Annual Report • May 7, 2025
Annual Report
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Eleving Group S.A. - 894500N14T2GUDX0FL66 - 2024 standalone xhtml 2024 Integrated annual report Content Management report 3 2024 at a glance 4 Keynote from the CEO 5 About the report 6 EU Taxonomy statements 10 Supervisory Board statement Consolidated financial statements 12 General information 13 Consolidated statement of profit and loss and other comprehensive income 14 Consolidated statement of financial position 16 Consolidated statement of changes in equity 17 Consolidated statement of cash flows 18 Notes to the consolidated financial statements Report of the réviseur d’entreprises agréé Unaudited sustainability statement 81 About the Group 102 Environmental information 111 Social information 122 Governance information 2024 at a glance 29.6 326 862 Total Number of Active Customers EBITDA 1 , 12M 2024 EUR 216.6 mln Revenue, 12M 2024 EUR 371.2 mln Vehicle and Consumer Financing Net Portfolio 1 2021 EBITDA adjusted with an increase by one-off costs of: (a) amortization of fair value gain EUR 3.2 mln; (b) loss resulting from subsidiary write-off EUR 1.0 mln; (c) bonds refinancing expense EUR 5.7 mln; and a decrease by: (a) non-controlling interests EUR 5.0 mln. 2022 EBITDA adjusted with an increase by one-off costs of: (a) loss resulting from subsidiary write-off EUR 0.8 mln; and a decrease by one-off gains of: (a) non-controlling interests EUR 3.3 mln. 2023 EBITDA adjusted with a decrease by one off-gains of: (a) non-controlling interests EUR 4.4 mln. 2024 EBITDA adjusted with an increase by one-off costs of: (a) VAT in Romania for prior periods EUR 3.0 mln; and a decrease by one off-gains of: (a) non-controlling interests EUR 6.1 mln. 2 Adjusted with fair value gain on acquisition in 2021 in the amount of EUR 3.2 mln. 3 Following an audit by the Romanian Tax Authority, additional VAT liabilities for the period 2017-2022 have been determined, resulting in a total net profit reduction of EUR 2.6 million. Adjusted for this one-off tax expense, the total net profit amounts to EUR 32.2 million. Total net profit 3 , EUR mln EUR 89.8 mln All-time best annual net profit - EUR 29.6 mln EBITDA, EUR mln 1 Revenue, EUR mln 2 Consumer FinanceVehicle Finance Net portfolio, EUR mln 2021 2022 20242023 225.9 278.4 320.3 371.2 61.4 67.2 104.8 127.4 164.5 211.2 215.5 243.8 2021 2022 20242023 55.0 65.6 77.5 89.8 2021 2022 20242023 7.1 18.6 24.5 2021 2022 20242023 148.9 175.7 189.3 216.6 Eleving Group S.A. 31.12.2024 3 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements Keynote from the CEO A year of record growth and strategic milestones General Overview 2024 was a landmark year for Eleving Group—characterized by strong performance, strategic progress, and further reinforcement of our foundation for long-term growth. Building on the momentum of 2023, we achieved outstanding results across key financial metrics while strengthening profitability. These results reflect the Group’s operational maturity, efficiency, and resilience in an evolving financial landscape. Operationally, the environment remained stable. Unlike previous years, we were not confronted with major macroeconomic disruptions, allowing us to maintain focus on our core markets. As a result, we successfully enhanced operational efficiency, improved profitability, and either increased our market share or consolidated our leading positions across most of our geographies. Our focus on robust risk management remained central to our strategy. Even amid expansion, we continued to improve portfolio quality—demonstrating that growth has not come at the expense of underwriting discipline and profitability. Products and Processes Throughout 2024, Eleving Group advanced its digitalization efforts, particularly in Europe. Leveraging our established infrastructure, we focused on expanding digital sales channels, enhancing engagement with existing customers, and streamlining internal processes. These developments helped drive a significant increase in demand—nearly doubling the number of applications received compared to the previous year. Additionally, we completed the integration of Sub-Saharan operations acquired in 2023. Rather than simply embedding new entities, we delivered tangible business growth— tripling the combined portfolio size across our three main markets in the region during the year. This progress reflects our ability to scale operations while maintaining the discipline required for long-term growth. Sustainability remained a consistent priority. Our efforts in electric mobility—particularly in Eastern Africa—are closely tied to our long-term impact goals. In 2024, we financed nearly 2,000 electric motorcycles, which collectively covered over 20 mln kilometers and saved on emissions an estimated 1,000 metric tonnes of CO 2 . This milestone enabled us to reach our previously set 2025 goal for electric vehicle deployment a full year ahead of schedule, reinforcing our commitment to cleaner, more inclusive commuting solutions. Capital Management A defining milestone in 2024 was Eleving Group’s successful IPO in October—the largest in Nasdaq Riga’s history and one of the most notable private company listings in the Baltics. The offering met our capital-raising objectives, securing EUR 29.0 mln in equity and further strengthening our position in the capital markets. This achievement is built on a decade of consistent engagement with debt investors, and we are honored to now extend this relationship to the equity investor community as well. The trust placed in us is deeply valued and will serve as a foundation for continued growth. Over the year, we remained focused on diversifying our debt profile and broadening access to funding—particularly through local currency financing. We optimized funding costs in EUR and USD, reflecting a disciplined and balanced approach. In parallel, we strengthened our partnerships with impact funds, expanded activity on the Mintos marketplace, and developed local note programs in Kenya, Botswana, and other key markets. Summary 2024 was a defining year for Eleving Group—marked by exceptional financial performance, strategic achievements, and continued operational refinement. We expanded market share, accelerated digital transformation, reinforced our risk practices, entered the public equity market, and advanced our sustainability agenda. Together, these accomplishments lay a solid foundation for the next phase in Eleving Group’s journey. Looking forward, our strategy remains focused on three core pillars: deepening our presence in existing markets, expanding our product portfolio, and entering new geographies. Our goal is ambitious yet achievable—to nearly double the size of the business within the next two years. As we move forward, we remain committed to delivering value for all stakeholders, upholding high standards of transparency, and maintaining the trust of our growing investor base. Modestas Sudnius Eleving Group CEO Eleving Group S.A. 31.12.2024 4 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements About the report Eleving Group, a public limited liability company (société anonyme) incorporated and existing under the laws of the Grand Duchy of Luxembourg, having its registered address at 8-10 Avenue de la Gare, L-1610 Luxembourg, Grand Duchy of Luxembourg, and registered with the Luxembourg Trade and Companies Register (Registre de Commerce et des Sociétés, Luxembourg) under number B.174457, has prepared this Integrated Annual Report 2024 (hereinafter - the Integrated Report) following International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and a Sustainability statement, demonstrating Eleving Group’s financial standing, its performance regarding environmental, social, and governance aspects, adopted measures to prevent financial crime, responsible lending and inclusion measures, and other non-financial elements. The sustainability statement has been prepared taking into consideration the European Sustainability Reporting Standards (ESRS) data points and requirements but does not mean to be compliant yet. The sustainability disclosures in this report serve as a transitional step towards future ESRS compliance ensuring readiness for reporting once the Corporate Sustainability Reporting Directive (EU) 2022/2464 is transposed in Luxembourg Law and the reporting requirements are finalised. Due to the partial transition to the new reporting methodology and enhanced disclosure requirements that were not previously reported, comparative information with the prior year is limited. The company is within the scope of the Non-Financial Reporting Directive (NFRD), and the sustainability statement also includes disclosures that align with the Taxonomy Regulation (EU) 2020/852. The Integrated Report of Eleving Group discloses sustainability information of Eleving Group along with its key operating entities: AS ‘mogo’ (Latvia), Primero Finance OÜ (Estonia), UAB ‘mogo LT’ (Lithuania), Mogo LLC (Georgia), Mogo IFN SA (Romania), O.C.N. ‘MOGO LOANS’ S.R.L. (Moldova), MOGO Universal Credit Organization LLC (Armenia), AS Renti (Latvia), Mogo Auto Limited (Kenya), Mogo Loans – SMC Limited (Uganda), OOO Mogo Lend (Uzbekistan), OCN SEBO CREDIT SRL (Moldova), Kredo Finance Shpk (Albania), Finance Company FINMAK Doo Skopje (North Macedonia), SIA Spaceship (Latvia), YesCash Zambia LTD (Zambia), ExpressCredit LTD (Botswana), ExpressCredit Cash Advance (Namibia) and other subsidiaries (altogether hereinafter — Eleving Group, the Group, the Company). The Integrated Report covers the period from 1 January until 31 December 2024. Please send any questions or suggestions regarding the report to [email protected]. The report is made public on April 28, 2025. Eleving Group S.A. 31.12.2024 5 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements EU Taxonomy statements The EU Taxonomy regulation is a classification system of environmentally sustainable economic activities. 1 The regulation aims to direct capital flows towards projects and activities that contribute to at least one of the EU’s six environmental objectives: 1. Climate change mitigation. 2. Climate change adaptation. 3. The sustainable use and protection of water and marine resources. 4. The transition to a circular economy. 5. Pollution prevention and control. 6. The protection and restoration of biodiversity and ecosystems. Companies within the scope of the Non-Financial Reporting Directive (NFRD) 2 , such as Eleving Group as defined under NFRD Part 1, Article 14, page 3 (classified as an EU Public Interest Entity), must disclose taxonomy-related information following the methodology and implementation timeframe of the disclosure obligation as specified in the Disclosures Delegated Act. 3 In the 2024 annual report, Eleving Group will disclose information regarding its exposures to taxonomy-eligible and non-eligible activities in line with article 10(2) of the Disclosures Delegated Act. Currently, the eligible activities concern the first two objectives of the Taxonomy regulation: climate change mitigation and adaptation. 4 Eleving Group’s to taxonomy-eligible activities comprise leases for vehicles, loans backed by vehicles, and used vehicle rental services. These loans directly relate to activities that fit the description of section 6.5 of the Climate Delegated Act Annex I: Transport by motorbikes, passenger cars, and light commercial vehicles. The exposures to taxonomy-non-eligible activities include unsecured consumer loans, vehicle loans granted outside the EU, and loans to companies not subject to the disclosure obligations under the NFRD. 1 Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020 on the establishment of a framework to facilitate sustainable investment and amending Regulation (EU) 2019/2088. 2 Directive 2014/95/EU of the European Parliament and of the Council of 22 October 2014 amending Directive 2013/34/EU regarding disclosure of non-financial and diversity information by certain large undertakings and groups. 3 Commission Delegated Regulation (EU) 2021/2178 of 6 July 2021. 4 Commission Delegated Regulation (EU) 2921/2139 of 4 June 2021. Eleving Group S.A. 31.12.2024 6 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements Eleving Group S.A. 31.12.2024 7 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements Substantial Contribution Criteria DNSH criteria ('Does Not Significantly Harm') Economic Activities (1) Code (2) Absolute turnover (3) Proportion of Turnover (4) Climate Change Mitigation (5) Climate Change Adaptation (6) Water (7) Pollution (8) Circular Economy (9) Biodiversity and ecosystems (10) Climate Change Mitigation (11) Climate Change Adaptation (12) Water (13) Pollution (14) Circular Economy (15) Biodiversity (16) Minimum Safeguards (17) Taxonomy aligned proportion of total turnover, year N (18) Category (enabling activity) (20) Category (tran- sitional activity) (21) Text EUR % % % % % % % Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T A. TAXONOMY-ELIGIBLE ACTIVITIES 16% A.1. Environmentally sustainable activities (Taxonomy-aligned) 0% 0% 0% 0% 0% 0% 0% 0% Turnover of environmentally sustainable activitie (Taxonomy-aligned) (A.1) 0.00 0% 0% 0% 0% 0% 0% 0% N N N N N N N 0% 0% 0% A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) 0% Turnover of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2) 35.543.886 16% Total (A.1+A.2) 35.543.886 16% B. TAXONOMY-NON-ELIGIBLE ACTIVITIES Turnover of Taxonomy-non-eligible activities 181.029.874 84% Total (A+B) 216.573.760 100% Proportion of turnover derived from products or services associated with Taxonomy-aligned economic activities – disclosure covering financial year 2024 Eleving Group S.A. 31.12.2024 8 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements Substantial Contribution Criteria DNSH criteria ('Does Not Significantly Harm') Economic Activities (1) Code (2) Absolute CapEx (3) Proportion of CapEx (4) Climate Change Mitigation (5) Climate Change Adaptation (6) Water (7) Pollution (8) Circular Economy (9) Biodiversity and ecosystems (10) Climate Change Mitigation (11) Climate Change Adaptation (12) Water (13) Pollution (14) Circular Economy (15) Biodiversity (16) Minimum Safeguards (17) Taxonomy aligned proportion of total CapEx, year N (18) Category (enabling activity) (20) Category (tran- sitional activity) (21) Text EUR % % % % % % % Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T A. TAXONOMY-ELIGIBLE ACTIVITIES 35% A.1. CapEx of environmentally sustainable activities (Taxonomy-aligned) CapEx of environmentally sustainable activities (Taxonomy-aligned) (A.1) 0.00 0% 0% 0% 0% 0% 0% 0% N N N N N N N 0% 0% 0% A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned) CapEx of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2) 4.672.707 35% Total (A.1+A.2) 4.672.707 35% B. TAXONOMY-NON-ELIGIBLE ACTIVITIES Capex of Taxonomy-non-eligible activities 8.534.960 65% Total (A+B) 13.207.667 100% Proportion of CapEX derived from products or services associated with Taxonomy-aligned economic activities – disclosure covering financial year 2024 Eleving Group S.A. 31.12.2024 9 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements Substantial Contribution Criteria DNSH criteria ('Does Not Significantly Harm') Economic Activities (1) Code (2) Absolute OpEx (3) Proportion of OpEx (4) Climate Change Mitigation (5) Climate Change Adaptation (6) Water (7) Pollution (8) Circular Economy (9) Biodiversity and ecosystems (10) Climate Change Mitigation (11) Climate Change Adaptation (12) Water (13) Pollution (14) Circular Economy (15) Biodiversity (16) Minimum Safeguards (17) Taxonomy aligned proportion of total OpEx, year N (18) Category (enabling activity) (20) Category (tran- sitional activity) (21) Text EUR % % % % % % % Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T A. TAXONOMY-ELIGIBLE ACTIVITIES 14% A.1. Environmentally sustainable activities (Taxonomy-aligned) OpEx of environmentally sustainable activities (Taxonomy-aligned) (A.1) 0.00 0% 0% 0% 0% 0% 0% 0% N N N N N N N 0% 0% 0% A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) OpEx of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2) -11.141.132 14% Total (A.1+A.2) -11.141.132 14% B. TAXONOMY-NON-ELIGIBLE ACTIVITIES OpEx of Taxonomy-non-eligible activities -70.762.895 86% Total (A+B) -81.904.027 100% Proportion of OpEX derived from products or services associated with Taxonomy-aligned economic activities – disclosure covering financial year 2024 Supervisory Board statement The Supervisory Board of Eleving Group is pleased to report on its activities and observations during what has been a record-setting year for the company. Throughout 2024, the Board diligently fulfilled its oversight responsibilities by holding regular meetings to monitor the performance of the Management Board, reviewing strategic developments, and ensuring that the company operated in alignment with its long-term goals and sound corporate governance principles. During the year, the Supervisory Board closely monitored the Group’s continued growth, digital transformation, and market expansion initiatives. We carefully reviewed the integration of the Sub-Saharan operations, the progress made in elevating digital capabilities, and the strong financial results achieved across key markets. Particular attention was given to Eleving Group’s risk management framework and internal controls, which were continuously strengthened during a period of rapid business scaling. A major highlight of the year was the successful execution of the Group’s initial public offering on Nasdaq Riga and the Frankfurt Stock Exchange. The Supervisory Board actively engaged with the Management Board throughout this process, supporting their preparation and strategic positioning. The IPO represents a significant milestone and marks a new chapter in accountability and transparency for the Group. The Supervisory Board is committed to upholding the standards required of a listed entity. The Supervisory Board also monitored the Group’s sustainability efforts, paying particular attention to its achievements in electric mobility and the timely delivery of the Group’s 2025 environmental targets. These results reflect a strong alignment between operational success and responsible business practices. The Supervisory Board has reviewed the financial statements for 2024 prepared by the Management Board and the opinion of the sworn auditor, BDO, on these statements. Based on this review, the Supervisory Board submits for approval at the shareholders' meeting the decisions prepared by the Management Board regarding the approval of the stand-alone annual accounts, the consolidated financial statements, and the annual report of Eleving Group for 2024, the proposed profit distribution, and the election of the auditor for the audit of the 2025 financial statements. We sincerely appreciate the leadership and dedication of the Management Board in guiding the company through a year of remarkable accomplishments. The Supervisory Board has complete confidence in the Management Board’s ability to execute the Group’s strategy and deliver sustainable value for all stakeholders. On behalf of the Supervisory Board, Mārcis Grīnis Chairman of the Supervisory Board of Eleving Group Eleving Group S.A. 31.12.2024 10 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements Consolidated financial statements 12 General information 13 Consolidated statement of profit and loss and other comprehensive income 14 Consolidated statement of financial position 16 Consolidated statement of changes in equity 17 Consolidated statement of cash flows 18 Notes to the consolidated financial statements Eleving Group S.A. 31.12.2024 11 Eleving Group S.A. 31.12.2024 12 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 64 General information Name of the Parent Company Eleving Group Legal status of the Parent Company Société Anonyme Unified registration number, place and date of registration B 174.457, Luxembourg, 18 December 2012 Registered office 8-10, Avenue de la Gare, L-1610 Luxembourg Major shareholders 31.12.2024 SIA ALPPES Capital (Latvia) 37.31% AS Novo Holdings (Latvia) 12.44% SIA EMK Ventures (Latvia) 12.44% AS Obelo Capital (Latvia) 12.44% Lock-up shareholders each below 5% 6.19% Eleving Group S.A. 0.58% Other shareholders 18.60% TOTAL 100.00% Management Board members Māris Kreics (type A) from 25.07.2018 Modestas Sudnius (type A) from 09.03.2019 Sébastien Jean-Jacques J. François (type B) from 01.11.2022 Delphine Glessinger (type B) from 15.10.2023 Supervisory Board members: Mārcis Grīnis (chairman) from 06.06.2024 Lev Dolgatšjov (member) from 06.06.2024 Derek Bryce Urben (member) from 06.06.2024 Financial year January - December 2024 Previous financial year January - December 2023 Auditors BDO AUDIT Société Anonyme Cabinet de révision agréé 1 rue Jean Piret, L-2350 Luxembourg Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 13 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 65 Continuing operations Interest revenue 4 Interest expense 5 Net interest income Fee and commission income related to financing activities 6 Impairment expense 7 8 Expenses related to peer-to-peer platform services 9 Revenue from leases 10 Revenue from car sales and other goods 11 Expenses from car sales and other goods 11 Selling expense 12 Administrative expense 13 Other operating income 14 Other operating expense 15 Net foreign exchange result 16 Profit before tax Corporate income tax 17 Deferred corporate income tax 18 Profit from continuing operations Discontinued operations Profit from discontinued operation, net of tax 19 0.20 0.20 0.25 0.22 0.01 0.03 Profit for the period Other comprehensive income/(loss): Items that may be reclassified subsequently to profit or loss: Translation of financial information of foreign operations to presentation currency Other comprehensive income/(loss) Total profit and loss for the year Profit is attributable to: Equity holders of the Parent Company Non-controlling interests Net profit for the year Other comprehensive income/(loss) is attributable to: Equity holders of the Parent Company Non-controlling interests Other comprehensive income/(loss) for the year Earnings per share from profit for the period attributable to the owners of the parent during the year From continuing operations From discontinued operations The accompanying notes are an integral part of these consolidated financial statements. Signed on behalf of the Group on 28 April 2025 by: Category A Member of the Management Board (6 559 224) (1 789 166) 768 112 2 538 954 29 571 828 24 455 054 1 977 649 (8 203 820) 4 356 389 29 571 828 24 455 054 1 977 649 (4 582 333) 141 056 (226 437) Māris Kreics 19 872 721 23 502 987 1 836 593 (4 355 896) 20 098 665 (987 970) 4 067 111 (8 324 461) (732 929) 7 074 452 1 936 451 (6 426 852) Sébastien Jean-Jacques J. François 2 748 356 (42 102 621) (39 846 624) 1 758 559 28 803 716 21 916 100 (4 582 333) 6 068 841 1 977 649 (4 582 333) 31 549 477 Consolidated Financial Statements Consolidated Statement of Profit and Loss and Other Comprehensive Income (13 834 721) (10 133 640) (3 709 849) (6 385 833) 37 740 465 28 482 002 (74 700 997) (63 246 010) 2 859 320 2 368 739 EUR EUR 203 749 375 176 297 775 Notes (41 520 275) (37 499 444) Net gain/(loss) from de-recognition of financial assets measured at amortized cost 162 229 100 138 798 331 10 076 029 8 968 142 2024 (7 203 030) 2023 1 759 100 1 159 323 (895 450) Mogo Finance S.A. Consolidated annual report for the year ended 31 December Category B Member of the Management Board Eleving Group S.A. 31.12.2024 14 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 66 Intangible assets Goodwill 20 Internally generated intangible assets 20 Other intangible assets 20 Total intangible assets Tangible assets Right-of-use assets 21, 22 Rental fleet 21 Property, plant and equipment 21 Leasehold improvements 21 Advance payments for assets 21 Total tangible assets Non-current financial assets Loans and advances to customers 23 Loans to associated companies 24, 41 Equity‑accounted investees 25 Other loans and receivables Deferred tax asset 18 Total non-current financial assets TOTAL NON-CURRENT ASSETS CURRENT ASSETS Inventories Finished goods and goods for resale 26 Total inventories Receivables and other current assets Loans and advances to customers 23 Loans to associated companies 24, 41 Other loans and receivables Prepaid expense 27 Trade receivables 28 Other receivables 29 Cash and cash equivalents 30 Total receivables and other current assets Assets of subsidiary held for sale or under liquidation 31 Assets held for sale 32 Total assets held for sale TOTAL CURRENT ASSETS TOTAL ASSETS The accompanying notes are an integral part of these consolidated financial statements. Signed on behalf of the Group on 28 April 2025 by: 861 195 861 195 Māris Kreics 9 556 863 Sébastien Jean-Jacques J. François 452 055 - 232 614 880 213 844 951 476 288 765 2 164 840 8 267 676 8 740 369 663 203 480 246 164 488 789 2 452 606 4 818 099 4 818 099 421 315 533 4 353 931 3 124 744 229 301 079 199 017 934 Consolidated Statement of Financial Position EUR EUR ASSETS - 10 559 286 2 452 606 198 574 9 964 1 238 003 580 714 189 649 583 54 455 NON-CURRENT ASSETS Notes 2 089 283 3 253 724 - 8 877 839 31.12.2024 31.12.2023 243 673 885 207 470 582 154 854 453 - 6 807 055 16 282 205 6 807 055 23 911 434 22 464 437 20 517 356 10 779 098 145 344 10 008 918 1 606 770 27 470 468 179 516 427 175 783 782 859 9 193 592 (restated) 158 349 702 869 889 2 037 986 7 085 928 2 594 569 10 263 919 5 319 515 5 393 463 11 784 864 34 461 093 Mogo Finance S.A. Consolidated annual report for the year ended 31 December Category A Member of the Management Board Category B Member of the Management Board Eleving Group S.A. 31.12.2024 15 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 67 Share capital 33 Treasury shares 33 Share premium 33 Reserve 33 Share-based payments 45 Foreign currency translation reserve Retained earnings brought forward for the period Total equity attributable to equity holders of the Parent Company Non-controlling interests TOTAL EQUITY LIABILITIES Non-current liabilities Borrowings 35 Subordinated borrowings 35 Total non-current liabilities Provisions 34 Total provisions for liabilities and charges Current liabilities Borrowings 35 Liabilities associated with the assets held for sale or under liquidation 31 Prepayments and other payments received from customers 36 Trade and other payables Current corporate income tax payable 17 Taxes payable 37 Derivative financial liabilities 38 Other liabilities 39 Accrued liabilities 40 Total current liabilities TOTAL LIABILITIES TOTAL EQUITY AND LIABILITIES The accompanying notes are an integral part of these consolidated financial statements. Signed on behalf of the Group on 28 April 2025 by: 6 919 797 3 374 002 1 902 392 7 340 051 5 777 497 2 367 886 Māris Kreics 174 780 267 562 839 242 406 494 174 780 157 316 902 053 1 083 554 1 980 625 2 224 874 - 2 045 004 355 880 308 Sébastien Jean-Jacques J. François 225 944 140 157 316 3 591 081 729 149 368 171 788 Consolidated Statement of Financial Position EQUITY AND LIABILITIES EUR EUR 1 171 088 1 000 500 23 502 987 20 098 665 2 369 355 EQUITY 60 110 305 40 654 - 36 607 318 27 674 445 47 773 110 53 594 003 532 762 31.12.2024 31.12.2023 Notes 108 116 977 65 435 225 72 015 592 100 434 169 - 96 180 026 267 562 839 113 316 498 16 462 354 92 703 604 15 413 373 11 841 222 4 287 631 25 467 034 - (1 146 772) 4 691 940 476 288 765 421 315 533 5 317 084 - - Mogo Finance S.A. Consolidated annual report for the year ended 31 December Category A Member of the Management Board Category B Member of the Management Board Eleving Group S.A. 31.12.2024 16 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 68 Reserve Total EUR EUR EUR EUR EUR EUR EUR EUR EUR EUR Balance at 01.01.2023 1 000 500 - - 1 122 204 - 4 888 658 38 167 599 45 178 961 8 894 339 54 073 300 Profit for the financial year - - - - - - 20 098 665 20 098 665 4 356 389 24 455 054 Other comprehensive income - - - - - (4 355 896) - (4 355 896) (226 437) (4 582 333) Total comprehensive income - - - - - (4 355 896) 20 098 665 15 742 769 4 129 952 19 872 721 Change in share capital - - - - - - - - (147 239) (147 239) Obtaining of subsidiary - - - 1 927 058 - - - 1 927 058 - 1 927 058 Interim dividends - - - - - - (8 275 939) (8 275 939) (1 731 792) (10 007 731) Reserve (Note 33) - - - 1 238 369 - - (1 238 369) - - - Balance at 31.12.2023 1 000 500 - - 4 287 631 - 532 762 47 773 110 53 594 003 11 841 222 65 435 225 Balance at 01.01.2024 1 000 500 - - 4 287 631 - 532 762 47 773 110 53 594 003 11 841 222 65 435 225 Profit for the financial year - - - - - - 23 502 987 23 502 987 6 068 841 29 571 828 Other comprehensive income - - - - - 1 836 593 - 1 836 593 141 056 1 977 649 Total comprehensive income - - - - - 1 836 593 23 502 987 25 339 580 6 209 897 31 549 477 Change in share capital 170 588 - - (100 000) - - - 70 588 388 70 976 Sale of subsidiary - - - (2 842) - - - (2 842) - (2 842) Share premium increase - - 25 467 034 - - - - 25 467 034 - 25 467 034 Purchase of treasury shares - (1 146 772) - - - - (1 146 772) - (1 146 772) Dividends - - - - - - (9 020 262) (9 020 262) (3 287 884) (12 308 146) Share-based payments - - - - 40 654 - (40 654) - - - Reserve (Note 33) - - - 507 151 - - (507 151) - - - Balance at 31.12.2024 1 171 088 (1 146 772) 25 467 034 4 691 940 40 654 2 369 355 60 110 305 92 703 604 15 413 373 108 116 977 The accompanying notes are an integral part of these consolidated financial statements. Signed on behalf of the Group on 28 April 2025 by: 649 750- Non-controlling interest - (1 597 725) - - Change in NCI without change in con trol - Share premium - Share-based payments - - (1 597 725) Treasury shares Total equity attributable to Equity holders of the Parent Company - Retained earnings Foreign currency translation reserve (282 884) Māris Kreics - Change in NCI without change in control Consolidated Statement of Changes in Equity Share capital - (978 846) (947 975) (978 846) 695 962 Sébastien Jean-Jacques J. François - Mogo Finance S.A. Consolidated annual report for the year ended 31 December Category A Member of the Management Board Category A Member of the Management Board Eleving Group S.A. 31.12.2024 17 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 69 Profit before tax from continuing operations Profit from discontinued operation, net of tax Adjustments for: Amortization and depreciation 20, 21 Interest expense 5 Interest income 4 Loss from disposal of property, plant and equipment 13 Impairment expense 7 (Gain)/loss from fluctuations of currency exchange rates Cash flow (to)/from operating activities before working capital changes Decrease/(increase) in inventories Increase in loans and advances to customers and other current assets (Decrease)/increase in accrued liabilities Increase in trade payable, taxes payable and other liabilities Cash generated to/from operations Interest received Interest paid 35 Corporate income tax paid Net cash flows to/from operating activities Cash flows to/from investing activities Purchase of property, plant and equipment and intangible assets 20, 21 Purchase of rental fleet 21 Disposal of discontinued operation, net of cash disposed of 19 Received payments for sale of shares in subsidiaries Payment for the acquisition of shares Cash acquired from integration of EC Finance Loan repayments received Loans issued Net cash flows to/from investing activities Cash flows to/from financing activities Paid in share premium/(share capital decrease) Fees paid to service providers during IPO process Proceeds from borrowings 35 Repayments for borrowings 35 Payments made for acquisition costs of borrowings 35 Dividends paid Repayment of liabilities for right-of-use assets 35 Net cash flows to/from financing activities Effect of exchange rates on cash and cash equivalents Change in cash Cash at the beginning of the year Cash at the end of the year 30 13 834 837 6 990 625 Māris Kreics 27 470 468 The Group has elected to present a statement of cash flows that includes an analysis of all cash flows in total – including both continuing and discontinued operations. Amounts related to discontinued operations by operating, investing and financing activities are disclosed in Note 19. The accompanying notes are an integral part of these consolidated financial statements. Signed on behalf of the Group on 28 April 2025 by: (1 108 735) 39 846 624 41 520 275 2 538 954 802 362 (44 145 212) 37 740 465 27 753 617 (147 239) Consolidated Statement of Cash Flows 768 112 (10 007 731) EUR 4 379 262 18 412 334 (69 245 456) 17 147 323 (7 888 229) (6 635 098) 3 374 819 (82 737 115) (69 228 540) 2023 Cash flows to/from operating activities Notes 13 635 631 34 461 093 27 470 468 2024 28 482 002 EUR 42 102 621 (2 332 279) (3 403 364) (3 119 372) (2 855 262) (2 915 882) (275 592 907) 743 479 (3 237 528) 127 395 2 365 493 (11 714) (46 353) (10 545 511) 203 694 920 176 297 775 (37 484 963) 37 499 444 1 732 200 9 442 554 - (318 380) 6 857 619 705 706 (33 269 320) (176 297 775) 10 968 166 (203 749 375) 9 854 800 (227 811) (7 956 761) (115 335 621) (421 846) 1 580 018 199 164 638 (141 162 525) (947 975) - (12 292 583) - 7 601 368 831 (104 578) 4 857 599 (290 485) 288 281 493 (205 400 158) (1 984 721) (12 308 146) (3 362 379) - Sébastien Jean-Jacques J. François Mogo Finance S.A. Consolidated annual report for the year ended 31 December Category A Member of the Management Board Category B Member of the Management Board Eleving Group S.A. 31.12.2024 18 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 70 2024 2023 Latvia 98.85% 98.86% Peru 98.85% 98.86% Armenia 98.85% 98.86% Latvia 98.70% 98.70% Latvia 98.70% 87.00% Botswana 98.70% 87.00% Latvia 98.70% 87.00% Mauritius 98.70% 87.00% Lesotho 98.70% 87.00% Botswana 98.70% 87.00% Zambia 98.70% 43.50% Estonia 88.32% 91.19% Georgia 88.32% 91.19% Georgia 88.32% 91.19% Armenia 88.32% 91.19% Finland 88.32% 91.19% Romania 88.32% 91.19% Latvia 88.32% 91.19% Lithuania 88.32% 91.19% Latvia 88.32% 89.37% Latvia 88.32% 89.37% Uzbekistan 86.55% 89.37% Moldova 85.23% 88.40% Lithuania 88.32% 88.28% Lithuania 88.32% 88.28% Latvia 85.72% 84.84% Lithuania 85.72% 84.84% Uganda 85.23% 84.84% Kenya 85.72% 84.84% Kenya 85.72% 84.84% Uzbekistan 83.24% 82.38% Latvia 81.75% 81.74% Namibia 78.66% 42.63% Latvia 78.13% 78.12% Ukraine 78.13% 78.12% Albania 78.02% 78.16% Moldova 77.55% 77.54% North Macedonia 77.38% 79.41% Moldova 77.12% 77.30% Latvia 0.00% 100.00% Bosnia 0.00% 100.00% Belarus 0.00% 91.19% Eswatini 0.00% 87.00% Belarus 0.00% 87.18% Belarus 0.00% 87.18% Ukraine 0.00% 78.12% Latvia 0.00% 59.16% 80020001522601 2016/0767 137426 C1/GBL 305723654 50103541751 404468688 Financing Financing Management services 42 Eleving AM LLC (Longo LLC) SIA Spaceship (reorganized on 07.10.2024.) Financing Financing Management services Mogo UCO LLC AS ExpressCredit Holding YesCash Group Ltd SIA EC Finance Group ExpressCredit Ltd Financing Financing Mogo Leasing d.o.o. (liquidated on 04.07.2024.) ExpressCredit Cash Advance Ltd Management services Financing BW00004103567 Mogo LT UAB ExpressCredit Proprietary Ltd Financing 302943102 MOGO FINANCE LLC JE % equity interest The consolidated financial statements include Eleving group S.A. and its associated undertakings (hereinafter “the Group”): 42103088260 20609973618 Financing 40203169911 Financing Notes to the Consolidated Financial Statements Eleving Stella LT UAB Mogo Lend LTD Eleving Group S.A. (hereinafter “the Parent Company”) is a Luxembourg company incorporated on December 18, 2012 as a Société Anonyme for an unlimited duration, subject to the Company Law in Luxembourg. The Parent Company is registered in Luxembourg trade register under number B174457. 40203174147 Eleving Finance AS 35917970 Management services Financing Mogo IFN SA Financing Financing 192846476 Eleving Consumer Finance Holding, AS Next Fin LLC (sold on 23.09.2024.) Financing Insta Finance LLC ExpressCredit Ltd (liquidated on 31.01.2024.) Financing Kredo Finance SHPK OCN Sebo Credit SRL Financing Eleving Consumer Finance AS Financing Rent services 40203182962 305653232 YesCash Zambia LTD Country of incorporation Primero Finance OU PVT-AJUR7BX Mogo Peru S.A.C. MOGO LOANS SMC LIMITED Eleving Stella AS 40103964830 Management services PVT-BEU3ZKD 304991028 40203150030 Management services Management services Eleving Solis UAB TRMBS:68483 Mogo LLC Mogo OY 402095166 286.110.1015848 Eleving Georgia LLC 120180003452 Financing Financing Subsidiary name Principal activities Financing Financing 3263702-2 310380440 Renti UAB Financing Management services Retail of motor vehicles Retail of motor vehicles BW00000115487 305018069 Financing Eleving Solis AS 40203082656 Financing Management services Renti AS Mogo AS Management services EC finance branch in Botswana 12401448 Registration number Financing Eleving Vehicle Finance AS Management services Autotrade OOO (sold on 07.05.2024.) MOGO Kredit LLC (sold on 07.05.2024.) L71610009A 1020600028773 43449827 Management services Mogo Loans SRL Car sharing services 54103145421 FINTEK DOO Skopje (TIGO Finance DOOEL) 7229712 10086000260223 Financing Rocket Leasing OOO (liquidated on 19.12.2024.) OCN SE Finance SRL Mogo Balkans and Central Asia AS (liquidated on 06.11.2024.) Other services Financing 1. Corporate information 1017600000371 R7/55063 40203249386 40203150045 4202540500009 193553071 Mogo Auto Ltd Green Power Trading LTD (Mogo Kenya Ltd) Financing Financing 192981714 Financing 40203300224 42273138 Shares of the Parent Company are listed in Frankfurt stock exchange and Nasdaq Baltics stock exchange platforms (ELEVR | ISIN LU2818110020). * - Subsidiary was fully consolidated in the Group in 2023, but after reorganization it has been excluded from consolidation in 2024 and disclosed as equity‑accounted investee. See Note 25 for more information. Changes in equity interest percentages are mainly driven by vesting of share option plans for key management employees. The core business activity of the Group comprises of providing financing services and loans and advances to customers as well as car retail. These Consolidated financial statements were authorized for issue by decision of the Board of directors on 28 April 2025. Shareholders have the financial statements' approval rights after approval by the Board of Directors. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 19 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 71 Total equity reached EUR 108.1 million at the end of 2025, compared to EUR 65.4 million at the end of the corresponding reporting period a year ago. Net profit for year reached EUR 29.6 million, an increase of 21%, compared to the corresponding reporting period a year ago (2023: EUR 24.5 million). Additionally during June 2024 the Group received a credit rating upgrade from Fitch Ratings upgrading Group from 'B-' to 'B' with a stable outlook. As stated in Fitch’s report, the key drivers for the rating update were improvements in the Group’s performance in the last 24 months, including lower leverage, a longer record of business model stability, and access to debt capital markets. During October 2024 the Group successfully placed the largest IPO in Latvia and one other largest ones in Baltics by attracting EUR 29 million and further strengthening its capital base. The Group's shares have become traded in Nasdaq Riga Baltic Main List and on the Frankfurt Stock Exchange’s Prime Standard This event together with already established independent supervisory board and published dividend policy, notably improves Group's credit profile and its access to the European capital markets. These consolidated financial statements as at and for the year ended 31 December 2024 are prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU). Control is achieved when the Parent Company is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. The consolidated financial statements comprise the financial statements of Eleving Group S.A. (Parent company) and entities controlled by the Parent Company (its subsidiaries) as at 31 December 2024. The financial statements of the subsidiaries are prepared for the same reporting period as for the Parent company, using consistent accounting policies. The Group’s product structure allows a significant equity build up during the periods of stable growth. Although the Group largely operates with borrowed capital, the interest expense forms only 20.4% (in 2023: 21.3%) from its interest revenue. As at 31 December 2024, the principal of Group’s total borrowings amounted to EUR 339.6 million of which EUR 72.0 million is due for renewal over the following 12 months. The Group’s current assets are EUR 232.6 million, effectively exceeding the principal of borrowings due next 12 months by more than three times. The Group has a track record of successful cash generation and ability to access funding from debt capital markets as well as other sources during protracted periods of economic uncertainty (tested in both 2020, 2022 and onwards), hence the Group is expected to meet its funding requirements for the foreseeable future. Although exposed to external economic environment, the Group’s portfolio quality is substantially at the control of Group itself as it has the ability to adjust the underwriting standards on a country as well as individual product basis. Practically that means the Group would tighten the underwriting criteria for new loans to be issued if external factors (such as inflation or currency volatility) would potentially impact Group's borrowers' credit worthiness, meaning the Group would seek to issue loans primary to those customers with the highest ability to settle their debts in future. As a result of these activities the ratio of impairment expenses to the interest revenue has decreased by 2 percentage points when comparing year 2024 to the year 2023. Importantly the improvement of the mentioned ratio has been achieved despite having higher net portfolio by 16.0% in 2024 versus 2023. 2) In April 2024, the Group has completed the sale of Belarus entities coupled with a full refinance of Group's liabilities. These consolidated financial statements are prepared on a going concern basis. Intercompany transactions, balances and gains or losses on transactions between group companies are eliminated. When necessary amounts reported by subsidiaries have been adjusted to conform to the Group’s accounting policies. The financial statements of the Parent Company and its subsidiaries are consolidated in the Group’s consolidated financial statements by adding together like items of assets and liabilities as well as income and expense. All intercompany transactions, balances and unrealized gains and losses on transactions between controlled members of the Group are eliminated in full on consolidation. The equity and net income attributable to non-controlling interests are shown separately in the statement of financial position and the statement of profit and loss and other comprehensive income. The Group’s consolidated financial statements and its financial result are affected by accounting policies, assumptions, estimates and management judgement (Note 3), which necessarily have to be made in the course of preparation of the annual consolidated financial statements. 1) In Ukraine the Group is focused on collection activities only. The collected funds are being partially repatriated with remainder temporarily being housed in the country. The funds collected as well as temporarily housed in country are not material for the Group and its going concern operations. a) Basis of preparation 2. Material accounting policy information A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. The acquisition of an additional ownership interest in a subsidiary without a change of control is accounted for as an equity transaction in accordance with IFRS 10. Any excess or deficit of consideration paid over the carrying amount of the non-controlling interests is recognized in equity of the parent in transactions where the non-controlling interests are acquired or sold without loss of control. The Group recognizes this effect in retained earnings. If the subsidiary to which these non-controlling interests relate contain accumulated components recognized in other comprehensive income/ (loss), those are reallocated within equity of the Parent. If the Group loses control over a subsidiary, it: - Derecognizes the related assets (including goodwill) and liabilities of the subsidiary; - Derecognizes the carrying amount of any non-controlling interests; - Derecognizes the cumulative translation differences recorded in equity; - Recognizes the fair value of the consideration received; - Recognizes the fair value of any investment retained; - Recognizes any surplus or deficit in the profit and loss; - Reclassifies the Group’s share of components previously recognized in other comprehensive income to profit and loss or retained earnings, as appropriate. Going concern As the global economy is entering a third year of non-zero key interest rates environment, the Group has managed to post its strongest ever financial results for year 2024 as well as 2023. The consolidated financial statements are prepared on a historical cost basis as modified by the recognition of financial instruments measured at fair value, and except for inventory which is accounted in lower of cost or net realizable value and contingent consideration that has been measured at fair value. The Group's presentation and functional currency is euro (EUR). Accounting policies and methods are consistent with those applied in the previous years, except as described below. The Group's management makes estimates and assumptions that affect the reported amounts of assets and liabilities within the current and next financial period. All estimates and assumptions required in conformity with IFRS are best estimates undertaken in accordance with the applicable standard. Estimates and judgements are evaluated on a continuous basis, and are based on past experience and other factors, including expectations with regard to future events. Accounting policies and management’s judgements for certain items are especially critical for the Group’s results and financial situation due to their materiality. Future events may occur which cause the assumptions used in arriving at the estimates to change. The effect of any changes in estimates will be recorded in the financial statements, when determinable. Given the regional diversification of the Group’s business across three continents and Eastern European region being one of them, it is important to highlight that the Group is not a sanctions target and does not maintain business relations with sanctioned entities. Additionally, two its subsidiary in Ukraine has been substantially scaled down without a substantial impact on the overall Group results and its subsidiary in Belarus has not been fully divested without negative impact on Group's financial results. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 20 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 72 Classification of Liabilities as Current or Non-Current and Non-current Liabilities with Covenants (Amendments to IAS 1) Lease Liability in a Sale and Leaseback (Amendments to IFRS 16) The following amendments are effective for the period beginning 1 January 2026: These amendments to various IFRS Accounting Standards are mandatorily effective for reporting periods beginning on or after 1 January 2024. See the applicable notes for further details on how the amendments affected the Group. The following amendments are effective for the period beginning 1 January 2024: The following amendments are effective for the period beginning 1 January 2025: b) Changes in accounting policy and disclosures d) New standards, interpretations and amendments not yet effective There are a number of standards, amendments to standards, and interpretations which have been issued by the IASB that are effective in future accounting periods that the Group has decided not to adopt early. The amendments require entities to provide certain specific disclosures (qualitative and quantitative) related to supplier finance arrangements. The amendments also provide guidance on characteristics of supplier finance arrangements. The accounting policies adopted are consistent with those of the previous financial year, except changes disclosed under section e). - Supplier Finance Arrangements (Amendments to IAS 7 & IFRS 7); - Lease Liability in a Sale and Leaseback (Amendments to IFRS 16); - Classification of Liabilities as Current or Non-Current (Amendments to IAS 1); and - Non-current Liabilities with Covenants (Amendments to IAS 1). The following amendments are effective for the period beginning 1 January 2027: - IFRS 18 Presentation and Disclosure in Financial Statements; - Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 Financial Instruments and IFRS 7); - Lack of Exchangeability (Amendment to IAS 21 The Effects of Changes in Foreign Exchange Rates). These amendments had no effect on the consolidated financial statements of the Group. 2. Material accounting policy information (continued) c) New standards, interpretations and amendments adopted from 1 January 2024 Supplier Finance Arrangements (Amendments to IAS 7 & IFRS 7) On 25 May 2023, the IASB issued Supplier Finance Arrangements, which amended IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures. The IASB issued amendments to IAS 1 in January 2020 Classification of Liabilities as Current or Non-current and subsequently, in October 2022 Non-current Liabilities with Covenants. On 22 September 2022, the IASB issued amendments to IFRS 16 – Lease Liability in a Sale and Leaseback (the Amendments). Prior to the Amendments, IFRS 16 did not contain specific measurement requirements for lease liabilities that may contain variable lease payments arising in a sale and leaseback transaction. In applying the subsequent measurement requirements of lease liabilities to a sale and leaseback transaction, the Amendments require a seller-lessee to determine ‘lease payments’ or ‘revised lease payments’ in a way that the seller- lessee would not recognise any amount of the gain or loss that relates to the right of use retained by the seller-lessee. These amendments had no effect on the consolidated financial statements of the Group. The amendments clarify the following: - An entity’s right to defer settlement of a liability for at least twelve months after the reporting period must have substance and must exist at the end of the reporting period. - If an entity’s right to defer settlement of a liability is subject to covenants, such covenants affect whether that right exists at the end of the reporting period only if the entity is required to comply with the covenant on or before the end of the reporting period. - The classification of a liability as current or non-current is unaffected by the likelihood that the entity will exercise its right to defer settlement. - In case of a liability that can be settled, at the option of the counterparty, by the transfer of the entity’s own equity instruments, such settlement terms do not affect the classification of the liability as current or non- current only if the option is classified as an equity instrument. These amendments have no effect on the measurement of any items in the consolidated financial statements of the Group. The Group is currently assessing the effect of these new accounting standards and amendments. IFRS 18 Presentation and Disclosure in Financial Statements, which was issued by the IASB in April 2024 supersedes IAS 1 and will result in major consequential amendments to IFRS Accounting Standards including IAS 8 Basis of Preparation of Financial Statements (renamed from Accounting Policies, Changes in Accounting Estimates and Errors). Even though IFRS 18 will not have any effect on the recognition and measurement of items in the consolidated financial statements, it is expected to have a significant effect on the presentation and disclosure of certain items. These changes include categorisation and sub-totals in the statement of profit or loss, aggregation/disaggregation and labelling of information, and disclosure of management-defined performance measures. - Contracts Referencing Nature-dependent Electricity (Amendments to IFRS 9 and IFRS 7). - IFRS 19 Subsidiaries without Public Accountability: Disclosures. The Group is yet to assess the impact on its accounting policies of IFRS 19 in the future. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 21 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 73 NON-CURRENT ASSETS Finance lease receivables 59 798 508 Loans and advances to customers 95 055 945 CURRENT ASSETS Finance lease receivables 52 204 095 Loans and advances to customers 106 145 607 TOTAL: 313 204 155 31.12.2024 31.12.2023 2024 average 2023 average 1 EUR 1 EUR 1 EUR 1 EUR GEL 2.9306 2.9753 2.9455 2.8436 RON 4.9741 4.9746 4.9746 4.9464 ALL 98.15 103.88 100.70 108.75 MDL 19.3106 19.3574 19.2533 19.6431 BYR 3.4864 3.5363 3.3131 3.2544 UAH 43.9266 42.2079 43.4749 39.5619 UZS 13 436.01 13 731.82 13 694.50 12 694.06 AMD 413.89 447.90 424.88 424.59 MKD 61.4950 61.495 61.5728 61.5570 BAM 1.95583 1.9558 1.95583 1.95583 KEL 134.2900 173.78 145.8864 151.3074 UGX 3 822.52 4 172.28 4 064.98 4 029.01 BWP 14.5138 14.8588 14.6712 14.4545 ZMW 28.9679 28.3798 28.2497 21.8612 LSL 19.5710 20.2064 19.8347 19.9753 SZL 19.5710 20.2064 19.8261 19.9753 NAD 19.5710 20.2064 19.8339 19.9807 Business combinations e) Reclassification of comparative indicators 2. Material accounting policy information (continued) Currency exchange rates used for translation of foreign operations into euros: The consolidated financial statements are presented in euro (EUR), which is the presentation currency of the Group. EUR is the monetary unit of Luxembourg, where the Parent Company is established. Transactions in foreign currencies are translated into the euro at the reference exchange rate fixed by the European Central Bank at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into EUR applying the reference exchange rate established by the European Central Bank at the last day of the reporting year. The differences arising on settlements of transactions or on reporting foreign currency transactions at rates different from those at which these transactions have originally been recorded in the profit and loss and presented within finance costs. For the purpose of presenting consolidated financial statements, the assets and liabilities of foreign operations except non-monetary items, valued at historical exchange rate are translated into euros at the rate of exchange prevailing at the reporting date and their statements of profit and loss and other comprehensive income are translated at exchange rates prevailing at the dates of transactions. If subsidiary’s functional currency differs from the presentation currency of the Group, income and expense items are translated at the average exchange rates for the period, unless exchange rates fluctuated significantly during the period, in which case the currency exchange rates at the date of the transactions are applied. The exchange differences arising on translation for consolidation are recognized in other comprehensive income. On disposal of a foreign operation, the component of other comprehensive income relating to that particular foreign operation is reclassified in profit or loss. Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred, including contingent consideration, measured at acquisition date fair value and the amount of any non-controlling interest in the acquiree. For each business combination, the Group elects whether it measures the non-controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition costs incurred are expensed and included in other operating expense in the statement of profit and loss. Any contingent consideration to be transferred by the acquirer will be recognized at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration that is deemed to be an asset or liability will be recognized in accordance with IFRS 9 in profit or loss. If the contingent consideration is classified as equity, it will not be remeasured. Subsequent settlement is accounted for within equity. In instances where the contingent consideration does not fall within the scope of IFRS 9, it is remeasured at fair value at each reporting date and subsequent changes in fair value are recognized in profit or loss. When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the acquiree. Foreign currency translation If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date and any difference is recognized in profit and loss. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions. The non-monetary items are carried at historical cost and no further retranslation is performed. If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the Group reports in its financial statements provisional amounts for the items for which the accounting is incomplete. During the measurement period, the Group will retrospectively adjust the provisional amounts recognized at the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date and, if known, would have affected the measurement of the amounts recognized as of that date. During the measurement period, the Group will also recognize additional assets or liabilities if new information is obtained about facts and circumstances that existed as of the acquisition date and, if known, would have resulted in the recognition of those assets and liabilities as of that date. The measurement period ends as soon as the Group receives the information it was seeking about facts and circumstances that existed as of the acquisition date or learns that more information is not obtainable. However, the measurement period shall not exceed one year from the acquisition date. Balance at 31.12.2023 in annual report for 2023 Restatements Balance at 31.12.2023 after restatement (59 798 508) - 313 204 155 154 854 453 - To further improve the readability of the Group's Consolidated Financial Statements, the Group has decided to merge two items of its statement of financial position into one. Previously the Group split its receivables related to customer financing in two separate items based on legal framework. The Group has recognized that such split of receivables does not show desired information, therefore it has decided to merge those receivables into one and disclose more significant information in Notes, respectfully showing the segragation of its financing receivables according to their risk profile and showing them in secured and unsecured portions. As a result, the Group has restated the balances as at 31 December 2023. 158 349 702 Statement of financial position - Assets 59 798 508 (52 204 095) - 52 204 095 Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 22 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 74 - over 7 years. - over 2 to 7 years. Following initial recognition of the development expenditure as an asset, the asset is carried at cost less any accumulated amortization and accumulated impairment losses. Amortization of the asset begins when development is completed and the asset is available for use. - over 1 year; Other intangible assets Other intangible non-current assets are stated at cost and amortized over their estimated useful lives on a straight-line basis. The carrying values of intangible assets are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable. Losses from impairment are recognized where the carrying value of intangible non-current assets exceeds their recoverable amount. According to IAS38, development costs shall be capitalized if, and only if, the Group can meet all of the following criteria: Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. Internally generated intangible assets cost value is increased by Group's information technology costs - salaries and social security contribution capitalization. All other expenditure is recognised in profit or loss as incurred. Asset useful life is reassessed by management at each year end and amortization periods adapted accordingly. Other intangible assets Other intangible assets mainly consists of acquired computer software products. Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interests, over the net identifiable assets acquired and liabilities assumed. If this consideration is lower than the fair value of the net assets of the subsidiary acquired, the gain is recognized in profit or loss statement immediately. IT systems Internally developed intangible assets Concessions, patents, licences and similar rights Discontinued operations Internally generated intangible assets Additional information is included in Notes 3 and 20. The recoverable amount of cash generating units has been determined based on value in use calculations. These calculations require the use of estimates as disclosed in Note 20. Goodwill Goodwill is carried at cost less accumulated impairment losses, if any. The Group tests goodwill for impairment at least annually and whenever there are indications that goodwill may be impaired. Goodwill is allocated to the cash-generating units. Such units represent the smallest groups of assets that generate cash inflows from continuing use that are largely independent of the cash flows of other assets or CGUs. Measurement of gains or losses on disposal of an operation within a cash generating unit to which goodwill has been allocated include the carrying amount of goodwill associated with the disposed operation, generally measured on the basis of the relative values of the disposed operation and the portion of the cash-generating unit which is retained. Impairment is recognized whenever the carrying value of CGU to which goodwill is allocated is above the recoverable value of such CGU. Internally generated intangible assets are amortized over their useful lives of 7 years. The main internally generated intangible assets are CRM systems. Amortization is calculated on a straight-line basis over the estimated useful life of the asset as follows: Trademarks are used to identify and distinguish specific brand names of companies. The rights to use brand names have a set expiry date, however it is renewable at a notional cost. The group intends to renew the trademark continuously and past evidence supports its ability to do so. An analysis of future cash flows provides evidence that the brands will generate net cash inflows for the group for an indefinite period. Therefore, the trademarks are considered to have infinite useful lives and are measured at cost less accumulated impairment losses if the recoverable amount is lower than carrying value. Such impairment testing is done annually by allocating trademarks to relevant CGUs and estimating their value in use (VIU). Please see Note 20 for further details. Internal and external development costs on management information systems arising from the development phase are capitalized. Significant maintenance and improvement costs are added to the initial cost of assets if they specifically meet the capitalization criteria. - over 7 years; Amortization is calculated on a straight-line basis over the estimated useful life of the asset as follows: 2. Material accounting policy information (continued) Trademarks, licenses and customer contracts (if separable) acquired in a business combination are recognized at fair value at the acquisition date. A discontinued operation is a component of the Group’s business, the operations and cash flows of which can be clearly distinguished from the rest of the Group and which: – represents a separate major line of business or geographic area of operations; – is part of a single co-ordinated plan to dispose of a separate major line of business or geographic area of operations; or – is a subsidiary acquired exclusively with a view to resale. Classification as a discontinued operation occurs at the earlier of disposal or when the operation meets the criteria to be classified as held-for-sale. When an operation is classified as a discontinued operation, the comparative statement of profit or loss and OCI is re-presented as if the operation had been discontinued from the start of the comparative year. - the project is clearly identified and the related costs are itemized and reliably monitored; - the technical and industrial feasibility of completing the project is demonstrated; - there is a clear intention to complete the project and to use or sell the intangible asset arising from it; - the Group has the ability to use or sell the intangible asset arising from the project; - the Group can demonstrate how the intangible asset will generate probable future economic benefits; - the Group has adequate technical, financial and other resources to complete the project and to use or sell the intangible asset. When these conditions are not satisfied, development costs generated by the Group are recognized as an expense when incurred. Internally generated intangible assets primarily include the development costs of the Group's information management systems. These costs are capitalized only if they satisfy the criteria as defined by IAS38 and described below. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 23 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 75 Date of recognition All financial assets not classified as measured at amortised cost as described above are measured at FVTPL. This includes all derivative financial assets. On initial recognition, the Group may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise. The classification of financial instruments at initial recognition depends on their contractual terms and the business model for managing the instruments, as described further in the accounting policies. Financial instruments are initially measured at their fair value (which is generally equal to the transaction price) adjusted for transaction costs that are directly attributable to its acquisition or issue, except in the case of financial assets and financial liabilities recorded at FVPL. Initial measurement of financial instruments Rental fleet includes assets leased by the Group (as lessor) under operating leases. Group accounts for the underlying assets in accordance with IAS 16. Depreciation policy for the underlying assets subject to operating leases is consistent with the Group’s depreciation policy for similar assets (vehicles) and amounts to 7 years. Group adds initial direct costs, including The Global Positioning System (GPS) costs and dealership commissions, incurred in obtaining the operating lease to the carrying amount of the underlying asset and recognizes those costs as an expense over the lease term on the same basis as the lease income. The Group applies the general principles described under ‘Critical accounting estimates and judgements’ (Note 3) to determine whether an underlying asset subject to an operating lease may have residual value unrecoverable and impairment loss may need to be recognized. Financial assets Rental fleet An item of equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the item) is included in the statement of profit and loss in the year the item is derecognized. Classification of financial assets Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only then when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the statement of comprehensive income during the financial period in which they are incurred. Depreciation of an asset begins when it is available for use, i.e. when it is in the location and condition necessary for it to be capable of operating in the manner intended by management. The carrying values of equipment are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable. If any such indication exists and where the carrying values exceed the estimated recoverable amount, the assets or cash-generating units are written down to their recoverable amount. The recoverable amount of equipment is the higher of an asset’s fair value less cost to sell and its value in use. In assessing the value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs. Impairment losses are recognized in the statement of profit and loss in the impairment expense caption. - over 3 years; - over 5 years; Vehicles - over 5 years; Loans and advances to customers are recognized when funds are transferred to the customers’ accounts. Other assets are recognized on the date when Group enters into the contract giving rise to the financial instruments. Financial instruments – initial recognition Leasehold improvements Furniture Other equipment - over 2 years. Equipment is stated at cost less accumulated depreciation and any impairment in value. Depreciation is calculated on a straight-line basis over the estimated useful life of the asset as described below. If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items: - over lease term; Computers The Group measures Loans and advances to customers, Loans to related parties, Receivables from related parties, cash equivalents and Other loans and receivables at amortized cost if both of the following conditions are met: - The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows - The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding. Property, plant and equipment Depreciation methods, useful lives and residual values of property, plant and equipment are reviewed at each reporting date and adjusted if appropriate. 2. Material accounting policy information (continued) Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 24 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 76 According to the judgement made the non-recourse loans that are secured by collateral of the borrower meet the SPPI criterion. Reclassification of financial assets The Group does not reclassify its financial assets subsequent to their initial recognition, apart from the exceptional circumstances in which the Group acquires, disposes of, or terminates a business line and changes its business model for managing financial assets. Financial liabilities are never reclassified. The Group did not reclassify any of its financial assets or liabilities in 2024 nor 2023. In general, the loan contracts stipulate that in case of default and collateral repossession the claim is not limited to the collateral repossession and if the collateral value does not cover the remaining debt, additional resources can still be claimed from the borrower to compensate for credit risk losses. Accordingly, this aspect does not create obstacles to passing SPPI test. However, in some cases, loans made by the Group that are secured by collateral of the borrower limit the Group’s claim to cash flows of the underlying collateral (non-recourse loans). The group applies judgment in assessing whether the non-recourse loans meet the SPPI criterion. The Group typically considers the following information when making this judgement: - whether the contractual arrangement specifically defines the amounts and dates of the cash payments of the loan; - the fair value of the collateral relative to the amount of the underlying loan; - the ability and willingness of the borrower to make contractual payments, notwithstanding a decline in the value of collateral; - the Group’s risk of loss on the asset relative to a full-recourse loan; and - whether the Group will benefit from any upside from the underlying assets. The Group also has receivables recognized at fair value due to them containing a derivative element. When measuring the fair value of an asset, the Group uses observable market data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques. SPPI test As a second step of its classification process the Group assesses, where relevant, the contractual terms of the financial assets to identify whether they meet the SPPI test. Financial assets subject to SPPI testing are loans and advances to customers and loans to related parties that solely include payments of principal and interest. ‘Principal’ for the purpose of this test is defined as the fair value of the financial asset at initial recognition and may change over the life of the financial asset (for example, if there are repayments of principal or amortization of the premium/discount). The most significant elements of interest within a lending arrangement are typically the consideration for the time value of money and credit risk. Embedded derivatives 2. Material accounting policy information (continued) In assessing whether the contractual cash flows are SPPI, the Group considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making the assessment, the Group principally considers: - contingent events that would change the amount and timing of cash flows; - prepayment and extension terms; and - terms that limit the Group’s claim to cash flows from specified assets (e.g. non-recourse loans). Business model assessment The Group determines its business model at the level that best reflects how it manages groups of financial assets to achieve its business objective - the risks that affect the performance of the business model (and the financial assets held within that business model) and the way those risks are managed. The frequency, volume and timing of sales in prior periods, the reasons for such sales and its expectations about future sales activity are also important aspects of the Group’s assessment. However, information about sales activity is not considered in isolation, but as part of an overall assessment of how the Group’s stated objective for managing the financial assets is achieved and how cash flows are realised. The business model assessment is based on reasonably expected scenarios without taking 'worst case' or 'stress case’ scenarios into account. If cash flows after initial recognition are realized in a way that is different from the Group's original expectations, the Group does not change the classification of the remaining financial assets held in that business model, but incorporates such information when assessing newly originated or newly purchased financial assets going forward. The assessed business model is with the intention to hold financial assets in order to collect contractual cash flows. Sales that take place from these portfolios relate to credit events. Loans from portfolios might be sold to debt collector agencies when underlying debtors have defaulted on their obligations. When, and only when, an entity changes its business model for managing financial assets it shall reclassify all affected financial assets. No financial liability reclassifications take place. The Group has certain call and put option agreements that can accelerate repayment of the issued bonds. These options arise out of bond (host contract) prospectus and individual agreements with certain bondholders and meet the definition of an embedded derivative in accordance with IFRS 9. An embedded derivative is a component of a hybrid instrument that also includes a non-derivative host contract with the effect that some of the cash flows of the combined instrument vary in a way similar to a stand-alone derivative. An embedded derivative causes some or all of the cash flows that otherwise would be required by the contract to be modified according to a specified interest rate, financial instrument price, commodity price, foreign exchange rate, index of prices or rates, credit rating or credit index, or other variable, provided that, in the case of a non-financial variable, it is not specific to a party to the contract. A derivative that is attached to a financial instrument, but is contractually transferable independently of that instrument, or has a different counterparty from that instrument, is not an embedded derivative, but a separate financial instrument. The Group accounts for an embedded derivative separately from the host contract when: - the host contract is not an asset in the scope of IFRS 9; - the host contract is not itself carried at FVPL; - the terms of the embedded derivative would meet the definition of a derivative if they were contained in a separate contract; and - the economic characteristics and risks of the embedded derivative are not closely related to the economic characteristics and risks of the host contract. Separated embedded derivatives are measured at fair value, with all changes in fair value recognised in profit or loss (unless they form part of a qualifying cash flow or net investment hedging relationship) and presented in the statement of financial position together with the host contract. The Group has derivatives embedded in financial liabilities and non-financial host contracts, see further information under 'Separation of embedded derivatives from the host contract' (Note 3). Financial assets are classified based on the business model and SPPI assessments as outlined above. Please refer to Note 3 for further discussion on embedded derivative details and considerations of separability. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 25 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 77 The Group has transferred the asset if, and only if, either: - The Group has transferred its contractual rights to receive cash flows from the asset or - It retains the rights to the cash flows, but has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass–through’ arrangement. Derecognition provisions below apply to all financial assets measured at amortized cost. Derecognition other than for substantial modification Further, as described in section on 'Derecognition due to substantial modification of terms and conditions' if modification is performed for commercial reasons, then it is considered to result in derecognition of the initial loan receivable. Such modifications include increase in the loan amount and increase in loan term, which are agreed upon with customers for commercial reasons (i.e.-, customers and the Group are both interested in substantially modifying the scope of the loan transaction). Whenever such an agreement to modify is reached the old agreement and respective receivable is derecognized. The Group sometimes makes modifications to the original terms of loans a response to the borrower’s financial difficulties, rather than taking possession or to otherwise enforce collection of collateral. The Group considers a loan restructured when such modifications are provided as a result of the borrower’s present or expected financial difficulties and the Group would not have agreed to them if the borrower had been financially healthy. Indicators of financial difficulties include default or DPDs prior to the modifications. Such modifications may involve extending the payment arrangements and the agreement of new loan conditions. A transfer only qualifies for derecognition if either: - The Group has transferred substantially all the risks and rewards of the asset, or - The Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset. Modifications The carrying amount of the financial asset or financial liability is adjusted if the Group revises its estimates of payments or receipts. If modification of a financial asset or liability measured at amortized cost does not result in the derecognition a modification gain/loss is calculated. The adjusted carrying amount is calculated based on the revised effective interest rate and the change in carrying amount is recorded as interest income or expense. If the modification does not result in cash flows that are substantially different, as set out in the preceding section, the modification does not result in derecognition. Based on the change in cash flows discounted at the original EIR, the Group records a modification gain or loss in interest revenue/expenses calculated using the effective interest method (Note 4, 5) in the consolidated statements of profit and loss, to the extent that an impairment loss has not already been recorded (Note 7). Further information on modified financial assets is disclosed in the following section on impairment. 2. Material accounting policy information (continued) If expectations of fixed rate financial assets’ cash flows (such assets present core part of Group' s financial asset base) are revised for reasons other than credit risk, then changes to future contractual cash flows are discounted at the original EIR with a consequential adjustment to the carrying amount. The difference from the previous carrying amount is booked as a positive or negative adjustment to the carrying amount of the financial asset on the consolidated statement of financial position with a corresponding increase or decrease in Interest revenue/expense calculated using the effective interest method. Changes in the contractual cash flows of the asset are recognized in statement of profit and loss and any costs or fees incurred adjust the carrying amount of the modified financial asset and are amortized over the remaining term of the modified instrument. Therefore, the original EIR determined at initial recognition is revised on modification to reflect any costs or fees incurred. The Group derecognizes a loan to a customer when the terms and conditions have been renegotiated to the extent that, substantially, it becomes a new loan, with the difference recognized as a derecognition gain or loss, to the extent that an impairment loss has not already been recorded. The newly recognized loans are classified as Stage 1 for ECL measurement purposes, unless the new financial asset is deemed to be purchased or originated credit impaired (POCI). A financial asset is derecognized when the rights to receive cash flows from the financial asset have expired. The Group also derecognizes the financial asset if it has both transferred the financial asset and the transfer qualifies for derecognition. The Group has transferred the financial asset if the Group has transferred its contractual rights to receive cash flows from the financial asset. When assessing whether or not to derecognize a financial asset, the Group evaluates whether the cash flows of the modified asset are substantially different and the Group considers the following qualitative factors: - Change in currency of the loan - Change in counterparty - If the modification is such that the instrument would no longer meet the SPPI criterion for financial asset - Whether legal obligations have been extinguished. - Furthermore, for loans to customers the Group specifically considers the purpose of the modification for increase in loan principal. It is evaluated whether modification was entered into for commercial reasons upon customer initiative or for credit restructuring reasons. Derecognition of financial assets Derecognition due to substantial modification of terms and conditions Treatment of non-substantial modifications Pass-through arrangements are transactions when Group retains the contractual rights to receive the cash flows of a financial asset (the 'original asset'), but assumes a contractual obligation to pay those cash flows to one or more entities (the 'eventual recipients'), when all of the following three conditions are met: - Group has no obligation to pay amounts to the eventual recipients unless it has collected equivalent amounts from the original asset, excluding short-term advances by the entity with the right of full recovery of the amount lent plus accrued interest at market rates; - Group cannot sell or pledge the original asset other than as security to the eventual recipients for the obligation to pay them cash flows; - Group has to remit any cash flows it collects on behalf of the eventual recipients without material delay. In addition, the Group is not entitled to reinvest such cash flows, except for investments in cash or cash equivalents during the short settlement period from the collection date to the date of required remittance to the eventual recipients, and interest earned on such investments is passed to the eventual recipients. Management has performed analysis of the changes being made due to business reasons and evaluated that changes due to business reasons result in substantial modification of terms and conditions. This is in line with the objective of this modification that is to originate a new asset with substantially different present value of expected cash flows. If the customer was not in delay, and the principal was increase on a mutual agreement, the respective modification is considered to occur for a commercial reasons and results in derecognition of the initial loan receivable. Other modifications to the agreement terms are treated as modifications that do not result in derecognition (see section on Modifications below). Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 26 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 78 5) Days past due over 90 days Overview of the expected credit loss principles 2. Material accounting policy information (continued) Impairment of loans and advances to customers 3) Days past due 31 up to 60 days * - Non-matured countries - Operations in Kenya, Uganda and Uzbekistan. Refer to Eleving Vehicle Finance only. The Group segregates loans and advances to customers in the following categories: 2) Days past due up to 30 days 2) Days past due up to 30 days 5) unsecured (general definition: days past due over 90 or collateral is not available, i.e. lost or sold). Loans and advances to customers (unsecured loans, acquired businesses): 1) Not past due If there has been no significant increase in credit risk since origination, the ECL allowance is based on the 12 months’ expected credit loss (12mECL) as outlined in below. If there has been a significant increase in credit risk since initial recognition, the ECL allowance is based on the credit losses expected to arise over the life of the asset (the lifetime expected credit loss or LTECL). The Group’s policies for determining if there has been a significant increase in credit risk are set out in below. The 12mECL is the portion of LTECLs that represent the ECLs that result from default events on a financial instrument that are possible within the 12 months after the reporting date. Both LTECLs and 12mECLs are calculated on either an individual basis or a collective basis, depending on the nature of the underlying portfolio of financial instruments. 3) Days past due 26 up to 34 days (31 - 34 days for Africa region) 3) Days past due 31 up to 60 days 4) Days past due over 35 days 5) unsecured (general definition: days past due over 90 or collateral is not available, i.e. lost or sold). The Group recognizes the allowance for expected credit losses for all loans and other debt financial assets not held at FVPL. In this section all referred to as ‘financial instruments’. 2) Days past due up to 30 days Loans and advances to customers (unsecured loans, refer to Eleving Vehicle Finance only): 4) Days past due over 60 days The Group’s core business assets – loans and advances to customers – are of retail nature, they are therefore grouped per countries and products for a collective ECL calculation that is modelled based on DPD (days past due) classification. Specifically, the Group analyzes its portfolio of loans and advances to customers by segregating receivables in categories according to: country, product group, days past due and presence of underlying collateral (for secured products). Secured loans (more specifically vehicle secured loans) are combined together due to similar nature of the products. Defining credit rating 1) Not past due 4) Days past due over 60 days The Group continuously monitors all assets subject to ECLs. In order to determine whether an instrument or a portfolio of instruments is subject to 12m ECL or LTECL, the Group assesses whether there has been a significant increase in credit risk since initial recognition. When estimating ECLs on a collective basis for a group of similar assets, the Group applies the same principles for assessing whether there has been a significant increase in credit risk since initial recognition across the portfolios within the country based on product type – secured or unsecured product. 3) Days past due 31 up to 60 days The Group has established a policy to perform an assessment, at the end of each reporting period, of whether a financial instrument’s credit risk has increased significantly since initial recognition, by considering the change in the risk of default occurring over the remaining life of the financial instrument. This is further explained in section on Significant increase in credit risk (Note 3). 4) Days past due 61 up to 90 days 1) Not past due * - Businesses acquired during 2020 and 2023 – the term refers to unsecured consumer lending companies acquired in 2020 and 2023; acquired companies operate in Moldova, Ukraine, North Macedonia, Albania, Namibia, Botswana, Zambia and Lesotho. Term is introduced to distinguish unsecured consumer lending operations in these countries from Eleving greenfield investments into unsecured consumer lending operations in Latvia, Estonia, Armenia and Lithuania as there are differences in product set up and processes. * - Matured countries - Operations in Latvia, Estonia, Lithuania, Georgia, Armenia, Romania, Moldova. Operations in these countries are the longest, with the smoothest processes, therefore consistent lending practices in these countries have a long enough track record. Refer to Eleving Vehicle Finance only. Secured loans (mature countries): Secured loans (non-mature countries): 1) Not past due 2) Days past due up to 25 days (up to 30 days for Africa region) Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 27 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 79 - Loan contract recoveries during middle DC stage – after 30 delay days for matured counties and after 26 delay days for immature (2 months period from reporting date is observed). - Loan contract delaying 26-30 days for immature countries. - Loan contract renewal after termination or theoretical renewal (returning to active portfolio without terminating the agreement) after default (including countries without termination functionality). In these cases, 2 months period from reporting date is observed. - Only for immature Africa’s countries – restructurings due to credit reasons. In 2021 year, the Group decided to supplement healing bucket definition for Africa’s countries as a reaction on massive usage of such amendments as an effective DC tool. At current stage the Group cannot evaluate increase in credit risk for such cases due to insufficient history, therefor uses more prudent approach for balance staging. 3. Restructurings – permanent amendment of the schedule (term end increase, monthly payment decrease, interest decrease). Before the acquisition of consumer unsecured portfolios, the Group made due diligence on the impairment of respective portfolios. It was concluded that applied methodology is inline with the IFRS9 standard, it is well aligned with debt collections and other critical business processes and it is quite prudent. Although methodology differed from the one applied for Mogo unsecured portfolios it was decided to keep the applied methodology. The Group defines staging predominantly based on DPD and aligns it with the debt collections processes. For more accurate ECL assessment, split by stages is enhanced by healing bucket concept to reflect on cases when DPD is not a sufficient indicator of credit risk. This is applicable to car loans (unsecured consumer loan where clients borrow a sum of money in order to purchase a car). The Group applies the rule that not more than 30 DPD should trigger backstop and transfer to Stage 2. It is set 30 DPD for matured countries loans portfolios, for African countries loan portfolios and consumer loan portfolios. For the sake of alignment with default definition for immature countries loan portfolios backstop is 25 DPD. Additionally, to reflect on significant increase in credit risk (SICR) in the case when DPD is not a sufficient indicator the Group have introduced Healing state. Healing state concept is applied for car loans, and it is applied in the case of: The first years of this decade have heralded a particularly disruptive period in human history. The return to a “new normal” following the COVID-19 pandemic was quickly disrupted by the outbreak of war in Ukraine, ushering in a fresh series of crises in food and energy – triggering problems that decades of progress had sought to solve. Majority of Group Countries returned to “older” risks as inflation, cost-of-living crises, widespread social unrest, geopolitical confrontation which negatively impacted Group’s operations and caused increase in credit risk. In early 2025 also a threat of U.S. imposed import tariffs added uncertainty to the global market. Potential impact of these tariffs are yet to be analised by the Group. - Stage 1: When loans are first recognized, the Group recognizes an allowance based on 12mECLs. The Group considers loans that are current or with DPD up to 30 (up to 25 DPD in non-mature countries) as Stage 1. A healing period of 2 months is applied before an exposure previously classified as Stage 2 can be transferred to Stage 1 and such an exposure must meet the general Stage 1 DPD criteria above. Healing period concept is applicable to car loans. Exposures are classified out of Stage 1 if they no longer meet the criteria above. - Stage 2: When a loan has shown a significant increase in credit risk since origination, the Group records an allowance for the LTECLs. The Group generally considers secured loans and car loans that have a status of 31-60 DPD (matured countries) and 26-34 DPD (non-matured countries) to being Stage 2. An unsecured loan is considered Stage 2 if DPD is in the range of 30 to 60 or 30 to 90 days for acquired businesses. Loan exposures remain in Stage 2 for a healing period of 2 months, even if they otherwise would meet Stage 1 criteria above during this period. - Stage 3: Loans considered credit-impaired and at default. The Group records an allowance for the LTECLs. The Group considers a loan agreement, secured loan and car loans agreement defaulted and therefore Stage 3 in all cases when the borrower becomes 61 DPD (matured countries) or 35 DPD (non-matured countries) on its contractual payments or the loan agreement is terminated. The Group considers an unsecured loan agreement defaulted and therefore Stage 3 in all cases when the borrower becomes 91 days past due for acquired businesses on its contractual payments. The difference in default definition for unsecured consumer loan agreements is driven by different business processes, product set up and development history in greenfield and acquired operations. Debt collections practices applied in Latvia, Estonia, Armenia and Lithuania for secured loans were transferred to unsecured operations, thus active in-house debt collections process runs until DPD 60. After that exposure is either sold, or legal execution starts, or settlement process is enabled. Acquired businesses have active in-house debt collections process running until DPD 90. After that exposure is transferred to external agencies for the debt collections. Later it is either sold or legal execution starts. In such cases the exposures are included in Stage 2 for a period of two months. Afterwards SICR related to the event is settled and exposure is allocated to the stage based on DPD. Analysing and evaluating Group’s responses to such non-standard situations in past, management decided to keep and maintain introduced during Covid-19 pandemic so-called TDR (temporary debt restructuring) program. Forbearance tools (TDR and restructuring, i.e., change of the original payment schedule) is almost the only feasible solution to reduce financial burden on customers crisis circumstances, thus fact of the forbearance as such does not lead to the recognition of SICR if customer pays according to new terms and later returns to the original schedule or close to it. Following the crisis situation Group’s management might decide to activate TDR program for certain market for defined period (from 3 to 6 months). In mentioned situation – cases where the Group has sound grounds to expect customer to return to the regular discipline not longer than in 12-month time should not be classified as SICR even if customer has been granted forbearance tool. TDR is granted upon customer’s request. Customer is on TDR program if he complies with agreed terms (no SICR is recognized). If terms are breached customer returns to the original schedule and his credit risk is assessed as per actual DPD. Based on the above process, the Group groups its loans into Stage 1, Stage 2, and Stage 3, as described below: 2. Material accounting policy information (continued) Macroeconomic shocks, geopolitical crisis, and other unpredictable situations: business adoption and reflection in Impairment, impact on SICR. 2. Extension – is a payment holiday for 1 month. Customer pays extension fee (in some cases free extensions are possible) and returns to the original schedule in next 1-3 months. The Group’s experience in lending suggests that DPD is a strong predictor of a credit default, thus DPD is the main quantitative factor for the backstop identification for Stage 2. Data from the Groups active vehicle operations (active 3+ years) shows that probability to reach default status over the next 12 months horizon is quite low for accounts which have 0 DPD and merely low for accounts with delay up to 30 DPD. Respective probabilities are higher for immature markets due to very strict default definition at 35 DPD. Additionally, debt collection process is structured in such way that the Group actively works with delaying clients at least 30 days. Recovery results show ~90% cure rate within 30 days for regular invoices. However, accounts with DPD 30 and more demonstrate probability to default within the next 12 months above 50% and thus based on the Group’s management judgement clearly have signs of SICR. Temporary debt restructuring (TDR) and other forbearance tools: 1. Alternative schedule (AS) – a temporary reduction of monthly payment, typically not more than 50%. Customers use this option for several, e.g. 3-6 months in row. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 28 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 80 Impairment of other receivables from customers/contract assets - each value of the DDV is multiplied with discount factor; - discount factor is calculated in a regular way (e.g. NPV formula), where discount is calculated on EIR of the portfolio and number of periods corresponds to the dimension of the respective DDV value; - [DDV] is the sum of all respective multiplications of DDV values with respective discount factors. The Group calculates ECLs based on probability-weighted scenarios to measure the expected cash shortfalls, discounted at an approximation to the EIR. A cash shortfall is the difference between the cash flows that are due to the Group in accordance with the contract and the cash flows that the Group expects to receive. Key elements of the model are, as follows: - PD The Probability of Default is an estimate of the likelihood of default over a 12 month or lifetime horizon (time horizon depends on ECL type - i.e. 12mECL or LTECL); - the Default distribution vector (DDV) is the estimate of the time to default, more specifically it provides distribution of PD over the course of a 12 month or lifetime horizon; Specifically, how many defaulted loans during 12 months/ lifetime defaulted during 1st, 2nd, 3rd etc. month started from certain moment of time (evaluation starting point); - EAD The Exposure at Default is an estimate of the exposure at a future default date, considering expected changes in the exposure after the reporting date, including repayments, whether scheduled by contract or otherwise; - LGD The Loss Given Default is an estimate of the loss arising in the case where a default occurs at a given time. It is based on the difference between the cash flows due at the moment of default and those that the lender would expect to receive, including from the realization of any collateral and deducting expenses related to cash collections or collateral realization processes. It is usually expressed as a percentage of the defaulted balance; - lifetime period is estimated as average remaining contractual term of respective portfolio. 2. Material accounting policy information (continued) Financial assets are aggregated in categories considering the similarities of key risk characteristics and nature of each of these. For cash and cash equivalents default is considered as soon as balances are not cleared beyond conventional banking settlement timeline, ie., a few days. Therefore, transition is straight from Stage 1 to Stage 3 given the low number of days that it would take the exposure to reach Stage 3 classification, meaning default. For cash and cash equivalents no Stage 2 is applied given that any past due days would result in default. When calculating the impairment for a bank deposit, any loans or other credit facilities granted by the credit institution to the Group is being set off against the deposits if the bank has a contractual right to offset in case of resolution. Hence, the ECL is recognized on the net amount. Further financial assets where the Group calculates ECL on an individual basis or collective basis are: Some types of modifications performed to customers that serve to renegotiate terms of an agreement that was previously in default result in continued Stage 3 treatment during the one month healing period for mature countries followed by 2 months of healing period in Stage 2. For immature countries due to the nature of the default definition and lack of ability to renew terminated agreements, exposure enters Stage 2 directly. In case of modification for credit reasons prior to default (generally term extension), exposure is moved to Stage 2 for a healing period of 2 months. The Group assesses the impairment for other receivables from customers/contract assets on a collective basis at country level. For the rest of financial assets other than loans and advances to customers the Group calculates ECL on an individual basis. For other receivables and contract assets that are not related to loan portfolio receivables, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not track changes in credit risk, but instead recognizes a loss allowance based on lifetime ECLs at each reporting date. The ECL recorded is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment. Impairment for loans and advance payments to related parties, trade receivables The calculation of ECLs Significant judgments used for determining PD and LGD are described in Note 3. During the course of business, the Group may have other type of claims against its customers. In such cases, considering the portfolio features, the ECL methodology of the related loan receivable is mirrored and the ECL mirrors the impairment of the loan receivable. The Group considers other receivables from customers/contract assets that are current or with DPD up to 25 as Stage 1. A healing period of 5 days is applied before an exposure previously classified as Stage 2 can be transferred to Stage 1. The Group generally considers other receivables from customers/contract assets that have a status of 26-34 DPD to be Stage 2 loans. The Group considers financial assets defaulted and therefore Stage 3 in all cases when the borrower becomes 35 DPD. Given that DDV is a multidimensional vector (generally 12 or 13 dimensions, but can be shorter if representative historical data is available for s a shorter period ) it is aggregated into one value before multiplication - [DDV]. DDV aggregated value is obtained as follows: Depending on the Stage the following specifics are applied to the general ECL model: - Stage 1: The 12mECL is calculated. The Group calculates the 12mECL allowance using 12 months (or shorter if lifetime of the product is less than 12 months) PDs and DDV over the 12-month horizon. These 12- month default probabilities are applied to an estimated EAD and multiplied by the expected LGD and discounted by an approximation to the original EIR using DDV, in this way incorporating time to default into model. - Stage 2: When a loan has shown a significant increase in credit risk since origination, the Group records an allowance for the LTECLs. The mechanics are like those explained above, but PDs and DDV are estimated over the lifetime of the instrument. The expected cash shortfalls are discounted by an approximation to the original EIR using DDV. - Stage 3: For loans considered credit-impaired, the Group recognizes the LTECLs for these loans. The method is similar to that for Stage 2 assets, with the PD set at 100%. The Group considers any kind of receivable completely unrecoverable and writes off the receivable from balance sheet entirely if all legal actions have been performed to recover the receivable and the Group has no reasonable expectations of recovering the exposure. The Group may choose to use actual balance instead of EAD and do not apply DDV for the segments with the elevated credit risk. The Group employs multiplication model across all Stages for the ECL calculation: ECL on restructured and modified loans Write off of unrecoverable debts Impairment of cash and cash equivalents and deposits - Other receivables from customers/contract assets - on collective basis; - Loans and advance payments to related parties - on individual basis; - Trade receivables - on collective basis; - Cash and cash equivalents - on individual basis; - Deposits - on individual basis. Receivables from related parties inherently are subject to the Group’s credit risk. Therefore, a benchmarked PD and LGD rate - based on Standard & Poor's corporate statistics studies has been applied in determining the ECLs. For related party exposures Stage 2 and lifetime ECL calculation is applied based on 30 day back stop and 90 day back stop is applied to Stage 3 determination. Further qualitative factors evaluated include extension of the payment terms granted, previous arrears in the last 12 months and significant adverse changes in business. Impairment of contract assets and financial assets other than loans and advances to customers ECL=EADPDLGD[DDV] Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 29 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 81 Background The carrying amount of the financial liability is adjusted if the Group revises its estimates of payments or receipts. If modification of a financial liability measured at amortized cost does not result in the derecognition a modification gain/loss is calculated. The adjusted carrying amount is calculated based on the original effective interest rate and the change in carrying amount is recorded as interest income or expense (Note 5). The Group retains the legal title to its debt instruments (including payment collection), but transfers a part of equitable title and interest to investors through P2P platform. A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the statement of profit and loss. For financial liabilities, the Group considers a modification substantial based on qualitative factors and if it results in a difference between the adjusted discounted present value and the original carrying amount of the financial liability of, or greater than, ten percent. If the modification is substantial, then a derecognition gain or loss is recorded on derecognition. If the modification does not result in cash flows that are substantially different the modification does not result in derecognition. Based on the change in cash flows discounted at the original EIR, the Group records a modification gain or loss. Loans and borrowings This is the category most relevant to the Group. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the EIR method. Gains and losses are recognized in profit or loss when the liabilities are derecognized; interest expense is recognized through the EIR amortization process. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included as finance costs in the statement of profit and loss. This category generally applies to interest-bearing loans and borrowings. Certain subsidiaries, as loan originators, have signed cooperation agreements with operator of a peer-to-peer (P2P) investment internet-based platform. Cooperation agreements and the related assignment agreements are in force until parties agree to terminate. Purpose of the cooperation agreement for the Group is to attract funding through the P2P platform. Treatment of non-substantial modifications 1) Agreements with recourse rights which require the Group to guarantee full repayment of invested funds by the investor in case of default of Group’s customer (buy back guarantee); 2) Agreements without recourse rights which do not require the Group to guarantee repayment of invested funds by the investor in case of default of the customer (no buy back guarantee). Transactions with peer-to-peer platforms Financial liabilities at fair value through profit or loss A financial liability is classified at FVTPL if it is classified as held for trading, it is a derivative or it is designated as such upon initial recognition. Net gains or losses, including any interest expense, on liabilities held at FVTPL are recognized in the statement of profit and loss. The Group has not designated any financial liability as at fair value through profit or loss. The Group considers a modification substantial based on qualitative factors and if it results in a difference between the adjusted discounted present value and the original carrying amount of the financial liability of, or greater than, ten percent. Financial liabilities are classified, at initial recognition, as financial liabilities at FVTPL or other financial liabilities that are measured at amortized cost. All financial liabilities are recognized initially at fair value plus, for an item not at FVTPL, directly attributable transaction costs. Subsequent measurement The measurement of financial liabilities depends on their classification, as described below: Changes in the contractual cash flows of the asset are recognized in statement of profit and loss and any costs or fees incurred adjust the carrying amount of the modified financial asset or liability and are amortized over the remaining term of the modified instrument. Therefore, the original EIR determined at initial recognition is revised on modification to reflect any costs or fees incurred. Derecognition The P2P platform makes it possible for individual and corporate investors to obtain a fully proportionate interest cash flows and the principal cash flows from debt instruments (loans and advances to customers) issued by the Group in exchange for an upfront payment. These rights are established through assignment agreements between investors and P2P platform, who is acting as an agent on behalf of the Group. Assignment agreements are of two types: Modification of financial liabilities 2. Material accounting policy information (continued) Initial recognition and measurement If expectations of fixed rate financial liabilities’ cash flows are revised, then changes to future contractual cash flows are discounted at the original EIR with a consequential adjustment to the carrying amount. The difference from the previous carrying amount is booked as a positive or negative adjustment to the carrying amount of the financial liability on the consolidated statement of financial position with a corresponding increase or decrease in Interest revenue/expense calculated using the effective interest method. Subordinated borrowings The Group recognizes liabilities as subordinated borrowings if it is an unsecured loan or bond that ranks below other, more senior loans or securities, and have lower payment priority than more senior debt. Accordingly, the claims of more senior debt holders must be satisfied before the holders of subordinated debt can be paid. In the case of default, creditors who own subordinated debt will not be paid out until after more senior creditors are paid in full. Borrowings are classified as subordinated only if respective agreements contain dedicated clauses defining the borrowing as subordinated. Financial liabilities The Group’s financial liabilities include trade and other payables and loans and borrowings, including funding attracted through peer-to-peer platforms as well as subordinated borrowings. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 30 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 82 - fixed payments (including in-substance fixed payments), less any lease incentives receivable; - variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date; - amounts expected to be payable by the Group under residual value guarantees; - the exercise price of a purchase option if the Group is reasonably certain to exercise that option; and - payments of penalties for terminating the lease, if the lease term reflects the Group exercising an option to terminate the lease. Lease term is the non-cancellable period for which the Group has the right to use an underlying asset, together with both: (a) Periods covered by an option to extend the lease if the Group is reasonably certain to exercise that option; and (b) Periods covered by an option to terminate the lease if the Group is reasonably certain not to exercise that option. Assignments without recourse rights (no buy back guarantee) Equity - accounted investees Assignments with recourse rights provide for direct recourse to the Group, thus do not meet the requirements to be classified as pass-through arrangement in accordance with IFRS 9. Specifically, neither investors, nor the P2P platform bear any risks in relation to creditworthiness of the Group's borrower. The Group is obliged, on first demand of the P2P platform, to repay all monies due if loan agreement with borrower defaults . Additionally, the Group retains the risks and rewards of ownership of the financial asset. The derecognized part is accounted as an off-balance sheet item (Note 35) and interest income is recognized to the extent of being the residual interest. Residual interest is the difference between the interest earned on the respective debt instrument by the Group and the respective share of interest earned by the investor. 2. Material accounting policy information (continued) The P2P platform is acting as an agent in transferring cash flows between the Group and investors. The receivable for attracted funding from investors through the P2P platform corresponds to the due payments from the P2P platform. Receivable is arising from assignments made through P2P platform where the related investment is not yet transferred to the Group (Note 29). Therefore, the Group’s respective debt instruments do not qualify to be considered for partial derecognition and interest expense paid to investors is shown in gross amount under Interest expense calculated using effective interest method (Note 5). Liabilities arising from assignments with or without recourse rights are initially recognized at cost, being the fair value of the consideration received from investors net of issue costs associated with the loan. The Group must repay to the investor the proportionate share of the attracted funding for each debt instrument according to the conditions of the respective individual agreement with the Group’s client, which can be up to 72 months. Group as a Lessee The Group has elected for all classes of underlying assets not to separate non-lease components from lease components in lease payments. Instead Group accounts for each lease component and any associated non- lease components as a single lease component. The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, the Group uses the incremental borrowing rate. Receivables and payables from/to P2P platform Funding attracted through peer-to-peer platform Initial recognition On the contrary, assignments without recourse rights (the Group is not obliged to reimburse neither to investors nor to P2P platform if the borrower defaults) are arrangements that transfer to investors substantially all the risks and rewards of ownership equal to a fully proportionate share of the cash flows to be received from Group’s debt instruments. Therefore such arrangements are classified as pass-through arrangements in accordance with IFRS 9. After the commencement date, the Group measures the lease liability by: - increasing the carrying amount to reflect interest on the lease liability; - reducing the carrying amount to reflect the lease payments made; and - remeasuring the carrying amount to reflect any reassessment or lease modifications specified, or to reflect revised in-substance fixed lease payments. Subsequent measurement At the commencement date of the lease the Group measures the lease liability at the present value of the lease payments that are not paid at that date in accordance with lease term. Lease payments included in the measurement of the lease liability comprise: Lease liability The Group interests in equity-accounted investees comprise investment in associate. Associates are those entities in which the Group has significant influence, but not control or joint control, over the financial and operating policies. Interests in associates are accounted for using the equity method. They are initially recognized as cost, which includes transaction costs. As the Group gained significant influence over its associate after losing control over the investee, the deemed cost is the fair value of the interest retained subsequent to the loss of control. Subsequent to initial recognition, the consolidated financial statements include the Group's share of the profit or loss and other comprehensive income of the associate, until the date on which significant influence ceases. Unrealised gain arising from transactions with associate are eliminated against the investments to the extent of the Group's interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment. After initial recognition the funding attracted through peer-to-peer platform is subsequently measured at amortized cost using the effective interest rate method. Amortized cost is calculated by taking into account any issue costs, and any discount or premium on settlement. Gains and losses are recognized in the statement of profit and loss as interest income/ expense when the liabilities are derecognized. At the commencement date, the Group assesses whether it is reasonably certain to exercise an option to extend the lease or to purchase the underlying asset, or not to exercise an option to terminate the lease. P2P platform commissions and service fees incurred by the Group are fees charged by P2P platform for servicing the funding attracted through peer-to-peer platform and are disclosed in Note 9. Liabilities to investors are recognized in statement of financial position caption Funding attracted through peer-to-peer platform (Note 35) and are treated as loans received. Assignments with recourse rights (buy back guarantee) As such, a fully proportionate share, equal to investor’s claim in relation to the related debt instrument, is derecognized. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 31 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 83 Assets held for sale includes vehicles which are obtained by enforcement of repossession in case clients default on existing loan agreements. Such repossessed collaterals are classified as held for sale and measured at the lower of their carrying amount and fair value less costs to sell (FVLCTS). Costs to sell are the incremental costs directly attributable to the disposal of an asset, excluding finance costs and income tax expense. Once classified as held-for-sale, vehicles are no longer depreciated. Assets held for sale Accrued revenue or expenses from currency trading Group involvement with the underlying asset before the commencement date Group measures the right-of-use asset at cost, less any accumulated depreciation and accumulated impairment losses; and adjusted for the remeasurement of the lease liability (which may take place when there is a change in future lease payments arising from a change in an index or rate, when there is change in estimated amounts payable under residual value guarantee or there is a change of assessment of extension, purchase or termination option) . Depreciation of the right-of-use asset is recognized on a straight-line basis in profit or loss. If the lease transfers ownership of the underlying asset to the Group by the end of the lease term or if the cost of the right-of-use asset reflects that the Group will exercise a purchase option, the Group depreciates the right-of-use asset from the commencement date to the end of the useful life of the underlying asset. Otherwise, the right-of-use asset is depreciated from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. Right-of-use assets Net realizable value represents the estimated selling price for inventories in the ordinary course of business less estimated costs necessary to make the sale. If a Group incurs costs relating to the construction or design of an underlying asset, the lessee accounts for those costs applying other IFRS, such as IAS 16. Costs relating to the construction or design of an underlying asset do not include payments made by the lessee for the right to use the underlying asset. The Group recognizes accrued income or expenses from transactions of trading currency based on currency rates agreed for each currency hedging transaction. The difference between hedging rate and currency rate at year end is recognized as accrued income or expenses depending from mathematical result. Inventories The criteria for held for sale classification is regarded as met only when the sale is highly probable and the asset is available for immediate sale in its present condition. Actions required to complete the sale should indicate that it is unlikely that significant changes to the sale will be made or that the decision to sell will be withdrawn. Management must be committed to the plan to sell the asset and the sale expected to be completed within one year from the date of the classification. Assets classified as held for sale are presented separately as current items in the statement of financial position. Subsequent measurement Value of inventories is measured by using specific identification of individual unit cost. Disposal of each individual stock item is performed on sale of respective individual stock item. At the commencement date of the lease, the Group recognizes right-of-use asset at cost. The cost of a right-of-use asset comprises: The Group classifies non-current assets and disposal groups as held for sale if their carrying amounts will be recovered principally through a sale transaction rather than through continuing use. Non-Deliverable Forward hedge contracts will mature at various dates within the next 12 months. As of 31 December 2024, gains and losses from open contracts are recognized in the Consolidated Statement of Profit and Loss, while financial receivables and liabilities related to open Non-Deliverable Forward hedge contracts at year-end, with settlement dates within the next 12 months, are recognized in the Consolidated Statement of Financial Position. Group applies IAS 36 to determine whether the right-of-use asset is impaired and to account for any impairment loss identified. Initial recognition exemptions applied Initial recognition Inventories contain only vehicles which are purchased for the sole purpose of selling them to customers. 2. Material accounting policy information (continued) Inventories are valued at the lower of cost and net realizable value. As a recognition exemption the Group elects not to apply the recognition requirements of right-of-use asset and lease liability to: (a) Short term leases – for all classes of underlying assets; and (b) Leases of low-value assets – on a lease-by-lease basis. - the amount of the initial measurement of the lease liability; - any lease payments made at or before the commencement date, less any lease incentives received; - any initial direct costs incurred by the Group; and - an estimate of costs to be incurred by the Group in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease, unless those costs are to produce inventories. The total result consists of a variable component and a fixed cost component for the period ending 31 December 2024. For each transaction, the variable component is determined by applying the agreed strike currency rate and the currency rate as of 31 December 2024. The total fixed cost component is determined based on the difference between the agreed strike currency rate and the currency rate as of the transaction’s execution date. For leases qualifying as short-term leases and/or leases of low-value assets, the Group does not recognize a lease liability or right-of-use asset. The Group recognizes the lease payments associated with those leases as an expense on either a straight-line basis over the lease term. (a) Short term leases A short-term lease is a lease that, at the commencement date, has a lease term of 3 months or less. A lease that contains a purchase option is not a short-term lease. This lease exemption is applied for all classes of underlying assets. (b) Leases of low-value assets The Group defines a low-value asset as one that: 1) has a value, when new of 5 000 EUR or less. Group assesses the value of an underlying asset based on the value of the asset when it is new, regardless of the age of the asset being leased. 2) the Group can benefit from use of the assets on its own, or together with, other resources that are readily available to the Group; and 3) the underlying asset is not dependent on, or highly interrelated with, other assets. Foreign exchange risk arises when individual group operations enter into transactions denominated in a currency other than their functional currency. Where the risk to the Group is considered to be significant, Group treasury enters into a matching Non-Deliverable Forward Hedge contract with a reputable financial institution. Non-Deliverable Forward Hedge contracts "Matching" refers to the practice of aligning the terms of the hedge contract (such as the amount, maturity, and timing) with the anticipated foreign currency exposure of the underlying transaction or cash flow. This ensures that the hedge effectively mitigates the risk by directly offsetting the fluctuations in exchange rates that could impact the Group's financial position. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 32 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 84 Treasury shares Contingent liabilities are not recognized in the financial statements. They are disclosed unless the possibility of an outflow of resources embodying economic benefits is remote. A contingent asset is not recognized in the financial statements but disclosed when an inflow of economic benefits is probable. No expense is recognized for awards that do not ultimately vest because non-market performance and/or service conditions have not been met. Where awards include a market or non-vesting condition, the transactions are treated as vested irrespective of whether the market or non-vesting condition is satisfied, provided that all other performance and/or service conditions are satisfied. Provisions Treasury shares represent the Group’s own equity instruments that have been reacquired but not canceled. These shares are recorded as a deduction from equity at the cost of acquisition, with no recognition of gain or loss in profit or loss on subsequent sale, reissuance, or cancellation. Any consideration received from the sale or reissuance of treasury shares is recognized directly in equity. Treasury shares do not carry voting rights or entitlement to dividends while held by the Group. The Group presents treasury shares separately within equity in the statement of financial position. Romanian companies are required to allocate to a reserve capital amount in proportion of at least 5% of its annual net profit, until reserve capital equals 20% the amount of the share capital. The reserve capital of the company may be used only to cover losses or to increase its share capital. Share premium represents the amount subscribed for share capital in excess of nominal value deducted by expense incurred during IPO process. Lithuania companies are required to allocate to a legal reserve a minimum of 10% of its annual net profit until this reserve equals 10% of the subscribed share capital. This reserve may not be distributed. 2. Material accounting policy information (continued) Moldavian companies are required to allocate to a reserve capital amount in proportion of at least 5% of its annual net profit, until reserve capital equals 10% the amount of the share capital. The reserve capital of the company may be used only to cover losses or to increase its share capital. Reserves Luxembourg companies are required to allocate to a legal reserve a minimum of 5% of its annual net profit until this reserve equals 10% of the subscribed share capital. This reserve may not be distributed. Share premium Contingent assets and contingent liabilities In accordance with IAS 37, provisions are recognized when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. Where the Group expects some or all of provisions to be reimbursed, for example, under an insurance contract, the reimbursement is recognized as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the statement of profit and loss net of any reimbursement. If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as finance cost. Macedonian companies are required to allocate to a reserve capital amount in proportion of at least 5% of its annual net profit, until reserve capital equals 10% the amount of the share capital. The reserve capital of the company may be used only to cover losses or to increase its share capital. Reserve may be increased above 5% in order to meet capital adequacy ratio. Equity-settled transactions Foreign currency translation reserve is used to record exchange differences arising from the translation of assets and liabilities of foreign operations. The cost of equity-settled transactions is determined by the fair value at the date when the grant is made using an appropriate valuation model. That cost is recognized in employee benefits expense, together with a corresponding increase in equity (other capital reserves), over the period in which the service and, where applicable, the performance conditions are fulfilled (the vesting period). The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group’s best estimate of the number of equity instruments that will ultimately vest. The expense or credit in the statement of profit and loss for a period represents the movement in cumulative expense recognized as at the beginning and end of that period. Share-based payments The Group may grant share options of Subsidiaries to its employees. Share options are generally awarded on the first day of employment. A share-based payment is primarily a payment in equity instruments of the entity. Under certain circumstances there are cash settlement alternatives which are subject to cash settlement events occurring or entity’s choice in certain scenarios. Given absence of an ongoing sale of subsidiaries or Eleving Group S.A. and any other relevant cash settlement events, the cash settlement is considered not to be probable. The Group does not have a present obligation to settle in cash, therefore awards are classified as equity settled. The Group does not have a past practice of cash settlement for these awards. When the terms of an equity-settled award are modified, the minimum expense recognized is the grant date fair value of the unmodified award, provided the original terms of the award are met. An additional expense, measured as at the date of modification, is recognized for any modification that increases the total fair value of the share-based payment transaction, or is otherwise beneficial to the employee. Where an award is cancelled by the entity or by the counterparty, any remaining element of the fair value of the award is expensed immediately through profit or loss. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 33 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 85 Expenses are recognized as incurred. Expenses are recognized net of the amount of value added tax. In certain situations value added tax incurred on a services received or calculated in accordance with legislation requirements is not recoverable in full from the taxation authority. In such cases value added tax is recognized as part of the related expense item as applicable. The same principles is applied if value added tax is not recoverable on acquisition an asset. b) a right to a service to be performed by the other party, which gives the entity the ability to direct that party to provide the service to the customer on the entity's behalf - relevant for car registration income to conclude on principal presentation; a) a good or another asset from the other party that it then transfers to the customer; Revenues and expenses from contracts with customers Revenue is recognized in accordance with the related standard’s requirements and to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Key revenue streams the Group generates relate to provision of goods or services provided directly to end customer with no third party service/product provider involved. In such transactions the Group acts as a principal. However, for certain services, where other parties are involved, as described below, the Group performs assessment whether it acts as an agent or a principal. Such revenue streams include income from debt collection activities, income from providing registration services and income from agency services as described below. c) a good or service from the other party that it then combines with other goods or services in providing the specified good or service to the customer - relevant for debt collection income to conclude on agent presentation. Income and expenses The Group recognizes revenue when (or as) it satisfies a performance obligation to transfer a promised good or service to a customer. Revenue is recognized when customer obtains control of the respective good or service. Revenue from contracts with customers is recognized when control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods or services. Revenue from contracts with customers in scope of IFRS 15 encompasses sold goods or services provided as output of the Group’s ordinary activities. The Group uses the following criteria to identify contracts with customers: – the parties in the contract have approved the contract (in writing, orally or in accordance with other customary business practices) and are committed to perform their respective obligations; – can be identified each party’s rights regarding the goods or services to be transferred; – can be identified the payment terms for the goods or services to be transferred; – the contract has commercial substance (i.e. the risk, timing or amount of the entity’s future cash flows is expected to change as a result of the contract); – it is probable that the Group will collect the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. When another party is involved in providing goods or services to the Group's customers, the Group considers that it is a principal, if it obtains control of any one of the following: For all financial instruments measured at amortized cost interest income or expense is recorded at the effective interest rate, which is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument to the net carrying amount of the financial asset or financial liability. Expenses related to attracting funding consists of administration fee for using peer-to-peer platform. Expenses are charged monthly and recognized in Group's statement of profit and loss when they occur. When a financial asset becomes credit-impaired and is regarded as ‘Stage 3’, the Group stops calculating interest. If the financial asset cures and is no longer credit-impaired, the Group reverts to calculating interest income on a gross basis. Income from cession of bad debt The calculation takes into account all contractual terms of the financial instrument and includes any fees or incremental costs that are directly attributable to the instrument and are an integral part of the effective interest rate, but not future credit losses. The effective interest rate method 2. Material accounting policy information (continued) Performance obligations are promises in the contracts (either explicitly stated or implied) with Group’s customers to transfer to the customers distinct goods or services. Promised goods or services represent separate performance obligations if the goods or services are distinct. A promised good or service is considered distinct if the customer can benefit from the good or service on its own or with other readily available resources (i.e. distinct individually) and the good or service is separately identifiable from other promises in the contract (distinct within the context of the contract). Both of these criteria must be met to conclude that the good or service is distinct. The Group considers whether there are other promises in the contract that are separate performance obligations to which a portion of the transaction price needs to be allocated. In determining the transaction price for the sale of equipment, the Group considers the effects of variable consideration, the existence of significant financing components, noncash consideration, and consideration payable to the customer (if any). Payment terms for goods or services transferred to customers according to contract terms are within 45 to 60 days from the provision of services or sale of goods. The transaction price is generally determined by the contractually agreed conditions. Invoices typically are issued after the goods have been sold or service provided. Gain or loss from sale of doubtful loans and advances to customers is presented on net basis under ” Net loss from de-recognition of financial assets measured at amortized cost”. Gains or losses arising on cession deals are recognized in the statement of profit and loss at transaction date as the difference between the proceeds received and the carrying amount of derecognized loan receivables assigned through cession agreements. Expenses related to attracting funding Revenue from satisfied performance obligations is recognized over time, if one of the following criteria is met: – customer simultaneously receives and consumes the benefits; – customer controls the asset as it is created or enhanced; – the Group’s performance creates an asset and has a right to payment for performance completed. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 34 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 86 Other operating income (Note 14) Income from management services (over time) Debt collection activities revenue typically arises when customers delay the payments due. As a lessor, the Group has protective rights in the loan agreements with customers that require the customers to safeguard and maintain the condition of the vehicle, as it serves as a collateral to the loan. Group’s revenue encompasses a compensation of internal and external costs incurred by the Group in relation to debt management, legal fees as well as repossession of vehicle in case of loan agreement termination and are recharged to the customers in accordance with the agreement terms. The performance obligation is satisfied when respective service has been provided. Income from debt collection activities and penalties is recognized in Group's statement of profit and loss at the moment when the likelihood of consideration being settled for such services is high, therefore income is recognized only when actual payment for provided services is actually received. A receivable represents the Group’s right to an amount of consideration that is unconditional (i.e., only the passage of time is required before payment of the consideration is due). In certain countries, the Group provides vehicle registration services to its customers. The Group organizes the registration of the vehicles with the state authorities on behalf of the customer, which is a separate service provided by the Group. Typically these services are performed before customers enter the loan agreements. Income from providing these services is recognized at the moment of providing the services. In majority of countries such services are not provided by the Group, as the customers perform registration procedures themselves and costs are covered by the customers directly without the need for such services from the Group. The performance obligation is satisfied when the respective service has been provided. The fee is paid on all concluded agreements with clients. The fee consists of two elements – fixed and variable. Fixed fee is set as % from total loan amount and is invoiced every month based on concluded agreement list for previous month. Variable fee part is an additional fee and is set as percentage dependant on the specific annual percentage rate (APR) threshold for each individual concluded agreement. The fixed and variable part of client acquisition fee is calculated and invoiced monthly. The revenue from the fixed part of the fee is recognized at point in time as the corresponding performance obligations are satisfied, and there is no significant judgement applied to determine the transaction price or the satisfaction of the performance obligations. Revenue from car sales and other goods (Note 11) 2. Material accounting policy information (continued) The additional client acquisition fee is determined to be a variable consideration as it is based on the individual APR of each concluded agreement. The Group recognizes income from penalties at the moment of cash receipt as likelihood and timing of settlement is uncertain. In case customers do not settle the penalty amount, the Group is entitled to enforce repossession of the collateral. In the case of loan defaults, the parties agreed to measure the default loss. In the cases when not all outstanding debt has been covered after the collateral sale, the Group returns part (proportional to the uncovered debt) of the additional fee, which has been invoiced to JSC Primero Finance. Agency services consist of different services, such as settlement of costs on behalf of 3rd parties and recharging those costs to customers. The Group is acting as an agent in provision of these services to the customers. Such services are provided with the intention to realize the economies of scale of purchasing power for a service that is both used by the Group and the 3rd party. The Group recognises revenue in the amount of any fee or commission to which it expects to be entitled in exchange for arranging for the specified services to be provided by the other party. The performance obligation is satisfied when the respective service has been provided. As at 31 December 2024 the Group did not have any contract assets in its consolidated statement of financial position. Contract assets Trade receivables are non-interest bearing and are generally on terms of 30 to 120 days. Accounting policies applicable to financial assets measured using amortized cost are applicable as described above in Note 2. A contract liability is the obligation to transfer goods or services to a customer for which the Group has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Group transfers goods or services to the customer, a contract liability is recognized when the payment is made or the payment is due (whichever is earlier). Contract liabilities are extinguished and revenue is recognized when the Group performs under the contract. Income from penalties arise in case customers breach the contractual terms of loans and advances to customers agreements, such as exceeding the payment date. In those situations Group is entitled to charge the customers in accordance with the agreement terms. Trade receivables Contract balances The Group provides management services to its related parties. Income is recognized at an amount that reflects the consideration to which the Group expects to be entitled in exchange for providing these services. The performance obligation is satisfied as the respective service is being provided. Income from debt collection activities and earned penalties (point in time) Income from commissions arises from additional services provided by the Group to its customers. Main additional source of income from commissions is from premature termination of contracts by the initiative from a customer. Income is recognized at the moment of cash receipt as likelihood and timing of settlement is uncertain. The performance obligation is satisfied when respective service has been provided. The Group earns part of its revenues from the sales of used vehicles that were either bought from third parties or repossessed from its non-performing leasing customers . The Group is calculating minimum sales price based on initial cost or value after repossession plus additional cost incurred (e.g. repairs) and a margin added in order to make profit from the deal. The performance obligation is satisfied when the car is registered on client’s name. Similarly the Group is selling mobile phones in Africa region. Sale of motor vehicles and other goods (point in time) Fee and commission income (Note 6) Revenue from agency services (point in time) Fee and commission income arises from contracts with customers. Accordingly, it results in a recognized financial instrument in the Group's financial statements that is partially in scope of IFRS 9 and partially in scope of IFRS 15. Therefore, the Group first applies IFRS 9 to separate and measure the part of the contract that is in the scope of IFRS 9 and then applies IFRS 15 to the residual. A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Group performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognized for the earned consideration. Income from commissions (point in time) Income from providing registration services (point in time) These receivables are disclosed in balance sheet caption 'Trade receivables' (Note 28). Contract liabilities As at 31 December 2024 the Group does not have any contract liabilities in its consolidated statement of financial position. Variable consideration revenue from client acquisition (point in time) The Group has entered into a contract with JSC Primero Finance on providing commercial client acquisition services with the variable component of the contract on 26 September, 2019. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 35 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 87 Country Tax rate Tax rate Estonia 20% 12% Latvia 20% 15% Lithuania 15% Ukraine 18% Georgia 20% Uzbekistan 7.5% Romania 16% 10% Kenya 30% 25% Uganda 30% 32% Botswana 22% Mauritius 15% Zambia 30% In Latvia legal entities are not required to pay income tax on earned profits starting from 1 January 2018 in accordance with amendments made to the Corporate Income Tax Law of the Republic of Latvia. Corporate income tax is paid on distributed profits and deemed profit distributions. Consequently, current and deferred tax assets and liabilities are measured at the tax rate applicable to undistributed profits. Starting from 1 January 2018, both distributed profits and deemed profit distributions are subject to the tax rate of 20 per cent of their gross amount, or 20/80 of net expense. Corporate income tax on dividends is recognized in the statement of profit and loss and other comprehensive income as expense in the reporting period when respective dividends are declared, while, as regards to other deemed profit items, at the time when expense is incurred in the reporting year. Country Current corporate income tax rate for the Parent company is applied at the statutory rate of 24.94%. Current corporate income tax rates for the foreign subsidiaries are: An entity is related to a reporting entity if any of the following conditions applies: - One entity is a joint venture of a third entity and the other entity is an associate of the third entity; 2. Material accounting policy information (continued) North Macedonia Deferred income tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized. - The entity and the reporting entity are members of the same group (which means that each parent, subsidiary and fellow subsidiary is related to the others); Dividend distribution Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income taxes assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where there is an intention to settle the balances on a net basis. * - as described further below corporate income tax in these countries is paid on distributed profits and deemed profit distributions only. Albania Deferred tax assets and liabilities Dividend distribution to the shareholders of the Group is recognized as a liability and as distribution of retained earnings in the financial statements in the period in which the dividends are approved by the shareholders as the Group has the obligations to pay the dividend which cannot be withdrawn. Related parties The parties are considered related when one party has a possibility to control the other one or has significant influence over the other party in making financial and operating decisions. Related parties of the Group are shareholders who could control or who have significant influence over the Group in accepting operating business decisions, key management personnel of the Group including members of Supervisory body – Audit committee and close family members of any above-mentioned persons, as well as entities over which those persons have a control or significant influence. - has control or joint control of the reporting entity; - is a member of the key management personnel of the reporting entity or of a parent of the reporting entity. Income taxes include current and deferred taxes. Income taxes are recognized in profit and loss except to the extent that they are related to a business combination, or items recognized directly in equity or other comprehensive income. Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes. It is measured using tax rates enacted or substantively enacted at the reporting date in the countries where the Group and the Parent Company operates. - The entity is a post ‑ employment benefit plan for the benefit of employees of either the reporting entity or an entity related to the reporting entity. If the reporting entity is itself such a plan, the sponsoring employers are also related to the reporting entity; - The entity, or any member of a group of which it is a part, provides key management personnel services to the reporting entity or to the parent of the reporting entity. - A person identified in (a)(i) has significant influence over the entity or is a member of the key management personnel of the entity (or of a parent of the entity); - The entity is controlled or jointly controlled by a person identified in (a); Income taxes In Latvia, Estonia and Georgia deferred tax assets and liabilities are not recognized starting from 2017 or before in accordance with local legislation. Accordingly, deferred tax assets and liabilities which were calculated and recognized previously have been reversed through the statement of profit and loss and other comprehensive income in the year when the legislation was amended (for Latvia: 2017). Non-controlling interest Moldova - has significant influence over the reporting entity; or Namibia Similar accounting policies are adopted in Estonia and Georgia. Lesotho The Group has defined that a person or a close member of that person’s family is related to a reporting entity if that person: - One entity is an associate or joint venture of the other entity (or an associate or joint venture of a member of a group of which the other entity is a member); Non-controlling interest is that part of the net results and of the equity of a subsidiary attributable to interests which are not owned, directly or indirectly, by the Group. Non-controlling interest forms a separate component of the Group’s equity. - Both entities are joint ventures of the same third party; Deferred income tax is recognized on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. However, deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of transaction affects neither accounting nor taxable profit / loss. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled. Non-controlling interest are measured initially at their proportionate share of the acquiree’s identifiable net assets at the date of acquisition. A related party transaction is a transfer of resources, services or obligations between a reporting entity and a related party, regardless of whether a price is charged. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 36 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 88 Determination of the FVLCTS of assets held for sale Determination of the FVLCTS for repossessed vehicles is performed on an individual basis at the moment of the repossession. VIU is the present value of the future cash flows expected to be derived from an asset or cash generating unit, both from its continuing use and ultimate disposal. In assessing VIU, the estimated future cash flows are discounted to their present value using WACC. In measuring VIU the Group bases its cash flow projections on reasonable and supportable assumptions that represent management’s best estimate of the range of economic conditions that will exist over the remaining useful life of the asset covering in total 7-year period. The Group assesses at each reporting date whether there is an indication that the expected residual value of the rental fleet asset at the end of the current rental period may not be recoverable. The residual value is an estimate of the amount that could be received from disposal of the vehicle at the reporting date if the asset were already of the age and in the condition that it will be in when Group expects to dispose of it (i.e. after expiration of the ultimate loan period, if any). Therefore, if any indication exists, in order to determine the recoverable amount for rental fleet assets, the management uses valuation models based on two methods primarily depending from the status of the loan agreement: Goodwill and other non-financial asset impairment tests 3. Critical accounting estimates and judgements 2. Material accounting policy information (continued) 2) fair value less costs of disposal (FVLCOD) - for assets with inactive loan agreements. Management's estimate is based on available data from historical sales transactions for such assets in previous reporting periods. The Group also considers factors such as historical actual average loss (if any) from the previous years. Management considers whether also events after the reporting year indicate a decline in the sales prices of such assets. See further information in Note 32. Estimation of the residual value of rental fleet As at 31 December 2024 the Group recognised impairment of rental fleet. Please refer to Note 21. In provision of agency services (Note 14) the Group has assessed that it does not obtain control of these services before they are transferred to customers, as these services or goods are acquired on their behalf. Therefore, it is considered agent in these transactions. The calculation of value in use for cash generating units among other is sensitive to the assumptions of discount rate and growth rates. These assumptions and their sensitivity are outlined in Note 20. For assets an assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the Company estimates the asset ’s or cash-generating unit’s recoverable amount. A previously recognized impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable amount since the last impairment loss was recognized. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in the statement of profit and loss and other comprehensive income unless the asset is carried at a revaluated amount, in which case the reversal is treated as a revaluation increase. Impairment of financial assets For assets with an inactive loan agreement the Group applies probability-weighted scenario in determining the possible future use of vehicles - secondary rent or disposal. The outcome of the probability-weighted scenario has been determined based on the Group’s/Company’s historical data. According to management assessment, the carrying amount of secondary rent assets is expected to be recovered principally through a continuing use of it rather than sale transactions, therefore VIU method has been applied. 1) value in use (VIU) - for assets with active loan agreements; and The measurement of impairment losses under IFRS 9 across all categories of financial assets in scope requires judgement, in particular, the estimation of the amount and timing of future cash flows and collateral values when determining impairment losses and the assessment of a significant increase in credit risk. These estimates are driven by a number of factors, changes in which can result in different levels of allowances. The Group’s ECL calculations are outputs of complex models with a number of underlying assumptions regarding the choice of variable inputs and their interdependencies. Elements of the ECL models that are considered accounting judgements and estimates include Probability of Default and Loss Given Default, judgment is applied also when determining significant increase in credit risk. Subsequent events The preparation of the consolidated financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses, and disclosure of contingencies. The most significant areas of estimation and judgement used in the preparation of the consolidated financial statements include assumptions used in Goodwill and other non-financial asset impairment tests, Impairment of financial assets, Determination of fair values and judgements around Going concern and military conflict in Ukraine impact assessment. They are described below among other estimates and judgements used in the preparation of these consolidated financial statements. Although these estimates and conclusions are based on the management’s best knowledge of current events and actions, the actual results may ultimately differ from those estimates. Post-period-end events that provide additional information about the Group’s position at the statement of financial position date (adjusting events) are reflected in the consolidated financial statements. Post-period- end events that are not adjusting events are disclosed in the notes when material. The Group is also acting as an agent in purchasing specific goods and services from 3rd parties on behalf of customers - mainly legal, recruitment and similar services, as it does not obtain control of the service, does not incur inventory risk nor has discretion in determining the sales price. For all other revenue streams the Group concluded that it acts as a principal. Other revenue streams where the Group involves third parties in the provision of services include income from debt collection activities (Group acts as an agent as it does not control the service before it is provided to the customer) and income from car registration services (Group acts as a principal as it controls the asset being registered for the prospective customer). Principal versus agent assessment For assets with an inactive agreement, for which the carrying amount is expected to be recovered principally through disposal, the Group determines the residual value based on FVLCOD method. Assumptions applied for determination of the FVLCOD of assets are based on making a reliable estimate of the price at which a transaction to sell the asset would take place between market participants at the measurement date under current market conditions and on available data from historical sales transactions. The market price is being adjusted for car repair costs, which are estimated based on historical data for an average vehicle repair expenses occurred in 2023. In addition, management considers whether events after the reporting year indicate a decline in the sales prices of such assets. Costs of disposal are incremental costs directly attributable to the disposal of an asset or cash generating unit, excluding finance costs and income tax expense. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 37 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 89 3. Critical accounting estimates and judgements (continued) Forward-looking macroeconomic indicators model for portfolio Assumption 3. Typically, reasonably increasing inflation rate positively affects consumption and economy in general, and therefore reduces PD. However, the Groups customers rather suffers from increase in prices than benefit from income increase. Thus, the Group arrived at the assumption 3: increase in inflation in will affect customers negatively. For each macro indicator three scenarios are obtained – base, best and worse. Base scenario is based on actual data and forecasts. Worse and best scenario is obtained from base scenario increasing or decreasing base scenario by confidence interval of given macro indicator forecast. For each scenario is applied probability of occurring. The impact on PD from each macro indicator is calculated as weighted output across all three scenarios. As for all input macro indicators are applied weights according to their significance to the default rates of the Group customers then the final model output is obtained as sum of weighted output across all macro indicators. 1. GDP growth There are several assumptions made in the model to accommodate the Group customer specifics. The model includes indicators which, based on the Group experts’ opinion and used practice in industry, might have a significant impact on finance products default rates. Such indicators are also widely used by banking and non-banking industry across the world: 1. For each macro indicator chosen 25 data points, one 0 point and another 24 points that reflects indicator change – 12 points with negative change and 12 data points with positive change. The distance between 2 adjacent points is the same for all 24 points and is evaluated considering historical changes in macro indicators. 2. unemployment rate (UR) change The model assumes relation between changes in macro indicators and Stage 1 PD change. If there is strong correlation between Stage 1 PD and macro indicator change then used linear regression equation to determine the impact on PD due to macro indicator changes. If there is no visible correlation between Stage 1 PD and macro indicators change then impact on PD is evaluated based on qualitative analysis of available data and reasonable experts’ assumptions: 3. inflation rate (IR) change. Impairment of loans and advances to customers General description of the model Guided by IFRS 9, the Group assesses forward looking information and incorporates it into impairment model. Impairment change is modelled given expected future changes of macroeconomic factors’ (hereinafter macro model). In 2021 the Group changed Hierarchical Bayes model approach to simplified approached based on relation analysis between changes in input variables and changes in PD and the Group expert’s opinion. Macro model uses several assumptions which were agreed by group of experts. Model assumptions and historical periods for macroeconomic factors are reviewed and analyzed once per year considering available macroeconomic outlooks. Macro model uses expected changes in macroeconomic indicators and assumes the same or similar change to Stage 1 PD. Model incorporates three macro indicators – unemployment rate, inflation rate and GDP annual growth rate, as more relevant for private individuals’ financial stability evaluation. The model is based on actual and forecasted data points. Recalculated in December 2024 model includes macroeconomic indicators as of 2024 Q4 and average of all four 2025 quarter forecasts to predict the effect on Stage 1 PD. Data points average is taken to avoid significant indicator fluctuations due to forecast volatility. The Group built macroeconomic models for each country and business (vehicle/consumer) individually – LV, LT, EE, GE, AM, UZ, KE, UG, MD, RO, MK, AL, LES, ZM, NM, BOT. Data for all cases is taken from the source: https://tradingeconomics.com/indicators. Forecasts are validated by National Banks forecasts. The Probability of Default (PD) The Probability of Default is an estimate of the likelihood of default over a given time horizon, where default is defined as: 1. 61 DPD (Secured loans, matured countries) 2. 35 DPD (Secured loans, non-matured countries) 3. 61 DPD Loans and advances to customers (unsecured loans, car loans) 4. 91 DPD Loans and advances to customers (unsecured loans, acquired businesses). In order to estimate PDs the Group utilizes Markov chains methodology. This methodology employs statistical analysis of historical transitions between delinquency buckets to estimate the probability that loan will eventually end up in default state which is set as absorbing state. The Group uses 12-months continuous horizon window (or smaller if actual lifetime of the product is shorter), and estimation over lifetime is defined as nth power of 12-months matrix (n – depends on the estimated lifetime, e.g., if lifetime is 36-months then n=3). Exposures are grouped into buckets of days past due (DPD) loans. Assumption 1. UR is one of the main variables in the model, and it significantly affects Stage 1 PD. Model’s variables and assumptions 2. For PD impact determination relational table is built that describes linear or piecewise smooth function and its direction changes at 0 point. At 0 point assumed 0 PD impact. For other macro indicator change points impact on PD is evaluated individually based on historical PD rates and PD change in time, as well taking into account each country and product specifics. Then evaluated PD impacts on each macro indicator change point are summarized in table. This table remains fixed until the next year when impact on PD will be reviewed. Determination of impact on PD based on macro indicator change Assumption 2. Okun’s law holds in macro environment affected by macro-economic shocks. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 38 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 90 7.400% 8.50% 15% 7.400% 7.40% 80% 7.400% 6.30% 5% 100% Each scenario also has a specific probability of occurring, which is configurable for each country separately to account for potential differences in macroeconomic outlooks. Recent global macroeconomic trends in the regions where the company operates suggest a challenging environment for the businesses which specialize in financing solutions. The pandemic's disruptions, supply chain pressures, and energy crises in recent years have fuelled inflation and led to tighter monetary policies, reducing credit affordability and loan demand. In emerging markets, high debt levels and exchange rate volatility continue to pose risks, particularly in regions with weak fiscal positions. In such circumstances a significant risk lies in debtors' growing challenges to repay loans, increasing default risks. In order to mitigate that, lending companies must adapt by focusing on risk management, leveraging fintech innovations, and targeting resilient sectors to navigate the economic uncertainty effectively. Considering mentioned information, the Group applies at least 15% probability for worst-case scenario and only 5% for best-case. Last updated forecasts for macroeconomic indicators already reflect actual trends, for example – increase in inflation rate. At this stage base-case scenario is considered as a most possible. Sensitivity test was done to evaluate impact from scenarios probability change. Changing worst-case scenario probability till 50%, no major effect on macro coefficient noticed. But, considering uncertainty in projections, macro coefficient was increased by 1-2pp for Eurozone countries. To obtain final effect on PD from macro indicator change, applied weights for each macro indicator and the final result is taken as a weighted average of macro indicator PD effect. Weights are changed based on their significance in affecting default rate overall. Considering model main assumptions, the Group’s experts evaluate historical relationship and chooses weights for each country individually. In most of the countries UR (unemployment rate) and IR (inflation rate) chosen as main macro indicators and higher weights are applied for them. 2Y forecast Impact on PD Final macroeconomic correction -1.1pp Macro model results To take into account possible economic fluctuations and uncertainty, three scenarios are considered and used for final calculation to arrive at weighted average probability: Weighted scenarios approach 101.1% Group closely following recoveries from defaulted financing receivables and revises LGD rates every month for portfolios based on actual recoveries received. Base case scenario 1.1pp To account for future uncertainty in case the model yields positive PD correction, the Group decided to be prudent and not to apply improving PD effect for impairment correction. - Renewed loans (restored payments capacity after termination) also affect the LGD rate by incorporating recovered cash after renewal of the agreement and comparing it to the exposure at default of the agreements subsequently renewed, implying the cure rate. Cure rate from renewals is calculated over a three-year period. For the 31 December 2024 impairment purposes recovery rate for renewed cases were applied in range of 55% to 96% depending on the market. Above described LGD rate is used for all portfolio groups except for unsecured portfolio part. For unsecured portfolio part LGD is estimated using triangular recovery matrix on all unsecured cases. Received recovery is discounted with effective interest rate depending on the number of months between the date account got unsecured status and the date when recovery was received. Given that majority of the car sales happen before unsecured status, the LGD for unsecured portfolio is higher than for other buckets – as of 31 December 2024 Group average LGD unsecured for portfolios with DPD less than 360 DPD was 75%, respective LGD for portfolio older than 360 DPD was 94%. Loans and advances to customers (unsecured loans, car loans) For unsecured loans LGD is determined based on debt sales market activity and offered prices or based on historical recoveries. For the later stages (DPD 360) LGD is set to 100%. 100.0% Illustration of example: UR impact evaluation on PD: Scenarios Worst case scenario 0pp 1. base case scenario - based on actual data and forecasts by external source. 3. best case scenario - based on expert judgement of potential improvement of macroeconomic indicators. 3. Critical accounting estimates and judgements (continued) - The sample used for LGD calculation consists of all the financing receivables that have been defaulted historically. If termination of the contract happens before default state is reached, then loan is considered defaulted (early default) and it is considered in LGD sample. Subsequent recoveries on such loans are monitored on a monthly basis. Recoveries from regular collections process, car sales, cessions and legal process are followed. Loans and advances to customers (unsecured loan, businesses acquired in 2020 and 2023) LGD is calculated using triangle recovery matrix built on all defaulted loans. Received recovery is discounted with effective interest rate depending on the number of months between the date account got into default and the date when recovery was received. For later stages (DPD 360) LGD is set to 100%. Current rate Difference (p.p.) Likelihood of the scenario Worse and best scenario is obtained from base scenario increasing or decreasing base scenario by confidence interval of given historical macro indicators. Confidence intervals are calculated based on last 24 or more macro indicator data points applying confidence level of 99%. How long period is taken is indicated for each country and indicator separately. 2. worst case scenario - based on expert judgement of potential worsening of macroeconomic indicators. Best case scenario 93.7% Loss Given Default 109.6% Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 39 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 91 The Group has decided to use these beneficial tax regimes to reinvest profits in further development of respective subsidiaries, therefore it does not plan to distribute dividends from subsidiaries in these countries in the next 5 years. The Group controls the process of dividend distribution and does not plan to distribute dividends from subsidiaries of these countries for year 2024 and after in the foreseeable future: 5 year horizon is considered appropriate given the Group's planning cycle. Receivables from related parties inherently are subject to the Group’s credit risk. Therefore, a benchmarked PD and LGD rate - based on Standard & Poor's corporate statistics studies has been applied in determining the ECLs. Loans and advances to customers (unsecured loan, businesses acquired in 2020 and 2023) EAD is calculated using the sample of defaulted loans. Outstanding balance of defaulted loans is divided by outstanding balance of the same accounts 12 months ago. Observation window can be shortened; however, it cannot exceed 12 months to avoid overestimation of EAD which may lead to underestimation of ECL. As of 31 December 2024, EAD is applied for Stage 1 and Stage 2. See further information in Note 20. At each reporting date, the Group’s management analyses the recoverability of deferred tax and reduces the deferred tax asset if it is no longer probable that during the period of utilization of tax losses future taxable profits will be available against which unused tax losses can be utilized (Note 18). Exposure at default (EAD ) modelling In estimating fair value for the share option the most appropriate valuation model would depend on the terms and conditions of the grant. In 2019 fair value of employee share options has been estimated by first establishing the fair value at the grant date of the relevant issuer company/group applying discounted cash flow valuation methodology and same assumptions as the ones used in value in use estimation (refer to Goodwill impairment tests). Subsequently, the estimate is adjusted by the number of options granted, vesting period and the employee turnover rates in the respective grade. Significant increase in credit risk for related party transactions is determined based on information available in the Group about the financial performance of the related parties. Financial position of related parties as at impairment assessment date is compared to that when the exposure was originated. Further 30 days past due back stop indicator is utilized to transfer exposures to Stage 2. There are call and put options included in Eurobond prospectus. The Group may redeem all of the outstanding Eurobonds in full prior to the their maturity date, at 102.375 percent of the nominal amount if is exercised up to 18 October 2025; and 100% of the Nominal Amount if the call option is exercised after 18 October 2025. There is also a put option possibility in case of change of control event, breach of certain financial covenants, ultimate beneficial owner of the Group being included into a sanction list of the European Union and the USE, then each bondholder has the right to request that all, or only some, of its Eurobonds are repurchased at a price of 101.00 percent of the nominal amount plus accrued unpaid interests. The Group’s management has evaluated that the embedded derivatives are not contractually separable, not contractually transferrable independently and have the same counterparty. Each option’s exercise price is approximately equal on each exercise date to the amortized cost of bond, therefore these embedded derivatives are not separated from the host contract. Fair value of employee share options Exposure at default is modelled by adjusting the unpaid balance of loan receivables as at the reporting date by expected future repayments during the next 12 months. As of 31 December 2024, it is applied for Stage 1 exposures only. This is performed based on contractual repayment schedules, adjusted for historical prepayment rate observed. Historical prepayment patterns are assumed to be a reliable estimate for future prepayment activity. Impairment for loans to and receivables from related parties The Group’s employees have entered a share option agreement with the Parent Company or the Parent Company’s shareholders and Subsidiaries. Under the agreements respective employees obtain rights to acquire Parent company’s or certain subsidiaries’ shares under several graded vesting scenarios. The respective option would be classified as an equity-settled share-based payment transaction in Group’s consolidated financial statements in accordance with IFRS 2. There are cash settlement alternatives. Given absence of an ongoing sale of any of Subsidiaries or the Parent or any listing process initiated and other relevant cash settlement events, then cash settlement is considered not to be probable and the Group does not have a present obligation to settle in cash. The Group’s management has determined the fair value of the share options and recorded expenses related to this transaction and recognized a respective component of equity. See further information in Note 17. Recoverability of deferred tax asset 3. Critical accounting estimates and judgements (continued) In Latvia, Estonia and Georgia legal entities are required to pay income tax on earned profits in accordance with local legislation on Corporate Income Tax. Corporate income tax would be paid on distributed profits and deemed profit distributions. Corporate income tax on dividends would be recognized in the statement of profit and loss as expense in the reporting period when respective dividends are declared, while, as regards other deemed profit items, at the time when expense is incurred in the reporting year. Separation of embedded derivatives from the host contract The Group has certain call and put option arrangements that can accelerate repayment of the issued bonds. These options arise out of bond (host contract) prospectus and meet the definition of an embedded derivative in accordance with IFRS 9. Deferred Tax Liability on unremitted earnings Deferred tax assets are recognized for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilized. Significant management judgment is required to determine the amount of deferred tax assets that can be recognized, based upon the likely timing and level of future taxable profits together with future tax planning strategies. The deferred tax assets are recognized based on profitability assumptions over 3 year horizon. In developing these assumptions the Group considers both positive and negative evidence of past performance and future development plans to ensure that assumptions used are reasonable, realistic and achievable. The future taxable profit of 2025-2026 has been approved by the Management Board, while 2027 is considered as plausible taxable profit of the Group. Budgeting models used are the same as the ones used in goodwill impairment tests. Due to above mentioned reason, the Group has not recognized deferred tax liabilities. Capitalization of development costs For capitalization of expenses in process of developing Group's enterprise resource planning (ERP) system and other IT systems management uses certain assumptions. Capitalization of salary expenses of IT personnel is based on employee time sheets and personnel involved in development dedicate up to 80% of their time on developing new functionality. Therefore up to 80% of salary expenses of involved personnel are capitalized under Other intangible assets while remaining 20% are recognized as salary expenses in Statement of profit and loss. Expenses from amortization of capitalized development costs are included in statement of profit and loss caption "Administrative expense". Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 40 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 92 The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate. The Group has used market rates in each of the countries as its incremental borrowing rate. The discount rate applied is obtained from official state government institutions as the average market rate available at the beginning of the lease agreement for loans over a similar term, security, value and applied in similar economic environment. The Group considers market rates used as an appropriate measure for incremental borrowing rates as they correctly reflect the ability the respective subsidiary to finance a specific asset purchase in each of the jurisdictions given the Group’s wide geographical coverage, its track record in ability to raise public debt and the overall financial results of the Group and each subsidiary individually. Lease term determination under IFRS 16 (Group as a Lessee) 3. Critical accounting estimates and judgements (continued) Significant management judgement is used for estimating provisions in relation to tax amounts disputed with tax authorities. For more details see Note 34. Please refer to Note 44 for disclosure of and relevant inputs for fair value techniques applied to financial assets and liabilities. The Group has entered into vehicle leases on its rental fleet (Note 21). These lease agreements have a non-cancellable term of 6 months and an optional term of up to 72 months. After the non-cancellable term of 6 months the lessee can return the leased asset to the Group and losses associated with the cancellation are borne by the Group. The leased asset is not transferred to lessee at the end of lease term. The Group has determined, based on an evaluation of the terms and conditions of the arrangements, such as the lease term not constituting a major part of the economic life of the leased assets and the present value of the minimum lease payments not amounting to substantially all of the fair value of the leased asset, that it retains all the significant risks and rewards of ownership of these assets and accounts for the contracts as operating leases. Measurement of fair values The Relief-from-royalty method was used for measuring the fair value of trademarks obtained. The relief from-royalty method considers the discounted estimated royalty payments that are expected to be avoided as a result of the patents or trademarks being owned. Management’s key assumptions used to determine the value of trademarks were as follows: Average cash flow forecast (5 Year) revenue growth rate is 19% per year (range 10% - 37%) Long term revenue growth rate is 0% as a matter of prudence for fair value estimation. Average trademark royalty rate is 0.9% (range 0.9% - 1.1%) Average discount rate is 25.4% (range 22.2% - 32.0%) Lease classification for rental fleet (Group as a Lessor) Other intangible assets obtained in business combinations The With and Without Method (WWM) was used for measuring fair value of DAS Access asset acquired. The WWM estimates an intangible asset’s value by calculating the difference between two discounted cash-flow models: one that represents the status quo for the business enterprise with the asset in place, and another without it. Management’s key assumptions used to determine the value of DAS Asset were as follows: Loan issuance growth rate is 18% Long term growth rate is 0% as a matter of prudence for fair value estimation. Expected Loss (EL) for DAS loans issued: With asset is 8.0%; Without asset is 25.0% Discount rate is 32% Trademarks obtained in business combinations during 2023 Depreciated replacement cost technique was used for measuring the fair value of Intangible assets obtained (excluding Trademarks and DAS Access Asset). Depreciated replacement cost reflects adjustments for functional and economic obsolescence of assets obtained. Obtaining control over obtained entities Lease liability incremental borrowing rate determination under IFRS 16 (Group as a Lessee) As additional factor considered is the way how local lenders would approach the asset financing at each subsidiary level. The two most important factors assessed would be the potential borrower’s (in this case Group’s subsidiary’s) financial position and the asset that is being financed (i.e. the quality of the security). As per Group’s assessment each of the Group’s subsidiaries would qualify as a good quality borrower in the local markets in the context of overall Group results. IFRS 16 requires that in determining the lease term and assessing the length of the non-cancellable period of a lease, an entity shall determine the period for which the contract is enforceable. In assessment of lease term determination the Group considers the enforceable rights and obligations of both parties. If both the lessee and the lessor can terminate the contract without more than an insignificant penalty at any time at or after the end of the non-cancellable term, then there are no enforceable rights and obligations beyond the non-cancellable term. For lease agreements without a fixed term and agreements that are “rolled over” on monthly basis until either party gives notice the Group considers that it does have enforceable rights and obligations under such agreements, therefore a reasonable estimate of the lease term assessment is made. Property, plant and equipment obtained in business combinations Depreciated replacement cost technique was used for measuring the fair value of Property, plant and equipment obtained. Depreciated replacement cost reflects adjustments for physical deterioration as well as functional and economic obsolescence of assets obtained. During 2023 the Group obtained several new subsidiaries in a transaction where legal ownership of the companies was obtained through obtaining of a holding entity EC Finance Group SIA. The Group assumed full control over the newly obtained entities from the moment of signing the agreements since they include clauses granting the Group the power to govern the obtained entities from day of signing the share obtaining agreements. Accordingly, the Group concluded that control in accordance with IFRS 10 was exercised and commenced consolidation of the subsidiaries. The management of Eleving Group S.A. evaluated whether the acquisition of EC Finance Group SIA is considered as “transaction under common control”, whereas such transactions are outside of the scope of IFRS 3 “Business combinations”. Such evaluation was performed due to the fact that CI Holding AS and Eleving Group S.A. has overlapping shareholders. However, after careful consideration and interpretation of IFRS Accounting Policies, the management determined that the transaction should not be treated as under common control. This determination was made due to the impact of the transaction on minority shareholders, leading the management to conclude that the acquisition method prescribed by IFRS 3 should be applied. Consequently, the transaction falls within the scope of IFRS 3 for business combinations. When determining the lease term, the Group considers all relevant facts and circumstances that create an economic incentive for the lessee to exercise an option to renew or not to exercise an option to terminate early. When assessing whether the Group is reasonably certain to exercise an option to extend, or not to exercise an option to terminate early, the economic reasons underlying the Group's past practice regarding the period over which it has typically used particular types of assets (whether leased or owned) are considered. Furthermore, the following factors are considered: level of rentals in any secondary period compared with market rates, contingent payments, renewal and purchase options, costs relating to the termination of the lease and the signing of a new replacement lease, costs to return the underlying asset, nature and the level of specialization of the leased assets, asset location, availability of suitable alternatives and existence of significant leasehold improvements. See Note 22. Provisions Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 41 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 93 EUR * - In 2024 the Group more actively performed sales transactions of bad debts thus its impairment expense of sold receivables increased compared to previous year while change in impairment of remaining portfolio was relatively low. In 2023 the Group sold less doubtful receivables therefore the cost of impairment of sold receivables were less while change in impairment was higher. 27 825 505 23 807 651 4 912 231 - Mogo Leasing d.o.o. (Bosnia&Herzegovina) – liquidated in 2024; - Rocket Leasing OOO (Belarus) – liquidated in 2024; - Autotrade OOO (Belarus) – sold in early 2024; - MOGO Kredit LLC (Belarus) – sold in early 2024. TOTAL: 2023 76 785 582 Gross expenses from debt collection activities 97 959 131 4. Interest revenue Disposal groups and discontinued operations Interest income from unsecured receivables according to effective interest rate method 776 958 617 215 203 749 375 EUR 2023 Interest income from impaired Stage 3 loans amounts to EUR 2 116 441 (2023: EUR 1 898 445). TOTAL NET INTEREST: 3. Critical accounting estimates and judgements (continued) (627) EUR 2 423 808 - 42 102 621 (332 150) 381 300 Change in impairment in other receivables (Note 29) 427 961 3 796 7 754 726 9 030 123 7 479 821 203 749 375 EUR EUR 176 297 775 6 707 269 Interest expense on issued bonds Interest derecognized due to derecognition of portfolio from Group's assets - 176 297 775 2 034 840 Disposal of impairment after sale of the respective receivables 241 165 Change in impairment in trade receivables (Note 28) Change in impairment in assets held for sale (Note 32) 132 938 (612 092) 17 336 331 (347 044) EUR Change in impairment in loans to related parties (Note 24) EUR Written off debts 24 908 092 - 65 640 13 445 199 11 418 379 2024 Change in impairment in loans and advances to customers (Note 23) 297 207 EUR 39 846 624 Change in impairment in rental fleet (Note 21) Change in impairment of intangible assets (Notes 20) (5 404 010) Change in impairment of finished goods and goods for resale (Notes 26) 23 075 082 (49 727) (27 303) 10 076 029 (61 895) (3 369 170) 4 113 572 (4 874 045) 7. Impairment expense 2024 9 399 425 EUR TOTAL: 2023 105 173 029 8 968 142 As a result of these decisions some entities have been sold in 2024, but for some entities the process of liquidation has been completed. Due to these reasons all of the following group subsidiaries as at 31 December 2023 were classified as subsidiaries held for sale or under liquidation and as discontinued operations in 2023 and 2024: 5. Interest expense 2024 2023 Gross interest income (2 450 237) Other interest income according to effective interest rate method 2023 6. Fee and commission income related to financing activities Interest expenses for other borrowings 2 952 186 Income from penalties received Interest expenses for loans from P2P platform investors Interest expenses for lease liabilities 825 878 Income from commissions Gross and net earned interest are as follows: Gain/(loss) from contracts with customers recognized point in time related to debt collection activities: TOTAL: Total fees and commissions income: EUR 2024 1 249 392 612 263 203 749 375 176 298 402 2024 2023 At the end of 2021 the Group made a decision to fully exit the Balkan region with its car financing business as well as in late 2023 the Group decided to exit also from Belarus. EUR 41 520 275 37 499 444 TOTAL: Revenue from contracts with customers recognized point in time: Interest expenses for bank liabilities and related parties Gross income from debt collection activities Interest income from secured receivables according to effective interest rate method 3 663 653 98 735 235 EUR Interest income contains earned interest on portfolio derecognized from Group's assets due to being listed on P2P platform and having no buy back obligation. TOTAL: Interest expenses on financial liabilities measured at amortised cost: 727 919 2024 9 331 627 Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 42 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 94 The Group has scaled down its operating lease business line therefore income from this revenue stream has reduced compared to previous year. TOTAL: 1 759 100 1 159 323Net gain/(loss) arising from cession of loans and advances to customers and rent contracts Total Net revenue from contracts with customers recognized point in time During 2023 and 2024 the Group performed cessions of doubtful loans and advances to customers receivables to non related parties. The Group uses opportunities to sell receivables in cession to improve cash flow and reduce debt collection related expenses associated of recovering of doubtful debts. Income arising from cession of loans and advances to customers receivables to non related parties 53 107 1 705 993 EUR EUR 8. Net gain/(loss) from de-recognition of financial assets measured at amortized cost 2024 2023 1 936 451 2023 EUR EUR 6 463 6 922 Loss arising from cession of customers receivables to non related parties (47 731) 3 700 998 (1 789 166) 2 748 356 3 454 728 EUR 11. Revenue from car sales and other goods 26 671 Service fee for using P2P platform TOTAL: EUR (1 789 166) 7 074 452 TOTAL: Other marketing expenses 551 230 215 735 Radio advertising 2023 EUR EUR Online marketing expenses 12. Selling expense TOTAL: EUR 7 074 452 1 342 637 2024 6 426 852 Other selling expenses TOTAL: 2 021 612 799 397 2 172 727 484 711 582 692 515 228 147 285 TV advertising EUR 4 560 016 During 2023 the Group has started car sale and mobile phone sale business in Kenya which has resulted in significant increase in revenue from this business line. In 2024 the Group continued expansion of this business line. 621 402 1 816 998 1 286 993 Affiliate fees Expenses from contracts with customers recognized point in time: (6 559 224) 2023 Total marketing expenses Customer insurance expenses 7 203 030 2024 1 700 614 Expenses from sale of vehicles and other goods 1 936 451 432 044 Loss arising from cession of loans and advances to customers receivables to non related parties TOTAL: (378 937) Loans and advances to customers Receivables from rent contracts Income arising from cession of customers receivables to non related parties 1 152 401 54 653 (4 626 282) EUR 2024 The Group then separately recognizes net losses arising from derecognition of the ceded portfolio, which is reduced by the respective cession income. 4 067 111 2023 Revenue from contracts with customers recognized point in time: 10. Revenue from leases 4 067 111 TOTAL: 2 748 356 895 450 EUR 987 970 5 778 683 (1 995 005) 895 450 Income from sale of vehicles and other goods 987 970 (6 559 224) When loans and advances to customers portfolio is sold in cession the Group reverses the respective part of impairment allowance of the ceded assets (Note 23). 9. Expenses related to peer-to-peer platform services 2024 2024 2023 Revenue from operating lease Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 43 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 95 2024 2023 2024 2023 EUR EUR EUR EUR 222 231 75 74 60 72 2 3 - 61 184 195 - 2 203 139 86 73 179 163 23 21 57 57 71 75 233 355 723 833 15 59 273 257 58 50 13 11 112 86 Income from management services 567 920 476 572 Albania Lithuania Armenia Belarus 1 198 499 Credit database expenses 947 413 Social security contribution expenses 502 877 631 353 TOTAL: 4 685 618 Remuneration 4 182 741 4 376 041 5 007 394 1 649 342 Communication expenses 640 586 667 357 Other personnel expenses 1 206 002 Transportation expenses 1 319 030 1 060 195 Members of the Management EUR 757 986 86 796 13. Administrative expense 2024 9 854 800 927 972 1 800 781 1 450 133 832 018 9 442 554 Office and branches' maintenance expenses 3 480 022 2 802 696 2 928 259 IT services Amortization and depreciation 41 807 837 3 220 247 Insurance expenses Country 182 197 50 946 23 990 181 804 39 093 TOTAL: 74 700 997 Expenses from disposal of rental fleet and other fixed assets Real estate tax 132 126 863 * - Including vacation accruals. Although total amount of employees has reduced, total salary costs for the year have increased due to the fact that the EC Finance Group SIA (obtained in second half of 2023) has contributed salary expenses for full year in 2024 compared to only half year in 2023. The audit company provided 6 month 2024 ISRE 2410 review services and issued a comfort letter on the proposed international public offering. Total amount of these services consisted of EUR 427 000. No other permitted non-audit-services were provided to the Group by the auditor and member firms of its network during the year. Key management personnel compensation Key management personnel is considered to be all Group top management employees, regional management employees and country managers. 524 651 503 786 1 816 439 Donations Employee recruitment expenses 232 966 In 2024 the audit company also provided services related to interim dividend distribution in total amount of EUR 15 900 (2023: EUR 25 200). Low value equipment expenses 139 082 North Macedonia There are no amounts receivable or payable as of 31 December 2024 with members of the Group’s Management (none at 31 December 2023) for any past transactions. There are no emoluments granted for current and for former members of the management and commitments in respect of retirement pensions for former members of the management. In 2024 the Group employed 2 589 employees (in 2023: 2 817). Amounts included in 'Professional services' line. Other administration expenses 1 804 125 Moldova ** - Revenue associated with these transactions is presented as revenue in net amount in these consolidated financial statements. 2024 2023 EUR 63 246 010 TOTAL: Botswana - EUR EUR TOTAL: EUR Gross revenue from agency services 2 368 739 * - Additionally to its main services provided by the Group to its customers, the Group also provides other minor supplementary services which improve customer experience. Such services are not significant part of the Groups' service portfolio on individual type basis, thus are aggregated and disclosed as 'Supplementary services'. Revenue from contracts with customers recognized point in time where the Group acted as an agent ** 2024 2023 140 173 271 600 EUR 888 562 2 859 320 1 890 635 1 003 605 (140 173) Country Mauritius Ukraine Latvia Uzbekistan Other operating income 400 765 2024 2023 14. Other operating income Georgia (271 600) Audit fees for Group’s entities’ 2024 financial statements audit amounts to 683 660 EUR, the Parent Company - 138 000 EUR (2023: EUR 549 930; the Parent Company – 80 430 EUR). Zambia Gross expenses from agency services Supplementary services income Bosnia&Hercegovina Namibia Uganda Kenya Lesotho Estonia Romania 3 827 765 - GPS tracking service expenses Bank commissions Professional services 4 057 927 1 539 965 2023 Employees' salaries 34 814 751 EUR EUR Business trip expenses Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 44 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 96 31.12.2024 31.12.2023 2024 2023 EUR EUR EUR EUR 164 988 251 308 (75 462) (64 391) 2 126 423 229 918 1 610 477 137 428 2 291 411 481 226 1 535 015 73 037 (2 350 119) (2 846 009) 523 335 (76 945) (245 902) (196 978) (32 939) 54 514 (7 483 783) (4 720 754) (1 633 653) 289 392 - - (1 048 682) 1 198 508 (1 405 199) (1 595 324) 341 171 (2 098 557) (11 485 003) (9 359 065) (1 850 768) (633 088) (9 193 592) (8 877 839) (315 753) (560 051) - - 732 929 (1 758 559) (9 193 592) (8 877 839) 732 929 (1 758 559) 9 123 453 16. Net foreign exchange result Non-deductible VAT from management services - 3 504 857 Current corporate income tax charge for the reporting year 8 203 820 8 324 461 Credit default swap expenses 3 083 292 Withholding tax expenses 3 824 459 3 594 500 Currency exchange gain 19 179 090 1 479 779 Current corporate income tax liabilities 729 149 (1 758 559) Deferred corporate income tax liability EUR 1 646 501 Expense from associates accounted under equity method Deferred corporate income tax due to changes in temporary differences EUR 2024 2023 732 929 2023 2024 * - On December 16, 2024, the Romanian tax authorities concluded a VAT audit of Eleving Group's company for 2017–2022, assessing an additional EUR 3 million in VAT liabilities. Utilizing Romania's tax amnesty provisions, the company settled only the assessed tax amount by the January 20, 2025 deadline, while actively contesting the findings, with a formal appeal submitted by January 31, 2025. Additional VAT calculated by tax authorities in Romania 3 030 217 EUR Corporate income tax charged to the income statement: 6 385 833 TOTAL: 31.12.2024 TOTAL: 3 591 081 2023 15. Other operating expense 2024 18. Deferred corporate income tax Balance sheet Unused vacation accruals 490 439 Income statement 31.12.2023 Accelerated depreciation for tax purposes Currency fluctuation effect Other Deferred corporate income tax asset 623 908 3 591 081 729 149 1 338 248 1 352 161 Other operating expenses Net deferred corporate income tax assets Net deferred corporate income tax expense/ (benefit) The Group believes that tax asset arising from tax losses will be utilized in nearest few years with future profits as well as asset arising due to temporary impairment cost recognition when low performing portfolio will be sold to third parties. Net deferred tax liability/ (asset) Impairment EUR EUR In the statement of profit and loss Increase in net deferred tax asset: 8 936 749 EUR Corporate income tax liabilities have increased in 2024 compared to 2023 mainly due to subsidiaries in Africa obtained in 2023. Those subsidiaries have generated taxable profits in 2024 which caused increase of corporate income tax liabilities at year end. Other Gross deferred tax liability Gross deferred tax asset EUR (15 469 241) (2 737 620) 6 565 902 Unrecognized deferred tax liability for undistributed dividends as described in Note 3 comprises 10 030 374 EUR. (2023: 9 406 035 EUR) 13 834 721 10 133 640 EUR Currency exchange loss 17. Corporate income tax 3 709 849 TOTAL: ** - a subsidiary of the Parent company - Mogo LT UAB, has signed a credit default swap agreement with a former company of the Group - Risk Management Services OU. Based on this contract the Group incurs credit default swap expenses in return for an insurance of the default of Mogo LT UAB loans and advances to customers portfolio. Tax loss carried forward Main impact comes from currency rate fluctuations of Kenya Shiling. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 45 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 97 Tax loss EUR 3 852 603 2025 6 787 321 2025-2026 20 813 333 2026-2027 3 703 855 2027-2028 2 253 199 2028-2029 2 462 672 2029-2030 39 872 983 *** - 'Other' contains other non-temporary differences as well as impact of consolidation adjsutments. 2 247 180 1 876 026 8 936 749 2 062 902 2 506 292 2 998 449 Green Power Trading LTD Tax loss for 2023 For all countries the asset is deemed recoverable based on trends of historical performance and estimates of future results. Deferred tax asset has been recognized in subsidiaries in following countries: Subsidiary 233 480 Business not related expenses (donations, penalties and similar expenses) 19. Discontinued operations 438 623 ExpressCredit Cash Advance Ltd 4 894 168 Profit (loss) from discontinued operations, net of tax (3 745 069) (270 622) 2023 696 529 Kredo Finance SHPK Tax at the applicable tax rate Recognition of deferred taxes mainly is driven from accumulated tax losses from entities in Mauritius and Uganda as well as temporary differences in taxable impairment in Kenya. 45 812 Unrecognized deferred tax asset 6 565 902 (2 675 034) Results from operating activities, net of tax Elimination of expenses related to inter‑segment sales - 1 104 241 EUR 2 851 645 All following entities are classified as discontinued operations in these consolidated financial statements: Interest income (552 901) (552 901) Expenses 2 554 390 ** - In Latvia, Estonia and Georgia corporate income tax expenses are not recognized starting from 2017 or before in accordance with local legislation. See further information in Note 3. Tax loss for 2024 Income tax 2 538 954 5 195 218 467 341 ExpressCredit Proprietary Ltd 122 887 (807 112) 23.68% 2 262 943 1 834 029 8 877 839 183 174 241 880 Tax losses for which no deferred tax assets are recognized by the Group may be utilized as follows for carry forward: Expiry term TOTAL: 2023 YesCash Group Ltd Mogo Auto Ltd 244 876 271 449 Effective income tax rate MOGO LOANS SMC LIMITED 276 011 23.05% * - Tax rate for the Parent company for year 2024 - 24,94% (2023 - 24,94%) 18. Deferred corporate income tax (continued) - Mogo Leasing d.o.o. (Bosnia&Herzegovina), liquidation process finished in Q1 of 2024 - Rocket Leasing OOO (Belarus), company sold in January 2024 - Autotrade OOO (Belarus), company sold in January 2024 - MOGO Kredit LLC (Belarus), company sold in January 2024 Results of discontinued operation 900 598 2024 780 691 28 482 002 Tax loss for 2019 Tax loss for 2020 Tax loss for 2021 Undistributed earnings taxable on distribution** YesCash Zambia LTD Profit before tax Effect of different tax rates of subsidiaries operating in other jurisdictions 9 412 472 EUR 2024 Tax loss for 2022 Tax losses for which no deferred tax assets were recognized by the Group for previous reporting period consisted of EUR 38 632 230. Deferred tax asset not recognized due to the above reason in amount of 8 824 652 EUR. (2023: 8 548 066 EUR). 354 482 145 978 37 740 465 TOTAL: (3 146 455) 9 193 592 EUR EUR 2023 Actual corporate income tax for the reporting year: 301 050 EUR 768 112 2024 EUR (185 911) (572 496) (2 534 833) 7 103 411 5 596 409 Other debt collection income/(expense) External revenue Actual corporate income tax charge for the reporting year, if compared with theoretical calculations: Deferred tax asset 311 281 531 251 Other 106 073 External expenses 645 225 The potential income tax consequence attached to the payment of dividends in 2024 amounts to 624 339 EUR. (2023: 624 736 EUR.) Other Non-temporary differences: As of end of 2023 the Group had either sold or was in active liquidation process of its vehicle business operations in the Balkan region. In 2022 the Group had decided to fully exit from the Balkan region as a geographical market with its vehicle financing business line while retaining its consumer financing business lines in the region. Due to this reason the Group had decided to classify the vehicle financing operations in Bosnia-Herzegovina as well as Poland as discontinued operation and present their results separately. The subsidiary in Bosnia-Herzegovina was liquidated in 2024. Also in 2023 the Group decided to exit Belarus as a geographical market therefore several subsidiaries in Belarus are also classified as discontinued operations. As of end of 2024 all entities in Belarus are either sold or liquidated. The Group does not have any discontined operations at 2024 year end. 946 410 (2 640 828) 393 509 (291 447) Results from operating activities Gain on sale of discontinued operation/(loss) on measurement to fair value less costs to sell of the disposal group Deferred tax assets have not been recognized mainly in respect to tax losses arisen in Luxembourg and Ukraine as there may be no future taxable profits available in the foreseeable future. Subsidiaries in Ukraine have been loss-making and there are no other tax planning opportunities or other evidence of recoverability in the near future. Recoverability of deferred tax asset in Luxembourg in nearest future is also unlikely. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 46 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 98 Goodwill Trademarks TOTAL EUR EUR EUR EUR EUR EUR 4 659 049 14 789 632 2 151 085 409 993 2 561 078 22 009 759 - (6 148 194) - (149 820) (149 820) (6 298 014) 4 659 049 8 641 438 2 151 085 260 173 2 411 258 15 711 745 - 2 474 926 - 1 060 536 1 060 536 3 535 462 2 148 006 7 798 508 1 072 000 1 860 778 2 932 778 12 879 292 - 904 566 - (904 566) (904 566) - - (366 717) - (2 144) (2 144) (368 861) - (75 263) - (37 423) (37 423) (112 686) - 9 555 - (6 455) (6 455) 3 100 - (3 081 502) - (55 817) (55 817) (3 137 319) - 76 879 - 15 177 15 177 92 056 - (6 096 372) - (26 298) (26 298) (6 122 670) - 62 254 - 1 902 1 902 64 156 - (65 640) - - - (65 640) - (18 713) - 4 515 4 515 (14 198) 6 807 055 25 535 207 3 223 085 2 380 719 5 603 804 37 946 066 - (15 271 288) - (210 341) (210 341) (15 481 629) 6 807 055 10 263 919 3 223 085 2 170 378 5 393 463 22 464 437 - 1 477 326 - 3 066 640 3 066 640 4 543 966 - 3 104 261 - (3 104 261) (3 104 261) - - (27 829) - (56 760) (56 760) (84 589) - 77 316 - 3 239 3 239 80 555 - (3 166 962) - (33 582) (33 582) (3 200 544) - 7 589 - 51 646 51 646 59 235 - 49 244 - (872) (870) 48 372 6 807 055 30 166 281 3 223 085 2 289 577 5 512 662 42 485 998 - (18 381 417) - (193 149) (193 147) (18 574 566) 6 807 055 11 784 864 3 223 085 2 096 428 5 319 515 23 911 432 Name * - During 2023 the Group obtained the EC Finance Group SIA as a whole group with its 'Express Credit' brand. Goodwill from this transaction was recognized on the group as a whole instead of individual subsidiaries due to the fact that the Group considers whole EC Finance Group SIA as one cash generating unit therefore does not recognize goodwill on each individual subsidiary obtained. Split of goodwill per cash generating unit: 6 807 055 (104 578) Each cash generating unit represents a subsidiary of the Group. EUR Cost - - 6 807 055 451 894 646 063 Exchange difference, net Cost Net cash flows for the year Accumulated amortization - (290 860) 298 738 Intangible assets (7 511 859) Mogo UCO (Armenia) * Internally generated intangible assets mainly consist of Group's developed ERP systems. Carrying amount of ERP systems at reporting year end was EUR 11 613 281. Expected amortization period is 7 years with year 2030 end date. Carrying amount has increased as the Group continued to make investments in further development of the systems. Other receivables 80 050 Disposals (cost) 2 148 006 182 028 182 028 Amortization costs are included in the caption "Administrative expense". Disposals (cost) Exchange difference, net Exchange difference, net Cash and cash equivalents disposed of Total disposed assets EUR 5 078 806 Other liabilities Net cash from financing activities Net cash used in operating activities (9 541 121) 401 587 253 509 (963 696) - (145 140) - - Reclassification Accumulated amortization 646 063 UAB mogo (Lithuania) OU Primero Finance (Estonia) (104 578) 298 738 80 050 Reclassified from assets held for sale (amortization) Net cash from investing activities - (9 543 419) (8 050 101) 2024 TIGO Finance DOOEL Skopje (North Macedonia) Cost 31.12.2023 2 148 006 EUR (14 875 734) 31.12.2024 2 045 004 2023 Acquisition of a subsidiary through business combination Reclassification Acquisition of a subsidiary through business combination (amortization) Amortization charge Disposals (amortization) - 3 000 276 (561 080) 2024 Additions 3 000 276 (405 104) Cash flows from discontinued operation AS mogo (Latvia) Impairment Net assets and liabilities - Effect of disposal on the financial position of the Group (9 556 863) As at 31 December 2023 Tangible assets 8 175 838 EUR Deferred tax asset - 20. Intangible assets Loans and advances to customers EC Finance Group SIA Exchange difference, net Accumulated amortization 2023 Internally generated intangible assets Reclassified to assets held for sale (cost) - - 2023 EUR Other intangible assets SUBTOTAL Other intangible assets Net cash outflows Mogo LLC (Georgia) 2024 451 894 As at 1 January 2023 Amortization charge Disposals (amortization) Additions EUR As at 31 December 2024 19. Discontinued operations (continued) Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 47 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 99 Name Amount 13.4 million EUR 39.1 million EUR 11.8 million EUR 10.1 million EUR 9.6 million EUR 9.6 million EUR 19.7 million EUR Name Rate 31.4% 27.8% - 54.3% 15.6% 14.8% 15.9% 30.0% 28.3% Name Amount 8.5 million EUR 37.0 million EUR 6.8 million EUR 6.7 million EUR 6.4 million EUR 8.8 million EUR 15.8 million EUR Name 3.5% 31.4% 0.0% 165.4% 2.1% - 4.9% 27.8% - 54.3% 0.0% 294.2% 2.2% 15.6% 0.0% 73.8% 2.0% 14.8% 0.0% 152.9% 2.5% 15.9% 0.0% 112.7% 4.5% 30.0% 0.0% 3903.5% 5.0% 28.3% 0.0% 5703.3% OU Primero Finance (Estonia) UAB mogo (Lithuania) EC Finance Group SIA EC Finance Group SIA Sensitivity analysis was performed to assess changes to key assumptions that could influence whether the carrying value of the units exceeded their recoverable amounts. The results of this analysis indicate that for all units, the recoverable amount would not be below the carrying amount including goodwill (i.e. goodwill would not become impaired), if terminal growth rates decreased by 0.5% and discount rates increased by 5%. UAB mogo (Lithuania) EC Finance Group SIA TIGO Finance DOOEL Skopje (North Macedonia) 2024 actual figures were used as a starting point in these models, and took into account management's expectations of the future performance of each unit. Currently applied values Mogo UCO (Armenia) AS mogo (Latvia) Discount rate Mogo UCO (Armenia) EC Finance Group SIA Terminal growth rate Adjusted values AS mogo (Latvia) Discount rate Mogo LLC (Georgia) The recoverable amounts for each unit were calculated based on their value in use, determined by discounting the future cash flows expected to be generated from the continuing activities of the units. No impairment losses were recognized because the recoverable amounts of these units including the goodwill allocated were determined to be higher than their carrying amounts. The calculations of value-in-use were based on free cash flow to equity approach to each unit respectively, discounted by estimated cost of equity. The value-in-use calculations are most sensitive to projected operating cash-flow, terminal growth rates used to extrapolate cash flows beyond the budget period, and discount rates. Projected operating cash-flow figures were based on detailed financial models. Discount rates reflect the current market assessment of the risk specific to each unit. Mogo LLC (Georgia) TIGO Finance DOOEL Skopje (North Macedonia) As at 31 December 2024, goodwill and trademarks were tested for impairment. The impairment test was performed for each cash generating unit separately. Goodwill and trademarks impairment test Terminal growth rate OU Primero Finance (Estonia) The following table shows currently applied terminal growth and discount rates and their adjusted values which would result in carrying value to be equal to recoverable value: TIGO Finance DOOEL Skopje (North Macedonia) The recoverable amounts after stress test exceed the carrying amounts for: Mogo LLC (Georgia) Five years of cash flows were included in the discounted cash flow model. A long-term terminal growth rate into perpetuity was determined to be from 2.1% to 5.0%. The rate was estimated by management based on the forecasted trends of economic and macroeconomic environment in existing markets. Discount rates applied are: AS mogo (Latvia) Mogo LLC (Georgia) TIGO Finance DOOEL Skopje (North Macedonia) OU Primero Finance (Estonia) Mogo UCO (Armenia) Mogo UCO (Armenia) OU Primero Finance (Estonia) AS mogo (Latvia) UAB mogo (Lithuania) Recoverable amount for the subsidiaries are estimated to be: UAB mogo (Lithuania) The Group has determined that there is no risk in terms of potential impairment arising from a change in the valuation parameters. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 48 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 100 TOTAL EUR EUR EUR EUR EUR EUR EUR EUR Cost 15 097 612 327 385 15 424 997 750 747 13 256 631 14 007 378 6 947 223 36 379 598 (5 407 430) (82 938) (5 490 368) (25 393) (3 973 490) (3 998 883) (4 169 468) (13 658 719) 9 690 182 244 447 9 934 629 725 354 9 283 141 10 008 495 2 777 755 22 720 879 2023 Additions 4 976 220 15 508 4 991 728 3 013 359 1 108 735 4 122 094 1 407 939 10 521 761 (2 485 573) (48 757) (2 534 330) (38 651) (7 640 331) (7 678 982) (478 011) (10 691 323) 1 850 387 - 1 850 387 - - - 1 600 186 3 450 573 (190 949) (16 945) (207 894) - - - (82 394) (290 288) (1 069 714) (2 302) (1 072 016) - - - (589 262) (1 661 278) (2 341 327) (84 902) (2 426 229) (179 198) (1 299 276) (1 478 474) (1 213 667) (5 118 370) 686 550 27 105 713 655 5 236 2 045 664 2 050 900 231 922 2 996 477 (1 149 316) - (1 149 316) - - - (1 179 191) (2 328 507) 108 952 10 407 119 359 - - - 74 047 193 406 Impairment release - - - - 61 895 61 895 - 61 895 337 906 1 407 339 313 - - - 322 818 662 131 Cost 18 177 983 274 889 18 452 872 3 725 455 6 725 035 10 450 490 8 805 681 37 709 043 (7 764 665) (128 921) (7 893 586) (199 355) (3 165 207) (3 364 562) (5 933 539) (17 191 687) 10 413 318 145 968 10 559 286 3 526 100 3 559 828 7 085 928 2 872 142 20 517 356 2024 Additions 4 738 145 159 446 4 897 591 2 358 421 846 424 204 3 341 906 8 663 701 (2 967 447) (246 231) (3 213 678) - (2 394 139) (2 394 139) (1 848 656) (7 456 473) - - - (3 727 813) - (3 727 813) - (3 727 813) 527 847 161 528 008 - - - 322 148 850 156 (4 037 231) (73 070) (4 110 301) (128 589) (804 849) (933 438) (1 610 517) (6 654 256) 2 289 910 151 221 2 441 131 - 1 227 997 1 227 997 617 678 4 286 806 - - - 327 944 - 327 944 - 327 944 Impairment release - - - - 27 303 27 303 - 27 303 (322 788) (151) (322 939) - - - (229 580) (552 519) Cost 20 476 528 188 265 20 664 793 - 4 752 742 4 752 742 10 621 079 36 038 614 (9 834 774) (50 921) (9 885 695) - (2 714 756) (2 714 756) (7 155 958) (19 756 409) 10 641 754 137 344 10 779 098 - 2 037 986 2 037 986 3 465 121 16 282 205 Operating leases maturity analysis Up to 1 year 1-5 years Total EUR EUR EUR EUR EUR Long term rental fleet 1 552 292 869 013 - 2 421 305 Acquisition of a subsidiary through business combination (depreciation) Impairment test of non-financial assets (long term rental fleet) Depreciation charge Acquisition of a subsidiary through business combination Reclassified to assets held for sale (cost) Sensitivity analysis was performed to assess changes to key assumptions that could influence whether the carrying value of the long term rental fleet assets exceeded their recoverable amounts. If WACC would have increased by 2%, all other assumptions remaining the same including the rental income, acquisition cost would increase to EUR 1 129 990 and the recoverable amount of impaired assets would equal to EUR 311 985, additional impairment of EUR 4 239 would need to be recognized. As of 31 December 2024, non-financial assets of long term rental fleet were tested for impairment. An impairment indication existed as Renti AS has been loss making. Exchange difference, net Out of total long term rental fleet with the acquisition cost of EUR 4 752 742, impairment was identified for the total long term rental fleet with a acquisition cost of EUR 1 036 669. For those cars recoverable amount is estimated to EUR 281 656. The recoverable amount was estimated based on the value in use method discounting the cash-flow using a WACC of 12.6%. The cash-flow was projected based on rental agreements probabilities of default and early repayments. As a result, impairment loss was recognised in previous years and remaining impairment amount as at 31 December is EUR 48 095. For the remaining long term rental fleet with the acquisition value of EUR 3 716 073 the recoverable amount was estimated as EUR 1 153 141. For detailed description of impairment testing refer to ‘Impairment of non-financial assets (rental fleet) (Note 3). Carrying value Accumulated depreciation More than 5 years As at 31 December 2024 Long term rental fleet 2 037 986 Contractual cash flows Disposals (depreciation) 21. Property, plant and equipment and Right-of-use assets Exchange difference, net Disposals (cost) As at 31 December 2023 Reclassified to assets held for sale (depreciation) Accumulated depreciation SUBTOTAL Rental fleet Accumulated depreciation Right-of-use premises Disposals (cost) Exchange difference, net Right-of-use motor vehicles Exchange difference, net As at 1 January 2023 Disposals due to subsidiary reorganisation (cost) Disposals due to subsidiary reorganisation (depreciation) Depreciation charge Disposals (depreciation) Other property, plant and equipment SUBTOTAL Right- of-use assets Car sharing rental fleet Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 49 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 101 EUR EUR ASSETS Non-Current 31.12.2024 EUR 140 830 463 (6 579 988) 61 376 766 (5 785 923) - (191 735) 189 649 583 2023 Stage 2 Stage 3 TOTAL TOTAL EUR EUR EUR EUR EUR 115 276 576 297 131 847 786 106 193 377 999 409 391 596 11 670 834 9 408 556 3 742 020 225 055 4 768 845 3 913 017 2 290 288 48 564 289 50 854 577 52 390 489 TOTAL, GROSS: 7 146 993 49 757 237 199 142 042 171 905 439 2023 Stage 2 Stage 3 TOTAL TOTAL EUR EUR EUR EUR EUR 9 592 655 294 128 177 413 424 148 996 364 12 963 603 421 386 43 515 359 43 252 083 3 090 518 3 619 853 6 710 371 8 950 523 - 38 486 740 38 486 740 33 755 164 TOTAL, GROSS: 25 646 776 42 822 107 266 125 894 234 954 134 Stage 1 Stage 2 Stage 3 Total EUR EUR EUR EUR 114 903 724 5 964 421 51 037 294 171 905 439 514 702 (386 365) (128 337) - (1 893 321) 1 920 527 (27 206) - (9 630 237) (2 316 254) 11 946 491 - 94 253 688 4 897 338 10 317 528 109 468 554 (56 049 451) (1 441 885) (4 915 579) (62 406 915) (701 685) (1 298 531) (5 874 765) (7 874 981) (2 912 530) (738 355) (13 585 920) (17 236 805) 916 794 434 287 800 831 2 151 912 2 836 128 111 810 186 900 3 134 838 142 237 812 7 146 993 49 757 237 199 142 042 2024 Loans and advances to customers (secured) Stage 1 - Days past due over 60 days Days past due over 60 days Non-Current Interest payments for lease liabilities Total cash outflow from leases (4 281 910) 2024 Days past due up to 60 days 801 770 EUR EUR EUR Loans and advances to customers (unsecured) 123 096 365 43 858 190 118 615 693 (52 627 768) (6 830 011) (52 099 017) Loans and advances to customers, net Impairment allowance for unsecured loans 158 349 702 29 718 909 - 179 516 427 31 615 709 31.12.2024 89 282 439 31.12.2023 31.12.2023 (restated) (restated) 2 748 356 Right-of-use assets - premises 7 247 159 Days past due up to 30 days Not past due Loans and advances to customers (secured) 110 245 433 123 487 542 Currency conversion effect An analysis of changes in the gross carrying amount and the corresponding ECL allowances in relation to loans and advances to customers are, as follows: Transfer to Stage 1 Stage 1 Loans and advances to customers (unsecured) Transfer to Stage 2 2024 131 156 213 10 279 829 Fees paid and received upon loan disbursement (221 258) (808 211) 154 854 453 New financial assets acquired Current (1 294 582) Accrued interest and handling fee - 197 657 011 Revenue from contracts with customers Right-of-use assets and lease liabilities are shown as follows in the statement of financial position and statement of profit and loss: - 142 237 812 23. Loans and advances to customers Loans and advances to customers (unsecured) EQUITY AND LIABILITIES Current liabilities Right-of-use assets - motor vehicles Expense relating to leases of low-value assets and short-term leases EUR The table below shows the credit quality and the maximum exposure to credit risk based on the Group’s internal credit rating system and year-end stage classification. The amounts presented are gross of impairment allowances. Current Impairment allowance for secured loans (30 695 254) (4 853 057) (27 770 540) Interest expense on lease liabilities Total cash outflow from lease liabilities Receivables settled Balance at 1 January 2024 Receivables sold Operating lease income TOTAL: Leases in the statement of profit and loss Total cash inflow from leases TOTAL: 11 873 062 Non-current liabilities 2 748 356 22. Right-of-use assets and lease liabilities 5 067 981 4 553 929 10 779 098 Administrative expense 10 559 286 145 968 Lease liabilities 6 805 081 10 641 754 Not past due 167 526 641 Days past due up to 30 days Receivables written off Receivables partially settled 30 130 370 Days past due up to 60 days Transfer to Stage 3 Balance at 31 December 2024 In 2024 the Group incurred expenses for lease agreements which did not qualify for recognition of Right-of-use assets in total amount of EUR 369 371. Principal payments for finance lease liabilities (369 371) The cost relating to variable lease payments that do not depend on an index or a rate amounted to EUR nil for the year ended December 31, 2024. There were no leases with residual value guarantees or leases not yet commenced to which the Group is committed. (3 119 372) Net finance costs (769 723) (2 349 649) (769 723) 11 801 088 Depreciation Lease liabilities 31.12.2024 10 413 318 Non-current assets 31.12.2023 137 344 Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 50 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 102 Stage 1 Stage 2 Stage 3 Total EUR EUR EUR EUR 8 853 112 2 958 314 47 117 602 58 929 028 199 649 (144 612) (55 037) - (266 681) 280 505 (13 824) - (1 906 392) (1 303 713) 3 210 105 - 7 008 872 2 595 353 7 716 468 17 320 693 (3 217 187) (381 507) (643 243) (4 241 937) (724 499) (1 299 040) (8 044 823) (10 068 362) (310 019) (698 953) (11 919 426) (12 928 398) 337 146 823 906 7 817 809 8 978 861 209 923 60 722 153 161 423 806 10 183 924 2 890 975 45 338 792 58 413 691 1 120 889 (128 061) (1 931 971) (939 143) Stage 1 Stage 2 Stage 3 Total EUR EUR EUR EUR 166 808 290 28 675 566 39 470 278 234 954 134 7 404 476 (6 686 966) (717 510) - (11 612 757) 12 382 156 (769 399) - (18 469 237) (11 480 327) 29 949 564 - 140 333 923 15 101 147 18 831 029 174 266 099 (35 530 530) (2 768 040) (1 623 115) (39 921 685) (1 005 670) (1 051 167) (13 414 904) (15 471 741) (1 405 495) (769 385) (5 264 588) (7 439 468) (60 384 288) (11 731 852) (28 746 709) (100 862 849) 11 518 299 3 975 644 5 107 461 20 601 404 197 657 011 25 646 776 42 822 107 266 125 894 Stage 1 Stage 2 Stage 3 Total EUR EUR EUR EUR 4 770 950 4 001 301 23 851 346 32 623 597 1 075 974 (843 215) (232 759) - (533 439) 751 175 (217 736) - (899 616) (1 788 356) 2 687 972 - 4 048 393 2 169 854 11 042 672 17 260 919 (506 771) (170 930) (459 864) (1 137 565) (868 031) (1 034 337) (13 145 715) (15 048 083) (364 049) (392 958) (3 650 926) (4 407 933) (1 668 122) 396 136 5 196 747 3 924 761 501 787 552 227 3 005 532 4 059 546 5 557 076 3 640 897 28 077 269 37 275 242 284 339 (912 631) 1 220 391 592 099 EUR EUR TOTAL: EUR EUR 31.12.2024 Stage 1 Stage 2 Stage 3 Total 3 253 724 - - 3 253 724 54 455 - - 54 455 Total 3 308 179 - - 3 308 179 - - - - EUR EUR Net remeasurement of loss allowance Currency conversion effect Balance at 31 December Change in impairment excluding impact from foreign exchange conversion Maturity 31.01.2027 Loans to associated companies (Spaceship SIA) Impairment for new financial assets acquired Reversed impairment for settled receivables Reversed impairment for written off receivables Reversed impairment for sold receivables 31.12.2023 Accrued interest Interest rate per annum (%) 10% TOTAL: Transfer to Stage 2 Transfer to Stage 3 25. Equity‑‑accounted investees 54 455 24. Loans to associated companies Transfer to Stage 1 Transfer to Stage 2 Transfer to Stage 3 New financial assets acquired Balance at 1 January 23. Loans and advances to customers (continued) 31.12.2024 Loans to associated companies (Spaceship SIA) 580 714 Balance at 31 December 2024 Reversed impairment for settled receivables 31.12.2024 580 714 3 253 724 - Current Investments in associates Balance at 1 January 2024 Transfer to Stage 1 Receivables settled * - Amounts presented as changes in loans and advances to customers and impairment allowance due to transfer among stages include only movement of opening balances as at 1 January. Information about transfers among stages does not include new financial assets acquired and impairment calculated during the year. Transfer to Stage 2 Reversed impairment for sold receivables In September 2019 the Group sold 51% of its previously wholly owned investment in its subsidiary Primero Finance AS. As a result the Group lost the control over the subsidiary and recognizes this investment in the statement of financial position as equity-accounted investees. During 2021 the Group established a new holding company - Primero Holding AS together with majority shareholder of Primero Finance AS. Group's shareholding also is 49% in the new entity. At the same time ownership of Primero Finance AS was transferred to Primero Holding AS. Through 49% shareholding in Primero Holding AS, the Group continues to have investment in Primero Finance AS at the same level. Also during 2021 Primero Holding AS established a new company in Lithuania - Primero Finance UAB and plans to expand its activities in this market. In 2022 Primero Holding AS also established a subsidiary 'Primero SV1 OU' and also will expand its activities in Estonia. 1 238 003 1 238 003 Impairment for new financial assets acquired Transfer to Stage 3 - 31.12.2023 - Impairment allowance (unsecured) - Change in impairment excluding impact from foreign exchange conversion Total ECL calculated 31.12.2023 Reversed impairment for written off receivables TOTAL: 3 253 724 Transfer to Stage 1 Net remeasurement of loss allowance Loans and advances to customers (secured) 54 455 31.12.2024 An analysis of Loans to related parties staging and the corresponding ECL allowances at the year end are as follows: Non current OX Drive (Spaceship SIA), Eleving Gr oup’s electric car-sharing business, and Carguru (Slyfox SIA), the frontrunners of car-sharing services in Latvia, have combined their operations, with Eleving Group converting its previous majority stake in Spaceship SIA into a minority equity holding in the joint venture, which now operates under the Carguru brand in September 2024. This merger elevates their market position with a robust fleet of over 420 vehicles, making them one of the leading players in the Latvian car-sharing space. Eleving Group now holds 36.24% of the combined entity. Currency conversion effect Maturity Accrued interest Receivables written off Receivables sold Receivables partially settled Currency conversion effect Balance at 31 December Impairment allowance (secured) Balance at 1 January Interest rate The Group has recognised the loan to its former subsidiary as a result of subsidiary's reorganization and becoming an equity accounted investee. The loan is colletarised with all assets of the entity. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 51 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 103 Total Equity EUR EUR % EUR Latvia 2 550 000 573 869 49 286 275 SlyFox SIA (Latvia) Latvia 1 691 687 2 626 181 36.24 951 728 Total Equity EUR EUR % EUR Latvia 2 150 000 1 642 011 49 580 714 EUR EUR Increase in share capital (unaudited) (unaudited) ASSETS EQUITY LIABILITIES Other liabilities for the period Current liabilities 2 150 000 TOTAL EQUITY AND LIABILITIES 1 325 230 (1 739 983) (628) 9 305 098 (1 739 983) TOTAL EQUITY (1 273 281) 947 652 9 806 952 17 428 785 TOTAL CURRENT ASSETS Selling expense 693 437 5 782 529 22 219 629 Retained earnings/(losses) Total non-current liabilities 28 139 929 Assets held for sale Trade receivables 25. Equity‑‑accounted investees (continued) Interest in associate equity Balance as at 31 December Country 26 814 699 430 459 53 787 1 048 317 3 518 858 2 796 299 31.12.2023 (unaudited) Borrowings Trade and other payables 1 642 011 33 675 55 043 Borrowings 29 781 940 37 078 536 134 408 1 362 102 26 814 699 34 282 237 580 714 Cash and cash equivalents 40 278 586 Net profit Deferred income tax Other receivables - TOTAL ASSETS (507 989) 765 292 (842 496) (2 582 479) Share capital Impairment expense (611 121) (1 327 628) Other operating income (583 487) 990 Loans and advances to customers 1 238 003 4 494 260 988 102 841 Share capital 2023 EUR (58 269) - 2 037 451 77 103 brought forward Net interest income 580 714 Primero Holding AS (Latvia) Interest in associate equity Country Net value according to equity method TOTAL NON-CURRENT ASSETS Loans and advances to customers Fee and commission income Consolidated statement of financial position at year end of associates Profit before tax 4 702 101 (15 268) (4 566 840) 67 820 Net value according to equity method 31.12.2023 EUR Changes in investments in associate Administrative expense EUR (281 298) (1 273 281) Name of the company 2023 Income/(loss) from associates accounted under equity method (6 078) 3 460 589 26 027 (741 965) (10 155) 5 877 Corporate income tax Non-current liabilities 40 278 586 (222 465) (1 733 905) 6 545 860 1 415 573 784 000 Total current liabilities TOTAL LIABILITIES Prepaid expense 7 624 628 Consolidated statement of profit and loss of associates (unaudited) 2024 Balance as at 1 January Share capital (5 342 375) 413 168 30 973 488 Net loss from de-recognition of financial assets measured at amortized cost 198 334 1 125 330 Interest revenue 492 607 Stock 519 087 Right-of-use assets Other operating expense 31.12.2024 EUR Interest expense 4 686 833 12 353 155 29 781 940 138 736 Other intangible assets 1 124 737 Accrued liabilities 10 712 420 622 (758 284) (623 908) (166 094) 17 410 021 Property, plant and equipment Further information on entities performance disclosed below: 31.12.2024 (unaudited) Revenue from leases 4 868 133 (1 163 099) 11 897 - Name of the company 171 565 Taxes payable Primero Holding AS (Latvia) 2024 197 485 (2 176 750) (1 262 498) 3 200 050 34 282 237 Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 52 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 104 EUR EUR EUR EUR EUR EUR 31.12.2024 Current 1-30 DPD 31-60 DPD >60 DPD Total - - - 2 037 237 2 037 237 24 450 25 289 2 207 145 928 197 874 76 387 - - - 76 387 112 879 - - - 112 879 304 086 - - - 304 086 Total 517 802 25 289 2 207 2 183 165 2 728 463 (563 623) - - - (563 623) 31.12.2023 Current 1-30 DPD 31-60 DPD >60 DPD Total - - - 1 190 064 1 190 064 61 258 44 174 2 833 501 984 610 249 424 589 - - - 424 589 92 840 - - - 92 840 184 801 - - - 184 801 Total 763 488 44 174 2 833 1 692 048 2 502 543 (651) (8 652) (1 069) (885 401) (895 773) EUR EUR 932 225 1 016 629 Accrued income from currency hedging transactions 1 376 598 377 779 Advance payments for other taxes 197 874 Receivables for provided management services 112 879 320 394 (297 207) 4 818 099 630 633 1 667 Receivables for ceased financial assets 1 606 770 TOTAL: 1 918 103 1 667 184 801 Receivables for insurance services Receivables for rent services 3 792 023 1 610 554 Total ECL calculated 424 589 Other prepaid expenses 1 190 064 Advance payments to vehicle dealerships 31.12.2023 Currency hedging deposits* 31.12.2023 2 406 828 2 517 439 2 452 606 TOTAL: Income and expenses from sale of vehicles and other goods during the reporting year were EUR 7 074 452 and EUR 6 559 224 respectively. (2023: EUR 1 936 451 and EUR 1 789 166 respectively. Note 11). 512 012 Prepaid insurance expenses 2 220 088 26. Finished goods and goods for resale Acquired vehicles for purpose of selling them to customers Receivables for ceased financial assets Receivables for rent services 27. Prepaid expense 647 299 Receivables for other services provided Receivables for insurance services 720 349 Receivables for ceased financial assets Prepaid Mintos service fee Receivables for provided management services Receivables for insurance services Total ECL calculated Advances to employees Receivables for other services provided 1 010 684 8 267 676 Advances paid for services 607 623 Other inventory 258 934 3 114 008 Disputed tax audit measurement in Georgia 76 387 2 037 237 31.12.2024 31.12.2023 3 124 744 706 903 Receivables for rent services 500 822 566 688 9 105 31.12.2024 557 675 Security deposit for office lease (more information in Note 22). 358 706 TOTAL: 1 960 166 Impairment allowance 31.12.2024 174 563 (725 168) Impairment allowance 610 249 28. Trade receivables 31.12.2023 Receivables for provided management services 215 158 Receivables from P2P platform for attracted funding 538 758 318 882 29. Other receivables (895 773) The Group does not have contract assets and contract liabilities at 31.12.2024 (EUR 0 at 31.12.2023). 8 740 369 Overpaid VAT Impairment allowance Receivables for payments received from customers through online payment systems 304 086 2 164 840 CIT paid in advance 34 454 287 472 An analysis of trade receivables staging and the corresponding ECL allowances at the year end are as follows: - 92 840 (175 307) (563 623) 911 322 (179 103) Receivables for other services provided TOTAL: 4 353 931 31.12.2024 Other debtors Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 53 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 105 EUR EUR 31.12.2024 Stage 1 Stage 2 Stage 3 Total EUR EUR EUR EUR Cash at bank 33 414 949 - - 33 414 949 Cash on hand 1 046 144 - - 1 046 144 Total 34 461 093 - - 34 461 093 - - - - 31.12.2023 Stage 1 Stage 2 Stage 3 Total EUR EUR EUR EUR Cash at bank 26 754 625 - - 26 754 625 Cash on hand 715 843 - - 715 843 Total 27 470 468 - - 27 470 468 - - - - ASSETS LIABILITIES * - In order to establish contractual relationship with currency hedging partners the Group must reserve certain amounts as deposits with partners before concluding the transactions. Such deposits are disclosed as other receivables in these financial statements. TOTAL LIABILITIES DIRECTLY ASSOCIATED WITH THE ASSETS HELD FOR SALE MOGO Kredit LLC, Belarus EUR The Group cooperates with banks with credit ratings no less than BBB-. 31. Disposal groups held for sale As at 31 December 2023 following companies were classified as held for sale or under liquidation and were fully disposed from the Group in 2024: - Mogo Leasing d.o.o., Bosnia&Herzegovina (liquidated) MOGO Kredit LLC, Belarus - 2 040 426 - MOGO Kredit LLC, Belarus (sold) The Group also does not keep large amounts of funds in one specific bank to limit concentration risk and high exposure to small amount of banks. 35 172 - *** - The Group enters into currency exchange transactions where it tries to limit its foreign currency rate fluctuation loss. The transaction requires the Group to reserve the a cash deposit with its currency transaction partners. At year end the Group recognizes accrued income based on year end currency rates versus agreed currency transaction rates and recognizes income if the estimated result is expected to be profitable. 2 464 The Group is in a position to use all available local and international measures to justify its transfer pricing policies and to achieve the result that the decisions are fully cancelled. According to management’s best estimate no significant economical outflows in relation to the transfer pricing audit is expected in the future as the possibility of such has been assessed as remote. * - The Group provides the possibility to its customers to pay their monthly receivables in cash, therefore it holds cash on hand at period end. 31.12.2024 - Autotrade OOO, Belarus 9 556 863 4 086 - Rocket Leasing OOO, Belarus (liquidated) Group’s management has made a decision to apply for a mutual agreement procedure according to the double tax treaty concluded between Georgia and Luxembourg. In 2022 the Group has submitted the application within the Luxembourg tax administration to initiate mutual agreement procedure. The tax administration is assessing the application. Cash on hand 29. Other receivables (continued) Total ECL calculated The tax audit decisions for have been appealed within Tbilisi City Court. - 33 414 949 31.12.2023 The management of the Group considers that the interest rate applied by Eleving Group S.A. on loans issued to related parties fully complies with the arm’s length principle. The applied interest rate is justified by transfer pricing policies held by the Group. The management of the Group considers that the approach of the Georgian tax administration does not comply with basic loan pricing principles and international guidelines. In order to determine the market interest rate for the Eleving Group S.A. loan issued to the Mogo LLC, Georgian tax administration has used coupon rate of bonds issued by credit institutions as a comparable source. The coupon rates of such bonds are not comparable as represents lower risk market comparing with that where the Group operates. Additionally, when issuing the decision Georgian tax administration has not considered borrowing costs of Eleving Group S.A. The interest rate applied by the Georgian tax administration in the decisions is significantly lower than the borrowing costs of Eleving Group S.A. 2 045 004 Mogo Leasing d.o.o., Bosnia&Herzegovina 31.12.2023 382 Cash at bank ** - The Georgian tax administration has initiated a transfer pricing audit for Mogo LLC (Georgia). The audit covers the financial years 2016, 2017 and 2018. Additional audit has been initiated for financial years 2019, 2020 and 2021. Audit decisions have been issued for respective year. The Georgian tax administration has challenged that interest rate applied by Eleving Group S.A. on loan issued to Mogo LLC complies with arm’s lengths principle. According to the decisions additional tax amount of EUR 932 225 has been assessed. The amount has been withheld by the Georgian tax administration from a tax overpayment of Mogo LLC, and part of the amount has been transferred to the Georgian state budget by Mogo LLC. The Group has not calculated an ECL allowance for cash and cash equivalents on the basis that placements with banks are of short term nature and the lifetime of these assets under IFRS 9 is so short that the low probability of default would result in immaterial ECL amounts (2023: EUR 0). Rocket Leasing OOO, Belarus Mogo Leasing d.o.o., Bosnia&Herzegovina An analysis of cash and cash equivalent staging and the corresponding ECL allowances at the year end are as follows: Total ECL calculated 110 Autotrade OOO, Belarus Rocket Leasing OOO, Belarus - 1 046 144 715 843 TOTAL: 34 461 093 27 470 468 TOTAL ASSETS OF DISPOSAL GROUPS HELD FOR SALE - Autotrade OOO, Belarus (sold) - - 9 518 371 - EUR The Group management expects to fully recover paid tax. In latter part of 2021, management committed to a plan to sell parts of its vehicle finance business operations in Balkan countries and liquidate subsidiary in Bosnia&Herzegovina. Accordingly, several entities were presented as a disposal group held for sale. Also in 2024 the Group has sold its subsidiaries in Belarus, therefore respective entities are disclosed as disposal groups in these consolidated financial statements. - Mogo LLC has appealed the decisions. 31.12.2024 856 - Assets and liabilities of disposal groups held for sale 26 754 625 30. Cash and cash equivalents Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 54 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 106 31.12.2023 TOTAL: Share capital 1 000 500 - - 1 000 500 1 000 500 170 588 - 1 171 088 Share premium Number of shares issued in IPO 17 058 824 Share price at the end of subscription period; EUR 1.70 Proceeds from shares issued; EUR 29 000 001 Par value of new shares; EUR (170 588) Costs related to IPO; EUR (3 362 379) Share premium 25 467 034 Total Total 2024 2024 2024 2023 2023 2023 EUR EUR EUR EUR EUR EUR Profit for the year 28 803 716 768 112 29 571 828 21 916 100 2 538 954 24 455 054 Number of shares 117 108 824 117 108 824 117 108 824 100 050 000 100 050 000 100 050 000 Earnings per share 0.25 0.01 0.25 0.22 0.03 0.24 Profit attributable to equity holders of the Parent 23 502 987 20 098 665 Earnings per share attributable to equity holders of the Parent 0.20 0.20 Reserves EUR EUR Dividends During 2024 the Group paid out dividends to equity holders of the Parent company for total amount of EUR 9 020 262. Amount of paid dividends per share was EUR 0.09. 100 050 100 050 745 910 33. Share capital, share premium, treasury shares and reserves (293 855) 1 827 058 1 927 058 Other assets held for sale (426 793) TOTAL: 2 092 386 100 050 000 - Net changes during the year - - 100 050 000 Number of regular Shares Reserve in Eleving Finance AS Subscriptions Redemptions - Repossessed collateral (gross) 100 050 000 ** - further information disclosed in Note 2. 2 897 861 195 Repossessed collaterals are vehicles taken over by the Group in case of default by the Group's clients on the related loan agreements. After the default of the client, the Group has the right to repossess the vehicle and sell it to third parties. The Group does not have the right to repossess, sell or pledge the vehicle in the absence of default by Group's clients. The Group usually sells the repossessed vehicles within 90 days after repossession. There are no balances left unsold from previous reporting period. 100 050 000 100 050 000 100 050 000 EUR 861 195 Impairment allowance 31.12.2024 Mandatory reserve in Renti LT UAB (Lithuania) 353 689 - On 16 October 2024, Eleving Group S.A. Successfully completed the initial public offering (IPO) and shares of the Company have become traded in Nasdaq Riga Baltic Main List and on the Frankfurt Stock Exchange’s Prime Standard. During IPO the Company issued 17 058 824 new shares with par value of EUR 0.01 each. 861 195 Mandatory reserve in Mogo LT UAB (Lithuania) 2 842 452 055 Total number of Shares 452 055 409 140 As a result of successful IPO the Group has attracted additional equity funding in form of share premium which is comprised as follows: Treasury shares During 30 days after IPO the Group performed purchase of its own share as part of share price stabilisation process. As a result the Group purchased in total 689 558 shares for total amount of EUR 1 146 772 (on average around EUR 1.663 per share). 2 897 17 058 824 258 187 4 691 940 4 287 631 31.12.2024 Changes in other assets held for sale 4 733 4 733 52 940 The subscribed share capital of the Group amounts to EUR 1 171 088 and is divided into 117 108 824 shares fully paid up. 1 287 988 Mandatory reserves in TIGO Finance DOOEL Skopje (North Macedonia) Closing balance as at 31 December 2024 Foreign currency translation reserve 409 140 - As explained in Note 2, foreign currency translation reserve comprises all foreign currency differences arising from the translation of the financial statements of foreign operations. Repossessed collateral (net) Subscriptions Mandatory reserve in Next Fin LLC (Ukraine) 117 108 824 Opening balance as at 1 January 2023 - EUR 52 940 Mandatory reserve in Mogo Loans SRL (Moldova) Mogo IFN SA (Romania) Closing balance as at 31 December 2023 Opening balance as at 1 January 2024 * - Reserve in Eleving Finance AS consists of 1 827 058 EUR. It was obtained during the integration of EC Finance Group SIA into the Groups equity. Reserve was reduced during financial year as a result of increase of share capital of respective subsidiary by using this reserve. 31.12.2023 1 938 924 - The movements on the Share capital caption during the year are as follows: 17 058 824 31.12.2024 Redemptions 452 055 117 108 824 Mandatory reserve in Eleving Group S.A. (Luxembourg) Mandatory reserve in OCN Sebo Credit SRL (Moldova) 258 187 31.12.2023 32. Assets held for sale Continued operations Discontinued operations Continued operations Discontinued operations Earnings per share Share capital EUR Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 55 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 107 EUR EUR 01.01.2024 31.12.2024 123 798 - - 9 246 - 133 044 33 518 8 218 - - - 41 736 157 316 8 218 - 9 246 - 174 780 Non-current EUR EUR EUR EUR 9.5% 13% 3.1% - 20% 10% -12% 2%-12% 2%-12% 6% - 13.55% 9.5%-15.5% 13.5% 17%-22.5% Current EUR EUR 3.1% - 20% 2%-12% 2%-12% 6% - 13.55% 14% 17%-22.5% Additional provisions recognized 123 798 33 518 780 696 76 964 194 267 562 839 TOTAL: Eleving Group S.A. bonds nominal value 3) Bonds acquisition costs 41 736 46 667 200 31.12.2024 17 481 000 504 570 Eleving Group S.A. subordinated bonds nominal value 1) 31.10.2028 144 916 000 Maturity 31.12.2024 Unwinding of discount up to December 2028 Bonds Eleving Group S.A. bonds nominal value 2) Long term loan from fund in Romania 5) 31.12.2028 Provision for taxes and duties in Latvia - 171 461 16 462 353 Provisions used Lease liabilities for rent of vehicles 6) up to December 2025 869 624 Short term loans from banks 4) 18 010 667 11 244 485 72 015 592 18.10.2026 144 991 000 up to December 2033 5 486 441 30 191 629 10 000 000 - 190 598 645 186 216 060 TOTAL: 3 675 421 Accrued interest for short term loans from related parties 96 180 026 Short term loans from related parties up to December 2025 TOTAL: 375 424 - Long term borrowings in Kenya 8) 21.06.2027 6 739 370 Lease liabilities for rent of vehicles 6) - Accrued interest for loans from banks 15.04.2027 up to December 2025 3 029 560 Other borrowings Bond additional interest accrual Changes in provisions Provision for VAT liabilities in Latvia up to 10 years 6 300 511 TOTAL: (656 835) Provision for taxes and duties in Latvia 35. Borrowings 790 450 3 404 266 - Accrued interest for borrowings in Kenya 29 224 027 42 798 405 312 643 up to December 2025 15 906 293 826 242 406 494 Maturity 31.12.2024 31.12.2023 Other borrowings up to August 2027 Long term borrowings in Albania 12) 13.25%-18.75% 13.25%-18.75% 12%+6M EURIBOR Loan acquisition costs 2 198 622 Accrued interest for bonds 100 000 14 631 - Mogo AS 30m bonds nominal value Short term loans from non related parties in Botswana and Namibia 9) up to August 2027 12 328 261 TOTAL NON CURRENT BORROWINGS: 4 343 979 - 6 302 336 8 697 983 Other borrowings 11) 21 077 011 133 044 31.12.2023 Accrued interest for financing received from P2P investors 3 054 777 1 288 764 Accrued interest for loans from non related parties - 50 000 000 TOTAL: Maturity Bonds acquisition costs 3 056 546 16 850 000 29.12.2031 Unused provisions reversed Subordinated borrowings Interest rate per annum (%) up to December 2025 299 621 31.12.2023 up to December 2031 34. Provisions 31.12.2024 Non-current 12%+6m Euribor Interest rate per annum (%) 174 780 157 316 Provision for VAT liabilities in Latvia - up to December 2025 7 967 087 6 466 463 3 969 616 2 300 000 Financing received from P2P investors 7) Financing received from P2P investors 7) Interest rate per annum (%) 264 992 - (151 824) 39 728 081 up to 3 years up to December 2025 4 768 360 3 763 479 Other borrowings 11) (387 647) 31.12.2023 Lease liabilities for rent of premises 6) 1 755 321 Long term loans from non related parties in Botswana and Namibia 9) Long term loans from non related parties in Luxembourg 10) Lease liabilities for rent of premises 6) (4 392 355) (5 538 601) Long term loan from banks 4) 149 782 Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 56 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 108 16 850 000 (16 850 000) - - - 16 850 000 (16 850 000) - - - 209 064 200 (14 058 007) (15 193) - 194 991 000 63 875 416 (5 244 632) 784 872 - 59 415 656 6 084 337 2 268 593 537 777 - 8 890 707 - 9 999 074 926 - 10 000 000 - 2 300 000 - - 2 300 000 100 000 1 655 321 - - 1 755 321 17 546 821 5 235 854 1 967 362 - 24 750 037 - 2 979 100 77 446 - 3 056 546 2 198 622 5 807 965 691 396 - 8 697 983 12 328 261 (328 788) 311 593 - 12 311 066 11 801 088 (3 119 372) 271 714 2 919 632 11 873 062 322 998 745 7 495 108 4 627 893 2 919 632 338 041 378 339 848 745 (9 354 892) 4 627 893 2 919 632 338 041 378 (5 926 248) (1 313 699) (40 886) 2 888 478 (4 392 355) (151 824) (671 022) (4 871) 170 882 (656 835) (6 078 072) (1 984 721) (45 757) 3 059 360 (5 049 190) 264 992 (1 618 481) 6 290 1 641 025 293 826 - (148 980) - 163 611 14 631 312 643 (3 660 907) 3 773 4 633 255 1 288 764 375 424 (1 468 183) 69 125 1 893 258 869 624 3 846 882 (30 107 476) 2 322 30 227 888 3 969 616 15 906 (480 935) 9 239 605 572 149 782 4 815 847 (37 484 962) 90 749 39 164 609 6 586 243 338 586 520 (48 824 575) 4 672 885 45 143 601 339 578 431 18 956 000 (2 106 000) - - 16 850 000 18 956 000 (2 106 000) - - 16 850 000 Cash flows Foreign exchange effect 3) On 31 October 2023, Eleving Group successfully issued a 5-year senior secured corporate bond (DE000A3LL7M4), admitted to trading on Frankfurt Stock Exchange’s and Nasdaq Riga Stock Exchange’s regulated market, for EUR 50 million at par with an annual interest rate of 13%. The bond will mature on 31 October 2028. 8) On 21 June 2023 Mogo Auto Limited (Kenya) has attracted from VERDANT CAPITAL HYBRID FUND I GMBH & CO. a USD 7 million loan facility consisting of USD 5.5 million senior secured tranche and USD 1.5 million unsecured subordinated tranche. The senior secured tranche has an interest rate of 9.5% + 3m SOFR and the unsecured subordinated tranche of 15.5% + 3m SOFR. The loan facility matures on the fourth anniversary of the agreement. 31.12.2024 Other 31.12.2024 Loan acquisition costs 12) ECFA JSC (Albania) Private bond with American Bank of Investment JSC in amount of 300m ALL and interest rate of 13.5%. The bond will mature on 15 April 2027. Borrowings in Albania 5) At the end of 2023, Mogo IFN signed a new financing agreement with ACP Credit, a leader on the Central European lending market, in order to contract a credit facility totaling EUR 10 million, which was successfully disbursed at the beginning of January 2024. The loan matures within 5 years from the date of disbursement, with variable interest rate and quarterly interest payment. 01.01.2024 Accrued interest for financing received from P2P investors TOTAL SUBORDINATED BORROWINGS PRINCIPAL: 2) On 18 October 2021, Eleving Group successfully issued a 5-year senior secured corporate bond (XS2393240887), listed on the Regulated Market (General Standard) of the Frankfurt Stock Exchange in 2023 for EUR 150 million at par with an annual interest rate of 9.5%. The bond will mature on 18 October 2026. 35. Borrowings (continued) Other 31.12.2024 6) Group has entered into several lease agreements for office premises and branches as well as several vehicle rent agreements, which are accounted under IFRS 16. Accrued interest for short term loans from related parties 7) Attracted funding from P2P platform non-current/ current split is aligned with the related non-current/ current split of the loan agreement which is assigned to investors through the P2P platform. Funds are transferred to Group's bank accounts once per week. Subordinated borrowings Eleving Group S.A. subordinated bonds nominal value Eleving Group S.A. subordinated bonds nominal value Additional bond interest accrual Accrued interest for loan from bank Other borrowings Financing received from P2P investors Acquisition costs and accrued interest Foreign exchange effect Bonds nominal value Short term loans from related parties Short term loans from non related parties in Botswana and Namibia Borrowings in Kenya 1) On 29 December 2021 Eleving Group S.A. registered with the Latvian Central Depository a bond facility through which it can raise up to EUR 25 million (XS2427362491). The notes are issued at par, have a maturity at 29 of December, 2031 and carry a coupon of 12% + 6 month Euribor per annum, paid monthly in arrears. On 7 March 2022 the bonds were listed on the First North unregulated bond market of NASDAQ OMX Baltic. On 2 December 2024 the Group repaid these liabilities prematurely. As a result of successfully actracting equity funding through IPO process, the Group prematurely repaid its most expensive borrowings, therefore subordinated bonds were paid in 2024. Accrued interest for short term borrowings in Kenya Foreign exchange effect 11) In June 2022, Mogo Auto Limited entered into an agreement for short term note program with Dry Associates Limited, where the later was to manage the placement of funds. The average rate of interest is 15.5% for notes issued in local currency (KES), while EUR and USD notes are issued at 8.3% and 9.3% respectively. 01.01.2024 9) Expresscredit Proprietary Ltd, based in Botswana, has borrowed funds from unrelated non-financial institutions and the Mintos Marketplace AS peer-to-peer lending platform. - Loans from unrelated parties have interest rates ranging from 15% to 17.5% per annum, backed by long-standing relationships. - Borrowings from Mintos are secured by the Company’s customer loans and offer interest rates up to 14.0% per annum as of 31 December 2024. Express Credit Cash Advance (Proprietary) Limited, based in Namibia, has borrowed funds from unrelated non-financial institutions, with interest rates ranging from 13.25% to 18.75% per annum. Loans from banks Other borrowings Cash flows Foreign exchange effect 01.01.2024 01.01.2023 Cash flows Other 4) Loans from banks comprise loans received by: - Renti UAB from bank in Lithuania. The loans are denominated in EUR currency with an interest rates of 3.1%-3.5% plus 3M EURIBOR. - MOGO LOANS SMC LIMITED from bank in Uganda. The loans are denominated in local currency with an interest rate of 20%. - Mogo Armenia from bank in Armenia. The loans are denominated in local currency with an interest rate of 7.5%-14%. - OCN Sebo Credit SRL from bank in Moldova. The loan is denominated in local currency with an interest rate of 16%. - Kredo Finance SHPK (Albania) from Union Bank JSC (Albania) in amount of ALL 150 million and from Tirana Bank JSC (Albania) in the amount of ALL 120 million and interest rate of 10%. Cash flows Other TOTAL OTHER BORROWINGS PRINCIPAL: TOTAL BORROWINGS PRINCIPAL: Acquisition costs of borrowings Accrued interest for loans from non related parties TOTAL BORROWINGS: Bonds acquisition costs TOTAL SUBORDINATED BORROWINGS PRINCIPAL: TOTAL ACQUISITION COSTS AND ACCRUED INTEREST: Lease liabilities Total cash flow of borrowings of EUR -9 354 892 consists of cash inflows EUR 199 164 638, cash outflows of EUR 205 400 158 and payments for lease liabilities in amount of EUR 3 119 372. 31.12.2023 Long term loan from fund in Romania Long term loans from non related parties in Luxembourg Subordinated borrowings 10) As of the reporting date, the Parent company's total other long term borrowings from non related parties amounted to EUR 2.3 million. Of this amount, EUR 2.0 million has been borrowed from a non-related corporate entity, while the remaining EUR 0.3 million was provided by private individuals. All borrowings bear an annual interest rate of 12% plus the applicable 6-month EURIBOR rate. The borrowings mature in August 2027. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 57 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 109 178 876 000 30 188 200 - - 209 064 200 67 647 262 (15 266 084) 399 824 11 094 414 63 875 416 5 495 958 830 421 (242 042) - 6 084 337 - 100 000 - - 100 000 7 289 026 13 829 173 (3 571 378) - 17 546 821 2 940 308 (2 939 818) (490) - - 10 096 492 (2 855 262) (768 670) 5 328 528 11 801 088 1 462 811 (14 265 479) 5 112 25 125 817 12 328 261 198 184 2 318 173 (317 735) - 2 198 622 274 006 041 11 939 324 (4 495 379) 41 548 759 322 998 745 292 962 041 9 833 324 (4 495 379) 41 548 759 339 848 745 (5 310 582) (2 740 283) 54 123 2 070 494 (5 926 248) (131 905) (175 599) 4 380 151 300 (151 824) (5 442 487) (2 915 882) 58 503 2 221 794 (6 078 072) 32 516 (1 640 802) (2 997) 1 876 275 264 992 489 376 (6 358 270) 17 670 6 163 867 312 643 188 268 267 847 (80 691) - 375 424 3 017 725 (22 952 765) - 23 781 922 3 846 882 60 914 (605 537) (4 507) 565 036 15 906 3 788 799 (31 289 527) (70 525) 32 387 100 4 815 847 291 308 353 (24 372 085) (4 507 401) 76 157 653 338 586 520 EUR EUR EUR EUR * - please see Note 15 for more information. * - mainly consists of accrued expenses and other changes in liabilities which are not a result of direct cash flows. In 2023 also contains changes in liability as a result of obtaining EC Finance SIA group. Financing received from P2P investors Loan acquisition costs Other borrowings Borrowings in Kenya See Note 42 for additional information about covenants. TOTAL OTHER BORROWINGS PRINCIPAL: 610 693 TOTAL BORROWINGS PRINCIPAL: Short term loans from non related parties in Botswana and Namibia Short term loans from related parties 31.12.2024 31.12.2023 1 083 554 Social security contributions 1 192 Cash flows Other TOTAL ACQUISITION COSTS AND ACCRUED INTEREST: TOTAL BORROWINGS: 31.12.2023 503 980 Lease liabilities Loans from banks Foreign exchange effect Bonds acquisition costs Total cash flow of borrowings of EUR 9 833 324 consists of cash inflows EUR 288 281 493, cash outflows of EUR 275 592 907 and payments for lease liabilities in amount of EUR 2 855 262. 01.01.2023 Unallocated payments received Additional bond interest accrual Acquisition costs of borrowings Lease liabilities for acquired rental fleet Accrued interest for loans from non related parties Accrued interest for financing received from P2P investors Accrued interest for short term borrowings in Kenya Other borrowings 902 053 6 919 797 Other taxes 2 524 36. Prepayments and other payments received from customers Accrued interest for loan from bank 785 587 519 571 453 194 TOTAL: 227 822 4 662 4 930 Advances for sold cars 01.01.2023 Cash flows Foreign exchange effect Other 31.12.2023 Acquisition costs and accrued interest 250 894 253 587 3 374 002 Value added tax 3 958 304 917 821 37. Taxes payable 31.12.2024 1 271 185 Overpayments from former customers 34 612 36 926 Received deposits from customers Withholding tax 1 645 893 Personal income tax * - Unallocated payments are payments received from former clients after contractual terms are ended and payments received which cannot be identified and allocated to a respective loan and advance to customer balance at 31 December 2024. 587 777 208 252 TOTAL: Bonds nominal value Payments received from ceased receivables 31.12.2023 35. Borrowings (continued) Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 58 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 110 EUR EUR EUR - KES Execution date Notional amount Settlement date Carrying amount of derivative Variable component Cost component EUR - UGX Execution date Notional amount Settlement date Carrying amount of derivative Variable component Cost component EUR - KES Execution date Notional amount Settlement date Carrying amount of derivative Variable component Cost component EUR - KES Execution date Notional amount Settlement date Carrying amount of derivative Variable component Cost component TOTAL Notional amount Carrying amount of derivative Variable component Cost component EUR - UGX Execution date Notional amount Settlement date Carrying amount of derivative Variable component Cost component Notional amount Carrying amount of derivatives Variable component Cost component EUR EUR EUR EUR 38. Derivative financial liabilities 31.12.2024 31.12.2024 07.08.2025 EUR 635 328 EUR 318 691 EUR 316 637 19.01.2024 TOTAL: 31.12.2023 Non-current: - Non-Deliverable Forward (NDF) Hedge 5 317 084 - As of 31 December 2024, Non-Deliverable Forward hedge contracts have been concluded by AS Eleving Solis (Latvia) and MOGO LOANS LIMITED (Uganda). The effect of Non-Deliverable Forward hedge contracts concluded by AS Eleving Solis are as follows on 31 December: 07.08.2024 TOTAL: 5 317 084 - 664 049 31.12.2023 1 256 011 594 752 TOTAL: 7 340 051 5 777 497 Accrued unused vacation Other accrued liabilities for received services 1 902 392 40. Accrued liabilities 31.12.2024 2 174 311 39. Other liabilities 31.12.2023 Increase in other accrued liabilities is caused by standard economic activities and overall growth of the Group. Non-Deliverable Forward (NDF) Hedge - EUR 15 000 000 21.01.2025 EUR 2 438 093 EUR 1 350 111 EUR 1 087 982 2 367 886 EUR 5 000 000 Other liabilities Deferred income 421 097 643 591 Liabilities against employees for salaries 690 778 3 295 642 1 707 414 2 017 240 1 895 772 Accruals for bonuses 2 027 169 Current: The Group has elected to adopt the hedge accounting requirements of IFRS 9 Financial Instruments. The Group enters into hedge relationships where the critical terms of the hedging instrument and the hedged item match, therefore, for the prospective assessment of effectiveness a qualitative assessment is performed. Hedge effectiveness is determined at the origination of the hedging relationship. Quantitative effectiveness tests are performed at each period end to determine the continuing effectiveness of the relationship. EUR 3 672 129 EUR 2 111 295 EUR 1 560 834 The effect of Non-Deliverable Forward hedge contract concluded by MOGO LOANS LIMITED is as follows on 31 December: 19.01.2024 EUR 10 000 000 21.01.2025 EUR 1 644 955 EUR 944 288 EUR 700 667 The total effect of Non-Deliverable Forward hedge contracts concluded by Group companies is as follows on 31 December: EUR 40 000 000 EUR 5 317 084 EUR 3 055 583 EUR 2 261 501 05.11.2024 EUR 5 000 000 05.05.2025 EUR 324 551 EUR 244 599 EUR 79 952 08.11.2024 EUR 5 000 000 08.05.2025 EUR 274 157 EUR 197 894 EUR 76 263 EUR 30 000 000 Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 59 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 111 EUR EUR EUR EUR EUR EUR Total Total EUR EUR Albania Armenia Romania - 408 422 - Amounts owed to related parties 275 584 424 589 Amounts owed by related parties as of 01 January 2024 424 589 275 584 * Other short term receivables from related parties contain receivables for provided management services to equity accounted investees. 81 678 424 589 116 875 Shareholder controlled companies Shareholder controlled companies Related party Other related parties Amounts owed by related parties Amounts owed by related parties as of 01 January 2023 Management services provided to associated entities 328 915 - The information related to remuneration of the Groups Management Board and council members is provided in Note 13. All transactions between related parties are performed according to market rates. Receivables and payables incurred are not secured with any kind of pledge. Interest income The income and expense items with related parties for 2024 were as follows: Management services provided to associated entities - 1 008 330 Payables to associated companies (2 909 927) Amounts owed to related parties The receivables and liabilities with related parties as at 31.12.2024 and 31.12.2023 were as follows: 10 007 731 Amounts owed by related parties as of 31 December 2024 3 389 857 Related party Other related parties 12 308 146 (12 308 146) The income and expense items with related parties for 2023 were as follows: 41. Related party disclosures All ultimate beneficial shareholders and entities controlled or jointly controlled by these individuals or close family members of these individuals are deemed as related parties of the Group. All shareholders have equal rights in making decisions proportional to their share value. Externally imposed regulatory capital requirements (129 345) The Group is subject to externally imposed capital requirements in several countries. The main requirements are listed below: Acquired license on performing financing activities require to ensure the level of equity is not less than company's finance receivables portfolio divided 15 times. Management of the Group monitors and increases the share capital or issues subordinated loans l if needed to satisfy this requirement. The Group considers both equity capital as well as borrowings a part of its overall capital risk management strategy. Dividends paid to shareholders Dividends calculated for shareholders Dividends paid to shareholders 275 584 Amounts owed to related parties as of 31 December 2024 146 239 42. Commitments and contingencies (10 102 000) Amounts owed to related parties as of 31 December 2023 Change in other payables More detailed information about transactions with related parties is provided in Notes 33 and 35. Other related parties are entities which are under control or joint control of the shareholders of the Group, but not part of the Group. 3 334 516 3 389 857 Interest income Receivables repaid in period Amounts owed by related parties as of 31 December 2023 424 589 146 239 - 146 239 Movement in amounts owed by related parties - (75 041) 3 308 179 Receivables incurred in period 2 965 268 31.12.2024 As at 31 December 2024 and 31 December 2023 none of the ultimate beneficial owners individually controls the Group. Amounts owed to related parties as of 01 January 2023 Amounts owed by related parties Loans to associated companies Trade receivables* Movement in amounts owed to related parties Change in other payables Dividends calculated for shareholders Amounts owed to related parties as of 01 January 2024 444 894 31.12.2023 221 079 Sale of loan receivables to associated entities Acquired license on performing financing activities requires to maintain amount of equity at all times not lower than 10% of the total assets of the entity. Management of the Group monitors and increases the share capital if needed to satisfy this requirement. Acquired license on performing financing activities require: 1) To maintain minimum amount of statutory capital of 150mln AMD; 2) To maintain minimum amount of total capital of 150mln AMD; 3) To maintain minimum ratio of amounts of total capital and risk-weighted assets at 10%. Management of the Group monitors and increases the share capital if needed to satisfy this requirement. 275 584 Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 60 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 112 Moldova Botswana Zambia As at 31st December 2024, the subsidiary in Zambia did not meet the minimum capital requirements as per the Bank of Zambia regulations. On the 19th December 2024, the subsidiary reclassified a portion of its related party loan, an amount of ZMW 43 299 400, to secondary capital as part of its ongoing capital management strategy. This reclassification is subject to approval by the Bank of Zambia. Once approved, the subsidiary's capital position will be strengthened and will reflect an improvement over the figures reported in the local standalone audited financial statements. Cooperation agreements with P2P platforms require to maintain positive amount of equity at all times in Albania, Armenia, Estonia, Georgia, Kenya, Latvia, Lithuania, Moldova, North Macedonia, Romania and Botswana. Management of the Group monitors and increases the share capital if needed to satisfy this requirement. In terms of Regulation 6 of the Micro-Lending Regulations, any person applying to carry on a business as a micro lender shall have and maintain at all times a minimum financial balance of P20,000 (Twenty Thousand Pula). 1) Starting from 14 October 2021 Eleving Group and certain of its Subsidiaries entered into several pledge agreements with TMF Trustee Services GmbH, establishing pledge over shares of those Subsidiaries, pledge over present and future loan receivables of those Subsidiaries, pledge over trademarks of those Subsidiaries, general business pledge over those Subsidiaries, pledge over primary bank accounts if feasible, in order to secure Eleving Group obligations towards bondholders deriving from Eleving Group bonds (ISIN: XS2393240887). Subsequently additional pledgors were added who became material (subsidiaries with net portfolio of more than EUR 7 500 000 and represents at least 3% of the Net Loan Portfolio) according to terms and conditions of the bonds. The Group is in compliance with all covenants during the entire reporting period. 4) On 22 July, 2020 O.C.N. Sebo Credit issued guarantee favour of private individual Tamara Paun to secure repayment of the loan issued by Tamara Paun to Rodica Paun. The loan was used to provide a subordinated loan to O.C.N. Sebo Credit. 2) Starting from 14 October 2021 Eleving Group as Issuer and certain of its Subsidiaries (subsidiaries with net portfolio of more than EUR 7 500 000 and represents at least 3% of the Net Loan Portfolio) as Guarantors have entered into a guarantee agreement dated 14 October 2021 (as amended and restated from time to time) according to which the guarantors unconditionally and irrevocably guaranteed by way of an independent payment obligation to each holder of the Eleving Group bonds (ISIN: XS2393240887) the due and punctual payment of principal of, and interest on, and any other amounts payable under the Eleving Group bonds (ISIN: XS2393240887) offering memorandum. Eleving Group S.A. bonds 42. Commitments and contingencies (continued) 7) Certain subsidiaries of the Group have entered into a commercial pledge agreements with SIA Mintos Finance No.1 and/or Mintos Finance Estonia OU, in order to secure those Group subsidiary obligations towards AS Mintos Marketplace, SIA Mintos Finance No.1 and Mintos Finance Estonia OU deriving from cooperation agreements entered into between the respective subsidiary and AS Mintos Marketplace, SIA Mintos Finance No.1 and/or Mintos Finance Estonia OU. 8) The Group's subsidiary AS Eleving Vehicle Finance (Latvia) has entered into a put option agreement with Ropat Trust Company Limited according to which AS Eleving Vehicle Finance undertakes to purchase Mogo Auto Limited (Kenya) secured revolving loan notes up to two billion Kenya Shillings in case of default of Mogo Auto Limited under the terms and conditions of the short term notes programme and Mogo Auto Limited (Kenya) secured revolving loan notes up to two billion Kenya Shillings in case of default of Mogo Auto Limited under the terms and conditions of the medium term notes programme. There are other limitations regarding additional and permitted debt, restricted and permitted payments, permitted loans and securities. Acquired license on performing financing activities require to ensure that the loan portfolio limit is set as share capital multiplied by 10. North Macedonia Cooperation agreement with P2P platforms 3) On 12 December 2018 the subsidiary in Latvia - mogo AS issued guarantee letters for the benefit of SIA Skanste City (previously SWH Grupa JSC) to secure other Subsidiary Eleving Vehicle Finance JSC (previously Mogo Group JSC) obligations from the secured office space lease agreements concluded on 12 December 2018. According to the guarantee letters the Company undertook to fulfil Eleving Vehicle Finance JSC obligations towards SIA Skanse City if they are overdue on liabilities under the agreements terms. The guarantees expire if the lease agreements are amended, renewed without prior written approval by the Company and is effective for the entire duration of the respective lease agreements. At the beginning of 2020 both lease agreements were amended and the Company provided the new guarantee to secure only obligations of Eleving Vehicle Finance JSC. The non-bank credit organization is required to hold and maintain its own capital in relation to the value of the assets at any date in the amount of at least 5%. There are restrictions in the prospectus for the bonds issued on the Frankfurt Stock exchange (ISIN (XS2393240887 and DE000A3LL7M4)). These financial covenants are the following: (a) the Interest Coverage Ratio for the Relevant Period is at least 1.25; (b) the Capitalization Ratio for the Relevant Period is at least 15%; and (c) the Consolidated Net Leverage Ratio for the Relevant Period does not exceed 6.00x. The Group is subject to additional financial covenants relating to its attracted funding through P2P platform. Group is regularly monitoring respective indicators and ensures that covenants are satisfied. The Group is in compliance during the entire reporting period. 9) The Group's subsidiary AS Eleving Stella (Latvia) has entered into a guarantee agreement with SIA Citadele Leasing in order to secure SIA Citadele Leasing claims towards AS Renti under several financial leasing agreements entered between AS Renti and SIA Citadele Leasing. 10) The Group's subsidiary Mogo Auto Limited (Kenya) has entered into a deed of assignment and Ropat Trust Company Limited (acting on behalf of the noteholders) in order to secure Mogo Auto Limited (Kenya) liabilities towards the noteholders under the terms and conditions of Mogo Auto Limited (Kenya) secured revolving short term notes and medium term notes programmes. 6) The Group has signed Guarantee Agreements with P2P platform companies AS Mintos Marketplace, SIA Mintos Finance No.1 and Mintos Finance Estonia OU according to which the Group secures P2P platform's claims towards the subsidiaries if certain subsidiaries cooperating with P2P platform fail to perform their obligations. The claims are limited by amounts borrowed by each subsidiary. Other contingent liabilities and commitments 5) The Group has signed Covenant Agreements with P2P platform companies AS Mintos Marketplace and Mintos Finance OU according to which the Group secures P2P platform's claims towards the subsidiaries if certain subsidiaries cooperating with P2P platform fail to perform their obligations. The claims are limited by amounts borrowed by each subsidiary. 11) Eleving Group has provided a guarantee to VERDANT CAPITAL HYBRID FUND I GMBH & CO. KG with the aim to secure punctual performance by Mogo Auto Limited (Kenya) of all Mogo Auto Limited (Kenya) obligations under the Finance Documents relating to USD 7,000,000 loan facility provided by VERDANT CAPITAL HYBRID FUND I GMBH & CO. 12) Mogo Auto Limited has entered into an account charge agreement creating a security interest over the accounts of Mogo Auto Limited and a fixed and floating charge agreement creating a security interest over specified receivable assets of Mogo Auto Limitedin order to secure Mogo Auto Limited (Kenya) obligations under the Finance Documents relating to USD 7,000,000 loan facility provided by VERDANT CAPITAL HYBRID FUND I GMBH & CO. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 61 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 113 16) On 22 December 2021 ExpressCredit (Pty) Limited, registered in Botswana, has entered into Cession in Security agreement with Norsad Finance Limited, ceding the rights over book debts to ensure timely and proper performance of obligations by ExpressCredit (Pty) Limited towards Norsad Finance Limited derived from the Credit Facility Agreement dated 20 December 2020. In addition, with the Credit Facility Agreement simultaneously is also guarantee established by YesCash Group Limited (now - Eleving Consumer Finance Mauritius Ltd) to ensure proper performance of obligations by ExpressCredit (Pty) Limited in favour of Norsad Finance Limited. 19) On 18 December 2023 ACP CREDIT I SCA SICAV-RAIF has made available to MOGO IFN S.A. (Romania) a facility amounting to EUR 10,000,000. The ACP Facility has a 48-month maturity with an amortised loan repayment schedule and carries an interest rate of 11.6% in the first year, 10.8% in second year and 8% + 3m EURIBOR thereafter. The ACP Facility is secured with a movable mortgage on loan receivables and separate bank account of MOGO IFN S.A. (Romania), a commercial pledge over AS Eleving Stella subordinated loan receivables from MOGO IFN S.A. (Romania) and a guarantee from AS Eleving Vehicle Finance. 42. Commitments and contingencies (continued) Operational risks Compliance risk Compliance risk refers to the risk of losses or business process disruption resulting from inadequate or failed internal processes systems, that have resulted in a breach of applicable law or other regulation currently in place. 13) The Group's subsidiary AS Eleving Vehicle Finance (Latvia) has entered into a guarantee agreement with AS Industra Bank according to which AS Eleving Vehicle Finance guarantees SIA Spaceship loan liabilities against AS Industra Bank in the total amount of for 918 825,00 EUR. 14) On 30 March 2023 Express Credit Cash Advance (Proprietary) Limited, registered in Namibia, has entered into Pledge and Cession Agreement (Account Pledge) establishing a pledge over the funds in the bank accounts of Express Credit Cash Advance (proprietary) Limited, and in Cession in Security agreement ceding the rights over Loan book and insurance, in favour of trustees of Private Capital Trust, in order to secure Express Credit Cash Advance (Proprietary) Limited obligations towards Private Capital Trust trustees deriving from Loan Agreement dated 30 March 2023. The Loan Agreement is separated into three tranches. The second tranche was on 23 February 2024, and the third tranche was on 15 March 2024. 15) On 6 May 2022 ExpressCredit (Pty) Limited, registered in Botswana, has signed Cession in Security Agreement No. LVMM/06-07-2021-125 with P2P platform company SIA Mintos Finance No. 8, ceding the rights over loan agreement portfolio (loan agreements entered into between ExpressCredit (Pty) Limited and its customers, book debts and loan receivables) to ensure timely and proper performance of obligations by ExpressCredit (Pty) Limited towards SIA Mintos Finance No. 8 derived from Cooperation Agreement dated 6 May 2022. 23) On 21 February 2024 FI Bank JSC (Albania) and financial company Kredo Finance Shpk (Albania) concluded a Loan Agreement, under which the bank made funds available to Kredo amounting to 100'000'000 Albanian Lek. In order to secure the loan obligations, a security was placed over Kredo's loan portfolio (loans receivables) for the minimum value of 130'000'000.00 ALL or 130% of the loan value. The respective security was registered in the Albanian Pledge Registry according to the provisions stipulated in the Security Agreement. 27) On 4 November 2024, Eleving Group has entered into a deed of guarantee and indemnity agreement, whereby Eleving Group agreed to guarantee and indemnity Cambridge Mercantile Corp. (UK) Limited and/or Cambridge Mercantile Risk Management (UK) Ltd. Eleving Consumer Finance Mauritius Limited liabilities under one or more agreement under which Corpay provides certain foreign currency exchange and/or payment services to Eleving Consumer Finance Mauritius Limited. 24) On 1 August 2024, Eleving Group and AS Eleving Solis has provided a letter of guarantee and indemnity in favour of I&M Bank (Kenya) whereby Eleving Group and AS Eleving Solis absolutely, unconditionally and irrevocably guarantees on Mogo Auto Limited (Kenya) debt liabilities towards I&M Bank (Kenya) under the KES 500,000,000 credit facility dted 19 July 2024. 20) On 18 December 2023 Union Bank JSC (Albania) and financial company Kredo Finance Shpk (Albania) concluded a Loan Agreement (Installment Loan), under which the bank made funds available to Kredo amounting to 150'000'000 Albanian Leke. In order to secure the loan obligations, a security was placed over Kredo's loan portfolio for the minimum value of 195'000'000.00 ALL or 130% of the remaining value of the loan according to a specific list of loans attached to the Security Agreement. The respective security was registered in the Albanian Pledge Registry according to the provisions stipulated in the Security Agreement. In addition to the loan portfolio provided by Kredo to the bank as a security, Kredo's majority shareholder AS Eleving Consumer Finance Holding also provided its corporate guarantee to ensure the rights and obligations of Kredo arising out of the Loan Agreement. 25) On 10 October 2024, Eleving Group has provided professional payment guarantee in favour of Absa Bank Uganda Limited whereby Eleving Group and AS Eleving Solis absolutely, unconditionally and irrevocably guarantees on MOGO Loans (Uganda) debt liabilities towards Absa Bank Uganda Limited under the UGX 19,000,000,000 credit facility dated 25 September 2024. 26) On 2 October 2024, Mogo Loans (Uganda) entered into a specific debenture agreement with Absa Bank Uganda Limited, whereby Mogo Loans (Uganda) provided a debenture over a portion of it's net loan book not voer 60 days past due with minimum collateral cover equivalent to 120% of Absa Bank Uganda Limited debt exposure or UGX 22,800,000,000. The Group takes on exposure to certain operational risks, which result from general and specific market and industry requirements. 18) Starting from 31 October 2023 Eleving Group as Issuer and certain of its Subsidiaries (subsidiaries with net portfolio of more than EUR 7 500 000 and represents at least 3% of the Net Loan Portfolio) as Guarantors have entered into a guarantee agreement dated 31 October 2023 according to which the guarantors unconditionally and irrevocably guaranteed by way of an independent payment obligation to each holder of the Eleving Group bonds (ISIN: DE000A3LL7M4) the due and punctual payment of principal of, and interest on, and any other amounts payable under the Eleving Group bonds (ISIN: DE000A3LL7M4). 22) On 29 December 2023, Eleving Group has provided a guarantee in favour of MFX Solutions whereby Eleving Group absolutely, unconditionally and irrevocably guarantees on all transactions of Eleving Group subsidiary AS Eleving Solis makes under ISDA Master Agreement entered into between AS Eleving Solis and MFX Solutions. 17) Starting from 31 October 2023 Eleving Group and certain of its Subsidiaries entered into several pledge agreements with TMF Trustee Services GmbH, establishing pledge over shares of those Subsidiaries, pledge over present and future loan receivables of those Subsidiaries, pledge over trademarks of those Subsidiaries, general business pledge over those Subsidiaries, pledge over primary bank accounts if feasible, in order to secure Eleving Group obligations towards bondholders deriving from Eleving Group bonds (ISIN: DE000A3LL7M4). The risk management function within the Group is carried out in respect of financial risks, operational risks and legal risks. Financial risk comprises market risk (including currency risk and interest rate risk), credit risk and liquidity risk. The primary objectives of the financial risk management function are to establish risk limits, and then ensure that exposure to risks stays within these limits. The operational and legal risk management functions are intended to ensure proper functioning of internal policies and procedures, in order to minimize operational and legal risks. 21) On 18 December 2023 Tirana Bank JSC (Albania) and financial company Kredo Finance Shpk (Albania) and Eleving Group as Guarantor concluded a Loan Agreement (Overdraft Agreement), under which the bank made funds available to Kredo amounting to 120'000'000 Albanian Leke. In order to secure the loan obligations, a security was placed over Kredo's loan portfolio (loans receivables) for the minimum value of 156'000'000.00 ALL or 130% of the loan value. The respective security was registered in the Albanian Pledge Registry according to the provisions stipulated in the Security Agreement. In addition to the loan portfolio (loans receivables) provided by Kredo to the bank as a security, Eleving Group also became a guarantor of rights and obligations of Kredo arising out of the concluded Guarantee Agreement and Loan Agreement. 43. Financial risk management Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 62 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 114 Market risks Assets in EUR in EUR in EUR in EUR ALL (Albania)* 43 946 188 (21 707 150) - 22 239 037 AMD (Armenia) 19 391 726 (14 090 628) - 5 301 097 BWP (Botswana) 21 412 065 (20 549 976) - 862 089 GEL (Georgia) 21 522 843 (21 216 361) - 306 482 KEL (Kenya) 57 841 661 (44 129 874) (15 000 000) (1 288 213) LSL (Lesotho) 3 459 750 (421 508) - 3 038 242 MDL (Moldova) 26 009 687 (17 212 333) - 8 797 355 24 842 678 (14 148 489) - 10 694 190 NAD (Namibia) 20 306 645 (10 185 966) (10 250 000) (129 321) RON (Romania)* 47 588 654 (10 883 367) - 36 705 288 SZL (Eswatini) 2 379 (2 292) - 87 UAH (Ukraine) 1 279 943 605 716 - 1 885 659 UGX (Uganda) 34 566 981 (14 102 728) (25 000 000) (4 535 747) USD (Group) 15 477 573 (16 392 380) - (914 807) UZS (Uzbekistan) 13 644 721 (3 284 077) - 10 360 644 ZMW (Zambia) 12 805 646 (3 720 223) - 9 085 424 364 099 138 (211 441 634) (50 250 000) 102 407 504 247 721 618 (164 702 629) (50 250 000) 32 768 990 * - currency has not fluctuated more than 5% during last 3 years. The U.S. imposed (but currently paused for 90 days) tariffs in early 2025 are a very recent action whose longer-term actual implications are very hard (or virtually impossible) to assess reliably in the mid or longer term. Currently it is virtually impossible to gauge any reasonable near-term outlook both at macroeconomic as well as the Group's levels. However, thr Group remains alert to possible second-order effects on global funding (especially high-yield credit) markets as well as foreign currency markets both of which might impact the Group's future growth plans in the existing and new markets and generally the Group's appetite towards larger portfolios in non-EUR emerging markets. Group’s operations are subject to regulation by a variety of consumer protection, financial services and other state authorities in various jurisdictions, including, but not limited to, laws and regulations relating to consumer loans and consumer rights protection, debt collection and personal data processing. Formal licences issued by respective regulators are required in all countries where the Group operates in, except for Lithuania, Georgia, Moldova and Uzbekistan. The Group closely monitors all the changes in regulatory framework for each of the countries it operates in. The Group employs both in-house as well as outsourced legal specialists to assist in addressing any current or future regulatory developments that might have an impact on Group’s business activities. See further information on regulatory matters in Note 42. The Group is subject to anti-money laundering laws and related compliance obligations in most of the jurisdictions in which it does business. The Group has put in place local anti-money laundering policies in those jurisdictions where it is required under local law to do so and in certain other jurisdictions. As a financial institution, the Group is required to comply with anti-money laundering regulations that are generally less restrictive than those that apply to banks. As a result, the Group often relies on anti-money laundering and know your customer checks performed by our customers’ banks when such customers open new bank accounts, however Group has implemented further internal policies to minimise these risks. Group has put in place internal control framework to identify and report all suspicious transactions with a combination of IT based solutions and human involvement. Internal policies of the Group typically include customers’ background check against sanctioned lists and other public sources as required by each local law. Net assets exposed to currency risk Anti-money laundering and Know Your Customer laws compliance risk The main financial risks arising from the Group’s financial instruments are foreign currency risk, interest rate risk, liquidity risk, and credit risk. Regulatory changes in Romania TOTAL: Currency During 2024, significant regulatory developments took place in Romania, notably the enactment of Law No. 243/2024, which introduced caps on the effective annual interest rates (APR) for certain categories of loans granted by non-banking financial institutions (NBFIs). These changes reflect broader market efforts to enhance consumer protection and transparency in lending practices. The Group has assessed the implications of this new legislation and implemented necessary adjustments to ensure full compliance with the applicable regulatory requirements. 43. Financial risk management (continued) Regulatory risks Financial risks Privacy, data protection compliance risk excluding currencies with currency rate fluctuations below 5% over the last three years The Group accepts the currency risk by issuing loans in local currencies and funding local operations mostly with EUR. Further currency risk is managed transaction wise by avoiding unnecessary conversions back and forth to settle payments and invoices in EUR. Also Group is constantly looking for ways to fund local country operations with local currency funds. The currency risk is defined as the risk that the value of a financial instrument will fluctuate due to changes in foreign exchange rates. Group is exposed to the effects of fluctuations in the prevailing foreign currency exchange rates on its financial position and cash flows. Foreign currency risk Assets and liabilities exposed to foreign currencies fluctuation risk as at 31 December 2024: The Group’s business is subject to a variety of laws and regulations internationally that involve user privacy, data protection, advertising, marketing, disclosures, distribution, electronic contracts and other communications, consumer protection and online payment services. The Group has put in place an internal control framework consisting from a combination of IT based solutions and business procedures that are designed to capture any potential non-compliance matter before it has occurred and to ensure compliance with these requirements. Foreign exchange contracts Equity and liabilities The most significant foreign currency exposure comes from Armenia, Georgia, Moldova, Kenya, Uganda, and Uzbekistan, where Group has evaluated potential hedging options, but due to the costs associated with it, has decided not to pursue hedging strategy for now and assume potential short to mid-term currency fluctuations with retaining potential upside from strengthening in those currencies. The Group has always operated with a forex loss being a legitimate and always present cost item that was adequately priced within each non-EUR country's product portfolio. It is expected that Group’s exposure to volatile foreign currencies will be continuing to decrease in future with Group’s divestment of several of its subsidiaries. Additionally, the Group has started to proactively manage to foreign currency exposure risk towards USD, since in several of Group’s largest markets local loan portfolios are linked to USD. The proactive management of USD exposure can be observed by forward contract purchases that have started already in 2020 and continued since then. MKD (North Macedonia)* The Group takes on exposure to market risks, which are the risks that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risks arise from open positions in interest rate and currency products, all of which are exposed to general and specific market movements and changes in the level of volatility or market rates or prices such as interest rates and foreign exchange rates. Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 63 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 115 Assets in EUR in EUR in EUR in EUR ALL (Albania)* 38 142 013 (21 346 733) - 16 795 280 AMD (Armenia) 14 299 457 (8 745 835) - 5 553 623 BYR (Belarus) 1 431 951 (728 057) - 703 895 GEL (Georgia) 21 436 604 (19 443 418) - 1 993 186 KEL (Kenya) 32 364 407 (18 083 658) - 14 280 749 MDL (Moldova) 40 113 979 (15 108 211) - 25 005 768 25 785 315 (11 070 868) - 14 714 447 RON (Romania)* 34 578 737 (2 987 459) - 31 591 278 UAH (Ukraine) 2 956 528 241 987 - 3 198 515 UGX (Uganda) 29 242 422 (5 236 855) - 24 005 567 USD (Group) 35 436 845 (14 380 483) (71 350 000) (50 293 638) UZS (Uzbekistan) 13 054 932 (1 505 292) - 11 549 640 BWP (Botswana) 17 365 335 (7 999 159) - 9 366 176 ZMW (Zambia) 5 007 424 (3 045 941) - 1 961 483 LSL (Lesotho) 2 305 927 (14 519) - 2 291 408 SZL (Eswatini) 2 366 (2 281) - 84 NAD (Namibia) 9 588 106 (2 548 951) - 7 039 156 323 112 348 (132 005 732) (71 350 000) 119 756 616 224 606 284 (96 600 673) (71 350 000) 56 655 611 * - currency has not fluctuated more than 5% during last 3 years. in EUR in EUR ALL currency +/- 1 111 952 +/- 839 764 AMD currency* +/- 530 110 +/- 555 362 BYR currency* - +/- 70 389 GEL currency* +/- 30 648 +/- 199 319 KEL currency* +/- 128 821 +/- 1 428 075 MDL currency +/- 439 868 +/- 1 250 288 MKD currency +/- 534 709 +/- 735 722 RON currency +/- 1 835 264 +/- 1 579 564 UAH currency* +/- 188 566 +/- 319 851 UGX currency* +/- 453 575 +/- 2 400 557 USD currency +/- 45 740 +/- 2 514 682 UZS currency* +/- 1 036 064 +/- 1 154 964 BWP currency* +/- 86 209 +/- 936 618 ZMW currency* +/- 908 542 +/- 196 148 LSL currency* +/- 303 824 +/- 229 141 SZL currency* +/- 9 +/- 8 NAD currency* +/- 12 932 +/- 703 916 in EUR in EUR ALL currency +/- 579 106 +/- 424 505 AMD currency +/- 164 007 +/- 65 185 BWP currency +/- 124 924 +/- 71 373 BYR currency +/- 23 634 +/- 66 112 GEL currency +/- 208 214 +/- 180 765 KEL currency +/- 41 408 +/- 145 000 LSL currency +/- 15 496 +/- 6 415 MDL currency +/- 291 199 +/- 370 080 MKD currency +/- 297 312 +/- 130 780 NAD currency +/- 140 062 +/- 17 144 RON currency +/- 65 662 +/- 8 719 SZL currency +/- 3 +/- 4 UAH currency +/- 22 401 +/- 27 118 UGX currency +/- 156 824 +/- 138 308 UZS currency +/- 79 409 +/- 30 127 ZMW currency +/- 7 918 +/- 31 824 Equity and liabilities An analysis of sensitivity of the Group’s net assets to changes in foreign currency exchange rates based on positions existing as at 31 December 2024 and 31 December 2023 and a simplified scenario of a +/- 5% change in respective currency to EUR exchange rates (which is considered a reasonable historical approximation of average currency fluctuations) is as follows*: +/- 1 713 459 +/- 15 114 368 Foreign currency rate risk exposure MKD (North Macedonia)* 31.12.2024 31.12.2023 Assets and liabilities exposed to foreign currencies fluctuation risk as at: 31 December 2023: TOTAL: Foreign currency rate risk exposure +/- 7 646 833 The Company is exposed to interest rate risk through its floating coupon notes in Kenya (9.5%-15.5%). However, due to its relatively low size in terms of total borrowings (2.0% from total borrowings as at end of 2024), which in turn are fixed rate, the Group believes its revenue will be sufficient to cover the increased borrowings costs. Currency excluding currencies with currency rate fluctuations below 5% over the last three years Net assets exposed to currency risk Foreign exchange contracts 43. Financial risk management (continued) Interest rate risk * - Due to historical fluctuations and higher risk of future significant fluctuations a higher sensitivity rate of 10% has been used for these currencies. An analysis of sensitivity of the Group’s net profit to changes in foreign currency exchange rates based on positions existing as at 31 December 2024 and 31 December 2023 and a simplified scenario of a +/- 5% change in respective currency to EUR exchange rates (which is considered a reasonable historical approximation of average currency fluctuations) is as follows: 31.12.2024 TOTAL: 31.12.2023 TOTAL: +/- 2 217 579 Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 64 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 116 Financial risks Liquidity risk Total On demand Up to 1 year 1-5 years EUR EUR EUR EUR EUR 34 461 093 34 461 093 - - - 34 461 093 369 166 009 - 361 570 352 314 564 532 25 122 688 701 257 572 3 308 178 - 55 321 4 229 841 - 4 285 162 2 164 840 - 2 164 840 - - 2 164 840 155 309 - 10 269 - - 10 269 409 255 429 34 461 093 363 800 782 318 794 373 25 122 688 742 178 936 (339 578 431) - (100 237 905) (339 161 523) (1 572 781) (440 972 209) (5 317 084) - (5 317 084) - - (5 317 084) (12 590 615) - (12 590 615) - - (12 590 615) (357 486 130) - (118 145 604) (339 161 523) (1 572 781) (458 879 908) 51 769 299 34 461 093 245 655 178 (20 367 150) 23 549 907 283 299 028 Total On demand Up to 1 year 1-5 years EUR EUR EUR EUR EUR EUR 27 470 468 27 470 468 - - - 27 470 468 313 204 155 - 331 613 080 315 228 214 22 324 441 669 165 735 - - - - - - 1 606 770 - 1 606 770 - - 1 606 770 374 357 - 180 096 27 826 - 207 922 342 655 750 27 470 468 333 399 946 315 256 040 22 324 441 698 450 895 (322 124 166) - (114 282 330) (293 195 656) (6 626 662) (414 104 648) (10 988 315) - (10 988 315) - - (10 988 315) (333 112 481) - (125 270 645) (293 195 656) (6 626 662) (425 092 963) 9 543 269 27 470 468 208 129 301 22 060 384 15 697 779 273 357 932 Derivative financial liabilities The Group monitors equity capital on the basis of the capitalization ratio as defined in Eurobond prospectus. This ratio is calculated as Net worth (the sum of paid in capital, retained earnings, reserves and shareholder loan) divided by Net Loan portfolio. As of end of reporting year the capitalization ratio was 29.3% (2023: 26.1%). In order to maintain or adjust the overall capital structure, the Group may issue new bonds, borrow in P2P platform or sell assets to reduce debt. The management of the borrowings is driven by monitoring and complying the lender imposed covenants as well as planning the further borrowing needs to ensure business development of the Group. Loans to related parties Net undiscounted financial assets/ (liabilities) Trade receivables Other loans and receivables Total undiscounted financial assets Liabilities Cash in bank Loans and advances to customers Contractual cash flows Carrying value Cash in bank 43. Financial risk management (continued) Contractual cash flows Carrying value More than 5 years The Group considers both equity capital as well as borrowings a part of overall capital risk management strategy. The Group manages its capital to ensure that it will be able to continue as going concern. In order to maintain or adjust the capital structure, the Group may attract new credit facilities or increase its share capital. The Group fulfils externally imposed equity capital requirements as stated in Note 42. Loans to related parties As at 31.12.2023 Net undiscounted financial assets/ (liabilities) Other current liabilities Other loans and receivables Borrowings* The table below presents the cash flows payable by the Group and to the Group under non-derivative financial liabilities and assets held for managing liquidity risk by remaining contractual maturities at the date of the statement of financial position. The amounts disclosed in the table are the contractual undiscounted cash flow. Cash flow payable for borrowings includes estimated interest payments assuming principal is paid in full at maturity date. Loans and advances to customers Assets Assets Trade receivables * - borrowings contain balances from P2P lenders which might require earlier repayment due to 'buy back' guarantee. Carrying amount of such liabilities is 59 415 656 EUR. See Note 2 for further information on 'buy back' guarantee. Capital risk management Total undiscounted financial assets As at 31.12.2024 Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. The Group manages its liquidity risk by arranging an adequate amount of committed credit facilities with related parties, P2P investors and by issuing bonds. The Group monitors daily cash flows and plans for milestone dates for cash outflows to cover major liabilities like semi-annual interest payments for Eurobonds. The Group regulates its issuances of new loans to ensure the adequate funds are available when upcoming larger settlement of liabilities is approaching. Borrowings* Liabilities Total undiscounted financial liabilities * - borrowings contain balances from P2P lenders which might require earlier repayment due to 'buy back' guarantee. Carrying amount of such liabilities is 63 875 416 EUR. See Note 2 for further information on 'buy back' guarantee. Other current liabilities More than 5 years Total undiscounted financial liabilities Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 65 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 117 Credit risk EUR EUR 465 267 936 406 859 573 3 308 179 - 4 066 282 4 694 748 34 461 093 27 470 468 EUR EUR Kenya Romania Albania Moldova Lithuania Uganda Luxembourg Botswana Georgia Namibia Armenia Uzbekistan Estonia Zambia Lesotho Mauritius Ukraine Latvia Finland Eswatini 20 096 869 16 288 324 11 077 347 4 156 237 2 046 890 The Group operates by applying a clear set of loan granting criteria. This criteria includes assessing the credit history of customer, means of loan repayment and understanding the loan object. The Group takes into consideration both quantitative and qualitative factors when assessing the creditworthiness of the customer. Based on this analysis, the Group sets the credit limit for each and every customer. The Group is exposed to credit risk through its loans and advances to customers, loans to associated companies, trade and other receivables as well as cash and cash equivalents. Maximum credit risk exposure is represented by the gross carrying value of the respective financial assets. The key areas of credit risk policy cover loan granting process (including solvency check of the loan), monitoring methods, as well as decision making principles. 43. Financial risk management (continued) Concentrations arise when a number of counterparties are engaged in similar business activities, or activities in the same geographical region, or have similar economic features that would cause their ability to meet contractual obligations to be similarly affected by changes in economic, political or other conditions. Concentrations indicate the relative sensitivity of the Group’s performance to developments affecting a particular industry or geographical location. Climate-related risk The Group collateralizes and provides loans in amount of no more than 85% of the market values of the collateral. 31 040 036 34 308 971 12 839 220 31.12.2024 31.12.2023 32 142 389 31.12.2023 190 276 342 655 750 24 609 498 439 024 789 Loans to associated companies 220 North Macedonia 46 446 880 33 481 634 23 518 504 The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs. All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole: Cash and cash equivalents 41 597 468 Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either: - In the principal market for the asset or liability, or - In the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible by the Group. 12 655 273 11 360 545 The Group does not have a significant credit risk exposure to any single counterparty, but has risk to group of counterparties having similar characteristics. In order to avoid excessive concentrations of risk, the Group is maintaining a diversified portfolio. It’s main product is subprime loans, however it is offering also near prime loans, as well as instalment loan and long- term rent products. The Group has incorporated Climate related risks into a broader ESG policy that aims to assess the materiality of focus areas as well as defines future goals for 2026 (including climate related ones). The concentration risk on Groups financial assets (based on net exposure) is the following: When the loan agreement has been signed, the Group monitors the loan object and customer’s solvency. The Group has developed loan monitoring process so that it helps to quickly spot any possible non-compliance with the provisions of the agreement. The receivable balances are monitored on an ongoing basis to ensure that the Group’s exposure to bad debts is minimized, and, where appropriate, provisions are being made. TOTAL: 507 103 490 2 379 2 366 20 061 553 37 950 549 18 189 044 8 477 667 Instruments within Level 1 include highly liquid assets and standard derivative financial instruments traded on the stock exchange. 36 941 231 19 768 338 843 181 2 468 167 ‘Climate-related risks’ are potential negative impacts on the Group arising from climate change. Climate-related risks have an impact on the principal risk categories discussed above (i.e. credit, liquidity, market and operational risks), but due to their pervasive nature have been identified and managed by the Group on an overall basis. The Group distinguishes between physical risks and transition risks. Physical risks arise as the result of acute weather events such as hurricanes, floods and wildfires, and longer-term shifts in climate patterns, such as sustained higher temperatures, heat waves, droughts and rising sea levels. Transition risks arise as a result of measures taken to mitigate the effects of climate change and transition to a low-carbon economy – e.g. changes to laws and regulations, litigation due to failure to mitigate or adapt, and shifts in supply and demand for certain commodities, products and services due to changes in consumer behaviour and investor demand. Excessive risk concentration 1 320 142 679 367 3 243 440 13 340 306 44. Fair value of financial assets and liabilities 6 421 446 11 929 791 31.12.2024 Fair value for such financial instruments as Financial assets at fair value through profit and loss is mainly determined based on publicly available quoted prices (bid price, obtainable from Bloomberg system). Loans and advances to customers 23 507 516 7 720 27 856 140 8 477 994 18 110 654 50 084 853 46 435 188 37 935 566 Trade and other receivables TOTAL: - Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities - Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable - Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable. 409 255 429 Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 66 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 118 31.12.2024 31.12.2024 31.12.2023 31.12.2023 EUR EUR EUR EUR 3 308 179 3 308 179 - - 369 166 010 469 299 211 313 204 155 463 826 143 155 308 155 308 374 357 374 357 2 164 840 2 164 840 1 606 770 1 606 770 8 740 369 8 740 369 8 267 676 8 267 676 34 461 093 34 461 093 27 470 468 27 470 468 417 995 799 518 129 000 350 923 426 501 545 414 194 568 261 196 610 886 189 720 020 177 572 764 - - 17 652 461 17 470 317 11 873 062 11 873 062 11 801 088 11 801 088 8 890 707 8 890 707 6 084 337 6 084 337 58 758 821 58 758 821 63 723 592 63 723 592 65 487 580 65 487 580 33 142 668 33 142 668 1 980 625 1 980 625 2 224 874 2 224 874 2 367 886 2 367 886 1 902 392 1 902 392 343 926 942 345 969 567 326 251 432 313 922 032 - - - - 343 926 942 345 969 567 326 251 432 313 922 032 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 31.12.2024 31.12.2024 31.12.2024 31.12.2023 31.12.2023 31.12.2023 EUR EUR EUR EUR EUR EUR - - 3 308 179 - - - - - 469 299 211 - - 463 826 143 - - 155 308 - - 374 357 - - 2 164 840 - - 1 606 770 - - 8 740 369 - - 8 267 676 34 461 093 - - 27 470 468 - - 34 461 093 - 483 667 907 27 470 468 - 474 074 946 - 196 610 886 - - 177 572 764 - - - - - - 17 470 317 - - 11 873 062 - - 11 801 088 - - 8 890 707 - - 6 084 337 - - 58 758 821 - - 63 723 592 - - 65 487 580 - - 33 142 668 - - 1 980 625 - - 2 224 874 - - 2 367 886 - - 1 902 392 - 196 610 886 149 358 681 - 177 572 764 136 349 268 - - - - - - - 196 610 886 149 358 681 - 177 572 764 136 349 268 Other financial liabilities Fair value Total liabilities measured at fair value and liabilities for which fair value is disclosed Borrowings Eleving Group S.A. bonds Financing received from P2P investors Other borrowings Trade payables Other liabilities Assets for which fair value is disclosed Other receivables Loans and advances to customers Borrowings The table below summarizes the carrying amounts and fair values of those financial assets and liabilities not presented on the Group’s statement of financial position at their fair value: Total liabilities measured at fair value and liabilities for which fair value is disclosed Fair value Total assets for which fair value is disclosed Fair value of loans and advances to customers is determined using discounted cash flow model consisting of contractual loan cash flows that are adjusted by expectations about possible variations in the amount and timings of cash flows using methodology consistent with the expected credit loss determination as at 31 December 2024 to determine the cash flows expected to be received net of impairment losses. The pre-tax weighted average cost of capital (WACC) of the entity holding the respective financial assets is used as the basis for the discount rate. The WACC is based on the actual estimated cost of equity and cost of debt that reflect any other risks relevant to the loans that have not been taken into consideration by the impairment loss adjustment described above and also includes compensation for the opportunity cost of establishing a similar loan. An additional 1.5 to 4.1% is added to the discount rate as an adjustment to consider service costs of the portfolio that are not captured by the cash flow adjustments. Other loans and receivables Other borrowings Carrying value Mogo AS bonds Instruments within Level 2 include assets, for which no active market exists, such as over the counter derivative financial instruments that are traded outside the stock exchange, bonds, as well as balances on demand with the central banks, balances due from banks and other financial liabilities. Bonds fair value is observable in Frankfurt Stock Exchange public information. Fair value of bank loans is based on effective interest rate which represents current market rate to similar companies. The management recognizes that cash and cash equivalents' fair value is the same as their carrying value therefore the risk of fair value change is insignificant. Loans and advances to customers Liabilities for which fair value is disclosed Financing received from P2P investors Long term loan from banks Assets for which fair value is disclosed Loans to associated companies 44. Fair value of financial assets and liabilities (continued) Cash and cash equivalents Lease liabilities for right-of-use assets Other liabilities Total liabilities for which fair value is disclosed Long term loan from banks Other financial liabilities Other loans and receivables Liabilities measured at fair value The annual discount rate was determined between 6.18% and 31.34% depending on the Group’s component holding the respective financial asset. Impairment loss is estimated by applying PD and LGD rates, which are in line with ECL methodology described under 'The calculation of ECLs' (Note 2). Carrying value Total liabilities for which fair value is disclosed The table below specified analysis by fair value levels as at 31 December 2024 (based on their fair values): Total assets for which fair value is disclosed Trade payables Trade receivables Mogo AS bonds Lease liabilities for right-of-use assets Liabilities measured at fair value Cash and cash equivalents There have been no transfers between fair value hierarchy levels during 2024 and 2023. Trade receivables Other receivables Instruments within Level 3 include loans and receivables. Bonds issued by Eleving Group S.A. have been classified as Level 2 fair value measurement given that there are observable market quotations in markets. The market for Mogo AS bonds is not assessed as an active market thus classified as Level 3. Fair value of the bonds has been determined based on observable quotes. Liabilities for which fair value is disclosed Loans to associated companies Eleving Group S.A. bonds Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 67 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 119 2024 2023 Number Number 23 0.1 66 0.1 2 0.1 4 0.1 -9 0.1 -45 0.1 -1 - -2 - 15 0.1 23 0.1 - - - - Eleving Stella 55 923 129 (14 644 718) (10 287 719) 7 824 455 (33 308 962) (1 238 485) 4 267 700 204 722 129 164 548 734 Eleving Solis 57 789 316 (16 571 572) (10 263 607) 9 114 591 (36 676 130) (1 774 626) 1 617 972 116 355 395 114 877 724 87 430 932 (7 556 577) (19 485 696) 6 562 115 (34 359 289) (5 615 719) 26 975 766 126 604 560 65 100 002 Discontinued operations 897 522 (285 862) (37 519) 57 672 (238 304) (270 622) 122 887 - - Other segments 241 886 (1 134 586) (1 530 389) 16 452 632 (14 265 662) (2 002) (238 121) 20 945 324 12 718 057 Total segments 202 282 785 (40 193 315) (41 604 930) 40 011 465 (118 848 347) (8 901 454) 32 746 204 468 627 408 357 244 517 Other 24 243 611 (24 075 965) (78 633) 10 210 826 (3 436 313) (35 295) 6 828 231 231 895 501 201 944 118 Total 226 526 396 (64 269 280) (41 683 563) 50 222 291 (122 284 660) (8 936 749) 39 574 435 700 522 909 559 188 635 Consolidated 203 749 375 (41 520 275) (40 343 521) 22 758 157 (106 903 271) (8 936 749) 28 803 716 476 288 766 368 171 789 15 381 389 (191 016 846) Adjustments and eliminations (10 770 719) (224 234 143)22 749 005(22 777 021) Fair value of the respective share options For management purposes, the Group is organized into business units based on their geographical locations and on internal management structure, which is the basis for reporting system. These consolidated financial statements provide information on the following operating segments. Comparative figures reflect segments according to previous years structure. Terminated due to failed vesting conditions Entities performing consumer loan The following table illustrates the number and weighted average exercise prices of the General Employee share option plan: Segment information below shows main income and expense items of profit and loss statement. Other smaller income and expense items are summarized and shown under 'Other income/(expense)' column. Other operating income 46. Segment information No revenue from transactions with a single external customer or counterparty amounted to 10% or more of the Group’s total revenue in 2023 or 2024. Outstanding at 31 December The Group may grant share options of Subsidiaries to its employees. Share options are generally awarded on the first day of employment. The share options vest within four years time with front loaded vesting of 25% of the granted shares after one year of employment. The maximum term of options granted is 4 years. General Employee Share Option Plan Several employee share options have been exercised, expired and/or forfeited in accordance with the terms and conditions of the General Share Option plan, while a several other employee share options remain outstanding and may be exercised, expired and/or forfeited in the future. The table above does not include employee share options that have been granted during the year and exercised during the year or shares provided to the employees. Refer to note 1 for Eleving Group equity Interest percentage in the Group subsidiaries. - Other segments. This segment comprises Group’s business lines with aggregate unconsolidated revenue below 10% of the total unconsolidated revenue of all operating segments. Impairment expense* - Discontinued operations. This group includes entities from countries where the group has decided to exit from geographical markets. Countries included Bosnia&Herzegovina, Poland and Belarus. 46. Segment information (continued) Total assets Outstanding at 1 January Other operating expense Weighted average exercise price, EUR The fair value of share options granted is estimated at the date of grant. Group’s management has assessed that the fair value of the respective share options as at reporting period end is EUR 40 654. Granted during the year The exercise price of the share options under typical circumstances is equal to the nominal priceof the underlying shares. There are cash settlement alternatives.The Group does not have a past practice of cash settlement for these awards and the Group does not have a present obligation to settle in cash. (27 464 134) Segment profit/(loss) for the period Exercisable at the end of the period Operating segment - Eleving Solis. This is the major segment of the Group representing entities performing car financing activities in Uzbekistan, Kenya and Uganda. Corporate income tax Management monitors mainly the following indicators of operating segments for the purpose of making decisions about resource allocation and performance assessment: net revenue, profit before tax, gross portfolio and impairment. Other segment is not monitored on segment level but on comprising subsidiaries level. - Other. The Group’s financing (including finance costs, finance income and other income) and income taxes are managed on a Group basis and are not allocated to operating segments hence these are presented in “Other”. The exercise price for options outstanding at the end of the year was 0.1 EUR (2023: 0.1 EUR). The weighted average remaining contractual life for the share options outstanding as at 31 December 2024 is less than a year (2023: 1). 45. Share-based payments - Eleving Stella. This is the major segment of the Group representing entities performing car financing activities in Latvia, Lithuania, Romania, Moldova, Georgia, Armenia and Estonia. Fully vested during the year - Segment information for the period ended on 31 December 2024 is presented below: Interest expenses 1 340 042 Interest income The main purpose of both share option plans is to attract and retain highly experienced employees for extensive period of time and build strong management team. The Groups Chief operating decision maker is Group`s CEO. Transfer prices between operating segments are on an arm’s length basis in a manner similar to transactions with third parties. * - includes net gain/(loss) from de-recognition of financial assets measured at amortized cost. - Entities performing consumer loan financing activities. This is the major segment of the Group representing entities performing activities in Moldova, Albania, Ukraine, Botswana, Namibia, Zambia, Lesotho, Mauritius and Eswatini. Total liabilities Weighted average exercise price, EUR Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 68 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 120 EUR 2024 31.12.2024 31.12.2024 Eleving Stella 45 721 926 (12 786 195) (8 197 387) 8 000 373 (26 851 637) (985 228) 4 901 852 197 861 294 143 052 784 Eleving Solis 58 952 956 (13 641 605) (15 222 425) 4 205 343 (33 725 804) (446 184) 122 281 103 835 772 106 286 739 Discontinued operations 4 912 144 (1 296 305) (137 513) 322 033 (2 350 208) (291 447) 1 158 704 9 597 949 9 432 078 Other segments (254 985) (2 883 929) (11 093 219) 11 440 883 (8 708 678) (499) (11 500 427) 27 812 078 20 526 637 Total segments 177 604 646 (38 696 855) (49 873 074) 29 109 406 (96 796 519) (6 468 573) 14 879 031 461 628 741 354 579 758 Other 18 434 908 (18 793 579) (619 429) 7 531 774 (1 634 539) (97 329) 4 821 806 214 687 811 207 017 742 Total 196 039 554 (57 490 434) (50 492 503) 36 641 180 (98 431 058) (6 565 902) 19 700 837 676 316 552 561 597 500 Consolidated 176 297 775 (37 499 444) (38 687 301) 17 340 443 (88 969 471) (6 565 902) 21 916 100 421 315 533 355 880 308 EUR Other operating expense Elimination of intragroup management services Elimination of intragroup other expenses Elimination of inter-segment expenses Total assets 193 100 449 2 215 263 (25 160 192)5 140 774 20 196 621(4 745 215) External customers (interest income and other income) Elimination of inter-segment revenue 368 171 789 1 340 042 28 803 716 (36 276 405) 22 749 005 Other short term receivables (assets of Other) Elimination of intragroup loans 476 288 766 Borrowings (liabilities of Other) Elimination of intragroup income from dealership commissions 7 553 931 (255 001 019)9 461 587 Revenue - Inter-segment (interest income and other income) Elimination of intragroup interest income 2023 Adjustments and eliminations (19 741 779) TOTAL: 242 294 250 38 795 052 (187 957 738) 357 244 517 200 437 377 1 506 741 (187 844 831) 468 627 408 Elimination of impairment expenses TOTAL: 167 671 536 11 805 202 (8 088 821) (15 222 530) Elimination of other intragroup receivables 206 714 052 Other operating income EUR Interest expenses Corporate income tax 19 990 990 Interest income Total assets Segment operating liabilities (8 015 401) EUR 75 281 520 (11 691 878) Entities performing consumer loan financing 68 272 605 Consolidated profit for the period EUR Segment information for the period ended on 31 December 2023 is presented below: Reconciliation of assets Elimination of other intragroup accounts payable Total liabilities (205 717 192) * - includes net gain/(loss) from de-recognition of financial assets measured at amortized cost. Inter-segment (interest income and other income) 39 042 516 (7 626 512) External customers (interest income and other income) 46. Segment information (continued) 32 746 204 7 827 458 122 521 648 (50 241 155) Reconciliation of liabilities Other liabilities (liabilities of Other) Elimination of intragroup borrowings Impairment expense Profit from other (130 345) 192 053 095 Segment profit for the period Total liabilities Segment profit Elimination of intragroup income from dividends Elimination of intragroup management services Elimination of intragroup other income Reconciliation of profit 2024 Revenue Inter-segment revenues are eliminated upon consolidation and reflected in the ‘adjustments and eliminations’ line. All other adjustments and eliminations are part of detailed reconciliations presented further below. 6 828 231 (3 172 015) (19 300 737) Segment operating assets Loans to subsidiaries (assets of Other) Elimination of intragroup interest expenses 39 470 436 (22 777 019) 50 241 155 Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 69 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 121 Segment profit 1) On 10 March 2025 the Group has concluded the public bond offering of its senior secured and guaranteed bonds (ISIN DE000A3LL7M4). As a result of the bond tap, the Group has issued additional new bonds worth EUR 40 mln in nominal with original matury date of 31.10.2028, but with effectve yield reduced from 13% to 10%. Additional funds will be mainly used to fuel the future growth of the business and partially refinance existing liabilities. Other liabilities (liabilities of Other) 7 791 873 Elimination of intragroup income from dealership commissions Total liabilities Reconciliation of liabilities (1 687 008) (204 762 773) 2) In March 2025 the government of North Macedonia has lost a court case where it is now obliged to pay back one off solidarity tax payments made by companies in 2023. The Group's subsidiary in North Macedonia made such a payment to government authorities in 2023 for total amount of EUR 1 151 000. Now the entity is eligible for a refund of this payment and the Group expects to receive the refund in second quarter of 2025. 195 461 113 Elimination of intragroup management services 21 916 100 Elimination of other intragroup accounts payable Borrowings (liabilities of Other) (9 470 579) Reconciliation of profit Elimination of impairment expenses EUR 14 879 031 Profit from other Elimination of inter-segment revenue (39 042 516) (7 787 025) 19 226 698 Elimination of intragroup management services Since the last day of the reporting year several significant events took place: 47. Events after balance sheet date 16 878 311 (204 762 772) (954 420) 355 880 308 (72 233) 41 257 779 19 990 990 Consolidated profit for the period 190 139 431 11 805 202 EUR Reconciliation of assets Total assets Segment operating liabilities Elimination of other intragroup receivables Elimination of inter-segment expenses 354 579 758 Elimination of intragroup interest expenses Elimination of intragroup other expenses 31.12.2023 4 821 806 1 669 714 Elimination of intragroup interest income 2023 Elimination of intragroup other income Elimination of intragroup income from dividends (20 025 671) Elimination of intragroup borrowings As of the last day of the reporting year until the date of signing these integrated consolidated financial statements there have been no other events requiring adjustment of or disclosure in the statements or Notes thereto. Loans to subsidiaries (assets of Other) Other short term receivables (assets of Other) Elimination of intragroup loans 421 315 533 461 628 741 (50 238 246) Segment operating assets 46. Segment information (continued) Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 70 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 122 APM Definition 2024 2023 2022 2021 2020 108 116 977 65 435 225 54 073 300 31 390 094 22 238 223 - 16 462 353 18 477 014 17 300 238 12 126 467 369 166 010 313 204 155 282 954 694 234 851 859 186 890 484 29.3% 26.1% 25.6% 20.7% 18.4% EBITDA 2024 2023 2022 2021 2020 28 803 716 21 916 100 14 608 552 11 205 675 1 647 029 (8 203 820) (8 324 461) (9 004 133) (6 932 013) (709 012) (732 929) 1 758 559 2 151 290 815 335 1 012 121 (3 709 849) (6 385 833) (7 422 727) 1 095 031 (11 061 815) 9 854 800 9 442 554 8 063 484 7 399 657 5 347 054 (41 520 275) (37 499 444) (31 131 649) (29 022 570) (24 877 404) 92 825 389 81 809 833 68 079 255 52 649 549 42 630 193 - - 805 957 - (2 270 197) - - - 960 237 - - - - 3 183 838 3 365 103 - - - 5 667 930 - - - - - 2 546 353 - - - - (11 473 296) VAT in Romania for prior periods 3 030 217 - - - - (6 068 841) (4 356 389) (3 311 445) (5 002 715) 426 199 89 786 765 77 453 444 65 573 767 57 458 839 35 224 355 2024 2023 2022 2021 2020 41 520 275 37 499 444 31 131 649 29 022 570 24 877 404 2 022 044 2 774 925 2 233 276 1 735 481 344 406 2 114 297 1 259 773 1 079 908 2 142 668 1 938 791 2.4 2.3 2.4 2.3 1.6 Net leverage 2024 2023 2022 2021 2020 267 562 839 242 406 494 231 194 120 229 757 374 166 696 463 - 16 462 353 18 477 014 17 300 238 12 126 467 Non-current lease liabilities for rent of premises 6 300 511 6 466 463 7 115 543 6 612 744 5 682 880 504 570 780 696 178 449 93 446 42 135 72 015 592 96 180 026 60 114 233 38 267 475 76 537 465 4 768 360 3 763 479 2 659 706 2 443 778 2 013 871 299 621 790 450 142 794 57 412 56 425 34 461 093 27 470 468 13 834 837 10 127 087 9 315 430 3.3 3.7 3.8 4.0 6.1 Net loan portfolio 2024 2023 2022 2021 2020 2 037 986 7 085 928 10 008 495 10 700 138 14 549 784 189 649 583 154 854 453 139 934 850 119 126 287 98 368 630 179 516 427 158 349 702 143 019 844 115 725 572 88 521 854 371 203 996 320 290 083 292 963 189 245 551 997 201 440 268 2024 2023 2022 2021 2020 28 803 716 21 916 100 14 608 552 11 205 675 1 647 029 28 803 716 21 916 100 14 608 552 11 205 675 1 647 029 - - 805 957 960 237 (2 270 197) - - - 3 183 838 3 365 103 - - - 5 667 930 - - - - - 2 546 353 - - - - (11 473 296) VAT in Romania for prior periods 2 555 565 - - - - - 1 151 000 - - - 31 359 281 23 067 100 15 414 509 21 017 680 (6 185 008) This Integrated report provides, as incorporated in these consolidated financial statements, alternative performance measures (APMs) which are not defined or specified under the requirements of International Financial Reporting Standards as adopted by the EU. We believe these APMs provide readers with important additional information on our business. To support this, we have included, a reconciliation of the APMs we use where relevant and a glossary indicating the APMs that we use, an explanation of how they are calculated. These numbers are unaudited. Interest expense Total equity (incl. subordinated loans/bonds)/net loan portfolio (excl. rental fleet) Profit from continuing operations for the period before corporate income tax and deferred corporate income tax, interest expense, amortization and depreciation, and net foreign exchange result Last twelve-month Adjusted EBITDA/interest expense less Eurobonds acquisitions costs and subordinated loans/bonds interest expense Sum of non-current and current borrowings (excl. lease liabilities for rent of vehicles and premises and subordinated debt/bonds) less cash and cash equivalents / last twelve-month Adjusted EBITDA Sum of rental fleet and loans and advances to customers Net profit for the period before net foreign exchange result Sum of interest revenue, fee and commission income related to financing activities and revenue from loans 48. Alternative performance measures (unaudited) Net foreign exchange result Net profit before FX Capitalization ratio Capitalization ratio Net loan portfolio Warrant repurchase from Mezzanine Management Interest coverage ratio Interest expense Amortization and depreciation Subordinated loans/bonds Net leverage Total Equity Cash and cash equivalents Net leverage Gain from acquisitions Non-current borrowings, less: Subordinated loans/bonds Non-current lease liabilities for rent of vehicles Current borrowings, less: Interest expense from subordinated loans/bonds Adjusted EBITDA Current lease liabilities for rent of premises Current lease liabilities for rent of vehicles Non-controlling interests Net loan portfolio Capitalization ratio Profit from continuing operations Corporate income tax Revenue EBITDA (Gain)/Loss from subsidiary sale Adjusted Net profit after FX Loss from cancelled acquisition in Kosovo Amortization of acquisitions’ fair value gain Non-current loans and advances to customers Current loans and advances to customers Net loan portfolio Net profit after FX Profit from continuing operations Net profit after FX (Gain)/Loss from subsidiary sale Amortization of acquisitions’ fair value gain Bonds refinancing expense Warrant repurchase from Mezzanine Management One off solidarity tax payment in North Macedonia Gain from acquisitions Rental fleet Bonds issuance costs Interest coverage ratio Bonds refinancing expense EBITDA Interest coverage ratio Deferred corporate income tax Mogo Finance S.A. Consolidated annual report for the year ended 31 December Eleving Group S.A. 31.12.2024 71 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 123 2024 2023 2022 2021 2020 28 803 716 21 916 100 14 608 552 11 205 675 1 647 029 (3 709 849) (6 385 833) (7 422 727) 1 095 031 (11 061 815) 32 513 565 28 301 933 22 031 279 10 110 644 12 708 844 - - 805 957 960 237 (2 270 197) - - - 3 183 838 3 365 103 - - - 5 667 930 - - - - - 2 546 353 - - - - (11 473 296) VAT in Romania for prior periods 2 555 565 - - - - - 1 151 000 - - - 35 069 130 29 452 933 22 837 236 19 922 649 4 876 807 2024 2023 2022 2021 2020 203 749 375 176 297 775 162 516 856 139 857 244 73 685 522 10 076 029 8 968 142 7 743 433 7 317 048 5 040 256 2 748 356 4 067 111 5 421 567 6 549 933 6 247 484 216 573 760 189 333 028 175 681 856 153 724 225 84 973 262 - - - 3 183 838 3 365 103 216 573 760 189 333 028 175 681 856 156 908 063 88 338 365 Signed on behalf of the Group on 28 April 2025 by: Māris Kreics Sébastien Jean-Jacques J. François One off solidarity tax payment in North Macedonia Profit from continuing operations Net foreign exchange result Net profit before FX Adjusted revenue Revenue Net profit before FX Revenue Warrant repurchase from Mezzanine Management Gain from acquisitions Revenue from leases Amortization of acquisitions’ fair value gain Interest revenue Fee and commission income related to financing activities (Gain)/Loss from subsidiary sale Adjusted Net profit before FX Amortization of acquisitions’ fair value gain 48. Alternative performance measures (unaudited) (continued) Bonds refinancing expense Mogo Finance S.A. Consolidated annual report for the year ended 31 December Category A Member of the Management Board Category B Member of the Management Board Eleving Group S.A. 31.12.2024 72 Report of the réviseur d’entreprises agréé Unaudited sustainability statementManagement report Consolidated financial statements 124 Signed on behalf of the Group on 28 April 2025 by: Management Board's statement The undersigned Eleving Group, a public limited liability company (societe anonyme), governed by laws of the Grand-Duchy of Luxembourg, having its registered office at 8-10 Avenue de la Gare, L-1610, Luxembourg and registered with the Luxembourg Trade and Companies Register under the number B 174457 (the “Company”), Hereby formally and expressly declares the following: 1. The consolidated annual report of the Company for the year ended 31 December 2023 is, to the best of Directors’ knowledge, prepared in accordance with the applicable set of accounting standards and gives a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole, 2. The management report of the Company includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole. Māris Kreics Sébastien Jean-Jacques J. François Mogo Finance S.A. Consolidated annual report for the year ended 31 December Category A Member of the Management Board Category B Member of the Management Board Report of the réviseur d’entreprises agréé Eleving Group S.A. 31.12.2024 73 Tel. 352 45 123-1 www.bdo.lu 1, rue Jean Piret Boîte Postale 351 L-2013 Luxembourg BDO Audit, Société Anonyme R.C.S. Luxembourg B 147.570 TVA LU 23425810 BDO Audit, a société anonyme incorporated in Luxembourg, is a member of BDO International Limited, a UK company limited by guarantee, and forms part of the international BDO network of independent member firms. BDO is the brand name for the BDO network and for each of the BDO Member Firms. REPORT OF THE REVISEUR D’ENTREPRISES AGREE To the Shareholders of Eleving Group Société anonyme 8-10, Avenue de la Gare L - 1610 Luxembourg Luxembourg Report on the audit of the consolidated financial statements Opinion We have audited the consolidated financial statements of Eleving Group S.A. and its subsidiaries (the “Group”), which comprise the consolidated statement of financial position as at 31 December 2024, and the consolidated statement of profit and loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including material accounting policy information and other explanatory information. In our opinion, the accompanying consolidated financial statements give a true and fair view of the consolidated financial position of the Group as at 31 December 2024, and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with IFRS Accounting Standards as adopted by the European Union. Basis for opinion We conducted our audit in accordance with the EU Regulation N° 537/2014, the Law of 23 July 2016 on the audit profession (“Law of 23 July 2016”) and with International Standards on Auditing (“ISAs”) as adopted for Luxembourg by the “Commission de Surveillance du Secteur Financier” (“CSSF”). Our responsibilities under the EU regulation N° 537/2014, the Law of 23 July 2016 and ISAs as adopted for Luxembourg by the CSSF are further described in the « Responsibilities of the “réviseur d’entreprises agréé” for the audit of the consolidated financial statements » section of our report. We are also independent of the Group in accordance with the International Code of Ethics for Professional Accountants, including International Independence Standards, issued by the International Ethics Standards Board for Accountants (IESBA Code) as adopted for Luxembourg by the CSSF together with the ethical requirements that are relevant to our audit of the consolidated financial statements, and have fulfilled our other ethical responsibilities under those ethical requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. BDO Audit, Société Anonyme R.C.S. Luxembourg B 147.570 TVA LU 23425810 BDO Audit, a société anonyme incorporated in Luxembourg, is a member of BDO International Limited, a UK company limited by guarantee, and forms part of the international BDO network of independent member firms. BDO is the brand name for the BDO network and for each of the BDO Member Firms. Key audit matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of the audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Key Audit Matter How the Key Audit Matter was addressed in our audit Impairment allowance for “Loans and advances to customers” The total net value of "Loans and advances to customers" ("portfolio") amounts to EUR 369 166 010 and represents approximately 78% of the Group's total assets at 31 December 2024 (31 December 2023: EUR 313 204 155 and approximately 74%). The portfolio consists mainly of both secured and unsecured loans. The Group's management estimates the amount of the impairment allowance in accordance with the expected credit loss (ECL) model under IFRS 9. Expected credit losses for the entire portfolio are determined by grouping them, applying modelling techniques based on historical loss rates and changes in the portfolio's risk characteristics adjusted for forward-looking information. The main parameters used in the model include those related to probability of default ('PD'), loss given default ('LGD') and exposure at default ('EAD'). Management needs to make critical judgements in order to identify, in a timely manner, portions of the portfolio with significant increases in credit risk and impaired exposures. In view of the above, we have identified this as a key audit matter. Our audit procedures included amongst others: • We tested control environment related to the approval and issuance of loans, the identification of defaults and the collection of debts. • We engaged IT specialists to test the overall IT environment and the effectiveness of controls over the systems supporting portfolio accounting and ECL calculation. • We tested the accounting policies, management assumptions and data used to estimate the probability of default and loss given default rates. We tested the completeness and accuracy of the data used to calculate the provision for impairment losses. • We tested selected key inputs and outputs of the ECL model. • We also tested management's assessment of the impact of macro factors on the quality of the loan portfolio and other related considerations. • We performed other substantive and analytical procedures. • We tested the completeness and accuracy of the disclosures relating to originated loans, impairment allowance and losses in the notes to the consolidated financial statements. BDO Audit, Société Anonyme R.C.S. Luxembourg B 147.570 TVA LU 23425810 BDO Audit, a société anonyme incorporated in Luxembourg, is a member of BDO International Limited, a UK company limited by guarantee, and forms part of the international BDO network of independent member firms. BDO is the brand name for the BDO network and for each of the BDO Member Firms. Interest income recognition For the year ended 31 December 2024, interest income from and "Loans and advances to customers" totaled EUR 203 721 402 and represented approximately 93% of the Group's total income and other revenue (31 December 2023: EUR 176 297 775 and approximately 92%). In accordance with IFRS 9 - Recognized interest income is determined using the effective interest rate ("EIR") method. In determining the amount of interest income, the Group uses a model whereby automatically calculated interest amounts are manually adjusted based on the contractual interest rate to reflect the additional costs incurred in entering into the lease and loan agreement in the EIR measurement and the resulting interest income is recognized in the income statement. The calculation of interest income is performed using sophisticated information technology systems that process frequently updated and voluminous data. In view of the above, we have identified this as a key audit matter. Our audit procedures included amongst others: • We tested the accounting policies, management assumptions and inputs used in the recognition of interest income. • We engaged IT specialists who tested the effectiveness of the overall IT environment and controls over the systems supporting the calculation of interest income. • We tested the design and implementation of selected controls over the interest revenue recognition process, controls over the application of appropriate contractual interest rates and other contractual terms in the interest revenue recognition process and controls over the review and validation of manual accounting entries used in the EIR valuation. • We performed other substantive and analytical procedures. • We tested the completeness and accuracy of the disclosures relating to interest income in the notes to the consolidated financial statements. Other information The Management Board is responsible for the other information. The other information comprises the information included in the Integrated annual report including the “Our Group” section, the consolidated management report, the unaudited Sustainability Statement and the Corporate Governance Statement but does not include the consolidated financial statements and our report of “réviseur d’entreprises agréé” thereon. Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report this fact. We have nothing to report in this regard. BDO Audit, Société Anonyme R.C.S. Luxembourg B 147.570 TVA LU 23425810 BDO Audit, a société anonyme incorporated in Luxembourg, is a member of BDO International Limited, a UK company limited by guarantee, and forms part of the international BDO network of independent member firms. BDO is the brand name for the BDO network and for each of the BDO Member Firms. Responsibilities of the Management Board and Those Charged with Governance for the consolidated financial statements The Management Board is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with IFRS Accounting Standards as adopted by the European Union, and for such internal control as the Management Board determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. The Management Board is responsible for presenting the consolidated financial statements in compliance with the requirements set out in the Delegated Regulation 2019/815 on European Single Electronic Format (“ESEF Regulation”). In preparing the consolidated financial statements, the Management Board is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Management Board either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Group’s financial reporting process. Responsibilities of the “réviseur d’entreprises agréé” for the audit of the consolidated financial statements The objectives of our audit are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a report of “réviseur d’entreprises agréé” that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the EU Regulation N° 537/2014, the Law of 23 July 2016 and with ISAs as adopted for Luxembourg by the CSSF will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements. Our responsibility is to assess whether the consolidated financial statements have been prepared in all material respects with the requirements laid down in the ESEF Regulation. As part of an audit in accordance with the EU Regulation N° 537/2014, the Law of 23 July 2016 and with ISAs as adopted for Luxembourg by the CSSF, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control. BDO Audit, Société Anonyme R.C.S. Luxembourg B 147.570 TVA LU 23425810 BDO Audit, a société anonyme incorporated in Luxembourg, is a member of BDO International Limited, a UK company limited by guarantee, and forms part of the international BDO network of independent member firms. BDO is the brand name for the BDO network and for each of the BDO Member Firms. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Management Board. • Conclude on the appropriateness of Management Board’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our report of the “réviseur d’entreprises agréé” to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our report of the “réviseur d’entreprises agréé”. However, future events or conditions may cause the Group to cease to continue as a going concern. • Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation. • Obtain sufficient appropriate audit evidence regarding the financial information of the entities and business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our report unless law or regulation precludes public disclosure about the matter. Report on Other Legal and Regulatory Requirements We have been appointed as “réviseur d’entreprises agréé” by the Annual General Meeting of the Shareholders held on 30 April 2024 and the duration of our uninterrupted engagement, including previous renewals and reappointments, is three years. The consolidated management report is consistent with the consolidated financial statements and has been prepared in accordance with applicable legal requirements. The Corporate Governance Statement is included in the consolidated management report. The information required by Article 68ter paragraph (1) letters c) and d) of the law of 19 December 2002 on the commercial and companies register and on the accounting records and annual accounts of undertakings, as amended, is consistent with the consolidated financial statements and has been prepared in accordance with applicable legal requirements. |IBDO We confirm that the audit opinion is consistent with the additional report to the audit committee or equivalent. We confirm that the prohibited non-audit services referred to in the EU Regulation N° 537/2014 were not provided and that we remained independent of the Group in conducting the audit. We have checked the compliance of the consolidated financial statements of the Group as at 31 December 2024 with relevant statutory requirements set out in the ESEF Regulation that are applicable to financial statements. For the Group it relates to: . Consolidated financial statements prepared in a valid xHTML format; . The XBRL markup of the consolidated financial statements using the core taxonomy and the common rules on markups specified in in the ESEF Regulation. In our opinion, the consolidated financial statements of the Group as at 31 December 2024, have been prepared, in all material respects, in compliance with the requirements laid down in the ESEF Regulation. Luxembourg, 28 April 2025 BDO Audit Cabinet de révision agréé represented by uy des BDO Audit, Société Anonyme R.C.S. Luxembourg B 147.570 TVA LU 23425810 BDO Audit, a société anonyme incorporated in Luxembourg, is a member of BDO International Limited, a UK c d by gt , and forms part of the international BDO network of independent member firms. BDO is the brand name for the BDO network and for each of the BDO Member Firms.
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