
At the reporting date
Item code preceding business year of the current period
1
ASSETS
2 3 4
A) RECEIVABLES FOR SUBSCRIBED CAPITAL UNPAID 001
B) FIXED ASSETS (ADP 003+010+020+031+036) 002 862,393,774 931,172,532
I INTANGIBLE ASSETS (ADP 004 to 009) 003 8,805,704 9,268,720
1
Research and Development
004
2
Concessions, patents, licences, trademarks, software and other rights
005 7,017,105 5,021,364
3
Goodwill
006 871,672 871,672
4
Advance payments for purchase of intangible assets
007 7,200
5
Intangible assets in preparation
008 916,927 3,368,484
6
Other intangible assets
009
II TANGIBLE ASSETS (ADP 011 to 019) 010 792,216,731 854,315,420
1
Land
011 191,149,147 192,214,771
2
Buildings
012 411,037,030 396,946,270
3
Plants and equipment
013 61,428,951 63,127,045
4
Tools, working inventory and transportation assets
014 17,740,167 19,463,996
5
Biological asset
015
6
Advance payments for purchase of tangible assets
016 14,792,164 8,130,390
7
Tangible assets in preparation
017 89,842,314 169,067,934
8
Other tangible assets
018 5,915,533 5,081,246
9
Investments property
019 311,425 283,768
III FIXED FINANCIAL ASSETS (ADP 021 to 030) 020 20,599,969 21,783,113
1
Investments in holdings (shares) of undertakings within the group
021
2
Investments in other securities of undertakings within the group
022
3
Loans, deposits etc given to undertakings in a group
023
4
Investments in holdings (shares) of companies linked by virtue of participating interest
024 16,108,372 16,363,204
5
Investment in other securities of companies linked by virtue of participating interest
025
6
Loans, deposits etc. given to companies linked by virtue of participating interest
026 3,643,444 3,643,444
7
Investments in securities
027 224 224
8
Loans, deposits, etc. given
028 613,367 613,229
9
Other investments accounted for using the equity method
029
IV 10 Other fixed financial assets 030 234,562 1,163,012
RECEIVABLES (ADP 032 to 035) 031
1
Receivables from undertakings within the group
2 Receivables from companies linked by virtue of participating interests
032
3
Customer receivables
033
4
Other receivables
034
035
V DEFERRED TAX ASSETS 036 40,771,370 45,805,279
C) CURENT ASSETS (ADP 038+046+053+063) 037 91,820,402 81,070,513
INVENTORIES (ADP 039 to 045) 038 10,177,867 11,615,877
1
Raw materials
039 9,833,231 11,062,397
2
Work in progress
040
3
Finished goods
041
4
Merchandise
042 339,835 544,528
5
Advance payments for inventories
043 4,801 8,952
6
Fixed assets held for sale
044
7
Biological asset
045
II RECEIVABLES (ADP 047 to 052) 046 8,328,541 15,548,089
1
Receivables from undertakings within the group
047
2
Receivables from companies linked by virtue of participating interest
048 415,736 144,115
3
Customer receivables
049 2,945,305 8,400,165
4
Receivables from employees and members of the undertaking
050 1,589,196 3,789,452
5
Receivables from government and other institutions
051 2,506,983 1,880,612
6
Other receivables
052 871,321 1,333,745
III SHORT–TERM FINANCIAL ASSETS (ADP 054 to 062) 053 13,559,927 19,684,210
1
Investments in holdings (shares) of undertakings within the group
054
2
Investments in other securities of undertakings within the group
055
3
Loans, deposits, etc. to undertakings within the group
056
4
Investments in holdings (shares) of companies linked by virtue of participating interest
057
5
Investment in other securities of companies linked by virtue of participating interest
058
6
Loans, deposits etc. given to companies linked by virtue of participating interest
059
7
Investments in securities
060
8
Loans, deposits, etc. given
061 12,954,510 19,637,919
9
Other financial assets
062 605,417
IV
D)
CASH AT BANK AND IN HAND 063 59,754,067 46,291
34,222,337
E) PREPAID EXPENSES AND ACCRUED INCOME
TOTAL ASSETS (ADP 001+002+037+064)
064
065
4,730,568
958,944,744
9,655,614
1,021,898,659

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

BALANCE AS AT 30.09.2025 ADP Last day of the in EUR
At the reporting date
Item code preceding business year of the current period
1 2 3 4
LIABILITIES
A) CAPITAL AND RESERVES (ADP 068 to 070+076+077+083+086+089) 067 448,613,607 505,672,965
I INITIAL (SUBSCRIBED) CAPITAL 068 221,915,350 221,915,350
II CAPITAL RESERVES 069 1,550,786 2,024,630
III RESERVES FROM PROFIT (ADP 071+072–073+074+075) 070 17,013,933 16,212,862
1
Legal reserves
071 11,095,768 11,095,768
2
Reserves for treasury share
072 18,158,509 18,158,509
3
Treasury shares and holdings (deductible item)
073 -12,624,875 -13,041,415
4
Statutory reserves
074
5
Other reserves
075 384,531
IV REVALUATION RESERVES 076
V FAIR VALUE RESERVES AND OTHER (ADP 078 to 082) 077
1
Financial assets at fair value through other comprehensive income (i.e. available for sale)
078
2
Cash flow hedge - effective portion
079
3
Hedge of a net investment in a foreign operation - effective portion
080
4
Other fair value reserves
081
5
Exchange differences arising from the translation of foreign operations (consolidation)
082
VI RETAINED PROFIT OR LOSS BROUGHT FORWARD (ADP 084–085) 083 42,432,256 38,708,256
1
Retained profit
084 42,432,256 38,708,256
2
Loss brought forward
085
VII PROFIT OR LOSS FOR THE BUSINESS YEAR (ADP 087–088) 086 25,803,461 75,462,380
1
Profit for the business year
087 25,803,461 75,462,380
2
Loss for the business year
088
VIII MINORITY (NON–CONTROLLING) INTEREST 089 139,897,821 151,349,487
B) PROVISIONS (ADP 091 to 096) 090 6,602,040 6,474,796
1
Provisions for pensions, termination benefits and similar obligations
091 4,125,118 4,140,651
2
Provisions for tax liabilities
092
3
Provisions for ongoing legal cases
093 2,429,282 2,310,325
4
Provisions for renewal of natural resources
094
5
Provision for warranty obligations
095
6
Other provisions
096 47,640 23,820
C) LONG–TERM LIABILITIES (ADP 098 to 108) 097 319,962,162 387,689,869
1
Liabilities towards undertakings within the group
098
2
Liabilities for loans, deposits, etc. to companies within the group
099
3
Liabilities towards companies linked by virtue of participating interest
100
4
Liabilities for loans, deposits etc. of companies linked by virtue of participating interest
101
5
Liabilities for loans, deposits etc.
102
6
Liabilities towards banks and other financial institutions
103 232,030,522 291,136,364
7
Liabilities for advance payments
104
8
Liabilities towards suppliers
105 436,876 436,876
9
Liabilities for securities
106
10 Other long–term liabilities 107 82,348,815 91,294,565
11 Deferred tax liability 108 5,145,949 4,822,064
D) SHORT–TERM LIABILITIES (ADP 110 to 123)
1
Liabilities towards undertakings within the group
109 164,473,726 98,638,747
2
Liabilities for loans, deposits, etc. to companies within the group
110
111
3
Liabilities towards companies linked by virtue of participating inte rest
112 99,060 18,182
4
Liabilities for loans, deposits etc. of companies linked by virtue of participating interest
113
5
Liabilities for loans, deposits etc.
114
6
Liabilities towards banks and other financial institutions
115 101,722,030 12,244,233
7
Liabilities for advance payments
116 15,255,638 20,248,767
8
Liabilities towards suppliers
117 26,711,139 31,949,432
9
Liabilities for securities
118
10 Liabilities towards employees 119 6,101,809 9,932,102
11 Taxes, contributions and similar liabilities 120 6,412,646 19,806,570
12 Liabilities arising from the share in the result 121 49,388 49,388
13 Liabilities arising from fixed assets held for sale 122
14 Other short–term liabilities 123 8,122,016 4,390,073
ACCRUALS AND DEFERRED INCOME 124 19,293,209 23,422,282
E)
F)
TOTAL – LIABILITIES (ADP 067+090+097+109+124) 125 958,944,744 1,021,898,659

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

FOR THE PERIOD 01.01.2025 TO 30.09.2025 in EUR
Item ADP
code
Cumulative Same period of the previous year
Quarter
Cumulative Current period
Quarter
2 3 4 5
OPERATING INCOME (AOP 002 to 006) 001 390,104,554 267,810,841 430,882,541 287,134,707
1 Income from sales with undertakings within the group 002
2 Income from sales (outside group) 003 385,986,878 266,400,340 428,147,659 286,326,106
3 Income from the use of own products, goods and services 004 65,791 20,378 84,531 28,340
4 Other operating income with undertakings within the group 005
5 Other operating income (outside the group) 006 4,051,885 1,390,123 2,650,351 780,261
OPERATING EXPENSES (AOP 08+009+013+017+018+019+022+029) 007 294,993,848 135,600,322 323,572,468 145,458,384
1 Changes in inventories of work in progress and finished goods 008
2 Material costs (AOP 010 to 012) 009 108,853,514 58,847,687 117,910,342 59,962,206
a) Costs of raw material 010 65,787,179 35,376,328 68,090,749 35,059,019
b) Costs of goods sold 011 4,064,844 2,688,065 5,433,320 3,169,985
c) Other external costs 012 39,001,491 20,783,294 44,386,273 21,733,202
3 Staff costs (AOP 014 to 016) 013 95,016,268 43,279,772 107,745,153 48,351,438
a) Net salaries and wages 014 58,249,522 25,993,625 66,408,754 28,876,772
b) Tax and contributions from salaries expenses 015 24,250,579 11,517,436 26,832,636 13,002,906
c) Contributions on salaries 016 12,516,167 5,768,711 14,503,763 6,471,760
4 Depreciation 017 52,001,124 17,436,007 58,309,540 19,699,235
5 Other expenses 018 35,215,927 14,504,954 38,175,723 17,617,327
6 Value adjustments (AOP 020+021) 019
a) fixed assets other than financial assets 020
b) current assets other than financial assets
7 Provisions (AOP 023 to 028) 021
a) Provisions for pensions, termination benefits and similar obligations 022 1,286 15,533 -4,095
023 1,286 15,533 -4,095
b) Provisions for tax liabilities 024
c) Provisions for ongoing legal cases 025
d) Provisions for renewal of natural resources 026
e) Provisions for warranty obligations 027
f)
Other provisions
028
8 Other operating expenses 029 3,905,729 1,531,902 1,416,177 -167,727
FINANCIAL INCOME (AOP 031 to 040) 030 2,292,271 484,235 2,288,904 1,232,026
1
2
Income from investments in holdings (shares) of undertakings within the group
Income from investments in holdings (shares) of companies linked by virtue of
031
participating interest 032
3 Income from other long–term financial investment and loans granted to undertakings
within the group
033
4 Other interest income from operations with undertakings within the group 034
5 Exchange rate differences and other financial income from operations with 035
undertakings within the group
6 Income from other long–term financial investments and loans 036 16,792 5,575
7 Other interest income 037 1,292,722 291,828 498,777 157,037
8 Exchange rate differences and other financial income 038
9 Unrealised gains (income) from financial assets 039 326,940 775,833 418,653
10 Other financial income 040 672,609 192,407 997,502 650,751
FINANCIAL EXPENDITURE (AOP 042 to 048) 041 12,648,888 4,240,254 8,778,855 2,795,985
1
2
Interest expenses and similar expenses with undertakings within the group
Exchange rate differences and other expenses from operations with
042
undertakings within the group 043
3 Interest expenses and similar expenses 044 11,220,583 2,772,870 8,188,190 2,669,318
4 Exchange rate differences and other expenses 045 3,000 1,302 2,867
5 Unrealised losses (expenses) from financial assets 046 999,520
6 Value adjustments of financial assets (net) 047
7 Other financial expenses 048 1,425,305 466,562 587,798 126,667
SHARE IN PROFIT FROM COMPANIES LINKED BY VIRTUE OF PARTICIPATING INTEREST 049 271,656 254,833 835,268
SHARE IN PROFIT FROM JOINT VENTURES 050
SHARE IN LOSS OF COMPANIES LINKED BY VIRTUE OF PARTICIPATING INTEREST 051 46,127
VIII SHARE IN LOSS OF JOINT VENTURES 052
TOTAL INCOME (AOP 001+030+049+050) 053 392,396,825 268,566,732 433,426,278 289,202,001
TOTAL EXPENDITURE (AOP 007+041+051+052) 054 307,688,863 139,840,576 332,351,323 148,254,369
PRE–TAX PROFIT OR LOSS (AOP 053–054) 055 84,707,962 128,726,156 101,074,955 140,947,632
1 Pre–tax profit (AOP 053–054) 056 84,707,962 128,726,156 101,074,955 140,947,632
2 Pre–tax loss (AOP 054–053) 057
INCOME TAX 058 12,354,705 20,465,228 8,490,553 23,845,836
XIII PROFIT OR LOSS FOR THE PERIOD (AOP 055–059) 059 72,353,257 108,260,928 92,584,402 117,101,796
1 Profit for the period (AOP 055–059) 060 72,353,257 108,260,928 92,584,402 117,101,796

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

FOR THE PERIOD 01.01.2025 TO 30.09.2025 in EUR
Item ADP
code
Same period of the previous year Current period
1 2 Cumulative
3
Quarter
4
Cumulative
5
Quarter
6
DISCONTINUED OPERATIONS (to be filled in by undertakings subject to IFRS only with discontinued operations)
XIV PRE–TAX PROFIT OR LOSS OF DISCONTINUED OPERATIONS (AOP 063–064) 062
1
Pre–tax profit from discontinued operations
063
2
Pre–tax loss on discontinued operations
064
XV INCOME TAX OF DISCONTINUED OPERATIONS 065
1
Discontinued operations profit for the period (AOP 062–065)
066
2
Discontinued operations loss for the period (AOP 065–062)
067
TOTAL OPERATIONS (to be filled in only by undertakings subject to IFRS with discontinued operations)
XVI PRE–TAX PROFIT OR LOSS (AOP 055+062) 068
1
Pre–tax profit (AOP 068)
069
2
Pre–tax loss (AOP 068)
070
XVII INCOME TAX (AOP 058+065) 071
XVIII PROFIT OR LOSS FOR THE PERIOD (AOP 068–071) 072
1
Profit for the period (AOP 068–071)
073
2
Loss for the period (AOP 071–068)
074
APPENDIX to the P&L (to be filled in by undertakings that draw up consolidated annual financial statements)
XIX PROFIT OR LOSS FOR THE PERIOD (AOP 076+077) 075 72,353,257 108,260,928 92,584,402 117,101,796
1
Attributable to owners of the parent
076 59,900,106 92,282,329 75,462,380 99,805,121
2
Attributable to minority (non–controlling) interest
077 12,453,151 15,978,599 17,122,022 17,296,675
STATEMENT OF OTHER COMPRHENSIVE INCOME (to be filled in by undertakings subject to IFRS)
I PROFIT OR LOSS FOR THE PERIOD 078 72,353,257 108,260,928 92,584,402 117,101,796
II OTHER COMPREHENSIVE INCOME/LOSS BEFORE TAX (AOP 80 + 87) 079 -47,554
III ITEMS THAT WILL NOT BE RECLASSIFIED TO PROFIT OR LOSS (AOP 081 to 085) 080 -47,554
1
Changes in revaluation reserves of fixed tangible and intangible assets
081
2
Gains or losses from subsequent measurement of equity instruments at fair
value through other comprehensive income
082 -47,554
3
Fair value changes of financial liabilities at fair value through statement of profit
or loss, attributable to changes in their credit risk
083
4
Actuarial gains/losses on the defined benefit obligation
084
5
Other items that will not be reclassified
085
6
Income tax relating to items that will not be reclassified
086 -7,676
IV Items that may be reclassified to profit or loss (AOP 088 to 095) 087
1
Exchange rate differences from translation of foreign operations
088
2
Gains or losses from subsequent measurement of debt securities at fair
value through other comprehensive income
089
3
Profit or loss arising from effective cash flow hedging
090
4
Profit or loss arising from effective hedge of a net investment in a foreign operation
091
5
Share in other comprehensive income/loss of companies linked by virtue
of participating interests
092
6
Changes in fair value of the time value of option
093
7
Changes in fair value of forward elements of forward contracts
094
8
Other items that may be reclassified to profit or loss
095
9
Income tax relating to items that may be reclassified to profit or loss
096
V NET OTHER COMPREHENSIVE INCOME OR LOSS (AOP 080+087-086-096) 097 -39,878
VI COMPREHENSIVE INCOME OR LOSS FOR THE PERIOD (AOP 078+097) 098 72,313,379 108,260,928 92,584,402 117,101,796
APPENDIX to the Statement on comprehensive income (to be filled in by entrepreneurs who draw up consolidated statements)
VII COMPREHENSIVE INCOME OR LOSS FOR THE PERIOD (AOP 100+101) 099 72,313,379 108,260,928 92,584,402 117,101,796
1
Attributable to owners of the parent
100 59,860,228 92,282,329 75,462,380 99,805,121
2
Attributable to minority (non–controlling) interest
101 12,453,151 15,978,599 17,122,022 17,296,675

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

FOR THE PERIOD 01.01.2025 TO 30.09.2025 ADP Same period of the in EUR
Current
Item code previous year period
1 2 3 4
CASH FLOW FROM OPERATING ACTIVITIES
1
Pre–tax profit
001 84,707,962 101,074,956
2
Adjustments (ADP 003 to 010):
002 61,342,826 65,392,247
a) Depreciation 003 52,001,124 58,309,540
b) Gains and losses from sale and value adjustment of fixed tangible and intangible assets 004 63,761 110,908
c) Gains and losses from sale and unrealised gains and losses and value adjustment of financial assets 005
d) Interest and dividend income 006 -1,290,628 -513,046
e) Interest expenses 007 11,322,507 8,306,950
f)
Provisions
008 -1,399,241 -127,245
g) Exchange rate differences (unrealised) 009
h) Other adjustments for non–cash transactions and unrealised gains and losses 010 645,303 -694,860
I Cash flow increase or decrease before changes in the working capital (ADP 001+002) 011 146,050,788 166,467,203
3
Changes in the working capital (ADP 013 to 016)
012 16,834,454 14,891,129
a) Increase or decrease in short–term liabilities 013 31,751,286 29,092,536
b) Increase or decrease in short–term receivables 014 -13,213,184 -12,763,397
c) Increase or decrease in inventories 015 -1,703,648 -1,438,010
d) Other increase or decrease in the working capital 016
II Cash from operations (ADP 011+012) 017 162,885,242 181,358,332
4
Interest paid
018 -8,091,220 -6,423,452
5
Income tax paid
019 -4,074,287 -6,433,624
A) NET CASH FLOW FROM OPERATING ACTIVITIES (ADP 017 to 019) 020 150,719,735 168,501,256
CASH FLOW FROM INVESTMENT ACTIVITIES
1
Cash receipts from sales of fixed tangible and intangible assets
021 117,205 265,557
2
Cash receipts from sales of financial instruments
022 446,855 128,446
3
Interest received
023 1,499,707 299,716
4
Dividends received
024 253
5
Cash receipts from repayment of loans and deposits
025
6
Other cash receipts from investment activities
026
III Total cash receipts from investment activities (ADP 021 to 026) 027 2,063,767 693,972
1
Cash payments for the purchase of fixed tangible and intangible assets
028 -88,310,299 -116,645,669
2
Cash payments for the acquisition of financial instruments
029
3
Cash payments for loans and deposits for the period
030 -13,900,000 -6,700,000
4
Acquisition of a subsidiary, net of cash acquired
031
5
Other cash payments from investment activities
032 -687,120
IV Total cash payments from investment activities (ADP 028 to 032) 033 -102,897,419 -123,345,669
B) NET CASH FLOW FROM INVESTMENT ACTIVITIES (ADP 027+033) 034 -100,833,652 -122,651,697
CASH FLOW FROM FINANCING ACTIVITIES
1
Cash receipts from the increase of initial (subscribed) capital
035
2
Cash receipts from the issue of equity financial instruments and debt financial instruments
036
3
Cash receipts from credit principals, loans and other borrowings
037 32,009,983 59,105,841
4
Other cash receipts from financing activities
038 370,286
V Total cash receipts from financing activities (ADP 035 to 038) 039 32,380,269 59,105,841
1
Cash payments for the repayment of credit principals, loans and other borrowings and
debt financial instruments 040 -52,217,789 -89,648,395
2
Dividends paid
041 -32,739,429 -35,197,817
3
Cash payments for finance lease
042 -3,728
4
Cash payments for the redemption of treasury shares and decrease of initial (subscribed) capital
043 -17,800 -1,845,223
5
Other cash payments from financing activities
044 -1,926,399 -3,795,695
VI Total cash payments from financing activities (ADP 040 to 044) 045 -86,905,145 -130,487,130
C) NET CASH FLOW FROM FINANCING ACTIVITIES (ADP 039+045) 046 -54,524,876 -71,381,289
1
Unrealised exchange rate differences in cash and cash equivalents
047
D) NET INCREASE OR DECREASE OF CASH FLOWS (ADP 020+034+046+047) 048 -4,638,793 -25,531,730
E) CASH AND CASH EQUIVALENTS AT THE BEGINNING OF PERIOD 049 55,185,359 59,754,067
F) CASH AND CASH EQUIVALENTS AT THE END OF PERIOD (ADP 048+049) 050 50,546,566 34,222,337
FOR THE PERIOD FROM 01.01.2025 TO 30.09.2025 ATTRIBUTABLE TO OWNERS OF THE PARENT in EUR
Fair value of Hedge of a net Exchange rate
Treasury
shares and
financial assets
through other
Cash flow investment
in a foreign
differences
from
Retained Total
ADP Initial
(subscribed)
Capital Legal Reserves
for treasury
holdings
(deductible
Statutory Other comprehensive
Revaluation
income (available
hedge -
effective
operation
- effective
Other
fair value
translation
of foreign
profit / loss
brought
Profit/loss for
the business
attributable to
owners of the
Minority (non–
controlling)
Total capital
Item code capital reserves reserves shares item) reserves reserves reserves
for sale)
portion portion reserves operations forward year parent interest and reserves
1
PREVIOUS PERIOD
2 3 4 5 6 7 8 9 10
11
12 13 14 15 16 17 18 19 20 (18+19)
1 Balance on the first day of the previous business year 01 221,915,350 1,218,381 11,095,768 18,158,509 13,743,570 390,640 39,878 42,165,052 27,027,615 308,267,623 138,553,412 446,821,035
2 Changes in accounting policies 02
3 Correction of errors 03
4 Balance on the first day of the previous business year (restated) (ADP 01 to 03) 04 221,915,350 1,218,381 11,095,768 18,158,509 13,743,570 390,640 39,878 42,165,052 27,027,615 308,267,623 138,553,412 446,821,035
5 Profit/loss of the period 05 25,803,461 25,803,461 7,014,765 32,818,226
6 Exchange rate differences from translation of foreign operations 06
7 Changes in revaluation reserves of fixed tangible and intangible assets 07
8 Gains or losses from subsequent measurement of financial assets at fair value through other comprehensive 08 -47,554 -61,624 -109,178 -109,178
income (available for sale)
9 Gains or losses on efficient cash flow hedging
09
10 Gains or losses arising from effective hedge of a net investment in a foreign operation 10
11 Share in other comprehensive income/loss of companies linked by virtue of participating interest 11
12 Actuarial gains/losses on defined benefit plans 12
13 Other changes in equity unrelated to owners 13
14 Tax on transactions recognised directly in equity 14 7,676 7,676 7,676
15 Increase/decrease in initial (subscribed) capital (other than from reinvesting profit and other than arising from 15
the pre–bankruptcy settlement procedure)
16 Decrease in initial (subscribed) capital arising from the pre–bankruptcy settlement procedure 16
17 Decrease in initial (subscribed) capital arising from the reinvestment of profit 17
18 Redemption of treasury shares/holdings 18 598,730 -598,730 -598,730
19 Payments from members/shareholders 19
20 Payment of share in profit/dividend 20 -27,069,073 -27,069,073 -5,670,356 -32,739,429
21 Other distributions and payments to members/shareholders 21 332,405 -1,717,425 -6,109 370,286 2,414,007 2,414,007
22 Transfer to reserves according to the annual schedule 22 27,027,615 -27,027,615
23 Increase in reserves arising from the pre–bankruptcy settlement procedure 23
24 Balance on the last day of the previous business year reporting period (ADP 04 to 23) 24 221,915,350 1,550,786 11,095,768 18,158,509 12,624,875 384,531 42,432,256 25,803,461 308,715,786 139,897,821 448,613,607
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I OTHER COMPREHENSIVE INCOME OF THE PREVIOUS PERIOD, NET OF TAX (ADP 06 to 14) 25 -39,878 -61,624 -101,502 -101,502
II COMPREHENSIVE INCOME OR LOSS FOR THE PREVIOUS PERIOD (ADP 05+25) 26 -39,878 -61,624 25,803,461 25,701,959 7,014,765 32,716,724
III TRANSACTIONS WITH OWNERS IN THE PREVIOUS PERIOD RECOGNISED DIRECTLY IN EQUITY (ADP 15 to 23) 27 332,405 -1,118,695 -6,109 328,828 -27,027,615 -25,253,796 -5,670,356 -30,924,152
CURRENT PERIOD
1 Balance on the first day of the previous business year 28 221,915,350 1,550,786 11,095,768 18,158,509 12,624,875 384,531 42,432,256 25,803,461 308,715,786 139,897,821 448,613,607
2 Changes in accounting policies 29
3 Correction of errors 30
4 Balance on the first day of the previous business year (restated) (ADP 28 to 30) 31 221,915,350 1,550,786 11,095,768 18,158,509 12,624,875 384,531 42,432,256 25,803,461 308,715,786 139,897,821 448,613,607
5 Profit/loss of the period 32 75,462,380 75,462,380 17,122,022 92,584,402
6 Exchange rate differences from translation of foreign operations 33
7 Changes in revaluation reserves of fixed tangible and intangible assets 34
8 Gains or losses from subsequent measurement of financial assets at fair value through other comprehensive 35
income (available for sale)
9 Gains or losses on efficient cash flow hedging 36
10 Gains or losses arising from effective hedge of a net investment in a foreign operation 37
11 Share in other comprehensive income/loss of companies linked by virtue of participating interest 38
12 Actuarial gains/losses on defined benefit plans 39
13 Other changes in equity unrelated to owners 40
14 Tax on transactions recognised directly in equity 41
15 Increase/decrease in initial (subscribed) capital (other than from reinvesting profit and other than arising from 42
the pre–bankruptcy settlement procedure)
16 Decrease in initial (subscribed) capital arising from the pre–bankruptcy settlement procedure 43
17 Decrease in initial (subscribed) capital arising from the reinvestment of profit
18 Redemption of treasury shares/holdings
44
45
1,845,223 -1,845,223 -1,845,223
19 Payments from members/shareholders
20 Payment of share in profit/dividend 46
47
21 Other distributions and payments to members/shareholders 48 -29,527,461 -29,527,461 -5,670,356 -35,197,817
1,517,996
22 Transfer to reserves according to the annual schedule 49 473,844 -1,428,683 -384,531 1,517,996
23 Increase in reserves arising from the pre–bankruptcy settlement procedure 50 25,803,461 -25,803,461
24 Balance on the last day of the previous business year reporting period (ADP 31 to 50)
51 221,915,350 2,024,630 11,095,768 18,158,509 13,041,415 38,708,256 75,462,380 354,323,478 151,349,487 505,672,965
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I OTHER COMPREHENSIVE INCOME FOR THE CURRENT PERIOD, NET OF TAX (ADP 33 to 41) 52
II COMPREHENSIVE INCOME OR LOSS FOR THE CURRENT PERIOD (ADP 32 to 52)
III TRANSACTIONS WITH OWNERS IN THE CURRENT PERIOD RECOGNISED DIRECTLY IN EQUITY (ADP 42 to 50)
53
54
473,844 416,540 -384,531 75,462,380
-3,724,000 -25,803,461 -29,854,688
75,462,380 17,122,022
-5,670,356 -35,525,044
92,584,402

NOTES TO FINANCIAL STATEMENTS - TFI

(drawn up for quarterly reporting periods)

Name of issuer: Valamar Riviera d.d. Personal identification number (OIB): 36201212847

Reporting period: 1/1/2025 to 30/9/2025

Notes to financial statements for quarterly periods include:

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

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

Notes to financial statements for the three month period together with detailed information on financial performance and events relevant to understanding changes in financial statements are available in PDF document "Business results 1/1/2025 – 30/9/2025" which has been simultaneously published with this document on HANFA (Croatian Financial Services Supervisory Agency), Zagreb Stock Exchange and Issuers web pages.

QUARTERLY FINANCIAL STATEMENTS

Reporting period: from 01.01.2025 to 30.09.2025

Year: 2025
Quarter: 3.
Registration number (MB): 3474771 Issuer's home Member State code: HR
Entity's registration number (MBS): 40020883
Personal identification number (OIB): 36201212847 LEI: 529900DUWS1DGNEK4C68
Institution code: 30577
Name of the issuer: Valamar Riviera d.d.
Postcode and town: 52440 Poreč
Street and house number: Stancija Kaligari 1
E–mail address: [email protected]
Web address: www.valamar-riviera.com
Number of employees
(end of the reporting period):
5.251
Consolidated report: KN (KN-not consolidated/KD-consolidated)
Audited: RN (RN-not audited/RD-audited)
Names of subsidiaries (according to IFRS): Registered office: MB
Bookkeeping firm: No
Contact person: Sopta Anka
(only name and surname of the contact person)
Telephone: 052 408 188
E–mail address: [email protected]
Audit firm: (name of the audit firm)
Certified auditor: (name and surname)

BALANCE SHEET Submitter: Valamar Riviera d.d.

BALANCE AS AT 30.09.2025 ADP Last day of the in EUR
At the reporting date
Item code preceding business year of the current period
1 2 3 4
ASSETS
A)
RECEIVABLES FOR SUBSCRIBED CAPITAL UNPAID
B) FIXED ASSETS (ADP 003+010+020+031+036) 001
002
703,490,535 740,376,854
I INTANGIBLE ASSETS (ADP 004 to 009) 003 8,336,873 8,513,842
1
Research and Development
004
2
Concessions, patents, licences, trademarks, software and other rights
005 6,548,274 4,266,486
3
Goodwill
006 871,672 871,672
4
Advance payments for purchase of intangible assets
007 7,200
5
Intangible assets in preparation
008 916,927 3,368,484
6
Other intangible assets
009
II TANGIBLE ASSETS (ADP 011 to 019) 010 547,412,609 583,205,761
1
Land
011 127,172,259 128,257,409
2
Buildings
012 288,789,056 277,178,520
3
Plants and equipment
013 40,741,520 38,911,278
4
Tools, working inventory and transportation assets
014 9,268,096 9,822,304
5
Biological asset
015
6
Advance payments for purchase of tangible assets
016 14,608,527 7,570,709
7
Tangible assets in preparation
017 61,705,707 117,072,495
8
Other tangible assets
018 4,816,018 4,109,278
9
Investments property
019 311,426 283,768
III FIXED FINANCIAL ASSETS (ADP 021 to 030) 020 146,084,631 146,849,401
1
Investments in holdings (shares) of undertakings within the group
021 124,258,659 124,258,659
2
Investments in other securities of undertakings within the group
022
3
Loans, deposits etc given to undertakings in a group
023
4
Investments in holdings (shares) of companies linked by virtue of participating interest
5
Investment in other securities of companies linked by virtue of participating interest
024 17,503,377 17,503,377
6
Loans, deposits etc. given to companies linked by virtue of participating interest
025
026
3,643,444 3,643,444
7
Investments in securities
027
8
Loans, deposits, etc. given
028 613,367 613,229
9
Other investments accounted for using the equity method
029
10 Other fixed financial assets 030 65,784 830,692
IV RECEIVABLES (ADP 032 to 035) 031
1
Receivables from undertakings within the group
032
2 Receivables from companies linked by virtue of participating interests 033
3
Customer receivables
034
4
Other receivables
035
V DEFERRED TAX ASSETS 036 1,656,422 1,807,850
C) CURENT ASSETS (ADP 038+046+053+063) 037 75,555,864 48,856,705
I INVENTORIES (ADP 039 to 045) 038 8,580,962 9,340,716
1
Raw materials
039 8,296,206 8,905,714
2
Work in progress
040
3
Finished goods
041
4
Merchandise
042 284,756 435,002
5
Advance payments for inventories
043
6
Fixed assets held for sale
044
7
Biological asset
045
II RECEIVABLES (ADP 047 to 052) 046 13,317,840 12,742,189
1
Receivables from undertakings within the group
047 7,559,683 2,187,514
2
Receivables from companies linked by virtue of participating interest
048 415,736 144,115
3
Customer receivables
049 2,318,899 5,358,975
4
Receivables from employees and members of the undertaking
050 1,561,948 3,498,808
5
Receivables from government and other institutions
051 634,436 287,530
6
Other receivables
052 827,138 1,265,247
SHORT–TERM FINANCIAL ASSETS (ADP 054 to 062) 053 426,683 137,809
054
1
Investments in holdings (shares) of undertakings within the group
2
Investments in other securities of undertakings within the group
055
3
Loans, deposits, etc. to undertakings within the group
056
4
Investments in holdings (shares) of companies linked by virtue of participating interest
057
5
Investment in other securities of companies linked by virtue of participating interest
058
6
Loans, deposits etc. given to companies linked by virtue of participating interest
059
7
Investments in securities
060
8
Loans, deposits, etc. given
061 154,210
9
Other financial assets
062 272,473
CASH AT BANK AND IN HAND 063 53,230,379
III
IV
D)
E)
PREPAID EXPENSES AND ACCRUED INCOME
TOTAL ASSETS (ADP 001+002+037+064)
064
065
3,376,303
782,422,702
137,809
26,635,991
7,747,429
796,980,988

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

Item BALANCE AS AT 30.09.2025 ADP
code
Last day of the
preceding business year
in EUR
At the reporting date
of the current period
1 2 3 4
LIABILITIES
A) CAPITAL AND RESERVES (ADP 068 to 070+076+077+083+086+089) 067 408,200,934 444,307,070
INITIAL (SUBSCRIBED) CAPITAL 068 221,915,350 221,915,350
II CAPITAL RESERVES 069 1,615,440 2,089,284
III RESERVES FROM PROFIT (ADP 071+072–073+074+075) 070 17,013,933 16,212,862
1 Legal reserves 071 11,095,768 11,095,768
2 Reserves for treasury share 072 18,158,509 18,158,509
3 Treasury shares and holdings (deductible item) 073 -12,624,875 -13,041,415
4 Statutory reserves 074
5 Other reserves 075 384,531
IV REVALUATION RESERVES 076
V
1
FAIR VALUE RESERVES AND OTHER (ADP 078 to 082)
Financial assets at fair value through other comprehensive income (i.e. available for sale)
077
2 Cash flow hedge - effective portion 078
3 Hedge of a net investment in a foreign operation - effective portion 079
4 Other fair value reserves 080
5 Exchange differences arising from the translation of foreign operations (consolidation) 081
082
VI RETAINED PROFIT OR LOSS BROUGHT FORWARD (ADP 084–085) 083 141,723,515 138,128,750
1 Retained profit 084 141,723,515 138,128,750
2 Loss brought forward 085
VII PROFIT OR LOSS FOR THE BUSINESS YEAR (ADP 087–088) 086 25,932,696 65,960,824
1 Profit for the business year 087 25,932,696 65,960,824
2 Loss for the business year 088
VIII MINORITY (NON–CONTROLLING) INTEREST 089
B) PROVISIONS (ADP 091 to 096) 090 5,379,063 5,281,236
1 Provisions for pensions, termination benefits and similar obligations 091 3,281,683 3,297,216
2 Provisions for tax liabilities 092
3 Provisions for ongoing legal cases 093 2,097,380 1,984,020
4 Provisions for renewal of natural resources 094
5 Provision for warranty obligations 095
6 Other provisions 096
C) LONG–TERM LIABILITIES (ADP 098 to 108) 097 218,344,029 254,315,634
1 Liabilities towards undertakings within the group 098
2 Liabilities for loans, deposits, etc. to companies within the group 099
3 Liabilities towards companies linked by virtue of participating interest 100
4 Liabilities for loans, deposits etc. of companies linked by virtue of participating interest 101
5 Liabilities for loans, deposits etc. 102
6 Liabilities towards banks and other financial institutions 103 139,704,743 167,808,488
7 Liabilities for advance payments 104
8 Liabilities towards suppliers 105
9 Liabilities for securities 106
10 Other long–term liabilities 107 77,331,291 85,214,407
11 Deferred tax liability 108 1,307,995 1,292,739
D) SHORT–TERM LIABILITIES (ADP 110 to 123) 109 136,287,661 75,224,264
1 Liabilities towards undertakings within the group 110 57,055 357,015
2 Liabilities for loans, deposits, etc. to companies within the group 111
3 Liabilities towards companies linked by virtue of participating inte rest 112 99,060 18,182
4 Liabilities for loans, deposits etc. of companies linked by virtue of participating interest 113
5 Liabilities for loans, deposits etc. 114
6 Liabilities towards banks and other financial institutions 115 84,527,014 7,100,169
7 Liabilities for advance payments 116 12,488,044 14,744,669
8 Liabilities towards suppliers 117 20,983,225 25,525,935
9 Liabilities for securities 118
10 Liabilities towards employees 119 4,805,383 7,424,800
11 Taxes, contributions and similar liabilities 120 5,884,813 16,154,964
12 Liabilities arising from the share in the result 121
13 Liabilities arising from fixed assets held for sale 122
14 Other short–term liabilities 123 7,443,067 3,898,530
E) ACCRUALS AND DEFERRED INCOME 124 14,211,015
F) TOTAL – LIABILITIES (ADP 067+090+097+109+124) 125 782,422,702 17,852,784
796,980,988

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

FOR THE PERIOD 01.01.2025 TO 30.09.2025 in EUR
Item ADP
code
Cumulative Same period of the previous year
Quarter
Cumulative Current period
Quarter
2 3 4 5
OPERATING INCOME (AOP 002 to 006) 001 298,729,049 202,333,583 327,601,073 213,137,743
1
Income from sales with undertakings within the group
002 11,810,589 5,569,903 13,997,938 6,119,277
2
Income from sales (outside group)
003 284,305,932 196,390,988 311,435,362 206,468,642
3
Income from the use of own products, goods and services
004 60,513 19,961 80,063 26,857
4
Other operating income with undertakings within the group
005 154,433 22,107 157,443 44,225
5
Other operating income (outside the group)
006 2,397,582 330,624 1,930,267 478,742
OPERATING EXPENSES (AOP 08+009+013+017+018+019+022+029) 007 229,784,920 104,568,051 249,046,184 109,588,920
1
Changes in inventories of work in progress and finished goods
008
2
Material costs (AOP 010 to 012)
009 87,636,893 47,042,176 92,764,781 45,782,201
a) Costs of raw material 010 50,432,831 27,019,669 51,398,128 25,614,404
b) Costs of goods sold 011 3,958,794 2,610,083 5,269,492 3,056,663
c) Other external costs 012 33,245,268 17,412,424 36,097,161 17,111,134
3
Staff costs (AOP 014 to 016)
013 74,408,536 33,109,512 84,347,994 36,450,798
a) Net salaries and wages 21,758,122
b) Tax and contributions from salaries expenses 014 45,537,884 19,873,313 52,059,817
c) Contributions on salaries 015 19,121,432 8,846,084 20,924,234 9,841,068
4
Depreciation
016 9,749,220 4,390,115 11,363,943 4,851,608
017 36,906,242 12,437,940 40,810,328 13,788,556
5
Other expenses
018 28,434,276 11,826,228 29,938,832 13,782,701
6
Value adjustments (AOP 020+021)
019
a) fixed assets other than financial assets 020
b) current assets other than financial assets 021
7
Provisions (AOP 023 to 028)
022 1,286 15,533 -4,095
a) Provisions for pensions, termination benefits and similar obligations 023 1,286 15,533 -4,095
b) Provisions for tax liabilities 024
c) Provisions for ongoing legal cases 025
d) Provisions for renewal of natural resources 026
e) Provisions for warranty obligations 027
f)
Other provisions
028
8
Other operating expenses
029 2,397,687 152,195 1,168,716 -211,241
FINANCIAL INCOME (AOP 031 to 040) 030 6,681,920 511,009 6,800,579 1,038,914
1
Income from investments in holdings (shares) of undertakings within the group
031 4,978,422 95,031 4,883,391
2
Income from investments in holdings (shares) of companies linked by virtue of
participating interest
032
3
Income from other long–term financial investment and loans granted to undertakings
033
within the group
4
Other interest income from operations with undertakings within the group
034
5
Exchange rate differences and other financial income from operations with
undertakings within the group 035 47,137
6
Income from other long–term financial investments and loans
036 16,792 5,575
7
Other interest income
037 943,228 227,950 257,212 102,283
8
Exchange rate differences and other financial income
038 2,058 326
9
Unrealised gains (income) from financial assets
039 69,496 701,481 308,164
10 Other financial income 040 643,637 188,028 939,645 622,566
FINANCIAL EXPENDITURE (AOP 042 to 048) 041 9,026,911 2,368,449 5,808,447 1,779,381
1
Interest expenses and similar expenses with undertakings within the group
042
2
Exchange rate differences and other expenses from operations with
undertakings within the group
043
3
Interest expenses and similar expenses
044 8,310,479 1,846,006 5,508,858 1,716,279
4
Exchange rate differences and other expenses
045 1,694 1,083
5
Unrealised losses (expenses) from financial assets
046 343,973
6
Value adjustments of financial assets (net)
047
7
Other financial expenses
SHARE IN PROFIT FROM COMPANIES LINKED BY VIRTUE OF PARTICIPATING INTEREST 048 714,738 177,387 299,589 63,102
SHARE IN PROFIT FROM JOINT VENTURES 049
050
051
SHARE IN LOSS OF COMPANIES LINKED BY VIRTUE OF PARTICIPATING INTEREST
VIII SHARE IN LOSS OF JOINT VENTURES 052
TOTAL INCOME (AOP 001+030+049+050) 053 305,410,969 202,844,592 334,401,652
TOTAL EXPENDITURE (AOP 007+041+051+052) 054 238,811,831 106,936,500 254,854,631
PRE–TAX PROFIT OR LOSS (AOP 053–054) 055 66,599,138 95,908,092 79,547,021
1
Pre–tax profit (AOP 053–054)
056 66,599,138 95,908,092 79,547,021
2
Pre–tax loss (AOP 054–053)
057
INCOME TAX 058 12,037,709 17,281,029 13,586,197
VII
XII
XIII PROFIT OR LOSS FOR THE PERIOD (AOP 055–059)
1
Profit for the period (AOP 055–059)
059 54,561,429 78,627,063 65,960,824 214,176,657
111,368,301
102,808,356
102,808,356
18,554,419
84,253,937

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

FOR THE PERIOD 01.01.2025 TO 30.09.2025 in EUR
Item ADP
code
Same period of the previous year
Cumulative
Quarter Cumulative Current period
Quarter
1 2 3 4 5 6
DISCONTINUED OPERATIONS (to be filled in by undertakings subject to IFRS only with discontinued operations)
XIV PRE–TAX PROFIT OR LOSS OF DISCONTINUED OPERATIONS (AOP 063–064)
1
Pre–tax profit from discontinued operations
062
2
Pre–tax loss on discontinued operations
063
064
XV INCOME TAX OF DISCONTINUED OPERATIONS 065
1
Discontinued operations profit for the period (AOP 062–065)
066
2
Discontinued operations loss for the period (AOP 065–062)
067
TOTAL OPERATIONS (to be filled in only by undertakings subject to IFRS with discontinued operations)
XVI PRE–TAX PROFIT OR LOSS (AOP 055+062) 068
1
Pre–tax profit (AOP 068)
069
2
Pre–tax loss (AOP 068)
070
XVII INCOME TAX (AOP 058+065)
XVIII PROFIT OR LOSS FOR THE PERIOD (AOP 068–071) 071
1
Profit for the period (AOP 068–071)
072
2
Loss for the period (AOP 071–068)
073
074
APPENDIX to the P&L (to be filled in by undertakings that draw up consolidated annual financial statements)
XIX PROFIT OR LOSS FOR THE PERIOD (AOP 076+077) 075
1
Attributable to owners of the parent
076
2
Attributable to minority (non–controlling) interest
077
STATEMENT OF OTHER COMPRHENSIVE INCOME (to be filled in by undertakings subject to IFRS)
PROFIT OR LOSS FOR THE PERIOD
078 54,561,429 78,627,063 65,960,824 84,253,937
II OTHER COMPREHENSIVE INCOME/LOSS BEFORE TAX (AOP 80+87) 079 -47,554
III ITEMS THAT WILL NOT BE RECLASSIFIED TO PROFIT OR LOSS (AOP 081 to 085) 080 -47,554
1
Changes in revaluation reserves of fixed tangible and intangible assets
081
2
Gains or losses from subsequent measurement of equity instruments at fair
value through other comprehensive income
082 -47,554
3
Fair value changes of financial liabilities at fair value through statement of profit
or loss, attributable to changes in their credit risk
083
4
Actuarial gains/losses on the defined benefit obligation
084
5
Other items that will not be reclassified
085
6
Income tax relating to items that will not be reclassified
086 -7,676
IV Items that may be reclassified to profit or loss (AOP 088 to 095) 087
1
Exchange rate differences from translation of foreign operations
088
2
Gains or losses from subsequent measurement of debt securities at fair
value through other comprehensive income
089
3
Profit or loss arising from effective cash flow hedging
090
4
Profit or loss arising from effective hedge of a net investment in a foreign operation
091
5
Share in other comprehensive income/loss of companies linked by virtue
of participating interests
092
6
Changes in fair value of the time value of option
093
7
Changes in fair value of forward elements of forward contracts
094
8
Other items that may be reclassified to profit or loss
095
9
Income tax relating to items that may be reclassified to profit or loss
096
V NET OTHER COMPREHENSIVE INCOME OR LOSS (AOP 080+087-086-096) 097 -39,878
VI COMPREHENSIVE INCOME OR LOSS FOR THE PERIOD (AOP 078+097) 098 54,521,551 78,627,063 65,960,824 84,253,937
APPENDIX to the Statement on comprehensive income (to be filled in by entrepreneurs who draw up consolidated statements)
VII COMPREHENSIVE INCOME OR LOSS FOR THE PERIOD (AOP 100+101) 099
1
Attributable to owners of the parent
100
2
Attributable to minority (non–controlling) interest
101

STATEMENT OF CASH FLOWS - indirect method

Submitter: Valamar Riviera d.d.

FOR THE PERIOD 01.01.2025 TO 30.09.2025 Item ADP Same period of the in EUR
Current
1 code
2
previous year
3
period
4
CASH FLOW FROM OPERATING ACTIVITIES 2 3 _
001 66,599,138 70 547 021
1 Pre-tax profit 79,547,021
Adjustments (ADP 003 to 010): Depreciation 002 39,079,683 40,632,728
003 36,906,242 40,810,328
b) Gains and losses from sale and value adjustment of fixed tangible and intangible assets 64,495 101,75
c) Gains and losses from sale and unrealised gains and losses and value adjustment of financial assets 005 F 010 FF6 F 4FF 26
d) Interest and dividend income 006 -5,919,556 -5,155,26
e) Interest expenses 007 8,381,127 5,574,60
f) Provisions 008 -529,953 -97,82
g) Exchange rate differences (unrealised) 009 477.000 500.05
h) Other adjustments for non-cash transactions and unrealised gains and losses 010 177,328 -600,86
Cash flow increase or decrease before changes in the working capital (ADP 001+002) 011 105,678,821 120,179,74
3 Changes in the working capital (ADP 013 to 016) 012 9,542,252 13,335,95
a) Increase or decrease in short-term liabilities 013 15,161,250 16,428,23
b) Increase or decrease in short-term receivables 014 -4,211,914 -2,332,52
c) Increase or decrease in inventories 015 -1,407,084 -759,75
d) Other increase or decrease in the working capital 016
Cash from operations (ADP 011+012) 017 115,221,073 133,515,70
4 Interest paid 018 -5,562,826 -4,338,33
5 Income tax paid 019 -4,068,357 -6,337,95
A) NET CASH FLOW FROM OPERATING ACTIVITIES (ADP 017 to 019) 020 105,589,890 122,839,40
CASH FLOW FROM INVESTMENT ACTIVITIES
1 Cash receipts from sales of fixed tangible and intangible assets 021 69,339 241,11
2 Cash receipts from sales of financial instruments 022 446,855 128,44
3 Interest received 023 928,798 137,51
4 Dividends received 024 4,978,422 4,883,64
5 Cash receipts from repayment of loans and deposits 025
6 Other cash receipts from investment activities 026
II Total cash receipts from investment activities (ADP 021 to 026) 027 6,423,414 5,390,71
1 Cash payments for the purchase of fixed tangible and intangible assets 028 -59,035,368 -70,627,04
2 Cash payments for the acquisition of financial instruments 029
3 Cash payments for loans and deposits for the period 030 -500,000
4 Acquisition of a subsidiary, net of cash acquired 031
5 Other cash payments from investment activities 032 -687,120
V Total cash payments from investment activities (ADP 028 to 032) 033 -60,222,488 -70,627,04
8) NET CASH FLOW FROM INVESTMENT ACTIVITIES (ADP 027+033) 034 -53,799,074 -65,236,33
CASH FLOW FROM FINANCING ACTIVITIES
1 Cash receipts from the increase of initial (subscribed) capital 035
2 Cash receipts from the issue of equity financial instruments and debt financial instruments 036
3 Cash receipts from credit principals, loans and other borrowings 037 15,000,000 28,103,74
4 Other cash receipts from financing activities 038 370,286
/ Total cash receipts from financing activities (ADP 035 to 038) 039 15,370,286 28,103,74
1 Cash payments for the repayment of credit principals, loans and other borrowings and 040 -40,277,708 -77,349,04
debt financial instruments 2 Dividends paid 041 -27,069,073 -29,527,46
3 Cash payments for finance lease 042 2,1003,073 23/327/10
Cash payments for the redemption of treasury shares and decrease of initial (subscribed) capital 042 -17,800 -1,845,22
5 Other cash payments from financing activities 043 -1,977,594 -3,579,47
044
-69,342,175
53,071,880
-112,301,21
046 -53,971,889 -84,197,46
1 Unrealised exchange rate differences in cash and cash equivalents 047 2 424 272 26.72.
NET INCREASE OR DECREASE OF CASH FLOWS (ADP 020+034+046+047) 048 -2,181,073 -26,594,38
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF PERIOD 049 46,287,539 53,230,37
CASH AND CASH EQUIVALENTS AT THE END OF PERIOD (ADP 048+049) 050 44,106,466 26,635,99

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

FOR THE PERIOD FROM 01.01.2025 TO 30.09.2025 ATTRIBUTABLE TO OWNERS OF THE PARENT in EUR
Treasury Fair value of
financial assets
Hedge of a net
investment
Exchange rate
differences
Initial Reserves shares and
holdings
through other
comprehensive
Cash flow
hedge -
in a foreign
operation
Other from
translation
Retained
profit / loss
Profit/loss for Total
attributable to
Minority (non–
Item ADP
code
(subscribed)
capital
Capital
reserves
Legal
reserves
for treasury
shares
(deductible
item)
Statutory
reserves
Other
reserves
Revaluation
income (available
reserves
for sale)
effective
portion
- effective
portion
fair value
reserves
of foreign
operations
brought
forward
the business
year
owners of the
parent
controlling)
interest
Total capital
and reserves
2 3 4 5 6 7 8 9 10
11
12 13 14 15 16 17 18 19 20 (18+19)
PREVIOUS PERIOD
1 Balance on the first day of the previous business year 01 221,915,350 1,283,035 11,095,768 18,158,509 13,743,570 390,640 39,878 143,538,707 24,945,219 407,623,536 407,623,536
2 Changes in accounting policies 02
3 Correction of errors 03
4 Balance on the first day of the previous business year (restated) (ADP 01 to 03)
5 Profit/loss of the period
04 221,915,350 1,283,035 11,095,768 18,158,509 13,743,570 390,640 39,878 143,538,707 24,945,219 407,623,536 407,623,536
6 Exchange rate differences from translation of foreign operations 05
06
25,932,696 25,932,696 25,932,696
7 Changes in revaluation reserves of fixed tangible and intangible assets 07
8 Gains or losses from subsequent measurement of financial assets at fair value through other comprehensive
income (available for sale)
08 -47,554 -61,624 -109,178 -109,178
9 Gains or losses on efficient cash flow hedging 09
10 Gains or losses arising from effective hedge of a net investment in a foreign operation 10
11 Share in other comprehensive income/loss of companies linked by virtue of participating interest 11
12 Actuarial gains/losses on defined benefit plans 12
13 Other changes in equity unrelated to owners 13
14 Tax on transactions recognised directly in equity 14 7,676 7,676 7,676
15 Increase/decrease in initial (subscribed) capital (other than from reinvesting profit and other than arising from
the pre–bankruptcy settlement procedure)
15
16 Decrease in initial (subscribed) capital arising from the pre–bankruptcy settlement procedure 16
17 Decrease in initial (subscribed) capital arising from the reinvestment of profit 17
18 Redemption of treasury shares/holdings 18 598,730 -598,730 -598,730
19 Payments from members/shareholders 19
20 Payment of share in profit/dividend 20 -27,069,073 -27,069,073 -27,069,073
21 Other distributions and payments to members/shareholders 21 332,405 -1,717,425 -6,109 370,286 2,414,007 2,414,007
22 Transfer to reserves according to the annual schedule 22 24,945,219 -24,945,219
23 Increase in reserves arising from the pre–bankruptcy settlement procedure 23
24 Balance on the last day of the previous business year reporting period (ADP 04 to 23) 24 221,915,350 1,615,440 11,095,768 18,158,509 12,624,875 384,531 141,723,515 25,932,696 408,200,934 408,200,934
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I OTHER COMPREHENSIVE INCOME OF THE PREVIOUS PERIOD, NET OF TAX (ADP 06 to 14) 25 -39,878 -61,624 -101,502 -101,502
II COMPREHENSIVE INCOME OR LOSS FOR THE PREVIOUS PERIOD (ADP 05+25) 26 -39,878 -61,624 25,932,696 25,831,194 25,831,194
III TRANSACTIONS WITH OWNERS IN THE PREVIOUS PERIOD RECOGNISED DIRECTLY IN EQUITY (ADP 15 to 23) 27 332,405 -1,118,695 -6,109 -1,753,568 -24,945,219 -25,253,796 -25,253,796
CURRENT PERIOD
1 Balance on the first day of the previous business year 28 221,915,350 1,615,440 11,095,768 18,158,509 12,624,875 384,531 141,723,515 25,932,696 408,200,934 408,200,934
2 Changes in accounting policies 29
3 Correction of errors 30
4 Balance on the first day of the previous business year (restated) (ADP 28 to 30) 31 221,915,350 1,615,440 11,095,768 18,158,509 12,624,875 384,531 141,723,515 25,932,696 408,200,934 408,200,934
5 Profit/loss of the period 32 65,960,824 65,960,824 65,960,824
6 Exchange rate differences from translation of foreign operations 33
7 Changes in revaluation reserves of fixed tangible and intangible assets 34
8 Gains or losses from subsequent measurement of financial assets at fair value through other comprehensive
income (available for sale)
35
9 Gains or losses on efficient cash flow hedging 36
10 Gains or losses arising from effective hedge of a net investment in a foreign operation 37
11 Share in other comprehensive income/loss of companies linked by virtue of participating interest 38
12 Actuarial gains/losses on defined benefit plans 39
13 Other changes in equity unrelated to owners 40
14 Tax on transactions recognised directly in equity 41
15 Increase/decrease in initial (subscribed) capital (other than from reinvesting profit and other than arising from
the pre–bankruptcy settlement procedure)
42
16 Decrease in initial (subscribed) capital arising from the pre–bankruptcy settlement procedure 43
17 Decrease in initial (subscribed) capital arising from the reinvestment of profit 44
18 Redemption of treasury shares/holdings 45 1,845,223 -1,845,223 -1,845,223
19 Payments from members/shareholders 46
20 Payment of share in profit/dividend 47 -29,527,461 -29,527,461 -29,527,461
21 Other distributions and payments to members/shareholders 48 473,844 -1,428,683 -384,531 1,517,996 1,517,996
22 Transfer to reserves according to the annual schedule 49 25,932,696 -25,932,696
50
23 Increase in reserves arising from the pre–bankruptcy settlement procedure
24 Balance on the last day of the previous business year reporting period (ADP 31 to 50) 51 221,915,350 2,089,284 11,095,768 18,158,509 13,041,415 138,128,750 65,960,824 444,307,070 444,307,070
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I OTHER COMPREHENSIVE INCOME FOR THE CURRENT PERIOD, NET OF TAX (ADP 33 to 41) 52
II COMPREHENSIVE INCOME OR LOSS FOR THE CURRENT PERIOD (ADP 32 to 52) 53 65,960,824 65,960,824 65,960,824

NOTES TO FINANCIAL STATEMENTS - TFI

(drawn up for quarterly reporting periods)

Name of issuer: Valamar Riviera d.d. Personal identification number (OIB): 36201212847

Reporting period: 1/1/2025 to 30/9/2025

Notes to financial statements for quarterly periods include:

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

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

Notes to financial statements for the three month period together with detailed information on financial performance and events relevant to understanding changes in financial statements are available in PDF document "Business results 1/1/2025 – 30/9/2025" which has been simultaneously published with this document on HANFA (Croatian Financial Services Supervisory Agency), Zagreb Stock Exchange and Issuers web pages.

NOTES TO FINANCIAL STATEMENTS FOR THE NINE-MONTH PERIOD 2025

NOTE 1 – GENERAL INFORMATION

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

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

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

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

Associated companies are:

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

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

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

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

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

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

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

The consolidated and unconsolidated unaudited financial statements for the nine-month period 2025 were approved by the Management Board of the Company on 23 October 2025.

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

2.1 Basis of preparation

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

2.2 Going concern

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

2.3 Significant accounting policies

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

2.4 Critical accounting estimates

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

The Company and the Group as lessees of tourist land

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

The ZNGZ prescribes the obligation to determine and form buildings on appraised parts of campsites, hotels, tourist resorts and other construction land as ownership of the Company and the Group and buildings on unappraised parts of campsites, hotels, tourist resorts and other construction land as ownership of Republic of Croatia or local governments. For parts of a land owned by the Republic of Croatia or local governments, the Company and the Group currently do not have lease agreements in place. However, they are actively working on preparing such agreements, with the lease term set for 50 years. From the entry into force of the ZNGZ until the day of signing the lease agreement, the rent will be paid according to the area of the tourist land for which the concession fee has been calculated based on the ZOTZ, in the amount of 50% of the fee until the final resolution of property legal relations. The unit amount of rent and the method and terms of payment is determinated by Regulations from Government.

On 8 February 2024, the Government of the Republic of Croatia adopted two Regulations on tourist lands: (1) the Regulation on lease management on tourist land with hotels and tourist settlements and (2) the Regulation on lease management in camp areas owned by the Republic of Croatia (hereinafter: the Regulations).

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

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

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

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

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

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

The estimated amount of rent for tourist land for 2025 amounts to EUR 4.2 million for the Company and EUR 4.6 million for the Group. On the basis of the fixed part of the rent, with the application of IFRS 16, the Company and the Group have for the nine-month period 2025 recognized depreciation expense in the amount of EUR 946 thousand for the Company and EUR 1,022 thousand for the Group and interest expense in the amount of EUR 2,356 thousand for the Company and EUR 2,642 thousand for the Group was shown. On the basis of the variable part of the rent, the operating cost for the Company and the Group was shown in the amount of EUR 696 thousand.

NOTE 3 – FINANCIAL RISK MANAGEMENT

3.1 Financial risk factors

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

3.2 Capital management

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

3.3 Fair value estimation

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

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

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

Fair value hierarchy

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

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

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

GROUP
(in thousands of EUR) Level 1 Level 2 Level 3 Total
As at 31 December 2024
Assets measured at fair value
Financial assets - equity securities - 23 - 23
Derivative financial instruments - 817 - 817
Total assets measured at fair value - 840 - 840
As at 30 September 2025
Assets measured at fair value
Financial assets - equity securities - 23 - 23
Derivative financial instruments - 1,187 - 1,187
Total assets measured at fair value - 1,210 - 1,210
Liabilities measured at fair value
Derivative financial instruments - 63 - 63
Total liabilities measured at fair value - 63 - 63
COMPANY
(in thousands of EUR) Level 1 Level 2 Level 3 Total
As at 31 December 2024
Assets measured at fair value
Financial assets - equity securities - 19 - 19
Derivative financial instruments - 319 - 319
Total assets measured at fair value - 338 - 338
As at 30 September 2025
Assets measured at fair value
Financial assets - equity securities - 19 - 19
Derivative financial instruments - 812 - 812
Total assets measured at fair value - 831 - 831
Liabilities measured at fair value
Derivative financial instruments - 25 - 25
Total liabilities measured at fair value - 25 - 25

NOTE 4 – SEGMENT INFORMATION

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

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

The segment information related to reportable segments for the nine-month period 2024 is as follows:

GROUP
(in thousands of EUR) Hotels and
apartments
Campsites Other business
segments
Total
Revenue from segments 255,975 112,515 45,784 414,274
Inter-segment revenue (1,195) (94) (26,999) (28,288)
Sales revenue 254,780 112,421 18,785 385,986
Depreciation and amortisation (30,601) (14,323) (7,077) (52,001)
Net finance income/(expense) (5,747) (2,932) (1,678) (10,357)
Write-off of fixed assets (41) (24) (19) (84)
Profit/(loss) of segment 132,113 75,260 (50,511) 156,862

The segment information related to reportable segments for the nine-month period 2025 is as follows:

GROUP
(in thousands of EUR) Hotels and
apartments
Campsites Other business
segments
Total
Revenue from segments 288,459 120,860 51,699 461,018
Inter-segment revenue (1,690) (106) (31,074) (32,870)
Sales revenue 286,769 120,754 20,625 428,148
Depreciation and amortisation (35,024) (14,419) (8,867) (58,310)
Net finance income/(expense) (5,005) (2,742) 1,257 (6,490)
Write-off of fixed assets (44) (202) (3) (249)
Profit/(loss) of segment 148,039 83,684 (55,894) 175,829

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

NOTE 4 – SEGMENT INFORMATION / CONTINUED

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

GROUP
(in thousands of EUR) Hotels and
apartments
Campsites Other business
segments
Total
As at 31 December 2024
Assets by segments 497,985 220,098 97,016 815,099
Liabilities by segments 278,223 124,223 76,393 478,839
As at 30 September 2025
Assets by segments 563,479 215,615 105,738 884,832
Liabilities by segments 345,546 88,130 29,143 462,819

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

GROUP
(in thousands of EUR) January – September
2024
January – September
2025
Revenue
Revenue from segments 414,274 461,018
Inter-segment revenue (28,288) (32,870)
Sales revenue 385,986 428,148
Profit/(loss)
Profit/(loss) from segments 156,862 175,829
Other unallocated expenses (61,207) (68,457)
Profit/(loss) from financial and extraordinary activities (10,947) (6,296)
Total profit/(loss) before tax 84,708 101,076

NOTE 4 - SEGMENT INFORMATION / CONTINUED

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

GROUP
(in thousands of EUR) As at 31 December 2024 As s at 30 September 2025
Assets Liabilities Assets Liabilities
Segment assets/liabilities 815,099 478,839 884,832 462,819
Hotels and apartments segment 497,985 278,223 563,479 345,546
Campsites segment 220,098 124,223 215,615 88,130
Other business segment 97,016 76,393 105,738 29,143
Unallocated 143,846 31,492 137,067 53,407
Investments in associate 16,108 - 16,363 -
Other financial assets 23 - 23 -
Loans and deposits 17,212 - 23,895 -
Cash and cash equivalents 59,754 - 34,222 -
Other receivables 9,161 - 15,572 -
Deferred tax assets/liabilities 40,771 5,146 45,805 4,822
Other liabilities - 23,869 - 46,188
Derivative financial assets/liabilities 817 - 1,187 63
Provisions - 2,477 - 2,334
Total 958,945 510,331 1,021,899 516,226

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

GROUP
(in thousands of EUR) January – September
2024
% January – September
2025
%
Revenue from sales to domestic customers 43,143 11.18 46,999 10.98
Revenue from sales to foreign customers 342,843 88.82 381,149 89.02
385,986 100.00 428,148 100.00

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

GROUP
(in thousands of EUR) January – September
2024
% January – September
2025
%
EU members 277,714 81.00 305,681 80.20
Other 65,129 19.00 75,468 19.80
342,843 100.00 381,149 100.00

NOTE 5 – STAFF COSTS

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

GROUP COMPANY
(in thousands of EUR) January - September
2024
January - September
2025
January - September
2024
January - September
2025
Net salaries 58,250 66,409 45,538 52,060
Tax and contributions from salary costs 24,251 26,833 19,121 20,924
Contributions on salaries 12,516 14,504 9,749 11,364
Total 95,017 107,746 74,408 84,348

For the nine-month period 2025 Company's average number of employees is 5,787 (30 September 2024: 5,556), while the Group's average number of employees is 7,772 (30 September 2024: 7,367).

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

The Group capitalised net salaries cost in the amount of EUR 1,565 thousand (30 September 2024: EUR 1,070 thousand), cost of contributions and tax from salaries in the amount of EUR 626 thousand (30 September 2024: EUR 450 thousand) and cost of contributions on salaries in the amount of EUR 339 thousand (30 September 2024: EUR 237 thousand). The Company capitalised net salaries cost in the amount of EUR 1,078 thousand (30 September 2024: EUR 785 thousand), cost of contributions and tax from salaries in the amount of EUR 445 thousand (30 September 2024: EUR 329 thousand) and cost of contributions on salaries in the amount of EUR 230 thousand (30 September 2024: EUR 172 thousand).

NOTE 6 – INCOME TAX

During the period in 2025 the Company and the Group estimate the period income tax expense/income according to the IAS 34 provisions, i.e. it is based on the best estimate of the weighted average annual income tax rate expected for the full financial year, adjusted for the expected changes during the period. Due to highly seasonal character of business, the profit tax estimate for quarterly reports is not an indicator of the final profit tax on December, 31 2025. The Company will pay corporate income tax advances during 2025, and the final liability will be determined based on the Corporate (profit) Tax Return. The Company and the Group calculated income tax using the legal income tax rate of 18% in the Republic of Croatia.

Income tax comprise:

GROUP COMPANY
(in thousands of EUR) January - September
2024
January - September
2025
January - September
2024
January - September
2025
Current tax 12,365 13,848 12,279 13,753
Deferred tax (10) (5.358) (241) (167)
Tax (income)/expense 12,355 8,490 12,038 13,586

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

tax expense of EUR 8.5 million, consisting of current tax expense of EUR 13.9 million and a tax income of EUR 5.4 million related to investment incentives.

For the nine-month period 2025, in accordance with the provisions of IAS 34, the Company estimated tax expense primarily arising from current tax in the amount of EUR 13.8 million. The Group estimated Given the seasonality of the operations and the fact that net loss is expected for the fourth quarter, the Company/Group estimates that for the whole 2025 there will be a lower profit before taxes and consequently lower corporate income tax.

NOTE 6 – INCOME TAX / CONTINUED

Movement overview of deferred tax assets and liabilities in 2025:

DEFERRED TAX ASSET
(in thousands of EUR) GROUP COMPANY
As at 1 January 2025 40,771 1,656
Credited/(debited) to the income 5,034 152
As at 30 September 2025 45,805 1,808
DEFFERED TAX LIABILITIES
(in thousands of EUR) GROUP COMPANY
As at 1 January 2025 5,146 1,308
Credited/(debited) to the income (324) (15)
As at 30 September 2025 4,822 1,293

NOTE 7 – EARNINGS/(LOSS) PER SHARE

Basic

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

Diluted

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

GROUP
January – September
2024
January – September
2025
Profit/(loss) attributable to equity holders (in thousands of EUR) 59,900 75,462
Weighted average number of shares 122,925,847 122,900,028
Basic/diluted earnings/(loss) per share (in EUR) 0.49 0.61

NOTE 8 – CHANGES IN SHAREHOLDER'S EQUITY

During the nine-month period 2025, the Company acquired 306,357 shares (2024: 110,674) with a value of EUR 1,845 thousand (2024: EUR 599 thousand) which represents 0.24% (2024: 0.09%) of the share capital.

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

As of 30 September 2025, the Company holds 3,068,156 of its own shares (31 December 2024: 3,101,536), representing 2.43% (31 December 2024: 2.46%) of the Company's share capital.

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

NOTE 9 – NON-CURRENT TANGIBLE AND INTANGIBLE ASSETS

During the nine-month period 2025, the Group and the Company acquired and disposed assets as follows:

  • the Group acquired assets in the amount of EUR 112,971 thousand (30 September 2024: EUR 89,232 thousand), while the Company acquired assets in the amount of EUR 70,104 thousand (30 September 2024: EUR 61,230 thousand);
  • the Group disposed the assets with a net book value of EUR 146 thousand (30 September 2024: EUR 100 thousand), resulting in a net gain on disposal of EUR 120 thousand (30 September 2024: EUR 17 thousand), while the Company disposed the assets with a net book value of EUR 146 thousand (30 September 2024: EUR 74 thousand), resulting in a net gain on disposal of EUR 95 thousand (30 September 2024: net loss EUR 5 thousand).

NOTE 10 – LIABILITIES FOR BORROWINGS AND LEASES UNDER IFRS 16

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

GROUP COMPANY
(in thousands of EUR) As at
30 September 2025
Maturity
over 5 years
As at
30 September 2025
Maturity
over 5 years
Bank borrowings 303,381 101,753 174,909 67,005
Lease liabilities under IFRS 16 84,700 57,403 78,743 57,294
Total 388,081 159,156 253,652 124,299

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

  • non-current and current bank borrowings of the Group EUR 303,381 thousand, of which EUR 303,362 thousand are pledge over Company's property facilities and movable property, while the remaining loan in the amount of EUR 19 thousand is secured by promissory notes;
  • non-current and current bank borrowings of the Company EUR 174,909 thousand, of which EUR 174,890 thousand are pledge over Company's property facilities and movable property, while the remaining loan in the amount of EUR 19 thousand is secured by promissory notes;
  • lease liabilities under IFRS 16 of the Group EUR 84,700 thousand, of which the most significant item is the rental of tourist land in the amount of EUR 65,448 thousand;
  • lease liabilities under IFRS 16 of the Company EUR 78,743 thousand, of which the most significant item is the rental of tourist land in the amount of EUR 60,438 thousand.

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

NOTE 11 – CONTINGENCIES AND COMMITMENTS

The contracted capital commitments of the Company in respect to investments in tourism facilities at 30 September 2025 amount to EUR 68,446 thousand (30 September 2024: EUR 82,622 thousand). The contracted capital commitments of the Group in respect to investments in tourism facilities at 30 September 2025 amount to EUR 76,596 thousand (30 September 2024: EUR 113,282 thousand).

The Company is the guarantor of the bank loan of related-party Valamar Obertauern GmbH. The estimated maximum amount of the guarantee that can be realized is EUR 5,028 thousand. The loan of the related-party is secured by mortgages on the real estate of Valamar Obertauern GmbH. The Company estimates the very low probability of incurring an actual obligation under the guarantee.

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

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

The Company is the defendant in a lawsuit from 2010 related to the payment for works on the Lacroma Hotel during its reconstruction and expansion. The Commercial Court issued a judgment in 2013, rejecting the plaintiff's claims in full. In 2020, the High Commercial Court of Croatia overturned the first instance ruling, and the case was sent back for a retrial. In the repeated proceedings, the Commercial Court in its judgement of May 2023, for the most part upheld the claim and the Company is held liable for the payment of principal in the amount of EUR 2,264,861.17 and litigation costs in the amount of EUR 702,752.22 and the corresponding statutory default interest. On 31 January 2024, the High Commercial Court of the Republic of Croatia issued a final judgment in favour of the Company, reversing the judgment of the Commercial Court in Dubrovnik from May 2023 and rejecting as unfounded all of the claims of the plaintiff. The plaintiffs filed a motion for leave to revise against the judgment of the High Commercial Court of the Republic of Croatia from 31 January 2024, to which the Company sent its response. The Supreme Court of the Republic of Croatia issued a decision on 27 May 2025 granting the plaintiffs to file for a revision, and plaintiffs have submitted a revision. So far, the Company has not made a reservation or booked costs for the said dispute in its books.

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

In the nine-month period 2025, the Company abolished provisions for legal disputes in the amount of EUR 113 thousand (2024: EUR 893 thousand).

NOTE 12 – ASSOCIATES

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

ASSOCIATES
(in thousands of EUR) Country Ownership Total capital
and reserves
Profit/loss
for the year2
Helios Faros d.d., Stari Grad Croatia 19.54% 51,529 (2,317)
Valamar A GmbH, Wien1 Austria 24,54% 19,400 (716)
Valamar Obertauern GmbH, Obertauern1 Austria 10% directly
/ 22.08% indirectly
3,640 -
WBVR Beteiligungs GmbH, Wien1 Austria 24.54% indirectly 4,055 (2)
Valamar Marietta GmbH, Klagenfurt am Wörthersee1 Austria 24.54% indirectly 1,501 (269)
Kesselspitze GmbH, Obertauern1 Austria 24.54% indirectly 33 -
Kesselspitze GmbH & Co KG, Obertauern1 Austria 24.54% indirectly 10,065 (662)

¹ Explained detailed in Note 1 – General information.

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

NOTE 13 – RELATED PARTY TRANSACTIONS

Related party transactions were as follows:

GROUP
(in thousands of EUR) January – September
2024
January – September
2025
Sale of services
Associate with participating interest 2,130 1,097
2,130 1,097
Purchase of services
Associate with participating interest 162 916
Other related parties 86 59
248 975
As at
31 December 2024
As at
30 September 2025
Trade and other receivable
Associate with participating interest 416 144
416 144
Liabilities
Associate with participating interest 99 18
Other related parties 13 11
112 29
Loans and deposits given
Associate with participating interest 4,028 4,028
4,028 4,028
COMPANY
(in thousands of EUR) January – September
2024
January – September
2025
Sale of services
Subsidiaries 12,661 14,949
Associate with participating interest 2,130 1,097
14,791 16,046
Purchase of services
Subsidiaries 1,900 1,988
Associate with participating interest 162 916
Other related parties 69 47
2,131 2,951
Dividend income
Subsidiaries 4,978 4,883
4,978 4,883
As at
31 December 2024
As at
30 September 2025
Trade and other receivable
Subsidiaries 7,559 2,188
Associate with participating interest 416 144
7,975 2,332
Trade and other payables
Subsidiaries 57 357
Associate with participating interest 99 18
Other related parties 13 10
169 385
Loans and deposits given
Associate with participating interest 4,028 4,028
4,028 4,028

NOTE 14 – SUBSEQUENT EVENTS

In the case initiated by a 2012 lawsuit concerning payment for works on the hotel Lacroma, on 9 October 2025, the Company received a decision from the Constitutional Court granting the Company's constitutional complaint. The Constitutional Court's decision annulled the Supreme Court's ruling on the request for permission to appeal and returned the case to the Supreme Court for further proceedings. Detailed case description in Note 11 on page 72.

At the moment, the Company is unable to estimate the financial effects of the above decision.

CONTACTS

Valamar Riviera d.d. Investor Relations

Stancija Kaligari 1 52440 Poreč, Croatia Stancija Kaligari 1 52440 Poreč, Croatia

T +385 52 408 000 F +385 52 451 608 [email protected] T +385 52 408 159 F +385 52 451 608 [email protected]

www.valamar.com www.valamar-riviera.com

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