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Medicover

Quarterly Report Jul 24, 2025

2943_ir_2025-07-24_be0680f3-fc5e-438f-8b1a-8feee30eee87.pdf

Quarterly Report

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INTERIM REPORT APRIL–JUNE 2025

Second quarter

  • Revenue amounted to €596.7m (€509.4m), an increase of 17.1% with an organic growth of 13.9%.
  • Operating profit (EBIT) was €41.7m (€21.3m), an increase of 96.5% representing an operating margin of 7.0% (4.2%).
  • Net profit more than tripled to €18.0m (€5.9m), which represents a margin of 3.0% (1.2%).
  • EBITDA was €96.2m (€70.6m), an increase of 36.3%. EBITDA margin was 16.1% (13.8%).
  • EBITDAaL amounted to €64.5m (€43.3m), an increase by 49.0%, corresponding to an EBITDAaL margin of 10.8% (8.5%).
  • Net cash flow from operating activities was €57.3m (€47.4m).
  • Basic/diluted earnings per share were €0.127 (€0.042).

First half

  • Revenue amounted to €1,174.8m (€1,008.2m), an increase of 16.5% with an organic growth of 14.0%.
  • Operating profit (EBIT) was €77.7m (€40.3m), an increase of 92.8% representing an operating margin of 6.6% (4.0%).
  • Net profit nearly tripled to €36.8m (€12.4m), which represents a margin of 3.1% (1.2%).
  • EBITDA was €182.7m (€137.8m), an increase of 32.6%. EBITDA margin was 15.6% (13.7%).
  • EBITDAaL amounted to €120.8m (€83.9m), an increase by 43.9%, corresponding to an EBITDAaL margin of 10.3% (8.3%).
  • Net cash flow from operating activities was €144.8m (€125.4m).
  • Basic/diluted earnings per share were €0.261 (€0.084)/€0.260 (€0.084).
Q2 Q2 6M 6M FY
€ millions (€m) 2025 2024 Growth 2025 2024 Growth LTM1) 2024
Revenue 596.7 509.4 17% 1,174.8 1,008.2 17% 2,258.4 2,091.8
Operating profit (EBIT) 41.7 21.3 97% 77.7 40.3 93% 107.7 70.3
Operating profit margin 7.0% 4.2% 6.6% 4.0% 4.8% 3.4%
Net profit 18.0 5.9 203% 36.8 12.4 197% 39.0 14.6
Net profit margin 3.0% 1.2% 3.1% 1.2% 1.7% 0.7%
Basic earnings per share, € 0.127 0.042 202% 0.261 0.084 211% 0.289 0.112
Diluted earnings per share, € 0.127 0.042 202% 0.260 0.084 210% 0.289 0.112
EBITDA 96.2 70.6 36% 182.7 137.8 33% 329.8 284.9
EBITDA margin 16.1% 13.8% 15.6% 13.7% 14.6% 13.6%
Adjusted EBITDA 100.9 74.4 36% 191.5 144.5 33% 347.0 300.0
Adjusted EBITDA margin 16.9% 14.6% 16.3% 14.3% 15.4% 14.3%
EBITDAaL 64.5 43.3 49% 120.8 83.9 44% 209.9 173.0
EBITDAaL margin 10.8% 8.5% 10.3% 8.3% 9.3% 8.3%
Adjusted EBITDAaL 69.2 47.1 47% 129.6 90.6 43% 227.1 188.1
Adjusted EBITDAaL margin 11.6% 9.2% 11.0% 9.0% 10.1% 9.0%
EBITA 45.7 26.2 75% 84.9 50.0 70% 139.6 104.7
EBITA margin 7.7% 5.1% 7.2% 5.0% 6.2% 5.0%

REVENUE AND EARNINGS

Definition and reconciliation of alternative performance measures are available at www.medicover.com/financial-information.

1) LTM: last twelve months (1 July 2024 - 30 June 2025)

Medicover is a leading international healthcare and diagnostic services company and was founded in 1995. Medicover operates a large number of ambulatory clinics, hospitals, specialty-care facilities, laboratories and blood-drawing points and the largest markets are Poland, Germany, Romania and India. In 2024, Medicover had revenue of €2,092 million and more than 47,000 employees. For more information, go to www.medicover.com

CEO STATEMENT

It is a pleasure to present my first quarterly report as CEO. The consistent focus made over the past year to enhance efficiency levels are yielding results, and at the same time our units are progressively filling up capacity. We continue to see strong organic growth and overall margin expansion which is enabling strong operating cash flow over the quarter. Demand remains strong throughout the businesses, with our Polish operations making a particularly significant contribution, despite a temporary subdued member growth in the employer-paid business. Both divisions contributed well to the group's overall results.

Revenue for the quarter amounted to €596.7m (€509.4m), an increase of 17.1%, with organic growth at 13.9%.

Margin expansion continued in the quarter across all profit measures, operating profit (EBIT) was €41.7m (€21.3m), an increase of 96.5% representing an operating margin of 7.0% (4.2%). EBITDA increased by

36.3% to €96.2m (€70.6m), corresponding to a margin of 16.1% (13.8%). Adjusted EBITDA amounted to €100.9m (€74.4 m), a margin of 16.9% (14.6%).

Healthcare Services

Revenue grew by 17.5% to €414.3m (€352.6m), with an organic growth of 15.6%, with price representing approximately 8.7pp of this growth. EBITDA grew by 41.3% to €77.2m (€54.6m), a margin of 18.6% (15.5%).

As expected, the business in India returned to double digit revenue growth in local currency with the team strengthening our marketing activities that worked historically. We have seen good performance from the hospital business in Romania in the quarter. The Polaris hospital (Cluj) has become the biggest robotic hospital in Romania with the highest number of operations and is doing very well. We still have a drag, although improving from €-3.9m in Q1 to €-2.7m EBITDAaL loss in Q2, from the immature hospitals in India and the newest hospital in Romania.

The Polish businesses have contributed significantly to both revenue and profit, especially the ambulatory clinics and sports/wellness business and was supported by fertility services. In the quarter we acquired and consolidated CityFit, a leading operator of fitness clubs. The integration is proceeding according to plan contributing to the performance.

The division ended the quarter with 1.5 million members compared to 1.8 million members by the end of last quarter. The development is explained by the transfer of the Hungarian insurance business completed in the quarter that led to a reduction of members with 284K. Member growth excluding these members was subdued and grew with 1.9%. FFS and other services grew by 15.1% and represented 51% of divisional revenue.

Diagnostic Services

Revenue amounted to €189.0m (€162.9m) in the quarter, an increase of 16.1%, with an organic growth of 9.9%, with price representing approximately 3.5pp of this growth. EBITDA amounted to €33.5m (€26.4m), an increase of 27.1%, a margin of 17.7% (16.2%).

All main FFS markets performed well and were further supported by the acquired local businesses from Synlab consolidated from 1 April, as well as Ukraine. Germany contributes to the revenue growth, however at a slower pace due to the price reform which we have navigated very well with operational efficiency initiatives. FFS grew by 22.0% and represented 68% of divisional revenue.

Solid volume growth, price and efficiency programmes in several markets contributed to the improved margins. The laboratory test volume increased by 20.9% to 41.9 million tests performed in the quarter (34.7 million), 9.4pp relates to the acquisition of the local Synlab businesses.

The Group's cash flow from operations reached €57.3m in the quarter, an increase by 20.5%.

At the end of the quarter loans payable net of cash and liquid short-term investments/adjusted EBITDAaL was 3.6x, exceeding the financial target due to the acquisition of CityFit and local businesses from Synlab. We expect this to be temporarily and anticipate that it will decrease in the second half of the year.

In summary, I am pleased to present such a robust report in the quarter, marked with strong growth and significantly enhanced profitability. Looking ahead we still have opportunity to grow with capacity to utilise in both divisions as well as positions to mature particularly in India and Romania.

I would like to end by thanking all of our people for caring for so many people and making such a positive impact to the societies we serve. Thank you for all you do.

John Stubbington CEO

REVENUE SECOND QUARTER 2025

Consolidated revenue amounted to €596.7m (€509.4m), up 17.1% with a strong organic growth of 13.9%.

Acquired revenue amounted to €22.3m, related mostly to the acquisitions of local businesses from Synlab (RO, TR, CY, SI, HR and MK) and CityFit (PL) during the quarter (refer to note 4).

In Poland, inflation remained above the central bank's target however eased to 4.1% in Q2 2025, down from 4.9% in Q1. Core inflation (excluding food and energy) also declined, reaching 3.4% compared to 3.6% in the previous quarter. Inflation is expected to continue normalising, with potential further interest rate cuts in the second half of 2025.

Despite broader macroeconomic headwinds, the Polish labour market remains resilient. The unemployment rate edged down quarter-on-quarter to 5.2%.

Contrary to Poland, inflation in Romania at 5.3% remained persistent in Q2 2025. Unemployment decreased from 6% in Q1 2025 to 5.8% in May, along with wage growth in the corporate sector to 10.3% for April.

In the quarter, presidential elections took place in both Poland and Romania.

Foreign exchange fluctuations had a negative impact of 1.1% relating to the weakness mainly for the Indian rupee and the Ukrainian hryvna, offset with the strengthening of the Polish zloty.

Healthcare Services revenue reached €414.3m (€352.6m), up 17.5%. Organic growth was very strong at 15.6%, with price representing approximately 8.7pp of this growth.

Acquired revenue amounted to €9.2m, related mostly to the acquisition of CityFit during the quarter adding 26 gyms to the network.

At the end of the quarter, Medicover exited the Hungarian market and transferred its insurance portfolio to another health insurer in Hungary.

Members decreased by 14.2% to 1,539K (1,793K), due to the exit from Hungary. Excluding Hungary, members increased by 1.9%, 29K up year-overyear. FFS and other services have performed well, mainly driven by ambulatory clinics, dental care and sports/wellness in Poland as well as hospitals in Romania. Revenue growth in Medicover Hospitals India (MHI) was stronger in the quarter compared to Q1 2025, amounting to 5.0% (13.4% in local currency). Public revenue grew strongly, driven by the Romanian hospitals, supported by revenue from fertility services and hospitals in Poland.

30 Jun
2025
30 Jun
2024
FY
2024
Medical clinics 185 181 184
Hospitals 40 40 42
Beds (commissioned) 6,090 5,960 6,277
Fertility clinics 18 18 18
Dental clinics 113 115 115
Dental chairs 734 738 742
Gyms 173 137 144
Other facilities 107 103 108
Members (thousands) 1,539 1,793 1,826

Foreign exchange fluctuations had a slight negative impact of 0.7% relating to the weakness for the Indian rupee offset with strengthening of the Polish zloty.

Diagnostic Services revenue was €189.0m (€162.9m), an increase of 16.1%. Organic growth amounted to 9.9%, with price representing approximately 3.5pp of this growth.

Acquired revenue amounted to €13.1m, related mostly to the acquisition of local businesses from Synlab during the quarter, adding 27 laboratories and 92 BDPs.

FFS revenue has performed well in the main markets, supported by the new laboratory acquisition and Ukraine which benefited from public customers purchasing additional private services.

Germany contributes to revenue growth, however at a slower pace due to the lab reform.

The laboratory test volume increased to 41.9 million (34.7 million), an increase of 20.9%, of which 9.4pp related to the acquisition. 1.1 million (0.7 million) basic low-priced tests were performed in Ukraine for the public health fund. This activity was a trial in 2024 with high volume which has normalised in 2025, resulting in additional private services.

30 Jun
2025
30 Jun
2024
FY
2024
Labs 136 1121) 1121)
BDPs 1,034 9171) 9311)
Clinics 35 341) 351)
Lab tests (million), Q2 41.9 34.7 136.2

1) restated to reflect standardised measurement

The reform of changes in public pricing impacting the laboratory field in Germany is effective from January 2025. It largely reduces laboratory test reimbursement. Consequently, mitigating actions have been put in place to minimise the impact on margins.

Foreign exchange fluctuations had a negative impact of 1.9% with weakness mainly for the Ukrainian hryvna.

REVENUE FIRST HALF 2025

Consolidated revenue amounted to €1,174.8m (€1,008.2m), up 16.5% with an organic growth of 14.0%.

Acquired revenue amounted to €25.5m, related mostly to the acquisitions during the second quarter (refer to note 4).

Foreign exchange fluctuations had a net neutral impact consisting of the significant strengthening of the Polish zloty, offset with weakness mainly for the Ukrainian hryvna and the Indian rupee.

Healthcare Services revenue reached €816.9m (€694.4m), up 17.6% with a strong organic growth of 15.4%.

Acquired revenue amounted to €11.5m, related mostly to the acquisition of CityFit during the second quarter.

Members decreased by 254K to 1,539K (1,793K) members at the end of the first half, driven by the transfer of the Hungarian insurance portfolio. Members excluding Hungary were stable compared to year-end 2024.

30 Jun
2025
30 Jun
2024
FY
2024
Medical clinics 185 181 184
Hospitals 40 40 42
Beds (commissioned) 6,090 5,960 6,277
Fertility clinics 18 18 18
Dental clinics 113 115 115
Dental chairs 734 738 742
Gyms 173 137 144
Other facilities 107 103 108
Members (thousands) 1,539 1,793 1,826

Foreign exchange fluctuations had a minor positive impact of 0.6% due to the strengthening of the Polish zloty, slightly offset by the weakness mainly for the Indian rupee.

Diagnostic Services revenue amounted to €371.2m (€326.0m), up 13.9% with an organic growth of 10.9%.

Acquired revenue amounted to €14.0m, related mostly to the acquisition of local businesses from Synlab during the second quarter.

The laboratory test volume was 78.4 million (70.4 million), an increase of 11.4%, of which 4.6pp related to the acquisition during the second quarter.

30 Jun
2025
30 Jun
2024
FY
2024
Labs 136 1121) 1121)
BDPs 1,034 9171) 9311)
Clinics 35 341) 351)
Lab tests (million), 6M 78.4 70.4 136.2

1) restated to reflect standardised measurement

Foreign exchange fluctuations had a negative impact of 1.3% with weakness mainly for the Ukrainian hryvna, slightly offset by the strengthening of the Polish zloty.

Revenue from external customers, recognised over time as services are rendered, by segment, by payer and by country is disclosed in the following table. Funded revenue consists of revenue from insurance contracts.

€m Q2
2025
Q2
2024
Growth 6M
2025
6M
2024
Growth LTM FY
2024
Healthcare Services
Revenue 414.3 352.6 816.9 694.4 1,581.2 1,458.7
Inter-segment revenue -0.5 -0.4 -1.0 -0.7 -2.5 -2.2
Revenue from external
customers 413.8 352.2 17.5% 815.9 693.7 17.6% 1,578.7 1,456.5
By payer:
Public 71.0 53.7 32.4% 140.4 108.0 30.0% 270.3 237.9
Private 342.8 298.5 14.8% 675.5 585.7 15.3% 1,308.4 1,218.6
Funded 130.6 114.1 14.4% 259.4 222.7 16.4% 498.4 461.7
Fee-For-Service (FFS) 140.0 133.8 4.6% 282.0 265.2 6.3% 560.2 543.4
Other services 72.2 50.6 42.6% 134.1 97.8 37.1% 249.8 213.5
By country:
Poland 285.0 235.1 21.2% 560.2 461.3 21.4% 1,067.4 968.5
India 49.4 47.1 4.7% 96.9 94.4 2.6% 204.4 201.9
Romania 46.8 37.8 23.9% 91.9 74.7 23.0% 176.4 159.2
Germany 14.3 13.9 2.9% 29.4 27.5 6.9% 57.5 55.6
Other countries 18.3 18.3 0.5% 37.5 35.8 4.7% 73.0 71.3
Diagnostic Services
Revenue 189.0 162.9 371.2 326.0 703.2 658.0
Inter-segment revenue -6.2 -5.7 -12.5 -11.6 -23.9 -23.0
Revenue from external
customers 182.8 157.2 16.3% 358.7 314.4 14.1% 679.3 635.0
By payer:
Public 57.2 54.7 4.5% 112.3 108.3 3.7% 220.9 216.9
Private 125.6 102.5 22.6% 246.4 206.1 19.6% 458.4 418.1
Fee-For-Service (FFS) 122.4 99.8 22.7% 240.5 199.9 20.3% 446.0 405.4
Other services 3.2 2.7 18.9% 5.9 6.2 -5.0% 12.4 12.7
By country:
Germany 79.9 78.9 1.2% 163.1 157.3 3.7% 320.3 314.5
Romania 33.9 26.7 26.5% 65.3 54.2 20.6% 121.2 110.1
Poland 21.6 18.4 17.1% 43.7 36.6 19.3% 82.5 75.4
Ukraine 20.7 17.0 21.4% 41.7 34.3 21.6% 76.9 69.5
Other countries 26.7 16.2 67.5% 44.9 32.0 40.2% 78.4 65.5

PROFIT DEVELOPMENT SECOND QUARTER 2025

Operating profit (EBIT) increased to €41.7m (€21.3m), an operating margin of 7.0% (4.2%).

Net profit amounted to €18.0m (€5.9m), which represented a margin of 3.0% (1.2%). Total financial result amounted to €-18.5m (€-13.1m) of which €-16.5m (€-14.1m) was related to interest expense and commitment fees on the Group's debt and other discounted liabilities. Within the interest expense €-7.8m (€-6.6m) was related to lease liabilities. Foreign exchange losses were €-3.0m (€-0.3m) of which €-2.9m (€-0.5m) was related to euro-denominated lease liabilities mainly in Poland and Romania.

Basic/diluted earnings per share amounted to €0.127 (€0.042).

Consolidated EBITDA was €96.2m (€70.6m), growing by €25.6m, an EBITDA margin of 16.1% (13.8%). Adjusted EBITDA amounted to €100.9m (€74.4m), a margin of 16.9% (14.6%).

EBITDAaL was €64.5m (€43.3m), a margin of 10.8% (8.5%). Adjusted EBITDAaL was €69.2m (€47.1m), a margin of 11.6% (9.2%).

Items affecting comparability

Acquisition related expenses were €-1.1m (€-0.8m).

Equity settled share-based payments charges relating to long-term performance-based share programmes were €-3.6m (€-3.0m).

EBITDA for Healthcare Services grew by a strong 41.3% to €77.2m (€54.6m), an EBITDA margin of 18.6% (15.5%). The Polish businesses (ambulatory clinics and sports/wellness) were the main contributors, supported by fertility services and the Romanian hospital businesses.

There was a decrease in the medical cost ratio to revenue which amounted to 78.6% (80.8%). Almost all major units contributed positively to this improvement with the key driver being scaling of activities within the existing units. The hospitals in Poland, the Romanian ambulatory business as well as the German dental business, slightly offset this positive impact. Utilisation was slightly higher in the employer paid business where higher unit costs were compensated by indexation of customer contracts.

EBITDAaL was €53.5m (€34.2m), an increase of €19.3m with a good margin increase to 12.9% (9.7%).

The five hospitals opened in the past three years in India and the large greenfield hospital opened in Bucharest two years ago resulted in an EBITDAaL loss of €-2.7m. Bringing this EBITDAaL to break even is equivalent to an additional 0.7pp EBITDAaL margin for the segment. The hospitals have developed well during the quarter. At the end of July a 300-bed hospital in Hyderabad will have a soft opening.

The margins in the established inpatient facilities in Poland are maintained despite the inflationary pressure on medical salaries. The Cluj hospital (Romania) is contributing to EBITDAaL however still slightly margin dilutive to EBITDA. The performance of the former general hospital in Bucharest, repurposed to provide dedicated women and child services, continued to improve with increasing occupancy.

Sports/wellness performs well with market share growth and good demand for benefits packages. These are sold alongside Medicover healthcare benefits to the same employer base. The newly acquired gyms during the quarter have been margin supportive.

Operating profit almost doubled to €38.3m (€19.6m), a solid progression in margin increasing

to 9.3% (5.6%) with Poland being the main contributor, supported by the new acquisition.

EBITDA for Diagnostic Services was €33.5m (€26.4m), an EBITDA margin of 17.7% (16.2%).

Diagnostic Services EBITDA Q2, €m

EBITDAaL was €25.6m (€19.6m), a margin of 13.6% (12.0%).

The segment has performed strongly. Overall profit contribution has increased due to price and solid volume growth. Privately paid business demonstrated a strong momentum in all markets, including Germany, supporting margin expansion. Volume increases have supported improvement due to leveraging existing footprint and absorption of fixed costs. Efficiency programmes in several markets as well as mitigating actions in Germany due to the reform of changes in public pricing contributed to increased margins.

Operating profit increased strongly to €18.8m (€12.9m), a margin of 10.0% (7.9%) with Ukraine and Poland being the main contributors.

PROFIT DEVELOPMENT FIRST HALF 2025

Operating profit (EBIT) was €77.7m (€40.3m) with an operating margin of 6.6% (4.0%).

Net profit amounted to €36.8m (€12.4m), a margin of 3.1% (1.2%). Other income/(costs) was €1.8m (€0.1m). Total financial result amounted to €-28.6m (€-23.6m) of which €-31.7m (€-26.4m) was related to interest expense. Within the interest expense €-15.5m (€-13.0m) was related to lease liabilities. Foreign exchange gains were €1.1m (€1.0m) of which €0.1m (€1.1m) was related to eurodenominated lease liabilities mainly in Poland and Romania.

The Group has recognised an income tax charge of €-14.3m (€-4.4m) which corresponds to an effective tax rate of 28.0% (26.0%).

Basic/diluted earnings per share amounted to €0.261 (€0.084)/€0.260 (€0.084).

Consolidated EBITDA was €182.7m (€137.8m), an EBITDA margin of 15.6% (13.7%). Adjusted EBITDA was €191.5m (€144.5m), a margin of 16.3% (14.3%).

EBITDAaL was €120.8m (€83.9m), a margin of 10.3% (8.3%). Adjusted EBITDAaL amounted to €129.6m (€90.6m), a margin of 11.0% (9.0%).

Items affecting comparability

Acquisition related expenses were €-1.5m (€-0.9m).

Equity settled share-based payments charges relating to long-term performance-based share programmes were €-7.3m (€-5.8m).

EBITDA for Healthcare Services expanded very strongly to €140.1m (€100.6m), an EBITDA margin of 17.2% (14.5%).

EBITDAaL was €93.5m (€60.3m), a margin of 11.4% (8.7%).

Operating profit amounted to €65.3m (€31.1m), a margin of 8.0% (4.5%).

EBITDA for Diagnostic Services was €69.4m (€56.6m), an EBITDA margin of 18.7% (17.4%).

EBITDAaL was €54.3m (€43.2m), a margin of 14.6% (13.3%).

Operating profit amounted to €40.8m (€30.0m), a margin of 11.0% (9.2%).

KEY FINANCIAL DATA

Medicover, €m Apr-Jun
2025
Apr-Jun
2024
Vari
ance
Jan-Jun
2025
Jan-Jun
2024
Vari
ance
LTM FY
2024
Revenue 596.7 509.4 17% 1,174.8 1,008.2 17% 2,258.4 2,091.8
Operating profit (EBIT) 41.7 21.3 97% 77.7 40.3 93% 107.7 70.3
Operating profit margin 7.0% 4.2% 6.6% 4.0% 4.8% 3.4%
Net profit 18.0 5.9 203% 36.8 12.4 197% 39.0 14.6
Net profit margin 3.0% 1.2% 3.1% 1.2% 1.7% 0.7%
Basic earnings per share, € 0.127 0.042 202% 0.261 0.084 211% 0.289 0.112
Diluted earnings per share, € 0.127 0.042 202% 0.260 0.084 210% 0.289 0.112
EBITDA 96.2 70.6 36% 182.7 137.8 33% 329.8 284.9
EBITDA margin 16.1% 13.8% 15.6% 13.7% 14.6% 13.6%
Adjusted EBITDA 100.9 74.4 36% 191.5 144.5 33% 347.0 300.0
Adjusted EBITDA margin 16.9% 14.6% 16.3% 14.3% 15.4% 14.3%
EBITDAaL 64.5 43.3 49% 120.8 83.9 44% 209.9 173.0
EBITDAaL margin 10.8% 8.5% 10.3% 8.3% 9.3% 8.3%
Adjusted EBITDAaL 69.2 47.1 47% 129.6 90.6 43% 227.1 188.1
Adjusted EBITDAaL margin 11.6% 9.2% 11.0% 9.0% 10.1% 9.0%
EBITA 45.7 26.2 75% 84.9 50.0 70% 139.6 104.7
EBITA margin 7.7% 5.1% 7.2% 5.0% 6.2% 5.0%
Adjusted EBITA 50.4 30.0 69% 93.7 56.7 66% 156.8 119.8
Adjusted EBITA margin 8.4% 5.9% 8.0% 5.6% 7.0% 5.7%
EBITAaL 37.9 19.6 94% 69.4 37.0 88% 109.3 76.9
EBITAaL margin 6.4% 3.8% 5.9% 3.7% 4.8% 3.7%
Adjusted EBITAaL 42.6 23.4 83% 78.2 43.7 79% 126.5 92.0
Adjusted EBITAaL margin 7.2% 4.6% 6.7% 4.3% 5.6% 4.4%
Healthcare Services, €m
Revenue 414.3 352.6 17% 816.9 694.4 18% 1,581.2 1,458.7
Operating profit (EBIT) 38.3 19.6 96% 65.3 31.1 110% 110.5 76.3
Operating profit margin 9.3% 5.6% 8.0% 4.5% 7.0% 5.2%
EBITDA 77.2 54.6 41% 140.1 100.6 39% 256.6 217.1
EBITDA margin 18.6% 15.5% 17.2% 14.5% 16.2% 14.9%
EBITDAaL 53.5 34.2 56% 93.5 60.3 55% 166.7 133.5
EBITDAaL margin 12.9% 9.7% 11.4% 8.7% 10.5% 9.2%
EBITA 41.1 23.5 75% 70.3 39.0 80% 122.0 90.7
EBITA margin 9.9% 6.7% 8.6% 5.6% 7.7% 6.2%
Members (period end) (000's) 1,539 1,793 -14% 1,539 1,793 -14% 1,539 1,826
Diagnostic Services, €m
Revenue 189.0 162.9 16% 371.2 326.0 14% 703.2 658.0
Operating profit (EBIT) 18.8 12.9 47% 40.8 30.0 36% 66.9 56.1
Operating profit margin 10.0% 7.9% 11.0% 9.2% 9.5% 8.5%
EBITDA 33.5 26.4 27% 69.4 56.6 23% 123.5 110.7
EBITDA margin 17.7% 16.2% 18.7% 17.4% 17.6% 16.8%
EBITDAaL 25.6 19.6 31% 54.3 43.2 26% 93.8 82.7
EBITDAaL margin 13.6% 12.0% 14.6% 13.3% 13.3% 12.6%
EBITA 20.0 13.7 45% 43.0 31.7 36% 70.9 59.6
EBITA margin 10.6% 8.5% 11.6% 9.7% 10.1% 9.1%
Lab tests (period volume) (m) 41.9 34.7 21% 78.4 70.4 11% 144.2 136.2

CASH FLOW

Second quarter

Cash generated from operations before working capital changes increased by 21.9%, amounting to €88.5m (€72.6m) and 92.1% of EBITDA (103.0%). Tax paid was €11.2m (€0.7m). Net working capital increased by €31.2m (€25.2m). Net cash from operating activities was €57.3m (€47.4m).

Investments in property, plant and equipment and intangible assets amounted to €26.8m (€25.4m) with approximately 72% being growth capital investment and 28% being maintenance investment, lower pace being 4.5% (5.0%) of revenue. €21.4m (€18.2m) was invested in Healthcare Services and €5.4m (€7.2m) in Diagnostic Services. Payment for acquisitions of subsidiaries (net of cash acquired) amounted to €166.4m (€4.5m) and relates mostly to acquisitions closed in the quarter.

A dividend of €-22.5m (€-18.0m) was distributed to shareholders. Net loans drawn amounted to €182.3m (€50.3m). Lease liabilities repaid were €23.0m (€18.6m). Interest paid amounted to €17.4m (€16.8m), of which €7.8m (€6.6m) related to lease liabilities.

Cash and cash equivalents decreased by €15.4m to €76.5m.

The free recurring cash flow increased by 61.8% to €18.2m (€11.0m), being 3.0% of revenue (2.2%).

First half

Cash generated from operations before working capital changes increased by 24.8%, amounting to €168.6m (€135.1m), being 92.3% of EBITDA (98.0%). Tax paid was €24.6m (€8.3m). Net working capital increased by €23.8m (€9.7m). Net cash from operating activities was €144.8m (€125.4m).

Investments in property, plant and equipment and intangible assets amounted to €54.9m (€53.2m) with approximately 63% being growth capital investment and 37% being maintenance investment. This is running at a lower pace than prior year, being 4.7% (5.3%) of revenue. €42.8m (€38.0m) was invested in Healthcare Services and €12.1m (€15.2m) in Diagnostic Services. Payment for acquisitions of subsidiaries (net of cash acquired) amounted to €171.3m (€12.6m) and relates mostly to acquisitions closed in the first half.

A dividend of €-22.5m (€-18.0m) was distributed to shareholders. Net loans drawn amounted to €186.0m (€72.0m). Lease liabilities repaid were €42.3m (€36.9m). Interest paid amounted to €28.8m (€27.2m), of which €15.5m (€13.0m) related to lease liabilities.

Cash and cash equivalents increased by €9.6m to €76.5m.

The free recurring cash flow increased by 16.1% to €62.4m (€53.6m), being 5.3% of revenue (5.3%).

FINANCIAL POSITION

Consolidated equity as at 30 June 2025 amounted to €485.0m (€489.3m). A dividend of €-22.5m (€-18.0m) was distributed to shareholders, equivalent to €0.15 (€0.12) per share.

Other comprehensive income includes a negative translation exchange rate movement of €23.3m mainly relating to the weakness of the Indian rupee.

Goodwill has increased by €125.6m over the first half, mainly relating to the two significant business combinations (refer to note 4).

Inventories amounted to €58.7m (€69.1m), the decrease is mainly due to a sale of land in Romania.

Short-term investments were €10.6m (€10.7m), representing short tenor EU government bonds. The insurance contract liability decreased to €12.8m (€28.5m), due to the transfer of the insurance portfolio in Hungary.

Loans payable amounted to €896.5m (€721.8m), an increase of €174.7m mainly driven by the funding of the two significant business combinations.

At the end of the quarter, the Group has undrawn committed credit facilities of €185.4m, liquid shortterm investments and cash and cash equivalents of €87.1m, totalling to €272.5m (€395.5m).

Loans payable net of cash and liquid short-term investments amounted to €809.4m (€641.3m), an increase of €168.1m. The ratio of loans payable net of cash and liquid short-term investments to adjusted EBITDAaL for the prior twelve months was 3.6x (3.4x level at year-end 2024).

Lease liabilities amounted to €527.2m (€517.1m). The total financial debt was €1,423.7m

PARENT COMPANY

There was no significant revenue. The loss for the first half amounted to €-2.6m (profit €18.7m). At 30 June 2025 €119.0m (€139.5m) has been utilised under the social commercial paper programme.

RISKS

The Group's business is exposed to risks that could impact its operations, performance or financial position. Management of these risks enables Medicover to execute its strategy, maintain its ethical reputation, reach financial targets and secure continuous development and profitability in the long term. Group entities monitor and manage risks in its operations. In addition, the Group has a centralised risk management process, which is a systematic and structured framework used to identify, assess, measure, mitigate, monitor and report risks. Identified risks are categorised as follows:

Operational risks – such as ability to recruit and retain staff, armed conflict and geopolitical risk, clinical license, certification and accreditation risk, clinical quality, data loss or breach, insurance risk, IT systems failure, market risk and natural disaster. (€1,238.9m).

The proceeds of the programme have been lent to the Company's subsidiary on the same maturity as the programme drawings. Equity as at 30 June 2025 was €622.9m (€641.8m).

Strategy and M&A risks – such M&A due diligence and post-acquisition integration.

Financial risks – such as credit risk, foreign currency risk, interest rate risk and liquidity and refinancing risk.

Legal, compliance and political risks – such as anti-bribery/corruption and political risk.

Environmental risks – such as climate change (outside-in) and corporate impact on climate and the environment (inside-out).

Further information on risks and risk management is available in the annual report 2024, section 'Risks and risk management' (pages 90-99).

The board of directors and the CEO declare that the interim report for January-June 2025 gives a fair overview of the parent company´s and Group´s operations, financial position and results of operations and describes significant risks and uncertainties facing the parent company and companies included in the Group.

Stockholm on 24 July 2025

Fredrik Stenmo Peder af Jochnick Chairman of the board Board member

Board member Board member Board member

Anne Berner Arno Bohn Sonali Chandmal

Michael Flemming Margareta Nordenvall Claudia Olsson Board member Board member Board member

Board member Board member CEO

Fredrik Rågmark Azita Shariati John Stubbington

This report has not been subject to review by the Company's auditor.

This is information that Medicover AB is obliged to make public pursuant to the EU Market Abuse Regulation and the Securities Markets Act. The information was submitted for publication through the agency of the contact person set out below at 7.45 (CEST) on 24 July 2025. This interim report and other information about Medicover is available at medicover.com.

Financial calendar

Interim report July-September 5 November 2025, 7.45 CET Interim report Year-end 2025 10 February 2026, 7.45 CET Annual report week 14 2026 Interim report January-March 2026 29 April 2026, 7.45 CEST Annual general meeting 29 April 2026 Interim report April-June 2026 22 July 2026, 7.45 CEST

For further information, please contact: Hanna Bjellquist, Head of Investor Relations Phone: +46 70 303 32 72 E-mail: [email protected]

Interim report July-September 2026 29 October 2026, 7.45 CET

Conference call: A conference call for analysts and investors will be held today at 09.30 CEST. If you wish to participate via webcast, register here. Via the webcast you can ask written questions. If you wish to participate via teleconference, register here. After registration you will be provided phone numbers and a conference ID to access the conference. You can ask questions verbally via the teleconference.

Address

Medicover AB (publ) (Org nr: 559073-9487) P.O. Box 5283, SE-102 46 Stockholm Visiting address: Riddargatan 12A, SE-114 35 Stockholm, Sweden Phone: +46 8 400 17 600

This report may contain certain forward-looking statements and opinions. Forward-looking statements are statements that do not relate to historical facts and events and such statements and opinions pertaining to the future. Forward-looking statements are based on current estimates and assumptions made according to the best of Medicover's knowledge. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause the actual results, including Medicover's cash flow, financial position and results of operations, to differ materially from the results, or fail to meet expectations expressly or implicitly assumed or described in those statements or to turn out to be less favourable than the results expressly or implicitly assumed or described in those statements.

In light of the risks, uncertainties and assumptions associated with forward-looking statements, it is possible that the future events mentioned in this presentation may not occur. Actual results, performance or events may differ materially from those in such statements due to, without limitation, changes in general economic conditions, in particular economic conditions in the markets on which Medicover operates, changes affecting interest rate levels, changes affecting currency exchange rates, changes in competition levels, changes in laws and regulations, and occurrence of accidents or environmental damages.

The information, opinions and forward-looking statements contained in this announcement speak only as at its date and are subject to change without notice.

CONDENSED FINANCIAL STATEMENTS

CONSOLIDATED INCOME STATEMENT

€m Apr-Jun
2025
Apr-Jun
2024
Jan-Jun
2025
Jan-Jun
2024
LTM Jan-Dec
2024
Revenue 596.7 509.4 1,174.8 1,008.2 2,258.4 2,091.8
Operating expenses
Medical provision costs -454.6 -399.5 -900.0 -793.7 -1,749.8 -1,643.5
Gross profit 142.1 109.9 274.8 214.5 508.6 448.3
Distribution, selling and marketing costs -27.2 -23.3 -54.2 -46.5 -105.5 -97.8
Administrative costs -73.2 -65.3 -142.9 -127.7 -295.4 -280.2
Operating profit (EBIT) 41.7 21.3 77.7 40.3 107.7 70.3
Other income/(costs) 1.6 -0.1 1.8 0.1 2.1 0.4
Interest income 1.0 1.3 2.0 1.8 5.0 4.8
Interest expense -16.5 -14.1 -31.7 -26.4 -64.1 -58.8
Other financial income/(expense) -3.0 -0.3 1.1 1.0 3.5 3.4
Total financial result -18.5 -13.1 -28.6 -23.6 -55.6 -50.6
Share of profit of associates 0.2 0.0 0.2 0.0 0.2 0.0
Profit before income tax 25.0 8.1 51.1 16.8 54.4 20.1
Income tax -7.0 -2.2 -14.3 -4.4 -15.4 -5.5
Profit for the period 18.0 5.9 36.8 12.4 39.0 14.6
Profit attributable to:
Owners of the parent 19.1 6.3 39.2 12.5 43.4 16.7
Non-controlling interests -1.1 -0.4 -2.4 -0.1 -4.4 -2.1
Profit for the period 18.0 5.9 36.8 12.4 39.0 14.6
Earnings per share:
Basic, € 0.127 0.042 0.261 0.084 0.289 0.112
Diluted, € 0.127 0.042 0.260 0.084 0.289 0.112

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Apr-Jun Apr-Jun Jan-Jun Jan-Jun Jan-Dec
€m 2025 2024 2025 2024 LTM 2024
Profit for the period 18.0 5.9 36.8 12.4 39.0 14.6
Other comprehensive income/(loss):
Items that may be reclassified
subsequently to income statement:
Exchange differences on translating
foreign operations
-27.6 -1.3 -23.3 6.5 -17.8 12.0
Cash flow hedge -0.3 -0.1 -0.3 0.5 -1.2 -0.4
Income tax relating to these items 0.5 0.0 0.3 0.0 0.5 0.2
Other comprehensive income/(loss)
for the period, net of tax
-27.4 -1.4 -23.3 7.0 -18.5 11.8
Total comprehensive income/(loss)
for the period
-9.4 4.5 13.5 19.4 20.5 26.4
Total comprehensive income/(loss)
attributable to:
Owners of the parent -5.6 4.4 19.8 18.4 29.0 27.6
Non-controlling interests -3.8 0.1 -6.3 1.0 -8.5 -1.2
Total comprehensive income/(loss)
for the period
-9.4 4.5 13.5 19.4 20.5 26.4

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

€m 30 Jun
2025
30 Jun
2024
31 Dec
2024
ASSETS
Non-current assets
Goodwill 649.7 528.2 524.1
Other intangible assets 151.7 125.6 133.2
Property, plant and equipment 483.3 470.1 492.1
Right-of-use assets 492.2 437.9 483.7
Deferred tax assets 43.2 29.5 39.7
Investments in associates 1.0 0.7 0.7
Other receivables 1.2 1.1 1.2
Other financial assets 19.3 18.9 16.8
Total non-current assets 1,841.6 1,612.0 1,691.5
Current assets
Inventories 58.7 66.2 69.1
Other financial assets 2.3 3.5 2.3
Trade and other receivables 329.1 270.7 294.8
Short-term investments 10.6 11.8 10.7
Cash and cash equivalents 76.5 73.4 69.8
Total current assets 477.2 425.6 446.7
Total assets 2,318.8 2,037.6 2,138.2
EQUITY
Equity attributable to owners of the parent 467.4 499.9 464.8
Non-controlling interests 17.6 31.2 24.5
Total equity 485.0 531.1 489.3
LIABILITIES
Non–current liabilities
Loans payable 745.8 495.2 543.1
Lease liabilities 440.9 392.8 437.5
Deferred tax liabilities 35.9 38.4 34.9
Provisions 2.2 2.0 2.4
Other financial liabilities 63.1 43.9 64.7
Total non-current liabilities 1,287.9 972.3 1,082.6
Current liabilities
Loans payable 150.7 165.7 178.7
Lease liabilities 86.3 76.0 79.6
Deferred revenue 12.9 14.7 14.0
Insurance contract liability 12.8 23.6 28.5
Corporate tax payable 19.4 12.3 15.7
Other financial liabilities 2.7 24.1 0.4
Trade and other payables 261.1 217.8 249.4
Total current liabilities 545.9 534.2 566.3
Total liabilities 1,833.8 1,506.5 1,648.9
Total equity and liabilities 2,318.8 2,037.6 2,138.2

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Non Total equity
controlling attributable Non
Share Treasury Share Retained interests put Translation Hedging Other to owners of controlling Total
€m capital shares premium earnings option reserve reserve reserve reserves the parent interests equity
Opening balance as at 1 January 2024 30.7 -0.8 458.5 128.5 -109.8 -35.6 0.3 24.7 496.5 31.8 528.3
Profit
for
the
period
- - - 12.5 - - - - 12.5 -0.1 12.4
Other
comprehensive
income
- - - - - 5.4 0.5 - 5.9 1.1 7.0
Total comprehensive income/(loss) for the period - - - 12.5 - 5.4 0.5 - 18.4 1.0 19.4
Transactions with owners
Business
combinations
- - - - - - - - - 0.1 0.1
Changes
in
interests
in
subsidiaries
- - -40.4 -4.4 45.0 - - - 0.2 -1.7 -1.5
Changes
in
put
option
and
liquidity
obligation
with
non
controlling
interests
- - - - -2.7 - - - -2.7 - -2.7
Dividend - - - -18.0 - - - - -18.0 - -18.0
Distribution
of
performance
shares
to
employees
- 0.1 -0.1 3.9 - - - -3.9 - - -
Share-based
payments
- - - - - - - 5.5 5.5 - 5.5
Total transactions with owners - 0.1 -40.5 -18.5 42.3 - - 1.6 -15.0 -1.6 -16.6
Closing balance as at 30 June 2024 30.7 -0.7 418.0 122.5 -67.5 -30.2 0.8 26.3 499.9 31.2 531.1
Opening balance as at 1 January 2025 30.7 -0.7 418.0 73.5 -65.1 -24.3 -0.1 32.8 464.8 24.5 489.3
Profit
for
the
period
- - - 39.2 - - - - 39.2 -2.4 36.8
Other
comprehensive
income/(loss)
- - - - - -19.1 -0.3 - -19.4 -3.9 -23.3
Total comprehensive income/(loss) for the period - - - 39.2 - -19.1 -0.3 - 19.8 -6.3 13.5
Transactions with owners
Changes
in
interests
in
subsidiaries
- - - -3.8 - - - - -3.8 -0.6 -4.4
Changes
in
put
option
and
liquidity
obligation
with
non
controlling
interests
- - - - 1.8 - - - 1.8 - 1.8
Dividend - - - -22.5 - - - - -22.5 - -22.5
Distribution
of
performance
shares
to
employees
- 0.2 -0.2 4.3 - - - -4.3 - - -
Share-based
payments
- - - - - - - 7.3 7.3 - 7.3
Total transactions with owners - 0.2 -0.2 -22.0 1.8 - - 3.0 -17.2 -0.6 -17.8
Closing balance as at 30 June 2025 30.7 -0.5 417.8 90.7 -63.3 -43.4 -0.4 35.8 467.4 17.6 485.0

CONSOLIDATED CASH FLOW STATEMENT

€m Apr-Jun
2025
Apr-Jun
2024
Jan-Jun
2025
Jan-Jun
2024
LTM Jan-Dec
2024
Profit before income tax 25.0 8.1 51.1 16.8 54.4 20.1
Adjustments for:
Depreciation, amortisation and impairment 54.5 49.3 105.0 97.5 222.1 214.6
Share-based payments 3.6 3.0 7.3 5.8 13.7 12.2
Net interest expense 15.5 12.8 29.7 24.6 59.1 54.0
Unrealised foreign exchange (gain)/loss 3.8 0.5 3.1 -0.8 2.2 -1.7
Other non-cash transactions -2.7 -0.4 -3.0 -0.5 -2.6 -0.1
Income tax paid -11.2 -0.7 -24.6 -8.3 -35.5 -19.2
Cash generated from operations before
working capital changes 88.5 72.6 168.6 135.1 313.4 279.9
Changes in operating assets and liabilities:
(Increase)/decrease in inventories 2.8 -4.7 9.5 -5.6 6.9 -8.2
Increase in trade and other receivables -21.2 -21.6 -29.9 -23.1 -60.1 -53.3
Increase/(decrease) in trade and other payables -12.8 1.1 -3.4 19.0 21.1 43.5
Net cash from operating activities 57.3 47.4 144.8 125.4 281.3 261.9
Investing activities:
Payment for acquisition of intangible assets and
property, plant and equipment -26.8 -25.4 -54.9 -53.2 -124.0 -122.3
Proceeds from disposal of intangible assets and
property, plant and equipment
0.2 0.9 0.6 1.3 1.5 2.2
Payment for acquisition of subsidiaries, net of
cash acquired -166.4 -4.5 -171.3 -12.6 -176.8 -18.1
Disposal of insurance portfolio (Hungary) and
subsidiaries, net of cash 1.9 0.1 1.9 0.1 1.9 0.1
Dividends received from associates 0.3 0.1 0.3 0.2 0.4 0.3
Payment of loans granted - 0.0 - -0.2 0.0 -0.2
Repayment of loans granted 0.0 0.2 0.0 0.2 0.1 0.3
Payment for financial assets -7.7 -5.8 -13.4 -10.6 -28.4 -25.6
Proceeds from financial assets 9.2 6.5 14.2 7.4 30.1 23.3
Interest received 0.9 1.2 1.8 1.7 5.4 5.3
Net cash used in investing activities -188.4 -26.7 -220.8 -65.7 -289.8 -134.7
Financing activities:
Acquisition of non-controlling interests -3.7 -7.5 -6.8 -24.3 -65.9 -83.4
Repayment of loans -192.2 -200.2 -347.0 -346.6 -755.4 -755.0
Proceeds from loans received 374.5 250.5 533.0 418.6 999.2 884.8
Repayment of leases -23.0 -18.6 -42.3 -36.9 -79.6 -74.2
Interest paid -17.4 -16.8 -28.8 -27.2 -61.0 -59.4
Dividend paid -22.5 -18.0 -22.5 -18.0 -22.5 -18.0
Distribution to non-controlling interests - -2.4 - -2.4 -0.4 -2.8
Net cash from/(used in) financing activities 115.7 -13.0 85.6 -36.8 14.4 -108.0
Total cash flow -15.4 7.7 9.6 22.9 5.9 19.2
Cash and cash equivalents
Cash balance as at beginning of the period 93.8 66.1 69.8 50.8 73.4 50.8
Net effects of exchange gain/(loss) on cash
balances -1.9 -0.4 -2.9 -0.3 -2.8 -0.2
Cash balance as at end of the period
Increase/(decrease) in cash and cash
76.5 73.4 76.5 73.4 76.5 69.8
equivalents -15.4 7.7 9.6 22.9 5.9 19.2

PARENT COMPANY INCOME STATEMENT

€m Apr-Jun
2025
Apr-Jun
2024
Jan-Jun
2025
Jan-Jun
2024
Jan-Dec
2024
Revenue 0.2 0.2 0.3 0.3 1.0
Operating expenses -2.3 -2.1 -4.0 -3.3 -6.9
Operating loss
Income from participation in group
-2.1 -1.9 -3.7 -3.0 -5.9
companies - 20.0 - 20.0 26.0
Interest income from group companies 1.3 2.1 2.9 4.2 9.1
Interest expense -0.9 -1.2 -2.0 -2.5 -5.4
Other financial income/(expense) 0.0 0.0 0.2 0.0 0.0
Profit/(loss) after financial items -1.7 19.0 -2.6 18.7 23.8
Income tax - - - - -
Profit/(loss) for the period -1.7 19.0 -2.6 18.7 23.8

As the profit/(loss) for the period corresponds with the amount in total comprehensive income, no separate statement of comprehensive income is presented.

PARENT COMPANY BALANCE SHEET

30 Jun 30 Jun 31 Dec
€m 2025 2024 2024
Property, plant and equipment 0.0 0.0 0.0
Investments in subsidiaries 589.8 544.2 546.7
Total non-current assets 589.8 544.2 546.7
Current receivables 156.5 194.4 238.3
Cash and bank 0.0 0.0 0.0
Total current assets 156.5 194.4 238.3
Total assets 746.3 738.6 785.0
Restricted equity 30.7 30.7 30.7
Non-restricted equity 592.2 599.7 611.1
Total equity 622.9 630.4 641.8
Current liabilities 123.4 108.2 143.2
Total liabilities 123.4 108.2 143.2
Total equity and liabilities 746.3 738.6 785.0

NOTES

1. Basis of preparation and accounting policies

Basis of preparation

Medicover AB (publ) ("the Company") together with its subsidiaries are referred to as "the Group". Medicover AB (publ) is a company domiciled in Sweden, with its head office in Stockholm. The reporting and functional currency of the Company is the euro.

This interim report has been prepared in accordance with IAS 34 Interim Financial Reporting and should be read together with the Group's consolidated financial statements 2024.

The report does not include all disclosures that would otherwise be required in a complete set of financial statements. Information on pages 1-16 is an integral part of this report.

Accounting policies, use of estimates and judgements

The Group applies the IFRS® Accounting Standards ("IFRS") as adopted by the European Union.

Some amendments to existing IFRS became applicable as from 1 January 2025, however none of these have a material impact on the consolidated financial statements. The accounting policies and methods of computation applied in this report are the same as those applied by the Group in its consolidated financial statements 2024.

The preparation of interim reports requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Group's accounting policies. Refer to the Group's consolidated financial statements 2024 for further information on the use of estimates and judgements.

The parent company applies the Swedish Annual Accounts Act and the Swedish Corporate Reporting Board's Recommendation RFR 2 Accounting for Legal Entities.

Alternative performance measures (APMs) are presented in this interim report since these are considered as important supplemental measures of the Company's performance. For definition and reconciliation of APMs, refer to www.medicover.com.

2. Segment information

Apr-Jun
2025
Apr-Jun
2024
€m Healthcare
Services
Diagnostic
Services
Central/
other
Group
total
Healthcare
Services
Diagnostic
Services
Central/
other
Group
total
Revenue 414.3 189.0 0.2 352.6 162.9 0.1
Inter-segment
revenue
-0.5 -6.2 -0.1 -0.4 -5.7 -0.1
Revenue
from
external
customers
413.8 182.8 0.1 596.7 352.2 157.2 0.0 509.4
By
payer:
Private 342.8 125.6 0.1 468.5 298.5 102.5 0.0 401.0
Public 71.0 57.2 0.0 128.2 53.7 54.7 0.0 108.4
By
country:
Poland 285.0 21.6 0.0 306.6 235.1 18.4 0.0 253.5
Germany 14.3 79.9 - 94.2 13.9 78.9 - 92.8
Romania 46.8 33.9 - 80.7 37.8 26.7 - 64.5
India 49.4 - 0.0 49.4 47.1 - 0.0 47.1
Ukraine 2.0 20.7 - 22.7 2.3 17.0 - 19.3
Other
countries
16.3 26.7 0.1 43.1 16.0 16.2 0.0 32.2
Operating
profit
38.3 18.8 -15.4 41.7 19.6 12.9 -11.2 21.3
Margin 9.3% 10.0% 7.0% 5.6% 7.9% 4.2%
Depreciation,
amortisation
and
impairment
38.9 14.7 0.9 54.5 35.0 13.5 0.8 49.3
EBITDA 77.2 33.5 -14.5 96.2 54.6 26.4 -10.4 70.6
Margin 18.6% 17.7% 16.1% 15.5% 16.2% 13.8%
Right-of-use
depreciation/impairment
-17.2 -6.6 -0.1 -23.9 -14.8 -5.8 -0.1 -20.7
Interest
on
lease
liabilities
-6.5 -1.3 0.0 -7.8 -5.6 -1.0 0.0 -6.6
Segment
result:
EBITDAaL
53.5 25.6 -14.6 64.5 34.2 19.6 -10.5 43.3
Margin 12.9% 13.6% 10.8% 9.7% 12.0% 8.5%
Other
income/(costs)
1.6 -0.1
Net
interest
expense
-15.5 -12.8
Other
financial
income/(expense)
-3.0 -0.3
Share
of
profit
of
associates
0.2 0.0
Income
tax
-7.0 -2.2
Profit
for
the
period
18.0 5.9

Jan-Jun 2025 2024
€m Healthcare
Services
Diagnostic
Services
Central/
other
Group
total
Healthcare
Services
Diagnostic
Services
Central/
other
Group
total
Revenue 816.9 371.2 0.3 694.4 326.0 0.2
Inter-segment
revenue
-1.0 -12.5 -0.1 -0.7 -11.6 -0.1
Revenue
from
external
customers
815.9 358.7 0.2 1,174.8 693.7 314.4 0.1 1,008.2
By
payer:
Private 675.5 246.4 0.2 922.1 585.7 206.1 0.1 791.9
Public 140.4 112.3 0.0 252.7 108.0 108.3 0.0 216.3
By
country:
Poland 560.2 43.7 0.1 604.0 461.3 36.6 0.0 497.9
Germany 29.4 163.1 - 192.5 27.5 157.3 - 184.8
Romania 91.9 65.3 - 157.2 74.7 54.2 - 128.9
India 96.9 - 0.0 96.9 94.4 - 0.0 94.4
Ukraine 4.4 41.7 - 46.1 4.2 34.3 - 38.5
Other
countries
33.1 44.9 0.1 78.1 31.6 32.0 0.1 63.7
Operating
profit
65.3 40.8 -28.4 77.7 31.1 30.0 -20.8 40.3
Margin 8.0% 11.0% 6.6% 4.5% 9.2% 4.0%
Depreciation,
amortisation
and
impairment
74.8 28.6 1.6 105.0 69.5 26.6 1.4 97.5
EBITDA 140.1 69.4 -26.8 182.7 100.6 56.6 -19.4 137.8
Margin 17.2% 18.7% 15.6% 14.5% 17.4% 13.7%
Right-of-use
depreciation/impairment
-33.6 -12.6 -0.2 -46.4 -29.2 -11.5 -0.2 -40.9
Interest
on
lease
liabilities
-13.0 -2.5 0.0 -15.5 -11.1 -1.9 0.0 -13.0
Segment
result:
EBITDAaL
93.5 54.3 -27.0 120.8 60.3 43.2 -19.6 83.9
Margin 11.4% 14.6% 10.3% 8.7% 13.3% 8.3%
Other
income/(costs)
1.8 0.1
Net
interest
expense
-29.7 -24.6
Other
financial
income/(expense)
1.1 1.0
Share
of
profit
of
associates
0.2 0.0
Income
tax
-14.3 -4.4
Profit
for
the
period
36.8 12.4

LTM Jan-Dec
2024
€m Healthcare
Services
Diagnostic
Services
Central/
other
Group
total
Healthcare
Services
Diagnostic
Services
Central/
other
Group
total
Revenue 1,581.2 703.2 0.6 1,458.7 658.0 0.5
Inter-segment
revenue
-2.5 -23.9 -0.2 -2.2 -23.0 -0.2
Revenue
from
external
customers
1,578.7 679.3 0.4 2,258.4 1,456.5 635.0 0.3 2,091.8
By
payer:
Private 1,308.4 458.4 0.4 1,767.2 1,218.6 418.1 0.3 1,637.0
Public 270.3 220.9 0.0 491.2 237.9 216.9 0.0 454.8
By
country:
Poland 1,067.4 82.5 0.1 1,150.0 968.5 75.4 0.0 1,043.9
Germany 57.5 320.3 - 377.8 55.6 314.5 - 370.1
Romania 176.4 121.2 - 297.6 159.2 110.1 - 269.3
India 204.4 - 0.1 204.5 201.9 - 0.1 202.0
Ukraine 8.3 76.9 - 85.2 8.1 69.5 - 77.6
Other
countries
64.7 78.4 0.2 143.3 63.2 65.5 0.2 128.9
Operating
profit
110.5 66.9 -69.7 107.7 76.3 56.1 -62.1 70.3
Margin 7.0% 9.5% 4.8% 5.2% 8.5% 3.4%
Depreciation,
amortisation
and
impairment
146.1 56.6 19.4 222.1 140.8 54.6 19.2 214.6
EBITDA 256.6 123.5 -50.3 329.8 217.1 110.7 -42.9 284.9
Margin 16.2% 17.6% 14.6% 14.9% 16.8% 13.6%
Right-of-use
depreciation/impairment
-64.3 -25.0 -0.3 -89.6 -59.9 -23.9 -0.3 -84.1
Interest
on
lease
liabilities
-25.6 -4.7 0.0 -30.3 -23.7 -4.1 0.0 -27.8
Segment
result:
EBITDAaL
166.7 93.8 -50.6 209.9 133.5 82.7 -43.2 173.0
Margin 10.5% 13.3% 9.3% 9.2% 12.6% 8.3%
Other
income/(costs)
2.1 0.4
Net
interest
expense
-59.1 -54.0
Other
financial
income/(expense)
3.5 3.4
Share
of
profit
of
associates
0.2 0.0
Income
tax
-15.4 -5.5
Profit
for
the
period
39.0 14.6

3. Share capital

Share capital as at 30 June 2025 was €30.7m (€30.7m) and corresponded to the following shares:

Class A
shares
Class B
shares
Class C*
shares
Total
1 January 2024 76,671,376 72,980,997 3,882,822 153,535,195
Conversion of class A to class B shares -40,275 40,275
Conversion of class C to class B shares 486,546 -486,546
30 June 2024 76,631,101 73,507,818 3,396,276 153,535,195
1 January 2025 76,631,101 73,507,818 3,396,276 153,535,195
Conversion of class A to class B shares -7,675 7,675
Conversion of class C to class B shares 839,599 -839,599
30 June 2025 76,623,426 74,355,092 2,556,677 153,535,195

* held by the Company as treasury shares.

Celox Holding AB owned 47,157,365 shares (47,157,365 shares) and 55.9% of the voting rights (55.9% of the voting rights).

The number of shares used to calculate the basic earnings per share was 150,710,953 (149,823,466) for the quarter and 150,426,516 (149,737,920) for the first half. The number of shares used to calculate the diluted earnings per share was 150,978,791 (150,138,919) for the quarter and 150,979,081 (150,255,506) for the first half.

The quota value was €0.2 (€0.2) per share.

Equity settled share-based programme

The five-year vesting period for Plan 2020 was completed on 29 April 2025. The performance conditions achieved corresponded to 8 performance shares for each share right. The annual EBITDA growth rate (CAGR) calculated on the basis of the Group's financial statements for 2019 and 2024 was 17.3%. Refer to note 8 in the annual report 2024 for more information.

Medicover compensated the participants for the dividends paid during the duration of the programme by increasing the number of shares. In the quarter, 839,599 class C shares were converted to class B shares and distributed to the participants.

4. Business combinations

The Group made two larger acquisitions during the quarter. The preliminary purchase price allocations are as follows.

€m Synlab CityFit
Other intangible assets: 11.8 8.0
Software 0.1
Customer relationships 10.8
Other 0.9
Property, plant and equipment 2.4 8.5
Right-of-use assets 4.5 32.4
Accounts receivable and inventories 8.9 8.3
Corporate tax receivable 0.4 0.0
Cash and cash equivalents 6.1 4.8
Loans payable 0.0 -0.6
Lease liabilities -4.5 -32.4
Deferred tax (net) -2.4 -1.2
Corporate tax payable -1.0 -0.2
Accounts payable -7.2 -3.1
Net identifiable assets 19.0 24.5
Non-controlling interests 0.0 -
Goodwill 50.7 82.5
Total consideration 69.7 107.0
Cash and cash equivalents acquired -6.1 -4.8
Net cash flow outflow 63.6 102.2

On 1 April, the Group acquired 100% of the voting rights in Synlab's operations in Romania, Turkey, Cyprus, Slovenia and Croatia, and 98% in North Macedonia, a network of 27 diagnostic laboratories and 92 BDPs. The consideration was €69.7m, settled in cash. Goodwill of €50.7m was recognised and represented synergies with existing operations and presence in new strategic markets. Goodwill is not expected to be deductible for tax purposes. Customer relationships of €10.8m have been recognised with an estimated useful life of 10 years, valued by using the multi-period excess earnings method.

On 8 April, the Group acquired 100% of the voting rights in CityFit, a leading operator of fitness clubs in Poland. The consideration was €107.0m, settled

5. Related party transactions

The Group has transactions with non-controlling interests in MHI. The purchase of material and services amounted to €-9.0m (€-8.7m) for the quarter and to €-18.0m (€-19.4m) for the first half. in cash. Goodwill of €82.5m was recognised and represented synergies with existing sports operations and benefit plans within the funded business. Goodwill is not expected to be deductible for tax purposes. The valuation of intangible assets is still ongoing.

Included in the consolidated income statement for the first half 2025 was revenue of €20.5m and a net profit of €3.3m related to the above business combinations. If these acquisitions had occurred on 1 January 2025, revenue would have been €23.1m higher and net profit would have been €5.4m higher.

Acquisition related expenses (included in administrative expenses) amounted to €-1.2m.

As at 30 June 2025 trade payables were €8.3m (€9.7m).

6. Financial assets and liabilities

30
Jun
2025
30
Jun
2024
31
Dec
2024
Note €m Non
current
Current Total Non
current
Current Total Non
current
Current Total
Financial
assets
at
fair
value
through
profit
or
loss
Short-term
investments
- 10.6 10.6 - 11.8 11.8 - 10.7 10.7
Foreign
currency
swaps
- - - - 1.2 1.2 - - -
a) Other
financial
assets
1.5 - 1.5 2.3 - 2.3 2.3 - 2.3
Total 1.5 10.6 12.1 2.3 13.0 15.3 2.3 10.7 13.0
Interest
rate
swaps
used
for
hedging
- - - 1.1 - 1.1 - - -
Total
financial
assets
at
fair
value
1.5 10.6 12.1 3.4 13.0 16.4 2.3 10.7 13.0
Financial
assets
at
amortised
cost
Other
financial
assets
17.8 2.3 20.1 15.5 2.3 17.8 14.5 2.3 16.8
Trade
and
other
financial
receivables
- 281.5 281.5 - 227.9 227.9 - 261.7 261.7
Total 17.8 283.8 301.6 15.5 230.2 245.7 14.5 264.0 278.5
Cash
and
cash
equivalents
- 76.5 76.5 - 73.4 73.4 - 69.8 69.8
Total
financial
assets
19.3 370.9 390.2 18.9 316.6 335.5 16.8 344.5 361.3
Financial
liabilities
at
fair
value
through
profit
or
loss
Foreign
currency
swaps
- 2.6 2.6 - - - - 0.4 0.4
b) payable1)
Contingent
consideration
6.2 6.6 12.8 6.9 4.8 11.7 6.2 7.1 13.3
Total 6.2 9.2 15.4 6.9 4.8 11.7 6.2 7.5 13.7
Interest
rate
swaps
used
for
hedging
0.2 0.1 0.3 - - - - 0.0 0.0
Put
option
liquidity
obligations
with
non-controlling
interests
c) equity)2)
(with
movement
through
62.1 - 62.1 43.1 23.3 66.4 63.9 - 63.9
Total
financial
liabilities
at
fair
value
68.5 9.3 77.8 50.0 28.1 78.1 70.1 7.5 77.6
Financial
liabilities
at
amortised
cost
Borrowings1) 719.1 137.9 857.0 463.4 153.9 617.3 513.2 161.2 674.4
Lease
liabilities
440.9 86.3 527.2 392.8 76.0 468.8 437.5 79.6 517.1
Other
financial
liabilities
0.8 - 0.8 0.8 0.8 1.6 0.8 - 0.8
Trade
and
other
financial
payables
- 95.6 95.6 - 78.8 78.8 - 93.7 93.7
payable1)
Deferred
consideration
20.5 6.2 26.7 24.9 7.0 31.9 23.7 10.4 34.1
Total 1,181.3 326.0 1,507.3 881.9 316.5 1,198.4 975.2 344.9 1,320.1
Total
financial
liabilities
1,249.8 335.3 1,585.1 931.9 344.6 1,276.5 1,045.3 352.4 1,397.7

1) Presented as loans payable in the statement of financial position.

2) Presented as other financial liabilities in the statement of financial position.

Financial assets and liabilities carried at amortised cost are considered to have carrying values that materially correspond to fair value, with the exception for the schuldschein debt at fixed interest

rates where the carrying value amounted to €290.6m (€240.6m) and fair value to €280.2m (€225.5m).

Recognised fair value measurements - valuation technique and principal inputs

A breakdown of how fair value is determined is indicated in the following three levels:

Level 1: Short-term investments of €10.6m (€10.7m) include government bonds. Fair value hierarchy level 1 is used when the valuation is based on quoted prices in active markets.

Level 2: The Group has foreign currency- and interest rate swaps where the valuation is based on level 2. Fair value hierarchy level 2 is used when inputs, other than the quoted prices included in level 1, are observable.

Level 3: The Group has the following financial assets and liabilities measured using level 3, where fair value is not based on observable market data:

a) Other financial assets include €1.5m (€2.3m) relating to 14% (14%) of the voting rights in a dialysis clinic in Germany.

b) The contingent consideration payable resulting from current year and past business combinations is mainly based on the estimated outcome of future performance targets.

c) The put option liquidity obligations with noncontrolling interests consist of:

  • A put option liquidity obligation with noncontrolling interests in Medicover Hospitals India ("MHI") of €59.9m (€61.8m). Half of the put options is estimated to be exercised in June 2027 at the earliest and the remaining half (which corresponds to €32.1m) from June 2028.
  • Put option liquidity obligations with noncontrolling interests in subsidiaries in Norway, Cyprus and Bosnia-Herzegovina of €2.2m (€2.1m), estimated to be excercised in the second half of 2026 and 2027.

In determining the fair value of the obligations, estimations of key variables were made, of which the most significant are the growth rate of the business to determine its profitability at the future date of exercise and the discount rate applied to the nominal value.

The following table summarises the quantitative information about the significant unobservable inputs used in the material level 3 fair value measurements:

Fair Value (€m) Inputs Sensitivity
Description 30 Jun
2025
31 Dec
2024
30 Jun
2025
31 Dec
2024
Relationship of
unobservable inputs
to fair value (FV)
Put option liquidity
obligation with non
controlling interests
in MHI, India
59.9 61.8 7-year projected
CAGR EBITDA
Risk adjusted
discount rate
31.8%
12.5%
31.8%
13.7%
Increase of 10% in CAGR
EBITDA = increase in FV
liability of €7.6m
Decrease of 1% point in
discount rate = increase
in FV liability of €1.4m
Contingent
consideration
payable
12.8 13.3 Risk adjusted
discount rate
5.5%-11.8% 5.5%-11.8% Decrease of 1% point in
discount rate = increase
in FV liability of €0.1m

No additional significant changes have been made to valuation techniques, inputs or assumptions in 2025.

No financial assets or liabilities have been reclassified between the different levels in the fair value hierarchy.

7. Net financial debt and other financial liabilities

€m 30 Jun
2025
30 Jun
2024
31 Dec
2024
Non-current loans payable 745.8 495.2 543.1
Current loans payable 150.7 165.7 178.7
Total loans payable 896.5 660.9 721.8
Less: short-term investments -10.6 -11.8 -10.7
Less: cash and cash equivalents -76.5 -73.4 -69.8
Loans payable net of cash and liquid short-term investments 809.4 575.7 641.3
Non-current lease liabilities 440.9 392.8 437.5
Current lease liabilities 86.3 76.0 79.6
Total lease liabilities 527.2 468.8 517.1
Financial debt 1,423.7 1,129.7 1,238.9
Less: short-term investments -10.6 -11.8 -10.7
Less: cash and cash equivalents -76.5 -73.4 -69.8
Net financial debt 1,336.6 1,044.5 1,158.4
€m 30 Jun
2025
30 Jun
2024
31 Dec
2024
Other financial liabilities

Non-current 63.1 43.9 64.7 Current 2.7 24.1 0.4 Total 65.8 68.0 65.1

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