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Valamar Riviera d.d.

Annual Report Feb 26, 2021

2085_10-k_2021-02-26_3e5c6b7b-63be-439f-b9b3-346b6590bf91.pdf

Annual Report

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ANNUAL REPORT 2020

In 2020, Valamar Riviera Group total revenues amounted to HRK 697 million, or 31% of total revenues achieved in the same period last year. This is a result of closing properties from March to the end of May and significant disruptions in tourism flows caused by the global COVID-19 pandemic, which continued to affect business volumes in peak-season. During June, July and August a total of 24 hotels and resorts and 15 camping resorts opened in eight destinations on the Adriatic coast without a single reported case of virus transmission on-property. Even though the tourist season got off to a good start, many countries from our source markets (Italy, Slovenia, Austria, the Netherlands and partially Germany) issued travel warnings during August consequently hindering tourism flows towards Croatia and causing a significant drop in volume during the second half of August and in the shoulder season.

Despite unfavorable circumstances in 2020, overnights amounted to 2.3 million and a positive EBITDA of HRK 126 million was realized on Group level. Given the initially unpredictable final negative effect of the COVID-19 pandemic on tourism, economic and business flows, and consequently on the business of Valamar Riviera, we are satisfied with the achieved results and the opportunity to partially carry out the tourist season.

Valamar actively managed the crisis during 2020, and timely launched action plans to stabilize its operations. Business activities were successfully "paused" on March 15, all jobs were protected and Valamar readily welcomed the opening of the summer season in June with modified products and services that additionally increased guest safety and service quality. Operating cost-savings plans, investment decrease, payment deferrals and agreements with banks and other investors have secured liquidity for the following period. Operating expenses were reduced by 62% compared to the same period last year, and Government measures supported employment levels while properties were closed.

Despite the crisis, Valamar Riviera confirmed its status as the best employer in tourism this year, ranking 6th on the list of the best employer in Croatia (up by one position since last year). Valamar Riviera also won the main CSR Index award in the category of large companies awarded by the Croatian Business Council for Sustainable Development and the Croatian Chamber of Commerce, by evaluating seven key areas - economic sustainability, inclusion of corporate social responsibility in business strategy, work environment, environmental protection, market relations, community relations and responsible diversity and human rights policies.

Valamar Riviera opened the doors of its properties in Istra Premium Camping Resort 5 *, Ježevac Premium Camping Resort 4 * and Hotel Valamar Sanfior 4 * free of charge to families from Sisak, Glina, Petrinja and surrounding places whose homes were destroyed in the devastating earthquake (29 December 2020), and donated mobile homes to residents earthquake-stricken area.

/ continued

EMPLOYMENT PROTECTION

Valamar implemented the "Pause, Restart Program" on April 1 with the support of social partners and government measures. The program ensures continued payouts to all "paused" employees waiting for work in the amount of at least 60% of their regular salary, but not less than HRK 4,250 net. In the period from March to June, over 90% of Valamar's employees were waiting for work the cost of which was jointly borne by shareholders and the government support of payouts for employees. After opening most of its properties and the launch of the summer season, more than 4,400 of Valamar's employees worked during the season. Valamar continues its "Pause, Restart program" during autumn and winter with the aim of protecting jobs until the spring of 2021, when the situation is expected to partially normalize.

FINANCIAL STABILITY TO CONTINUE DEVELOPMENT

In addition to protecting jobs, Valamar needed to ensure sufficient liquidity during the crisis and enable the company to continue its growth path in 2021. In March, dividend payment proposal for 2019 was revoked while Supervisory Board members reduced their fees and management reduced their salaries up to 30%.

Valamar has deferred the vast majority of credit liabilities for 2020 and for the first half of 2021, and secured additional medium-term liquidity through a loan contract with a club of banks in the amount of EUR 66 million.

By adjusting business operations and with the support of shareholders, banks and other stakeholders, Valamar has secured liquidity to weather the crisis over the following period. In the coming period, Valamar will be focused on digitalization projects, business transformation and preparing projects for future growth and development.

INVESTMENTS MANAGEMENT

The initially planned investment cycle for 2020 amounted to over HRK 800 million, but was reduced by HRK 120 million to HRK 705 million by the end of June. Valamar also temporarily halted the construction of Valamar Pinea Collection Resort in Poreč (the largest single investment in Croatian tourism worth HRK 790 million for 12 to 24 months) hence postponing its completion. The investment in new accommodation units and services of the Valamar Parentino 4* hotel in Poreč was successfully realized and the new family recorded good demand since its opening in the second half of July.

/ continued

Additionally, Valamar approached the completion of the initiated 2019 investment cycle, and its Supervisory Board approved investments for 2021 in the amount of HRK 132 million. The investments are aimed at the completion of earlier initiated investments (Istra Premium Camping Resort 5* and the accommodation for employees in Dubrovnik) and the completion of the first investment phase in Valamar Pinea Collection Resort as well as digitalization projects. Lower investments planned for 2021 are focused on completing initiated projects and preparing projects for new growth and development when conditions are met. The priority will be maximizing free cash flow and reducing credit exposure in order to achieve a pre-COVID net debt / EBITDA ratio.

In accordance with Group investment policies, Imperial Riviera's Supervisory Board has given prior approval for investments in the amount of HRK 41 million aimed at completing investments in the Valamar Meteor 4* hotel in Makarska and the Valamar Parentino hotel in Poreč for the coming 2021 season.

PRODUCTS MODIFICATION IN THE 2020 SUMMER SEASON

In the second quarter of 2020, Valamar modified its products and accelerated the development of digitization projects in order to improve service quality and safety for the 2020 tourist season. Even more space has been provided for guests in restaurants, at the reception, swimming pools, on the beach and in other communal facilities, and promotional campaigns #stayinnature and "beachholidays" were launched.

Key innovations of this season include the V Health & Safety program comprised of health, safety and environmental standards, "CleanSpace - 100% privacy", an enhanced cleaning system, online reception, hotel service "Bed & Brunch", and Valfresco Direkt online food shopping and delivery service by which Valamar has reinforced the market position of small producers and local family farms.

OUTLOOK

With the support of all its stakeholders, Valamar has actively managed the crisis and the 2020 tourist season, and positioned itself well to successfully resume growth and development during 2021 and 2022.

/ continued

In the past period, Valamar has invested HRK 6 billion in tourism, and in the coming period the focus will be on maintaining an adequate level of liquidity, preserving jobs, adjusting the business model to the crisis and preparing projects for new growth and development when the conditions are met. Valamar expects the tourism sector to be affected by the crisis in 2021, while business normalization is expected in 2022 and 2023.

In 2021, Croatia has the opportunity to strengthen its position as a safe and desirable Mediterranean destination. In result, Croatia may achieve a stronger recovery and faster return of guests in 2021, providing the drop in Covid-19 cases, opening of borders and lifting of restrictions on movement especially within EU member states. Croatian tourism also has the opportunity to launch significant investments through European funds and resources that should be directed towards encouraging public and private strategic investments aimed at accelerating the recovery and increasing the competitiveness of Croatian tourism in the future.

TABLE OF CONTENTS

Significant Business Events 7
Business Management during COVID-19 10
Results of the Group 16
Results of the Company 25
Investments 27
The Risks of the Company and the Group 31
Corporate Governance 37
Related-party Transactions and Subsidiaries 40
Valamar Share 42
Additional Information 46
Responsibility for the Annual Financial Statements 48
Financial Statements According to GFI-POD 49
Management Board's Decision on Establishing the Annual Financial Statements 97
Supervisory Board's Decision on Approving the Annual Financial Statements 99
Supervisory Board's Report to the General Assembly of the Company 100
Supervisory Board's Decision on Allocation of Loss 105
Annual Financial Statements Including the Independent Auditor's Report 106

Significant Business Events

ABOUT VALAMAR RIVIERA

Valamar Riviera is Croatia's leading tourism company operating hotels, resorts and camping resorts in prime destinations – Istria, the islands of Krk, Rab and Hvar, Makarska, Dubrovnik, and Obertauern in Austria. With over 21,000 keys, Valamar's 36 hotels and resorts and 15 camping resorts can welcome around 58,000 guests daily and provide perfect holidays and authentic experiences for each guest. The company believes in a growthdriving strategy focused on investments in high added-value products, talents, innovative services and destinations to maintain business continuity. The active promotion and advancement of these interests make Valamar Riviera a responsible and desirable employer and one of the top Croatian and regional investors in tourism with over HRK 6 billion invested in the last 17 years. Steered by sustainability and social responsibility, Valamar leads the innovative management of leisure tourism and continuously creates new value for all our stakeholders.

Valamar Riviera's business success is based on longstanding partnerships and an open communication with its key stakeholders. Therefore, we have established policies at company level that represent our continuing commitment to be the hospitality market leader in Croatia in terms of service quality, guest and user satisfaction, caring for the interests of our employees, company and local community, environmental protection and resource management.

Tourism portfolio of Valamar Riviera Group

SIGNIFICANT BUSINESS EVENTS /continued

VALAMAR RIVIERA'S GENERAL ASSEMBLY

The extraordinary circumstances caused by the COVID-19 pandemic, made it impossible to hold the General Assembly scheduled for April 21, 2020. Hence, on March 25, 2020 the Company's Management Board passed the decision for the cancellation of the General Assembly and the revocation of the Decision on dividend payment proposal with the Supervisory Board's consent, all in accordance with the decisions of the Civil Protection Headquarters of the Republic of Croatia. After meeting certain preconditions, the General Assembly convened on September 24, 2020 and adopted all decisions proposed by the Management Board and Supervisory Board, contained in the invitation to the General Assembly and published on the website of the Court Register, Zagreb Stock Exchange and the Company's website.

COVID-19 IMPACT ON VALAMAR RIVIERA'S BUSINESS

Due to the global scope of problems caused by the unpredictable spread of the COVID-19 virus, all relevant factors related to the COVID-19 impact on Valamar Riviera's business are explained in detail in the chapter "Business Management during COVID-19" on page 10 of this report.

ANNUAL AUDITED FINANCIAL STATEMENTS

The Management Board hereby presents the annual audited financial statements for the year 2020. The Group income statement for the reviewed period includes the data of companies Imperial Riviera d.d.1, Valamar A GmbH, Valamar Obertauern GmbH, Palme Turizam d.o.o., Magične stijene d.o.o., Pogača Babin Kuk d.o.o. and Bugenvilia d.o.o. The Group balance sheet for the reviewed period, as at 31 December 2020, as well as at 31 December 2019, includes data of the previously mentioned companies. Investment in company Helios Faros d.d. is conducted according to the equity method, since Valamar Riviera has no control over it, but significant influence.

Valamar Diamant Hotel 4*, Poreč

Valamar Collection Marea Suites 5*, Poreč

As the largest tourism company in Croatia, Valamar Riviera has carefully followed the development of the COVID-19 situation since its appearance. Valamar Riviera has engaged and focused all its resources towards implementing preventative measures to protect the health of guests and employees, activating full-scale standard operating procedures for dealing with crises and maintaining business continuity and job preservation. The extraordinary movement and gathering restrictions, partial restrictions concerning establishments in hospitality and shops, and restrictions regarding border crossings and border controls affect numerous economic sectors. Tourism and hospitality were especially hit as the new circumstances curtailed demand in national and international travel. This proves that the COVID-19 pandemic is a genuine operational and financial disruption to the global economy, especially tourism flows.

Despite the challenges posed by the extraordinary and unpredictable final impact of the COVID-19 pandemic on business activities, Valamar Riviera has successfully secured sufficient liquidity, protected jobs and restarted operations during 2020. The company has ensured partial normalization in 2021 with comprehensive measures and activities, which are explained in detail below.

RISK MANAGEMENT COMMITTEE

Since the beginning of the COVID-19 pandemic, Valamar Riviera has actively approached the mitigation and control of potential risks, established the Risk Management Committee, and adopted the Risk Management Regulation. The Board's tasks and powers include risk assessment and its impact on business, guests and employees, as well as determining measures to protect guests and employees, property and organizing business processes and operations. Depending on the circumstances and intensity of the risk event, the Board decides on changing the financial, business and contingency plan, activating escalation plans to preserve the company's liquidity, solvency, and maintaining business continuity, as well as other necessary acts in accordance with the assessment of bookings and revenues. Furthermore, comprehensive operational crisis management procedures have been developed and activated to protect the health of guests and employees. These include providing general information on the spread of COVID-19 and measures to prevent and control the spread of respiratory viruses.

Valamar Riviera has intensified it's transparent and consistent crisis communication with all it's stakeholders, especially with the competent state and local authorities whilst the coronavirus pandemic.

PRODUCTS MODIFICATION

In the second quarter of 2020, Valamar modified its products and accelerated the development of digitization projects in order to improve service quality and safety for the 2020 tourist season. Even more space has been provided for guests in restaurants, at the reception, swimming pools, on the beach and in other communal facilities, and promotional campaigns #stayinnature and "beachholidays" have been launched. Key innovations of this season include the V Health & Safety program comprised of health, safety and environmental standards, "CleanSpace - 100% privacy", an enhanced cleaning system, online reception, hotel service "Bed & Brunch", and Valfresco Direkt online food shopping and delivery service. In addition, Valamar now also offers a "Workation Deal" for guests who wish to relocate their office to the coast. It is available in Istra Premium Camping Resort 5* and Ježevac Premium Camping Resort 4* as a long-stay service.

V Health&Safety is a comprehensive program of health, safety and environmental standards, as well as a set of advanced cleaning protocols aimed at the further enhancement of hygiene standards that Valamar applies in its properties. V Health&Safety protocols are aligned with the safety recommendations of the World Health Organization, the European Center for Disease Prevention and Control, the Croatian Institute of Public Health, as well as relevant standards and certificates such as HACCP and ISO standards. As of 2020, every property in Valamar will have a V-Health&Safety Manager, available to guests 24/7 throughout their stay. In case of need, he manages health insurance for guests in cooperation with the Croatian health care system.

"CleanSpace - 100% privacy" is a service, which guarantees that key points of contact in rooms and mobile homes are thoroughly cleaned and disinfected, and that no one enters the accommodation unit before the scheduled guest arrives. In addition, it offers complete room privacy throughout the stay with the guarantee that staff will enter the accommodation unit only at the invitation of the guest themselves.

By accelerating digital development, Online reception is available to all hotel and camping guests in 2020. Valamar's Online reception enables check-in and check-out via the Internet (web check-in and My Valamar application) and "self-check-in" points, thus simplifying arrival and departure.

Bed & Brunch is a new restaurant concept in the Old Town Holiday and Sunny B&B hotels, which, instead of the classic half board scenario, offers an extended breakfast and brunch that guests can enjoy from 07:00 to 13:00, which gives them even more space and simplifies meals and hotel stays.

As part of the restart preparations, Valamar has developed a new service called Valfresco Direkt, which was officially launched on June 8, 2020. It is a new online store that combines a wide range of local, home-made and fresh products from the best family farms in Istria. In addition to locally produced and fresh products, ValFresco Direkt also delivers readymade and semi-ready dishes from the ValFresco cuisine, as well as wine, beer, olive oils and other necessities. In cooperation with local family farms, Valamar's new project aims to diversify business, strengthen local production and the market position of small producers and offer them a wider presence and availability.

STATE MEASURES

The available measures to help the economy, along with the new credit lines adjusted to preserve economic activities and liquidity, represent an strong stimulus for all the tourism companies to tackle the current extraordinary situation until economic and tourism trends normalize. The Croatian government, Croatian National Bank, Croatian Bank for Reconstruction and Development, competent ministries as well as state and local authorities have adopted a set of measures to help the economy and mitigate the extraordinary circumstances caused by the COVID-19 pandemic. The measures aim to overcome short-term challenges in liquidity and support job preservation. Valamar Riviera has undertaken comprehensive activities to minimize the negative effects and protect its business, which among others include: 1) the use of grants for job preservation in COVID-19 affected sectors (HRK 3,250 per employee for March's salary; HRK 4,000 for salaries from April to December 2020), and BUSINESS MANAGEMENT DURING COVID-19 /continued

relief and deferral of tax liabilities and levies by which the total employee cost of 2020 was relieved by HRK 141.3 million, (Group: HRK 163.6 million) 2) reduction and deferred payment of concession fees on tourism land (relief in the amount of HRK 6 million; Group: HRK 6.4 million), 3) quarterly deferred payment of tourist board fees and, 4) the introduction of a loan moratoriums (details in section "Preserving Liquidity" of this chapter).

The Croatian Government will continue to implement job preservation measures during 2021 (the final measuers duration is subject to the decisions of the Croatian Government). The measures include financial support to employers for working hours reduction, as well as support per employee (according to a drop in turnover rating-system) in the maximum amount of HRK 4,000 for a 60% or more drop in turnover.

IMPACT ON REVENUES AND BOOKINGS

The disruptions in European and global tourism flows negatively impacted arrivals from April until the end of 2020, and the lower business volume and revenues is expected in the following period, as well as a stronger volatility of new booking entries for 2021. The current precarious situation concerning the development of the COVID-19 pandemic and the free movement of persons, prevents predicting the final negative effect of slower new booking trends on business, especially because of the pronounced "last minute" booking trend and the simpler booking cancellation policy. It is important to note that our records show that the slower dynamics of booking entries are mostly related to hotels and resorts, while camping resorts show lesser impact on occupancy and new booking entries. Camping resorts are a specific product characterized by high guest loyalty. Guests from Germany, Austria, Slovenia, Italy, Denmark and the Netherlands find them attractive as they are easily reachable by car and are considered much safer than other options due to the far smaller number of shared spaces.

Valamar Riviera's diversified portfolio, the convenient geographic position of the northern region for guests travelling by car (destinations Poreč, Rabac, Krk Island, Rab Island), a highly developed inside direct sales channel which accounted for 67% of Valamar's revenues in 2020, along with the presented advantage of camping operations represents Valamar's natural hedge against the current disruption in tourism flows and better resilience to the volatility of economic cycles.

PAUSE, RESTART PROGRAM & EMPLOYMENT PROTECTION

In the past two decades, Valamar has become the leading domestic tourism company building on the foundations of sustainable development. Considering the national economic development, the overall performance growth followed the necessary targeted and expected growth in the number of employees and their salaries - something Valamar is very proud of. In order to maintain business continuity and primarily focusing on escalation plans of measures to safeguard the Group's liquidity and solvency, the "Pause, Restart Program" started in April 2020, and includes all employees and ensures job preservation without lay-offs. All employees who cannot do their jobs due to extraordinary circumstances are furloughed while being secured at least 60% of their regular salary, but no less than HRK 4,250 (net). In the period of March to June, over 90% of Valamar's employees were on "pause", the cost of which was jointly covered by shareholders and the state's grants for job preservation. This measure includes both workers and managers, including seasonal workers and permanent seasonal workers already employed. Standby operations, which lasted until mid-May, involved those employees and management in charge of crisis management and administration, employees in charge of maintenance, preservation and security at properties and employees in charge of communication with guests and partners.

While successfully "pausing" and preserving jobs, we have also prepared for our business "restart", with the priorities being ensuring liquidity, adjusting products and services in order to increase guest safety and facilitating digitalization projects. After re-opening most of the properties and the summer season, the Group employs more than 4,400 people. With the aim of preserving jobs, the "Pause, Restart Program" shall continue during winter until spring 2021 when economic and tourism trends are expected to partially normalize.

BUSINESS MANAGEMENT DURING COVID-19 /continued

PRESERVING LIQUIDITY

Due to before mentioned disruptions in the Republic of Croatia and our important source markets, Valamar Riviera has proactively undertaken overall financial cost-saving measures to reduce costs, preserve solvency and liquidity while also securing undisrupted business continuity.

The cash outflow plans have been adjusted to crisis management measures and include high-level cost-saving in direct and operating costs due to smaller business volumes and the minimization of else fixed costs due to the temporary closure of properties and other services in tourism ("Pause, Restart Program"). The additional cost-saving measures are focused on suspending employee rewards, bonuses, and the overall reduction of staff-related costs, the suspension and reduction of fees for Supervisory Board members and all non-essential costs, which are not strictly necessary for this business program. In order to boost Valamar's financial flexibility, the decision on dividend payout has been cancelled while several adjusted business policies have been adopted, such as: the option to exchange individual bookings for vouchers that can be used in 2021, the transfer of contracted M.I.C.E. and group events in 2021, negotiations with tour operators regarding the timeframe for advance payments usage, more flexible payment policies, negotiations with suppliers, etc.

As at 31 December 2020, the Group's cash and cash equivalents were HRK 665.9 million, and HRK 522.9 million for the Company. Together with valuable hospitality assets and a business model combining ownership and asset management, they form a stable balance position for the Group and Company. In the past two decades, Valamar has become the leading domestic tourism company building on the foundations of sustainable development and care for financial stability, successfully cooperating with a number of loan institutions. Valamar Riviera is carefully responding to challenges caused by this new situation, and pursuant to the adopted measures imposing a moratorium on the payment of credit liabilities. Valamar Riviera has deferred the payment of due liabilities related to longterm loans. Namely, the Group deferred the payment of principal in the total amount of HRK 349 million and the Company in the amount of HRK 325 million to commercial banks and the Croatian Bank for Reconstruction and Development, of which HRK 272 million (Company: HRK 248 million) represents deferred payment of principal for 2020, HRK 49 million for the first quarter of 2021 and HRK 27 million for the second quarter of 2021.

We point out that the Croatian Bank for Reconstruction and Development has approved a moratorium on principal and interest to its clients, including Valamar Riviera, from and including 31 March 2020 to and including 30 June 2021 with the aim of preserving jobs, liquidity of economic entities and economic activities in Croatia. In addition, three other commercial banks approved a moratorium on interest of Valamar Riviera Company, while one commercial bank has approved a moratorium on Imperial Riviera's interest, bringing the total amount of interest in the moratorium to about HRK 47 million for the Group (Company: HRK 46 million). The financial ratios in arrangements with banks are mainly based on the usual indicators for servicing loan liabilities with defined maturities, according to which the Company and the Group have adjusted its actions in accordance with the terms of each arrangement and have received a waiver of financial covenant for 2020.

On 5 October 2020, Valamar concluded negotiations with domestic commercial banks (Privredna banka Zagreb d.d., Zagrebačka banka d.d. and Sberbank d.d.) and the Croatian Bank for Reconstruction and Development and contracted additional medium-term liquidity in the amount of EUR 66 million in accordance with the programs "Working capital (COVID-19 measure)" and "Insurance of exporters' liquidity loan portfolio COVID-19 measure" from the Croatian Bank for Reconstruction and Development. The successful conclusion of this legal deal is an affirmation of the support from investors and financiers for the growth, development and sustainable business continuity of Valamar's entire portfolio.

As a tourism company with strong positive net asset value that owns and manages valuable tourism properties and amenities coupled with the agreed credit lines and moratoriums on loan obligations, Valamar does not anticipate challenges in preparing for business normalization next year, as well as overcoming possible and further reduction in business activities. In addition, the Company and the Group have undergone impairment tests in accordance with the International accounting

BUSINESS MANAGEMENT DURING COVID-19 /continued

standard 36 and have proven that there are is no obligation of reducing the value of tangible and intangible assets.

Given the global reach of problems caused by the unpredictable spread of the COVID-19 virus, a number of obstacles to the free transfer of passengers, goods and services in many important source markets, and the consequent slowdown in entire industries, it is still premature to make definitive quantitative assessments concerning the negative impact of COVID-19 on Valamar's operations in the coming period.

Valamar Riviera emphasizes that these are conclusions based on the facts, knowledge and circumstances currently available, and the related estimates. However, due to the expected further objective development of events beyond the Company's influence, further changes in relevant circumstances can be expected. Valamar will publish all relevant information regarding the impact of COVID-19 on underlying factors, prospects or financial stability in accordance with the relevant regulations.

Valamar Collection Dubrovnik President Hotel 5*, Dubrovnik

Results of the Group

KEY FINANCIAL INDICATORS 2

2019 2020 2020/2019
Total revenues 2,218,828,166 696,901,773 -68.6%
Operating income 2,207,678,790 675,610,635 -69.4%
Sales revenues 2,139,319,744 642,478,457 -70.0%
Board revenues (accommodation and board revenues)
3
1,781,619,705 531,636,818 -70.2%
Operating costs
4
1,385,486,291 530,527,177 -61.7%
EBITDA
5
768,955,392 103,189,578 -86.6%
Extraordinary operations result and one-off items
6
10,853,838 -23,242,050 /
Adjusted EBITDA
7
758,101,554 126,431,628 -83.3%
EBIT 293,853,214 -394,764,365 /
Adjusted EBIT
7
282,999,376 -371,522,315 /
EBT 232,471,771 -501,048,580 /
Net profit 305,851,680 -358,805,791 /
EBT margin 10.5% -74.2% -8,470 bp
EBITDA margin 34.8% 15.3% -1,950 bp
7
Adjusted EBITDA margin
34.3% 18.7% -1,560 bp
31/12/2019 31/12/2020 2020/2019
Net debt
8
2,195,286,284 2,851,116,054 29.9%
Net debt / Adjusted EBITDA 2.90 22.55 678.7%
Cash and cash equivalents 550,142,638 665,932,900 21.0%
Capital investments (details in chapter "2020 Investments") 954,590,000 595,871,000 -37.6%
ROE
9
8.8% -11.5% -2,030 bp
Adjusted ROCE10 5.2% -6.5% -1,170 bp
Market capitalization11 4,888,608,354 3,750,579,650 -23.3%
EV12 7,814,917,851 7,303,506,632 -6.5%
EPS13 2.32 -2.70 /
DPS14 1.00 0 /

KEY BUSINESS INDICATORS15

2019 2020 2020/2019
Number of accommodation units (capacity) 21,266 21,247 -0.1%
Number of beds 58,216 58,492 0.5%
Full occupancy days 139 47 -66.1%
Annual occupancy (%) 38% 13% -2,500 bp
Accommodation units sold 2,946,626 999,020 -66.1%
Overnights 6,775,709 2,279,215 -66.4%
ADR16 (in HRK) 605 532 -12.0%
RevPAR17 (in HRK) 83,778 25,021 -70.1%
  • 2 Classified according to the Annual Financial Statement (GFI POD-RDG). EBIT, EBITDA and their adjusted values and respective margins are recorded on the basis of operating income.
  • 3 In compliance with the classification under the USALI international standard for reporting in hotel industry (Uniform System of Accounts for the Lodging Industry).
  • 4 Operating costs include material costs, staff costs, other costs, and other operating costs reduced by extraordinary expenses and one-off items.
  • 5 EBITDA (eng. earnings before interest, taxes, depreciation and amortization) is calculated as: operating income - total operating costs + depreciation and amortisation + value adjustments.
  • 6 Adjustments were made for (i) extraordinary income (in the amount of HRK 20.3 million in 2020, and HRK 63.9 million in 2019), (ii) extraordinary expenses (in the amount of HRK 42.3 million in 2020, and HRK 50.7 million in 2019), and (iii) termination benefit costs (in the amount of HRK 1.2 million in 2020, and HRK 2.4 million in 2019).
  • 7 Adjusted by the result of extraordinary operations and one-off items.
  • 8 Net debt: non-current and current liabilities to banks and other financial institutions + liabilities for loans, deposits and other + other liabilities according to IFRS 16 (leases) – cash and cash equivalents – long-term and short-term investments in securities – current loans given, deposits, etc.
  • 9 ROE refers to return on equity; calculated as: profit for the period / (capital and reserves).
  • 10 Adjusted ROCE refers to return on capital employed; calculated as: adjusted EBIT / (capital and reserves at the end of the period + noncurrent and current liabilities to banks and other financial institutions + other liabilities according to IFRS 16 (leases) - cash and cash equivalents - long-term and short-term investments in securities - loans given, deposits, etc.).
  • 11 Market capitalization is calculated as the total number of shares multiplied by the average share price on 31/12 of a particular year.
  • 12 EV refers to enterprise value; calculated as market capitalization + net debt + minority interest.
  • 13 EPS refers to earnings per share calculated on the basis of net profit attributable to the owners of the parent company. Weighted average number of shares in 2020: 121,887,907. Weighted average number of shares in 2019: 122,507,835.
  • 14 DPS refers to dividends per share.
  • 15 Data for Helios Faros are not included.
  • 16 Average daily rate is recorded on the basis of cumulative board revenues (accommodation and board's food and beverage revenues).
  • 17 Revenue per accommodation unit is recorded on the basis of cumulative board revenues (accommodation and board's food and beverage revenues).

ANNUAL REPORT 2020

RESULTS OF THE GROUP /continued

REVENUES

In 2020, total revenues amounted to HRK 696.9 million down by 68.6% (HRK -1,521.9 million). Total realized revenues were affected by:

a) decrease in sales revenues, in the amount of 70.0% (HRK -1,496.8 million) to HRK 642.5 million. The decrease was largely driven by board revenues (-70.2%; HRK -1,250.0 million). With careful preparation of various additions to the guest products and experiences, Valamar Riviera has, until the closure of tourist properties on March 15 due to the strengthening of general COVID-19 prevention measures by the competent authorities, recorded better business results compared to the comparative period last year. January was marked by strong entrances to the direct channel, especially at the Valamar Obertauern Hotel 4*, while the increase in board revenues in February was contributed by the excellent response of the group channel. The closure of tourist properties resulted in the cancellation of group and M.I.C.E. placements, and reported a HRK 11 million decline in board revenues in March. In April, all tourism properties were closed. Lanterna Premium Camping Resort 4* was the first to open on 22 May 2020 when the restart of business and the opening of the tourist season in Croatia began as arranged by the Ministry of Tourism through the easement of the border crossing regime from June onwards. Thus, by the end of May, a total of 13 out of 15 camping resorts were opened, while Istra Premium Camping Resort 5* opened in mid-June. During June, July and August a total of 24 hotels and resorts (out of 36) and all 15 camping resorts opened in eight destinations on the Adriatic coast in accordance with increased demand and a stronger entry of new booking reservations due to the partial normalization of tourism flows. Even though the tourist season got off to a good start, many countries issued travel warnings during August consequently hindering tourism flows towards Croatia and causing a significant drop in volume during the second half of August and in the shoulder season. All tourism properties were closed in shoulder season, excluding Valamar Diamant Hotel 4*, Istra Premium Camping Resort 5* and Ježevac Premium Camping Resort 4* where Valamar implemented the "Workation Deal" concept for guests who whish to relocate their office to the Adriatic coast.

However, despite unfavorable circumstances in 2020, overnights amounted to 2,279.215 (-66.4%), which is a considerable success given

the adversities that the tourism industry faces globally. ADR is down by 12.0% to HRK 532 due to the closure of hotel properties that carry a higher average price compared to camping resorts. However, at a comparable level of open tourist properties the average daily price has shown a positive trend. Average daily prices of hotels and resorts and camping resort alike recorded an 11.1%, i.e. a 6.3% increase. Moreover, camping resorts recoded strong demand with an almost 50% share in total board revenues compared to last year's 24% share.

Domestic sales revenues were HRK 199.6 million and represented 11.9% of total revenues (9.0% in 2019). They decreased by HRK 116.9 million with respect to the previous comparable period. International sales revenues were HRK 559.8 million, down by HRK 1,380.0 million and represented by 80.3% (87.4% in 2019) of total revenues.

b) other operating revenues18 which decreased by HRK 35.2 million to HRK 33.1 million primarily as a result of the absence of last year's one-off income from out-of-group sales of long-term tangible non-operating assets.

c) an increase in financial income in the amount of HRK 10.6 million to the level of HRK 21.3 million is primarily due to the increase in other financial income due to the derecognition of negative fair value (liabilities) under forward contracts.

Other operating and financial income account for 7.8% of total revenues (3.6% in 2019).

TOTAL OPERATING EXPENSES OF VALAMAR RIVIERA GROUP19

(in HRK) 2019 2020 2020/2019
Operating costs20 1,385,486,291 530,527,177 -61.7%
Total operating expenses 1,913,825,576 1,070,375,000 -44.1%
Material costs 609,249,061 254,642,998 -58.2%
Staff cost 583,409,043 189,951,093 -67.4%
Depreciation and amortisation 474,514,405 496,444,044 4.6%
Other costs 197,392,249 89,097,655 -54.9%
Provisions and value adjustments 9,415,580 30,223,911 221.0%
Other operating expenses 39,845,238 10,015,299 -74.9%

TOTAL OPERATING EXPENSES

Total operating expenses amounted to HRK 1,070.4 million with a decrease of 44.1% (HRK -843.5 million). Breakdown of total operating expenses:

a) material costs represented 23.8% (31.8% in 2019). The 58.2% drop (HRK -354.6 million) to HRK 254.6 million is a consequence of reduced business volume caused by the COVID-19 pandemic which disrupted tourism flows.

b) staff costs with a high decline in the share of total operating expenses (17.7%) compared to the previous comparable period (30.5% in 2019). The reasons for the 67.4% decrease (HRK-393.5 million) to the amount of HRK 190.0 million can be found in i) the tourism properties closure from March 15, 2020 until May 22, 2020 and their partial opening during peak-season and shoulder season, ii) the consequent lower need for workforce, especially seasonal, iii) state grants for job preservation (the total positive impact on staff costs amounts to HRK 163.6 million) and iv) the abolition of the monthly bonus calculation for 2020.

c) depreciation and amortisation costs represented 46.4% (24.8% in 2019). The amortization growth of 4.6% (HRK +21.9 million) to HRK 496.4 million is a result of the Group's earlier intensive investment cycle.

d) other costs had a share of 8.3% in total operating expenses (10.3% in 2019). The 54.9% drop (HRK -108.3 million) to the amount of HRK 89.1 million is primarly the result of the reduced business volume, as well as lower costs of accommodation, meals, transportation and daily allowances for employees due to their small number.

e) provisions and value adjustments resulted in HRK 20.8 million growth to HRK 30.2 million due to provisions for legal disputes and long-term provisions for gratuities for regular retirement and jubilee awards.

f) other operating expenses with a share of 0.9% (2.1% in 2019). The HRK 29.8 million decrease to

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

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

HRK 10.0 million is mainly a consequence of lower undepreciated value of the disposed assets.

OPERATING COSTS 20

Operating costs amounted to HRK 530.5 million with a decline of 61.7% vs the comparable period of 2019. The reasons behind the HRK 855.0 million decrease are found in decreased business volume and activation of comprehensive savings measures and activities (more detailed in chapter "Business Management during COVID-19") considering the problems caused by the global impact of the COVID-19 pandemic.

EBITDA AND EBT

The adjusted EBITDA in the amount of HRK 126.4 million (HRK -631.7 million with respect to the last comparable period) is a result of disruptions and restricted global and European tourism flows and closure of tourism properties caused by the COVID-19 pandemic.

With regards to last year's comparable period, the profit before taxes decreased by HRK 733.5 million to a loss of HRK -501.0 million due to the earlier mentioned EBITDA decrease, lower financial business results (HRK -42.8 million; details on the next page) and increased amortization cost (HRK +21.9 million). The Group's 2020 net loss amounts to HRK 358.8 million (net profit of HRK 305.9 million in 2019).

RESULTS OF THE GROUP /continued

FINANCIAL RESULT

In 2020, the financial result is HRK -104.6 million (HRK -61.9 million in 2019). The main reasons for the HRK 42.7 million lower financial result compared to the previous comparative period are primarily due to an increase in net foreign exchange losses (primarily unrealized ones on long-term loans) by HRK 40.4 million due to the strong depreciation of the kuna against the euro in the first quarter of 2020.

Financial income and expenses

21 Net debt: non-current and current liabilities to banks and other financial institutions + liabilities for loans, deposits and other + other liabilities according to IFRS 16 (leases) – cash and cash equivalents – long-term and short-term investments in securities – current loans given, deposits, etc. Includes the effects of unrealized exchange rate differences on long-term loans.

RESULTS OF THE GROUP

ASSETS AND LIABILITIES

/continued Assets and liabilities As at 31 December 2020, the total value of the Group's assets amounted to HRK 6,879.6 million, up by 5.9% compared to 31 December 2019.

Total share capital and reserves decreased by 11.0% to the amount of HRK 2,863.9 million as a result of loss in the business year. Total long-term liabilities grew from HRK 2,546.9 million to HRK 2,867.3 million due to loans contracted to finance this year's investment cycle and the transfer of a part of the deferred current portion of long-term debt from shortterm liabilities to long-term with regards to the contracted moratoriums with commercial banks and the Croatian Bank for Reconstruction and Development (details in the chapter "Business Management during COVID-19"). Almost the entire loan portfolio (80%) is comprised of longterm fixed interest loans or, respectively, loans hedged by a derivative instruments (IRS) for protection against interest rate risk.

Total short-term liabilities amounted to HRK 934.4 million, up by 77.5% (HRK +408.1 million) compared to 31 December 2019. The aforementioned is mainly a result of withdrawing short-term loans (HRK 298 million).

Cash and cash equivalents as at 31 December 2020 amount to HRK 665.9 million (HRK +115.8 million compared to 31 December 2019), which together with i) the agreed credit lines and moratoriums on loan obligations, ii) valuable tourism assets and iii) ownership-asset management business model, create a stable balance position for the Group for an eventual further decrease in business activities.

2020
ORT
NUAL REP
AN
RESULTS OF
THE GROUP
/continued
HOTELS AND RESORTS OVERVIEW Categorization
Segment
Destination
2019 2020 2019 2020
Valamar Collection Dubrovnik President Hotel * * Premium Premium Dubrovnik
Valamar Collection Isabella Island Resort * / ** * / ** Premium Premium Poreč
Valamar Collection Girandella Resort */** */** Premium Premium Rabac
Valamar Collection Imperial Hotel **** **** Premium Premium Rab Island
Valamar Collection Marea Suites * * Premium Premium Poreč
Valamar Lacroma Dubrovnik Hotel ****+ ****+ Premium Premium Dubrovnik
Valamar Tamaris Resort **** **** Upscale Upscale Poreč
Valamar Riviera Hotel & Residence **** **** Upscale Upscale Poreč
Valamar Zagreb Hotel **** **** Upscale Upscale Poreč
Valamar SanfIor Hotel & Casa **** **** Upscale Upscale Rabac
Valamar Argosy Hotel **** **** Upscale Upscale Dubrovnik
Valamar Padova Hotel **** **** Upscale Upscale Rab Island
TUI Family Life Bellevue Resort **** **** Upscale Upscale Rabac
TUI Sensimar Carolina Resort by Valamar **** **** Upscale Upscale Rab Island
Valamar Obertauern Hotel **** **** Upscale Upscale Obertauern, Austria
Valamar Diamant Hotel & Residence *** / **** *** / **** Midscale Midscale Poreč
Valamar Crystal Hotel **** **** Midscale Midscale Poreč
Valamar Pinia Hotel *** *** Midscale Midscale Poreč
Rubin Sunny Hotel *** *** Midscale Midscale Poreč
Allegro Sunny Hotel & Residence *** *** Midscale Midscale Rabac
Miramar Sunny Hotel & Residence *** *** Midscale Midscale Rabac
Corinthia Baška Sunny Hotel *** *** Midscale Midscale Krk Island
Valamar Atrium Baška Residence * / ** * / ** Midscale Midscale Krk Island
Valamar Zvonimir Hotel & Villa Adria **** **** Midscale Midscale Krk Island
Valamar Koralj Hotel *** *** Midscale Midscale Krk Island
Valamar Club Dubrovnik Hotel *** *** Midscale Midscale Dubrovnik
San Marino Sunny Resort *** *** Midscale Midscale Rab Island
Valamar Meteor Hotel **** **** Midscale Midscale Makarska
Dalmacija Sunny Hotel *** *** Midscale Midscale Makarska
Pical Sunny Hotel ** - Economy - Poreč
Tirena Sunny Hotel *** *** Economy Economy Dubrovnik
Lanterna Sunny Resort ** ** Economy Economy Poreč
Eva Sunny Hotel & Residence ** ** Economy Economy Rab Island
Riviera Sunny Resort ** ** Economy Economy Makarska
CAMPING RESORTS OVERVIEW Categorization Segment
2019 2020 2019 2020
Istra Premium Camping Resort * * Premium Premium Poreč
Krk Premium Camping Resort * * Premium Premium Krk Island
Ježevac Premium Camping Resort **** **** Premium Premium Krk Island
Lanterna Premium Camping Resort **** **** Premium Premium Poreč
Padova Premium Camping Resort **** **** Premium Premium Rab Island
Marina Camping Resort **** **** Upscale Upscale Rabac
Bunculuka Camping Resort **** **** Upscale Upscale Krk Island
Baška Beach Camping Resort **** **** Upscale Upscale Krk Island
San Marino Camping Resort **** **** Upscale Upscale Rab Island
Orsera Camping Resort *** *** Midscale Midscale Poreč
Solaris Camping Resort *** *** Midscale Midscale Poreč
Škrila Sunny Camping *** *** Midscale Midscale Krk Island
Solitudo Sunny Camping *** *** Midscale Midscale Dubrovnik
Brioni Sunny Camping ** ** Economy Economy Pula - Puntižela
Tunarica Sunny Camping ** ** Economy Economy Rabac

54% OF ACCOMMODATION UNITS ARE IN THE PREMIUM AND

UPSCALE SEGMENT

Results of the Company

Total revenues decreased by HRK 591.8 million (-71%) in 2020, to HRK 573.6 million. Total sales revenues amounted to HRK 547.0 million with a 92% share in total revenues (90% in 2019). They decreased by 71%, i.e. by HRK 1,327.5 million compared to the same period last year as a consequence of a highly reduced business volume caused by the COVID-19 pandemic and the disruption of tourism.

Sales revenues between the Group undertakings were HRK 6.6 million (HRK 31.2 million in 2019) and they mainly represented the property management fee for Imperial Riviera, Valamar Obertauern and Helios Faros. Sales revenues outside the Group amounted to HRK 540.4 million (HRK 1,843.3 million in 2019). Domestic sales revenues amounted to HRK 67.8 million, i.e. 11% of total revenues (9% in 2019), down by 63% in relation to the previous comparable period. International sales revenues amounted to HRK 479.2 million and represented 81% of total revenues (81% in 2019). They fell by 72% compared to the previous comparable period. Other operating revenues represent 4% of total revenues (9% in 2019) and they decreased by HRK 155.9 million to HRK 24.9 million as a result of the absence of one-time income from the sale of long-term tangible non-operating assets. Other operating and financial income represented 8% of total revenues (10% in 2019).

Material costs totaled HRK 224.0 million with a drop in share in total operating expenses to 25% (33% in 2019). The HRK 316.9 million decrease is primarily a result of a reduced volume of business caused by the COVID-19 pandemic disruption of tourism flows.

Staff costs amount to HRK 162.8 million with a share of 18% of total operating expenses (31% in 2019). They decreased by HRK 343.3 million compared to the same period last year. The reasons for the reduction of staff costs are found in i) the closure of tourism properties from March 15 to May 22, 2020 and their gradual opening during peak-season and shoulder season, ii) the decreased need for workforce, especially seasonal, iii) state grants for job preservation (total positive effect on staff costs is HRK 141,3 million), iv) the abolition of the monthly bonus calculation for 2020, and v) the sale of Valamar Parentino Hotel (ex Valamar Hotel Zagreb) to Imperial Riviera whereby a number of employees were transferred to Imperial.

The depreciation and amortisation represented 44% of operating expenses (23% in 2019) and totaled HRK 392.0 million (HRK 380.1 million in 2019). The 3% growth is the result of the earlier large investment cycle that had been carried out.

Other costs totaled HRK 75.4 million with a 57% decrease as a result of more frugal operations and the related reduction in accommodation, food, travel, subsistence, and other employee services considering the decreased number of employees. Value adjustments and provisions amounted to HRK 27.0 million. The HRK 18.2 million increase in due to provisions for legal disputes and long-term provisions for gratuities for regular retirements and jubilee awards. Other operating expenses amounted to HRK 9.2 million and they are lower by HRK 21.4 million, mainly as a result the lower carrying amount of depreciated assets.

In 2020, the financial result was HRK -95.1 million (HRK -48.0 million in 2019). The main reasons for the HRK 47.1 million lower financial result compared to the previous comparative period were primarily due to i) an increase in net foreign exchange losses (primarily unrealized ones on long-term loans) by HRK 36.9 million due to the strong depreciation of the kuna against the euro in the first quarter of 2020, and ii) reduction of income from investments in shares of businesspersons within the group by HRK 8.7 million due to the absence of dividends of the associated company Imperial Riviera in 2020.

Recorded EBITDA in the amount of HRK 74.9 million (HRK -720.2 million compared to last year's comparable period) is the result of disruptions and restrictions in global and European tourism flows and the closure of properties caused by the COVID-19 pandemic. With regards to the last year's comparable period, the loss before taxes was decreased by HRK 780.0 million to a loss of HRK -413.5 million due to the earlier mentioned drop in operating results (EBITDA), lower results from financial operations (HRK -47.1 million), and increased amortization costs (HRK +11.9 million). In 2020, the Company's net loss was HRK 308.6 million (net loss of HRK 377.0 million in 2019).

As at 31 December 2020, the total Company assets amounted to HRK 5,954.1 million, an increase of 8% compared to 31 December 2019.

Investments

Valamar strives to develop high added-value products and services in tourism to drive growth and sustainable business continuity. The key part of Valamar's development strategy defines ambitious plans for innovative upgrades of services and products, focusing on upscale and premium hotels, resorts and camping resorts. Simultaneously, the development of Valamar's service concepts is an ongoing, continual process reflecting the latest market trends and guests' expectations.

In 2020, the Group's planned investments were worth over HRK 800 million, focusing on further portfolio repositioning towards high value-added products and services, especially in premium resorts and camping in Istria. Valamar Riviera reassessed the timeframe and financial CAPEX planning due to the extraordinary circumstances caused by the COVID-19 pandemic. The focus was on protecting the health of workers and partners, prudent cash flow management and defining only necessary works for finalizing season preparations since many construction sites are near completion, thus the Group's 2019/20 investment cycle was successfully reduced by HRK 120 million to HRK 705 million22. The reduction was achieved by completing the necessary works needed for opening fully ready properties with a minimal impact on the service and accommodation quality.

22 During 2020, HRK 596 million of investments were capitalized in the portfolio of tangible and intangible assets, which represents the total recorded increase in tangible and intangible assets during 2020, including, in addition to the investment cycle in 2019/20, other cycles as well. The difference in relation to the HRK 705 million investment cycle 2019/20 is primarily due to assets in preparation booked during 2019.

VALAMAR RIVIERA

Valamar temporarily halted the construction of Valamar Pinea Collection Resort in Poreč, the largest single investment in Croatian tourism worth HRK 790 million, and postponed its completion.

In 2020, the realization of the third phase of investment in Istra Premium Camping Resort 5* in Funtana was completed, and it became the largest five-star campsite in Croatia in 2019, has been completed. Investments included new premium camping homes (200), glamping tents (43) and new and upgraded camping pitches (170), as well as a further increase in the quality of beaches, promenades and sanitary facilities.

Lanterna Premium Camping Resort 4* was successfully developed its premium accommodation segment by raising the quality, adding camping homes (3) and improving the existing camping homes (64), as well as by improving new camping pitches (16).

In May 2020, Vinež Central Kitchen became the cornerstone of Valamar's new project Valfresco Direkt, an online store that brings together local wine, olive oil, fresh fruits, vegetables, meat and fish producers, with a long tradition in producing healthy and quality products. The central kitchen and distribution center Vinež is the main location for purchasing and processing fresh local food, as well as preparing finished and semifinished food products. This modern facility equipped with the latest technology covering an area of 3,400 m2, ensures faster and easier food preparation while relieving hotel kitchens at Valamar properties, especially in terms of processing fresh food, in addition to achieving uniform quality, energy savings and lower procurement costs. The Vinež Central Kitchen can prepare up to 25,000 meals a day following the highest food health and safety standards. More than a hundred employees work at Vinež Central Kitchen in two shifts, seven days a week, which ensures high productivity.

Other investment projects concerning products and facilities for guests in all destinations with the aim of raising the competitiveness and quality of products, as well as energy efficiency projects and digitalization projects, have been completed. By actively attending to the needs of employees, investments in raising accommodation quality for seasonal employees continued in 2020.

Valamar Riviera's Supervisory Board approved 2021 investments in the amount of HRK 132 million for the completion of earlier initiated investments (Istra Premium Camping resort 5* and the accommodation for employees in Dubrovnik) and the completion of the first investment phase in Valamar Pinea Collection Resort as well as digitalization projects, and future projects. Minimum planned investments for 2021 are focused on completing initiated projects and preparing projects for new growth and development when conditions are met. The priority will be maximizing free cash flow and reducing credit exposure in order to achieve a pre-COVID net debt / EBITDA ratio.

IMPERIAL RIVIERA

Over HRK 225 million was intended for Imperial Riviera's investments for the 2020 tourist season with the focus on the further upgrades of services and amenities. Because of the extraordinary circumstances caused by the COVID-19 pandemic, the 2019/20 investment cycle amount has been reduced to HRK 188 million. With Valamar's sale of Valamar Zagreb Hotel 4* to Imperial Riviera, it has repositioned the hotel for this year's season through investments in new capacities and amenities. Valamar Zagreb Hotel 4* became Valamar Parentino Hotel 4*, with Maro Holiday features and accommodation for families. The investment includes additional accommodation units (99), Maro club product upgrade, pool and sundeck area expansion, water slides, and F&B upgrades.Valamar Meteor Hotel 4* finished the second investment phase focusing on the refurbishment of the remaining accommodation units (166), reception and lobby, as well as a pool and spa area upgrade, Maro club construction and congress area refurbishment. Padova Premium Camping Resort 4* finished its third investment phase by improving two camping zones with 55 new camping homes and repositioning camping plots towards the premium segment. Additionally, a multi-purpose sports playground, sanitary block and reception area as well as the landscape design of the whole campsite have been finished.

The 2021 investment cycle includes HRK 41 million of planned investments mainly aimed at the final phase of investment projects in Valamar Meteor Hotel and Valamar Parentino Hotel which were postponed because of earlier mentioned extraordinary circumstances caused by the COVID-19 pandemic.

The Risks of the Company and the Group

Tourism is a global industry, closely connected with the real and financial economy, geopolitical position and environmental sustainability. The integrity of this industry will determine its future growth. Given the importance of tourism and its overall impact on society, the Company and the Group monitor and assess risks at micro and macro levels. Moreover, when defining the strategy, particular attention is given to the short and medium–term risk impact in order to maintain business sustainability over time.

When monitoring and assessing risks the Company and Group use a proactive approach thus assessing the potential impact of each individual risk. The Company and Group consider risk management to be a key factor of differentiation among competitors. Risk management aims at creating sustainable value, thus offering reliability and security to numerous stakeholders.

There are five key steps in a risk management process:

  • 1) Identifying potential risks;
  • 2) Assessing identified risks;
  • 3) Determining actions and responsibilities for efficient risk management;
  • 4) Monitoring and overseeing preventive actions;
  • 5) Exchanging information on risk management results conducted by the Management board.

The different types of risks facing Valamar Riviera can be classified into the following groups:

• Financial risks

5 KEY STEPS IN RISK MANAGEMENT PROCESS

  • related to financial variables, can have a negative impact on meeting liabilities for the company and the Group, liquidity, debt management etc.;
  • Business risks
  • related to the way company business is conducted in terms of supply and demand, competition, adapting to market trends, investments, growth etc.;
  • Operational risks
  • can arise from inadequate use of information, errors in business operations, non-compliance with internal procedures, human error, IT system, financial reporting and related risks, etc.;
  • Global risks
  • can arise from natural disasters, pandemics, food shortage, social unrest, wars and other force majeure events beyond Valamar Riviera's control;
  • Compliance risks
  • can arise from failure to comply with state laws and local regulations; risks related to changes in tax and other regulations.

FINANCIAL RISKS

In their day-to-day business activities, the Company and Group face a number of financial threats, especially:

  • 1) Foreign exchange risk;
  • 2) Interest rate risk;
  • 3) Credit risk;
  • 4) Price risk;
  • 5) Liquidity risk;
  • 6) Share-related risks.

The Company and Group have a proactive approach in mitigating interest rate and foreign exchange risks, by employing available market instruments. Internal risk management goals and policies aim at protecting foreign currency inflows during seasonal activity and partial interest hedging of the principal loan amount.

1) Foreign exchange risk

The Company and Group conduct their business operations across national borders and are exposed to foreign exchange risks. They mainly result from changes in the euro/ kuna exchange rate. Foreign exchange risk arises from future commercial transactions and recognized assets and liabilities. Historically, most of our foreign revenue has been in euros, the currency in which the majority of our long-term debt is denominated. Hence, for the most part the Company and Group are naturally hedged from exchange rate risks. Since some liabilities are denominated in kunas, the Company and Group actively manage risks by using derivative instruments available on the financial market. The instruments are used according to operating assessments and expected market trends. In this way the assets, liabilities and cash flow are protected from the risk impact. Due to the emergence of exceptional circumstances caused by the COVID-19 pandemic in the first nine months of 2020, potentially strong depreciation pressures against the kuna/euro currency pair affect the value of euro-denominated long-term debt and contractual forward transactions whose potential negative effects are sought to be controlled by the proactive management of agreed derivative financial instruments. In the event of a drastic decrease of euro inflows, the Company and the Group will use existing euro liquidity reserves to service the longterm debt repayments and make adequate use of financial protection instruments, in accordance with the current state and future assessment of the Company's and the Group's foreign exchange position, expectations of movements in the value of the kuna/euro currency pair as well as other intercurrent relationships among world currencies.

2) Interest rate risk

Variable rate loans expose the Company and Group to cash flow interest rate risk. Actively, the Company and Group resort to derivative instruments in order to hedge cash flow and interest rate by applying interest rate swaps. The economic effect of such swaps is the conversion of variable interest rate loans into fixed interest rate loans for a precommitted hedged part of the loan principal. Therefore, a major part of the loan portfolio (80%) is comprised of long-term fixed interest loans or, respectively, loans hedged by a derivative instruments (IRS). The Company and Group have interest-bearing assets (cash assets and deposits) so their revenue and cash flow depend on changes in market interest rates. This becomes evident especially during the season when the Company and Group have significant cash surpluses at their disposal. The Company and the Group expect a limited impact from the increased interest rate volatility consequent to the recent coronavirus pandemic, since a large portion of the Group's loan portfolio (80%) is made up of long-term fixed-rate loans, i.e. loans protected by derivative instruments (IRS).

3) Credit risk

Credit risk arises from cash assets, time deposits and receivables. According to the Company and Group sales policy, business transactions are conducted only with customers with suitable credit history, i.e. by agreeing advances, bank securities and (for individual customers) payments made through major credit card companies. In order to reduce credit risk, the Company and the Group continuously monitor their exposure to the business parties and their creditworthiness, obtain instruments for securing receivables (bills of exchange, debentures and guarantees), thus reducing the risks of uncollectibility of their receivables for the services provided. In view of the negative effects of COVID-19 on the customers of the Company and the Group, especially tour operators and travel agencies, the impact of the currently unfavorable circumstances on

the related parties is being closely monitored, while actively reviewing the credit ratings and their potential to overcome current challenges.

4) Price risk

The Company and Group hold equity securities and are exposed to equity price risk due to security price volatility. Valamar Riviera is not an active participant in the market trade in terms of trading in equity and debt securities. However, with investments in buying Imperial Riviera and Helios Faros shares, the company is exposed to the said risk to a certain extent.

5) Liquidity risk

The Company and Group have a sound liquidity risk management. Sufficient funds for meeting liabilities are available at any given moment through adequate amounts from contracted credit lines and by ensuring credit line availability in the future. Liquidity risk is managed by generating strong positive net operating cash flows, while capital investments are financed by credit lines. Credit lines for 2020 have been contracted with reputable financial institutions, while credit repayments in general are in line with the period of significant cash inflows from operating activities. The repayment of the major credit lines coincides with periods of strong cash inflows from operations. The Company and Group monitor the level of available funds through daily cash and debt reports. Long-term cash flow forecasts as well as annual (monthly) forecasts are based on the set budget. After meeting the needs of working capital management the surplus is deposited in the treasury. From there the funds are invested in interest-bearing current accounts, time deposits, money market deposit accounts and marketable securities. Only instruments with suitable maturities and sufficient liquidity are selected, according to the forecast needs for liquid funds. This year's COVID-19 pandemic, as an external stressor to the operations of the Company and the Group, will create uncertain pressures on operating cash flow. In accordance with prudent management of the now increased liquidity risk, escalation plans for minimizing costs, maintaining liquidity, solvency of the company and maintaining business continuity were developed and activated, together with applications for support measures and assistance to the economy and the tourism sector, including temporary deferral of payment of overdue principal on long-term loans in accordance with the given opportunity of a moratorium on the repayment of credit obligations (more details in the chapter "Business Management during COVID-19" on page 10 of this report).

6) Share-related risks

The market value of shares is the riskiest asset class due to its volatility resulting from the volatile nature of the whole capital market, trading volume, macroeconomic trends on markets where the Company and Group operate and discrepancies between the expectations of financial analysts and the actual results. Furthermore, other contributing factors are also changes in the dividend policy, various activities in the segment of consolidations, mergers, acquisitions and forming of strategic partnership, the instability of the business model of the Company and Group as well as the fluctuations in the financial results for the Company and Group. In case any negative implications happen to be associated with these factors there is a considerable risk of market value drop that will in turn prevent investors from selling their shares at a fair market price.

BUSINESS RISK

The Company and Group are exposed to risks threatening its competitiveness and future stability. Since the Company and Group own real estate, this business model requires a large amount of capital in order to maintain high product and service standards. Various large capital investments in the upgrade of products and services can surpass budget expectations, delay the end of construction works, as well as the town-planning regulations and fiscal policy may be changed. These risks can increase costs for the Company and Group, and have a negative impact on the cash flow and revenues. In the previous period, the company and Group's business decisions improved their results and operating efficiency in the demanding Mediterranean market. These positive trends are expected to continue in the future through a prudent long-term strategic management.

Over 95% of Valamar Riviera's guests come from other countries and they are very careful when choosing their vacation destination in the competitive Mediterranean environment. Stable domicile countries macroeconomic indicators are important decision-making factors especially those relating

to exchange rates and the price of goods and services because they directly affect the guests' purchasing power. However small, the share of domestic guests is also important; it is a segment directly influenced by various other macroeconomic indicators: employment/ unemployment rate, GNP rise/ fall, industrial production and others. They all have a direct impact not only on the purchasing power of Croatian residents but they also determine whether they will choose to spend their vacation on the Adriatic.

When considering risks related to the tourism and hospitality industry, in previous years, the Croatian economy has been afflicted by the consequences of a global financial crisis and economic standstill. In this period, the tourism and hospitality industry has been among the rare growing industries in Croatia. Moreover, the marked seasonality of this industry leads to insufficient use of the Company and Group's resources. After joining the European Union, the Croatian market became part of a large European market, while safety risks decreased after joining the NATO. The Croatian Tourism Development strategy until 2020 (a government document published in the Official Gazette no. 55/13) defines the kind of tourism Croatia wants and needs to develop using the country's comparative advantages and expertise in order to improve the competitiveness of Croatian tourism. Maintaining the current tourism growth rates in the following years is of vital importance. It can be achieved by strategically developing tourism products and investing in the creation of additional values, which will help distinguish Croatian tourism from its competitors by emphasizing its uniqueness, appeal and quality.

Good management of human resources is vital for the future growth of the Company and Group. Risks related to shortages of specific skills, expertise and jobs are connected with the opening and expansion of the labor market. Valamar Riviera is one of the largest and most desirable employers in tourism. The active approach towards HR management develops key talents and supports investments in training opportunities. We determine the needs for new skills and expertise by following emerging global trends in tourism. In this way, we are able to respond to challenges effectively. Through a continual dialogue with our social partners, we have ensured a high level of workers' rights in terms of competitive salaries, reward systems, career development, employees' wellbeing and cooperation with training institutions from all parts of Croatia.

OPERATIONAL RISKS

Operational risks are risks connected with direct or indirect losses that arise from inadequate or wrong internal or external processes within the Company and the Group. They include the creation and analysis of financial reporting data (also known as "financial reporting risk") and also the potential insufficient and inadequate internal and external information sharing. When implementing the system of operational risk management, the Company and Group focused on its continuity and complexity due to the size of the organization. The benefits of the system include i) defining and identifying the Company and Group risk profile in relation to the operating risk ii) identifying and managing the known risk occurrences in order to decrease the Company and Group costs and iii) data analysis which indicates the business trends for the Company and Group and trends in the domestic economy. The Company and Group are aware of the reliability of IT business solutions and safety in the cyber world. Hence, they continually upgrade, develop and implement new technologies in everyday business operations. A special focus is given to providing sufficient resources for the development and implementation of new technologies related to ICT, data protection, and upgrade of the current business systems and implementation of new ones.

GLOBAL RISKS

Despite improved security and political conditions, which have encouraged to a certain extent investments into tourism and hospitality, there are challenges that the Croatian tourism has to face, such as:

  • Periods of global financial crisis which reduce the purchasing power of the travelling-prone population;
  • Security and political issues related to globally escalating terrorism threats;
  • Security and political instability in the immediate environment of the neighboring countries.

Environmental risks can also have an adverse effect on the Company and Group's business results, primarily in terms of customer satisfaction with the whole experience while staying at one of Valamar's properties and this can affect the number of arrivals. The possible risks can include: sea pollution (caused by oil or chemical spillage), but also long-term water

quality reduction and coast pollution due to inadequate waste disposal and waste water treatment as well as extensive use of agricultural fertilizers. Other environmental conditions typical for climate changes such as long drought periods or long rainy periods can directly influence the guests' length of stay in the hotels and campsites as well as increasing the operating costs. A number of other natural disasters and calamities (earthquakes, fires, floods and rainstorms), air pollution caused by toxic gas emissions from industrial plants and vehicles, as well excessive urbanization and the introduction of invasive species should also be taken into consideration. Likewise, disease outbreaks and pandemics can adversely affect Valamar's business results. In order to minimize their impact, Valamar is actively tracking pandemic and health risk levels worldwide, especially on its source markets, and taking proactive steps in their management. The COVID-19 pandemic is a recent example of the operational and financial disruption to the global economy, especially tourism flows, since almost all global destinations are blocked by restrictions or complete travel bans. The emergence of exceptional circumstances in the Republic of Croatia and the introduction of extraordinary measures to prohibit gatherings, movements and the operation of restaurants and shops, all with the primary objective of protecting the population from the risk of contagion, resulted in the expected consequential and immediate disruption of the Company's and the Group's operations, cancellation of accommodation and other contracted services by partner agencies and guests. Details of measures to mitigate and control this risk can be found in the chapter "COVID-19 / Expectations" on page 10 of this report.

REGUALTORY RISKS

Changes in tax laws and other regulations pose a very serious threat and represent a demanding segment in risk management because in this particular situation the possibilities for the Company and Group are limited. In previous years, there has been a number of important changes in tax and non-tax charging regulations, which have adversely affected the Company and Group profitability:

  • In March 2012 the standard VAT rate grew from 23% to 25%, in January 2013 a new 10% VAT rate was introduced only to be replaced within a year by a 13% VAT rate applicable to the tourism and hospitality industry (January 2014), while in January 2017 a new 25% VAT rate was introduced for F&B (a la carte) services;
  • In May 2012 the health insurance employer contribution rate fell from 15% to 13% and then in April 2014 it grew back to 15%;
  • Frequent increases in various fees and charges regarding water distribution, waste disposal and the like;
  • Tourist tax increase in 2018 ranging between HRK 2.5 and HRK 8.0 per person per overnight, depending on the class of the destination and utilization period;
  • In January 2020 the VAT rate for a la carte food services was reduced from 25% to 13%.

Such frequent changes in laws regulating taxes and parafiscal charges often take place only after the business policy and budget for the next financial year have been approved and commercial terms and conditions with partners agreed. All this jeopardizes the Company and Group financial position and future investment plans as well as credibility towards shareholders. The Company and Group are also threatened by changes in regulations governing concession fees, i.e. lease contributions for maritime domain and tourism land use, the latter still presenting unresolved legal issues. Given the nature of the Company and Group's business, the right to use parts of the maritime domain as well as land for tourism purposes is of vital importance for future growth, especially for campsite-related operations.

Corporate Governance

The Company and the Group continuously strive to develop and operate according to good practices of corporate governance. The business strategy, corporate policy, key corporate regulations and business practice have set a high standard of corporate governance and are all geared towards creating a transparent and efficient business operation while forging solid bonds with the local community. The Management Board fully complies with the provisions of the adopted Corporate Governance Act. After the company was listed on the regulated market of the Zagreb Stock Exchange, the Company has also complied with the Zagreb Stock Exchange Governance Code. The Company respects and implements the prescribed corporate governance measures (as reported in detail in the prescribed annual questionnaire and published as prescribed on the Zagreb Stock Exchange and Valamar Riviera websites). The Company has harmonized in a significant part its corporate governance acts with the new Corporate Governance Code in the applicable extent.

Since the beginning of the COVID-19 pandemic, Valamar Riviera has actively engaged in mitigating and controlling potential risks. On 2 March 2020 it formed the Risk Management Committee and adopted the Risk Management Rules. The Committee, tasked with assessing risk events and impacts on operations, guests and employees, determines the measures necessary to protect guests, employees and assets and organize business processes and operations. Depending on circumstances and risk intensity, the Committee decides on: adjusting the financial, business and contingency plan, the activation of escalation plans to safeguard company liquidity and solvency and maintain business continuity, and on other measures according to booking and revenue estimates. The Supervisory Board Presidium receives the Committee's reports on the current state, activities and estimated risk impact on the Company's operations at least once a month or more often as circumstances dictate. The Risk Management Committee consists of the Management Board (Željko Kukurin, President and Marko Čižmek, Member), Division Vice Presidents (Alen Benković, Davor Brenko, Ivana Budin Arhanić and David Poropat), Human Resources Director (Ines Damjanić Šturman) and Legal Affairs Head (Vesna Tomić).

The major direct Valamar's shareholders according to the Central Depository and Clearing Company data and the shareholders whom are Valamar's Management Board and Supervisory Board members are as follows: the Chairman of the Supervisory Board, Mr. Gustav Wurmboeck, holds a 100% stake in Wurmböck Beteiligungs GmbH, which holds 25,017,698 RIVP-R-A shares; the Deputy Chairman of the Supervisory Board, Mr. Franz Lanschuetzer, holds 4,437,788 RIVP-R-A shares; the Deputy Chairman of the Supervisory Board, Mr. Mladen Markoč, holds 17,000 RIVP-R-A shares; the Member of the Supervisory Board Mr. Georg Eltz holds a total of 6,545,367 RIVP-R-A shares, of which directly 20,463 RIVP-R-A shares, and indirectly through a 100% stake in company Satis d.o.o. 6,524,904 RIVP-R-A shares; the President of the Management Board, Mr. Željko Kukurin, holds 126,360 RIVP-R-A shares; and the Member of the Management Board Mr. Marko Čižmek holds 53,128 RIVP-R-A shares. The Company defined the process of preparing and disclosing financial reports in a detailed internal document. With this, the financial reporting procedure is set within a system of internal review and risk management. Moreover, in order to monitor and mitigate the financial reporting risk, the Company uses the measures described in "The Risks of the Company and the Group".

The Companies Act and the Company Statute define the General Assembly's authority and prescribe how it meets and works. The meeting invitation, proposals and the adopted resolutions are made public according to the provisions of the Companies Act, Capital Market Act and the Zagreb Stock Exchange Rules. There is a time limit related to the voting right at the General Assembly: according to the provisions of the Croatian Companies Act, shareholders are required to register their participation within the prescribed time limit in order to attend the General Assembly. Under no circumstances can the financial right arising from securities be separated from holding the securities. There are no securities with special control rights nor are there any limitations to voting rights at the Company (one share, one vote).

Due to special circumstances caused by the COVID-19 pandemic and restrictions imposed by the National Civil Protection Authority banning travel outside permanent places of residence and prescribing strict social distancing, the General Assembly (scheduled on 21 April 2020) was cancelled. The Management Board has, in cooperation with the Supervisory Board, reconvened the General Assembly on 24 September 2020 and announced the adopted decisions according to relevant regulations.

CORPORATE GOVERNANCE /continued

The Company Statute complies with the Croatian Companies Act and the provisions of the Procedure of appointment, i.e. the election and profile of the Management Board and the Supervisory Board and defines the procedure of appointing and recalling members of the Management Board and Supervisory Board. There are no limitations based on gender, age, education, profession or similar. The Companies Act determines any amendments to the Company Statute, without any additional limitations. The Management Board members' authority fully complies with the regulations prescribed by the Companies Act.

The Company acquires treasury shares based on and in accordance with the conditions determined by the General Assembly's decision on acquisition of treasury shares dated on 9 May 2019 which is in force as of 17 November 2019. The Company does not have a share-buyback program or an employee share ownership plan. The Company holds and acquires treasury shares as a form of rewarding the Management and key managers pursuant to the Company acts on the long-term reward plan and for the purpose of dividend payout in rights - Company share to the equity holders. During 2020 the Company wasn't involved in treasury shares acquisition.

THE COMPANY'S CORPORATE BODIES ARE:

Management Board: Mr. Željko Kukurin, President of the Management Board, and Mr. Marko Čižmek, Member of the Management Board.

Pursuant to the provisions of the Capital Market Act and Regulation (EU) no. 596/2014, the Company has determined its 2020 senior management, consisting of the key company management: four vice presidents: Alen Benković, Davor Brenko, Ivana Budin Arhanić and David Poropat; and 23 sector directors and managers: Ines Damjanić Šturman, Tomislav Dumančić, Ljubica Grbac, Flavio Gregorović, Marin Gulan, Vlastimir Ivančić, Željko Jurcan, Ivan Karlić, Dario Kinkela, David Manojlović, Mile Pavlica, Tomislav Poljuha, Mirella Premeru, Bruno Radoš, Sandi Sinožić, Martina Šolić, Andrea Štifanić, Mauro Teković, Dragan Vlahović, Ivica Vrkić, Mario Skopljaković, Marko Vusić i Vesna Tomić.

Supervisory Board: Mr. Gustav Wurmböck - Chairman, Mr. Franz Lanschützer - Deputy Chairman, Mr. Mladen Markoč - Deputy Chairman, and members: Mr. Georg Eltz, Mr. Hans Dominik Turnovszky, Mr. Vicko Ferić, and Mr. Valter Knapić (employee representative).

In order to perform efficiently its function and duties as prescribed by the Audit Act and the Corporate Governance Act, the Supervisory Board has formed the following bodies:

Presidium of the Supervisory Board: Mr. Gustav Wurmböck - Chairman, and members: Mr. Franz Lanschützer and Mr. Mladen Markoč.

Audit Committee: Mr. Georg Eltz - Chairman, and members: Mr. Franz Lanschützer, Mr. Mladen Markoč, Mr. Vicko Ferić, Mr. Gustav Wurmböck and Mr. Hans Dominik Turnovszky.

Investment Committee: Mr. Franz Lanschützer - Chairman and members: Mr. Georg Eltz, Mr. Vicko Ferić, Mr. Hans Dominik Turnovszky, and Mr. Gustav Wurmböck.

Compliant to effective regulations and Company by laws, the Management and Supervisory Board primarily act through meetings and by correspondence in their decision-making. A more detailed overview of the meetings of the Supervisory Board and the Committees of the Supervisory Board and reports on their work are presented in the Report to the General Assembly of Valamar Riviera on the performed supervision of business operations for 2020. In addition to the employment contract of the President and member of the Management Board with the Company concluded in 2018 for the term of office and the employment contract of the Supervisory Board member, employee representative, with the Company concluded for an indefinite period, between members of the Management Board and between members of the Supervisory Board and the Company no other contracts or agreements have been concluded.

Related-party Transactions & Subsidiaries

RELATED-PARTY TRANSACTIONS

Transactions between related parties within the Group are conducted under standard commercial terms and conditions and at current market prices.

In the reviewed period, revenues from related party transactions totaled HRK 8.7 million23 (2019: HRK 158.9 million24) for the Company, and HRK 1.9 million (2019: HRK 4.9 million) for the Group. Costs were HRK 1.4 million (2019: HRK 8.2 million) for the Company, and HRK 235 thousand for the Group (2019: HRK 549 thousand).

As at 31 December 2020, related-party receivables and payables were as follows: receivables totaled HRK 546 thousand for the Company (yearend 2019: HRK 2.6 million), and HRK 331 thousand for the Group (yearend 2019: HRK 24 thousand). Payables totaled HRK 220 thousands (yearend 2019: HRK 241 thousand) for the Company, and HRK 84 thousands for the Group (year-end 2019: HRK 18 thousand).

In accordance with the provision of Article 497 of the Companies Act, on 18 February 2021 the Management Board adopted a separate report on the Company's related-party transactions and in accordance with Paragraph 3 of Article 497, the Management Board declares that in line with circumstances known at the time when certain legal transactions or actions were undertaken, the Company received suitable consideration and was not harmed.

SUBSIDIARIES OF THE COMPANY

The following subsidiaries were registered on 2 September 2011: Podružnica za turizam RABAC, with registered office in Rabac, Slobode 80, Podružnica za turizam ZLATNI OTOK, with registered office in Krk, Vršanska 8. The following branch office was registered on 4 October 2013: Podružnica za turizam DUBROVNIK BABIN KUK, with registered office in Dubrovnik, Vatroslava Lisinskog 15a. The following branch office was registered on 1 October 2014: Podružnica za savjetovanje u vezi s poslovanjem i upravljanjem ZAGREB, with registered office in Zagreb, Miramarska 24. The following branch office was registered on 1 April 2017: Podružnica za turizam BRIONI, with registered office in Pula, Puntižela 155.

The subsidiaries of Rabac, Zlatni otok, Dubrovnik-Babin kuk and Brioni are the drivers of economic growth in their local communities. They operate at their destinations and support their development by promoting further investments and the development of tourism while participating in social and business activities.

The Company also established offices on Rab island, in Makarska and in Stari Grad on the Hvar island to increase the efficiency and streamline the management of operations as determined by the provisions of the concluded Hotel management contracts with Imperial Riviera d.d. and Helios Faros d.d.

23 The most part represents the fee regarding the management of Imperial Riviera's, Helios Faros' and Valamar Obertauern's properties and services.

24 HRK 122 million relates to the sale of Valamar Hotel Zagreb to the company Imperial Riviera, while the rest primarily relates to the fee based on the Agreement on the management of hotel and tourist facilities and facilities of the companies Imperial Riviera d.d. and Valamar Obertauern GmbH.

Valamar Share

Performance of Valamar Riviera's share and Zagreb Stock Exchange and travel and leisure indices

Average RIVP share price

(in HRK)

Valamar Riviera has not acquired or released its treasury shares in the period from 1 January 2020, to 31 December 2020. On 31 December 2020, the Company held in total 4,139,635 treasury shares, or 3.28% of the share capital.

During the year 2020, the highest achieved share price in regular trading on the regulated market was HRK 39.00, while the lowest was HRK 18.00. Simultaneously with strong negative trends arisen in the global capital markets in the wake of the COVID-19 pandemic, Valamar Riviera share price fell by 22%. With the average regular turnover of HRK 1.3 million per day25, Valamar Riviera was the second most traded share on the Zagreb Stock Exchange in the year 2020.

Apart from the Zagreb Stock Exchange indices and ADRIAprime joint Zagreb and Ljubljana Stock Exchanges equity index, the share is also part of the Vienna Stock Exchange indices (CROX26 and SETX27) and Warsaw Stock Exchange index (CEEplus28), the regional SEE Link indices (SEELinX and SEELinX EWI)29 and the world's MSCI Frontier Markets Index. Zagrebačka banka d.d. and Interkapital vrijednosni papiri d.o.o. are responsible for the market making in ordinary Valamar Riviera shares listed on the Prime Market of the Zagreb Stock Exchange. They provide support to the Valamar Riviera share turnover, which in the period under review averaged 27.6%30.

25 Block transactions are excluded from the calculation.

  • 26 Croatian Traded Index (CROX) is a capitalizationweighted price index and is made up of 12 most liquid and highest capitalized shares of Zagreb Stock Exchange.
  • 27 South-East Europe Traded Index (SETX) is a capitalization-weighted price index consisting of blue chip stocks traded on stock exchanges in the region of South-eastern Europe (shares listed in Bucharest, Ljubljana, Sofia, Belgrade and Zagreb).
  • 28 CEEplus is a stock index that comprise the most liquid stocks listed on stock exchanges in the Visegrad Group countries (Poland, Czech Republic, Slovakia, Hungary) and Croatia, Romania and Slovenia.
  • 29 SEE Link is a regional platform for securities trading. It was founded by Bulgarian, Macedonian, and Zagreb Stock Exchange. SEE LinX and SEE LinX EWI are two "blue chip" regional indices composed of ten most liquid regional companies listed on three Stock Exchanges: five from Croatia, three from Bulgaria, and two from Macedonia.
  • 30 Block transactions are excluded from the calculation. Data refers to the period 1/1 - 31/12/2020.

VALAMAR SHARE /continued

Valamar Riviera is active in holding meetings, presentations and conference calls with domestic and foreign investors. This approach supports high-level transparency, creates additional liquidity, increases share value and the involvement of potential investors. Valamar Riviera will continue with this active approach to grow further value for all its stakeholders so the Company's share can be recognized as one of the market leaders on the Croatian capital market and in the CEE region.

MOST ACTIVE TRADED SHARE ON ZAGREB STOCK EXCHANGE

The analytical coverage of Valamar Riviera is provided by: 1) ERSTE bank d.d., Zagreb; 2) FIMA vrijednosnice d.o.o., Varaždin; 3) Interkapital vrijednosni papiri d.o.o., Zagreb; 4) Raiffeisenbank Austria d.d., Zagreb; 2 5) Zagrebačka banka d.d., Zagreb. nd

Additional Information

Valmar Riviera was ranked third in the 2020 Investor Relations Award

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

The 2019 Integrated Report and Corporate Social Responsibility (including non-financial report) was published on 28 August 202031. The main aim of the report made according to G4 GRI guidelines was to present a strategic and long-term insight into the Company's business to all key stakeholders, including shareholders, employees, partners, guests and the community, focusing especially on CSR as the foundation of the Company's sustainable business and future development. The report includes ecological, social and management factors in accordance with the ESG components of responsible investing. The report is available on the Zagreb Stock Exchange website and www.valamar-riviera.com.

As one of the largest employers in Croatia (as at 31 December 2020, the Group employed 2,620 people of which 2,005 were permanent employees; the Company employed 2,121 people of which 1,650 were permanent employees), Valamar systematically and continuously invest in the development of human resources. An integral strategic approach to human resources management and top practices applied include transparent hiring processes, clear objectives and employees' performance measurement, rewarding systems, opportunities for career advancement, investment in employees' development and encouraging two-way communication.

In the course of 2020, the Company's Management Board performed the actions provided by law and the Articles of Association and regarding the management and representation of the Company and planned a business policy that was implemented with prudent care. The Company's Management Board will continue to undertake all the necessary measures in order to ensure sustainability and business growth. The Management Board adopted the audited annual financial report for 2020 on 18 February 2021.

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

Management Board of the Company

Željko Kukurin Marko Čižmek

Management Board President Management Board Member

31 The 2020 non-financial report will be published within the deadlines prescribed by law (in the next 6 months) on the Zagreb Stock Exchange website and www.valamar-riviera.com.

RESPONSIBILITY FOR THE ANNUAL FINANCIAL STATEMETNS

In Poreč, 18 February 2021

In accordance with provisions of Law on Capital Market, Marko Čižmek, Management board member responsible for finance, treasury and IT business as well as relations with institutional investors and Ljubica Grbac director of Department of Finance and Accounting, procurator and person responsible for finance and accounting, together as persons responsible for the preparation of annual reports of the company VALAMAR RIVIERA d.d. seated in Poreč, Stancija Kaligari 1, OIB 36201212847 (hereinafter: Company), hereby make the following

S T A T E M E N T

According to our best knowledge:

  • the annual consolidated and unconsolidated financial statements for 2020, are prepared in accordance with applicable standards of financial reporting and give true and fair view of the assets and liabilities, profit and loss, financial position and operations of the Company and the companies included in consolidation (Group);
  • Report of the Company's Management board for the period from 1 January to 31 December 2020 contains the true presentation of development, results and position of the Company and companies included in the consolidation, with description of significant risks and uncertainties which the Company and companies included in consolidation are exposed.

Marko Čižmek Management Board Member

Ljubica Grbac Director of Department of Finance and Accounting / Procurator

Reporting period: from 01.01.2020 to 31.12.2020

Annual financial statement

Registration number (MB): 3474771 HR
Issuer's Home Member state code:
Entity's registration number (MBS): 40020883
Personal identification number (OIB): 36201212847 LEI: 529900DUWS1DGNEK4C68
Institution code: 30577
Name of the issuer: Valamar Riviera d.d.
Postcode and town: 52440 Poreč
Street and house number: Stancija Kaligari 1
E-mail address: [email protected]
Web address: www.valamar-riviera.com
Number of employees
(end of the reporting period):
2620
Consolidated report: KD (KN-non consolidated/KD-consolidated)
Audited: RD (RN-non audited/RD-audited)
Names of subsidiaries
(according to IFRS):
Registered office: MB:
Valamar Obertauern GmbH Obertauern 195893 D
Valamar A GmbH Tamsweg 486431 S
Hoteli Makarska d.d. Makarska 3324877
Palme Turizam d.o.o. Dubrovnik 2006103
Magične stijene d.o.o. Dubrovnik 2315211
Bugenvilia d.o.o. Dubrovnik 2006120
Imperial Riviera d.d. Rab 3044572
Bookkeeping firm: No
Contact person: Sopta Anka
(only name and surname of the contact person)
Telephone: 052 408 188
E-mail address: [email protected]
Audit firm: Ernst & Young d.o.o.
(name of the audit firm)
Certified auditor: Berislav Horvat
(name and surname)

L.S. (authorized representative's signature)

BALANCE SHEET (as at 31.12.2020) Submitter: Valamar Riviera d.d. in HRK

Last day of the At the reporting
ADP preceding business date of the current
Item code year period
1 2 3 4
A) RECEIVABLES FOR SUBSCRIBED CAPITAL UNPAID 001
B) FIXED ASSETS (ADP 003+010+020+031+036) 002 5.856.396.314 6.087.157.859
I. INTANGIBLE ASSETS (ADP 004 to 009) 003 56.189.081 46.400.186
1 Research and Development 004
2 Concessions, patents, licences, trademarks, software and other rights 005 48.975.762 37.551.928
3 Goodwill 006 6.567.609 6.567.609
4 Advance payments for purchase of intangible assets 007
5 Intangible assets in preparation 008 645.710 2.280.649
6 Other intangible assets 009
II. TANGIBLE ASSETS (ADP 011 to 019) 010 5.558.203.413 5.662.917.241
1 Land 011 977.452.631 976.429.207
2 Buildings 012 3.587.267.668 3.560.463.801
3 Plants and equipment 013 516.603.969 488.743.200
4 Tools, working inventory and transportation assets 014 145.663.553 116.542.756
5 Biological asset 015
6 Advance payments for purchase of tangible assets 016 2.947.521 988.061
7 Tangible assets in preparation 017 247.269.828 443.016.063
8 Other tangible assets 018 74.548.777 72.791.725
9 Investments property 019 6.449.466 3.942.428
III. FIXED FINANCIAL ASSETS (ADP 021 to 030) 020 48.171.781 46.430.294
1 Investments in holdings (shares) of undertakings within the group 021
2 Investments in other securities of undertakings within the group 022
3 Loans, deposits etc given to undertakings in a group 023
4 Investments in holdings (shares) of companies linked by virtue of participating interest 024 47.667.787 46.054.207
5 Investment in other securities of companies linked by virtue of participating interest 025
6 Loans, deposits etc. given to companies linked by virtue of participating interest 026
7 Investments in securities 027 220.656 147.054
8 Loans, deposits, etc. given 028 113.338 89.033
9 Other investments accounted for using the equity method 029
10 Other fixed financial assets 030 170.000 140.000
IV. RECEIVABLES (ADP 032 to 035) 031
1 Receivables from undertakings within the group 032
2 Receivables from companies linked by virtue of participating interests 033
3 Customer receivables 034
4 Other receivables 035
V. DEFERRED TAX ASSETS 036 193.832.039 331.410.138
C) CURENT ASSETS (ADP 038+046+053+063) 037 618.567.076 737.066.269
I. INVENTORIES (ADP 039 to 045) 038 25.825.011 30.335.208
1 Raw materials 039 25.557.290 29.329.354
2 Work in progress 040
3 Finished goods 041
4 Merchandise 042 221.443 973.867
5 Advance payments for inventories 043 46.278 31.987
6 Fixed assets held for sale 044
7 Biological asset 045
II. RECEIVABLES (ADP 047 to 052) 046 41.771.516 40.184.920
1 Receivables from undertakings within the group 047 383
2 Receivables from companies linked by virtue of participating interest 048 2.382.857 1.598.603
3 Customer receivables 049 18.474.596 23.776.150
4 Receivables from employees and members of the undertaking 050 936.299 297.549
5 Receivables from government and other institutions 051 18.377.083 10.162.443
6 Other receivables 052 1.600.298 4.350.175
III. SHORT-TERM FINANCIAL ASSETS (ADP 054 to 062) 053 827.911 613.241
1 Investments in holdings (shares) of undertakings within the group 054
2 Investments in other securities of undertakings within the group 055
3 Loans, deposits, etc. to undertakings within the group 056
4 Investments in holdings (shares) of companies linked by virtue of participating interest 057
5 Investment in other securities of companies linked by virtue of participating interest 058
6 Loans, deposits etc. given to companies linked by virtue of participating interest 059
7 Investments in securities 060
8 Loans, deposits, etc. given 061 687.761 613.241
9 Other financial assets 062 140.150
IV. CASH AT BANK AND IN HAND 063 550.142.638 665.932.900
D) PREPAID EXPENSES AND ACCRUED INCOME 064 20.339.193 55.358.952
E) TOTAL ASSETS (ADP 001+002+037+064) 065 6.495.302.583 6.879.583.080
F) OFF-BALANCE SHEET ITEMS 066 54.355.927 54.261.380

BALANCE SHEET (as at 31.12.2020) (continued) Submitter: Valamar Riviera d.d. in HRK

Last day of the At the reporting
Item ADP
code
preceding business
year
date of the current
period
1 2 3 4
LIABILITIES
A) CAPITAL AND RESERVES (ADP 068 to 070+076+077+081+084+087) 067 3.219.069.759 2.863.857.326
I. INITIAL (SUBSCRIBED) CAPITAL 068 1.672.021.210 1.672.021.210
II. CAPITAL RESERVES 069 5.223.432 5.223.432
III. RESERVES FROM PROFIT (ADP 071+072-073+074+075) 070 95.998.078 98.511.512
1 Legal reserves 071 83.601.061 83.601.061
2 Reserves for treasury share 072 136.815.284 136.815.284
3 Treasury shares and holdings (deductible item) 073 -124.418.267 -124.418.267
4 Statutory reserves 074
5 Other reserves 075 2.513.434
IV. REVALUATION RESERVES 076
V. FAIR VALUE RESERVES (ADP 078 to 080) 077 61.474 872
1 Fair value of financial assets available for sale 078 61.474 872
2 Cash flow hedge - effective portion 079
3 Hedge of a net investment in a foreign operation - effective portion 080
VI. RETAINED PROFIT OR LOSS BROUGHT FORWARD (ADP 082-083) 081 430.206.412 715.882.878
1 Retained profit 082 430.206.412 715.882.878
2 Loss brought forward 083
VII. PROFIT OR LOSS FOR THE BUSINESS YEAR (ADP 085-086) 084 284.535.940 -329.593.506
1 Profit for the business year 085 284.535.940
2 Loss for the business year 086 329.593.506
VIII. MINORITY (NON-CONTROLLING) INTEREST 087 731.023.213 701.810.928
B) PROVISIONS (ADP 089 to 094) 088 125.529.523 141.118.430
1 Provisions for pensions, termination benefits and similar obligations 089 13.875.517 26.089.854
2 Provisions for tax liabilities 090
3 Provisions for ongoing legal cases 091 51.607.209 57.420.166
4 Provisions for renewal of natural resources 092
5 Provision for warranty obligations 093
6 Other provisions 094 60.046.797 57.608.410
C) LONG-TERM LIABILITIES (ADP 096 to 106) 095 2.546.866.358 2.867.349.347
1 Liabilities towards undertakings within the group 096
2 Liabilities for loans, deposits, etc. to companies within the group 097
3 Liabilities towards companies linked by virtue of participating interest 098
4 Liabilities for loans, deposits etc. of companies linked by virtue of participating interest 099
5 Liabilities for loans, deposits etc. 100 2.652.000
6 Liabilities towards banks and other financial institutions 101 2.443.662.677 2.770.275.555
7 Liabilities for advance payments 102
8 Liabilities towards suppliers 103
9 Liabilities for securities 104
10 Other long-term liabilities 105 37.505.640 38.781.433
11 Deferred tax liability 106 63.046.041 58.292.359
D) SHORT-TERM LIABILITIES (ADP 108 to 121) 107 526.341.998 934.437.190
1 Liabilities towards undertakings within the group 108 23.725
2 Liabilities for loans, deposits, etc. to companies within the group 109
3 Liabilities towards companies linked by virtue of participating interest 110
4 Liabilities for loans, deposits etc. of companies linked by virtue of participating interest 111
5 Liabilities for loans, deposits etc. 112 2.755.000 5.304.000
6 Liabilities towards banks and other financial institutions 113 285.262.246 733.061.607
7 Liabilities for advance payments 114 38.363.694 69.608.737
8 Liabilities towards suppliers 115 145.722.270 61.808.783
9 Liabilities for securities 116 6.625.196
10 Liabilities towards employees 117 29.133.042 19.186.775
11 Taxes, contributions and similar liabilities 118 12.309.349 6.130.006
12 Liabilities arising from the share in the result 119 389.276 389.276
13 Liabilities arising from fixed assets held for sale 120
14 Other short-term liabilities 121 12.383.396 32.322.810
E) ACCRUALS AND DEFERRED INCOME 122 77.494.945 72.820.787
F) TOTAL – LIABILITIES (ADP 067+088+095+107+122) 123 6.495.302.583 6.879.583.080
G) OFF-BALANCE SHEET ITEMS 124 54.355.927 54.261.380

STATEMENT OF PROFIT OR LOSS (for 01.01.2020 to 31.12.2020) Submitter: Valamar Riviera d.d. in HRK

ADP Same period of the Current
Item code previous year period
1 2 3 4
I. OPERATING INCOME (ADP 126+127+128+129+130) 125 2.207.678.790 675.610.635
1 Income from sales with undertakings within the group 126
2 Income from sales (outside group) 127 2.139.319.744 642.478.457
3 Income from the use of own products, goods and services 128 510.082 460.699
4 Other operating income with undertakings within the group 129
5 Other operating income (outside the group) 130 67.848.964 32.671.479
II. OPERATING EXPENSES (ADP 132+133+137+141+142+143+146+153) 131 1.913.825.576 1.070.375.000
1 Changes in inventories of work in progress and finished goods 132
2 Material costs (ADP 134 to 136) 133 609.249.061 254.642.998
a) Costs of raw material 134 364.623.025 136.855.464
b) Costs of goods sold 135 4.812.122 4.306.456
c) Other external costs 136 239.813.914 113.481.078
3 Staff costs (ADP 138 to 140) 137 583.409.043 189.951.093
a) Net salaries and wages 138 363.407.404 122.043.480
b) Tax and contributions from salaries expenses 139 144.444.646 46.270.696
c) Contributions on salaries 140 75.556.993 21.636.917
4 Depreciation 141 474.514.405 496.444.044
5. Other expenses 142 197.392.249 89.097.655
6. Value adjustments (ADP 144+145) 143 587.773 1.509.899
a) fixed assets other than financial assets 144
b) current assets other than financial assets 145 587.773 1.509.899
7 Provisions (ADP 147 to 152) 146 8.827.807 28.714.012
a) Provisions for pensions, termination benefits and similar obligations 147 4.890.058 19.091.188
b) Provisions for tax liabilities 148
c) Provisions for ongoing legal cases 149 3.937.749 9.622.824
d) Provisions for renewal of natural resources 150
e) Provisions for warranty obligations 151
f) Other provisions 152
8 Other operating expenses 153 39.845.238 10.015.299
III. FINANCIAL INCOME (ADP 155 to 164) 154 10.673.119 21.291.138
1 Income from investments in holdings (shares) of undertakings within the group 155
2 Income from investments in holdings (shares) of companies linked by virtue of
participating interest
156
3 Income from other long-term financial investment and loans granted to
undertakings within the group
157
4 Other interest income from operations with undertakings within the group 158
5 Exchange rate differences and other financial income from operations with
undertakings within the group
159
6 Income from other long-term financial investments and loans 160
7 Other interest income 161 654.052 674.539
8 Exchange rate differences and other financial income 162 4.215.065 889.846
9 Unrealised gains (income) from financial assets 163
10 Other financial income 164 5.804.002 19.726.753
IV. FINANCIAL EXPENDITURE (ADP 166 to 172) 165 72.530.819 125.931.773
1 Interest expenses and similar expenses with undertakings within the group 166
2 Exchange rate differences and other expenses from operations with
undertakings within the group
167
3 Interest expenses and similar expenses 168 55.020.340 63.062.608
4 Exchange rate differences and other expenses 169 4.868.851 41.917.880
5 Unrealised losses (expenses) from financial assets 170 10.651.214 17.843.787
6 Value adjustments of financial assets (net) 171 1.690
7 Other financial expenses 172 1.988.724 3.107.498
V. SHARE IN PROFIT FROM COMPANIES LINKED BY VIRTUE OF PARTICIPATING INTEREST 173 476.257
VI. SHARE IN PROFIT FROM JOINT VENTURES 174
VII. SHARE IN LOSS OF COMPANIES LINKED BY VIRTUE OF PARTICIPATING INTEREST 175 1.643.580
VIII. SHARE IN LOSS OF JOINT VENTURES 176
IX. TOTAL INCOME (ADP 125+154+173+174) 177 2.218.828.166 696.901.773
X. TOTAL EXPENDITURE (ADP 131+165+175+176) 178 1.986.356.395 1.197.950.353
XI. PRE-TAX PROFIT OR LOSS (ADP 177-178) 179 232.471.771 -501.048.580
1 Pre-tax profit (ADP 177-178) 180 232.471.771
2 Pre-tax loss (ADP 178-177) 181 -501.048.580
XII. INCOME TAX 182 -73.379.909 -142.242.789
XIII. PROFIT OR LOSS FOR THE PERIOD (ADP 179-182) 183 305.851.680 -358.805.791
1 Profit for the period (ADP 179-182) 184 305.851.680
2 Loss for the period (ADP 182-179) 185 -358.805.791

STATEMENT OF PROFIT OR LOSS (for 01.01.2020 to 31.12.2020) (continued) Submitter: Valamar Riviera d.d. in HRK

ADP Same period of the Current
Item code previous year period
1 2 3 4

DISCONTINUED OPERATIONS (to be filled in by undertakings subject to IFRS only with discontinued operations)

XIV. PRE-TAX PROFIT OR LOSS OF DISCONTINUED OPERATIONS (ADP 187-188) 186
1 Pre-tax profit from discontinued operations 187
2 Pre-tax loss on discontinued operations 188
XV. INCOME TAX OF DISCONTINUED OPERATIONS 189
1 Discontinued operations profit for the period (ADP 186-189) 190
2 Discontinued operations loss for the period (ADP 189-186) 191

TOTAL OPERATIONS (to be filled in only by undertakings subject to IFRS with discontinued operations)

XVI. PRE-TAX PROFIT OR LOSS (ADP 179+186) 192
1 Pre-tax profit (ADP 192) 193
2 Pre-tax loss (ADP 192) 194
XVII. INCOME TAX (ADP 182+189) 195
XVIII. PROFIT OR LOSS FOR THE PERIOD (ADP 192-195) 196
1 Profit for the period (ADP 192-195) 197
2 Loss for the period (ADP 195-192) 198

APPENDIX to the P&L (to be filled in by undertakings that draw up consolidated annual financial statements)

XIX. PROFIT OR LOSS FOR THE PERIOD (ADP 200+201) 199 305.851.680 -358.805.791
1 Attributable to owners of the parent 200 284.535.940 -329.593.506
2 Attributable to minority (non-controlling) interest 201 21.315.740 -29.212.285

STATEMENT OF OTHER COMPRHENSIVE INCOME (to be filled in by undertakings subject to IFRS)

I. PROFIT OR LOSS FOR THE PERIOD 202 305.851.680 -358.805.791
II. OTHER COMPREHENSIVE PROFIT/LOSS BEFORE TAX (ADP 204 to 211) 203 -1.060.800 -73.904
1 Exchange rate differences from translation of foreign operations 204
2 Changes in revaluation reserves of fixed tangible and intangible assets 205
3 Profit or loss arising from re-evaluation of financial assets available for
sale
206 -1.060.800 -73.904
4 Profit or loss arising from effective cash flow hedging 207
5 Profit or loss arising from effective hedge of a net investment in a foreign
operation
208
6 Share in other comprehensive income/loss of companies linked by virtue of
participating interest
209
7 Actuarial gains/losses on defined remuneration plans 210
8 Other changes in equity unrelated to owners 211
III. TAX ON OTHER COMPREHENSIVE INCOME FOR THE PERIOD 212 -216.991 -13.302
IV. NET OTHER COMPREHENSIVE INCOME OR LOSS (ADP 203-212) 213 -843.809 -60.602
V. COMPREHENSIVE INCOME OR LOSS FOR THE PERIOD (ADP 202+213) 214 305.007.871 -358.866.393

APPENDIX to the Statement on comprehensive income (to be filled in by entrepreneurs who draw up consolidated statements)

VI. COMPREHENSIVE INCOME OR LOSS FOR THE PERIOD (ADP 216+217) 215 305.007.871 -358.866.393
1 Attributable to owners of the parent 216 283.692.131 -329.654.108
2 Attributable to minority (non-controlling) interest 217 21.315.740 -29.212.285

STATEMENT OF CASH FLOWS - indirect method (for the period 01.01.2020 to 31.12.2020) Submitter: Valamar Riviera d.d. in HRK

Item ADP
code
Same period of the
previous year
Current
period
1 2 3 4
CASH FLOW FROM OPERATING ACTIVITIES
1 Pre-tax profit 001 232.471.771 -501.048.580
2 Adjustments (ADP 003 to 010) 002 522.775.137 627.709.571
a) Depreciation 003 474.514.405 496.444.044
b) Gains and losses from sale and value adjustment of fixed tangible and intangible assets 004 -10.784.061 -3.245.751
c) Gains and losses from sale and unrealised gains and losses and value adjustment of
financial assets
005 143.240
d) Interest and dividend income 006 -341.761 -513.802
e) Interest expenses 007 56.867.514 68.613.120
f) Provisions 008 -11.828.932 22.152.112
g) Exchange rate differences (unrealised) 009 4.868.877 41.917.849
h) Other adjustments for non-cash transactions and unrealised gains and losses 010 9.335.855 2.341.999
I. Cash flow increase or decrease before changes in the working capital
(ADP 001+002)
011 755.246.908 126.660.991
3 Changes in the working capital (ADP 013 to 016) 012 92.191.314 -133.339.351
a) Increase or decrease in short-term liabilities 013 74.485.565 -82.313.496
b) Increase or decrease in short-term receivables 014 18.083.409 -46.515.658
c) Increase or decrease in inventories 015 -377.660 -4.510.197
d) Other increase or decrease in the working capital 016
II. Cash from operations (ADP 011+012) 017 847.438.222 -6.678.360
4 Interest paid 018 -57.152.922 -34.290.832
5 Income tax paid 019 -5.372.100 3.491.984
A) NET CASH FLOW FROM OPERATING ACTIVITIES (ADP 017 to 019) 020 784.913.200 -37.477.208
CASH FLOW FROM INVESTMENT ACTIVITIES
1 Cash receipts from sales of fixed tangible and intangible assets 021 56.786.329 9.326.474
2 Cash receipts from sales of financial instruments 022 1.437.948
3 Interest received 023 382.503 495.675
4 Dividends received 024 115.822
5 Cash receipts from repayment of loans and deposit 025 10.879.251 324.339
6 Other cash receipts from investment activities 026
III. Total cash receipts from investment activities (ADP 021 to 026) 027 69.601.853 10.146.488
1 Cash payments for the purchase of fixed tangible and intangible assets 028 -954.589.856 -595.870.921
2 Cash payments for the acquisition of financial instruments 029
3 Cash payments for loans and deposits for the period 030 -10.770.778 -225.514
4 Acquisition of a subsidiary, net of cash acquired 031
5 Other cash payments from investment activities 032 -47.667.787
IV. Total cash payments from investment activities (ADP 028 to 032) 033 -1.013.028.421 -596.096.435
B) NET CASH FLOW FROM INVESTMENT ACTIVITIES (ADP 027+033) 034 -943.426.568 -585.949.947
CASH FLOW FROM FINANCING ACTIVITIES
1 Cash receipts from the increase of initial (subscribed) capital
2 Cash receipts from the issue of equity financial instruments and debt financial
035
036
instruments
3 Cash receipts from credit principals, loans and other borrowings 037 742.204.883 785.615.083
4 Other cash receipts from financing activities 038 329.030.148 3.389.998
V. Total cash receipts from financing activities (ADP 035 to 038) 039 1.071.235.031 789.005.081
1 Cash payments for the repayment of credit principals, loans and other
borrowings and debt financial instruments
040 -450.552.945 -46.038.888
2 Dividends paid 041 -130.151.483
3 Cash payments for finance lease 042 -72.300
4 Cash payments for the redemption of treasury shares and decrease of initial
(subscribed) capital
043 -39.436.690
5 Other cash payments from financing activities 044 -4.280.260 -3.676.476
VI. Total cash payments from financing activities (ADP 040 to 044) 045 -624.421.378 -49.787.664
C) NET CASH FLOW FROM FINANCIAL ACTIVITIES (ADP 039+045) 046 446.813.653 739.217.417
1 Unrealised exchange rate differences in cash and cash equivalents 047
D) NET INCREASE OR DECREASE OF CASH FLOWS (ADP 020+034+046+047) 048 288.300.285 115.790.262
E) CASH AND CASH EQUIVALENTS AT THE BEGINNING OF PERIOD 049 261.842.353 550.142.638
F) CASH AND CASH EQUIVALENTS AT THE END OF PERIOD (ADP 048+049) 050 550.142.638 665.932.900

STATEMENT OF CHANGES IN EQUITY (for the period 01.01.2020 to 31.12.2020) Submitter: Valamar Riviera d.d. in HRK

Distributable to majority owners

18 (16+17)
Total capital
and reserves
Item ADP
code
Initial
(subscribed)
capital
Capital
reserves
Legal reserves Reserves
for treasury
shares
Treasury
shares and
holdings
(deductible
item)
Statutory
reserves
Other
reserves
Revaluation
reserves
Fair value
of financial
assets
available for
sale
Cash flow
hedge -
effective
portion
Hedge of a net
investment
in a foreign
operation -
effective portion
Retained
profit / loss
brought
forward
Profit/loss for
the business
year
Total
attributable
to owners of
the parent
Minority (non
controlling)
interest
Total capital
and reserves
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 (3 to 6 - 7
+ 8 to 15)
17 18 (16+17)
Previous period
1. Balance on the first day of the previous business year
2 Changes in accounting policies
01
02
1.672.021.210 5.304.283 83.601.061 96.815.284 86.119.149 905.282 348.674.430 235.337.282 2.356.539.683 231.125.940 2.587.665.623
3 Correction of errors
4 Balance on the first day of the previous business year (restated) (ADP 01 to 03)
03
04
1.672.021.210 5.304.283 83.601.061 96.815.284 86.119.149 905.282 348.674.430 235.337.282 2.356.539.683 231.125.940 2.587.665.623
5 Profit/loss of the period 05 284.535.940 284.535.940 21.315.740 305.851.680
6 Exchange rate differences from translation of foreign operations 06
7 Changes in revaluation reserves of fixed tangible and intangible assets
8 Profit or loss arising from re-evaluation of financial assets available for sale
07
08
-1.060.800 -1.060.800 -1.060.800
9 Gains or losses on efficient cash flow hedging 09
10 Gains or losses arising from effective hedge of a net investment in a foreign operation 10
11 Share in other comprehensive income/loss of companies linked by virtue of
participating interest
11
12 Actuarial gains/losses on defined benefit plans 12
13 Other changes in equity unrelated to owners 13 -487.131 487.131
14 Tax on transactions recognised directly in equity
15 Increase/decrease in initial (subscribed) capital (other than from reinvesting profit
14
15
216.992 216.992 216.992
and other than arising from the pre-bankruptcy settlement procedure)
16 Increase of initial (subscribed) capital by reinvesting profit
16
17 Increase of initial (subscribed) capital arising from the pre-bankruptcy
settlement procedure
17
18 Redemption of treasury shares/holdings 18 39.396.090 -39.396.090 -39.396.090
19 Payment of share in profit/dividend 19 406.280 -1.096.972 -122.586.614 -121.083.362 -121.083.362
20 Other distribution to owners 20
21 Transfer to reserves by annual schedule
22 Increase in reserves arising from the pre-bankruptcy settlement procedure
21
22
40.000.000 203.631.465 -235.337.282 8.294.183 478.581.533 486.875.716
23 Balance on the last day of the previous business year reporting period (ADP 04 to 22) 23 1.672.021.210 5.223.432 83.601.061 136.815.284 124.418.267 61.474 430.206.412 284.535.940 2.488.046.546 731.023.213 3.219.069.759
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I. OTHER COMPREHENSIVE INCOME OF THE PREVIOUS PERIOD, NET OF TAX
(ADP 06 to 14)
24 -487.131 -843.808 487.131 -843.808 -843.808
II. COMPREHENSIVE INCOME OR LOSS FOR THE PREVIOUS PERIOD 25 -487.131 -843.808 487.131 284.535.940 283.692.132 21.315.740 305.007.872
(ADP 05+24)
III. TRANSACTIONS WITH OWNERS IN THE PREVIOUS PERIOD RECOGNISED DI-
RECTLY IN EQUITY (ADP 15 to 22)
26 406.280 40.000.000 38.299.118 81.044.851 -235.337.282 -152.185.269 478.581.533 326.396.264
Current period
1 Balance on the first day of the current business year
27 1.672.021.210 5.223.432 83.601.061 136.815.284 124.418.267 61.474 430.206.412 284.535.940 2.488.046.546 731.023.213 3.219.069.759
2 Changes in accounting policies 28
3 Corrrection of errors 29
4 Balance at 1 January of current period (ADP 27 to 29)
5 Profit/loss of the period
30
31
1.672.021.210 5.223.432 83.601.061 136.815.284 124.418.267 61.474 430.206.412 284.535.940 2.488.046.546
-329.593.506 -329.593.506
731.023.213 3.219.069.759
-29.212.285 -358.805.791
6 Exchange rate differences from translation of foreign operations 32 263.962 263.962 263.962
7 Changes in revaluation reserves of fixed tangible and intangible assets 33
8 Profit or loss arising from re-evaluation of financial assets available for sale
9 Gains or losses on efficient cash flow hedging
34
35
-73.904 -73.904 -73.904
10 Gains or losses arising from effective hedge of a net investment in a foreign
operation
36
11 Share in other comprehensive income/loss of companies linked by virtue of 37
participating interest
12 Actuarial gains/losses on defined remuneration plans
38
13 Other changes in equity unrelated to owners 39
14 Tax on transactions recognised directly in equity
15 Increase/decrease in initial (subscribed) capital (other than from reinvesting profit
40
41
13.302 13.302 13.302
and other than arising from the pre-bankruptcy settlement procedure)
16 Increase of initial (subscribed) capital by reinvesting profit
42
17 Increase of initial (subscribed) capital arising from the pre-bankruptcy
settlement procedure
43
18 Redemption of treasury shares/holdings 44
19 Payment of share in profit/dividend 45
20 Other distribution to owners
21 Transfer to reserves by annual schedule
46
47
2.249.472 1.140.526 284.535.940 -284.535.940 3.389.998 3.389.998
22 Increase in reserves arising from the pre-bankruptcy settlement procedure 48
23 Balance on the last day of the current business year reporting period (ADP 30 to 48) 49 1.672.021.210 5.223.432 83.601.061 136.815.284 124.418.267 2.513.434 872 715.882.878 -329.593.506 2.162.046.398 701.810.928 2.863.857.326
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I. OTHER COMPREHENSIVE INCOME FOR THE CURRENT PERIOD, NET OF TAX 50 263.962 -60.602 203.360 203.360
(ADP 32 to 40)
II. COMPREHENSIVE INCOME OR LOSS FOR THE CURRENT PERIOD (ADP 31 + 50)
51 263.962 -60.602 -329.593.506 -329.390.146 -29.212.285 -358.602.431
III. TRANSACTIONS WITH OWNERS IN THE CURRENT PERIOD RECOGNISED DI
RECTLY IN EQUITY (ADP 41 to 48)
52 2.249.472 285.676.466 -284.535.940 3.389.998 3.389.998

NOTES TO THE ANNUAL FINANCIAL STATEMENTS - GFI

Name of the issuer: Valamar Riviera d.d.

Personal identification number OIB: 36201212847

Reporting period: 01.01.2020. to 31.12.2020 Notes to the financial statements are to be drawn up in accordance with the International Financial Reporting Standards (hereinafter: IFRS) in such a way that they:

  • a) present information about the basis for the preparation of the financial statements and the specific accounting policies used in accordance with the International Accounting Standard 1 (IAS 1),
  • b) disclose any information required by IFRSs that is not presented elsewhere in the statement of financial position, statement of comprehensive income, statement of cash flows and statement of changes in equity,
  • c) provide additional information that is not presented elsewhere in the statement of financial position, statement of comprehensive income, statement of cash flows and statement of changes in equity, but is relevant for understanding any of them.
  • d) In the notes to the financial statements, in addition to the information stated above, information in respect of the following matters shall be disclosed:
    1. issuer's name, registered office (address), legal form, country of establishment, entity's registration number and, if applicable, the indication whether the issuer is undergoing liquidation, bankruptcy proceedings, shortened termination proceedings or extraordinary administration
    1. adopted accounting policies
    1. the total amount of any financial commitments, guarantees or contingencies that are not included in the balance sheet, and an indication of the nature and form of any valuable security which has been provided; any commitments concerning pensions of the issuer within the group or company linked by virtue of participating interest shall be disclosed separately
    1. the amount of advances and credits granted to the members of the administrative, managerial and supervisory bodies, with indications of the interest rates, main conditions and any amounts repaid, written-off or revoked, as well as commitments entered into on their behalf by way of guarantees of any kind, with an indication of the total for each category
    1. the amount and nature of individual items of income or expenditure which are of exceptional size or incidence
    1. amounts owed by the issuer and falling due after more than five years, as well as the total debts of the issuer covered by valuable security furnished by the issuer, specifying the type and form of security
    1. average number of employees during the financial year
    1. where, in accordance with the regulations, the issuer capitalised on the cost of salaries in part or in full, information on the amount of the total cost of employees during the year broken down into the amount directly debiting the costs of the period and the amount capitalised on the value of the assets during the period, showing separately the total amount of net salaries and the amount of taxes, contributions from salaries and contributions on salaries
    1. the amount of the emoluments granted in respect of the financial year to the members of the administrative, managerial and supervisory bodies by reason of their responsibilities, and any commitments arising or entered into in respect of retirement pensions for former members of those bodies, with an indication of the total for each category
  • 10.the average number of persons employed during the financial year, broken down by categories and, if they are not disclosed separately in the profit and loss account, the staff costs relating to the financial year, broken down between net salaries and wages, tax costs and contributions from salaries, contributions on salaries and other salary costs, excluding cost allowances
    1. where a provision for deferred tax is recognised in the balance sheet, the deferred tax balances at the end of the financial year, and the movement in those balances during the financial year
  • 12.the name and registered office of each of the companies in which the issuer, either itself or through a person acting in their own name but on the issuer's

NOTES TO THE ANNUAL FINANCIAL STATEMENTS - GFI (continued)

behalf, holds a participating interest, showing the proportion of the capital held, the amount of capital and reserves, and the profit or loss for the latest financial year of the company concerned for which financial statements have been adopted; the information concerning capital and reserves and the profit or loss may be omitted where the company concerned does not publish its balance sheet and is not controlled by another company

  • 13.the number and the nominal value or, in the absence of a nominal value, the accounting par value of the shares subscribed during the financial year within the limits of the authorised capital
    1. where there is more than one class of shares, the number and the nominal value or, in the absence of a nominal value, the accounting value for each class
  • 15.the existence of any participation certificates, convertible debentures, warrants, options or similar securities or rights, with an indication of their number and the rights they confer
  • 16.the name, registered office and legal form of each of the companies of which the issuer is a member having unlimited liability
    1. the name and registered office of the company which draws up the consolidated financial statements of the largest group of companies of which the issuer forms part as a controlled group member
  • 18.the name and registered office of the company which draws up the consolidated financial statements of the smallest group of companies of which the issuer forms part as a controlled group member and which is also included in the group of companies referred to in point 17.
  • 19.the place where copies of the consolidated financial statements referred to in points 17 and 18 may be obtained, provided that they are available
  • 20.the proposed appropriation of profit or treatment of loss, or where applicable, the appropriation of the profit or treatment of the loss
  • 21.the nature and business purpose of the company's arrangements that are not included in the balance sheet and the financial impact on the company of those arrangements, provided that the risks or benefits arising from such arrangements are material and in so far as the disclosure of such risks or benefits is necessary for the purposes of assessing the financial position of the company
  • 22.the nature and the financial effect of material events arising after the balance sheet date which are not reflected in the profit and loss account or balance sheet
  • 23.the net income broken down by categories of activity and into geographical markets, in so far as those categories and markets differ substantially from one another, taking account of the manner in which the sale of products and the provision of services are organised.
  • 24.the total fees for the financial year charged by each statutory auditor or audit firm for the statutory audit of the annual financial statements, i.e. annual consolidated financial statements, the total fees charged for other assurance services, the total fees charged for tax advisory services and the total fees charged for other non-audit services, total research and development expenditure as the basis for granting state aid.

Detailed information on financial statements are available in PDF document "Annual report 2020" which has been simultaneously published with this document on HANFA (Croatian Financial Services Supervisory Agency), Zagreb Stock Exchange and Issuers web pages.

Detailed information on the preparation of financial statements and certain accounting policies are available in PDF document "Annual report 2020" which has been simultaneously published with this document on HANFA (Croatian Financial Services Supervisory Agency), Zagreb Stock Exchange and Issuers web pages.

Group Valamar Riviera below presents comparison tables of items in GFI POD financial statements and audited Notes for 2019 and 2020.

Summary of adjustments of GFI-POD balance sheet and unconsolidated balance sheet from Audited report for 2020 GROUP in thousands of HRK

GFI-POD AUDITED
REPORT
AUDITED
REPORT
GFI-POD BALANCE SHEET
as at 31 December 2020
ADP code Note Reclassified
GFI-POD
Note Difference Explanation
NON-CURRENT ASSETS (ADP 003+010+020+036) 002 14+15+16+
17+ part of
18+ 20+ part
of 21+ 25+
part of 30
6.087.157 6.087.157 0
I. Intangible assets 003 16 46.400 46.400 0
II. Tangible assets 010 14+15+30 5.662.917 5.662.917 0 GFI-POD item "Tangible assets" (ADP 010; HRK 5,662,917 thous.) is in Audited report
presented under items "Property, plant and equipment" (Note 14 in comparable amount of
HRK 5,647,311 thous.), "Investment property" (Note 15 in comparable amount of HRK 3,942
thous.), and "Right-of-use assets" (Note 30 in comparable amount of HRK 11,664 thous.).
III. Non-current financial assets 020 Part of 18+
20+ part of
21
46.430 46.430 0 GFI-POD item "Financial assets" (ADP 020; HRK 46,430 thous.) is in Audited report presented
under items "Investment in associated entity" (Note 18 in comparable amount of HRK
46,024 thous.), Financial assets" (Note 20 in comparable amount of HRK 317 thous.) and in
the non-current part of item "Loans and deposits" (Note 21 in comparable amount of HRK
89 thous.).
IV. Trade receivables 031 Part of 23 0 0 0
V. Deferred tax assets 036 25 331.410 331.410 0
CURRENT ASSETS (ADP 038+046+053+063) 037 Part of 21+
22+ part of
23+ part of
24+26
737.067 737.067 0 Due to a different presentation, but for the purpose of comparability of GFI-POD and
Audited report it is necessary to jointly view GFI-POD items "Current assets" (ADP 037;
HRK 737,067 thous.) and "Prepayments and accrued income" (ADP 064; HRK 55,359
thous.) in relation to item "Current assets" of Audited report (HRK 792,425 thous.).
I. Inventories 038 22 30.336 30.336 0
II. Receivables 046 Part of 23 40.185 40.185 0 GFI-POD item "Receivables" (ADP 046; HRK 40,185 thous.) is in Audited report presented
under items "Trade and other receivables" (Note 23; "Trade receivables – net" HRK 25,375
thous., "VAT receivable" HRK 4,900 thous., "Advances to suppliers" HRK 2,304 thous.,
"Receivables from employees" HRK 298 thous., "Receivables from state institutions" HRK
4,529 thous., "Other receivables" HRK 2,047 thous.) and "Income tax receivable" HRK 733
thous. presented in balance sheet as a separate line).
Comment: The total amount of item "Trade and other receivables" in Audited report (Note
23) is HRK 94,811 thous. and is presented in items "Receivables" (ADP 046; HRK 39,452
thous.) and "Prepayments and accrued income" (ADP 064; HRK 55,359 thous.).
III. Current financial assets 053 Part of 21 613 613 0 GFI-POD item "Financial assets" (ADP 053; HRK 613 thous.) is in Audited report presented
under item "Loans and deposits" - current part (Note 21 in comparable amount of HRK 613
thous.).
IV. Cash and cash equivalents 063 26 665.933 665.933 0 GFI-POD item "Cash and cash equivalents" (ADP 063; HRK 665,933 thous.) is in Audited
report presented under item "Cash and cash equivalents" (Note 26 in comparable amount
of HRK 665,933 thous.).
PREPAYMENTS AND ACCRUED INCOME 064 Part of 23 55.359 55.359 0 GFI-POD item "Prepayments and accrued income" (ADP 064; HRK 55,359 thous.) is
in Audited report presented under items "Trade and other receivables" (Note 23;
"Accrued income" HRK 715 thous., "Interest receivables" HRK 43 thous., "Prepaid
expenses" HRK 54,600 thous.).
Comment: The total amount of item "Trade and other receivables" in Audited report
(Note 23) is HRK 94,811 thous. and is presented in items "Receivables" (ADP 046; HRK
39,452 thous.) and "Prepayments and accrued income" (ADP 064; HRK 55,359 thous.).
TOTAL ASSETS 6.879.583 6.879.583 0

Summary of adjustments of GFI-POD balance sheet and unconsolidated balance sheet from Audited report for 2020

GFI-POD BALANCE SHEET GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
as at 31 December 2020 ADP code Note GFI-POD Note Difference Explanation
CAPITAL AND RESERVES 067 27+28 2.863.857 2.863.857 0 GFI-POD item "Capital and reserves" (ADP 067; HRK 2,863,857 thous.) is in Audited
report presented under item "Share capital" (Notes 27 and 28 in comparable
amount of HRK 2,863,857 thous.).
PROVISIONS 088 Part of 31+
part of 32
141.118 141.118 0 GFI-POD item "Provisions" (ADP 088; HRK 141,118 thous.) is in Audited report
presented under non-current liabilities in item "Provisions" (Note 32; part of
"Termination benefits and jubilee awards" in the amount of HRK 26,090 thous. and
item "Legal proceedings" in the amount of HRK 57,420 thous. in the comparable
amount) and non-current liabilities under item "Concession fee" (Note 31 in
comparable amount of HRK 57,608 thous.).
NON-CURRENT LIABILITIES (ADP 101+105+106) 095 Part of 24+
25+ part of
29+part of
30+ part of
31+ part of 39
2.867.349 2.867.349 0 Due to a different presentation, but for the purpose of comparability of GFI-POD
and Audited report it is necessary to jointly view GFI-POD items "Non-current
liabilities" (ADP 095; HRK 2,867,349 thous.) and "Provisions" (ADP 088; HRK 141,118
thous.) in relation to item "Non-current liabilities" of Audited report (HRK 3,008,468
thous.).
I. Liabilities to banks and other financial
institutions
101 and
100
Part of 29 2.770.276 2.770.276 0 GFI-POD item "Liabilities to banks and other financial institutions" (ADP 101; HRK
2,770,276 thous.) is in Audited report presented under non-current part of item
"Borrowings" (Note 29 in comparable amount of HRK 2,770,276 thous.).
II. Other non-current liabilities 105 Part of 24+
part of 30 +
part of 32
38.781 38.781 0 GFI-POD item "Other non-current liabilities" (ADP 105; HRK 38,781 thous.) is in Audited
report presented under non-current part of item "Derivative financial instruments" (Note
24 in comparable amount of 11,602 thous.), "Lease liabilities" (Note 30 in comparable
amount of HRK 6,926 thous.) and part of long-term liabilities in the item "Provisions"
(Note 32 "Termination benefits and jubilee awards" HRK 502 thous. and "Bonuses" HRK
19,751 thous.).
Comment: The total amount of item "Derivative financial instruments" in Audited report
(Note 24) is 16,982 thous. and is presented in items "Other non-current liabilities" (ADP
105; HRK 11,602 thous.) and "Other current liabilities" (ADP 121; HRK 5,380 thous.).
III. Deferred tax liabilities 106 25 58.292 58.292 0
IV. Trade payables 103 Part of 31 0 0 0
CURRENT LIABILITIES
(ADP 108+113+114+115+117+118+119+121)
107 Part of 24+
29+ part of
30+ part of 31
934.438 934.438 0 Due to a different presentation, but for the purpose of comparability of GFI-POD
and Audited report it is necessary to jointly view GFI-POD items "Current liabilities"
(ADP 107; HRK 934,438 thous.) and "Accrued expenses and deferred income" (ADP
122; HRK 72,821 thous.) in relation to item "Current liabilities" of Audited report
(HRK 1,007,258 thous.).
I. Liabilities to banks and other financial
institutions
113 and
112
Part of 29 738.366 738.366 0 GFI-POD items "Liabilities to banks and other financial institutions" (ADP 113; HRK
733,062 thous.) and "Liabilities for loans, deposits and other" (ADP 112; HRK 5,304 thous.)
are in Audited report presented under current part of item "Borrowings" (Note 29; "Bank
borrowings" in comparable amount of HRK 738,366 thous.).
II. Amounts payable for prepayment 114 Part of 31 69.609 69.609 0 GFI-POD item "Amounts payable for prepayment" (ADP 114; HRK 69,609 thous.) is in
Audited report presented under current part of item "Trade and other payables" (Note 31;
"Advances received" in comparable amount of HRK 69,609 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 241,390 thous. and is presented in items "Amounts payable for
prepayment" (ADP 114; HRK 69,609 thous.), "Trade payables and liabilities to undertakings
in a Group" (ADP 108 and 115; HRK 61,809 thous.), "Liabilities for securities" (ADP 116; HRK
6,625 thous.), "Liabilities to employees" (ADP 117; HRK 19,187 thous.), "Taxes, contributions
and similar liabilities" (ADP 118; HRK 6,130 thous.), "Liabilities arising from share in the
result" (ADP 119; HRK 389 thous.), "Other current liabilities" (ADP 121; HRK 10,706 thous.)
and "Accrued expenses and deferred income" (ADP 122; HRK 66,936 thous.).

Summary of adjustments of GFI-POD balance sheet and unconsolidated balance sheet from Audited report for 2020

GFI-POD BALANCE SHEET GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
as at 31 December 2020 ADP code Note GFI-POD Note Difference Explanation
III. Trade payables and liabilities to undertakings
in a Group
108 and
115
Part of 31 61.809 61.809 0 GFI-POD items "Trade payables" (ADP 115; HRK 61,809 thous.) is in Audited report
presented under current part of item "Trade and other payables" (Note 31; "Trade
payables" HRK 61,725 thous., "Trade payables – related parties" HRK 84 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 241,390 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 69,609 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 61,809 thous.), "Liabilities for securities"
(ADP 116; HRK 6,625 thous.), "Liabilities to employees" (ADP 117; HRK 19,187 thous.),
"Taxes, contributions and similar liabilities" (ADP 118; HRK 6,130 thous.), "Liabilities arising
from share in the result" (ADP 119; HRK 389 thous.), "Other current liabilities" (ADP 121;
HRK 10,706 thous.) and "Accrued expenses and deferred income" (ADP 122; HRK 66,936
thous.).
IV. Liabilities upon loan stocks 116 Part of 31 6.625 6.625 0 GFI-POD items "Liabilities upon loan stocks" (ADP 116; HRK 6,625 thous.) is in Audited
report presented under current part of item "Trade and other payables" (Note 31;
"Liabilities under bills of exchange" in comparable amount HRK 6.625 thous.).
V. Liabilities to employees 117 Part of 31 19.187 19.187 0 GFI-POD items "Liabilities to employees" (ADP 117; HRK 19,187 thous.) is in Audited report
presented under current part of item "Trade and other payables" (Note 31; "Liabilities to
employees" in comparable amount HRK 19,187 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 241,390 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 69,609 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 61,809 thous.), "Liabilities for securities"
(ADP 116; HRK 6,625 thous.), "Liabilities to employees" (ADP 117; HRK 19,187 thous.),
"Taxes, contributions and similar liabilities" (ADP 118; HRK 6,130 thous.), "Liabilities arising
from share in the result" (ADP 119; HRK 389 thous.), "Other current liabilities" (ADP 121;
HRK 10,706 thous.) and "Accrued expenses and deferred income" (ADP 122; HRK 66,936
thous.).
VI. Taxes, contributions and similar liabilities 118 Part of 31 6.130 6.130 0 GFI-POD item "Taxes, contributions and similar liabilities" (ADP 118; HRK 6,130 thous.) is
in Audited report presented under current part of item "Trade and other payables" (Note
31; "Liabilities for taxes and contributions and similar charges" in comparable amount of
HRK 6,129 thous.) and "Income tax liability" (in the comparable amount of HRK 1 thous.)
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 241,390 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 69,609 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 61,809 thous.), "Liabilities for securities"
(ADP 116; HRK 6,625 thous.), "Liabilities to employees" (ADP 117; HRK 19,187 thous.),
"Taxes, contributions and similar liabilities" (ADP 118; HRK 6,130 thous.), "Liabilities arising
from share in the result" (ADP 119; HRK 389 thous.), "Other current liabilities" (ADP 121;
HRK 10,706 thous.) and "Accrued expenses and deferred income" (ADP 122; HRK 66,936
thous.).

Summary of adjustments of GFI-POD balance sheet and unconsolidated balance sheet from Audited report for 2020

GFI-POD BALANCE SHEET GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
as at 31 December 2020 ADP code Note GFI-POD Note Difference Explanation
VII. Liabilities arising from share in the result and
other current liabilities
119 and
121
Part of 24+
part of 30+
part of 31+
part of 39
32.712 32.712 0 GFI-POD item "Liabilities arising from share in the result" (ADP 119; HRK 389 thous.) and
"Other current liabilities" (ADP 121; HRK 32,323 thous.) is in Audited report presented
under current part of items "Trade and other payables" (Note 31; "Liabilities for dividend"
HRK 389 thous., "Other liabilities" HRK 10,706 thous.), current amount of "Lease liabilities"
(Note 30 in comparable amount of HRK 2,243 thous.), "Derivative financial instruments"
(Note 24 in comparable amount of HRK 5,380 thous.) and note 39 in the comparable
amount of HRK 13,994 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 241,390 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 69,609 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 61,809 thous.), "Liabilities for securities"
(ADP 116; HRK 6,625 thous.), "Liabilities to employees" (ADP 117; HRK 19,187 thous.),
"Taxes, contributions and similar liabilities" (ADP 118; HRK 6,130 thous.), "Liabilities arising
from share in the result" (ADP 119; HRK 389 thous.), "Other current liabilities" (ADP 121;
HRK 10,706 thous.) and "Accrued expenses and deferred income" (ADP 122; HRK 66,936
thous.). "Other current liabilities" (ADP 121; HRK 10,706 thous.) and "Accrued expenses
and deferred income" (ADP 122; HRK 66,936 thous.).
The total current amount of item "Derivative financial instruments" in Audited report
(Note 24) is 5,380 thous. and is presented in items "Other current liabilities" (ADP 121;
HRK 5,380 thous.).
ACCRUED EXPENSES AND DEFERRED INCOME 122 Part of 31+
part of 32
72.821 72.821 0 GFI-POD item "Accrued expenses and deferred income" (ADP 122; HRK 72,821
thous.) is in Audited report presented under items "Trade and other payables"
(Note 31; "Interest payable" HRK 33,727 thous., current part of item "Concession
fees payable" HRK 1,920 thous., "Liabilities for calculated vacation and
redistribution hours" HRK 2,496 thous., "Accrued VAT liabilities in unrealized
income" HRK 121 thous., "Liabilities for calculated costs" HRK 28,673 thous.) and
current part of items "Provisions" (Note 32; current part of item "Termination
benefits and jubilee awards" HRK 5,884 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 241,390 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 69,609 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 61,809 thous.), "Liabilities for
securities" (ADP 116; HRK 6,625 thous.), "Liabilities to employees" (ADP 117; HRK
19,187 thous.), "Taxes, contributions and similar liabilities" (ADP 118; HRK 6,130
thous.), "Liabilities arising from share in the result" (ADP 119; HRK 389 thous.),
"Other current liabilities" (ADP 121; HRK 10,706 thous.) and "Accrued expenses and
deferred income" (ADP 122; HRK 66,936 thous.). The total current amount of item
"Provisions" in Audited report (Note 32) is HRK 5,884 thous. and is presented in item
"Accrued expenses and deferred income" (ADP 122: HRK 5,884 thous.).
TOTAL LIABILITIES 6.879.583 6.879.583 0

Summary of adjustments of GFI-POD reclassified income statement and unconsolidated income of comprehensive income from Audited report for 2020 / GROUP in thousands of HRK

GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
AUDITED
REPORT
Note
Difference Explanation
125 675.611 675.611 0
126+127 5 642.479 642.479 0
128+129
+130
Part of 6+
part of 10
33.132 33.132 0 GFI-POD items "Revenues from use of own products, goods and services" (ADP 128; HRK
461 thous.) and "Other operating revenues (outside the Group)" (ADP 130; HRK 32,671
thous.) are in Audited report presented under items "Other income" (Note 6; "Income
from donations and other" HRK 12,255 thous., "Income from provision release" HRK
1,650 thous., "Reimbursed costs" HRK 2,055 thous., "Income from insurance and legal
claims" HRK 2,798 thous., "Income from own consumption" HRK 461 thous., "Collection of
receivables previously written-off" HRK 1,111 thous., "Other income" HRK 8,025 thous.),
and "Other gains/(losses) - net" (Note 10; "Net gains on sale of property, plant and
equipment" HRK 4,777 thous.).
Comment: The total amount of item "Other income" in Audited report (Note 6) is HRK
28,355 thous. and is presented in items "Revenues from use of own products, goods and
services, other operating revenues with undertakings in a Group and other operating
revenues (outside the Group)" (ADP 128, 129 and 130; HRK 28,355 thous.). The total
amount of item "Other gains/(losses) - net" in Audited report (Note 10) is HRK 4,777
thous. and is presented in item "Revenues from use of own products, goods and services,
other operating revenues with undertakings in a Group and other operating revenues
(outside the Group)" (ADP 128, 129 and 130, HRK 4,777 thous.).
131 1.070.376 1.070.376 0 Due to a different presentation, but for the purpose of comparability of GFI-POD
and Audited report it is necessary to jointly view GFI-POD items "Staff costs" (ADP
137; HRK 189,951 thous.), "Other expenditures" (ADP 142; HRK 89,098 thous.), "Value
adjustment" (ADP 143; HRK 1,510 thous.), "Provisions" (ADP 146; 28,714 thous.) and
"Other operating expenses" (ADP 153; HRK 10,015 thous.) in relation to items "Staff
costs" (Note 8; HRK 227,051 thous.) and "Other operating expenses" (Note 9; HRK
92,236 thous.) of Audited report.
133 7 254.644 254.644 0 GFI-POD item "Material costs" (ADP 133; HRK 254,644 thous.) is in Audited report
presented under item "Cost of materials and services" (Note 7 in comparable amount of
HRK 254,644 thous.).
137 Part of 8 189.951 189.951 0 GFI-POD item "Staff costs" (ADP 137; HRK 189,951 thous.) is in Audited report presented
under item "Staff costs" (Note 8; "Net salaries" HRK 122,043 thous., "Pension contributions"
HRK 36,138 thous., "Health insurance contributions" HRK 24,606 thous., "Other
(contributions and taxes)" HRK 7,163 thous.).
Comment: The total amount of item "Staff costs" in Audited report (Note 8) is HRK 227,051
thous. and is presented in "Staff costs" (ADP 137; HRK 189,951 thous.), "Other expenditures"
(ADP 142; HRK 23,509 thous.) and "Provisions" (ADP 146; HRK 13,592 thous.).
141 14+15+16+30 496.444 496.444 0
142 Part of 8+
part of 9
89.098 89.098 0 GFI-POD item "Other expenditures" (ADP 142; HRK 89,098 thous.) is in Audited report
presented under items "Staff costs" (Note 8; "Termination benefits" HRK 466 thous.,
"Other staff costs" HRK 23,044 thous.) and "Other operating expenses" (Note 9; "Municipal
charges, concessions and other" HRK 38,689 thous., "Professional services" HRK 14,452
thous., "Entertainment" HRK 2,199 thous. HRK, "Insurance premiums" HRK 7,043 thous.,
"Bank charges" HRK 880 thous., "Professional journals and other administrative costs"
2,325 thous.).
Comment: The total amount of item "Staff costs" in Audited report (Note 8) is HRK
227,051 thous. and is presented in "Staff costs" (ADP 137; HRK 189,951 thous.), "Other
expenditures" (ADP 142; HRK 23,509 thous.) and "Provisions" (ADP 146; HRK 13,592
thous.). The total amount of item "Other operating expenses" in Audited report (Note 9) is
HRK 92,236 thous. and is presented in items "Other expenditures" (ADP 142; HRK 65,588
thous.), "Value adjustment" (ADP 143; HRK1,510 thous.), "Provisions" (ADP 146; HRK
15,123 thous.) and "Other operating expenses" (ADP 153; HRK 10,015 thous.).

Summary of adjustments of GFI-POD reclassified income statement and unconsolidated income of comprehensive income from Audited report for 2020 / GROUP (continued)in thousands of HRK

GFI-POD AUDITED
REPORT
AUDITED
REPORT
GFI-POD INCOME STATEMENT for the period from
1 January 2020 to 31 December 2020
ADP code Note Reclassified
GFI-POD
Note Difference Explanation
V. Value adjustment 143 Part of 9 1.510 1.510 0 GFI-POD item "Value adjustment" (ADP 143; HRK 1,510 thous.) is in Audited report
presented under item "Other operating expenses" (Note 9; "Impairment of assets " in
comparable amount of HRK 1,510 thous.).
The total amount of item "Other operating expenses" in Audited report (Note 9) is HRK
92,236 thous. and is presented in items "Other expenditures" (ADP 142; HRK 65,588 thous.),
"Value adjustment" (ADP 143; HRK 1,510 thous.), "Provisions" (ADP 146; HRK 15,123 thous.)
and "Other operating expenses" (ADP 153; HRK 10,015 thous.).
VI. Provisions 146 Part of 8+
part of 9
28.714 28.714 0 GFI-POD item "Provisions" (ADP 146; HRK 28,714 thous.) is in Audited report presented
under items "Staff costs" (Note 8; "Provisions for termination benefits and jubilee awards"
HRK 13,591 thous.) and "Other operating expenses" (Note 9; "Provisions" HRK 9,623 thous.
and "Provisions for severance pay" HRK 5,500 thous.).
Comment: The total amount of item "Staff costs" in Audited report (Note 8) is HRK 227,051
thous. and is presented in "Staff costs" (ADP 137; HRK 189,951 thous.), "Other expenditures"
(ADP 142; HRK 23,509 thous.) and "Provisions" (ADP 146; HRK 13,592 thous.).
The total amount of item "Other operating expenses" in Audited report (Note 9) is HRK
92,236 thous. and is presented in items "Other expenditures" (ADP 142; HRK 65,588 thous.),
"Value adjustment" (ADP 143; HRK1,510 thous.), "Provisions" (ADP 146; HRK 15,123 thous.)
and "Other operating expenses" (ADP 153; HRK 10,015 thous.).
VII. Other operating expenses 153 Part of 9 10.015 10.015 0 GFI-POD item "Other operating expenses" (ADP 153; HRK 10,015 thous.) is in Audited report
presented under items "Other operating expenses" (Note 9; "Write-off of property, plant
and equipment" HRK 1,531 thous., "Other operating expenses" HRK 8,848 thous.).
The total amount of item "Other operating expenses" in Audited report (Note 9) is HRK
92,236 thous. and is presented in items "Other expenditures" (ADP 142; HRK 65,588 thous.),
"Value adjustment" (ADP 143; HRK 1,510 thous.), "Provisions" (ADP 146; HRK 15,123 thous.)
and "Other operating expenses" (ADP 153; HRK 10,015 thous.).
FINANCIAL INCOME 154 Part of 11 21.291 21.291 0 GFI-POD item "Financial income" (ADP 154; HRK 21,291 thous.) is in Audited report
presented under items "Financial income/(loss) - net" in part of financial income
(Note 11; "Interest income" HRK 514 thous., "Net foreign exchange gains/(losses) -
other" HRK 890 thous., "Realised net gains/(losses) from changes in value of forwards
and interest rate swaps" HRK 17,770 thous., "Income from cassa sconto" HRK 1,957
thous., and other financial income HRK 160 thous.).
Comment: The total amount of item "Finance income/(expense) - net" in Audited
report (Note 11) is HRK 104,641 thous. and is presented in items "Financial income"
(ADP 154; HRK 21,291 thous.) and "Financial costs" (ADP 165; HRK 125,932 thous.).
FINANCIAL COSTS 165 Part of 11 125.932 125.932 0 GFI-POD item "Financial costs" (ADP 165; HRK 125,932 thous.) is in Audited report
presented under item "Finance income/(expense) - net" in part of financial
expenses (Note 11; "Interest expense" HRK 66,170 thous., "Net foreign exchange
gains from financing activities" HRK 41,918 thous., and "Changes in fair value of
forwards and interest rate swaps" HRK 17,844 thous.).
Comment: The total amount of item "Finance income/(expense) - net" in Audited
report (Note 11) is HRK 104,641 thous. and is presented in items "Financial income"
(ADP 154; HRK 21,291 thous.) and "Financial costs" (ADP 165; HRK 125,932 thous.).
SHARE OF LOSS FROM JOINT VENTURES
(ADP 175)
175 18 1.644 1.644 0 GFI-POD item "Share of loss from joint ventures" (ADP 175; HRK 1,644 thous.) is in
Audited report presented in comparable amount of HRK 1,644 thous.
TOTAL INCOME (ADP 125+154) 177 696.902 696.902 0
TOTAL COSTS (ADP 131+165) 178 1.197.952 1.197.952 0
PROFIT OR LOSS BEFORE TAX (ADP 177-178) 179 -501.050 -501.050 0
INCOME TAX EXPENSE 182 -142.243 -142.243 0
PROFIT OR LOSS FOR THE PERIOD (ADP 179-182) 184 -358.806 -358.806 0

Summary of adjustments of GFI-POD reclassified balance sheet and balance sheet from Audited Report for 2019 GROUP in thousands of HRK

GFI-POD BALANCE SHEET GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
as at 31 December 2019 ADP code Note GFI-POD Note Difference Explanation
NON-CURRENT ASSETS (ADP 003+010+020+036) 002 14+15+16+17+
part of 18b+
20+ part of 21+
25+ part of 30
5.856.396 5.856.396 0
I. Intangible assets 003 16 56.189 56.189 0
II. Tangible assets 010 14+15+30 5.558.203 5.558.203 0 GFI-POD item "Tangible assets" (ADP 010; HRK 5,558,203 thous.) is in Audited report
presented under items "Property, plant and equipment" (Note 14 in comparable amount of
HRK 5,536,230 thous.), "Investment property" (Note 15 in comparable amount of HRK 6,449
thous.), and "Right-of-use assets" (Note 30 in comparable amount of HRK 15,524 thous.).
III. Non-current financial assets 020 Part of 18b+
20+ part of
21
48.172 48.172 0 GFI-POD item "Financial assets" (ADP 020; HRK 48,172 thous.) is in Audited report
presented under items "Investment in associated entity" (Note 18b in comparable
amount of HRK 47,668 thous.), Financial assets" (Note 20 in comparable amount of
HRK 391 thous.) and in the non-current part of item "Loans and deposits" (Note 21 in
comparable amount of HRK 113 thous.).
IV. Trade receivables 031 Part of 23 0 0 0
V. Deferred tax assets 036 25 193.832 193.832 0
CURRENT ASSETS (ADP 038+046+053+063) 037 Part of 21+
22+ part of
23+ part of
24+ 26
618.568 618.568 0 Due to a different presentation, but for the purpose of comparability of GFI-POD and
Audited report it is necessary to jointly view GFI-POD items "Current assets" (ADP 037;
HRK 618,568 thous.) and "Prepayments and accrued income" (ADP 064; HRK 20,339
thous.) in relation to item "Current assets" of Audited report (HRK 638,907 thous.).
I. Inventories 038 22 25.825 25.825 0
II. Receivables 046 Part of 23 41.772 41.772 0 GFI-POD item "Receivables" (ADP 046; HRK 41,772 thous.) is in Audited report presented under
items "Trade and other receivables" (Note 23; "Trade receivables – net" HRK 20,858 thous., "VAT
receivable" HRK 13,000 thous., "Advances to suppliers" HRK 1,136 thous., "Receivables from
employees" HRK 936 thous., "Receivables from state institutions" HRK 1,119 thous., "Other
receivables" HRK 465 thous.) and "Income tax receivable" HRK 4,258 thous.).
Comment: The total amount of item "Trade and other receivables" in Audited report
(Note 23) is HRK 57,852 thous. and is presented in items "Receivables" (ADP 046; HRK
37,514 thous.) and "Prepayments and accrued income" (ADP 064; HRK 20,339 thous.).
III. Current financial assets 053 Part of 21+
part of 24
828 828 0 GFI-POD item "Financial assets" (ADP 053; HRK 828 thous.) is in Audited report presented
under item "Loans and deposits" - current part (Note 21 in comparable amount of
HRK 688 thous.), and "Financial assets" (Note 24 "Derivative financial instruments" in
comparable amount of HRK 140 thous.)
IV. Cash and cash equivalents 063 26 550.143 550.143 0 GFI-POD item "Cash and cash equivalents" (ADP 063; HRK 550,143 thous.) is in Audited
report presented under item "Cash and cash equivalents" (Note 26 in comparable
amount of HRK 550,143 thous.).
PREPAYMENTS AND ACCRUED INCOME 064 Part of 23 20.339 20.339 0 GFI-POD item "Prepayments and accrued income" (ADP 065; HRK 20,339 thous.) is
in Audited report presented under items "Trade and other receivables" (Note 23;
"Accrued income" HRK 3,222 thous., "Interest receivables" HRK 24 thous., "Prepaid
expenses" HRK 17,093 thous.).
Comment: The total amount of item "Trade and other receivables" in Audited report
(Note 23) is HRK 57,852 thous. and is presented in items "Receivables" (ADP 046; HRK
37,514 thous.) and "Prepayments and accrued income" (ADP 064; HRK 20,339 thous.).
TOTAL ASSETS 6.495.303 6.495.303 0

Summary of adjustments of GFI-POD reclassified balance sheet and balance sheet from Audited Report for 2019

AUDITED AUDITED
GFI-POD BALANCE SHEET GFI-POD REPORT Reclassified REPORT
as at 31 December 2019 ADP code Note GFI-POD Note Difference Explanation
CAPITAL AND RESERVES 067 27+28 3.219.070 3.219.070 0 GFI-POD item "Capital and reserves" (ADP 067; HRK 3,219,070 thous.) is in Audited
report presented under item "Share capital" (Notes 27 and 28 in comparable
amount of HRK 3,219,070 thous.).
PROVISIONS 088 Part of 32 +
part of 31
125.530 125.530 0 GFI-POD item "Provisions" (ADP 088; HRK 125,530 thous.) is in Audited report
presented under non-current liabilities in item "Provisions" (Note 32 in comparable
amount of HRK 66,858 thous.) and non-current liabilities under item "Concession
fee" (Note 31 in comparable amount of HRK 58,672 thous).
NON-CURRENT LIABILITIES
(ADP 101+105+106)
095 Part of 24+25+
part of 29+ part
of 30+ part of
31+ part of 39
2.546.867 2.546.867 0 Due to a different presentation, but for the purpose of comparability of GFI-POD and
Audited report it is necessary to jointly view GFI-POD items "Non-current liabilities"
(ADP 095; HRK 2,546,867 thous.) and "Provisions" (ADP 088; HRK 125,530 thous.) in
relation to item "Non-current liabilities" of Audited report (HRK 2,672,396 thous.).
I. Liabilities to banks and other financial
institutions
101+100 Part of 29 2.446.315 2.446.315 0 GFI-POD item "Liabilities to banks and other financial institutions" (ADP 101; HRK
2,443,663 thous.) and "Liabilities for loans, deposits etc. of undertakings in a Group" (ADP
100; HRK 2,652 thous.) is in Audited report presented under non-current part of item
"Borrowings" (Note 29 in comparable amount of HRK 2,446,315 thous.).
II. Other non-current liabilities 105 Part of 24+
part of 30 +
part of 39
37.506 37.506 0 GFI-POD item "Other non-current liabilities" (ADP 105; HRK 37,506 thous.) is in Audited
report presented under non-current part of item "Derivative financial instruments" (Note
24 in comparable amount of 11,023 thous.), "Lease liabilities" (Note 30 in comparable
amount of HRK 8,189 thous.) and Note 39 in comparable amount of HRK 18,294 thous.
Comment: The total amount of item "Derivative financial instruments" in Audited report
(Note 24) is 17,048 thous. and is presented in items "Other non-current liabilities" (ADP
105; HRK 11,023 thous.) and "Other current liabilities" (ADP 121; HRK 6,025 thous.).
III. Deferred tax liabilities 106 25 63.046 63.046 0
IV. Trade payables 103 Part of 31 0 0 0
CURRENT LIABILITIES
(ADP 108+113+114+115+117+118+119+121)
107 Part of
24+29+
part of 30+
part of 31
526.342 526.342 0 Due to a different presentation, but for the purpose of comparability of GFI-POD
and Audited report it is necessary to jointly view GFI-POD items "Current liabilities"
(ADP 107; HRK 526,342 thous.) and "Accrued expenses and deferred income" (ADP
122; HRK 77,495 thous.) in relation to item "Current liabilities" of Audited report
(HRK 603,836 thous.).
I. Liabilities to banks and other financial institu
tions
113+112 Part of 29 288.017 288.017 0 GFI-POD items "Liabilities to banks and other financial institutions" (ADP 113; HRK
285,262 thous.) and "Liabilities for loans, deposits and other" (ADP 112; HRK 2,755 thous.)
are in Audited report presented under current part of item "Borrowings" (Note 29; "Bank
borrowings" in comparable amount of HRK 288,017 thous.).
II. Amounts payable for prepayment 114 Part of 31 38.364 38.364 0 GFI-POD item "Amounts payable for prepayment" (ADP 114; HRK 38,364 thous.) is in
Audited report presented under current part of item "Trade and other payables" (Note
31; "Advances received" in comparable amount of HRK 38,364 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 284,708 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 38,364 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 145,746 thous.), "Liabilities to
employees" (ADP 117; HRK 29,133 thous.), "Taxes, contributions and similar liabilities"
(ADP 118; HRK 12,306 thous.), "Liabilities arising from share in the result" (ADP 119; HRK
389 thous.), "Other current liabilities" (ADP 121; HRK 2,542 thous.) and "Accrued expenses
and deferred income" (ADP 122; HRK ,56,228 thous.).

Summary of adjustments of GFI-POD reclassified balance sheet and balance sheet from Audited Report for 2019

GFI-POD BALANCE SHEET GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
as at 31 December 2019 ADP code Note GFI-POD Note Difference Explanation
III. Trade payables and liabilities to undertakings
in a Group
108 and
115
Part of 31 145.746 145.746 0 GFI-POD items "Liabilities to undertakings in a Group" (ADP 108; HRK 24 thous.) and
"Trade payables" (ADP 115; HRK 145,722 thous.) is in Audited report presented under
current part of item "Trade and other payables" (Note 31; "Trade payables" HRK 145,728
thous., "Trade payables – related parties" HRK 18 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 284,708 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 38,364 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 145,746 thous.), "Liabilities to
employees" (ADP 117; HRK 29,133 thous.), "Taxes, contributions and similar liabilities"
(ADP 118; HRK 12,306 thous.), "Liabilities arising from share in the result" (ADP 119; HRK
389 thous.), "Other current liabilities" (ADP 121; HRK 2,542 thous.) and "Accrued expenses
and deferred income" (ADP 122; HRK 56,228 thous.).
IV. Liabilities to employees 117 Part of 31 29.133 29.133 0 GFI-POD items "Liabilities to employees" (ADP 117; HRK 29,133 thous.) is in Audited report
presented under current part of item "Trade and other payables" (Note 31; "Liabilities to
employees" in comparable amount HRK 29,133 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 284,708 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 38,364 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 145,746 thous.), "Liabilities to
employees" (ADP 117; HRK 29,133 thous.), "Taxes, contributions and similar liabilities"
(ADP 118; HRK 12,306 thous.), "Liabilities arising from share in the result" (ADP 119; HRK
389 thous.), "Other current liabilities" (ADP 121; HRK 2,542 thous.) and "Accrued expenses
and deferred income" (ADP 122; HRK 56,228 thous.).
V. Taxes, contributions and similar liabilities 118 Part of 31 12.309 12.309 0 GFI-POD item "Taxes, contributions and similar liabilities" (ADP 118; HRK 12,309 thous.) is
in Audited report presented under current part of item "Trade and other payables" (Note
31; "Liabilities for taxes and contributions and similar charges" in comparable amount of
HRK 12,306 thous.) and "Income tax liability" (in the comparable amount of HRK 3 thous.)
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 284,708 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 38,364 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 145,746 thous.), "Liabilities to
employees" (ADP 117; HRK 29,133 thous.), "Taxes, contributions and similar liabilities"
(ADP 118; HRK 12,306 thous.), "Liabilities arising from share in the result" (ADP 119; HRK
389 thous.), "Other current liabilities" (ADP 121; HRK 2,542 thous.) and "Accrued expenses
and deferred income" (ADP 122; HRK 56,228 thous.).
VI. Liabilities arising from share in the result and
other current liabilities
119 and
121
Part of 24+
part of 30+
part of 31
12.773 12.773 0 GFI-POD item "Liabilities arising from share in the result" (ADP 119; HRK 389 thous.) and
"Other current liabilities" (ADP 121; HRK 12,383 thous.) is in Audited report presented
under current part of items "Trade and other payables" (Note 31; "Liabilities for
dividend" HRK 389 thous., "Other liabilities" HRK 2,542 thous.), current amount of "Lease
liabilities" (Note 30 in comparable amount of HRK 3,817 thous.) and "Derivative financial
instruments" (Note 24 in comparable amount of HRK 6,025 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 284,708 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 38,364 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 145,746 thous.), "Liabilities to
employees" (ADP 117; HRK 29,133 thous.), "Taxes, contributions and similar liabilities"
(ADP 118; HRK 12,306 thous.), "Liabilities arising from share in the result" (ADP 119; HRK
389 thous.), "Other current liabilities" (ADP 121; HRK 2,542 thous.) and "Accrued expenses
and deferred income" (ADP 122; HRK 56,228 thous.). The total current amount of item
"Derivative financial instruments" in Audited report (Note 24) is 6,025 thous. and is
presented in items "Other current liabilities" (ADP 121; HRK 6,025 thous.).

Summary of adjustments of GFI-POD reclassified balance sheet and balance sheet from Audited Report for 2019

GFI-POD BALANCE SHEET
as at 31 December 2019
GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
AUDITED
REPORT
Note
Difference Explanation
ACCRUED EXPENSES AND DEFERRED INCOME 122 Part of 31+
part of 32
77.495 77.495 0 GFI-POD item "Accrued expenses and deferred income" (ADP 122; HRK 77,495
thous.) is in Audited report presented under items "Trade and other payables"
(Note 31; "Interest payable" HRK 2,513 thous., current part of item "Concession fees
payable" HRK 2,982 thous., "Liabilities for calculated vacation and redistribution
hours" HRK 23,284 thous., "Accrued VAT liabilities in unrealized income" HRK 383
thous., "Liabilities for calculated costs" HRK 27,066 thous.) and current part of
items "Provisions" (Note 32; current part of item "Termination benefits and jubilee
awards" HRK 1,425 thous. and "Bonuses" HRK 19,842 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 284,708 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 38,364 thous.), "Trade payables and liabilities
to undertakings in a Group" (ADP 108 and 115; HRK 145,746 thous.), "Liabilities
to employees" (ADP 117; HRK 29,133 thous.), "Taxes, contributions and similar
liabilities" (ADP 118; HRK 12,306 thous.), "Liabilities arising from share in the result"
(ADP 119; HRK 389 thous.), "Other current liabilities" (ADP 121; HRK 2,542 thous.)
and "Accrued expenses and deferred income" (ADP 122; HRK 56,228 thous.). The
total current amount of item "Provisions" in Audited report (Note 32) is HRK 21,267
thous. and is presented in item "Accrued expenses and deferred income" (ADP 122:
HRK 21,267 thous.).
TOTAL LIABILITIES 6.495.303 6.495.303 0

Summary of adjustments of GFI-POD reclassified income statement and unconsolidated income of comprehensive income from Audited report for 2019 / GROUP in thousands of HRK

GFI-POD INCOME STATEMENT for the period from
1 January 2019 to 31 December 2019
GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
AUDITED
REPORT
Note
Difference Explanation
OPERATING INCOME
(ADP 125+126+127+128+129+130)
125 2.207.679 2.207.679 0
I. Revenues from sales with undertakings in a
Group and sales revenues (outside the Group)
126+127 5 2.139.320 2.139.320 0
II. Revenues from use of own products, goods
and services, other operating revenues with
undertakings in a Group and other operating
revenues (outside the Group)
128+129
+130
Part of 6+
part of 10
68.359 68.359 0 GFI-POD items "Revenues from use of own products, goods and services" (ADP 128; HRK
510 thous.) and "Other operating revenues (outside the Group)" (ADP 130; HRK 67,849
thous.) are in Audited report presented under items "Other income" (Note 6; "Income
from donations and other" HRK 3,519 thous., "Income from provision release" HRK
4,527 thous., "Reimbursed costs" HRK 2,197 thous., "Income from insurance and legal
claims" HRK 3,494 thous., "Income from own consumption" HRK 510 thous., "Collection
of receivables previously written-off" HRK 656 thous., "Other income" HRK 10,701 thous.),
and "Other gains/(losses) - net" (Note 10; "Net gains on sale of property, plant and
equipment" HRK 42,755 thous.).
Comment: The total amount of item "Other income" in Audited report (Note 6) is HRK
25,603 thous. and is presented in items "Revenues from use of own products, goods and
services, other operating revenues with undertakings in a Group and other operating
revenues (outside the Group)" (ADP 128, 129 and 130; HRK 25,603 thous.). The total
amount of item "Other gains/(losses) - net" in Audited report (Note 10) is 42,755 thous.
and is presented in item "Revenues from use of own products, goods and services, other
operating revenues with undertakings in a Group and other operating revenues (outside
the Group)" (ADP 128, 129 and 130, HRK 42,755 thous.).
OPERATING EXPENSES
(ADP 133+137+141+142+143+146+153)
131 1.913.824 1.913.824 0 Due to a different presentation, but for the purpose of comparability of GFI-POD
and Audited report it is necessary to jointly view GFI-POD items "Staff costs" (ADP
137; HRK 583,409 thous.), "Other expenditures" (ADP 142; HRK 197,392 thous.), "Value
adjustment" (ADP 143; HRK 588 thous.), "Provisions" (ADP 146; 8,828 thous.) and "Other
operating expenses" (ADP 153; HRK 39,845 thous.) in relation to items "Staff costs"
(Note 8; HRK 681,902 thous.) and "Other operating expenses" (Note 9; HRK 148,161
thous.) ) of Audited report.
I. Material costs 133 7 609.248 609.248 0 GFI-POD item "Material costs" (ADP 133; HRK 609,248 thous.) is in Audited report
presented under item "Cost of materials and services" (Note 7 in comparable amount of
HRK 609,248 thous.).
II. Staff costs 137 Part of 8 583.409 583.409 0 GFI-POD item "Staff costs" (ADP 137; HRK 583,409 thous.) is in Audited report
presented under item "Staff costs" (Note 8; "Net salaries" HRK 363,402 thous., "Pension
contributions" HRK 106,620 thous., "Health insurance contributions" HRK 77,657 thous.,
"Other (contributions and taxes)" HRK 35,731 thous.).
Comment: The total amount of item "Staff costs" in Audited report (Note 8) is HRK
681,902 thous. and is presented in "Staff costs" (ADP 137; HRK 583,409 thous.), "Other
expenditures" (ADP 142; HRK 93,601 thous.) and "Provisions" (ADP 146; HRK 4,890 thous.).
III. Depreciation and amortisation 141 14+15+16+30 474.514 474.514 0

Summary of adjustments of GFI-POD reclassified income statement and unconsolidated income of comprehensive income from Audited report for 2019 / GROUP (continued)in thousands of HRK

GFI-POD INCOME STATEMENT for the period from GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
1 January 2019 to 31 December 2019 ADP code Note GFI-POD Note Difference Explanation
IV. Other expenditures 142 Part of 8+
part of 9
197.392 197.392 0 GFI-POD item "Other expenditures" (ADP 142; HRK 197,392 thous.) is in Audited report
presented under items "Staff costs" (Note 8; "Termination benefits" HRK 1,063 thous.,
"Other staff costs" HRK 92,538 thous.) and "Other operating expenses" (Note 9; "Municipal
charges, concessions and other" HRK 60,374 thous., "Professional services" HRK 22,636
thous., "Entertainment" HRK 8,246 thous. HRK, "Insurance premiums" HRK 7,169 thous.,
"Bank charges" HRK 3,102 thous., "Subscription to magazines and other administrative
expenses" HRK 2,263 thous.).
Comment: The total amount of item "Staff costs" in Audited report (Note 8) is HRK
681,902 thous. and is presented in "Staff costs" (ADP 137; HRK 583,409 thous.), "Other
expenditures" (ADP 142; HRK 93,601 thous.) and "Provisions" (ADP 146; HRK 4,890 thous.).
The total amount of item "Other operating expenses" in Audited report (Note 9) is HRK
V. Value adjustment 143 Part of 9 588 588 0 148,161 thous. and is presented in items "Other expenditures" (ADP 142; HRK 103,790
thous.), "Value adjustment" (ADP 143; HRK 588 thous.), "Provisions" (ADP 146; HRK 3,938
thous.) and "Other operating expenses" (ADP 153; HRK 39,845 thous.).
GFI-POD item "Value adjustment" (ADP 143; HRK 588 thous.) is in Audited report
presented under item "Other operating expenses" (Note 9; "Impairment of assets " in
comparable amount of HRK 588 thous.).
Comment: The total amount of item "Other operating expenses" in Audited report (Note
9) is HRK 148,161 thous. and is presented in items "Other expenditures" (ADP 142; HRK
103,790 thous.), "Value adjustment" (ADP 143; HRK 588 thous.), "Provisions" (ADP 146;
HRK 3,938 thous.) and "Other operating expenses" (ADP 153; HRK 39,845 thous.).
VI. Provisions 146 Part of 8+
part of 9
8.828 8.828 0 GFI-POD item "Provisions" (ADP 146; HRK 8,828 thous.) is in Audited report presented
under items "Staff costs" (Note 8; "Provisions for termination benefits and jubilee awards"
HRK 4,890 thous.) and "Other operating expenses" (Note 9; "Provisions" HRK 3,938
thous.).
Comment: The total amount of item "Staff costs" in Audited report (Note 8) is HRK
681,902 thous. and is presented in "Staff costs" (ADP 137; HRK 583,409 thous.), "Other
expenditures" (ADP 142; HRK 93,601 thous.) and "Provisions" (ADP 146; HRK 4,890 thous.).
The total amount of item "Other operating expenses" in Audited report (Note 9) is HRK
148,161 thous. and is presented in items "Other expenditures" (ADP 142; HRK 103,790
thous.), "Value adjustment" (ADP 143; HRK 588 thous.), "Provisions" (ADP 146; HRK 3,938
thous.) and "Other operating expenses" (ADP 153; HRK 39,845 thous.).
VII. Other operating expenses 153 Part of 9 39.845 39.845 0 GFI-POD item "Other operating expenses" (ADP 153; HRK 39,845 thous.) is in Audited
report presented under items "Other operating expenses" (Note 9; "Write-off of property,
plant and equipment" HRK 31,971 thous., "Other operating expenses" HRK 7,874 thous.).
Comment: The total amount of item "Other operating expenses" in Audited report (Note
9) is HRK 148,161 thous. and is presented in items "Other expenditures" (ADP 142; HRK
103,790 thous.), "Value adjustment" (ADP 143; HRK 588 thous.), "Provisions" (ADP 146;
HRK 3,938 thous.) and "Other operating expenses" (ADP 153; HRK 39,845 thous.).

Summary of adjustments of GFI-POD reclassified income statement and unconsolidated income of comprehensive income from Audited report for 2019 / GROUP (continued)in thousands of HRK

GFI-POD INCOME STATEMENT for the period from GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
1 January 2019 to 31 December 2019 ADP code Note GFI-POD Note Difference Explanation
FINANCIAL INCOME 154 Part of 11 10.673 10.673 0 GFI-POD item "Financial income" (ADP 154; HRK 10,673 thous.) is in Audited report
presented under items "Financial income/(loss) - net" in part of financial income
(Note 11; "Interest income" HRK 342 thous., "Net foreign exchange gains/(losses)
- other" HRK 4,099 thous., "Realised net gains/(losses) from changes in value of
forwards and interest rate swaps" HRK 1,359 thous., "Net gains from financial
assets sold" HRK 1,438 thous., "Income from cassa sconto" HRK 3,007 thous.,
"Dividend income" HRK 116 thous., and other financial income HRK 312 thous.).
Comment: The total amount of item "Finance income/(expense) - net" in Audited
report (Note 11) is HRK 61,858 thous. and is presented in items "Financial income"
(ADP 154; HRK 10,673 thous.) and "Financial costs" (ADP 165; HRK 72,531 thous.).
FINANCIAL COSTS 165 Part of 11 72.531 72.531 0 GFI-POD item "Financial costs" (ADP 165; HRK 72,531 thous.) is in Audited report
presented under item "Finance income/(expense) - net" in part of financial
expenses (Note 11; "Interest expense" HRK 56,868 thous., "Net foreign exchange
gains from financing activities" HRK 4,869 thous., "Changes in fair value of forwards
and interest rate swaps" HRK 10,651 thous. and "Change of value of financial
assets" HRK 143 thous.).
Comment: The total amount of item "Finance income/(expense) - net" in Audited
report (Note 11) is HRK 61,858 thous. and is presented in items "Financial income"
(ADP 154; HRK 10,673 thous.) and "Financial costs" (ADP 165; HRK 72,531 thous.).
SHARE OF LOSS FROM JOINT VENTURES
(ADP 173)
173 18b 476 476 0 GFI-POD item "Share of loss from joint ventures" (ADP 173; HRK 476 thous.) is in
Audited report presented in comparable amount of HRK 476 thous.
TOTAL INCOME (ADP 125+154) 177 2.218.828 2.218.828 0
TOTAL COSTS (ADP 131+165) 178 1.986.356 1.986.356 0
PROFIT OR LOSS BEFORE TAX (ADP 177-178) 179 232.472 232.472 0
INCOME TAX EXPENSE 182 -73.380 -73.380 0
PROFIT OR LOSS FOR THE PERIOD (ADP 179-182) 184 305.852 305.852 0

Summary of adjustments of GFI-POD cash flow statement and unconsolidated cash flow statement from Audited report for 2020 / GROUP in thousands of HRK

GFI-POD CASH FLOW STATEMENT for the period
from 1 January 2020 to 31 December 2020
GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
Audited
report
Difference Explanation
A) NET CASH FLOW FROM OPERATING
ACTIVITIES
020 -37.477 -37.477 0 GFI-POD item "Net cash flow from operating activities" (ADP 020; HRK -37,477
thous.) is in Audited report presented in items "Net cash inflow from operating
activities" in comparable amount of HRK -3,186 thous. and item "Interest paid" (Net
cash inflow from financing activities) in the amount of HRK -34,291 thous.
B) NET INCREASE OF CASH FLOW FROM
INVESTMENT ACTIVITIES
034 -585.950 -585.950 0 GFI-POD item "Net cash outflow from investment activities" (ADP 034; HRK -585,950
thous.) is in Audited report presented in item "Net cash outflow from investment
activities" in comparable amount of HRK -585,950 thous.
C) NET CASH FLOW FROM FINANCIAL ACTIVITIES 046 739.217 739.217 0 GFI-POD item "Net cash flow from financing activities" (ADP 046; HRK 739,217
thous.) is in Audited report presented in item "Net cash inflow from financing
activities" in comparable amount of HRK 704,926 thous. increased for the item
"Interest paid" in the amount of HRK 34,291 thous.
D) NET INCREASE OR DECREASE OF CASH FLOW
(ADP 020+034+046)
048 115.790 115.790 0
E) CASH AND CASH EQUIVALENTS AT THE
BEGINNING OF THE PERIOD
049 550.143 550.143 0
F) CASH AND CASH EQUIVALENTS AT THE END
OF THE PERIOD (ADP 048+049)
050 665.933 665.933 0

Summary of adjustments of GFI-POD cash flow statement and unconsolidated cash flow statement from Audited report for 2019 / GROUP in thousands of HRK

GFI-POD CASH FLOW STATEMENT for the period
from 1 January 2019 to 31 December 2019
GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
Audited
report
Difference Explanation
A) NET CASH FLOW FROM OPERATING
ACTIVITIES
020 784.914 784.914 0 GFI-POD item "Net cash flow from operating activities" (ADP 020; HRK 784,914
thous.) is in Audited report presented in items "Net cash inflow from operating
activities" in comparable amount of HRK 842,067 thous. and item "Interest paid"
(Net cash inflow from financing activities) in the amount of HRK -57,153 thous.
B) NET INCREASE OF CASH FLOW FROM
INVESTMENT ACTIVITIES
034 -943.427 -943.427 0 GFI-POD item "Net cash outflow from investment activities" (ADP 034; HRK -943,427
thous.) is in Audited report presented in item "Net cash outflow from investment
activities" in comparable amount of HRK -943,427 thous.
C) NET CASH FLOW FROM FINANCIAL ACTIVITIES 046 446.814 446.814 0 GFI-POD item "Net cash flow from financing activities" (ADP 046; HRK 446,814
thous.) is in Audited report presented in item "Net cash inflow from financing
activities" in comparable amount of HRK 389,661 thous. increased for the item
"Interest paid" in the amount of HRK 57,153 thous.
D) NET INCREASE OR DECREASE OF CASH FLOW
(ADP 020+034+046)
048 288.301 288.301 0
E) CASH AND CASH EQUIVALENTS AT THE
BEGINNING OF THE PERIOD
049 261.842 261.842 0
F) CASH AND CASH EQUIVALENTS AT THE END
OF THE PERIOD (ADP 048+049)
050 550.143 550.143 0

Summary of adjustments of GFI-POD statement of changes in equity and unconsolidated statement of changes in shareholder's equity from Audited report for 2020 / GROUP in thousands of HRK

GFI-POD STATEMENT OF CHANGES IN EQUITY
for the period from 1 January 2020 to 31
December 2020
GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
Audited
report
Difference Explanation
CAPITAL AND RESERVES
(ADP 068 to 070+076+077+081+084+087)
067 27+28 2.863.857 2.863.857 0 GFI-POD item "Capital and reserves" (ADP 067; HRK 2,863,857 thous.) is in Audited
report presented in items "Share capital" (Note 27 in comparable amount of HRK
1,672,021 thous.), "Treasury shares" (Note 27 comparable amount of HRK -124,418
thous.), "Capital reserves" (Note 28 in comparable amount of HRK 5,224 thous.),
"Fair value reserves" (Note 28 in comparable amount of HRK 1 thous.), "Legal
reserves" (Note 28 in comparable amount of HRK 83,601 thous.), "Other reserves"
(Note 28 in comparable amount of HRK 161,993 thous.) "Retained earnings" (Note
28 in comparable amount of HRK 363,625 thous.) and "Non-controlling interest"
(Note 33 in comparable amount of HRK 701,810 thous.). Comment: To be fully
compliant, the following items should be viewed as follows: the "Other reserves"
item of Audited report (Note 28; HRK 161,993 thous.) matches the GFI POD item
"Reserves for own shares" (ADP 072; HRK 136,815 thous.) and part of GFI POD
item "Retained earnings" (ADP 081; HRK 22,846 thous.) and GFI POD items "Other
reserves" (ADP 075 HRK 2,332 thous.). The "Retained earnings" item of Audited
report (Note 28; HRK 363,626 thous.) matches the sum of GFI POD items "Profit for
the financial year" (ADP 084; HRK -329,594 thous.) and part of "Retained earnings"
(ADP 081; HRK 693,220 thous.).

Summary of adjustments of GFI-POD statement of changes in equity and unconsolidated statement of changes in shareholder's equity from Audited report for 2019 / GROUP in thousands of HRK

GFI-POD STATEMENT OF CHANGES IN EQUITY
for the period from 1 January 2019 to 31
December 2019
GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
Audited
report
Difference Explanation
CAPITAL AND RESERVES
(ADP 068 to 070+076+077+081+084+087)
067 27+28 3.219.070 3.219.070 0 GFI-POD item "Capital and reserves" (ADP 067; HRK 3,219,070 thous.) is in Audited
report presented in items "Share capital" (Note 27 in comparable amount of HRK
1,672,021 thous.), "Treasury shares" (Note 27 comparable amount of HRK -124,418
thous.), "Capital reserves" (Note 28 in comparable amount of HRK 5,224 thous.),
"Fair value reserves" (Note 28 in comparable amount of HRK 61thous.), "Legal
reserves" (Note 28 in comparable amount of HRK 83,601 thous.), "Other reserves"
(Note 28 in comparable amount of HRK 160,851 thous.) "Retained earnings" (Note
28 in comparable amount of HRK 690,708 thous.) and "Non-controlling interest"
(Note 33 in comparable amount of HRK 731,022 thous.). Comment: To be fully
compliant, the following items should be viewed as follows: the "Other reserves"
item of Audited report (Note 28; HRK 160,851 thous.) matches the GFI POD item
"Reserves for own shares" (ADP 072; HRK 136,815 thous.) and part of GFI POD item
"Retained earnings" (ADP 081; HRK 24,036 thous.). The "Retained earnings" item of
Audited report (Note 28; HRK 690,708 thous.) matches the sum of GFI POD items
"Profit for the financial year" (ADP 084; HRK 284,536 thous.) and part of "Retained
earnings" (ADP 081; HRK 406,172 thous.).

Reporting period: from 01.01.2020 to 31.12.2020

Annual financial statement

Registration number (MB): 3474771 Issuer's home Member State code HR
Entity's registration number (MBS): 040020883
Personal identification number (OIB): 36201212847 LEI 529900DUWS1DGNEK4C68
Institution code: 30577
Name of the issuer: Valamar Riviera d.d.
Postcode and town: 52440 Poreč
Street and house number: Stancija Kaligari 1
E-mail address: [email protected]
Web address: www.valamar-riviera.com
Number of employees
(end of the reporting period):
2121
Consolidated report: KN (KN-non consolidated/KD-consolidated)
Audited: RD (RN-non audited/RD-audited)
Names of subsidiaries
(according to IFRS):
MB:
Bookkeeping firm: No
Contact person: Sopta Anka
(only name and surname of the contact person)
Telephone: 052 408 188
E-mail address: [email protected]
Audit firm: Ernst & Young d.o.o.
(name of the audit firm)
Certified auditor: Berislav Horvat
(name and surname)

L.S. (authorized representative's signature)

BALANCE SHEET (as at 31.12.2020)

Submitter: Valamar Riviera d.d. in HRK
Item ADP
code
Last day of the
preceding business
year
At the reporting
date of the current
period
1 2 3 4
A) RECEIVABLES FOR SUBSCRIBED CAPITAL UNPAID 001
B) FIXED ASSETS (ADP 003+010+020+031+036) 002 5.186.667.284 5.324.136.157
I. INTANGIBLE ASSETS (ADP 004 to 009) 003 54.104.271 42.275.329
1 Research and Development 004
2 Concessions, patents, licences, trademarks, software and other rights 005 46.920.962 35.550.820
3 Goodwill 006 6.567.609 6.567.609
4 Advance payments for purchase of intangible assets 007
5 Intangible assets in preparation 008 615.700 156.900
6 Other intangible assets 009
II. TANGIBLE ASSETS (ADP 011 to 019) 010 4.247.236.790 4.292.520.443
1 Land 011 630.175.338 629.012.020
2 Buildings 012 2.765.966.791 2.722.066.344
3 Plants and equipment 013 441.226.355 409.245.659
4 Tools, working inventory and transportation assets 014 112.390.110 91.158.729
5 Biological asset 015
6 Advance payments for purchase of tangible assets 016 1.957.700 159.973
7 Tangible assets in preparation 017 217.024.655 366.577.576
8 Other tangible assets 018 72.046.375 70.357.714
9 Investments property 019 6.449.466 3.942.428
III. FIXED FINANCIAL ASSETS (ADP 021 to 030) 020 774.968.081 774.869.872
1 Investments in holdings (shares) of undertakings within the group 021 727.328.038 727.328.038
2 Investments in other securities of undertakings within the group 022
3 Loans, deposits etc given to undertakings in a Group 023
4 Investments in holdings (shares) of companies linked by virtue of participating interest 024 47.191.530 47.191.530
5 Investment in other securities of companies linked by virtue of participating interest 025
6 Loans, deposits etc. given to companies linked by virtue of participating interest 026
7 Investments in securities 027 195.175 121.271
8 Loans, deposits, etc. given 028 113.338 89.033
9 Other investments accounted for using the equity method 029
10 Other fixed financial assets 030 140.000 140.000
IV. RECEIVABLES (ADP 032 to 035) 031
1 Receivables from undertakings within the group 032
2 Receivables from companies linked by virtue of participating interests 033
3 Customer receivables 034
4 Other receivables 035
V. DEFERRED TAX ASSETS 036 110.358.142 214.470.513
C) CURENT ASSETS (ADP 038+046+053+063) 037 299.370.071 583.232.857
IV. RECEIVABLES (ADP 032 to 035) 031
1 Receivables from undertakings within the group 032
2 Receivables from companies linked by virtue of participating interests 033
3 Customer receivables 034
4 Other receivables 035
V. DEFERRED TAX ASSETS 036 110.358.142 214.470.513
C) CURENT ASSETS (ADP 038+046+053+063) 037 299.370.071 583.232.857
I. INVENTORIES (ADP 039 to 045) 038 22.384.906 27.296.274
1 Raw materials 039 22.202.305 26.356.791
2 Work in progress 040
3 Finished goods 041
4 Merchandise 042 182.601 939.483
5 Advance payments for inventories 043
6 Fixed assets held for sale 044
7 Biological asset 045
II. RECEIVABLES (ADP 047 to 052) 046 28.464.473 32.385.214
1 Receivables from undertakings within the group 047 2.556.854 186.829
2 Receivables from companies linked by virtue of participating interest 048 23.688 330.822
3 Customer receivables 049 13.342.394 23.158.299
4 Receivables from employees and members of the undertaking 050 911.253 277.464
5 Receivables from government and other institutions 051 10.124.258 4.795.299
6 Other receivables 052 1.506.026 3.636.501
III. SHORT-TERM FINANCIAL ASSETS (ADP 054 to 062) 053 671.420 578.131
1 Investments in holdings (shares) of undertakings within the group 054
2 Investments in other securities of undertakings within the group 055
3 Loans, deposits, etc. to undertakings within the group 056 28.300 28.300
4 Investments in holdings (shares) of companies linked by virtue of participating interest 057
5 Investment in other securities of companies linked by virtue of participating interest 058
6 Loans, deposits etc. given to companies linked by virtue of participating interest 059
7 Investments in securities 060
8 Loans, deposits, etc. given 061 502.970 549.831
9 Other financial assets 062 140.150
IV. CASH AT BANK AND IN HAND 063 247.849.272 522.973.238
D) PREPAID EXPENSES AND ACCRUED INCOME 064 17.874.753 46.702.706
E) TOTAL ASSETS (ADP 001+002+037+064) 065 5.503.912.108 5.954.071.720

F) OFF-BALANCE SHEET ITEMS 066 54.355.927 54.261.380

BALANCE SHEET (as at 31.12.2020) (continued) Submitter: Valamar Riviera d.d. in HRK

ADP Last day of the At the reporting
Item code preceding business
year
date of the current
period
1 2 3 4
LIABILITIES
A) CAPITAL AND RESERVES (ADP 068 to 070+076+077+081+084+087) 067 2.690.444.302 2.385.224.020
I. INITIAL (SUBSCRIBED) CAPITAL 068 1.672.021.210 1.672.021.210
II. CAPITAL RESERVES 069 5.710.563 5.710.563
III. RESERVES FROM PROFIT (ADP 071+072-073+074+075)
1 Legal reserves
070
071
95.998.079
83.601.061
98.247.551
83.601.061
2 Reserves for treasury share 072 136.815.284 136.815.284
3 Treasury shares and holdings (deductible item) 073 -124.418.266 -124.418.266
4 Statutory reserves 074
5 Other reserves 075 2.249.472
IV. REVALUATION RESERVES 076
V. FAIR VALUE RESERVES (ADP 078 to 080) 077 61.473 872
1 Fair value of financial assets available for sale 078 61.473 872
2 Cash flow hedge - effective portion 079
3 Hedge of a net investment in a foreign operation - effective portion 080
VI. RETAINED PROFIT OR LOSS BROUGHT FORWARD (ADP 082-083) 081 539.646.072 917.793.503
1 Retained profit 082 539.646.072 917.793.503
2 Loss brought forward 083
VII. PROFIT OR LOSS FOR THE BUSINESS YEAR (ADP 085-086) 084 377.006.905 -308.549.679
1 Profit for the business year 085 377.006.905
2 Loss for the business year 086 308.549.679
VIII. MINORITY (NON-CONTROLLING) INTEREST 087
B) PROVISIONS (ADP 089 to 094) 088 99.091.523 113.213.704
1 Provisions for pensions, termination benefits and similar obligations 089 11.847.096 21.180.405
2 Provisions for tax liabilities 090
3 Provisions for ongoing legal cases 091 30.791.013 36.378.988
4 Provisions for renewal of natural resources 092
5 Provision for warranty obligations 093
6 Other provisions 094 56.453.414 55.654.311
C) LONG-TERM LIABILITIES (ADP 096 to 106) 095 2.199.023.800 2.524.889.178
1 Liabilities towards undertakings within the group 096
2 Liabilities for loans, deposits, etc. to companies within the group 097
3 Liabilities towards companies linked by virtue of participating interest 098
4 Liabilities for loans, deposits etc. of companies linked by virtue of participating interest 099
5 Liabilities for loans, deposits etc. 100
6 Liabilities towards banks and other financial institutions 101 2.146.746.486 2.474.586.439
7 Liabilities for advance payments 102
8 Liabilities towards suppliers 103
9 Liabilities for securities 104
10 Other long-term liabilities 105 38.086.903 36.995.567
11 Deferred tax liability 106 14.190.411 13.307.172
D) SHORT-TERM LIABILITIES (ADP 108 to 121) 107 463.253.429 865.350.845
1 Liabilities towards undertakings within the group 108 218.328 135.664
2 Liabilities for loans, deposits, etc. to companies within the group 109
3 Liabilities towards companies linked by virtue of participating interest 110
4 Liabilities for loans, deposits etc. of companies linked by virtue of participating interest 111
5 Liabilities for loans, deposits etc. 112
6 Liabilities towards banks and other financial institutions 113 257.433.437 693.967.037
7 Liabilities for advance payments 114 31.610.147 61.767.845
8 Liabilities towards suppliers 115 127.477.774 49.993.663
9 Liabilities for securities 116 6.625.196
10 Liabilities towards employees 117 24.837.226 15.921.399
11 Taxes, contributions and similar liabilities 118 10.114.318 4.664.984
12 Liabilities arising from the share in the result 119 9.600 9.600
13 Liabilities arising from fixed assets held for sale 120
14 Other short-term liabilities
E) ACCRUALS AND DEFERRED INCOME
121 11.552.599 32.265.457
F) TOTAL – LIABILITIES (ADP 067+088+095+107+122) 122
123
52.099.054
5.503.912.108
65.393.973
5.954.071.720
G) OFF-BALANCE SHEET ITEMS 124 54.355.927 54.261.380

STATEMENT OF PROFIT OR LOSS (for 01.01.2020 to 31.12.2020) Submitter: Valamar Riviera d.d. in HRK

ADP Same period of the Current
Item code previous year period
1 2 3 4
I. OPERATING INCOME (ADP 126+127+128+129+130) 125 2.055.240.465 571.818.875
1 Income from sales with undertakings within the group 126 31.164.184 6.559.169
2 Income from sales (outside group) 127 1.843.331.491 540.402.390
3 Income from the use of own products, goods and services 128 218.490 208.649
4 Other operating income with undertakings within the group 129 122.524.005 269.761
5 Other operating income (outside the group) 130 58.002.295 24.378.906
II. OPERATING EXPENSES (ADP 132+133+137+141+142+143+146+153) 131 1.640.753.043 890.254.827
1 Changes in inventories of work in progress and finished goods 132
2 Material costs (ADP 134 to 136) 133 540.847.277 223.980.434
a) Costs of raw material 134 313.355.800 118.752.994
b) Costs of goods sold 135 4.561.489 4.218.790
c) Other external costs 136 222.929.988 101.008.650
3 Staff costs (ADP 138 to 140) 137 506.079.536 162.756.912
a) Net salaries and wages 138 313.346.838 103.705.374
b) Tax and contributions from salaries expenses 139 126.884.338 40.219.038
c) Contributions on salaries 140 65.848.360 18.832.500
4 Depreciation 141 380.123.705 391.987.115
5. Other expenses 142 174.347.691 75.372.719
6. Value adjustments (ADP 144+145) 143 543.947 1.394.462
a) fixed assets other than financial assets 144
b) current assets other than financial assets 145 543.947 1.394.462
7 Provisions (ADP 147 to 152) 146 8.235.940 25.566.223
a) Provisions for pensions, termination benefits and similar obligations 147 4.683.291 16.210.160
b) Provisions for tax liabilities 148
c) Provisions for ongoing legal cases 149 3.552.649 9.356.063
d) Provisions for renewal of natural resources 150
e) Provisions for warranty obligations 151
f) Other provisions 152
8 Other operating expenses 153 30.574.947 9.196.962
III. FINANCIAL INCOME (ADP 155 to 164) 154 18.969.797 19.931.425
1 Income from investments in holdings (shares) of undertakings within the group
2 Income from investments in holdings (shares) of companies linked by virtue of
participating interest
155
156
8.703.256
3 Income from other long-term financial investment and loans granted to
undertakings within the group
157
4 Other interest income from operations with undertakings within the group 158 186.986
5 Exchange rate differences and other financial income from operations with
undertakings within the group
159
6 Income from other long-term financial investments and loans 160
7 Other interest income 161 642.261 639.146
8 Exchange rate differences and other financial income 162 3.713.047 824.514
9 Unrealised gains (income) from financial assets 163
10 Other financial income 164 5.724.247 18.467.765
IV. FINANCIAL EXPENDITURE (ADP 166 to 172) 165 66.983.683 115.027.459
1 Interest expenses and similar expenses with undertakings within the group 166
2 Exchange rate differences and other expenses from operations with
undertakings within the group
167
3 Interest expenses and similar expenses 168 49.875.564 56.628.643
4 Exchange rate differences and other expenses 169 4.622.702 38.603.478
5 Unrealised losses (expenses) from financial assets 170 10.651.214 16.832.811
6 Value adjustments of financial assets (net) 171
7 Other financial expenses 172 1.834.203 2.962.527
V. SHARE IN PROFIT FROM COMPANIES LINKED BY VIRTUE OF PARTICIPATING INTEREST 173
VI. SHARE IN PROFIT FROM JOINT VENTURES 174
VII. SHARE IN LOSS OF COMPANIES LINKED BY VIRTUE OF PARTICIPATING INTEREST 175
VIII. SHARE IN LOSS OF JOINT VENTURES 176
IX. TOTAL INCOME (ADP 125+154+173+174) 177 2.074.210.262 591.750.300
X. TOTAL EXPENDITURE (ADP 131+165+175+176) 178 1.707.736.726 1.005.282.286
XI. PRE-TAX PROFIT OR LOSS (ADP 177-178) 179 366.473.536 -413.531.986
1 Pre-tax profit (ADP 177-178) 180 366.473.536
2 Pre-tax loss (ADP 178-177) 181 -413.531.986
XII. INCOME TAX 182 -10.533.369 -104.982.307
XIII. PROFIT OR LOSS FOR THE PERIOD (ADP 179-182) 183 377.006.905 -308.549.679
1 Profit for the period (ADP 179-182) 184 377.006.905
2 Loss for the period (ADP 182-179) 185 -308.549.679

STATEMENT OF PROFIT OR LOSS (for 01.01.2020 to 31.12.2020) (continued) Submitter: Valamar Riviera d.d. in HRK

ADP Same period of the Current
Item code previous year period
1 2 3 4

DISCONTINUED OPERATIONS (to be filled in by undertakings subject to IFRS only with discontinued operations)

XIV. PRE-TAX PROFIT OR LOSS OF DISCONTINUED OPERATIONS (ADP 187-188) 186
1 Pre-tax profit from discontinued operations 187
2 Pre-tax loss on discontinued operations 188
XV. INCOME TAX OF DISCONTINUED OPERATIONS 189
1 Discontinued operations profit for the period (ADP 186-189) 190
2 Discontinued operations loss for the period (ADP 189-186) 191

TOTAL OPERATIONS (to be filled in only by undertakings subject to IFRS with discontinued operations)

XVI. PRE-TAX PROFIT OR LOSS (ADP 179+186) 192
1 Pre-tax profit (ADP 192) 193
2 Pre-tax loss (ADP 192) 194
XVII. INCOME TAX (ADP 182+189) 195
XVIII. PROFIT OR LOSS FOR THE PERIOD (ADP 192-195) 196
1 Profit for the period (ADP 192-195) 197
2 Loss for the period (ADP 195-192) 198

APPENDIX to the P&L (to be filled in by undertakings that draw up consolidated annual financial statements)

XIX. PROFIT OR LOSS FOR THE PERIOD (ADP 200+201) 199 377.006.905 -308.549.679
1 Attributable to owners of the parent 200 377.006.905 -308.549.679
2 Attributable to minority (non-controlling) interest 201

STATEMENT OF OTHER COMPRHENSIVE INCOME (to be filled in by undertakings subject to IFRS)

I. PROFIT OR LOSS FOR THE PERIOD 202 377.006.905 -308.549.679
II. OTHER COMPREHENSIVE PROFIT/LOSS BEFORE TAX (ADP 204 to 211) 203 -1.060.800 -73.904
1 Exchange rate differences from translation of foreign operations 204
2 Changes in revaluation reserves of fixed tangible and intangible assets 205
3 Profit or loss arising from re-evaluation of financial assets available for sale 206 -1.060.800 -73.904
4 Profit or loss arising from effective cash flow hedging 207
5 Profit or loss arising from effective hedge of a net investment in a foreign
operation
208
6 Share in other comprehensive income/loss of companies linked by virtue of
participating interest
209
7 Actuarial gains/losses on defined remuneration plans 210
8 Other changes in equity unrelated to owners 211
III. TAX ON OTHER COMPREHENSIVE INCOME FOR THE PERIOD 212 -216.991 -13.303
IV. NET OTHER COMPREHENSIVE INCOME OR LOSS (ADP 203-212) 213 -843.809 -60.601
V. COMPREHENSIVE INCOME OR LOSS FOR THE PERIOD (ADP 202+213) 214 376.163.096 -308.610.280

APPENDIX to the Statement on comprehensive income (to be filled in by entrepreneurs who draw up consolidated statements)

VI. COMPREHENSIVE INCOME OR LOSS FOR THE PERIOD (ADP 216+217) 215
1 Attributable to owners of the parent 216
2 Attributable to minority (non-controlling) interest 217

STATEMENT OF CASH FLOWS - indirect method (for the period 01.01.2020 to 31.12.2020) Submitter: Valamar Riviera d.d. in HRK

ADP Same period of the Current
Item code previous year period
1 2 3 4
CASH FLOW FROM OPERATING ACTIVITIES
1 Pre-tax profit 001 366.473.536 -413.531.986
2 Adjustments (ADP 003 to 010) 002 314.542.033 509.075.504
a) Depreciation 003 380.123.705 391.987.115
b) Gains and losses from sale and value adjustment of fixed tangible and intangible assets 004 -137.506.122 -3.978.000
c) Gains and losses from sale and unrealised gains and losses and value adjustment of
financial assets
005 141.550
d) Interest and dividend income 006 -516.939 -507.817
e) Interest expenses 007 51.568.217 62.034.183
f) Provisions 008 6.938.793 20.421.285
g) Exchange rate differences (unrealised) 009 4.622.702 38.603.447
h) Other adjustments for non-cash transactions and unrealised gains and losses 010 9.170.127 515.291
I. Cash flow increase or decrease before changes in the working capital
(ADP 001+002) 011 681.015.569 95.543.518
3 Changes in the working capital (ADP 013 to 016) 012 59.705.723 -105.109.538
a) Increase or decrease in short-term liabilities 013 45.682.363 -58.984.649
b) Increase or decrease in short-term receivables 014 13.508.480 -41.213.521
c) Increase or decrease in inventories 015 514.880 -4.911.368
d) Other increase or decrease in the working capital 016
II. Cash from operations (ADP 011+012) 017 740.721.292 -9.566.020
4 Interest paid 018 -49.590.156 -27.934.882
5 Income tax paid 019 9.342
A) NET CASH FLOW FROM OPERATING ACTIVITIES (ADP 017 to 019) 020 691.140.478 -37.500.902
CASH FLOW FROM INVESTMENT ACTIVITIES
1 Cash receipts from sales of fixed tangible and intangible assets 021 241.471.194 8.932.090
2 Cash receipts from sales of financial instruments 022 1.430.785
3 Interest received 023 557.681 489.691
4 Dividends received 024 8.790.336
5 Cash receipts from repayment of loans and deposit 025 60.931.237 189.339
6 Other cash receipts from investment activities 026
III. Total cash receipts from investment activities (ADP 021 to 026) 027 313.181.233 9.611.120
1 Cash payments for the purchase of fixed tangible and intangible assets 028 -753.941.548 -428.835.136
2 Cash payments for the acquisition of financial instruments 029
3 Cash payments for loans and deposits for the period 030 -60.957.764 -211.896
4 Acquisition of a subsidiary, net of cash acquired 031 -111.127.097
5 Other cash payments from investment activities 032 -47.191.530
IV. Total cash payments from investment activities (ADP 028 to 032) 033 -973.217.939 -429.047.032
B) NET CASH FLOW FROM INVESTMENT ACTIVITIES (ADP 027+033) 034 -660.036.706 -419.435.912
CASH FLOW FROM FINANCING ACTIVITIES
1 Cash receipts from the increase of initial (subscribed) capital 035
2 Cash receipts from the issue of equity financial instruments and debt financial
instruments
036
3 Cash receipts from credit principals, loans and other borrowings 037 519.662.929 776.471.599
4 Other cash receipts from financing activities 038 3.389.999
V. Total cash receipts from financing activities (ADP 035 to 038) 039 519.662.929 779.861.598
1 Cash payments for the repayment of credit principals, loans and other
borrowings and debt financial instruments
040 -304.739.929 -43.659.164
2 Dividends paid 041 -122.586.614
3 Cash payments for finance lease 042
4 Cash payments for the redemption of treasury shares and decrease of initial
(subscribed) capital
043 -39.396.089
5 Other cash payments from financing activities 044 -4.727.943 -4.141.654
VI. Total cash payments from financing activities (ADP 040 to 044) 045 -471.450.575 -47.800.818
C) NET CASH FLOW FROM FINANCIAL ACTIVITIES (ADP 039+045) 046 48.212.354 732.060.780
1 Unrealised exchange rate differences in cash and cash equivalents 047
D) NET INCREASE OR DECREASE OF CASH FLOWS (ADP 020+034+046+047) 048 79.316.126 275.123.966
E) CASH AND CASH EQUIVALENTS AT THE BEGINNING OF PERIOD 049 168.533.146 247.849.272
F) CASH AND CASH EQUIVALENTS AT THE END OF PERIOD (ADP 048+049) 050 247.849.272 522.973.238

STATEMENT OF CHANGES IN EQUITY (for the period 01.01.2020 to 31.12.2020) Submitter: Valamar Riviera d.d. in HRK

Distributable to majority owners

Item ADP
code
Subscribed
Share capital
Capital
reserves
Legal reserves Reserves for own shares Treasury
shares and
shares
(deductible
item)
Statutory
reserves
Other
reserves
Revaluation
reserves
Fair value
of financial
assets
available for
sale
Efficient
portion of
cash flow
hedge
Efficient
portion of
foreign net
investment
hedge
Retained
earnings/
loss carried
forward
Net profit/
loss for the
period
Total
distributable
to majority
owners
Minority (non
controlling)
interest
Total capital
and reserves
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 (3 to 6 - 7
+ 8 to 15)
17 18 (16+17)
Previous period
1 Balance on the first day of the previous business year 01 1.672.021.210 5.304.283 83.601.061 96.815.284 86.119.149 905.282 462.953.210 239.279.476 2.474.760.657 2.474.760.657
2 Changes in accounting policies 02
3 Correction of errors
4 Balance on the first day of the previous business year (restated) (ADP 01 to 03)
03
04
1.672.021.210 5.304.283 83.601.061 96.815.284 86.119.149 905.282 462.953.210 239.279.476 2.474.760.657 2.474.760.657
5 Profit/loss of the period 05 377.006.905 377.006.905 377.006.905
6 Exchange rate differences from translation of foreign operations 06
7 Changes in revaluation reserves of fixed tangible and intangible assets 07
8 Profit or loss arising from re-evaluation of financial assets available for sale 08 -1.060.800 -1.060.800 -1.060.800
9 Gains or losses on efficient cash flow hedging 09
10 Gains or losses arising from effective hedge of a net investment in a foreign operation
11 Share in other comprehensive income/loss of companies linked by virtue of
participating interest
10
11
12 Actuarial gains/losses on defined benefit plans 12
13 Other changes in equity unrelated to owners 13
14 Tax on transactions recognised directly in equity
15 Increase/decrease in initial (subscribed) capital (other than from reinvesting profit
and other than arising from the pre-bankruptcy settlement procedure)
14
15
216.991 216.991 216.991
16 Increase of initial (subscribed) capital by reinvesting profit
17 Increase of initial (subscribed) capital arising from the pre-bankruptcy
16
settlement procedure 17
18 Redemption of treasury shares/holdings 18 39.396.089 -39.396.089 -39.396.089
19 Payment of share in profit/dividend
20 Other distribution to owners
19
20
406.280 -1.096.972 -122.586.614 -121.083.362 -121.083.362
21 Transfer to reserves by annual schedule 21 40.000.000 199.279.476 -239.279.476
22 Increase in reserves arising from the pre-bankruptcy settlement procedure 22
23 Balance on the last day of the previous business year reporting period (ADP 04 to 22) 23 1.672.021.210 5.710.563 83.601.061 136.815.284 124.418.266 61.473 539.646.072 377.006.905 2.690.444.302 2.690.444.302
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I. OTHER COMPREHENSIVE INCOME OF THE PREVIOUS PERIOD, NET OF TAX
(ADP 06 to 14)
24 -843.809 -843.809 -843.809
II. COMPREHENSIVE INCOME OR LOSS FOR THE PREVIOUS PERIOD 25 -843.809 377.006.905 376.163.096 376.163.096
(ADP 05+24)
III. TRANSACTIONS WITH OWNERS IN THE PREVIOUS PERIOD RECOGNISED DI-
RECTLY IN EQUITY (ADP 15 to 22) 26 406.280 40.000.000 38.299.117 76.692.862 -239.279.476 -160.479.451 -160.479.451
Current period
1 Balance on the first day of the current business year 27 1.672.021.210 5.710.563 83.601.061 136.815.284 124.418.266 61.473 539.646.072 377.006.905 2.690.444.302 2.690.444.302
2 Changes in accounting policies 28
3 Corrrection of errors 29
4 Balance at 1 January of current period (ADP 27 to 29)
5 Profit/loss of the period
30
31
1.672.021.210 5.710.563 83.601.061 136.815.284 124.418.266 61.473 539.646.072 377.006.905 2.690.444.302
-308.549.679 -308.549.679
2.690.444.302
-308.549.679
6 Exchange rate differences from translation of foreign operations 32
7 Changes in revaluation reserves of fixed tangible and intangible assets 33
8 Profit or loss arising from re-evaluation of financial assets available for sale 34 -73.904 -73.904 -73.904
9 Gains or losses on efficient cash flow hedging 35
10 Gains or losses arising from effective hedge of a net investment in a foreign
operation
36
11 Share in other comprehensive income/loss of companies linked by virtue of
participating interest
37
12 Actuarial gains/losses on defined remuneration plans 38
13 Other changes in equity unrelated to owners 39
14 Tax on transactions recognised directly in equity
15 Increase/decrease in initial (subscribed) capital (other than from reinvesting profit
and other than arising from the pre-bankruptcy settlement procedure)
40
41
13.303 13.303 13.303
16 Increase of initial (subscribed) capital by reinvesting profit 42
17 Increase of initial (subscribed) capital arising from the pre-bankruptcy
settlement procedure
43
18 Redemption of treasury shares/holdings 44
19 Payment of share in profit/dividend 45
20 Other distribution to owners
21 Transfer to reserves by annual schedule
46
47
2.249.472 1.140.526 377.006.905 -377.006.905 3.389.998 3.389.998
22 Increase in reserves arising from the pre-bankruptcy settlement procedure 48
23 Balance on the last day of the current business year reporting period (ADP 30 to 48) 49 1.672.021.210 5.710.563 83.601.061 136.815.284 124.418.266 2.249.472 872 917.793.503 -308.549.679 2.385.224.020 2.385.224.020
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I. OTHER COMPREHENSIVE INCOME FOR THE CURRENT PERIOD, NET OF TAX
(ADP 32 to 40)
50 -60.601 -60.601 -60.601
II. COMPREHENSIVE INCOME OR LOSS FOR THE CURRENT PERIOD (ADP 31 + 50) 51 -60.601 -308.549.679 -308.610.280 -308.610.280
III. TRANSACTIONS WITH OWNERS IN THE CURRENT PERIOD RECOGNISED
DIRECTLY IN EQUITY (ADP 41 to 48)
52 2.249.472 378.147.431 -377.006.905 3.389.998 3.389.998

NOTES TO THE ANNUAL FINANCIAL STATEMENTS - GFI

Name of the issuer: Valamar Riviera d.d.

Personal identification number OIB: 36201212847

Reporting period: 01.01.2020. to 31.12.2020. Notes to the financial statements are to be drawn up in accordance with the International Financial Reporting Standards (hereinafter: IFRS) in such a way that they:

  • a) present information about the basis for the preparation of the financial statements and the specific accounting policies used in accordance with the International Accounting Standard 1 (IAS 1),
  • b) disclose any information required by IFRSs that is not presented elsewhere in the statement of financial position, statement of comprehensive income, statement of cash flows and statement of changes in equity,
  • c) provide additional information that is not presented elsewhere in the statement of financial position, statement of comprehensive income, statement of cash flows and statement of changes in equity, but is relevant for understanding any of them.
  • d) In the notes to the financial statements, in addition to the information stated above, information in respect of the following matters shall be disclosed:
    1. issuer's name, registered office (address), legal form, country of establishment, entity's registration number and, if applicable, the indication whether the issuer is undergoing liquidation, bankruptcy proceedings, shortened termination proceedings or extraordinary administration
    1. adopted accounting policies
    1. the total amount of any financial commitments, guarantees or contingencies that are not included in the balance sheet, and an indication of the nature and form of any valuable security which has been provided; any commitments concerning pensions of the issuer within the group or company linked by virtue of participating interest shall be disclosed separately
    1. the amount of advances and credits granted to the members of the administrative, managerial and supervisory bodies, with indications of the interest rates, main conditions and any amounts repaid, written-off or revoked, as well as commitments entered into on their behalf by way of guarantees of any kind, with an indication of the total for each category
    1. the amount and nature of individual items of income or expenditure which are of exceptional size or incidence
    1. amounts owed by the issuer and falling due after more than five years, as well as the total debts of the issuer covered by valuable security furnished by the issuer, specifying the type and form of security
    1. average number of employees during the financial year
    1. where, in accordance with the regulations, the issuer capitalised on the cost of salaries in part or in full, information on the amount of the total cost of employees during the year broken down into the amount directly debiting the costs of the period and the amount capitalised on the value of the assets during the period, showing separately the total amount of net salaries and the amount of taxes, contributions from salaries and contributions on salaries
    1. the amount of the emoluments granted in respect of the financial year to the members of the administrative, managerial and supervisory bodies by reason of their responsibilities, and any commitments arising or entered into in respect of retirement pensions for former members of those bodies, with an indication of the total for each category
  • 10.the average number of persons employed during the financial year, broken down by categories and, if they are not disclosed separately in the profit and loss account, the staff costs relating to the financial year, broken down between net salaries and wages, tax costs and contributions from salaries, contributions on salaries and other salary costs, excluding cost allowances
    1. where a provision for deferred tax is recognised in the balance sheet, the deferred tax balances at the end of the financial year, and the movement in those balances during the financial year
  • 12.the name and registered office of each of the companies in which the issuer, either itself or through a person acting in their own name but on the issuer's

NOTES TO THE ANNUAL FINANCIAL STATEMENTS - GFI (continued)

behalf, holds a participating interest, showing the proportion of the capital held, the amount of capital and reserves, and the profit or loss for the latest financial year of the company concerned for which financial statements have been adopted; the information concerning capital and reserves and the profit or loss may be omitted where the company concerned does not publish its balance sheet and is not controlled by another company

  • 13.the number and the nominal value or, in the absence of a nominal value, the accounting par value of the shares subscribed during the financial year within the limits of the authorised capital
    1. where there is more than one class of shares, the number and the nominal value or, in the absence of a nominal value, the accounting value for each class
  • 15.the existence of any participation certificates, convertible debentures, warrants, options or similar securities or rights, with an indication of their number and the rights they confer
  • 16.the name, registered office and legal form of each of the companies of which the issuer is a member having unlimited liability
    1. the name and registered office of the company which draws up the consolidated financial statements of the largest group of companies of which the issuer forms part as a controlled group member
  • 18.the name and registered office of the company which draws up the consolidated financial statements of the smallest group of companies of which the issuer forms part as a controlled group member and which is also included in the group of companies referred to in point 17.
  • 19.the place where copies of the consolidated financial statements referred to in points 17 and 18 may be obtained, provided that they are available
  • 20.the proposed appropriation of profit or treatment of loss, or where applicable, the appropriation of the profit or treatment of the loss
  • 21.the nature and business purpose of the company's arrangements that are not included in the balance sheet and the financial impact on the company of those arrangements, provided that the risks or benefits arising from such arrangements are material and in so far as the disclosure of such risks or benefits is necessary for the purposes of assessing the financial position of the company
  • 22.the nature and the financial effect of material events arising after the balance sheet date which are not reflected in the profit and loss account or balance sheet
  • 23.the net income broken down by categories of activity and into geographical markets, in so far as those categories and markets differ substantially from one another, taking account of the manner in which the sale of products and the provision of services are organised.
  • 24.the total fees for the financial year charged by each statutory auditor or audit firm for the statutory audit of the annual financial statements, i.e. annual consolidated financial statements, the total fees charged for other assurance services, the total fees charged for tax advisory services and the total fees charged for other non-audit services, total research and development expenditure as the basis for granting state aid.

Detailed information on financial statements are available in PDF document "Annual report 2020" which has been simultaneously published with this document on HANFA (Croatian Financial Services Supervisory Agency), Zagreb Stock Exchange and Issuers web pages.

Detailed information on the preparation of financial statements and certain accounting policies are available in PDF document "Annual report 2020" which has been simultaneously published with this document on HANFA (Croatian Financial Services Supervisory Agency), Zagreb Stock Exchange and Issuers web pages.

Company Valamar Riviera d.d. below presents comparison tables of items in GFI POD financial statements and audited Notes for 2019 and 2020.

Summary of adjustments of GFI-POD balance sheet and unconsolidated balance sheet from Audited report for 2020 COMPANY in thousands of HRK

GFI-POD BALANCE SHEET GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
as at 31 December 2020 ADP code Note GFI-POD Note Difference Explanation
NON-CURRENT ASSETS (ADP 003+010+020+036) 002 14+15+16+
17+ part of 18+
20+ part of 21+
part of 23+ 25+
part of 30
5.324.136 5.324.136 0
I. Intangible assets 003 16 42.275 42.275 0
II. Tangible assets 010 14+15+
part of 30
4.292.520 4.292.520 0 GFI-POD item "Tangible assets" (ADP 010; HRK 4,292,520 thous.) is in Audited report
presented under items "Property, plant and equipment" (Note 14 in comparable amount of
HRK 4,276,132 thous.), "Investment property" (Note 15 in comparable amount of HRK 3,942
thous.), and "Right-of-use assets" (Note 30 in comparable amount of HRK 12,446 thous).
III. Non-current financial assets 020 17+ part of
18+ 20+
part of 21
774.870 774.870 0 GFI-POD item "Financial assets" (ADP 020; HRK 774,870 thous.) is in Audited report presented
under items "Investment in subsidiaries" (Note 17 in comparable amount of 727,328 thous.),
"Investment in associated entity" (Note 18 in comparable amount of HRK 47,192 thous.
(presented in balance sheet as a separate line)), Financial assets" (Note 20 in comparable
amount of HRK 261 thous.) and in the non-current part of item "Loans and deposits" (Note 21
in comparable amount of HRK 89 thous.).
IV. Trade receivables 031 Part of 23 0 0 0
V. Deferred tax assets 036 25 214.471 214.471 0
CURRENT ASSETS (ADP 038+046+053+063) 037 Part of 21+
22+ part of
23+ 26
583.233 583.233 0 Due to a different presentation, but for the purpose of comparability of GFI-POD and
Audited report it is necessary to jointly view GFI-POD items "Current assets" (ADP 037;
HRK 583,233 thous.) and "Prepayments and accrued income" (ADP 064; HRK 46,703
thous.) in relation to item "Current assets" of Audited report (HRK 629,936 thous.).
I. Inventories 038 22 27.296 27.296 0
II. Receivables 046 Part of 23 32.385 32.385 0 GFI-POD item "Receivables" (ADP 046; HRK 32,385 thous.) is in Audited report presented
under items "Trade and other receivables" (Note 23; "Trade receivables – net" HRK 23,650
thous., "VAT receivable" HRK 3,482 thous., "Advances to suppliers" HRK 1,698 thous.,
"Receivables from employees" HRK 277 thous., "Receivables from state institutions" HRK
1,313 thous., and "Income tax receivable" HRK 1,967 thous.).
Comment: The total amount of item "Trade and other receivables" in Audited report
(Note 23) is HRK 79,088 thous. and is presented in items "Receivables" (ADP 046; HRK
32,385 thous.) and "Prepayments and accrued income" (ADP 064; HRK 46,703 thous.).
III. Current financial assets 053 Part of 21 578 578 0 GFI-POD item "Financial assets" (ADP 053; HRK 578 thous.) is in Audited report presented
under item "Loans and deposits" - current part (Note 21 in comparable amount of HRK
578 thous.).
IV. Cash and cash equivalents 063 26 522.974 522.974 0 GFI-POD item "Cash and cash equivalents" (ADP 063; HRK 522,974 thous.) is in Audited
report presented under item "Cash and cash equivalents" (Note 26 in comparable
amount of HRK 522,974 thous.).
PREPAYMENTS AND ACCRUED INCOME 064 Part of 23 46.703 46.703 0 GFI-POD item "Prepayments and accrued income" (ADP 064; HRK 46,703 thous.) is
in Audited report presented under items "Trade and other receivables" (Note 23;
"Accrued income" HRK 769 thous., "Interest receivables" HRK 43 thous., "Prepaid
expenses" HRK 45,889 thous.).
Comment: The total amount of item "Trade and other receivables" in Audited report
(Note 23) is HRK 79,088 thous. and is presented in items "Receivables" (ADP 046; HRK
32,385 thous.) and "Prepayments and accrued income" (ADP 064; HRK 46,703 thous.).
TOTAL ASSETS 5.954.072 5.954.072 0

Summary of adjustments of GFI-POD balance sheet and unconsolidated balance sheet from Audited report for 2020 COMPANY (continued)in thousands of HRK

GFI-POD BALANCE SHEET GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
as at 31 December 2020 ADP code Note GFI-POD Note Difference Explanation
CAPITAL AND RESERVES 067 27+28 2.385.224 2.385.224 0 GFI-POD item "Capital and reserves" (ADP 067; HRK 2,385,224 thous.) is in Audited
report presented under item "Share capital" (Notes 27 and 28 in comparable
amount of HRK 2,385,224 thous.).
PROVISIONS 088 Part of 32+
part of 31
113.214 113.214 0 GFI-POD item "Provisions" (ADP 088; HRK 113,214 thous.) is in Audited report
presented under non-current liabilities in item "Provisions" (Note 32 part of the
item "Severance pay and jubilee awards" in the amount HRK 21,180 thous. with the
item "Legal Disputes" in a comparable amount HRK 36,379 thous.) and non-current
liabilities under item "Concession fee" (Note 31 in comparable amount of HRK
55,656 thous).
NON-CURRENT LIABILITIES (ADP 101+105+106) 095 Part of 24+25+
part of 29+
part of 30+
part of 31+
part of 32
2.524.889 2.524.889 0 Due to a different presentation, but for the purpose of comparability of GFI-POD
and Audited report it is necessary to jointly view GFI-POD items "Non-current
liabilities" (ADP 095; HRK 2,709,898 thous.) and "Provisions" (ADP 088; HRK 113,214
thous.) in relation to item "Non-current liabilities" of Audited report (HRK 2,823,112
thous.).
I. Liabilities to banks and other financial
institutions
101 Part of 29 2.474.586 2.474.586 0 GFI-POD item "Liabilities to banks and other financial institutions" (ADP 101; HRK
2,474,586 thous.) is in Audited report presented under non-current part of item
"Borrowings" (Note 29 in comparable amount of HRK 2,474,586 thous.).
II. Other non-current liabilities 105 Part of 24+
part of 30+
part of 32
36.996 36.996 0 GFI-POD item "Other non-current liabilities" (ADP 105; HRK 36,996 thous.) is in Audited
report presented under non-current part of item "Derivative financial instruments" (Note 24
in comparable amount of 11,602 thous.), "Lease liabilities" (Note 30 in comparable amount
of HRK 7,391 thous.) and part of long-term liabilities in the item "Provisions" (Note 32
"Severance pay and jubilee awards" HRK 439 thous. and "Bonuses" HRK 17,563 thous.).
Comment: The total amount of item "Derivative financial instruments" in Audited report
(Note 24) is 16,982 thous. and is presented in items "Other non-current liabilities" (ADP
105; HRK 11,602 thous.) and "Other current liabilities" (ADP 121; HRK 5,380 thous.).
III. Deferred tax liabilities 106 25 13.307 13.307 0
CURRENT LIABILITIES
(ADP 108+113+114+115+117+118+119+121)
107 Part of 24+
part of 29+
part of 30+
part of 31+
part of 39
865.350 865.350 0 Due to a different presentation, but for the purpose of comparability of GFI-POD
and Audited report it is necessary to jointly view GFI-POD items "Current liabilities"
(ADP 107; HRK 680,341 thous.) and "Accrued expenses and deferred income" (ADP
122; HRK 65,394 thous.) in relation to item "Current liabilities" of Audited report
(HRK 745,736 thous.).
I. Liabilities to banks and other financial
institutions
113 Part of 29 693.967 693.967 0 GFI-POD item "Liabilities to banks and other financial institutions" (ADP 113; HRK 693,967
thous.) is in Audited report presented under current part of item "Borrowings" (Note 29;
"Bank borrowings" in comparable amount of HRK 693,967 thous.).
II. Amounts payable for prepayment 114 Part of 31 61.768 61.768 0 GFI-POD item "Amounts payable for prepayment" (ADP 114; HRK 61,768 thous.) is in
Audited report presented under current part of item "Trade and other payables" (Note
31; "Advances received" in comparable amount of HRK 61,768 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 209,237 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 61,768 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 50,129 thous.), "Liabilities for securities"
(ADP 116; HRK 6,625 thous.), "Liabilities to employees" (ADP 117; HRK 15,921 thous.),
"Taxes, contributions and similar liabilities" (ADP 118; HRK 4,665 thous.), "Liabilities arising
from share in the result" (ADP 119 and ADP 121; HRK 10,320 thous.) and part of the item
"Accrued expenses and deferred income" (ADP 122; HRK 59,809 thous.).

Summary of adjustments of GFI-POD balance sheet and unconsolidated balance sheet from Audited report for 2020 COMPANY (continued)in thousands of HRK

GFI-POD BALANCE SHEET
as at 31 December 2020
GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
AUDITED
REPORT
Note
Difference Explanation
III. Trade payables and liabilities to undertakings
in a Group
108 and
115
Part of 31 50.129 50.129 0 GFI-POD items "Liabilities to undertakings in a Group" (ADP 108; HRK 136 thous.) and
"Trade payables" (ADP 115; HRK 49,993 thous.) is in Audited report presented under
current part of item "Trade and other payables" (Note 31; "Trade payables" HRK 49,910
thous., "Trade payables – related parties" HRK 220 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 209,237 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 61,768 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 50,129 thous.), "Liabilities for securities"
(ADP 116; HRK 6,625 thous.), "Liabilities to employees" (ADP 117; HRK 15,921 thous.),
"Taxes, contributions and similar liabilities" (ADP 118; HRK 4,665 thous.), "Liabilities arising
from share in the result" (ADP 119 and ADP 121; HRK 10,320 thous.) and part of the item
"Accrued expenses and deferred income" (ADP 122; HRK 59,809 thous.).
IV. Liabilities upon loan stocks 116 Part of 31 6.625 6.625 0 GFI-POD items "Liabilities upon loan stocks" (ADP 116; HRK 6,625 thous.) is in Audited
report presented under current part of item "Trade and other payables" (Note 31;
"Liabilities under bills of exchange" in comparable amoun HRK 6,625 thous.).
V. Liabilities to employees 117 Part of 31 15.921 15.921 0 GFI-POD items "Liabilities to employees" (ADP 117; HRK 15,921 thous.) is in Audited report
presented under current part of item "Trade and other payables" (Note 31; "Liabilities to
employees" in comparable amount HRK 15,921 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 209,237 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 61,768 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 50,129 thous.), "Liabilities for securities"
(ADP 116; HRK 6,625 thous.), "Liabilities to employees" (ADP 117; HRK 15,921 thous.),
"Taxes, contributions and similar liabilities" (ADP 118; HRK 4,665 thous.), "Liabilities arising
from share in the result" (ADP 119 and ADP 121; HRK 10,320 thous.) and part of the item
"Accrued expenses and deferred income" (ADP 122; HRK 59,809 thous.).
VI. Taxes, contributions and similar liabilities 118 Part of 31 4.665 4.665 0 GFI-POD item "Taxes, contributions and similar liabilities" (ADP 118; HRK 4,665 thous.) is
in Audited report presented under current part of item "Trade and other payables" (Note
31; "Liabilities for taxes and contributions and similar charges" in comparable amount of
HRK 4,665 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 209,237 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 61,768 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 50,129 thous.), "Liabilities for securities"
(ADP 116; HRK 6,625 thous.), "Liabilities to employees" (ADP 117; HRK 15,921 thous.),
"Taxes, contributions and similar liabilities" (ADP 118; HRK 4,665 thous.), "Liabilities arising
from share in the result" (ADP 119 and ADP 121; HRK 10,320 thous.) and part of the item
"Accrued expenses and deferred income" (ADP 122; HRK 59,809 thous.).

Summary of adjustments of GFI-POD balance sheet and unconsolidated balance sheet from Audited report for 2020 COMPANY (continued)in thousands of HRK

GFI-POD BALANCE SHEET GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
as at 31 December 2020 ADP code Note GFI-POD Note Difference Explanation
VII. Liabilities arising from share in the result and
other current liabilities
119 and
121
Part of 24+
part of 30+
part of 31+
part of 39
32.275 32.275 0 GFI-POD item "Liabilities arising from share in the result" (ADP 119; HRK 10 thous.) and
"Other current liabilities" (ADP 121; HRK 32,265 thous.) is in Audited report presented
under current part of items "Trade and other payables" (Note 31; "Liabilities for dividend"
HRK 10 thous., "Other liabilities" HRK 10,310 thous.), "Derivative financial instruments"
(Note 24 in comparable amount of HRK 5,380 thous.) and "Lease liabilities" (Note 30 in
comparable amount of HRK 2,582 thous.) and Note 39 in the comparable amount of HRK
13,994 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 209,237 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 61,768 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 50,129 thous.), "Liabilities for securities"
(ADP 116; HRK 6,625 thous.), "Liabilities to employees" (ADP 117; HRK 15,921 thous.),
"Taxes, contributions and similar liabilities" (ADP 118; HRK 4,665 thous.), "Liabilities arising
from share in the result" (ADP 119 and ADP 121; HRK 10,320 thous.) and part of the item
"Accrued expenses and deferred income" (ADP 122; HRK 59,809 thous.).
The total amount of item "Derivative financial instruments" in Audited report (Note 24)
is 16,982 thous. and is presented in items "Other non-current liabilities" (ADP 105; HRK
11,603 thous.) and "Other current liabilities" (ADP 121; HRK 5,379 thous.).
ACCRUED EXPENSES AND DEFERRED INCOME 122 Part of 31+
part of 32
65.394 65.394 0 GFI-POD item "Accrued expenses and deferred income" (ADP 122; HRK 65,394
thous.) is in Audited report presented under items "Trade and other payables"
(Note 31; "Interest payable" HRK 32,895 thous., current part of item "Concession
fees payable" HRK 1,919 thous., "Liabilities for calculated vacation and
redistribution hours" HRK 1,533 thous., "Accrued VAT liabilities in unrealized
income" HRK 121 thous., "Liabilities for calculated costs" HRK 23,340 thous.) and
current part of items "Provisions" (Note 32; current item "Termination benefits and
jubilee awards" HRK 5,585 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 209,237 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 61,768 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 50,129 thous.), "Liabilities for
securities" (ADP 116; HRK 6,625 thous.), "Liabilities to employees" (ADP 117; HRK
15,921 thous.), "Taxes, contributions and similar liabilities" (ADP 118; HRK 4,665
thous.), "Liabilities arising from share in the result" (ADP 119 and ADP 121; HRK
10,320 thous.) and part of the item "Accrued expenses and deferred income" (ADP
122; HRK 59,809 thous.).
The total short-term part of the item "Provisions" of the Audited Report (Note 32) in
the amount of 5,585 thous. in the item "Deferred payment of expenses and income
for the future period" (ADP 122: HRK 5,585 thous.).
TOTAL LIABILITIES 5.954.072 5.954.072 0

Summary of adjustments of GFI-POD reclassified income statement and unconsolidated income of comprehensive income from Audited report for 2020 / COMPANY in thousands of HRK

GFI-POD INCOME STATEMENT for the period from
1 January 2020 to 31 December 2020
GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
AUDITED
REPORT
Note
Difference Explanation
OPERATING INCOME (ADP
125+126+127+128+129+130)
125 571.819 571.819 0
I. Revenues from sales with undertakings in a
Group and sales revenues (outside the Group)
126+127 5 546.962 546.962 0
II. Revenues from use of own products, goods
and services, other operating revenues with
undertakings in a Group and other operating
revenues (outside the Group)
128+129
+130
Part of 6+
part of 10
24.857 24.857 0 GFI-POD items "Revenues from use of own products, goods and services" (ADP 128; HRK
208 thous.), "Other operating revenues with undertakings in a Group" (ADP 129; HRK 270
thous.) and "Other operating revenues (outside the Group)" (ADP 130; HRK 24,379 thous.)
are in Audited report presented under items "Other income" (Note 6; "Income from
donations and other" HRK 7,506 thous., "Income from provision release" HRK 233 thous.,
"Reimbursed costs" HRK 2,140 thous., "Income from insurance and legal claims" HRK
1,829 thous., "Income from own consumption" HRK 209 thous., "Other income" HRK 7,760
thous.), and "Other gains/(losses) - net" (Note 10; "Net gains on sale of property, plant and
equipment" HRK 5,180 thous.).
Comment: The total amount of item "Other income" in Audited report (Note 6) is HRK
19,677 thous. and is presented in items "Revenues from use of own products, goods and
services, other operating revenues with undertakings in a Group and other operating
revenues (outside the Group)" (ADP 128, 129 and 130; HRK 19,677 thous.).
The total amount of item "Other gains/(losses) - net" in Audited report (Note 10) is 5,180
thous. and is presented in item "Revenues from use of own products, goods and services,
other operating revenues with undertakings in a Group and other operating revenues
(outside the Group)" (ADP 128, 129 and 130, HRK 5,180 thous.).
OPERATING EXPENSES
(ADP 133+137+141+142+143+146+153)
131 890.255 890.255 0 Due to a different presentation, but for the purpose of comparability of GFI-POD
and Audited report it is necessary to jointly view GFI-POD items "Staff costs" (ADP
137; HRK 162,757 thous.), "Other expenditures" (ADP 142; HRK 75,373 thous.), "Value
adjustment" (ADP 143; HRK 1,394 thous.), "Provisions" (ADP 146; 25,566 thous.) and
"Other operating expenses" (ADP 153; HRK 9,198 thous.) in relation to items "Staff
costs" (Note 8; HRK 194,267 thous.) and "Other operating expenses" (Note 9; HRK
80,020 thous.) of Audited report.
I. Material costs 133 7 223.981 223.981 0 GFI-POD item "Material costs" (ADP 133; HRK 223,981 thous.) is in Audited report
presented under item "Cost of materials and services" (Note 7 in comparable amount of
HRK 223,981 thous.).
II. Staff costs 137 Part of 8 162.757 162.757 0 GFI-POD item "Staff costs" (ADP 137; HRK 162,757 thous.) is in Audited report presented
under item "Staff costs" (Note 8; "Net salaries" HRK 103,705 thous., "Pension contributions"
HRK 30,087 thous., "Health insurance contributions" HRK 21,802 thous., "Other
(contributions and taxes)" HRK 7,163 thous.).
Comment: The total amount of item "Staff costs" in Audited report (Note 8) is HRK 194,267
thous. and is presented in "Staff costs" (ADP 137; HRK 162,757 thous.), "Other expenditures"
(ADP 142; HRK 20,800 thous.) and "Provisions" (ADP 146; HRK 10,710 thous.).
III. Depreciation and amortisation 141 14+15+16+30 391.987 391.987 0
IV. Other expenditures 142 Part of 8+
part of 9
75.372 75.372 0 GFI-POD item "Other expenditures" (ADP 142; HRK 75,372 thous.) is in Audited report
presented under items "Staff costs" (Note 8; "Termination benefits" HRK 329 thous.,
"Other staff costs" HRK 20,471 thous.) and "Other operating expenses" (Note 9; "Municipal
charges, concessions and other" HRK 32,959 thous., "Professional services" HRK 11,872
thous., "Entertainment" HRK 2,023 thous. HRK, "Insurance premiums" HRK 6,075 thous.,
"Bank charges" HRK 574 thous., "Subscription to magazines and other administrative
expenses" HRK 1,069 thous.).
Comment: The total amount of item "Staff costs" in Audited report (Note 8) is HRK
194,267 thous. and is presented in "Staff costs" (ADP 137; HRK 162,757 thous.), "Other
expenditures" (ADP 142; HRK 20,800 thous.) and "Provisions" (ADP 146; HRK 10,710
thous.). The total amount of item "Other operating expenses" in Audited report (Note 9) is
HRK 80,020 thous. and is presented in items "Other expenditures" (ADP 142; HRK 54,572
thous.), "Value adjustment" (ADP 143; HRK 1,394 thous.), "Provisions" (ADP 146; HRK
14,856 thous.) and "Other operating expenses" (ADP 153; HRK 9,198 thous.).

Summary of adjustments of GFI-POD reclassified income statement and unconsolidated income of comprehensive income from Audited report for 2020 / COMPANY (continued)in thousands of HRK

GFI-POD INCOME STATEMENT for the period from GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
1 January 2020 to 31 December 2020 ADP code Note GFI-POD Note Difference Explanation
V. Value adjustment 143 Part of 9 1.394 1.394 0 GFI-POD item "Value adjustment" (ADP 143; HRK 1,394 thous.) is in Audited report
presented under item "Other operating expenses" (Note 9; "Impairment of assets" in
comparable amount of HRK 1,394 thous.).
Comment: The total amount of item "Other operating expenses" in Audited report (Note 9)
is HRK 80,020 thous. and is presented in items "Other expenditures" (ADP 142; HRK 54,572
thous.), "Value adjustment" (ADP 143; HRK 1,394 thous.), "Provisions" (ADP 146; HRK 14,856
thous.) and "Other operating expenses" (ADP 153; HRK 9,198 thous.).
VI. Provisions 146 Part of 8+
part of 9
25.566 25.566 0 GFI-POD item "Provisions" (ADP 146; HRK 25,566 thous.) is in Audited report presented
under items "Staff costs" (Note 8; "Provisions for termination benefits and jubilee awards"
HRK 10,710 thous.), "Other operating expenses" (Note 9; "Provisions" HRK 9,356 thous.) and
"Other operating expenses" (Note 9; "Provisions for severance pay" HRK 5,500 thous.).
Comment: The total amount of item "Staff costs" in Audited report (Note 8) is HRK 194,267
thous. and is presented in "Staff costs" (ADP 137; HRK 162,757 thous.), "Other expenditures"
(ADP 142; HRK 20,800 thous.) and "Provisions" (ADP 146; HRK 10,710 thous.). The total
amount of item "Other operating expenses" in Audited report (Note 9) is HRK 80,020 thous.
and is presented in items "Other expenditures" (ADP 142; HRK 54,572 thous.), "Value
adjustment" (ADP 143; HRK 1,394 thous.), "Provisions" (ADP 146; HRK 14,856 thous.) and
"Other operating expenses" (ADP 153; HRK 9,198 thous.).
VII. Other operating expenses 153 Part of 9 9.198 9.198 0 GFI-POD item "Other operating expenses" (ADP 153; HRK 9,198 thous.) is in Audited report
presented under items "Other operating expenses" (Note 9; "Write-off of property, plant
and equipment" HRK 1,202 thous., "Other operating expenses" HRK 7,996 thous.).
Comment: The total amount of item "Other operating expenses" in Audited report (Note 9)
is HRK 80,020 thous. and is presented in items "Other expenditures" (ADP 142; HRK 54,572
thous.), "Value adjustment" (ADP 143; HRK 1,394 thous.), "Provisions" (ADP 146; HRK 14,856
thous.) and "Other operating expenses" (ADP 153; HRK 9,198 thous.).
FINANCIAL INCOME 154 11 19.931 19.931 0 GFI-POD item "Financial income" (ADP 154; HRK 19,931 thous.) is in Audited report
presented under items "Financial income/(loss) - net" in part of financial income
(Note 11; "Interest income" HRK 508 thous., "Net foreign exchange gains/(losses) -
other" HRK 825 thous., "Realised net gains/(losses) from changes in value of forwards
and interest rate swaps" HRK 16,759 thous., "Income from cassa sconto" HRK 1,709
thous. and other financial income HRK 130 thous.).
Comment: The total amount of item "Finance income/(expense) - net" in Audited
report (Note 11) is HRK 95,096 thous. and is presented in items "Financial income"
(ADP 154; HRK 19,931 thous.) and "Financial costs" (ADP 165; HRK 115,027 thous.).
FINANCIAL COSTS 165 11 115.027 115.027 0 GFI-POD item "Financial costs" (ADP 165; HRK 115,027 thous.) is in Audited report
presented under item "Finance income/(expense) - net" in part of financial expenses
(Note 11; "Interest expense" HRK 59,591 thous., "Net foreign exchange gains from
financing activities" HRK 38,603 thous. and "Changes in fair value of forwards and
interest rate swaps" HRK 16,833 thous.).
Comment: The total amount of item "Finance income/(expense) - net" in Audited
report (Note 11) is HRK 95,096 thous. and is presented in items "Financial income"
(ADP 154; HRK 19,931 thous.) and "Financial costs" (ADP 165; HRK 115,027 thous.).
TOTAL INCOME (ADP 125+154) 177 591.750 591.750 0
TOTAL COSTS (ADP 131+165) 178 1.005.282 1.005.282 0
PROFIT OR LOSS BEFORE TAX (ADP 177-178) 179 -413.532 -413.532 0
INCOME TAX EXPENSE 182 -104.982 -104.982 0
PROFIT OR LOSS FOR THE PERIOD (ADP 179-182) 184 -308.550 -308.550 0

Summary of adjustments of GFI-POD reclassified balance sheet and balance sheet from Audited Report for 2019 COMPANY in thousands of HRK

GFI-POD BALANCE SHEET GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
as at 31 December 2019 ADP code Note GFI-POD Note Difference Explanation
NON-CURRENT ASSETS (ADP 003+010+020+036) 002 14+15+16+ 17+
part of 18b+
20+ part of 21+
25+ part of 30
5.186.667 5.186.667 0
I. Intangible assets 003 16 54.104 54.104 0
II. Tangible assets 010 14+15+30 4.247.237 4.247.237 0 GFI-POD item "Tangible assets" (ADP 010; HRK 4,247,237 thous.) is in Audited report
presented under items "Property, plant and equipment" (Note 14 in comparable amount of
HRK 4,224,948 thous.), "Investment property" (Note 15 in comparable amount of HRK 6,449
thous.), and "Right-of-use assets" (Note 30 in comparable amount of HRK 15,839 thous).
III. Non-current financial assets 020 17+ part of
18b+ 20+
part of 21
774.968 774.968 0 GFI-POD item "Financial assets" (ADP 020; HRK 774,968 thous.) is in Audited report presented
under items "Investment in subsidiaries" (Note 17 in comparable amount of 727,328 thous.),
"Investment in associated entity" (Note 118b in comparable amount of HRK 47,192 thous.),
Financial assets" (Note 20 in comparable amount of HRK 335 thous.) and in the non-current
part of item "Loans and deposits" (Note 21 in comparable amount of HRK 113 thous.).
IV. Trade receivables 031 Part of 23 0 0 0
V. Deferred tax assets 036 25 110.358 110.358 0
CURRENT ASSETS (ADP 038+046+053+063) 037 Part of 21+
22+ part of
24+26
299.370 299.370 0 Due to a different presentation, but for the purpose of comparability of GFI-POD
and Audited report it is necessary to jointly view GFI-POD items "Current assets"
(ADP 037; HRK 299,370 thous.) and "Prepayments and accrued income" (ADP 064;
HRK 17,875 thous.) in relation to item "Current assets" of Audited report (HRK
317,245 thous.).
I. Inventories 038 22 22.385 22.385 0
II. Receivables 046 Part of 23 28.465 28.465 0 GFI-POD item "Receivables" (ADP 046; HRK 28,465 thous.) is in Audited report presented
under items "Trade and other receivables" (Note 23; "Trade receivables – net" HRK 15,897
thous., "VAT receivable" HRK 9,616 thous., "Advances to suppliers" HRK 1,115 thous.,
"Receivables from employees" HRK 911 thous., "Receivables from state institutions" HRK
508 thous., and "Income tax receivable" HRK 417 thous.).
Comment: The total amount of item "Trade and other receivables" in Audited report
(Note 23) is HRK 46,339 thous. and is presented in items "Receivables" (ADP 046; HRK
28,465 thous.) and "Prepayments and accrued income" (ADP 064; HRK 17,875 thous.).
III. Current financial assets 053 Part of 21+
part of 24
671 671 0 GFI-POD item "Financial assets" (ADP 053; HRK 671 thous.) is in Audited report presented
under item "Loans and deposits" - current part (Note 21 in comparable amount of
HRK 531 thous.), and "Financial assets" (Note 24 "Derivative financial instruments" in
comparable amount of HRK 140 thous.)
IV. Cash and cash equivalents 063 26 247.849 247.849 0 GFI-POD item "Cash and cash equivalents" (ADP 063; HRK 247,849 thous.) is in Audited
report presented under item "Cash and cash equivalents" (Note 26 in comparable
amount of HRK 247,849 thous.).
PREPAYMENTS AND ACCRUED INCOME 064 Part of 23 17.875 17.875 0 GFI-POD item "Prepayments and accrued income" (ADP 064; HRK 17,875 thous.) is
in Audited report presented under items "Trade and other receivables" (Note 23;
"Accrued income" HRK 3,034 thous., "Interest receivables" HRK 24 thous., "Prepaid
expenses" HRK 14,816 thous.).
Comment: The total amount of item "Trade and other receivables" in Audited report
(Note 23) is HRK 46,339 thous. and is presented in items "Receivables" (ADP 046; HRK
28,465 thous.) and "Prepayments and accrued income" (ADP 064; HRK 17,875 thous.).
TOTAL ASSETS 5.503.912 5.503.912 0

Summary of adjustments of GFI-POD reclassified balance sheet and balance sheet from Audited Report for 2019 COMPANY (continued)in thousands of HRK

GFI-POD BALANCE SHEET GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
as at 31 December 2019 ADP code Note GFI-POD Note Difference Explanation
CAPITAL AND RESERVES 067 27+28 2.690.444 2.690.444 0 GFI-POD item "Capital and reserves" (ADP 067; HRK 2,690,444 thous.) is in Audited
report presented under item "Share capital" (Notes 27 and 28 in comparable
amount of HRK 2,690,444 thous.).
PROVISIONS 088 Part of 32 +
part of 31
99.092 99.092 0 GFI-POD item "Provisions" (ADP 088; HRK 99,092 thous.) is in Audited report
presented under non-current liabilities in item "Provisions" (Note 32 in comparable
amount of HRK 42,638 thous.) and non-current liabilities under item "Concession
fee" (Note 31 in comparable amount of HRK 56,453 thous).
NON-CURRENT LIABILITIES
(ADP 101+105+106)
095 Part of 24+25+
part of 29+
part of 30+
part of 31+
part of 39
2.199.023 2.199.023 0 Due to a different presentation, but for the purpose of comparability of GFI-POD
and Audited report it is necessary to jointly view GFI-POD items "Non-current
liabilities" (ADP 095; HRK 2,199,023 thous.) and "Provisions" (ADP 088; HRK 99,092
thous.) in relation to item "Non-current liabilities" of Audited report (HRK 2,298,116
thous.).
I. Liabilities to banks and other financial
institutions
101+100 Part of 29 2.146.746 2.146.746 0 GFI-POD item "Liabilities to banks and other financial institutions" (ADP 101; HRK
2,146,746 thous.) is in Audited report presented under non-current part of item
"Borrowings" (Note 29 in comparable amount of HRK 2,146,746 thous.).
II. Other non-current liabilities 105 Part of 24+
part of 30+
part of 39
38.087 38.087 0 GFI-POD item "Other non-current liabilities" (ADP 105; HRK 38.087 thous.) is in Audited
report presented under non-current part of item "Derivative financial instruments" (Note
24 in comparable amount of 11,023 thous.), "Lease liabilities" (Note 30 in comparable
amount of HRK 8,770 thous.) and Note 39 in comparable amount of HRK 18,294 thous.
Comment: The total amount of item "Derivative financial instruments" in Audited report
(Note 24) is 17,048 thous. and is presented in items "Other non-current liabilities" (ADP
105; HRK 11,023 thous.) and "Other current liabilities" (ADP 121; HRK 6,025 thous.).
III. Deferred tax liabilities 106 25 14.190 14.190 0
CURRENT LIABILITIES
(ADP 108+113+114+115+117+118+119+121)
107 Part of
24+29+
part of 30+
part of 31
463.253 463.253 0 Due to a different presentation, but for the purpose of comparability of GFI-POD
and Audited report it is necessary to jointly view GFI-POD items "Current liabilities"
(ADP 107; HRK 463,253 thous.) and "Accrued expenses and deferred income" (ADP
122; HRK 52,099 thous.) in relation to item "Current liabilities" of Audited report
(HRK 515,352 thous.).
I. Liabilities to banks and other financial
institutions
113 Part of 29 257.434 257.434 0 GFI-POD item "Liabilities to banks and other financial institutions" (ADP 113; HRK 257,434
thous.) is in Audited report presented under current part of item "Borrowings" (Note 29;
"Bank borrowings" in comparable amount of HRK 257,434 thous.).
II. Amounts payable for prepayment 114 Part of 31 31.610 31.610 0 GFI-POD item "Amounts payable for prepayment" (ADP 114; HRK 31,610 thous.) is in
Audited report presented under current part of item "Trade and other payables" (Note
31; "Advances received" in comparable amount of HRK 31,610 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 230,578 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 31,610 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 127,696 thous.), "Liabilities to
employees" (ADP 117; HRK 24,837 thous.), "Taxes, contributions and similar liabilities"
(ADP 118; HRK 10,114 thous.), "Liabilities arising from share in the result" (ADP 119; HRK 9
thous.), "Other current liabilities" (ADP 121; HRK 1,939 thous.) and "Accrued expenses and
deferred income" (ADP 122; HRK 34,371 thous.).

Summary of adjustments of GFI-POD reclassified balance sheet and balance sheet from Audited Report for 2019 COMPANY (continued)in thousands of HRK

GFI-POD BALANCE SHEET GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
as at 31 December 2019 ADP code Note GFI-POD Note Difference Explanation
III. Trade payables and liabilities to undertakings
in a Group
108 and
115
Part of 31 127.696 127.696 0 GFI-POD items "Liabilities to undertakings in a Group" (ADP 108; HRK 218 thous.) and
"Trade payables" (ADP 115; HRK 127,478 thous.) is in Audited report presented under
current part of item "Trade and other payables" (Note 31; "Trade payables" HRK 127,455
thous., "Trade payables – related parties" HRK 241 thous.). Comment: The total current
amount of item "Trade and other payables" in Audited report (Note 31) is HRK 230,578
thous. and is presented in items "Amounts payable for prepayment" (ADP 114; HRK
31,610 thous.), "Trade payables and liabilities to undertakings in a Group" (ADP 108 and
115; HRK 127,696 thous.), "Liabilities to employees" (ADP 117; HRK 24,837 thous.), "Taxes,
contributions and similar liabilities" (ADP 118; HRK 10,114 thous.), "Liabilities arising from
share in the result" (ADP 119; HRK 9 thous.), "Other current liabilities" (ADP 121; HRK
1,939 thous.) and "Accrued expenses and deferred income" (ADP 122; HRK 34,371 thous.).
IV. Liabilities to employees 117 Part of 31 24.837 24.837 0 GFI-POD items "Liabilities to employees" (ADP 117; HRK 24,837 thous.) is in Audited report
presented under current part of item "Trade and other payables" (Note 31; "Liabilities to
employees" in comparable amount HRK 24,837 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 230,578 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 31,610 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 127,696 thous.), "Liabilities to
employees" (ADP 117; HRK 24,837 thous.), "Taxes, contributions and similar liabilities"
(ADP 118; HRK 10,114 thous.), "Liabilities arising from share in the result" (ADP 119; HRK 9
thous.), "Other current liabilities" (ADP 121; HRK 1,939 thous.) and "Accrued expenses and
deferred income" (ADP 122; HRK 34,371 thous.).
V. Taxes, contributions and similar liabilities 118 Part of 31 10.114 10.114 0 GFI-POD item "Taxes, contributions and similar liabilities" (ADP 118; HRK 10,114 thous.) is
in Audited report presented under current part of item "Trade and other payables" (Note
30; "Liabilities for taxes and contributions and similar charges" in comparable amount of
HRK 10,114 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 230,578 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 31,610 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 127,696 thous.), "Liabilities to
employees" (ADP 117; HRK 24,837 thous.), "Taxes, contributions and similar liabilities"
(ADP 118; HRK 10,114 thous.), "Liabilities arising from share in the result" (ADP 119; HRK 9
thous.), "Other current liabilities" (ADP 121; HRK 1,939 thous.) and "Accrued expenses and
deferred income" (ADP 122; HRK 34,371 thous.).
VI. Liabilities arising from share in the result and
other current liabilities
119 and
121
Part of 24+
part of 30+
part of 31
11.562 11.562 0 GFI-POD item "Liabilities arising from share in the result" (ADP 119; HRK 9 thous.) and
"Other current liabilities" (ADP 121; HRK 11,553 thous.) is in Audited report presented
under current part of items "Trade and other payables" (Note 31; "Liabilities for dividend"
HRK 9 thous., "Other liabilities" HRK 1,939 thous.), "Derivative financial instruments"
(Note 24 in comparable amount of HRK 6,025 thous.) and "Lease liabilities" (Note 30 in
comparable amount of HRK 3,589 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 230,578 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 31,610 thous.), "Trade payables and liabilities to
undertakings in a Group" (ADP 108 and 115; HRK 127,696 thous.), "Liabilities to
employees" (ADP 117; HRK 24,837 thous.), "Taxes, contributions and similar liabilities"
(ADP 118; HRK 10,114 thous.), "Liabilities arising from share in the result" (ADP 119; HRK
9 thous.), "Other current liabilities" (ADP 121; HRK 1,939 thous.) and "Accrued expenses
and deferred income" (ADP 122; HRK 34,371 thous.). The total amount of item "Derivative
financial instruments" in Audited report (Note 24) is 17,048 thous. and is presented in
items "Other non-current liabilities" (ADP 105; HRK 11,023 thous.) and "Other current
liabilities" (ADP 121; HRK 6,025 thous.).

Summary of adjustments of GFI-POD reclassified balance sheet and balance sheet from Audited Report for 2019 COMPANY (continued)in thousands of HRK

GFI-POD BALANCE SHEET
as at 31 December 2019
GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
AUDITED
REPORT
Note
Difference Explanation
ACCRUED EXPENSES AND DEFERRED INCOME 122 Part of 31+
part of 32
52.099 52.099 0 GFI-POD item "Accrued expenses and deferred income" (ADP 122; HRK 52,099
thous.) is in Audited report presented under items "Trade and other payables"
(Note 31; "Interest payable" HRK 1,758 thous., current part of item "Concession fees
payable" HRK 2,982 thous., "Liabilities for calculated vacation and redistribution
hours" HRK 20,320 thous., "Accrued VAT liabilities in unrealized income" HRK 378
thous., "Liabilities for calculated costs" HRK 8,933 thous.)and current part of items
"Provisions" (Note 32; current part of item "Termination benefits and jubilee
awards" HRK 164 thous. and "Bonuses" HRK 17,563 thous.).
Comment: The total current amount of item "Trade and other payables" in Audited
report (Note 31) is HRK 230,578 thous. and is presented in items "Amounts payable
for prepayment" (ADP 114; HRK 31,610 thous.), "Trade payables and liabilities
to undertakings in a Group" (ADP 108 and 115; HRK 127,696 thous.), "Liabilities
to employees" (ADP 117; HRK 24,837 thous.), "Taxes, contributions and similar
liabilities" (ADP 118; HRK 10,114 thous.), "Liabilities arising from share in the result"
(ADP 119; HRK 9 thous.), "Other current liabilities" (ADP 121; HRK 1,939 thous.) and
"Accrued expenses and deferred income" (ADP 122; HRK 34,371 thous.). The total
current amount of item "Provisions" in Audited report (Note 32) is HRK 17,727
thous. and is presented in item "Accrued expenses and deferred income" (ADP 122:
HRK 17,727 thous.).
TOTAL LIABILITIES 5.503.912 5.503.912 0

Summary of adjustments of GFI-POD reclassified income statement and unconsolidated income of comprehensive income from Audited report for 2019 / COMPANY in thousands of HRK

GFI-POD INCOME STATEMENTfor the period from GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
1 January 2019 to 31 December 2019 ADP code Note GFI-POD Note Difference Explanation
OPERATING INCOME
(ADP 125+126+127+128+129+130)
125 2.055.240 2.055.240 0
I. Revenues from sales with undertakings in a
Group and sales revenues (outside the Group)
126+127 5 1.874.495 1.874.495 0
II. Revenues from use of own products, goods
and services, other operating revenues with
undertakings in a Group and other operating
revenues (outside the Group)
128+129
+130
Part of 6+
part of 10
180.745 180.745 0 GFI-POD items "Revenues from use of own products, goods and services" (ADP 128;
HRK 218 thous.), "Other operating revenues with undertakings in a Group" (ADP 129;
HRK 122,524 thous.) and "Other operating revenues (outside the Group)" (ADP 130; HRK
58,002 thous.) are in Audited report presented under items "Other income" (Note 6;
"Income from donations and other" HRK 2,917 thous., "Income from provision release"
HRK 566 thous., "Reimbursed costs" HRK 2,234 thous., "Income from insurance and
legal claims" HRK 3,310 thous., "Income from own consumption" HRK 218 thous., "Other
income" HRK 10,186 thous.), and "Other gains/(losses) - net" (Note 10; "Net gains on sale
of property, plant and equipment" HRK 161,314 thous.).
Comment: The total amount of item "Other income" in Audited report (Note 6) is HRK
19,431 thous. and is presented in items "Revenues from use of own products, goods and
services, other operating revenues with undertakings in a Group and other operating
revenues (outside the Group)" (ADP 128, 129 and 130; HRK 19,431 thous.). The total
amount of item "Other gains/(losses) - net" in Audited report (Note 10) is -161,314 thous.
and is presented in item "Revenues from use of own products, goods and services, other
operating revenues with undertakings in a Group and other operating revenues (outside
the Group)" (ADP 128, 129 and 130, HRK 161,314 thous.).
OPERATING EXPENSES
(ADP 133+137+141+142+143+146+153)
131 1.640.754 1.640.754 0 Due to a different presentation, but for the purpose of comparability of GFI-POD
and Audited report it is necessary to jointly view GFI-POD items "Staff costs" (ADP
137; HRK 506,080 thous.), "Other expenditures" (ADP 142; HRK 174,348 thous.),
"Value adjustment" (ADP 143; HRK 544 thous.), "Provisions" (ADP 146; 8,236 thous.)
and "Other operating expenses" (ADP 153; HRK 30,575 thous.) in relation to items
"Staff costs" (Note 8; HRK 594,133 thous.) and "Other operating expenses" (Note 9;
HRK 125,649 thous.) of Audited report.
I. Material costs 133 7 540.847 540.847 0 GFI-POD item "Material costs" (ADP 133; HRK 540,847 thous.) is in Audited report
presented under item "Cost of materials and services" (Note 7 in comparable amount of
HRK 540,847 thous.).
II. Staff costs 137 Part of 8 506.080 506.080 0 GFI-POD item "Staff costs" (ADP 137; HRK 506,080 thous.) is in Audited report
presented under item "Staff costs" (Note 8; "Net salaries" HRK 313,347 thous., "Pension
contributions" HRK 89,062 thous., "Health insurance contributions" HRK 67,940 thous.,
"Other (contributions and taxes)" HRK 35,731 thous.).
Comment: The total amount of item "Staff costs" in Audited report (Note 8) is HRK
594,133 thous. and is presented in "Staff costs" (ADP 137; HRK 506,080 thous.), "Other
expenditures" (ADP 142; HRK 83,371 thous.) and "Provisions" (ADP 146; HRK 4,683 thous.).
III. Depreciation and amortisation 141 14+15+16+30 380.124 380.124 0

Summary of adjustments of GFI-POD reclassified income statement and unconsolidated income of comprehensive income from Audited report for 2019 / COMPANY (continued)in thousands of HRK

GFI-POD AUDITED
REPORT
AUDITED
REPORT
GFI-POD INCOME STATEMENTfor the period from
1 January 2019 to 31 December 2019
ADP code Note Reclassified
GFI-POD
Note Difference Explanation
IV. Other expenditures 142 Part of 8+ 174.348 174.348 0 GFI-POD item "Other expenditures" (ADP 142; HRK 174,348 thous.) is in Audited report
part of 9 presented under items "Staff costs" (Note 8; "Termination benefits" HRK 515 thous.,
"Other staff costs" HRK 82.856 thous.) and "Other operating expenses" (Note 9; "Municipal
charges, concessions and other" HRK 53,613 thous., "Professional services" HRK 18,915
thous., "Entertainment" HRK 7,813 thous. HRK, "Insurance premiums" HRK 6,343 thous.,
"Bank charges" HRK 2,325 thous., "Subscription to magazines and other administrative
expenses" HRK 1,968 thous.).
Comment: The total amount of item "Staff costs" in Audited report (Note 8) is HRK
594,133 thous. and is presented in "Staff costs" (ADP 137; HRK 506,080 thous.), "Other
expenditures" (ADP 142; HRK 83,371 thous.) and "Provisions" (ADP 146; HRK 4,683 thous.).
The total amount of item "Other operating expenses" in Audited report (Note 9) is HRK
125,649 thous. and is presented in items "Other expenditures" (ADP 142; HRK 90,978
thous.), "Value adjustment" (ADP 143; HRK 544 thous.), "Provisions" (ADP 146; HRK 3,553
thous.) and "Other operating expenses" (ADP 153; HRK 30,575 thous.).
V. Value adjustment 143 Part of 9 544 544 0 GFI-POD item "Value adjustment" (ADP 143; HRK 544 thous.) is in Audited report
presented under item "Other operating expenses" (Note 9; "Impairment of assets " in
comparable amount of HRK 544 thous.).
Comment: The total amount of item "Other operating expenses" in Audited report (Note
9) is HRK 125,649 thous. and is presented in items "Other expenditures" (ADP 142; HRK
90,978 thous.), "Value adjustment" (ADP 143; HRK 544 thous.), "Provisions" (ADP 146; HRK
3,553 thous.) and "Other operating expenses" (ADP 153; HRK 30,575 thous.).
VI. Provisions 146 Part of 8+
part of 9
8.236 8.236 0 GFI-POD item "Provisions" (ADP 146; HRK 8,236 thous.) is in Audited report presented
under items "Staff costs" (Note 8; "Provisions for termination benefits and jubilee awards"
HRK 4,683 thous.) and "Other operating expenses" (Note 9; "Provisions" HRK 3,553
thous.).
Comment: The total amount of item "Staff costs" in Audited report (Note 8) is HRK
594,133 thous. and is presented in "Staff costs" (ADP 137; HRK 506,080 thous.), "Other
expenditures" (ADP 142; HRK 83,371 thous.) and "Provisions" (ADP 146; HRK 4,683 thous.).
The total amount of item "Other operating expenses" in Audited report (Note 9) is HRK
125,649 thous. and is presented in items "Other expenditures" (ADP 142; HRK 90,978
thous.), "Value adjustment" (ADP 143; HRK 544 thous.), "Provisions" (ADP 146; HRK 3,553
thous.) and "Other operating expenses" (ADP 153; HRK 30,575 thous.).
VII. Other operating expenses 153 Part of 9 30.575 30.575 0 GFI-POD item "Other operating expenses" (ADP 153; HRK 30,575 thous.) is in Audited
report presented under items "Other operating expenses" (Note 9; "Write-off of property,
plant and equipment" HRK 23,237 thous., "Other operating expenses" HRK 7,338 thous.).
Comment: The total amount of item "Other operating expenses" in Audited report (Note
9) is HRK 125,649 thous. and is presented in items "Other expenditures" (ADP 142; HRK
90,978 thous.), "Value adjustment" (ADP 143; HRK 544 thous.), "Provisions" (ADP 146; HRK
3,553 thous.) and "Other operating expenses" (ADP 153; HRK 30,575 thous.).
FINANCIAL INCOME 154 11 18.970 18.970 0 GFI-POD item "Financial income" (ADP 154; HRK 18,970 thous.) is in Audited report
presented under items "Financial income/(loss) - net" in part of financial income
(Note 11; "Interest income" HRK 517 thous., "Net foreign exchange gains/(losses)
- other" HRK 3,626 thous., "Realised net gains/(losses) from changes in value of
forwards and interest rate swaps" HRK 1,359 thous., "Net gains from financial
assets sold" HRK 1,431 thous., "Income from cassa sconto" HRK 2,934 thous.,
"Dividend income" HRK 8,790 thous., and other financial income HRK 312 thous.).
Comment: The total amount of item "Finance income/(expense) - net" in Audited
report (Note 11) is HRK 48,014 thous. and is presented in items "Financial income"
(ADP 154; HRK 18,970 thous.) and "Financial costs" (ADP 165; HRK 66,984 thous.).

Summary of adjustments of GFI-POD reclassified income statement and unconsolidated income of comprehensive income from Audited report for 2019 / COMPANY (continued)in thousands of HRK

GFI-POD INCOME STATEMENTfor the period from GFI-POD AUDITED
REPORT
Reclassified AUDITED
REPORT
1 January 2019 to 31 December 2019 ADP code Note GFI-POD Note Difference Explanation
FINANCIAL COSTS 165 11 66.984 66.984 0 GFI-POD item "Financial costs" (ADP 165; HRK 66,984 thous.) is in Audited report
presented under item "Finance income/(expense) - net" in part of financial
expenses (Note 11; "Interest expense" HRK 51,568 thous., "Net foreign exchange
gains from financing activities" HRK 4,623 thous., "Changes in fair value of forwards
and interest rate swaps" HRK 10,651 thous. and "Change of value of financial
assets" HRK 142 thous.).
Comment: The total amount of item "Finance income/(expense) - net" in Audited
report (Note 11) is HRK 48,014 thous. and is presented in items "Financial income"
(ADP 154; HRK 18,970 thous.) and "Financial costs" (ADP 165; HRK 66,984 thous.).
TOTAL INCOME (ADP 125+154) 177 2.074.210 2.074.210 0
TOTAL COSTS (ADP 131+165) 178 1.707.737 1.707.737 0
PROFIT OR LOSS BEFORE TAX (ADP 177-178) 179 366.473 366.473 0
INCOME TAX EXPENSE 182 -10.533 -10.533 0
PROFIT OR LOSS FOR THE PERIOD (ADP 179-182) 184 377.006 377.006 0

Summary of adjustments of GFI-POD cash flow statement and unconsolidated cash flow statement from Audited report for 2020 / COMPANY in thousands of HRK

GFI-POD CASH FLOW STATEMENT for the period
from 1 January 2020 to 31 December 2020
GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
Audited
report
Difference Explanation
A) NET CASH FLOW FROM OPERATING
ACTIVITIES
020 -37.501 -37.501 0 GFI-POD item "Net cash flow from operating activities" (ADP 020; HRK -37,501
thous.) is in Audited report presented in items "Net cash inflow from operating
activities" in comparable amount of HRK -9,566 thous. and item "Interest paid" (Net
cash inflow from financing activities) in the amount of HRK -27,935 thous.
B) NET INCREASE OF CASH FLOW FROM
INVESTMENT ACTIVITIES
034 -419.436 -419.436 0 GFI-POD item "Net cash outflow from investment activities" (ADP 034; HRK -419,436
thous.) is in Audited report presented in item "Net cash outflow from investment
activities" in comparable amount of HRK -419,436 thous.
C) NET CASH FLOW FROM FINANCIAL ACTIVITIES 046 732.061 732.061 0 GFI-POD item "Net cash flow from financing activities" (ADP 046; HRK 732,061
thous.) is in Audited report presented in item "Net cash inflow from financing
activities" in comparable amount of HRK 704,126 thous. increased for the item
"Interest paid" in the amount of HRK 27,935 thous.
D) NET INCREASE OR DECREASE OF CASH FLOW
(ADP 020+034+046)
048 275.124 275.124 0
E) CASH AND CASH EQUIVALENTS AT THE
BEGINNING OF THE PERIOD
049 247.849 247.849 0
F) CASH AND CASH EQUIVALENTS AT THE END
OF THE PERIOD (ADP 048+049)
050 522.973 522.973 0

Summary of adjustments of GFI-POD cash flow statement and unconsolidated cash flow statement from Audited report for 2019 / COMPANY in thousands of HRK

GFI-POD CASH FLOW STATEMENT for the period
from 1 January 2019 to 31 December 2019
GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
Audited
report
Difference Explanation
A) NET CASH FLOW FROM OPERATING
ACTIVITIES
020 691.141 691.141 0 GFI-POD item "Net cash flow from operating activities" (ADP 020; HRK 691,141
thous.) is in Audited report presented in items "Net cash inflow from operating
activities" in comparable amount of HRK 740,731 thous. and item "Interest paid"
(Net cash inflow from financing activities) in the amount of HRK -49,590 thous.
B) NET INCREASE OF CASH FLOW FROM
INVESTMENT ACTIVITIES
034 -660.037 -660.037 0 GFI-POD item "Net cash outflow from investment activities" (ADP 034; HRK -660,037
thous.) is in Audited report presented in item "Net cash outflow from investment
activities" in comparable amount of HRK -660,037 thous.
C) NET CASH FLOW FROM FINANCIAL ACTIVITIES 046 48.212 48.212 0 GFI-POD item "Net cash flow from financing activities" (ADP 046; HRK 48,212 thous.)
is in Audited report presented in item "Net cash inflow from financing activities" in
comparable amount of HRK -1,378 thous. increased for the item "Interest paid" in
the amount of HRK 49,590 thous.
D) NET INCREASE OR DECREASE OF CASH FLOW
(ADP 020+034+046)
048 79.316 79.316 0
E) CASH AND CASH EQUIVALENTS AT THE
BEGINNING OF THE PERIOD
049 168.533 168.533 0
F) CASH AND CASH EQUIVALENTS AT THE END
OF THE PERIOD (ADP 048+049)
050 247.849 247.849 0

Summary of adjustments of GFI-POD statement of changes in equity and unconsolidated statement of changes in shareholder's equity from Audited report for 2020 / COMPANY in thousands of HRK

GFI-POD STATEMENT OF CHANGES IN EQUITY
for the period from 1 January 2020 to 31
December 2020
GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
Audited
report
Difference Explanation
CAPITAL AND RESERVES
(ADP 068 to 070+076+077+081+084+087)
067 27+28 2.385.224 2.385.224 0 GFI-POD item "Capital and reserves" (ADP 067; HRK 2,385,224 thous.) is in Audited
report presented in items "Share capital" (Note 27 in comparable amount of HRK
1,672,021 thous.), "Treasury shares" (Note 27 comparable amount of HRK -124,418
thous.), "Capital reserves" (Note 28 in comparable amount of HRK 5,711 thous.),
"Fair value reserves" (Note 28 in comparable amount of HRK 1 thous.), "Legal
reserves" (Note 28 in comparable amount of HRK 83,601 thous.), "Other reserves"
(Note 28 in comparable amount of HRK 176,476 thous.) and "Retained earnings"
(Note 28 in comparable amount of HRK 571,832 thous.).
Comment: To be fully compliant, the following items should be viewed as follows:
the "Other reserves" item of Audited report (Note 28; HRK 176,475 thous.) matches
the GFI POD item "Reserves for own shares" (ADP 072; HRK 136,815 thous.) and
part of GFI POD item "Retained earnings" (ADP 081; HRK 37,410 thous.) and GFI POD
items "Other reserves" (ADP 075 HRK 2,250 thous.). The "Retained earnings" item
of Audited report (Note 28; HRK 571,834 thous.) matches the sum of GFI POD items
"Profit for the financial year" (ADP 084; HRK -308,550 thous.) and part of "Retained
earnings" (ADP 081; HRK 880,384 thous.).

Summary of adjustments of GFI-POD statement of changes in equity and unconsolidated statement of changes in shareholder's equity from Audited report for 2019 / COMPANY in thousands of HRK

GFI-POD STATEMENT OF CHANGES IN EQUITY
for the period from 1 January 2019 to 31
December 2019
GFI-POD
ADP code
AUDITED
REPORT
Note
Reclassified
GFI-POD
Audited
report
Difference Explanation
CAPITAL AND RESERVES
(ADP 068 to 070+076+077+081+084+087)
067 27+28 2.690.444 2.690.444 0 GFI-POD item "Capital and reserves" (ADP 067; HRK 2,690,444 thous.) is in Audited
report presented in items "Share capital" (Note 27 in comparable amount of HRK
1,672,021 thous.), "Treasury shares" (Note 27 comparable amount of HRK -124,418
thous.), "Capital reserves" (Note 28 in comparable amount of HRK 5,711 thous.),
"Fair value reserves" (Note 28 in comparable amount of HRK 61thous.), "Legal
reserves" (Note 28 in comparable amount of HRK 83,601 thous.), "Other reserves"
(Note 28 in comparable amount of HRK 175,334 thous.) and "Retained earnings"
(Note 28 in comparable amount of HRK 878,134 thous.). Comment: To be fully
compliant, the following items should be viewed as follows: the "Other reserves"
item of Audited report (Note 28; HRK 175,334 thous.) matches the GFI POD item
"Reserves for own shares" (ADP 072; HRK 136,815 thous.) and part of GFI POD item
"Retained earnings" (ADP 081; HRK 38,519 thous.). The "Retained earnings" item of
Audited report (Note 28; HRK 878,134 thous.) matches the sum of GFI POD items
"Profit for the financial year" (ADP 084; HRK 377,007 thous.) and part of "Retained
earnings" (ADP 081; HRK 501,127 thous.).

MANAGEMENT BOARD'S DECISION ON ESTABLISHING THE ANNUAL FINANCIAL STATEMENTS

Valamar Riviera d.d. MANAGEMENT BOARD

Number: 15-2/21 Poreč, 18 February 2021

Pursuant to Articles 250a, 250b, 300a and 300b of the Companies Act, Articles 462 and 463 of the Capital Market Act, Articles 3 and 4 of the Content and structure of the Issuer's annual report and form and manner of delivering it to the Croatian Financial Services Supervisory Agency Regulation and Articles 19, 20, 21 and 24 of the Accounting Act, at its meeting held on 18 February 2021, the Management Board of Valamar Riviera d.d. from Poreč, 1 Stancija Kaligari (hereinafter: Valamar Riviera d.d. or the Company) rendered the following

DECISION

The Annual Report of Valamar Riviera d.d. is hereby determined as stated in the text of the enclosed "2020 ANNUAL REPORT".

II

I

The audited non-consolidated and consolidated Annual financial statements for the year 2020 are hereby determined, and consist of the following: Statement of Financial Position (Balance Sheet), Income Statement, Statement of Other Comprehensive Income, Statement of Cash Flow, Statement of Changes in Equity and Notes to Financial Statements, as stated in the text that is an integral part of the Report from point I of this decision.

III

It is hereby determined that the Auditor, Ernst & Young d.o.o. from Zagreb, 50 Radnička cesta and UHY RUDAN d.o.o. za porezno savjetovanje i reviziiu from Zagreb, 213 Ilica, OIB 71799539000 produced the Auditor's report for 2020, as stated in the text that is an integral part of the Report from point I of this decision.

IV

The Management Report on the Company's status for the period from 01/01/2020 to 31/12/2020 is hereby determined, as stated in the text that is an integral part of the Report from point I of this decision.

MANAGEMENT BOARD'S DECISION ON ESTABLISHING THE ANNUAL FINANCIAL STATEMENTS /continued

V

The proposed decision to coverage the Company's realized loss in 2020 totaling HRK 308,549,679.36 from the Company's retained profits achieved in previous years is hereby determined.

VI

Pursuant to Article 300b of the Companies Act:

  • 1.the reports mentioned in points II and IV of this Decision are submitted to the Supervisory Board for examination. It is proposed that the Supervisory Board approves the said reports,
  • 2.the Auditor's Report mentioned in point III of this Decision is submitted to the Supervisory Board for approval
  • 3.It is proposed that the Supervisory Board approves the proposed pursuant to point V of this Decision, and to pass it as such to be adopted at the General Assembly.

VII

Pursuant to Article 133 of the Zagreb Stock Exchange Rules, the Zagreb Stock Exchange will be informed of this Decision.

After the Supervisory Board decides on the matters presented in point VI, the reports determined in this Decision and the proposal for the loss coverage from point V will be released in the prescribed period, pursuant to Article 462 and Article 463 of the Capital Market Act and Article 4 Content and structure of the Issuer's annual report and form and manner of delivering it to the Croatian Financial Services Supervisory Agency Regulation.

VIII

Upon their adoption, the following decisions and reports will be submitted to the Financial Agency to be disclosed in the prescribed period, pursuant to Article 30 of the Accounting Act: this Decision together with the proposed decision on the loss coverage in point V, the reports determined by this Decision and the decisions rendered by the Supervisory board in point VI.

For the attention of:

    1. Supervisory Board
    1. HANFA -Official registry of regulated information, pursuant to point VII
    1. Zagreb Stock Exchange, pursuant to point VII
    1. FINA-Financial Agency, pursuant to point VIII
    1. Archive

SUPERVISORY BOARD'S DECISION ON APPROVING THE ANNUAL FINANCIAL STATEMENTS

Valamar Riviera d.d. SUPERVISORY BOARD Number: 16-2/21 Poreč, 25/2/2021

Pursuant to Article 300d, and Article 300c of the Companies Act and Management Board Decision no. 15-2/21 dated 18/02/2021, at its meeting held on 25 February 2021, the Supervisory Board of Valamar Riviera d.d. from Poreč rendered the following

DECISION

I

The Supervisory Board hereby approves the 2020 ANNUAL REPORT of Valamar Riviera d.d. that also includes the following:

  • 1.Annual Financial Statements for the Year 2020, non-consolidated and consolidated, consisting of the Statement of Financial Position (Balance Sheet), Income Statement, Statement of Other Comprehensive Income, Statement of Cash Flow, Statement of Changes in Equity and Notes to Financial Statements
  • 2.Report on the performed audit by Ernst & Young d.o.o. from Zagreb and UHY RUDAN d.o.o. za porezno savjetovanje i reviziju from Zagreb
  • 3.Annual Management Report on the Company's status / Management Report

II

Pursuant to Article 300d of the Companies Act, by granting approval as stated in point I of this Decision, the 2020 Annual Financial Statements of Valamar Riviera d. d. from Poreč are considered to be approved both by the Management Board and by the Supervisory Board.

Gustav Wurmböck Supervisory Board Chairman

Valamar Riviera d.d. SUPERVISORY BOARD Number: 16-4/21 Poreč, 25/2/2021 Pursuant to the provision of Article 263, paragraph 3 and Article 300c, paragraph 3 of the Companies Act, at its meeting held on 25 February 2021, the Supervisory Board of Valamar Riviera d.d. from Poreč, determines and submits following

REPORT TO THE GENERAL ASSEMBLY OF VALAMAR RIVIERA D.D. FROM POREČ ON THE PERFORMED SUPERVISION OF THE COMPANY'S BUSINESS MANAGEMENT IN 2020

I

In the course of the year 2020 (i.e. reporting period), the Supervisory Board consisted of: Gustav Wurmböck, Chairman, Franz Lanschützer and Mladen Markoč, Deputy Chairmen, and Members: Georg Eltz, Hans Dominik Turnovszky, Vicko Ferić and Valter Knapić. Apart from the Supervisory Board, the Supervisory Board members formed the following three committees:

  • The Presidium of the Supervisory Board, consisting of: Gustav Wurmböck, Chairman and SB Deputy Chairmen Franz Lanschützer and Mladen Markoč. Within its scope, the Presidium of the Supervisory Board is the Nomination Committee and Remuneration Committee in accordance with the relevant corporate governance regulations and recommendations/standards;

  • Audit Committee, consisting of: Georg Eltz, Chairman and Members Franz Lanschützer, Mladen Markoč, Vicko Ferić, Gustav Wurmböck and Hans Dominik Turnovszky.

  • Investment Committee, consisting of: Franz Lanschützer, Chairman and Members Georg Eltz, Vicko Ferić, Hans Dominik Turnovszky and Gustav Wurmböck.

II

During 2020, the Supervisory Board held thirteen (13) meetings out of which eight (8) were held via correspondence, all pursuant to the Company's Statute and Supervisory Board's Rules of procedures. At said meetings, the Supervisory Board discussed numerous issues related to the Company's business and supervised the management of the Company's business. All Supervisory Board members participated in the work of the Supervisory Board at twelve meetings, out of which eight were held via electronic communication, while members Mr. Mladen Markoč, Mr. Georg Eltz and Mr. Vicko Ferić did not attend only one

meeting, so the meeting was duly held with four members.

The Supervisory Board committees: Presidium, Audit Committee and Investment Committee held nineteen (19) meetings in 2020: thirteen (13) Presidium meetings, five (5) Audit Committee meetings and one (1) Investment Committee meeting. All members participated in the work of the Presidium at ten meetings, while member Mr. Mladen Markoč did not attend three meetings. Pursuant to the rules of the Company, Mr. Mladen Markoč authorized Mr. Franz Lanschützer to participate at the discussion on his behalf on all topics of the meetings and to propose conclusions and eventual decisions to the Supervisory Board for adoption. All members participated in the work of the Audit Committee at four meetings, while Mr. Vicko Ferić did not attend one meeting. All members participated in the work of the Investment Committee.

III

In the course of 2020, the Supervisory Board regularly received written reports on business operations, as well as other reports, proposals and decisions by the Management Board. The Supervisory Board examined and rendered its decisions pertaining to the said reports, proposals and decisions pursuant to regulations, provisions of the Company's Statute and other Company rules. Due to the crisis caused by the corona virus pandemic (COVID 19), business operations in 2020 were marked by difficulty, uncertainty and disorder. This situation conditioned the particular attention of Supervisory Board members in supervising and striving to find activities and measures to maintain business continuity in extraordinary conditions with the primary focus on preserving employment. Furthermore, the Supervisory Board particularly focused on maintaining the Company's liquidity and solvency through solidarity exercised by all participants (suppliers, customers, contractors, shareholders, Management Board, Supervisory Board members and employees).

Together with the Management Board, responsible persons and experts of the Company, the Supervisory Board Presidium regularly discussed all materials and proposed decisions which were then subject to decision-making by the Supervisory Board, all for timely preparation and more efficient functioning of the Supervisory Board. Members of the Presidium have previously considered conditions for concluding legal transactions from the scope of Company's business activity and on the disposal of real estate, as well as approving conditions for concluding legal transactions' addendums because of fair changes due to changed circumstances, including legal transactions related to loans and other relations with banks. In addition, business plans and business reports as well as information on business suspension flow, business of each property and Company in total were considered. In 2020, members of the Presidium particularly focused on tracking, previous considerations and analysis of activities and measures, which were brought and carried out by the Management Board and Risk Management Committee due to the Company's changed business circumstances caused by the corona virus pandemic (COVID 19). For this reason, members of the Presidium continuously monitored and supervised implementation of the business relation policies in sales and purchase, including investments, payment policies, lease policies and bank relations during the pandemic. Furthermore, they monitored and supervised the implementation of the "Pause Restart program" for employees as well as the implementation of other policies and plans (product's changes, safety – H&S protocols) which were directed toward the Company's preparations and business operation in new circumstances.

Members of the Audit Committee considered, proposed and took positions according function determined by relevant regulations and Company acts at meetings. Thus, the Audit Committee considered the plan and implementation of internal audit work, submitted internal audit reports, both implemented in accordance with the annual plan, and those carried out extraordinarily. In addition, the Committee reviewed the submitted comments and audit initiatives, as well as information on open communication channels for comments and objections. Furthermore, the Board considered the audited financial statements of the Company, made a recommendation to the Supervisory Board on the selection of auditors, considered the provision of non-audit services by appointed auditors of financial statements and performed all other activities in accordance with relevant regulations and internal acts with the work of an auditor of financial statements.

At the session of the Investment Committee, its members as well as Management Board members, responsible persons and experts of the Company, discussed the state of realization of previously approved investments, the need to revise the Capex plan for 2020 due to the corona virus pandemic (COVID 19), especially in relation to the need to temporarily suspend certain major investments such as Pinea (ex Pical hotel) as well as the proposal of the Capex plan for 2021.

IV

Pursuant to its obligations, the Supervisory Board performed the supervision through meetings, committees and through documents and detailed information submitted by the Management Board in the course of 2020 and therefore

e s t a b l i s h e d

that Valamar Riviera d.d. from Poreč conducts its business pursuant to the relevant regulations, Company's Statute and other regulations and decisions of the Company.

V

The Supervisory Board devoted particular attention to the examination of the reports and proposals submitted by the Management Board and consisting of the following:

1) 2020 ANNUAL REPORT of Valamar Riviera d.d. that also includes the following:

  • Annual Financial Statements for 2020, non-consolidated and consolidated, consisting of the Statement of Financial Position (Balance Sheet), Income Statement, Statement of Other Comprehensive Income, Statement of Cash Flow, Statement of Changes in Equity and Notes to Financial Statements;
  • Report on the performed audit by Ernst & Young d.o.o. from Zagreb and UHY RUDAN d.o.o. from Zagreb;
  • Annual Management Report on the Company's status / Management Report;

2) Proposal regarding the loss coverage

3) Report on Related Party Transactions in 2020 and Auditor's Examination Report.

At its meeting in the presence of the Auditor, Ernst & Young d.o.o. from Zagreb and UHY RUDAN d.o.o. from Zagreb, the Audit Committee, followed by the Supervisory Board, examined the submitted annual financial statements for 2020 and established that they reflected the business records of the Company and rendered a veritable presentation of the position of the Company in terms of business and assets, and therefore had no objections to them.

Pursuant to the previously submitted opinion by the Audit Committee, the Supervisory Board has no objection to the Auditor's report on the performed audit. Furthermore, the Supervisory Board has no objections to the Annual Management Report on the Company's Status.

The Supervisory Board also has no objection after examining the submitted Management Board Report on Related Party Transactions with the Auditor's examination report.

VI

Besides the examination of the documents specified in the previous point, pursuant to the Company's Statute, the Supervisory Board supervised the management of the Company's business by previously considering the Management Board proposals that required the Supervisory Board's approval. In that part, the Supervisory Board paid particular attention to approving the conditions for concluding legal transactions from the scope of Company's business activity and on disposal of real estate, as well as approving conditions for concluding legal transactions' addendums because of fair changes due to changed circumstances, including fair changes of the legal transactions related to investments. Furthermore, the Supervisory Board particularly focused on the approval of each loan and regularly monitored the Company's financial status and cash flow.

Due to crisis caused by corona virus pandemic (COVID 19), business operations in 2020 were marked by difficulty, uncertainty and disorder. This situation conditioned the particular attention of the Supervisory Board members in supervising and striving to find activities and

measures to maintain business continuity in extraordinary conditions. The Supervisory Board regularly received information and approved measures, which were brought and carried out by the Management Board and Risk Management Committee due to the Company's changed business circumstances. The Supervisory Board continuously tracked and supervised the implementation of the "Pause Restart program" for employees as well as the implementation of others policies and plans directed towards the Company's preparations and business operation in new circumstances.

In addition to the above mentioned, the Supervisory Board considered and approved the Revised Business Plan for 2020 and the Business Plan for 2021.

In the course of 2020, the Supervisory Board particularly monitored the Management Board in the management of hotel-tourism properties and amenities of the company Imperial Riviera d.d., Valamar Obertauern GmbH and Helios Faros d.d. in accordance with the previously concluded agreements in respect to the management of hotel-tourism properties and amenities of these companies, and that in changed circumstances due to the corona crisis.

The Supervisory Board also considered and approved and/or rendered Company's acts with the aim of harmonizing the Company's corporate governance with changes of relevant regulations and Corporate Governance Code, which were rendered by the Zagreb Stock Exchange d.d. and Croatian Financial Services Supervisory Agency.

Furthermore, in the course of 2020, the Supervisory Board determined the Remuneration Policy for the period of four years, approved by the General Assembly. The Presidium of the Supervisory Board as committee of Supervisory Board in which scope of business are fees and remuneration supervises the implementation of Remuneration Policy. According to relevant regulations, together with the Management Board, the Supervisory Board determined Remuneration report of Management and Supervisory Board members for 2020 submitted to the General Assembly for approval. Finally, the Supervisory Board independently evaluates its effectiveness and composition, as well as the effectiveness and composition of its committees/boards and the individual results of its members. The evaluation was led by the Chairman of the Supervisory Board through a transparent discussion with all members of the Supervisory Board at the meeting held on February 25, 2021, within the agenda item at which this Report was determined. In doing so, the Supervisory Board concluded that it effectively supervises the conduct of the Company's business. He also concluded that the committees of the Supervisory Board effectively prepare proposals and recommendations to the Supervisory Board and these preparations, i.e. previous discussions and deliberations with the Management Board, responsible persons and experts in the Company contribute to the Supervisory Board's effectiveness in supervising the Company's business. The Supervisory Board also concluded that the members of the Supervisory Board and the members of the committees use their education, knowledge and experience to the greatest extent possible in order to ensure the best possible and better results of the Supervisory Board's work. In this sense, there is no need for improvements in the profile of the Supervisory Board or for changes in its overall size and composition, and no need for improvements in the functioning and preparation of meetings have been detected.

The Supervisory board also assessed efficiency of collaboration between the Supervisory board and Management board and concluded that mutual collaboration is good, that the Management board and persons in charge of the Company provide the members of the Supervisory board with appropriate support in performing their functions, that the Management board regularly and appropriately provides the Supervisory board and its committees with information, proposals, reports and other materials related to business operations of the Company according to relevant regulations and internal acts of the Company, ensuring the supervision of the Supervisory board regarding the management of the Company´s businesses.

The Supervisory board shall perform such assessments from now on, at least once a year, generally while considering the audited annual financial report for the previous year.

VII

Pursuant to the above mentioned, and according to the comprehensive insight gained through the supervision of the Company's business management and information received during the course of work of the Supervisory Board and its committees in the period from 1 January to 31 December 2020, and the conducted examinations from point V of this Report, at its meeting held on 25 February 2021, the Supervisory Board

A)

approved the following

1) 2020 ANNUAL REPORT of Valamar Riviera d.d. that also includes the following:

  • Annual Financial Statements for the Year 2020, non-consolidated and consolidated, consisting of the Statement of Financial Position (Balance Sheet), Income Statement, Statement of Other Comprehensive Income, Statement of Cash Flow, Statement of Changes in Equity and Notes to Financial Statements;
  • Report on the performed audit by Ernst & Young d.o.o. from Zagreb and UHY RUDAN d.o.o. from Zagreb;
  • Annual Management Report on the Company's status / Management Report,

2) Proposal regarding the loss coverage,

and hereby, according to Article 300d of the Companies Act, the Annual Financial Statements of Valamar Riviera d. d. from Poreč for 2020 are considered to be approved both by the Management Board and by the Supervisory Board.

B)

has no objection to

the Management Board statement given in the Report on Related Party Transactions in 2020 pursuant to the provisions of Article 497, paragraph 3 of the Companies Act

and

a g r e e s w i t h

the Auditor's examination by Ernst & Young d.o.o. of the Management Board Report on Related Party Transactions in 2020.

Gustav Wurmböck Supervisory Board Chairman

SUPERVISORY BOARD'S DECISION ON ALLOCATION OF LOSS

Valamar Riviera d.d. SUPERVISORY BOARD Number: 16-5/21 Poreč, 25/2/2021

Pursuant to Article 300d, and Article 300c of the Companies Act and the Management Board Decision no. 15-2/21 dated 18/02/2021, at its meeting held on 25 February 2021, the Supervisory Board of Valamar Riviera d.d. from Poreč rendered the following

DECISION

I

The proposed decision to coverage the Company's realized loss in 2020 totaling HRK 308,549,679.36 from the Company's retained profit achieved in previous years is hereby determined.

II It is proposed that the General Assembly accepts the proposal determined in point I of this decision that was previously approved by the Supervisory and Management Board.

Gustav Wurmböck Supervisory Board Chairman

Annual Financial Statements including the independent Auditors' Report for the year ended on 31 December 2020

This version of the financial statements is a translation from the Croatian language original. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of the report takes precedence over this translation.

CONTENT

Responsibility for the financial statements 108
Independent Auditors' Report to the shareholders of Valamar Riviera d.d., Poreč 109
-
113
Statement of comprehensive income 114
Statement of financial position 115

117
Statement of changes in shareholder's equity 118

119
Statement of cash flows 120
Notes (form an integral part of the financial statements) 121

203

RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

Pursuant to the Croatian Accounting Law, the Management Board is responsible for ensuring that financial statements are prepared for each financial year in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union, which give a true and fair view of the state of affairs and results of Valamar Riviera d.d. (˝the Company˝) and its subsidiaries (˝the Group˝) for that period.

After making enquiries, the Management Board has a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. For this reason, the Management Board continues to adopt the going concern basis in preparing the financial statements.

In preparing consolidated and separate financial statements, the responsibilities of the Management Board include ensuring that:

  • suitable accounting policies are selected and then applied consistently;
  • judgments and estimates are reasonable and prudent;
  • applicable accounting standards are followed;
  • the financial statements are prepared on the going concern basis.

The Management Board is responsible for keeping proper accounting records, which disclose with reasonable accuracy at any time the financial position of the Company and the Group, and must also ensure that the financial statements comply with the Croatian Accounting Law. The Management Board is also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Signed by the Management Board on 18 February 2021:

Željko Kukurin Marko Čižmek President of the Management Board Member of the Management Board

REPORT ON THE AUDIT OF THE SEPARATE AND CONSOLIDATED FINANCIAL STATEMENTS

Opinion

We have audited the separate financial statements of Valamar Riviera d.d. (the Company), and consolidated financial statements of Valamar Riviera d.d. and it's subsidiaries (together- the Group), which comprise the separate and consolidated statement of financial position as at 31 December 2020, the separate and consolidated statement of comprehensive income, the separate and consolidated statement of changes in equity and the separate and consolidated statement of cash flows for the year then ended, and notes to the separate and consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying separate and consolidated financial statements give a true and fair view of the separate and consolidated financial position of the Company and Group as at 31 December 2020 and of its separate and consolidated financial performance and its separate and consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards as adopted by the EU (IFRS as adopted by the EU).

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the separate and consolidated financial statements section of our report.

We are independent of the Company and the Group in accordance with the International Ethics Standards Board of Accountants'(IESBA) International Code of

Ethics for Professional Accountants, including International Independence Standards (IESBA Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the separate and consolidated financial statements of the current period. These matters were addressed in the context of our audit of the separate and consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For the matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor's responsibilities for the audit of the separate and consolidated financial statements section of our report, including in relation to this matter. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the separate and consolidated financial statements. The results of our audit procedures, including the procedures performed to address the matter below, provide the basis for our audit opinion on the accompanying separate and consolidated financial statements.

KEY AUDIT MATTER

Impairment of the tourism property

Refer to Notes 2.6. Property, plant and equipment and 2.8. Impairment of non-financial assets, Note 4 (a) Impairment of non-financial assets, and Note 14 on Property, Plant and Equipment of the separate and consolidated financial statements.

The carrying amount of property, plant and equipment of the Company as at 31 December 2020 was HRK 4,276,132 thousand (Group: HRK 5,647,311 thousand) and it represented approximately 72% and 82% of the total assets of the Company and the Group, respectively. Property, plant and equipment mostly consists of tourism properties and related assets and is included in the separate and consolidated statements of financial position at historical cost less accumulated depreciation and impairment, where required. Assets that are depreciated are examined for a potential impairment when events or changed circumstances indicate that the book value may not be recoverable.

The estimation process is complex and highly subjective and is based on the assumptions. Due to the above factors and significant impact of COVID 19 on sales revenue generated by the tourism properties, impairment of tourism properties was determined as a key audit matter.

HOW WE ADDRESSED THE KEY AUDIT MATTER

Our audit procedures related to impairment of property, plant and equipment included, among others, assessing the appropriateness of the methodology used for the impairment testing and testing of key Management's estimates used to determine if there are impairment indicators.

We reviewed relevant internal reports prepared by the Company and the Group. We compared the projections used in the impairment model for cash generating units with the historical data, including, among others, a comparison of gross operating profit, occupancy rates, average daily rate, and revenue per available room. We also performed audit procedures on the mathematical correctness of calculations used in these models.

For the cash generating units, where impairment indicators were identified by the Company and the Group, we were provided with the future cash flow forecasts. We evaluated these forecasts and process by which they were prepared.

We compared the prior years actual results with the figures included in the forecasts to evaluate assumptions used. We assessed managements key assumptions on recovery from COVID 19 pandemic. We also compared management's key assumptions for longterm growth rate by comparing it to historical growth results and market data.

We performed audit procedures on the mathematical integrity of the impairment models, sensitivity analysis and tested the appropriateness of discount rates used in the calculation with the assistance of the specialists.

Additionally, for the assets whose value in use was lower than their carrying value the Company and the Group provided us with internal assessments of the market value or reports from the external valuers. We have reviewed the valuation reports and we have tested, on the sample basis, the correctness of the input data.

In addition, we involved valuation specialists and used external data in assessing and corroborating the assumptions used in the valuation reports.

We also assessed the adequacy of related disclosures in the Notes 2.6. Property, plant and equipment and 2.8. Impairment of non-financial assets, Note 4 (a) Impairment of nonfinancial assets, and Note 14 Property, Plant and Equipment of the separate and consolidated financial statements and their compliance with IFRS as adopted by EU.

Other information included in the Company's and the Group's Annual Report for year 2020

Management is responsible for the other information. Other information consists of the information included in the Annual Report which includes the Management report and Corporate Governance Statement, other than the separate and consolidated financial statements and our auditor's report thereon. Our opinion on the separate and consolidated financial statements does not cover the Other information including the Management report and Corporate Governance Statement.

In connection with our audit of the separate and 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 separate and consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

With respect to the Management Report and Corporate Governance Statement, we also performed procedures required by the Accounting Act. Those procedures include considering whether the Management Report includes the disclosures required by Article 21 of the Accounting Act, and whether the Corporate Governance Statement includes the information specified in Article 22 of the Accounting Act.

Based on the procedures undertaken, to the extent we are able to assess it, we report that:

    1. the information given in the enclosed Management report for the 2020 financial year are consistent, in all material respects, with the enclosed separate and consolidated financial statements;
    1. the enclosed Management report for 2020 financial year is prepared in accordance with requirements of Article 21 of the Accounting Act;
    1. Corporate Governance Statement, included in the Company's and the Group's annual report, includes the information referred to in Article 22., paragraph 1., items 2, 5, 6 and 7 of the Accounting Act; and
  • elements of Corporate Governance Statement containing the information referred to in Article 22, paragraph 1, items 3 and 4 of the Accounting Act, included in the Group's and the Company's annual report for the year 2020 are prepared in accordance with requirements of the Accounting Act and are consistent, in all material respects, with the enclosed separate and consolidated financial statements.

In addition, in the light of the knowledge and understanding of the entity and Group and its environment obtained in the course of the audit, we are also required to report if we have identified material misstatements in the Management Report, Corporate Governance Statement and Annual report. We have nothing to report in this respect.

Responsibilities of management and Audit Committee for the separate and consolidated financial statements

Management is responsible for the preparation and fair presentation of the separate and consolidated financial statements in accordance with IFRS as adopted by the EU, and for such internal control as management determines is necessary to enable the preparation of separate and consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the separate and consolidated financial statements, management is responsible for assessing the Company's and 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 management either intends to liquidate the Company and the Group or to cease operations, or has no realistic alternative but to do so.

Audit Committee is responsible for overseeing the Company's and the Group's financial reporting process.

Auditor's responsibilities for the audit of the separate and consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the separate and consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs 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 separate and consolidated financial statements.

As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the separate and 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 Company's and Group's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  • Conclude on the appropriateness of management'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 Company's and 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 auditor's report to the related disclosures in the separate and 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 auditor's report. However, future events or conditions may cause the Company and the Group to cease to continue as a going concern.

  • Evaluate the overall presentation, structure and content of the separate and consolidated financial statements, including the disclosures, and whether the separate and 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 or 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 Audit Committee 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 Audit Committee 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, related safeguards.

From the matters communicated with Audit Committee, we determine those matters that were of most significance in the audit of the separate and consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

In compliance with Article 10(2) of Regulation (EU) No. 537/2014 of the European Parliament and the Council, we provide the following information in our independent auditor's report, which is required in addition to the requirements of ISAs:

Appointment of Auditor and Period of Engagement

Ernst and Young d.o.o. was initially appointed as auditors of the Company on 4 May 2017. This appointment has been renewed annually by shareholder resolution, with the most recent reappointment on 24 September 2020, representing a total period of uninterrupted engagement appointment of four years.

UHY RUDAN d.o.o. was initially appointed as auditors of the Company on 9 May 2019. This appointment has been renewed annually by shareholder resolution, with the most recent reappointment on 24 September 2020, representing a total period of uninterrupted engagement appointment of two years.

Consistence with Additional Report to Audit Committee

We confirm that our audit opinion on the separate and consolidated financial statements expressed herein is consistent with the additional report to the Audit Committee of the Company, which we issued on 19 February 2021 in accordance with Article 11 of Regulation (EU) No. 537/2014 of the European Parliament and the Council.

Provision of Non-audit Services

We declare that no prohibited non-audit services referred to in Article 5(1) of Regulation (EU) No. 537/2014 of the European Parliament and the Council were provided by us to the Company and its controlled undertakings within the European Union. In addition, there are no other non-audit services which were provided by us to the Company and its controlled undertakings and which have not been disclosed in the separate and consolidated financial statements.

The partners in charge of the audit resulting in this independent auditor's report are Berislav Horvat for Ernst & Young d.o.o. and Vedrana Miletić for UHY RUDAN d.o.o

Berislav Horvat,
President of the Board
and
Certified auditor
Ernst & Young d.o.o
Radnička cesta 50
Zagreb
Republic of Croatia

25 February 2021

Dragan Rudan, Director

25 February 2021 UHY RUDAN d.o.o. Ilica 213/IV Zagreb Republic of Croatia

Vedrana Miletić, Certified auditor

CONSOLIDATED AND UNCONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2020 GROUP COMPANY
(all amounts in thousands of HRK) Note 2019 2020 2019 2020
Sales revenue 5 2,139,320 642,479 1,874,496 546,962
Other income 6 25,604 28,355 19,431 19,677
Cost of materials and services 7 (609,248) (254,644) (540,847) (223,981)
Staff costs 8 (681,902) (227,051) (594,133) (194,267)
Depreciation and amortisation 14,15,16,30 (474,514) (496,444) (380,124) (391,987)
Other operating expenses 9 (148,161) (92,236) (125,649) (80,020)
Other gains/(losses) –
net
10 42,755 4,777 161,314 5,180
Operating profit/(loss) 293,854 (394,764) 414,488 (318,436)
Finance result –
net
11 (61,858) (104,641) (48,014) (95,096)
Share of net profit/(loss) of associate 18 476 (1,644) - -
Profit/(loss) before tax 232,472 (501,049) 366,474 (413,532)
Income tax 12 73,380 142,243 10,533 104,982
Profit/(loss) for the year 305,852 (358,806) 377,007 (308,550)
Other comprehensive income
Items that
cannot be
reclassified
to P&L account
Change in financial assets value 20 (1,061) (74) (1,061) (74)
Tax on other comprehensive income 217 14 217 14
Total comprehensive income for the year 305,008 (358,866) 376,163 (308,610)
Profit/(loss) attributable to:
Owners of the Parent Company 284,536 (329,594) - -
Non-controlling interests 33 21,316 (29,212) - -
305,852 (358,806) - -
Total comprehensive income attributable to:
Owners of the Parent Company 283,692 (329,654) - -
Non-controlling interests 33 21,316 (29,212) - -
305,008 (358,866) - -
Earnings per share (in HRK) attributable to equity
holders of the Group during the year:
-
basic and diluted
13 2.32 -2.70 - -

These financial statements were approved by the Management Board of the Company on 18 February 2021.

Management Board President: Željko Kukurin Management Board Member: Marko Čižmek

The notes below form an integral parts of these financial statements. 114

CONSOLIDATED AND UNCONSOLIDATED STATEMENT OF FINANCIAL POSITION

GROUP COMPANY
31 December 31 December
(all amounts in thousands of HRK) Note 2019 2020 2019 2020
ASSETS
Non-current assets
Property, plant and equipment 14 5,536,230 5,647,311 4,224,948 4,276,132
Investment property 15 6,449 3,942 6,449 3,942
Right-of-use assets 30 15,524 11,664 15,839 12,446
Intangible assets 16 56,189 46,400 54,104 42,275
Investment in subsidiaries 17 - - 727,328 727,328
Investment in associate 18 47,668 46,024 47,192 47,192
Deferred tax assets 25 193,832 331,410 110,359 214,471
Financial assets 20 391 317 335 261
Loans and deposits 21 113 89 113 89
5,856,396 6,087,157 5,186,667 5,324,136
Current assets
Inventories 22 25,825 30,336 22,385 27,296
Trade and other receivables 23 57,852 94,811 46,340 79,088
Income tax receivable 4,258 733 - -
Loans and deposits 21 688 613 531 578
Derivative financial instruments 24 140 - 140 -
Cash and cash equivalents 26 550,143 665,933 247,849 522,974
638,906 792,426 317,245 629,936
Total assets 6,495,302 6,879,583 5,503,912 5,954,072

CONSOLIDATED AND UNCONSOLIDATED STATEMENT OF FINANCIAL POSITION / CONTINUED

GROUP COMPANY
31 December 31 December
(all amounts in thousands of HRK) Note 2019 2020 2019 2020
EQUITY AND LIABILITIES
Share capital 27 1,672,021 1,672,021 1,672,021 1,672,021
Treasury shares 27 (124,418) (124,418) (124,418) (124,418)
Capital reserves 28 5,224 5,224 5,711 5,711
Fair value reserves 28 61 1 61 1
Legal reserves 28 83,601 83,601 83,601 83,601
Other reserves 28 160,851 161,993 175,334 176,476
Retained earnings 28 690,708 363,625 878,134 571,832
2,488,048 2,162,047 2,690,444 2,385,224
Non-controlling interest 33 731,022 701,810 - -
Total equity 3,219,070 2,863,857 2,690,444 2,385,224
LIABILITIES
Non-current liabilities
Borrowings 29 2,446,315 2,770,276 2,146,747 2,474,586
Lease liabilities 30 8,189 6,926 8,770 7,391
Trade and other payables 31 58,671 57,609 56,453 55,656
Liabilities for investments in associate 18,294 - 18,294 -
Derivative financial instruments 24 11,023 11,602 11,023 11,602
Deferred tax liabilities 25 63,046 58,292 14,191 13,307
Provisions 32 66,858 103,764 42,638 75,561
2,672,396 3,008,468 2,298,116 2,638,103

The notes below form an integral parts of these financial statements. 116

CONSOLIDATED AND UNCONSOLIDATED STATEMENT OF FINANCIAL POSITION / CONTINUED

GROUP COMPANY
31 December 31 December
(all amounts in thousands of HRK) Note 2019 2020 2019 2020
Current liabilities
Borrowings 29 288,017 553,357 257,433 508,958
Non-current part of borrowings -
waivers after balance
sheet date
29 - 185,009 - 185,009
Lease liabilities 30 3,817 2,243 3,589 2,582
Trade and other payables 31 284,707 241,390 230,578 209,237
Liabilities for investments in associate 37 - 13,994 - 13,994
Derivative financial instruments 24 6,025 5,380 6,025 5,380
Income tax liability 3 1 - -
Provisions 32 21,267 5,884 17,727 5,585
603,836 1,007,258 515,352 930,745
Total liabilities 3,276,232 4,015,726 2,813,468 3,568,848
Total equity and liabilities 6,495,302 6,879,583 5,503,912 5,954,072

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY

GROUP FOR THE YEAR ENDED 31 DECEMBER 2020

(in thousands of HRK) Note Share
capital
Treasury
shares
Capital
reserves
Legal
reserves
Fair
value
reserves
Other
reserves
Retained
earnings
Total Non
controlling
interests
Total
Balance as at 1 January 2019 1,672,021 (86,118) 4,817 83,601 905 120,851 560,463 2,356,539 401,993 2,758,532
Profit for the year - - - - - - 284,536 284,536 21,316 305,852
Other comprehensive loss 28 - - - - (844) - - (844) - (844)
Total comprehensive income - - - - (844) - 284,536 283,692 21,316 305,008
Transfer to treasury shares reserve 28 - - - - - 40,000 (40,000) - - -
Treasury shares released 27 - 1,097 407 - - - - 1,504 - 1,504
Treasury shares purchased 27 - (39,396) - - - - - (39,396) - (39,396)
Dividends 28 - - - - - - (122,587) (122,587) (7,704) (130,291)
Change in non-controlling interest - - - - - - 8,296 8,296 315,417 323,713
Total contributions by and distributions to
company owners, recognised directly in equity
- (38,299) 407 - - 40,000 (154,291) (152,183) 307,713 155,530
Balance at 31 December 2019 1,672,021 (124,418) 5,224 83,601 61 160,851 690,708 2,488,048 731,022 3,219,070
Loss for the year - - - - - - (329,594) (329,594) (29,212) (358,806)
Other comprehensive loss 28 - - - - (60) - - (60) - (60)
Total comprehensive loss for the year - - - - (60) - (329,594) (329,654) (29,212) (358,866)
Return of uncollected dividend 28 - - - - - 1,142 2,248 3,390 - 3,390
Exchange rate differences from foreign business - - - - - - 263 263 - 263
Total contributions by and distributions to
company owners, recognised directly in equity
- - - - - 1,142 2,511 3,653 - 3,653
Balance at 31 December 2020 1,672,021 (124,418) 5,224 83,601 1 161,993 363,625 2,162,047 701,810 2,863,857

UNCONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY

COMPANY FOR THE YEAR ENDED 31 DECEMBER 2020
(in thousands of HRK) Note Share
capital
Treasury
shares
Capital
reserves
Legal
reserves
Fair value
reserves
Other
reserves
Retained
earnings
Total
Balance as at 1 January 2019 1,672,021 (86,119) 5,304 83,601 905 135,334 663,714 2,474,760
Profit for the year - - - - - - 377,007 377,007
Other comprehensive loss 28 - - - - (844) - - (844)
Total comprehensive income - - - - (844) - 377,007 376,163
Transfer to treasury shares reserve 28 - - - - - 40,000 (40,000) -
Treasury shares released 27 - 1,097 407 - - - - 1,504
Treasury shares acquired 27 - (39,396) - - - - - (39,396)
Dividends 28 - - - - - - (122,587) (122,587)
Total contributions by and distributions to company owners,
recognised directly in equity
- (38,299) 407 - - 40,000 (162,587) (160,479)
Balance at 31 December 2019 1,672,021 (124,418) 5,711 83,601 61 175,334 878,134 2,690,444
Loss for the year - - - - - - (308,550) (308,550)
Other comprehensive loss 28 - - - - (60) - - (60)
Total comprehensive loss for the year - - - - (60) - (308,550) (308,610)
Return of uncollected dividend 28 - - - - - 1,142 2,248 3,390
Total contributions by and distributions to company owners,
recognised directly in equity
- - - - - 1,142 2,248 3,390
Balance at 31 December 2020 1,672,021 (124,418) 5,711 83,601 1 176,476 571,832 2,385,224

CONSOLIDATED AND UNCONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2020 GROUP COMPANY
(all amounts in thousands of HRK) Note 2019 2020 2019 2020
Cash flow generated from operating activities
Cash from operations 35 847,439 (6,678) 740,722 (9,566)
Income tax (paid)/received 12 (5,372) 3,492 9 -
Net cash outflow from operating activities 842,067 (3,186) 740,731 (9,566)
Cash flow from investment activities
Purchase of property, plant and equipment 14 (934,354) (585,331) (734,794) (421,191)
Purchase of intangible assets 16 (20,236) (10,540) (19,148) (7,644)
Proceeds from disposal of property, plant and equipment 56,786 9,326 241,471 8,932
Acquisition of shares in subsidiaries 17 - - (111,127) -
Investment in associate (47,668) - (47,191) -
Proceeds from disposal of financial assets 1,438 - 1,431 -
Loans granted (10,771) (225) (60,958) (212)
Loan repayments received 10,879 324 60,931 189
Dividend received 116 - 8,790 -
Interest received 383 496 558 490
Net cash outflow from investment activities (943,427) (585,950) (660,037) (419,436)
Cash flow from financing activities
Dividend payment 28 (130,151) - (122,587) -
Change of non-controlling interest 329,030 - - -
Purchase of treasury shares 28 (39,437) - (39,396) -
Interest paid (57,153) (34,291) (49,590) (27,935)
Proceeds from borrowings 742,205 785,615 519,663 776,472
Repayments of borrowings (450,553) (46,111) (304,740) (43,659)
Payments for principal portion of lease liabilities 30 (4,280) (3,676) (4,728) (4,142)
Return of uncollected dividend - 3,390 - 3,390
Net cash inflow from financing activities 389,661 704,927 (1,378) 704,126
Net increase/(decrease) in cash and cash equivalents 288,301 115,790 79,316 275,124
Cash and cash equivalents at beginning of year 261,842 550,143 168,533 247,849
Cash and cash equivalents at year end 26 550,143 665,933 247,849 522,973

The notes below form an integral parts of these financial statements. 120

NOTE 1 – GENERAL INFORMATION

Valamar Riviera d.d., Poreč ("the Company") has been registered in accordance with Croatian laws and regulations. The Company is registered with the Commercial Court in Pazin. The principle activity of the Company is the provision of accommodation in hotels, resorts and campsites, food preparation and catering services as well as the preparation and serving of beverages. The registered office of Valamar Riviera d.d. is in Poreč, Stancija Kaligari 1.

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

  • Palme turizam d.o.o., Dubrovnik, 100% ownership
  • Magične stijene d.o.o., Dubrovnik, 100% ownership
  • Bugenvilia d.o.o., Dubrovnik, 100% ownership
  • Imperial Riviera d.d., Rab, 43.68% ownership with the subsidiary Praona d.o.o. since 29 June 2019 (merger with Hoteli Makarska d.d.)
  • Hoteli Makarska d.d., Makarska, 46.93% ownership with the subsidiary Praona d.o.o. until 28 June 2019 when it was merged with Imperial Riviera d.d.
  • Valamar A GmbH, Tamsweg, 100% ownership
  • Valamar Obertauern GmbH, Obertauern, 10% direct ownership and 90% indirect ownership (90% share owned by Valamar A GmbH).

The Company's shares were listed on 29 April 2019 on the Prime market of the Zagreb Stock Exchange d.d., until then they were listed on the Official market of the Zagreb Stock Exchange d.d. and were traded in 2020 in accordance with the relevant regulations on the organized market.

The merger of Hoteli Makarska d.d. and Imperial d.d. Rab was court registered on 28 June 2019. Imperial d.d. Rab changed its name to Imperial Riviera d.d. on the same date. After the merger Valamar Riviera d.d. was the holder of 529,121 (52.84%) shares of Imperial Riviera d.d. Pursuant to the Decision of Imperial Riviera's d.d. General Assembly from 29 October 2019, the share capital of Imperial Riviera d.d. was increased by HRK 426,088,157.32 from HRK 400,580,400 to HRK 826,668,557.32. The participants of the share capital increase are: Valamar Riviera d.d. with the total amount of HRK 106,068,022.13, and in the amount of HRK 296,020,087.51 Allianz ZB d.o.o. društvo za upravljanje obveznim i dobrovoljnim mirovinskim fondovima acting in its own name and on behalf of AZ Obvezni mirovinski fond kategorije A, personal identification number (OIB): 15220336427, AZ Obvezni mirovinski fond kategorije B, personal identification number (OIB): 59318506371, AZ Profit otvoreni dobrovoljni mirovinski fond, personal identification number (OIB): 22134623145, AZ Benefit otvoreni dobrovoljni mirovinski fond, personal identification number (OIB): 56427866267, AZ Treći Horizont zatvoreni dobrovoljni mirovinski fond, personal identification number (OIB): 42239479988, AZ VIP zatvoreni dobrovoljni mirovinski fond, personal identification number (OIB): 64811569641, AZ Dalekovod zatvoreni dobrovoljni mirovinski fond, personal identification number (OIB): 49118401443, AZ HKZP zatvoreni dobrovoljni mirovinski fond, personal identification number (OIB): 25137661054, AZ Zagreb zatvoreni dobrovoljni mirovinski fond, personal identification number (OIB): 01774504225, Auto Hrvatska zatvoreni dobrovoljni mirovinski fond, personal identification number (OIB): 24189818978 and AZ ZABA zatvoreni dobrovoljni mirovinski fond, personal identification number (OIB): 11641097984 (hereinafter: AZ). Upon the completion of the share capital increase, Valamar Riviera d.d. is the holder of 650,604 (43.68%) shares, while AZ holds 718,779 (48.25%) shares of Imperial Riviera d.d.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies adopted in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the years presented herein.

2.1 Basis of preparation

The financial statements of the Company and Group have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS). The financial statements have been prepared under the historical cost method, except for the financial assets at fair value through profit or loss and financial assets.

The preparation of financial statements in accordance with IFRS requires the use of certain significant accounting estimates. It also requires management to exercise its judgment in the process of applying the Company's and Group's accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are relevant to the financial statements, are disclosed in the notes.

These financial statements represent the unconsolidated and consolidated financial position and results of the Company and the Group, respectively.

2.2 Consolidation

(a) Subsidiaries

Subsidiaries are all entities (incl. special purpose companies) in which the Group has control over the financial and operating policies, which generally goes hand in hand with holding more than half of the voting rights.

The existence and effect of potential voting rights that are currently exercisable or exchangeable are considered when assessing whether the Group controls another entity. Subsidiaries are fully consolidated from the date on which control is effectively transferred to the Group. They are de-consolidated from the date such control ceases.

In the consolidated financial statements, all within-Group transactions, balances and unrealised gains and losses on transactions between the Group companies are eliminated. Where necessary, accounting policies of subsidiaries have been adjusted to ensure consistency with the policies adopted by the Group.

(b) Changes in ownership interests in subsidiaries without change of control

Transactions with non-controlling shareholders that do not result in loss of control are accounted for by the Group as equity transactions – that is, as transactions with the majority owners. The difference between fair value of any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity.

(c) Joint ventures

The Group's interests in jointly controlled ventures are accounted for under the equity method. Under this method, an interest in a jointly controlled entity is initially recorded at cost and adjusted thereafter for the post-acquisition change in the venture's share of net assets of the jointly controlled entity. The profit or loss of the venture includes the venture's share of the profit or loss of the jointly controlled entity. In the separate financial statements, the Company's interest in joint venture is measured at purchase cost less impairment.

(d) Associates

Associate is a company in which the group has significant influence, but it is not included in joint venture. The significant influence refers to the power to participate in the decision making of financial and business policies of the company that is the subject of investment, but does not have the control over those policies.

The Group's shares at the associate are presented using the equity method. Under this method, share in an associate is initially recognized by cost and subsequently adjusted by changes related to acquisition of share in net assets of the associate.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2.2 Consolidation / CONTINUED

(d) Associates / CONTINUED

On acquisition, any difference between acquisition cost and the investor's share in net fair value of assets and liabilities is calculates as follows:

  • goodwill that relates to a company is included in the carrying amount of the acquisition,
  • every surplus of the investor's share in the net fair value of assets and liabilities above the acquisition cost is included in income.

Group's gains or losses include Group's share of the associate's gains and losses. Company's share in the associate is presented at cost less impairment, in separate financial statements.

2.2.1 Subsidiaries in separate financial statements

The Company discloses its subsidiaries in the separate financial statements at cost value less impairment (Note: Investment in subsidiaries).

2.3 Merger of entities and transactions with companies under common control

Merger of entities classified as companies from parties under common control are accounted for using book values (carryover basis accounting). Under this method, the assets and liabilities of the entities under common control are transferred to the predecessor entities' carrying amounts. Related goodwill inherent in the predecessor entity's original acquisitions is also recorded in these financial statements. Any difference between the carrying amount of the net assets and the consideration paid is accounted for in these financial statements as an adjustment to equity.

2.4 Segment reporting

The operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker is a person or group responsible for allocating the resources and assessing the performance of the operating segments. The chief operating decisionmakers are the Company and Group Management, which are in charge of managing the hotel and tourist properties and facilities.

2.5 Foreign currencies

(a) Functional and presentation currency

The items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates ('functional currency'). The financial statements are presented in Croatian kuna (HRK), which is the Company's functional and Group's presentation currency.

(b) Transactions and balances in foreign currency

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the statement of comprehensive income.

Foreign exchange gains and losses relating to borrowings and cash and cash equivalents are recorded in the statement of comprehensive income within 'finance income/(costs) – net'.

2.6 Property, plant and equipment

Property, plant and equipment are included in the statement of financial position at historical cost less the accumulated depreciation and impairment, where required. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that the future economic benefits associated with the item shall flow to the Company and 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 incurred. The cost of replacement of larger items of property, plant and equipment is capitalised, and the carrying amount of replaced parts is derecognised.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2.6 Property, plant and equipment / CONTINUED

Land, arts and assets under construction are not depreciated. Depreciation of other items of property, plant and equipment is calculated using the straight-line method to allocate their cost over their estimated useful lives, as follows:

Buildings
/i/
10-25 years
Plant and equipment 4-10 years
Furniture, tools and horticulture 3-10 years

/i/ except as stated in Note 4

Depreciation is calculated for each asset until the asset is fully depreciated or to its residual values if significant. The residual value of an asset is the estimated amount that the Company and Group would currently obtain from disposal of the asset less the estimated costs of disposal if the asset were already of the age and in the condition expected at the end of its useful life. The residual value of an asset is zero if the Company and Group expect to use the asset until the end of its physical life. The operating assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each reporting date.

An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount.

2.7 Intangible assets

(a) Goodwill

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group's share of the net identifiable assets of the acquired subsidiary at the date of acquisition. Goodwill on acquisition of a subsidiary is included in intangible assets. Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. Recoverable amount of the cash-generating units is determined

on the basis of a calculation of value in use based on an estimate of future income discounted by weighted average cost of capital. Impairment losses on goodwill are not reversed. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.

(b) Software

Separately acquired computer software licenses are capitalised on the basis of the costs incurred to acquire and bring to use the specific software. These costs are amortised over their estimated useful lives of up to 4 years.

2.8 Impairment of non-financial assets

The Company determines the impairment indicators of the property, plant and equipment identified as separate cash generating units by using the GOP multiplicator and segment carrying net book values, which is determined by comparing the individual property segment (identified as separate cash generating units' ("CGUs") carrying values with the gross operating profit ("GOP").

If the determined ratios and multiples are not in line with expected amounts or targeted levels (at individual cash generating unit level), the recoverable amount is based as the higher amount of fair value less the costs of disposal and its value in use.

Determination of impairment indicators, determination of the fair value of assets (or group of assets), and estimation of future cash flows, which are based on the projections of expected cash flows, applicable discount rates, useful lives and remaining values require significant judgement by the management.

Determination of fair value less the costs of disposal is based on the market approach, which uses the prices and other relevant information generated by the market transactions involving identical or comparable (i.e. similar) assets, liabilities or a group of assets and liabilities, such as a business. The Company and Group use internal and external valuations.

2.9 Non-current assets classified as held for sale

The non-current assets are classified in the statement of the financial position as 'Non-current assets held for sale' if their carrying amount shall be recovered principally through a sale transaction rather than through continuing use. The noncurrent assets classified as held for sale are measured at the lower of their carrying and fair value, less the costs to sell. The assets should be available for immediate sale in their present condition and their sale should be very likely. Gains and losses on the sale of non-current assets held for sale are included in the statement of comprehensive income within 'other gains/(losses) – net'.

2.10 Investment property

Investment property, principally comprising business premises, is held for long-term rental yields or appreciation and is not occupied by the Company or the Group. Investment property is treated as a long-term investment unless it is intended to be sold in the next year and a buyer has been identified, in which case it is classified within the current assets.

Investment property is carried at historical cost less the accumulated depreciation and provision for impairment, where required. Investments in progress are not depreciated. Depreciation is calculated using the straight-line method to allocate their cost to their residual values over their estimated useful lives (using a depreciation rate of 4%).

Subsequent expenditure is capitalised only when it is probable that the future economic benefits associated with it shall flow to the Company and the Group, and the cost can be measured reliably. All other repairs and maintenance costs are expensed when incurred. If an investment property becomes owner-occupied, it is reclassified to property, plant and equipment and its carrying amount at the date of reclassification becomes its deemed cost to be subsequently depreciated.

2.11 Financial assets

2.11.1 Classification

The Company classifies its financial assets in the following categories: financial assets at fair value through profit or loss, financial assets at fair value through other comprehensive income (OCI), and financial assets at amortised cost. The classification depends on the purpose for which the financial assets were acquired. The Management determines the classification of financial assets at initial recognition and re-evaluates this designation at every reporting date.

(a) Financial assets at fair value through profit or loss

This category includes financial assets held for trading. A financial asset is classified in this category if acquired principally for the purpose of selling in the short term or if so designated by the Management. Assets in this category are classified as current assets except derivative financial instruments.

(b) Financial assets at fair value through other comprehensive income (OCI)

The Company measures financial assets at fair value through OCI if both of the following conditions are met:

  • The financial asset is held within a business model with the objective of holding the financial assets to collect and selling contractual cash flows,
  • The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of the principal and interest on the principal amount outstanding.

For debt instruments at fair value through OCI, interest income, foreign exchange revaluation and impairment losses or reversals are recognised in the statement of profit or loss and computed in the same manner as for the financial assets measured at amortised cost.

The remaining fair value changes are recognised in OCI. Upon derecognition, the cumulative fair value change recognised in OCI is recycled to profit or loss.

2.11 Financial assets / CONTINUED

2.11.1 Classification / CONTINUED

(c) Financial assets at amortised cost

The Company measures financial assets at amortised cost, if both of the following conditions are met:

  • The financial asset is held within a business model with the objective of holding 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 on the principal amount outstanding.

Financial assets at amortised cost are subsequently measured using the effective interest (EIR) method and are subject to impairment. Gains and losses are recognised in profit or loss when the asset is derecognised, modified or impaired. Financial assets at amortised cost include trade receivables.

2.11.2 Measurement and recognition

Regular purchases and sales of financial assets are recognised on the trade-date – the date on which the Company committed to purchase or sell the asset. Investments are initially recognised at fair value plus transaction costs for all financial assets not carried at fair value through profit or loss. Financial assets carried at fair value through profit or loss are initially recognised at fair value and transaction costs are expensed in the statement of comprehensive income. Financial assets are derecognised when the rights to receive cash flows from the investments have expired or have been transferred and the Company has transferred substantially all risks and rewards of ownership. Loans and receivables are initially recognised at fair value and subsequently carried at amortised cost using the effective interest method.

Gains or losses arising from changes in the fair value of the financial assets at fair value through profit or loss category are presented in the statement of comprehensive income within 'other (losses)/gains – net' in the period in which they arise.

The interest on securities calculated using the effective interest method is recognised in the statement of comprehensive income as part of other income. Dividends on equity instruments are recognised in the statement of comprehensive income as part of other income when the right to receive payments is established.

The fair values of quoted investments are based on current bid prices. If the market for a financial asset is not active (and for unlisted securities), the Company establishes fair value by using valuation techniques. These include the use of recent arm's length transactions and references to other instruments that are substantially the same, discounted cash flow analysis and option pricing models, making maximum use of market inputs and relying as little as possible on entity-specific inputs.

2.11.3 Impairment of financial assets

The Company recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Company expects to receive.

ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12 months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).

For trade receivables and contract assets, the Company applies a simplified approach in calculating ECLs. Therefore, the Company does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. Financial assets are written off when there is no reasonable expectation of recovery.

2.12 Derivative financial instruments

Derivative financial instruments include forward contracts in foreign currencies and interest rate swaps. Derivative financial instruments are recognised in the statement of financial position at fair value. The fair value is determined according to the market value, if appropriate. All derivatives are recorded in the statement of financial position as assets when their fair value is positive, and as liabilities when their fair value is negative. These derivatives do not classify as hedge accounting and are recognised as derivatives held for trading.

2.13 Leases

At the beginning of the contract, the Company and the Group assess whether the contract contains a lease, that is, whether the contract has the right to control the use of the asset concerned over a specified period in exchange for remuneration.

The Company and the Group as lessees

The Company and the Group apply a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Company and the Group also do not apply the new recognition approach to those leases that cannot be considered leases under IFRS 16, which includes leases of exchangeable property, "ad hoc" leases (e.g. providing one-day hall rental services), licenses, etc.

(i) Right-of-use assets

The Company and the Group recognize the right-of-use assets on the lease's commencement (i.e., the date when the property in question is ready for use). Right-ofuse assets are measured at cost, less accumulated depreciation and impairment losses, and is reconciled with any remeasurement of the lease liabilities. The cost of right-ofuse assets includes the amount of recognized lease obligations, the initial direct costs, and all lease payment incurred on or before the lease commences, less any received rental incentives, if any. Right-of-use assets are depreciated on a straight-line basis over the lease term. The right-of-use assets are also subject to impairment. Refer to the accounting policies in Note 2.8 Impairment of non-financial assets.

(ii) Lease liabilities

At the beginning of the lease period, the Company and the Group recognize lease liability, measured at the present value of future lease payments over the period. The lease payments include fixed payments, variable lease payments that depend on the index or rate, and the amount expected to be paid under the residual value guarantee, if any. If included in the contract, lease payments also include the purchase price for which it is reasonably certain that the Company and the Group will use, and the payment of penalties for termination of the lease, if it is reasonably certain that the Company and the Group will exercise the option of terminating the lease. Variable lease payments that do not depend on an index or rate are recognised as expenses in the period in which they are incurred.

In calculating the present value of lease payments, the Company and the Group use their incremental borrowing rate at the lease's commencement if the lease interest rate is not easily determined. The carrying amount of lease liabilities is remeasured if a change in the lease term occurs.

(iii) Short-term leases and leases of low-value assets

The Company and the Group apply an exemption for the recognition of short-term leases for short-term leases (i.e. leases that have a lease term of 12 months or less from the commencement date and do not include a purchase option). The Company and the Group also recognize the exemption for the recognition of leases of low value assets. Payments for short-term and low-value assets leases are recognised as an expense on a straight-line basis over the lease term.

The Company and the Group as lessors

Leases in which the Company and the Group do not transfer substantially all the risks and rewards of asset ownership are classified as operating leases. Rental income is calculated on a straight-line basis in accordance with lease terms and is included in revenue in the Statement of comprehensive income due to its operational nature.

2.14 Inventories

Inventories are stated at the lower of cost and net realisable value. The cost is determined using the weighted average method. Net realisable value is the estimated selling price in the ordinary course of business, less the applicable variable selling expenses.

Small inventory is written-off in full at the moment of commencement of the use (porcelain, glass, metal, kitchen appliances, sports inventory, work clothing and other small items), except of the part of small inventory (linens, sheets and towels) for which the useful life is estimated up to 3 years.

2.15 Trade receivables

Trade receivables are amounts due from the customers for the services provided in the ordinary course of business. If collection is expected in one year or less, they are classified as current assets. If not, they are presented as non-current assets.

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less the impairment.

2.16 Loans and deposits

Provided loans and deposits represent non-derivative financial asset with fixed or determinable payments. It is included in current assets, except for assets with a maturity of more than 12 months after the balance sheet date. Such assets are classified as non-current assets. A discount rate that corresponds to the cost of borrowings to invest in the asset of same type, risk and maturity is used to calculate fair value of loans and deposits.

2.17 Cash and cash equivalents

Cash and cash equivalents comprise cash in hand, deposits held at call with banks

and other short- term highly liquid instruments with original maturities of three months or less.

2.18 Share capital

Ordinary shares are classified as equity. Where the Company and the Group purchase their equity share capital (treasury shares), the consideration paid, including any directly attributable incremental costs (net of income taxes), is deducted from the equity attributable to the Company and Group equity holders until the shares are issued or purchased. Where such shares are subsequently reissued, any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, and is included into the equity attributable to the Company and Group equity holders.

2.19 Borrowings

Borrowings are recognised initially at nominal value, net of transaction costs incurred which is fair value. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the statement of comprehensive income over the period of the borrowings using the effective interest method.

Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility shall be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility shall be drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it refers.

Borrowings are classified as current liabilities unless the Company and the Group have an unconditional right to defer settlement of the liability for at least 12 months after the reporting date.

2.20 Trade payables

Trade payables are obligations to pay for goods or services that have been acquired, i.e. provided in the ordinary course of business from, i.e. by the suppliers. Accounts payable are classified as current liabilities if the payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.

2.21 Current and deferred income tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in the statement of comprehensive income, except to the extent in which it refers to items recognised in equity.

Management periodically evaluates positions taken in tax returns with respect to situations in which the applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is recognised using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. However, the 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 the transaction, affects neither the accounting nor the taxable profit or loss. Deferred income tax is determined using tax rates (and tax acts) that have been enacted or substantially enacted by the reporting date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred income tax assets are recognised to the extent that it is probable that future taxable profit shall be available, against which the temporary differences can be utilised. Deferred income tax is provided on temporary differences arising from investments in subsidiaries and associates, except where the timing of the temporary difference reversal is controlled by the Company and the Group and it is probable that the temporary difference shall not be reversed in the foreseeable future.

Investment tax credits

Investment tax credits are incentives arising from government incentive schemes, which enable the Company and the Group to reduce their income tax liability or liabilities arising from other specified taxes in future periods, and are linked to the construction or acquisition of certain assets and / or the performance of certain activities and / or the fulfilment of certain specific conditions prescribed in the relevant regulation on investment incentives adopted by the relevant authorities. Tax investment credits are recognised as a deferred tax asset and an income tax benefit when the criteria for recognition is fulfilled (Note 12) in the amount which the Company and the Group shall be able to utilize until the incentive expires. Deferred tax assets recognised as a result of investment tax credits is utilised during the period of the incentive, i.e. until the expiration of the credits (if so specified) in accordance with and subject to the availability of the tax obligations in the future years, against which the credits can be offset.

2.22 Employee benefits

(a) Pension obligations and post-employment benefits

In the normal course of business, the Company and the Group make payments to mandatory pension funds on behalf of their employees through salary deductions as required by law. All contributions made to the mandatory pension funds are recorded as salaries expense when incurred. The Company and the Group do not have any other pension scheme and, consequently, have no other obligations in respect of employee pensions. In addition, the Company and the Group are not obliged to provide any other post-employment benefits.

2.22 Employee benefits / CONTINUED

(b) Termination benefits

Termination benefits are recognized when the Company and the Group terminate employment contracts of employees before their normal retirement date in accordance with pension and labour regulations. The Company and the Group recognize termination benefits when they have made an individual decision on the termination of an employment agreement due to business or personal reasons, whereby the liability to pay termination benefits are objectively determined, in accordance with regulations and by-laws.

(c) Short-term employee benefits

The Company and the Group recognise a provision for bonuses where contractually obliged or where there is a past practice that has created a constructive obligation. In addition, the Company and the Group recognise a liability for accumulated compensated absences based on unused vacation days at the reporting date and if the liability can be reliably estimated.

(d) Long-term employee benefits

The Company and the Group recognise the obligation for long-term employee benefits (severance payments and jubilee awards) evenly over the period in which the benefit is realised, based on the actual number of years of service. The long-term employee benefit obligation includes the assumptions on the number of employees to whom the benefits should be paid, the estimated cost of the benefits and the discount rate.

2.23 Provisions

Provisions are recognised when: the Company and the Group have a present legal or constructive obligation as a result of past events; it is more likely than not that an outflow of resources shall be required to settle the obligation; and the amount has been reliably estimated.

Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate.

The amount of provisions is increased in each period to reflect the past period. The increase in the provision due to the passage of time is recognised as interest expense.

2.24 Revenue recognition

Revenue comprises the fair value of the consideration received or receivable for the sale of services in the ordinary course of Company's and Group's activities. Revenue is shown net of value-added tax and after eliminating sales within the Group.

The Company and the Group recognise revenue when the amount of revenue can be reliably measured, when it is probable that future economic benefits shall flow to the entity and when specific criteria have been met for each of the Company's and Group's activities as described below.

(a) Sales of services

Revenue from hotel and tourist services is recognised in the period in which the services are provided.

(b) Rental of services

Revenue for rental services is generally recognised in the period in which the services are provided using a straight-line basis over the terms of contracts with lesser and presented in Statement of comprehensive income within ' Sales revenue'.

(c) Interest income

Interest income is recognised on a time-proportion basis using the effective interest method. When a receivable is impaired, the Company and the Group reduce the carrying amount to its recoverable amount being the estimated future cash flow discounted at the original effective interest rate of the instrument, and continue unwinding the discount as interest income. Interest income on impaired loans is recognised using the original effective interest rate.

2.24 Revenue recognition / CONTINUED

(d) Dividend income

Dividend income is recognised when the right to receive payment is established.

2.25 Earnings per share

Earnings per share are determined by dividing the profit or loss attributable to equity holders of the Group by the weighted average number of participating shares outstanding during the reporting year.

2.26 Value added tax

The Tax Authorities require the settlement of VAT on a net basis. VAT related to sales and purchases is recognised and disclosed in the statement of financial position on a net basis. Where a provision has been made for the impairment of receivables, the impairment loss is recorded for the gross amount of the debtor, including VAT.

2.27 Government grants

According to the International Accounting Standard 20 – Government grants ("IAS 20"), government grants are recognised when there is reasonable assurance that the grant will be received and any conditions attached to them have been fulfilled. According to IAS 20, the manner in which a grant is received does not affect the accounting method to be adopted in regard to the grant. Thus a grant is accounted for in the same manner whether it is received in cash or as a reduction of a liability to the government.

Government grants related to income

Due to the new circumstances caused by the COVID-19 pandemic, the Republic of Croatia has adopted a package of measures to preserve jobs in industries that are strongly affected by the pandemic, including government grants in the form of payment and/or liability reduction. The Company is a recipient of certain government grants within the abovementioned package of measures in significant amounts. Hence, an accounting policy concerning the presentment of government grants has been adopted in accordance with IAS 20.

The Company has selected to present the grants related to income as a deducted item of reported related costs in the same period. This approach is consistently applied to all similar government grants.

Government grants related to assets (monetary and non-monetary)

In addition to grants related to income for which the presenting policy was previously defined, the Company is a recipient of grants related to assets. The Company has selected to present grants related to assets, as a deferred credit to be released to the profit or loss over the periods necessary to match the related depreciation charges, according to IAS 20. This approach is consistently applied to all similar government grants.

Government grants related to costs from previous years and other grants

Grants that are related to the liabilities write-offs that are presented in the profit and loss account of the previous year are presented as revenue. Grants for lost income compensation and all other grants that do not have a related cost in the profit and loss account are also recognized as revenues.

2.28 New and amended standards and interpretations

2.28.1 Changes in accounting policies and disclosures

The accounting policies adopted are consistent with those of the previous financial year except for the following amended IFRSs which have been adopted by the Group/Company as of 1 January 2020:

2.28 New and amended standards and interpretations / CONTINUED 2.28.1 Changes in accounting policies and disclosures / CONTINUED

• Conceptual Framework in IFRS standards

The IASB issued the revised Conceptual Framework for Financial Reporting on 29 March 2018. The Conceptual Framework sets out a comprehensive set of concepts for financial reporting, standard setting, guidance for preparers in developing consistent accounting policies and assistance to others in their efforts to understand and interpret the standards. IASB also issued a separate accompanying document, Amendments to References to the Conceptual Framework in IFRS Standards, which sets out the amendments to affected standards in order to update references to the revised Conceptual Framework. Its objective is to support transition to the revised Conceptual Framework for companies that develop accounting policies using the Conceptual Framework when no IFRS Standard applies to a particular transaction. For preparers who develop accounting policies based on the Conceptual Framework, it is effective for annual periods beginning on or after 1 January 2020.

• IFRS 3: Business Combinations (Amendments)

The IASB issued amendments in Definition of a Business (Amendments to IFRS 3) aimed at resolving the difficulties that arise when an entity determines whether it has acquired a business or a group of assets. The Amendments are effective for business combinations for which the acquisition date is in the first annual reporting period beginning on or after 1 January 2020 and to asset acquisitions that occur on or after the beginning of that period, with earlier application permitted. Management has assessed that this amendments won't have significant influence on financial reports of the Company and the Group.

• IAS 1 Presentation of Financial Statements and IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors: Definition of 'material' (Amendments)

The Amendments are effective for annual periods beginning on or after 1 January 2020 with earlier application permitted. The Amendments clarify the definition of material and how it should be applied. The new definition states that, 'Information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements, which provide financial information about a specific reporting entity'. In addition, the explanations accompanying the definition have been improved. The Amendments also ensure that the definition of material is consistent across all IFRS Standards. Management has assessed that this amendments won't have significant influence on financial reports of the Company and the Group.

• Interest Rate Benchmark Reform - IFRS 9, IAS 39 and IFRS 7 (Amendments)

In September 2019, the IASB issued amendments to IFRS 9, IAS 39 and IFRS 7, which concludes phase one of its work to respond to the effects of Interbank Offered Rates (IBOR) reform on financial reporting. The amendments published, deal with issues affecting financial reporting in the period before the replacement of an existing interest rate benchmark with an alternative interest rate and address the implications for specific hedge accounting requirements in IFRS 9 Financial Instruments and IAS 39 Financial Instruments: Recognition and Measurement, which require forward-looking analysis. The amendments provide temporary reliefs, applicable to all hedging relationships that are directly affected by the interest rate benchmark reform, which enable hedge accounting to continue during the period of uncertainty before the replacement of an existing interest rate benchmark with an alternative nearly risk-free interest rate. There are also amendments to IFRS 7 Financial Instruments: Disclosures regarding additional disclosures around uncertainty arising from the interest rate benchmark reform. The amendments are effective for annual periods beginning on or after 1 January 2020 and must be applied retrospectively. Phase two (ED) focuses on issues that could affect financial reporting when an existing interest rate benchmark is replaced with a risk-free interest rate (an RFR). Management has assessed that this amendments won't have significant influence on financial reports of the Company and the Group.

2.28 New and amended standards and interpretations / CONTINUED 2.28.1 Changes in accounting policies and disclosures / CONTINUED

2.28.2 Standards issued but not yet effective and not early adopted

• Amendment in IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates and Joint Ventures: Sale or Contribution of Assets between an Investor and its Associate or Joint Venture

The amendments address an acknowledged inconsistency between the requirements in IFRS 10 and those in IAS 28, in dealing with the sale or contribution of assets between an investor and its associate or joint venture. The main consequence of the amendments is that a full gain or loss is recognized when a transaction involves a business (whether it is housed in a subsidiary or not). A partial gain or loss is recognized when a transaction involves assets that do not constitute a business, even if these assets are housed in a subsidiary. In December 2015 the IASB postponed the effective date of this amendment indefinitely pending the outcome of its research project on the equity method of accounting. The amendments have not yet been endorsed by the EU. Management has assessed that this amendments won't have significant influence on financial reports of the Company and the Group.

• IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current (Amendments)

The amendments are effective for annual reporting periods beginning on or after January 1, 2022 with earlier application permitted. However, in response to the covid-19 pandemic, the Board has deferred the effective date by one year, i.e. 1 January 2023, to provide companies with more time to implement any classification changes resulting from the amendments. The amendments aim to promote consistency in applying the requirements by helping companies determine whether, in the statement of financial position, debt and other liabilities with an uncertain settlement date should be classified as current or non-current. The amendments affect the presentation of liabilities in the statement of financial position and do not change existing requirements around measurement or timing of recognition of any asset, liability, income or expenses, nor the information that entities disclose about those items. Also, the amendments clarify the classification requirements for debt which may be settled by the company issuing own equity instruments. These Amendments have not yet been endorsed by the EU. Management has assessed that this amendments won't have significant influence on financial reports of the Company and the Group.

• IFRS 3 Business Combinations; IAS 16 Property, Plant and Equipment; IAS 37 Provisions, Contingent Liabilities and Contingent Assets as well as Annual Improvements 2018-2020 (Amendments)

The amendments are effective for annual periods beginning on or after 1 January 2022 with earlier application permitted. The IASB has issued narrowscope amendments to the IFRS Standards as follows:

  • IFRS 3 Business Combinations (Amendments) update a reference in IFRS 3 to the Conceptual Framework for Financial Reporting without changing the accounting requirements for business combinations.
  • IAS 16 Property, Plant and Equipment (Amendments) prohibit a company from deducting from the cost of property, plant and equipment amounts received from selling items produced while the company is preparing the asset for its intended use. Instead, a company will recognise such sales proceeds and related cost in profit or loss.
  • IAS 37 Provisions, Contingent Liabilities and Contingent Assets (Amendments) specify which costs a company includes in determining the cost of fulfilling a contract for the purpose of assessing whether a contract is onerous.
  • Annual Improvements 2018-2020 make minor amendments to IFRS 1 Firsttime Adoption of International Financial Reporting Standards, IFRS 9 Financial Instruments, IAS 41 Agriculture and the Illustrative Examples accompanying IFRS 16 Leases.

2.28 New and amended standards and interpretations / CONTINUED 2.28.2 Standards issued but not yet effective and not early adopted / CONTINUED

The amendments have not yet been endorsed by the EU. Management has assessed that this amendments won't have significant influence on financial reports of the Company and the Group.

• IFRS 16 Leases-Cοvid 19 Related Rent Concessions (Amendment)

The amendment applies, retrospectively, to annual reporting periods beginning on or after 1 June 2020. Earlier application is permitted, including in financial statements not yet authorized for issue at 28 May 2020. IASB amended the standard to provide relief to lessees from applying IFRS 16 guidance on lease modification accounting for rent concessions arising as a direct consequence of the covid-19 pandemic. The amendment provides a practical expedient for the lessee to account for any change in lease payments resulting from the covid-19 related rent concession the same way it would account for the change under IFRS 16, if the change was not a lease modification, only if all of the following conditions are met:

  • The change in lease payments results in revised consideration for the lease that is substantially the same as, or less than, the consideration for the lease immediately preceding the change.
  • Any reduction in lease payments affects only payments originally due on or before 30 June 2021.
  • There is no substantive change to other terms and conditions of the lease.

Management has assessed that this amendments won't have significant influence on financial reports of the Company and the Group.

• Interest Rate Benchmark Reform – Phase 2 – IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 (Amendments)

In August 2020, the IASB published Interest Rate Benchmark Reform – Phase 2, Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16, completing its work in response to IBOR reform. The amendments provide temporary reliefs which address the financial reporting effects when an interbank offered rate (IBOR) is replaced with an alternative nearly risk-free interest rate (RFR). In particular, the amendments provide for a practical expedient when accounting for changes in the basis for determining the contractual cash flows of financial assets and liabilities, to require the effective interest rate to be adjusted, equivalent to a movement in a market rate of interest. Also, the amendments introduce reliefs from discontinuing hedge relationships including a temporary relief from having to meet the separately identifiable requirement when an RFR instrument is designated as a hedge of a risk component. Furthermore, the amendments to IFRS 4 are designed to allow insurers who are still applying IAS 39 to obtain the same reliefs as those provided by the amendments made to IFRS 9. There are also amendments to IFRS 7 Financial Instruments: Disclosures to enable users of financial statements to understand the effect of interest rate benchmark reform on an entity's financial instruments and risk management strategy. The amendments are effective for annual periods beginning on or after 1 January 2021 with earlier application permitted. While application is retrospective, an entity is not required to restate prior periods. Management has assessed that this amendments won't have significant influence on financial reports of the Company and the Group.

NOTE 3 – FINANCIAL RISK MANAGEMENT

3.1 Financial risk factors

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

(a) Market risk

(i) Foreign exchange risk

The Company and the Group conduct their business operations across national borders and are exposed to foreign exchange risks. They mainly result from changes in the EUR/HRK exchange rate. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities.

Most of the sales revenue generated from foreign customers and long-term debt is denominated in euros. Hence, the Company and the Group are, for the most part, naturally hedged from exchange rate risks. Since some liabilities are denominated in HRK, the Company and the Group actively manage the risks by using derivative instruments available on the financial market. The instruments are used according to operating assessments and expected market trends. In this manner, the assets, liabilities and cash flow are protected from the risk impact.

Due to the extraordinary circumstances caused by the COVID-19 pandemic in 2020, potentially stronger depreciation pressures on the kuna against the euro affect the value of long-term credit debt denominated in euros and contracted forward transactions whose potential negative effects are sought to be controlled through proactive management of concluded derivative financial instruments. In case of exceptional reduction of euro inflows, the Company and the Group will use existing euro liquidity reserves to service long-term debt repayments and access adequate use of financial hedging instruments, in accordance with the current situation and future assessment of the Company's and Group's foreign exchange position, the expected movements in value of the kuna/euro currency pair, as well as other intercurrency relations among world currencies.

At 31 December 2020, if the EUR had weakened/strengthened by 1% against the HRK, with all other variables held constant, the net profit of the Group for the year would have been HRK 22,811 thousand (2019: HRK 20,027 thousand) higher/(lower) mainly as a result of foreign exchange gains/(losses) on translation of EUR denominated trade receivables, borrowings and foreign cash funds.

(ii) Interest rate risk

Variable rate loans expose the Company and the Group to cash flow interest rate risk. Periodically, the Company and the Group use derivative instruments in order to hedge cash flow and interest rate by applying interest rate swaps. The economic effect of such swaps is the conversion of variable interest rate loans into fixed interest rate loans for a pre-committed hedged part of the loan principal. The Company and the Group have interest-bearing assets (cash and deposits) so their revenue and cash flow depend on changes in market interest rates. This becomes evident especially during the season when the Company and the Group have significant cash surpluses at their disposal. The Company and the Group expect a limited impact of increased interest rate volatility due to the recent Coronavirus pandemic, given that a large part of the Group's loan portfolio (80%) consists of long-term fixed rate loans and derivative loans (IRS).

At 31 December 2020, if interest rates on currency-denominated borrowings had been higher/lower by 1 percentage point, with all other variables held constant, the profit of the Group for the year would have been HRK 4,393 thousand (2019: HRK 3,446 thousand) higher/(lower), mainly as a result of higher/(lower) interest expense on variable-rate borrowings.

NOTE 3 – FINANCIAL RISK MANAGEMENT / CONTINUED

3.1 Financial risk factors / CONTINUED

(a) Market risk / CONTINUED

At 31 December 2020, if interest rates on currency-denominated deposits had been 1 percentage point higher/(lower), with all other variables held constant, the profit of the Group for the year would have been HRK 2,101 thousand (2019: HRK 915 thousand) higher/(lower), mainly as a result of higher/(lower) interest income on variable rate deposits.

(iii) Price risk

The Company and the Group hold equity and debt securities and are exposed to equity price risk due to price volatility. The Company and the Group are not active participants in the market trade in terms of trading with equity and debt securities. With the HRK 545 million invested in acquiring shares of Imperial Riviera d.d., Rab and HRK 47 million in acquiring shares of Helios Faros d.d., the Company is exposed to the said risk to a certain extent.

As at 31 December 2020, if the indices of the ZSE had been higher/(lower) by 10.41% for 2020 (which was the average index movement), with all other variables held constant, reserves of the Group within equity and other comprehensive income would have been HRK 13 thousand higher/(lower) as a result of gains/(losses) on equity securities available for sale.

(b) Credit risk

Credit risk arises from cash, time deposits and receivables. According to the Company's and Group's sales policy, business transactions are conducted only with customers with suitable credit history, i.e. by agreeing advances, bank securities and (for individual customers) payments made through major credit card companies. The Company and the Group continuously monitor their exposure towards customers and their credit rating as well as obtain security instruments in order to reduce bad debt risks related to services provided.

(c) Liquidity risk

The Company and the Group have a sound liquidity risk management. Sufficient funds for meeting the liabilities are available at any given moment through adequate amounts from contracted credit lines and by ensuring credit line availability in the future. Liquidity risk is managed by generating strong positive net operating cash flows, while capital investments are financed by credit lines. As at 31 December 2020, the Company has contracted unused credit lines with financial institutions for 2021 in the total amount of HRK 972,640 thousand, and the Group in the total amount of HRK 974,147 thousand. The repayment of the major credit lines coincides with periods of strong cash inflows from operations. The Company and the Group monitor the level of available funds through daily cash and debt reports. Long-term cash flow forecasts as well as annual (monthly) forecasts are based on the set budget.

This year's COVID-19 pandemic will create uncertain pressures on operating cash flow as an external stressor to the Company and the Group's business activities. In accordance with the sound management of the now increased liquidity risk, escalation plans have been developed and activated to minimize costs, preserve liquidity, solvency and maintain business continuity as well as applying for measures of support and assistance in the economy and tourism sector, including immediate deferral of principal payment of long-term loans in accordance with the given possibility of a moratorium on repayment of credit obligations.

After meeting the requirements of working capital management, the surplus is deposited in the treasury. From there the funds are invested in interest-bearing current accounts, time deposits, money market deposits accounts and marketable securities. Only instruments with suitable maturities and sufficient liquidity are selected, according to the forecasted requirements for liquid funds.

NOTE 3 – FINANCIAL RISK MANAGEMENT / CONTINUED

3.1 Financial risk factors / CONTINUED

(c) Liquidity risk / CONTINUED

The expected contractual cash flows for financial liabilities of the Group and the Company are analysed in the table below. The amounts stated below include interest, if applicable, and represent undiscounted cash flows.

/i/ Expected contractual cash flows include also the principal in the amount of HRK 185,009 thousand presented in note 29 with related interest by maturities because the Company received bank waiver after balance sheet date and changes in expected contractual cash flows are not expected.

GROUP
(in thousands of HRK) Less than
3 months
3 months
1 year
1-3 years 3-6 years Over 6
years
As at 31 December 2019
Trade and other payables 142,721 8,520 58,672 - -
Borrowings 64,080 279,052 698,136 886,860 1,122,768
Lease liabilities 627 2,657 5,264 1,897 1,561
Derivative financial instruments 1,249 4,636 8,609 2,282 133
Total liabilities (contractual maturities) 208,677 294,865 770,681 891,039 1,124,462
As at 31 December 2020
Trade and other payables 56,281 30,223 75,186 - -
Borrowings /i/ 141,520 473,785 953,198 1,050,748 1,242,988
Lease liabilities 400 1,843 2,966 3,489 470
Derivative financial instruments 1,455 3,925 7,196 4,103 303
Total liabilities (contractual maturities) 199,656 509,776 1,038,546 1,058,340 1,243,761
COMPANY
(in thousands of HRK) Less than 3 months 1-3 years 3-6 years Over 6
3 months 1 year years
As at 31 December 2019
Trade and other payables 123,917 8,520 56,453 - -
Borrowings 57,244 249,282 612,366 781,216 987,467
Lease liabilities 642 2,948 5,732 1,600 1,438
Derivative financial instruments 1,249 4,636 8,609 2,282 133
Total liabilities (contractual maturities) 183,052 265,386 683,160 785,098 989,038
As at 31 December 2020
Trade and other payables 44,864 29,128 73,232 - -
Borrowings /i/ 134,333 430,420 865,230 943,048 1,117,864
Lease liabilities 427 2,155 3,764 3,258 370
Derivative financial instruments 1,455 3,925 7,196 4,103 303
Total liabilities (contractual maturities) 181,079 465,628 949,422 950,409 1,118,537

3.2 Capital management

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

3.3 Fair value estimation

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

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

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

Fair value hierarchy

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

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

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

GROUP
(in thousands of HRK) Level 1 Level 2 Level 3 Total
As at 31 December 2019
Assets measured at fair value
Financial assets -
equity securities
391 - - 391
Derivative financial instruments - 140 - 140
Total assets measured at fair value 391 140 - 531
Liabilities measured at fair value
Derivative financial instruments - 17,048 - 17,048
Total liabilities measured at fair value - 17,048 - 17,048
As at 31 December 2020
Assets measured at fair value
Financial assets -
equity securities
317 - - 317
Total assets measured at fair value 317 - - 317
Liabilities measured at fair value
Derivative financial instruments - 16,982 - 16,982
Total liabilities measured at fair value - 16,982 - 16,982

NOTE 3 – FINANCIAL RISK MANAGEMENT / CONTINUED

COMPANY

(in thousands of HRK) Level 1 Level 2 Level 3 Total
As at 31 December 2019
Assets measured at fair value
Financial assets -
equity securities
335 - - 335
Derivative financial instruments - 140 - 140
Total assets measured at fair value 335 140 - 475
Liabilities measured at fair value
Derivative financial instruments - 17,048 - 17,048
Total liabilities measured at fair value - 17,048 - 17,048
As at 31 December 2020
Assets measured at fair value
Financial assets -
equity securities
261 - - 261
Total assets measured at fair value 261 - - 261
Liabilities measured at fair value
Derivative financial instruments - 16,982 - 16,982
Total liabilities measured at fair value - 16,982 - 16,982

NOTE 4 – CRITICAL ACCOUNTING ESTIMATES

The Company and the Group make estimates and assumptions about uncertain events, including estimates and assumptions about the future. Such accounting assumptions and estimates are regularly evaluated, and are based on historical experience and other factors such as the expected flow of future events that can be rationally assumed in existing circumstances, but nevertheless necessarily represent the sources of estimation uncertainty. These and other key sources of estimation uncertainty, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below.

(a) Impairment of non-financial assets

In general, the Company determines the impairment indicators of property, plants and equipment by applying the multiplicators of segment net book value and operating profit, whereby the net book values of individual property segments (identified as separate cash generating units -"CGUs") are compared with the operating profit achieved.

If the determined ratios are not in line with targeted levels (at individual cash generating unit level), the recoverable amount is determined based on fair value less the costs of disposal or value in use, whichever is greater. Furthermore, the recoverable amount is determined for newly acquired property (including property acquired through business combinations). To determine the recoverable amount, the Company and Group use internal and external valuations.

Determination of impairment indicators, determination of the fair value of assets (or group of assets), and estimation of future cash flows require significant judgement by the management while recognizing and assessing the impairment indicators, expected cash flows, future investments, applicable discount rates, useful lives and remaining values. When determining the recoverable amount, the management considers various indicators such as occupancy of properties, revenue per unit, expected market growth in the hotel industry, etc.

The calculation of fair value less the costs of disposal is based on the market approach, which uses the prices and other relevant information generated by the market transactions involving identical or comparable (i.e. similar) assets, liabilities or a group of assets and liabilities, such as business activity segments.

Given the significant impact of COVID-19 pandemic on the business of the Company and Group in 2020 and the absence of operating profit or overall business in certain cash generating units, the Company and Group assessed that there are potential indicators of impairment and in accordance with IAS-36, they approached the impairment test of units that generate money, i.e. profit centres (PCGM). PCGM is a group of assets of the lowest organizational unit that generates mostly independent cash inflows and on the basis of which performance is monitored and decisions are made on the acquisition and disposal of related assets, as well as operations.

The application of IAS 36 – Impairment Test observes the relationship between the carrying amount, i.e. book value of an asset and its recoverable amount, where the impairment does not exist if the recoverable amount is equal to or greater than the carrying amount. The recoverable amount is determined using the higher of an asset's fair value less costs to dispose and its value in use.

The following are significant assumptions applied in determining the recoverable amount:

NOTE 4 – CRITICAL ACCOUNTING ESTIMATES / CONTINUED

SIGNIFICANT ASSUMPTION HOW IT IS DETERMINED
Calculation of recoverable amount The recoverable amounts of PCGMs were determined based on their value in use. Value in use is determined by discounting future
cash flows.
For PCGMs depleted by many years of exploitation, which value in use determined by DCF is not greater than recoverable amount,
in the absence of significant investment interventions in their reconstruction and modernization, the fair value method less the
cost of disposal estimated by a certified expert was used.
Cash flow projection period For the purposes of performing the impairment test, the cash flow projection period is 5 years, with the last (5th) year used
to
calculate the residual value.
Cash flow Projected cash flows are based on the best knowledge and beliefs of the Company and Group in accordance with historical and
expected future growth rates.
For PCGMs that have not undergone serious reconstruction investments in the past five years with the aim of achieving higher
standards of quality of accommodation and services, a growth rate of 3.2% was used for PCGMs located in the Republic of Croatia,
in accordance with weighted values of tourism revenues (weight: 15%), overnights from tourism (weight: 15%) and inflation (weight:
70%) in the Republic of Croatia in the last five years before the COVID-19 crisis (2019).
For PCGMs which have recently been invested in, thus featuring market-upgraded accommodation and service quality standards,
the growth rate used for cash flow extrapolation is 6.0%, based on historically comparable long-term compound average growth
rates of revenues and EBITDA of companies within the Group, or growth rates based on current feasibility studies. The growth rate
of 6.0% used does not exceed the comparable three-year, five-year, seven-year and ten-year complex average growth rates of
revenue and EBITDA.
Cash outflows also include capital expenditures and maintenance costs of hotels and resorts and camping resorts. These cash
outflows do not include capital expenditures that further contribute to the current performance of PCGMs.
To calculate the residual value of each individual PCGM the Company and Group used a constant growth rate corresponding to the
previously mentioned growth rates. Management considers this assumption reasonable, as it does not exceed the long-term
average growth rates of companies in the Group, as explained earlier. When calculating the residual value, the amount of capital
investment corresponds to the amount of amortization in the last year of the cash flow projection.

NOTE 4 – CRITICAL ACCOUNTING ESTIMATES / CONTINUED

SIGNIFICANT ASSUMPTION HOW IT IS DETERMINED
Impact of COVID-19 on significant
operations
The Company and Group assume that 2021 will be affected by COVID-19, while a return to 2019 business results is expected in
2022.
Given the unpredictable impact of COVID-19 on economic and tourism flows, it is extremely challenging to predict its final volume
and duration on business of the Company and Group. Changes in the duration and severity of COVID-19 exposure may alter these
assumptions.
Discount rate The annual pre-tax discount rates used to discount the
projected cash flows of PCGMs are 6.97% for Valamar Riviera, 6.71% for
Imperial Riviera, 4.00% for Obertauern and 6.52% for Helios Faros, and reflect the market estimate of the weighted average cost of
capital of each listed company.
Sensitivity to significant changes in
assumptions
The residual year in the impairment test is reported based on the business performance of PCGMs which in the second year of
cash flow projections stabilize business results to COVID-19 pre-impact levels (2019) and which in subsequent years include the
aforementioned growth rates. The residual year has a significant impact on the determination of the recoverable amount and the
resulting positive difference between the recoverable amount and the carrying amount of PCGMs.
Possible reasonable changes, including short-term changes in the expected recovery period and reasonable changes residual value
cash flow, are unlikely to result with significant effect on determined results and subsequently with the need to decrease in
the
value
of PCGMs, assuming that overall recovery expectations remain at pre-COVID-19 levels.

By performing impairment tests for the year ending 31 December 2020, the Company and Group have proven that non-current tangible and intangible assets (including goodwill) do not have to be impaired, in accordance with the determined values in use and for a part of facilities according to the fair value confirmed by a certified expert.

(b) Estimated useful lives

By using a certain asset, the Company and the Group use the economic benefits contained in this asset, which diminish more intensely with economic and technological aging. Consequently, in the process of determining the useful life of an asset, in addition to assessing the expected physical utilisation, it is necessary to consider the changes in demand on the tourist market, which shall cause a faster economic obsolescence as well as a more intense development of new technologies. Current business operations in the hotel industry impose the need for more frequent investments, and this circumstance contributes to the fact that the useful life of an asset is decreasing.

Based on historical information, and in line with the technical department, the useful life of buildings components was assessed by the Management to be 10 to 25 years, except with the newly acquired company in Austria where the useful life of buildings is estimated at 40 years. The useful lives of equipment and other assets have also been assessed.

The useful life of property, plant and equipment shall be periodically revised to reflect any changes in circumstances since the previous assessment. Changes in estimate, if any, shall be reflected prospectively in a revised depreciation charge over the remaining, revised useful life.

(c) Land ownership

Due to the transition from public to private ownership, e.g. in the transformation and privatisation process and the fact that the properties of the Company and the Group that were used in the transformation process were appraised in the share capital of the Company, and a part was not appraised, there are certain ambiguities and proceedings regarding the ownership of a part of the land within the majority of tourist companies, as well as Company and the Group. The Company has approximately 1.77 million m2 of land in clear and undisputed ownership, the Group has 2.07 million m2, and land which is subject to determining the status of coownership or ownership in accordance with the regulations of the Act on unappraised land ("the ZNGZ"), that came into force on 2 May 2020 amounts to approximately 3.24 million m2 for Company and 3.54 million m2 for Group. With the ZNGZ entered into force, Act on Tourist and Other Construction Land not appraised in the transformation and privatisation process ("the ZOTZ") became out of force, which was in force from 1 August 2010 and the proceedings on requests for obtaining concession under the ZOTZ are suspended. The ZNGZ prescribes the obligation to determine and form buildings on appraised parts of camps, hotels, tourist resorts and other construction land as ownership of the Company and the Group and buildings on unappraised parts of camps, hotels, tourist resorts and other construction land as ownership of Republic of Croatia or local governments. For parts of a land owned by the Republic of Croatia or local governments, the Company and the Group will enter into lease agreements for a period of 50 years. Until the final settlement of property relations on tourist land and the conclusion of lease agreements with property owners, the Company and the Group will continue to be charged the compensation for unappraised parts of camps, hotels, tourist resorts and other construction land according to the areas in relation to which the so-called advance payment of the concession fee until the day of entry into force of the ZNGZ for approximately 2.28 million m2 for the Company and 2.38 million m2 for the Group of land in camps in favour of the Republic of Croatia and for approximately 0.96 million m2 of land in tourist resorts and hotels in favour of local governments for the Company and 1.04 million m2 for the Group. The fee of lease and the payment date will be prescribed by a Government decree. A more detailed description of proceedings and unsolved situations for properties of the Company are disclosed in the Note 34.

(d) Recognition of deferred tax assets

Deferred tax assets represent amount of corporate income tax that are recoverable based on future deductions of taxable income and are recognized in the statement of financial position. Deferred tax assets are recognized to the amount of tax revenue that is probable that it will be realized. In determining future taxable profit and the amount of tax revenue that is probable to be realized in the future, the management makes judgments and estimates based on previous years' taxable profit and expectations of future income that are considered reasonable in the existing circumstances.

Incentives for investments are realized on the basis of regulations on stimulation of investments and improving the investment environment based on the application of a specific project to the Ministry of Economy, which issues a decision on gaining the status of incentive holder for investments and calculation of maximum incentive amount when a company meets the required conditions.

Each project involves investments in a three-year cycle that begins with acquiring incentive holder status. The competent ministry is informed about the annual investments made, and the incentives enable the tax liability to be reduced from the moment of the investment to the expiry of 10 years. Tax assets and tax revenue are recognized on the investment made when the conditions are met, and previously recognized tax assets are derecognized during the period of the incentive measure, i.e. until the expiration of the incentive.

Incentives in Valamar Riviera d.d.

Pursuant to the Investment Promotion and Investment Environment Improvement Act of 2012 (NN 111/12), the amendment of the 2013 Act (NN 111/12, 28/13) and the Investment Promotion and Investment Environment Improvement Regulation of 2013 (NN 40/13), in 2014, the Company acquired the status of incentive measure for investments holder according to the submitted project at Valamar Isabella Resort and investments in Family Life Bellevue Resort and Valamar Girandella Village in Rabac for the period from 18 March 2014 until 17 March 2017.

Pursuant to the Investment Promotion Act of 2015 (NN 102/15), amendments to the 2018 Act (NN 102/15, 25/18, 114/18) and the 2020 (NN 102/15, 25/18, 114/18, 32/20), and the Investment Promotion Regulation of 2016 (NN 31/16), the amendment of the 2019 Regulation (NN 31/16, 2/19), the Company has submitted a new project for the reconstruction and repositioning of accommodation properties (Camp Istra 5*, Valamar Collection Marea Suites 5* and Valamar Collection Pinea Resort 4*/5*) for the period from 22 September 2017 to 21 September 2020 and acquired the status of investment incentive holder.

For investments made, the Company disclosed in its books deferred tax assets in the name of tax incentives for 2020 in the amount of HRK 4,720 thousand (2019: HRK 76,074 thousand). No tax incentives were used through the income tax return for 2020 (2019: HRK 68,837 thousand). The balance of tax assets on behalf of incentives as at 31 December 2020 amounts to HRK 85,505 thousand (2019: HRK 80,785 thousand).

The Company concluded its second three-year investment cycle on 21 September 2020. According to the reported investments from 2014 (Valamar Isabella Resort and investments in Family Life Bellevue Resort and Valamar Girandella Village in Rabac) and 2017 (Camp Istra 5*, Valamar Collection Marea Suites 5* and Valamar Collection Pinea Resort 5*) for investments made in the period from 18 March 2014 to 21 September 2020 Valamar received incentives in the total amount of HRK 285,395 thousand and used HRK 199,890 thousand by 31 December 2020.

Incentives in subsidiary Imperial Riviera d.d., Rab

Based on the application to the Ministry of Economy of the Republic of Croatia for a three-year investment cycle 2019-2021, for the reconstructions and repositioning of accommodation properties Valamar Carolina Hotel & Villas 4*, Valamar Meteor Hotel 4*, Padova Camping Resort by Valamar and Dalmatia Sunny Hotel with the aim of achieving 4* categorization and on the basis of the Investment Incentives Act (NN 102/15, 25/18, 114/18, 32/20), in January 2020 the company Imperial Riviera d.d. received a confirm on the basis of which it is able to use tax incentives in the next ten years in the amount of up to HRK 80,000 thousand.

For investments made, the company Imperial Riviera d.d. disclosed in its books deferred tax assets in the name of tax incentives for 2020 in the amount of HRK 17,744 thousand (2019: HRK 40,006 thousand). No tax incentives were used through the income tax return for 2020 (2019: HRK 2,010 thousand). The balance of tax assets on behalf of incentives as at 31 December 2020 amounts to HRK 55,740 thousand (2019: HRK 37,996 thousand).

From the beginning of the investment according to the registered project (Valamar Carolina Hotel & Villas 4*, Valamar Meteor Hotel 4*, Padova Camping Resort by Valamar and Dalmatia Sunny Hotel) in 2019 until 31 December 2020, the company Imperial Riviera d.d. received incentives in the total amount of HRK 57,750 thousand (until the end of the investment cycle in 2021, it can receive additional incentives for future investments up to HRK 80,000 thousand, i.e. the approved maximum aid), and used HRK 2,010 thousand by 31 December 2020.

(e) Consolidation

The Valamar Riviera Group consists of Valamar Riviera d.d. (parent company) and its subsidiaries (the Group) as it is presented in Note 1. The assets and liabilities of subsidiaries are fully included in the consolidated statement of financial position of the Group as at 31 December 2020, eliminating the parent company's share in subsidiaries and the position of capital and reserves of subsidiaries and mutual

NOTE 4 – CRITICAL ACCOUNTING ESTIMATES / CONTINUED

receivables and liabilities. Mutual transactions are excluded from the consolidated statement of financial position and the consolidated statement of comprehensive income.

During 2020, there was no changes in the structure of the Group. During 2019 subsidiary Hoteli Makarska d.d. merged with subsidiary Imperial Riviera d.d. Valamar Riviera d.d. was a holder of 56.21% share, and after the merger with Hoteli Makarska d.d. it was a holder of 52.84% of shares of subsidiary Imperial Riviera d.d. Pursuant to the General Assembly decision of Imperial Riviera d.d. from 29 October 2019 the share capital was increased from HRK 400,580,400 for the amount of HRK 426,088,157.32 to the amount of 826,668,557.32, in which the Company contributed with the amount of HRK 106,068,022.13.

After the increase of share capital Valamar Riviera d.d. is a holder of 650,604 (43.68% of voting rights) shares and the Company retained control of Imperial Riviera d.d. Valamar Riviera d.d. has significant share of 43.68% voting rights, has the power to manage financial and business policies of Imperial Riviera d.d., and in order to benefit from its activities, primarily though Board, but also key management of Imperial Riviera d.d. Valamar Riviera d.d. has to right to appoint, relocate and recall key management, that is, persons who are authorised and responsible for strategic and ongoing business planning and direction, and current or former employees of Valamar Riviera d.d. were appointed to the Board of Imperial Riviera d.d. and have the ability to manage business in accordance with the provisions of ZTD. Imperial Riviera d.d. in a significant part of business depends on Valamar Riviera d.d., which is in charge of managing core business, and depends on intellectual property rights, including trademarks and brands of Valamar Riviera d.d. Valamar Riviera d.d. significantly influences the business of Imperial Riviera d.d. through the operational management of hotel and tourist facilities, and in addition to dividend rights, it is also entitled to management fees and therefore the exposure of Valamar Riviera d.d. to returns is significantly higher than the return related to voting rights. A combination of all of the above factors indicates control of Valamar Riviera d.d. over a subsidiary in accordance to IFRS 10.

f) Leases

New significant evaluations are related to the introduction of IFRS 16 Leases and mostly relate to estimates of lease term, discount rate and whether contract includes a lease.

Determining the lease term of contracts with renewal and termination options – Group as lessee

The Company and the Group determine the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The Company and the Group have several lease contracts that include extension and termination options. The Company and the Group apply judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew or terminate the lease. That is, consider all relevant factors that create an economic incentive for it to exercise either the renewal or termination. After the commencement date, the Company and the Group reassess the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate (e.g., significant customisation to the leased asset)

The Company and the Group have several leases that are expected to be extended, however the Company and the Group do not expect to terminate the contracts before the lease term expiry. The Company and the Group have included the extension term in the lease term for term that have shorter non-cancellable term (e.g. 2-3 years). The Company and the Group mainly expect to extend the leases that would have negative effect on business if a replacement asset is not readily available.

Refer to Note 30 for information on potential future rental payments relating to periods following the exercise date of extension and termination options that are not included in the lease term.

Property lease classification – Group as lessor

The Company and the Group have entered into commercial property leases on its investment property portfolio. The Company and the Group have 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 commercial property and the present value of the minimum lease payments not amounting to substantially all of the fair value of the commercial property, that it retains substantially all the risks and rewards incidental to ownership of these properties and accounts for the contracts as operating leases.

Leases – Estimating the incremental borrowing rate

The Company and the Group cannot readily determine the interest rate implicit in the lease, therefore, they use theirs incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Company and the Group would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBR therefore reflects what the Group 'would have to pay', which requires estimation when no observable rates are available or when they need to be adjusted to reflect the terms and conditions of the lease.

The Company and the Group estimate the IBR based on several inputs. Interest rate that is applied on lease contract presents the lessee's credit rating, lease term, security and economic environment. Interest rate is calculated based on comparable transactions. Information used by the Company to determine the IBR are changed annually at least or in the event of significant changes in the Company's credit rating.

The Company and the Group, as the lessees as regards the tourist land

The Company and the Group need to determine the ownership status for cca 3.24 million m2 and cca 3.54 million m2 respectively, pursuant to the provisions of the Act on unappraised land (hereinafter: the ZNGZ), that entered into force on 2 May 2020. The Act lays down the obligation to determine and establish, within the prescribed deadlines, real estate on the assessed parts of the camp, hotel, tourist complexes and other building land as the subject matter of the right of ownership of the Company and the Group; and real estate on the parts of the camp, hotel, tourist complexes and other building land that have not been assessed as the subject matter of the right of ownership of the Republic of Croatia or local governments. As regards the parts of land owned by the Republic of Croatia or local governments, the Company and the Group will conclude a lease agreement for a period of 50 years. The unit amount of the rent and the manner of and deadlines for the payment will be laid down by a regulation adopted by the Government. The regulation has not been adopted yet; therefore it has not been possible to determine right-of-use assets and liabilities since the entry into force of the Act, i.e. since 2 May 2020. After the adoption of the regulation on prices, the Company and the Group will revise total surface areas that will be the subject matter of the lease agreement and they will assess the value of the right-of-use assets and liabilities in accordance with the provisions of IFRS 16. In 2020, the Company and the Group were not able to determine the object of the lease and the value of the lease.

Due to circumstances arising from the Covid 19 pandemic, the Republic of Croatia adopted a regulation on exemption from the payment of the variable part of the fee for the year 2019, and the Company and the Group expect the exemption to apply to the year 2020, as well.

Under the assumption of the lowest/highest price spread reaching HRK 6/12/m2, lowest/highest discount rate reaching 4/8% and with the correction of surface areas that will be subject to the lease +/- 10%, the Company and the Group assessed the value of the right-of-use assets and liabilities on the day of the entry into force of the Act, which would amount to a range from cca HRK 212,522 thousand to cca HRK 921,895 thousand for the Company, while the assessment for the Group would range from cca HRK 224,536 thousand to cca HRK 974,010 thousand.

NOTE 5 – SEGMENT INFORMATION

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

The Group records operating revenues and expenses by types of services rendered in three basic segments: hotels and apartments, camping and other business segments.

Revenue was divided between segments according to the organisational principle, where all of the income generated from camping profit centres was reported in the camping segment, and all of the income generated from hotel and apartment profit centres was reported in that segment. Other business segments include revenue from laundry services, other rentals of properties, revenue generated from the central services and central kitchens, agency revenue and revenue from the accommodation of employees.

The segment information related to reportable segments for the year ended 31 December 2019 is as follows:

Hotels and
apartments
Camps Other business
segments
Total
1,577,913 513,759 171,666 2,263,338
(1,969) (144) (121,907) (124,018)
1,575,946 513,615 49,759 2,139,320
312,459 108,694 53,361 474,514
(38,815) (17,666) (5,377) (61,858)
25,149 5,786 1,036 31,971
807,708 345,499 (315,977) 837,230
3,499,357 1,480,754 682,100 5,662,211
1,860,939 801,511 390,590 3,053,040

All hotels, apartments and camping resorts (operating assets) are located in the Republic of Croatia, except the hotel owned by the company Valamar Obertauern GmbH located in Austria.

The segment information related to reportable segments for the year ended 31 December 2020 is as follows:

GROUP

(in thousands of HRK) Hotels and
apartments
Camps Other business
segments
Total
Total sales 338,572 292,000 53,849 684,422
Inter-segment revenue (681) (29) (41,233) (41,943)
Revenue from external customers 337,891 291,971 12,616 642,479
Depreciation and amortisation 314,882 127,271 54,291 496,444
Net finance expense net (55,805) (26,786) (22,050) (104,641)
Write-off of fixed assets 1,119 208 205 1,532
Profit/(loss) of segment 128,074 209,664 (158,407) 179,331
Total assets 3,537,741 1,515,516 714,073 5,767,330
Total liabilities 2,275,139 1,020,575 508,117 3,803,831

All hotels, apartments and camps (operating assets) are located in the Republic of Croatia, except the hotel owned by the company Valamar Obertauern GmbH located in Austria.

NOTE 5 – SEGMENT INFORMATION / CONTINUED

Reconciliation of the profit per segment with profit/(loss) before tax is as follows:

GROUP

(in thousands of HRK) 2019 2020
Revenue
Revenue from segments 2,263,338 684,422
Inter-segment revenue elimination (124,018) (41,943)
Total revenue 2,139,320 642,479
Profit
Profit from segments 837,230 179,331
Other unallocated expenses (555,421) (553,841)
Profit/(loss) from financial and extraordinary activities (49,337) (126,539)
Total profit/(loss) before tax 232,472 (501,049)

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

2019 2020
(in thousands of HRK) Assets Liabilities Assets Liabilities
Segment assets/liabilities 5,662,211 3,053,040 5,767,330 3,803,832
Hotels and apartments segment 3,499,357 1,860,939 3,537,741 2,275,139
Camps segment 1,480,754 801,511 1,515,516 1,020,575
Other business segment 682,100 390,590 714,073 508,118
Unallocated 833,091 223,192 1,112,253 211,894
Investments in associate 47,668 - 46,024 -
Other financial assets 391 - 317 -
Loans and deposits 801 - 702 -
Cash and cash equivalents 550,143 - 665,933 -
Income tax receivable 4,258 - 733 -
Other receivables 35,858 - 67,134 -
Deferred tax assets/liabilities 193,832 63,046 331,410 58,292
Other liabilities - 71,822 - 65,206
Liabilities for investments in associate - 18,294 - 13,994
Derivative financial assets/liabilities 140 17,048 - 16,982
Provisions - 52,982 - 57,420
Total 6,495,302 3,276,232 6,879,583 4,015,726

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

GROUP

(in thousands of HRK) 2019 2020
Revenue from sales to domestic customers 199,586 82,721
Revenue from sales to foreign customers 1,939,734 559,758
2,139,320 642,479

NOTE 5 – SEGMENT INFORMATION / CONTINUED

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

GROUP
Sales to foreign customers 2019 % 2020 %
EU members 1,709,607 88.14 503,445 89.94
Other 230,127 11.86 56,313 10.06
1,939,734 100.00 559,758 100.00

NOTE 6 – OTHER INCOME

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Income from donations and other /i/ 3,519 5,840 2,917 1,541
Income from concession fee liability write-off /ii/ - 6,415 - 5,965
Income from provision release 4,527 1,650 566 233
Reimbursed costs 2,197 2,055 2,234 2,140
Income from insurance and legal claims 3,494 2,798 3,310 1,829
Income from own consumption 510 461 218 209
Collection of receivables previously written-off 656 1,111 649 925
Other income 10,701 8,025 9,537 6,835
25,604 28,355 19,431 19,677

/i/ In relation to Covid-19 pandemic, subsidiary Valamar Obertauern in Austria received grants for lost income compensation in the amount of HRK 3 million in 2020.

/ii/ In relation to Covid-19 pandemic, the liability for the variable part of the fee for the concession on tourist land for 2019 has been changed.

NOTE 7 – COST OF MATERIALS AND SERVICES

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Raw materials and supplies
Raw materials and supplies used /i/ 216,166 60,890 186,149 52,920
Energy and water used 111,534 51,574 95,112 44,855
Small inventory 23,339 14,929 20,151 12,775
351,039 127,393 301,412 110,550
External services
Maintenance 55,102 43,807 48,635 39,433
Marketing, promotion and fairs 42,785 21,079 41,830 20,859
Commission fees (agencies and credit cards) 45,780 13,832 37,713 11,064
Communal fees /ii/ 33,874 11,885 31,060 10,115
Telecommunication and transport 17,014 8,478 15,383 7,395
Rent /iii/ 11,295 7,897 10,789 7,257
Recreation services 14,902 3,778 11,947 3,105
Laundry services 9,570 3,143 15,810 3,005
Services of arrangement and other contents 5,535 1,300 5,108 1,106
Other services 22,353 12,052 21,160 10,092
258,210 127,251 239,435 113,431
609,248 254,644 540,847 223,981

/i/ Cost of materials and services of the Company is comprised of raw materials and supplies used of HRK 11,462 thousand, food and beverage costs of HRK 35,081 thousand and other materials and supplies used of HRK 6,377 thousand (2019: cost of raw materials and supplies used of HRK 25,172 thousand, food and beverage costs of HRK 149,260 thousand and other materials and services costs of HRK 11,717 thousand).

/ii/ Subsidiary Valamar Obertauern in Austria received Covid-19 grants for compensation for fixed costs in the amount of HRK 475 thousand.

/iii/ Communal fees are related to sewage water disposal services, disposal and collection of bio-waste, communal waste and similar.

/iv/ Expenses related to Company's and Group's short-term leases and low-value asset leases (exemptions according to IFRS 16) are included in Rent in the amount of HRK 52 thousand (2019: HRK 109 thousand), as well as leases that do not meet the classification criteria according to IFRS 16.

NOTE 8 – STAFF COSTS

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Net salaries /i/ 363,402 122,043 313,347 103,705
Pension contributions /i/ 106,620 36,138 89,062 30,087
Health insurance contributions /i/ 77,657 24,606 67,939 21,802
Other (contributions and taxes) /i/ 35,731 7,163 35,731 7,163
Termination benefits 1,063 466 515 329
Provisions for staff /ii/ 4,890 13,591 4,683 10,710
Other staff costs /iii/ 92,539 23,044 82,856 20,471
681,902 227,051 594,133 194,267
Number of employees at 31 December 3,431 2,620 2,886 2,121

/i/ Total Covid-19 grants related to net salaries compensation with related tax and contribution write-offs due to revenue decline are included in the staff cost of the Group in the amount of HRK 164.4 million, for the Company HRK 141.3 million.

/ii/ Provisions for staff are related to long-term employee benefits (termination benefits and jubilee awards).

/ii/ Other staff costs comprise non-taxable receipts (accommodation and meals for employees, Christmas bonuses, regress, awards and similar) in the amount of HRK 7.4 million (2019: HRK 44.3 million) for the Group and HRK 6.1 million for the Company (2019: HRK 38.5 million), remunerations for student temporary services in the amount of HRK 2.4 million (2019: HRK 17.6 million) for the Group and HRK 2 million for the Company (2019: 16.4 million), transportation costs in the amount of HRK 11 million (2019: HRK 21.2 million) for the Group and HRK 10.4 million for the Company (2019: HRK 19.7 million) and other.

The Company capitalised net salaries cost in the amount of HRK 3 million (2019: HRK 4.9 million), cost of contributions and tax from salaries in the amount of HRK 1.4 million (2019: HRK 2.1 million) and cost of contributions on salaries in the amount of HRK 0.6 million (2019: HRK 1.2 million). During the year the Company's average number of employees is 2,836 (2019: 4,054).

The Group capitalised net salaries cost in the amount of HRK 4.6 million (2019: HRK 6.1 million), cost of contributions and tax from salaries in the amount of HRK 2 million (2019: HRK 2.5 million) and cost of contributions on salaries in the amount of HRK 0.9 million (2019: HRK 1.4 million). During the year the Group's average number of employees is 3,364 (2019: 4,812).

NOTE 9 – OTHER OPERATING EXPENSES

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Municipal charges, concessions and other 60,374 38,689 53,613 32,959
Professional services /i/ 22,636 15,543 18,915 11,872
Write-off of property, plant and equipment /ii/ 31,971 1,532 23,808 1,202
Entertainment 8,246 2,199 7,813 2,023
Insurance premiums 7,169 7,043 6,343 6,075
Bank charges 3,102 880 2,325 574
Provisions for legal proceedings 3,938 9,623 3,553 9,356
Provisions for termination benefits - 5,500 - 5,500
Value adjustment of assets 588 1,510 544 1,394
Membership fee to associations and other
administrative expenses
2,263 1,233 1,968 1,069
Other 7,874 8,484 6,767 7,996
148,161 92,236 125,649 80,020
  • /i/ Professional and other services of the Group and the Company are mostly related to consulting services in the amount of HRK 1.6 million (2019: HRK 4.5 million) for the Group and HRK 1.4 million for the Company (2019: HRK 4.1 million), Supervisory Board fees in the amount of HRK 3 million (2019: HRK 4.4 million) for the Group and HRK 1.3 million for the Company (2019: HRK 3.4 million), students and scholarships fees in the amount of HRK 3 million (2019: HRK 4.1 million) for the Group and HRK 2.5 million for the Company (2019: HRK 3.7 million), lawyer fees in the amount of HRK 2.2 million (2019: HRK 3.3 million) for the Group and HRK 1.9 million for the Company (2019: HRK 2.6 million) and audit fees in the amount of HRK 1 million (2019: HRK 0.9 million) for the Group and HRK 0.6 million for the Company (2019: HRK 0.5 million).
  • /ii/ Write-off of property, plant and equipment relates to demolition of parts of buildings as a part of new investments. Demolition of buildings amounts to HRK 856 thousand (2019: HRK 30,080 thousand) for the Group and HRK 856 thousand (2019: HRK 22,494 thousand) for the Company, and other write-offs amounts to HRK 676 thousand (2019: HRK 1,891 thousand) for the Group and HRK 346 thousand (2019: HRK 1,314 thousand) for the Company.

NOTE 10 – OTHER GAINS/(LOSSES) – NET

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Net gains on sale of property, plant and
equipment /i/
42,755 4,777 161,314 5,180
42,755 4,777 161,314 5,180

/i/ In 2019 and 2020, the Company sold several properties in Poreč, Krk, Dubrovnik and Zagreb. The most significant transaction in 2019 is related to the sale of hotel Zagreb to related party Imperial Riviera d.d. by gross sales price of HRK 182.15 million.

NOTE 11 – FINANCE INCOME/(EXPENSE) – NET

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Interest income 342 514 517 508
Net foreign exchange gains -
other
4,099 890 3,626 825
Realised net gains from changes in value of forwards and
interest rate swaps
1,359 17,770 1,359 16,759
Net gains from financial assets sold 1,438 - 1,431 -
Income from cassa sconto 3,007 1,957 2,934 1,709
Dividend income 116 - 8,790 -
Other financial gains 312 160 313 130
10,673 21,291 18,970 19,931
Interest expense (56,868) (66,170) (51,568) (59,591)
Net foreign exchange gains from financing activities (4,869) (41,918) (4,623) (38,603)
Realised net gains/(losses) from changes in value of
forwards and interest rate swaps
(10,651) (17,844) (10,651) (16,833)
Change of value of financial assets (143) - (142) -
(72,531) (125,932) (66,984) (115,027)
Financial expense -
net
(61,858) (104,641) (48,014) (95,096)

During 2020 the Company capitalised borrowing costs of HRK 3,256 thousand (2019: HRK 872 thousand) with a capitalisation rate from 0.35% to 1.797% (2019: from 0.30% to 1.29%), while the Group capitalised the borrowing costs of HRK 3,256 thousand (2019: HRK 1,122 thousand) with a capitalisation rate from 0.35% to 1.797% (2019: from 0.30% to 2.10%).

NOTE 12 – INCOME TAX

Income tax comprise:

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Current tax 87 48 - -
Deferred tax (73,467) (142,291) (10,533) (104,982)
Tax (income)/expense (73,380) (142,243) (10,533) (104,982)

Reconciliation of the effective tax rate:

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Profit/(loss) before tax 232,472 (501,049) 366,474 (413,532)
Income tax 41,616 (90,065) 65,965 (74,436)
Tax exempt income (2,106) (30,579) (1,942) (26,585)
Non-deductible expenses 3,220 865 1,518 759
Investment tax credits /i/ (116,080) (22,464) (76,074) (4,720)
Recognition of other deferred tax assets (30) - - -
Tax income (73,380) (142,243) (10,533) (104,982)

/i/ Tax incentives based on investment incentive regulations are described in Note 4 Key accounting estimates – (d) Recognition of deferred tax assets.

Croatian tax legislation does not allow tax losses to be transferred among group companies. In accordance with the regulations of the Republic of Croatia, the Tax Authority may at any time inspect the Group Company's books and records within three years following the year in which the tax liability was reported, and may impose additional tax assessments and penalties.

NOTE 13 – EARNINGS PER SHARE

Basic

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

Diluted

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

GROUP
2019 2020
Profit/(loss) attributable to equity holders (in thousands of HRK) 284,536 (329,594)
Weighted average number of shares 122,507,835 121,887,907
Basic/diluted earnings per share (in HRK) 2.32 -2.70

NOTE 14 – PROPERTY, PLANT AND EQUIPMENT

(in thousands of HRK) Land Buildings Plant and Furniture, tools Assets under Total
As at 1 January 2019 equipment and horticulture construction
Cost 973,017 6,339,931 918,040 397,370 172,709 8,801,067
Accumulated depreciation and impairment - (3,007,955) (474,067) (217,448) - (3,699,470)
Carrying amount 973,017 3,331,976 443,973 179,922 172,709 5,101,597
Year ended 31 December 2019
Opening carrying amount 973,017 3,331,976 443,973 179,922 172,709 5,101,597
Transfer within the assets (1,464) (3,801) (325) (45) - (5,635)
Additions 12,823 608,339 166,723 68,389 78,080 934,354
Disposals and write-offs (6,924) (33,204) (800) (1,157) (571) (42,656)
Depreciation - (316,043) (92,967) (42,420) - (451,430)
Carrying amount at year end 977,452 3,587,267 516,604 204,689 250,218 5,536,230
As at 31 December 2019
Cost 977,452 6,708,506 1,054,139 445,889 250,218 9,436,204
Accumulated depreciation and impairment - (3,121,239) (537,535) (241,200) - (3,899,974)
Carrying amount 977,452 3,587,267 516,604 204,689 250,218 5,536,230
Year ended 31 December 2020
Opening carrying amount 977,452 3,587,267 516,604 204,689 250,218 5,536,230
Exchange rate differences from foreign business 46 694 - 68 - 808
Transfer within the assets - 299,371 73,260 16,847 (389,478) -
Additions 94 1,518 445 2 583,265 585,324
Disposals and write-offs (1,163) (1,540) (730) (393) - (3,826)
Depreciation - (326,846) (100,836) (43,543) - (471,225)
Carrying amount at year end 976,429 3,560,464 488,743 177,670 444,005 5,647,311
As at 31 December 2020
Cost 976,429 7,003,881 1,114,422 455,479 444,005 9,994,216
Accumulated depreciation and impairment - (3,443,417) (625,679) (277,809) - (4,346,905)
Carrying amount 976,429 3,560,464 488,743 177,670 444,005 5,647,311

As at 31 December 2020, the carrying amount of land and buildings of the Group pledged as collateral for borrowings amounted to HRK 2,010,351 thousand (2019: HRK 1,995,903 thousand).

NOTE 14 – PROPERTY, PLANT AND EQUIPMENT / CONTINUED

(in thousands of HRK) Land Buildings Plant and Furniture, tools Assets under Total
As at 1 January 2019 equipment and horticulture construction
Cost 644,866 5,500,575 862,578 383,079 153,897 7,544,995
Accumulated depreciation and impairment - (2,910,704) (464,224) (223,282) - (3,598,210)
Carrying amount 644,866 2,589,871 398,354 159,797 153,897 3,946,785
Year ended 31 December 2019
Opening carrying amount 644,866 2,589,871 398,354 159,797 153,897 3,946,785
Transfer within the assets (1,464) (4,097) (66) - - (5,627)
Additions 122 488,378 132,327 46,561 65,656 733,044
Disposals and write-offs (13,349) (67,674) (7,733) (2,616) (571) (91,943)
Depreciation - (240,511) (81,655) (35,145) - (357,311)
Carrying amount at year end 630,175 2,765,967 441,227 168,597 218,982 4,224,948
As at 31 December 2019
Cost 630,175 5,645,570 944,140 410,328 218,982 7,849,195
Accumulated depreciation and impairment - (2,879,603) (502,913) (241,731) - (3,624,247)
Carrying amount 630,175 2,765,967 441,227 168,597 218,982 4,224,948
Year ended 31 December 2020
Opening carrying amount 630,175 2,765,967 441,227 168,597 218,982 4,224,948
Transfer within the assets - 202,337 53,301 17,080 (272,718) -
Additions - 704 13 1 420,473 421,191
Disposals and write-offs (1,163) (732) (597) (230) - (2,722)
Depreciation - (246,209) (84,698) (36,378) - (367,285)
Carrying amount at year end 629,012 2,722,067 409,246 149,070 366,737 4,276,132
As at 31 December 2020
Cost 629,012 5,843,630 987,979 422,664 366,737 8,250,022
Accumulated depreciation and impairment - (3,121,563) (578,733) (273,594) - (3,973,890)
Carrying amount 629,012 2,722,067 409,246 149,070 366,737 4,276,132

As at 31 December 2020, the carrying amount of land and buildings of the Company pledged as collateral for borrowings amounted to HRK 1,616,678 thousand (2019: HRK 1,574,076 thousand).

NOTE 14 – PROPERTY, PLANT AND EQUIPMENT / CONTINUED

Assets under construction of the Group in the amount of HRK 444,004 thousand mainly refer to the investment in hotels and apartments of HRK 314,773 thousand, investment in camping of HRK 15,664 thousand, the reconstruction, extension and adaptation of other buildings of HRK 112,579 thousand, advances paid to suppliers for investments of HRK 988 thousand.

Out of the Group's total value of equipment, leased equipment under operating leases is as follows:

(in thousands of HRK) 2019 2020
Cost 117,986 115,464
Accumulated depreciation as at 1 January (79,198) (80,982)
Depreciation charge for the year (3,749) (3,761)
Carrying amount 35,039 30,722

The operating lease mostly relates to the lease of hospitality facilities and shops to third parties, and other relates to service activities, sport and recreation and similar. During 2020, the Group realised rental income of HRK 24,113 thousand (2019: HRK 49,739 thousand), where fixed amount is HRK 23,747 thousand (2019: HRK 48,856 thousand), while variable is HRK 366 thousand (2019: 883 thousand). All lease agreements are renewable, usually for period of 1 to 3 years and there is no purchase option. In the contracts, the Group obliges the lessees to submit the subject of the operating lease in the condition in which it was received.

Undiscounted future payments to the Company and the Group on 31 December 2020:

(in thousands of HRK) Up to 1 year More than 1, but
less than
5 years
More than
5 years
Company 12,788 19,357 2,471
Group 18,637 25,522 3,416

NOTE 15 – INVESTMENT PROPERTY

(in thousands of HRK) GROUP COMPANY
As at 31 December 2019
Cost 11,599 11,599
Accumulated depreciation (5,150) (5,150)
Carrying amount 6,449 6,449
Year ended 31 December 2020
Opening carrying amount 6,449 6,449
Transfer within the assets - -
Disposals and write-offs (2,095) (2,095)
Depreciation (412) (412)
Carrying amount at year end 3,942 3,942
As at 31 December 2020
Cost 8,671 8,671
Accumulated depreciation (4,729) (4,729)
Carrying amount 3,942 3,942

As at 31 December 2020, Company and Group do not have properties pledged as collateral for loans (2019: HRK 0 thousand).

NOTE 16 – INTANGIBLE ASSETS

(in thousands of HRK) Goodwill /i/ Software Total
As at 1 January 2019
Cost 6,568 93,690 100,258
Accumulated amortisation - (46,531) (46,531)
Carrying amount 6,568 47,159 53,727
Year ended 31 December 2019
Opening carrying amount 6,568 47,159 53,727
Transfer within the assets - (2) (2)
Additions - 20,236 20,236
Amortisation - (17,142) (17,142)
Disposals and write-offs - (630) (630)
Carrying amount at year end 6,568 49,621 56,189
As at 31 December 2019
Cost 6,568 107,285 113,853
Accumulated amortization - (57,664) (57,664)
Carrying amount 6,568 49,621 56,189
Year ended 31 December 2020
Opening carrying amount 6,568 49,621 56,189
Exchange rate differences from foreign business - 8 8
Transfer within the assets - 9 9
Additions - 10,540 10,540
Amortisation - (20,345) (20,345)
Disposals and write-offs - (1) (1)
Carrying amount at year end 6,568 39,833 46,400
As at 31 December 2020
Cost 6,568 117,361 123,929
Accumulated amortisation - (77,528) (77,528)
Carrying amount 6,568 39,833 46,400

NOTE 16 – INTANGIBLE ASSETS / CONTINUED

COMPANY

(in thousands of HRK) Goodwill /i/ Software Total
As at 1 January 2019
Cost 6,568 91,427 97,995
Accumulated amortisation - (45,878) (45,878)
Carrying amount 6,568 45,549 52,117
Year ended 31 December 2019
Opening carrying amount 6,568 45,549 52,117
Transfer within the assets - 19,148 19,148
Additions - (672) (672)
Amortisation - (16,489) (16,489)
Carrying amount at year end 6,568 47,536 54,104
As at 31 December 2019
Cost 6,568 109,368 115,936
Accumulated amortisation - (61,832) (61,832)
Carrying amount 6,568 47,536 54,104
Year ended 31 December 2020
Opening carrying amount 6,568 47,536 54,104
Additions - 7,644 7,644
Disposals and write-offs - - -
Amortisation - (19,473) (19,473)
Carrying amount at year end 6,568 35,707 42,275
As at 31 December 2020
Cost 6,568 116,534 123,102
Accumulated amortisation - (80,828) (80,828)
Carrying amount 6,568 35,707 42,275

/i/ Impairment tests for goodwill

Goodwill is allocated to the cash-generating unit (CGUs) for the transferred subsidiary Puntižela d.o.o., Pula that was merged to the parent company on 31 March 2017. The recoverable amount of the cash-generating unit is determined based on the value-in-use calculations. More details on significant assumptions used in determining recoverable amount are presented in Note 4 – Impairment of non-financial assets.

NOTE 17 – INVESTMENT IN SUBSIDIARIES

COMPANY

(in thousands of HRK) 2019 2020
At beginning of the year 616,201 727,328
Acquisition of subsidiaries /i/ 111,127 -
At year end 727,328 727,328
(in thousands of HRK) OWNERSHIP 2019 2020
Palme turizam d.o.o., Dubrovnik 100.00% 115,448 115,448
Magične stijene d.o.o., Dubrovnik 100.00% 5,577 5,577
Bugenvilia d.o.o., Dubrovnik 100.00% 38,542 38,542
Imperial d.d./Imperial Riviera d.d., Rab /i/ 43.68% 544,840 544,840
Valamar A GmbH, Tamsweg /i/ 100.00% 20,414 20,414
Valamar Obertauern GmbH, Obertauern /i/ 10.00% 2,507 2,507
727,328 727,328

/i/ In 2019, the Company holds 43.68% shares of Imperial Riviera, after the merger of Hoteli Makarska d.d. to Imperial Riviera d.d. and after the increase of Imperial Riviera's share capital in accordance with the General Assembly's Decision from 29 October 2019.

The subsidiaries Bugenvilia d.o.o. and Palme turizam d.o.o. generate revenue from rent of property to the Company, while Magične stijene d.o.o. and Valamar A GmbH do not have business activity. Imperial d.d. and Hoteli Makarska d.d. and after the merger of Hoteli Makarska d.d. with Imperial d.d., Imperial Riviera d.d. generate revenues from performing their registered activities, primarily from hospitality activities (services of accommodation, food and drinks in hotels, tourist resorts and campings). Valamar Obertauern GmbH performs seasonal hospitality activity in its only hotel (during winter period).

NOTE 18 – INTEREST IN ASSOCIATE

According to the Bankruptcy plan, determined following the investment and recapitalisation offer for Helios Faros d.d., in bankruptcy, which has been submitted 15 May 2017 jointly by the Company and PBZ Croatia osiguranje dioničko društvo za upravljanje obveznim mirovinskim fondovima, Zagreb, and according to the Decision on increasing share capital of Helios Faros d.d., in bankruptcy from 6 May 2019, in 2019 the Company paid HRK 22,800,000.00 and has obtained 2,280,000 shares with the nominal amount of HRK 10, which makes the stake of 23.61%. On 22 July 2019 the Commercial Court in Split rendered a Decision on Closing the Bankruptcy Proceedings related to the Helios Faros d.d., with registered office in Stari Grad. By closing the bankruptcy, the Company acquired full membership rights as a 23.61% shareholder.

In accordance with the decision of the General Assembly of the company Helios Faros on increasing the share capital from 26 November 2019, the Company is obliged to participate in the further increase of Helios Faros's share capital in the total amount of HRK 24,391,530.00 to acquire 2,439,153 shares, out of which in 2019 it has paid the 25% of the total amount, in 2020 the 17.6% of the total amount and the remaining amount is set to be paid until 31 December 2021. Upon the implementation of the share capital increase the Company will hold a stake of 20% shares of Helios Faros d.d.

GROUP
(in thousands of HRK) 2019 2020
Share at acquisition cost on 22 July by equity method 22,800 -
Share increase -
recapitalisation
24,392 -
Share in net profit/(loss) from 22 July to 31 December 476 -
At beginning of period at acquisition cost - 47,668
Share in net profit/(loss) at 31 December - (1,644)
At end of year on equity basis 47,668 46,024
Adjustment of share and share in net asset on 22 July
Net asset 89,116 -
Share in net asset on 22 July (23.61%) 21,040 -
Share adjustment -
goodwill (23.61%)
-
(1,760)
-
-
Adjustment of share and share in net asset on 31 December
Net asset at the beginning of the period 89,116 230,889
Recapitalisation 139,392 -
Net result from 22 July to 31 December 2,381 -
Profit /(loss) before tax - (8,218)
Net asset at the end of the period 230,889 222,671
Share in net asset at the end of the period (20%) 46,178 44,534
Adjustment for goodwill (20%) 1,490 1,490
At the end of the period 47,668 46,024

NOTE 18 – INTEREST IN ASSOCIATE / CONTINUED

HELIOS FAROS d.d. 100%

(in thousands of HRK) 22 July 2019 31 December
2019
31 December
2020
Assets:
Non-current assets 103,071 207,484 157,685
Current assets 6,876 40,189 6,426
109,947 247,674 164,111
Liabilities:
Provisions 12,646 12,208 12,301
Long-term liabilities - 930 930
Short-term liabilities 8,185 3,646 4,953
20,831 16,785 18,184
Net assets 89,116 230,889 145,927
Income /i/ 115,823 129,836 9,755
Expenses 20,363 31,471 17,973
Profit /(loss) before tax 95,460 98,365 (8,218)
Income tax (2,128) (2,652) -
Profit /(loss) after tax 93,332 95,713 (8,218)
Net profit/(loss) - 2,381 -
Share in profit /(loss) by equity method (20%) - 476 (1,644)

/i/ The most significant part of income in 2019 in the amount of HRK 110,071 thousand was the result of extraordinary income generated from trade payables and liabilities to Republic of Croatia write-offs according to the accepted Bankruptcy plan.

NOTE 19A – FINANCIAL INSTRUMENTS BY CATEGORY

GROUP

(in thousands of HRK) Cash, loans and
receivables
Financial assets Financial assets
through compre
hensive income
Total
31 December 2019
Assets at the reporting date
Financial assets not measured at fair value
Trade receivables 24,104 - - 24,104
Loans and deposits 801 - - 801
Cash and cash equivalents 550,143 - - 550,143
Financial assets measured at fair value
Financial assets - 391 - 391
Derivative financial instruments - - 140 140
Total 575,048 391 140 575,579
(in thousands of HRK) Cash, loans and
receivables
Financial assets Financial assets
through compre
hensive income
Total
31 December 2020
Assets at the reporting date
Financial assets not measured at fair value
Trade receivables 26,133 - - 26,133
Loans and deposits 702 - - 702
Cash and cash equivalents 665,933 - - 665,933
Financial assets measured at fair value
Financial assets - 317 - 317
Total 692,768 317 - 693,085

The above-mentioned amounts of financial assets represent the Group's maximum exposure to credit risk at the reporting date. The carrying values approximate their fair value due to their short-term maturity.

NOTE 19A – FINANCIAL INSTRUMENTS BY CATEGORY / CONTINUED

COMPANY

(in thousands of HRK) Cash, loans and
receivables
Financial assets Financial assets
through compre
hensive income
Total
31 December 2019
Assets at the reporting date
Financial assets not measured at fair value
Trade receivables 18,955 - - 18,955
Loans and deposits 644 - - 644
Cash and cash equivalents 247,849 - - 247,849
Financial assets measured at fair value
Financial assets - 335 - 335
Derivative financial instruments - - 140 140
Total 267,448 335 140 267,923
(in thousands of HRK) Cash, loans and
receivables
Financial assets Financial assets
through compre
hensive income
Total
31 December 2020
Assets at the reporting date
Financial assets not measured at fair value
Trade receivables 24,462 - - 24,462
Loans and deposits 666 - - 666
Cash and cash equivalents 522,973 - - 522,973
Financial assets measured at fair value
Financial assets - 261 - 261
Total 548,101 261 - 548,363

NOTE 19A – FINANCIAL INSTRUMENTS BY CATEGORY / CONTINUED

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Liabilities at reporting date
Financial liabilities –
at amortised cost:
Trade and other payables 209,913 161,691 188,890 147,224
Borrowings 2,734,332 3,508,641 2,404,180 3,168,553
2,944,245 3,670,332 2,593,070 3,315,778
Financial liabilities at fair value through profit or loss:
Derivative financial instruments 17,048 16,982 17,048 16,982
2,961,293 3,687,314 2,610,118 3,332,760

NOTE 19B – CREDIT QUALITY OF FINANCIAL ASSETS

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Loans and deposits
Loans and deposits 666 702 616 639
666 702 616 639

The credit quality of other financial assets is stated in the following notes.

NOTE 20 – FINANCIAL ASSETS

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Listed equity securities /i/ 221 147 195 121
Other 170 170 140 140
391 317 335 261

/i/ Investments in securities represent less than 3% ownership interests and are presented at fair value.

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
At beginning of year 4,484 391 4,100 335
Change in fair value recognised in other
comprehensive income
86 (74) 86 (74)
Disposal (4,179) - (3,851) -
At end of year 391 317 335 261

NOTE 21 – LOANS AND DEPOSITS

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Loans 248 89 141 117
Deposits 553 613 503 550
Total 801 702 644 667
Less: non-current part (113) (89) (113) (89)
Current portion 688 613 531 578

Loans include the amount of HRK 89 thousand (2019: HRK 113 thousand) due from employees for housing loans at an interest rate of 1% payable by 2025. The loans are not secured with any collateral.

All given loans and deposits are denominated in HRK.

The carrying amounts of short-term loans and deposits approximate their fair value. The fair value of non-current loans and deposits of Group is HRK 90 thousand (2019: HRK 115 thousand) and the fair value of non-current loans and deposits of the Company is HRK 90 thousand (2019: HRK 115 thousand). The fair value is calculated based on the cash flows discounted at a rate of 0.30% (2019: 0.32%), which presents the yield to maturity on the bond of the Republic of Croatia with maturity in 2025.

NOTE 22 – INVENTORIES

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Raw materials and supplies 17,566 14,260 14,886 11,937
Trade goods, small inventory and packaging material 8,259 16,076 7,499 15,359
25,825 30,336 22,385 27,296

NOTE 23 – TRADE AND OTHER RECEIVABLES

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Domestic receivables /i/ 15,565 29,006 10,699 27,059
Foreign receivables 11,523 1,185 7,580 1,045
Related parties receivables 24 1,599 2,587 492
Provision for impairment of trade receivables (6,254) (6,415) (4,969) (4,946)
Trade receivables –
net
20,858 25,375 15,897 23,650
Accrued income 3,222 715 3,034 769
Interest receivables 24 43 24 43
Total
trade
receivables
24,104 26,133 18,955 24,462
Prepaid expenses and accrued income /ii/ 17,093 54,600 14,817 45,889
VAT receivable 13,000 4,900 9,616 3,482
Advances to suppliers 1,136 2,304 1,115 1,698
Receivables from employees 936 298 912 277
Receivables from state institutions 1,119 4,529 508 1,313
Other receivables 464 2,047 417 1,967
Total
other
receivables
33,748 68,678 27,385 54,626
Total trade and other receivables 57,852 94,811 46,340 79,088

/i/ In 2020, Company's trade receivables in the amount of HRK 21.5 million relate to the re-invoicing of a joint investment in the Business Centre in Dubrovnik.

/ii/ In 2020, the Company calculated grants for net salaries and related contributions for which the Company meets the criteria for receiving the grants but was not received in 2020, in the amount of HRK 18.8 million and loan fees in the amount of HRK 17.2 million (2019: HRK 10.2 million). In 2020, the Group calculated grants for net salaries and related contributions for which the Group meets the criteria for receiving the grants but was not received in 2020, in the amount of HRK 24.1 million and loan fees in the amount of HRK 18 million (2019: HRK 11 million).

NOTE 23 – TRADE AND OTHER RECEIVABLES / CONTINUED

Movement of provisions for impairment of trade and other receivables:

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
At 1 January 9,262 6,254 7,010 4,969
Increase of impairment 719 1,635 548 1,409
Collected receivables (675) (1,010) (670) (968)
Receivables written-off (3,052) (464) (1,919) (464)
At 31 December 6,254 6,415 4,969 4,946
GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Trade receivables:
Neither past due nor impaired 5,135 11,750 7,072 11,606
Past due, but not impaired 15,723 13,625 8,825 12,044
20,858 25,375 15,897 23,650

As at 31 December 2020, the maturities of the trade receivables, which are past due, but not impaired are as follows:

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Up to one month 6,610 11,121 5,711 10,956
One to two months 1,188 78 531 34
Two to three months 3,031 357 1,442 40
Over three months up to 1 year 4,894 2,069 1,141 1,014
15,723 13,625 8,825 12,044

NOTE 23 – TRADE AND OTHER RECEIVABLES / CONTINUED

The carrying amounts of trade and other receivables are denominated in the following currencies:

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
EUR 11,975 226 8,079 188
HRK 8,883 25,149 7,818 23,462
20,858 25,375 15,897 23,650

The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivables mentioned above. The Group holds advances, bank guarantees and promissory notes, and periodically mortgage as collection security. The carrying amounts of trade and other receivables approximate their fair value since they are short-term.

NOTE 24 – DERIVATIVE FINANCIAL INSTRUMENTS

GROUP AND COMPANY

2019 2020
Receivables Liabilities Receivables Liabilities
Fair value of the interest rate swap - 15,994 - 16,982
Market value of foreign currency forward contracts 140 1,054 - -
Total 140 17,048 - 16,982
Less the non-current portion: - (11,023) - (11,602)
Fair value of interest rate swap - 4,971 - 5,380
Market value of foreign currency forward contracts 140 1,054 - -
Current portion 140 6,025 - 5,380

Interest rate swaps and foreign currency forwards

As at 31 December 2020, the contracted value of outstanding interest rate swaps amounts to HRK 563,830 thousand (2019: HRK 671,408 thousand).

As at 31 December 2020, there is no contracted value of foreign currency forwards amounts (2019: HRK 535,866 thousand).

As at 31 December 2020, the weighted average base interest rate fixed by the interest rate swap contract for a loan in EUR is 0.48%, while the base variable interest rate (EURIBOR) is -0.55%. Fair value gains and losses on interest rate swaps are recognised directly in the Statement of comprehensive income within the finance costs until the repayment of borrowings with a final maturity as at 30 September 2028.

NOTE 25 – DEFERRED TAX ASSET / LIABILITY

DEFERRED TAX ASSET

GROUP

(in thousands of HRK) Property,
plant and
equipment
Financial
assets
Trade
receivables and
inventories
Provisions Tax losses Tax incentive
for investment
Exceeding
borrowing
costs
Total
As at 1 January 2019 33,743 1,857 3,686 7,004 5,867 73,549 - 125,706
Other changes 1 - - - 10 - - 11
Correction of deferred tax assets in profit and
loss related to inter-group transaction
- - - - - 22,005 - 22,005
Credited to the income 52 1,747 - 1,052 1,733 114,070 - 118,654
Debited to the income (79) (49) (3) (607) (2,969) (68,837) - (72,544)
As at 31 December 2019 33,717 3,555 3,683 7,449 4,641 140,787 - 193,832
Other changes 4 - - - 59 - - 63
Correction of deferred tax assets in profit and
loss related to inter-group transaction
- - - - - (160) - (160)
Credited to the income 93 1,073 - 7,568 96,603 22,463 12,121 139,921
Debited to the income (82) (1,084) (418) (662) - - - (2,246)
As at 31 December 2020 33,732 3,544 3,265 14,355 101,303 163,090 12,121 331,410

COMPANY

(in thousands of HRK) Property,
plant and
equipment
Financial
assets
Trade
receivables and
inventories
Provisions Tax losses Tax incentive
for investment
Exceeding
borrowing
costs
Total
As at 1 January 2019 15,395 2,868 3,685 5,212 - 73,549 - 100,710
Credited to the income 22 1,747 - 1,007 - 76,074 - 78,850
Debited to the income (79) (49) (3) (233) - (68,837) - (69,201)
As at 31 December 2019 15,338 4,566 3,682 5,986 - 80,786 - 110,359
Credited to the income 19 1,072 - 6,708 81,468 4,720 12,121 106,108
Debited to the income (82) (1,084) (418) (412) - - - (1,996)
As at 31 December 2020 15,275 4,554 3,264 12,282 81,468 85,506 12,121 214,471

NOTE 25 – DEFERRED TAX ASSET / LIABILITY / CONTINUED

DEFERRED TAX LIABILITY

GROUP

(in thousands of HRK) Financial assets
held for sale
Fair value of land
and buildings
Total
As at 1 January 2020 (7) 63,053 63,046
Other changes 35 - 35
Debited to the income - (4,776) (4,776)
Debited to the other comprehensive income (13) - (13)
As at 31 December 2020 15 58,277 58,292

COMPANY

(in thousands of HRK) Financial assets
held for sale
Fair value of land
and buildings
Total
As at 1 January 2020 6 14,185 14,191
Debited to the income - (871) (871)
Debited to the other comprehensive income (13) - (13)
As at 31 December 2020 (7) 13,314 13,307

NOTE 26 – CASH AND CASH EQUIVALENTS

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Giro-accounts and current accounts 407,829 381,428 118,238 260,239
Cash in hand 426 15 - -
Foreign currency accounts 30,249 28,235 17,972 6,479
Time deposits up to one month 111,639 256,255 111,639 256,255
550,143 665,933 247,849 522,973

The interest rate on cash and cash equivalents is up to 0.10% (2019: up to 0.20%).

The carrying amounts of cash and cash equivalents are denominated in the following currencies:

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
HRK 426,614 401,606 136,821 280,416
EUR 122,054 261,984 109,947 240,768
CHF 249 429 - 429
Other 1,226 1,913 1,081 1,360
550,143 665,933 247,849 522,973

NOTE 27 – SHARE CAPITAL

The authorised and registered share capital of the Company in 2020 amounts to HRK 1,672,021 thousand (2019: HRK 1,672,021 thousand) and comprises 126,027,542 ordinary shares (2019: 126,027,542) with no prescribed nominal value. All the shares are fully paid.

The ownership structure as at 31 December is as follows:

2019 Number of shares %
Goldscheider Keramik Gesellschaft M.B.H., Vienna 25,017,698 19.85
Wurmbock Beteiligungs GMBH, Vienna 25,017,698 19.85
Satis d.o.o., Zagreb 6,524,904 5.18
Raiffeisenbank Austria d.d./Custodian account/Zagreb 5,587,788 4.43
Enitor d.o.o., Zagreb 2,720,950 2.16
Hrvatska poštanska banka/Kapitalni fond d.d./Custodian, Zagreb 1,867,783 1.48
CERP, Zagreb 1,711,024 1.36
PBZ d.d./The Bank of New York as custodian/Custodian, Zagreb 1,544,871 1.23
PBZ d.d./State street client account/Custodian, Zagreb 1,223,308 0.97
OTP banka d.d./Erste plavi OMF kategorije B/Custodian, Split 1,067,013 0.85
Treasury shares 4,139,635 3.28
Other shareholders -
free float
49,604,870 39.36
Total 126,027,542 100.00
2020 Number of shares %
2020 Number of shares %
Goldscheider Keramik Gesellschaft M.B.H., Vienna 25,017,698 19.85
Wurmbock Beteiligungs GMBH, Vienna 25,017,698 19.85
Satis d.o.o., Zagreb 6,524,904 5.18
Raiffeisenbank Austria d.d./Cumulative custodian account -
for SF/Custodian,
Zagreb
5,587,788 4.43
OTP Banka d.d./AZ OMF kategorije B/Custodian, Split 2,895,219 2.30
Enitor d.o.o., Zagreb 2,720,950 2.16
CERP, Zagreb 2,431,271 1.93
HPB d.d./Kapitalni fond d.d./Custodian, Zagreb 1,699,550 1.35
OTP Banka d.d./Erste plavi OMF kategorije B /Custodian, Split 1,371,093 1.09
Privredna banka Zagreb d.d./Cumulative custodian client account/Custodian,
Zagreb
1,327,484 1.05
Treasury shares 4,139,635 3.28
Other shareholders -
free float
47,294,252 37.53
Total 126,027,542 100.00

NOTE 27 – SHARE CAPITAL / CONTINUED

In 2020, there were no changes in share/equity capital of the Company.

As previously reported, based on the decision adopted by the Company's General Assembly held on 24 July 2013, the registered capital was increased by a conversion of the reinvested profit of the year 2012 by HRK 52,200 thousand. The distribution of the reinvested profit of HRK 52,200 thousand in future periods may result in tax obligations given it is based on a tax incentive.

The Company did not acquire and release treasury shares during 2020. During 2019,

the Company has acquired 1,055,088 treasury shares, accounting for 0.83% of the share capital in the total amount of HRK 39,396 thousand and effectively disposed 38,057 treasury shares, accounting for 0.03% of the share capital in the total amount of HRK 1,097 thousand, all on paid-out dividends in accordance with the resolution adopted by the General Assembly on 9 May 2019, as explained in Note 28b.

As at 31 December 2020, the Company owned 4,139,635 of their treasury shares (2019: 4,139,635), which represents 3.28% (2019: 3.28%) of the Company's registered capital.

NOTE 28 – RESERVES AND RETAINED EARNINGS

a) Capital reserves

As at 31 December 2020, the capital reserves of the Group amounted to HRK 5,224 thousand (2019: HRK 5,224 thousand).

As at 31 December 2020, the capital reserves of the Company amounted to HRK 5,711 thousand (2019: HRK 5,711 thousand).

NOTE 28 – RESERVES AND RETAINED EARNINGS / CONTINUED

b) Reserves and retained earnings

2019 2020
83,601 83,601
61 1
160,851 161,993
690,708 363,625
935,221 609,220
83,601 83,601
83,601 83,601
905 61
189 (60)
(1,033) -
61 1
120,851 160,851
40,000 -
- 1,142
160,851 161,993
560,463 690,708
284,536 (329,594)
(40,000) -
(122,587) -
8,296 -
- 2,248
- 263
690,708 363,625

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020 / continued 183

NOTE 28 – RESERVES AND RETAINED EARNINGS / CONTINUED

b) Reserves and retained earnings / CONTINUED

COMPANY
(in thousands of HRK) 2019 2020
Legal reserves 83,601 83,601
Fair value reserve 61 1
Other reserves 175,334 176,476
Retained earnings 878,134 571,832
1,137,130 831,910
Changes in reserves:
Legal reserves
At beginning of the year 83,601 83,601
At year end 83,601 83,601
Fair value reserves
At beginning of the year 905 61
Change in fair value financial assets 189 (60)
Effect of selling financial assets (1,033) -
At year end 61 1
Other reserves
At beginning of the year 135,334 175,334
Transfer to treasury shares reserve 40,000 -
Return of uncollected dividend - 1,142
At year end 175,334 176,476
Retained earnings
At beginning of the year 663,714 878,134
Result for the year 377,007 (308,550)
Transfer to other reserves (40,000) -
Dividends (122,587) -
Return of uncollected dividend - 2,248
At year end 878,134 571,832

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020 / continued 184

NOTE 28 – RESERVES AND RETAINED EARNINGS / CONTINUED

Legal reserves

The legal reserve is required under Croatian law and shall be built up at a minimum of 5% of the profit for the year until the total legal reserve together with capital reserves reach 5% of the Company's share capital. As at 31 December 2020, the legal reserves of the Group and the Company amounted to HRK 83,601 thousand or 5.00% of the share capital (2019: HRK 83,601 thousand or 5.00% of the share capital). This reserve is not distributable.

Other reserves

On the basis of a decision of the General Assembly and in accordance with the regulations, the Company creates treasury share reserves. As at 31 December 2020, treasury share reserves amounted to HRK 136,815 thousand.

As at 31 December 2020, other reserves of the Group amounted to HRK 161,993 thousand, which comprise of treasury shares in the amount of HRK 136,815 thousand and the rest are effects of consolidation. As at 31 December 2020, other reserves of the Company amounted to HRK 176,476 thousand, which consist of treasury shares in the amount of HRK 136,815 thousand and other reserves from the merger of subsidiaries in the amount of HRK 39,661 thousand.

The Company did not pay out a dividend in 2020. On the basis of a decision adopted by the General Assembly held on 9 May 2019, the Company paid out a dividend of HRK 1.00 per share, which amounted to HRK 122,587 thousand, from which HRK 121,083 thousand was paid in cash, and the remaining part by assigning 38,057 shares of the Company.

Fair value reserves

As at 31 December 2020, the fair value reserves of the Company and the Group amounted to HRK 1 thousand. This reserves are not distributable and relate to the fair value of financial assets.

NOTE 29 – BORROWINGS

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Current
Bank borrowings 287,959 553,319 257,433 508,958
Non-current part of borrowings -
waivers after
balance sheet date /i/
- 185,009 - 185,009
Finance lease 58 38 - -
288,017 738,366 257,433 693,967
Non-current
Bank borrowings 2,446,302 2,770,276 2,146,747 2,474,586
Finance lease 13 - - -
2,446,315 2,770,276 2,146,747 2,474,586
Total borrowings 2,734,332 3,508,641 2,404,180 3,168,553

/i/ Current borrowings comprise of the part of non-current borrowings in the amount of HRK 185,009 thousand for which the Company and the Group received waivers for 2020 after the balance sheet date, in accordance with IAS 1.

Non-current bank borrowings are secured with a pledge over Group's property facilities and movable property with a net book value of HRK 2,010,351 thousand (2019: HRK 1,995,903 thousand) (Note 14). Current bank borrowings are secured with promissory notes in the amount of HRK 297,614 thousand (2019: HRK 0).

Non-current bank borrowings are secured with a pledge over Company's property facilities and movable property with a net book value of HRK 1,616,678 thousand (2019: HRK 1,574,076 thousand) (Note 14). Current bank borrowings are secured with promissory notes in the amount of HRK 297,614 thousand (2019: HRK 0).

As at 31 December 2020, the Company had unused lines of credit contracted with financial institutions for 2021 in the total amount of HRK 972,640 thousand, and the Group in the total amount of HRK 974,147 thousand.

Namely, the Group deferred the payment of principal in the amount of HRK 349 million and the Company in the amount of HRK 325 million to commercial banks and the Croatian Bank for Reconstruction and Development, of which HRK 272 million (Company: HRK 248 million) represents deferred payment of principal for 2020, HRK 49 million for the first quarter of 2021 and HRK 27 million for the second quarter of 2021. We point out that the Croatian Bank for Reconstruction and Development has approved a moratorium on principal and interest to its clients, including Valamar Riviera, from and including 31 March 2020 to and including 30 June 2021 with the aim of preserving jobs, liquidity of economic entities and economic activities in Croatia. In addition, three other commercial banks approved a moratorium on interest to Valamar Riviera, while one commercial bank approved a moratorium on interest to Imperial Riviera, bringing the total amount of interest in the moratorium to around HRK 47 million at the Group level (Company: HRK 46 million).

The financial ratios in arrangements with banks are mainly based on the usual indicators for servicing loan liabilities with defined maturities, according to which the Valamar has adjusted its actions in accordance with the terms of each arrangement, and both the Company and the Group received confirmation of waiver of financial terms for 2020.

NOTE 29 – BORROWINGS / CONTINUED

The carrying amount of borrowings is denominated in EUR. Effective interest rates at the reporting date were as follows:

GROUP

2019 2020
Borrowings: (in thousands of HRK) % (in thousands of HRK) %
EUR 2,635,914 1,12% -
3,0%
3,409,331 0% -
3%
HRK 98,418 0,0% -
2,95%
99,310 0% -
2,95%
2,734,332 3,508,641

COMPANY

2019 2020
Borrowings: (in thousands of HRK) % (in thousands of HRK) %
EUR 2,392,872 1,12% -
3,0%
3,156,241 0,76% -
3%
HRK 11,308 2.0% 12,312 2% -
2,05%
2,404,180 3,168,553

NOTE 29 – BORROWINGS / CONTINUED

Maturities of non-current borrowings are as follows:

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
1-3 years 604,825 784,381 529,397 706,497
3-6 years 791,040 884,057 695,930 786,304
Over 6 years 1,050,450 1,101,838 921,420 981,785
2,446,315 2,770,276 2,146,747 2,474,586

The carrying amounts and fair value of non-current borrowings are as follows:

BORROWINGS

Carrying amounts Fair value
(in thousands of HRK) 2019 2020 2019 2020
Group 2,446,315 2,770,276 2,411,026 2,716,086
Company 2,146,747 2,474,586 2,119,047 2,427,136

The fair value is based on discounted cash flows discounted using a rate based on the weighted average interest rate on Group's borrowings of 1.98% (2019: 2.05%). The carrying amounts of current portion of non-current borrowings approximate their fair value due to short term maturity.

NOTE 30 – RIGHT-OF-USE ASSETS AND LEASE LIABILITIES

The Company and the Group have leases for properties, motor vehicles and land used for their business. The lease term for most contracts is between 3 and 5 years, with the exception of several leases with a tenancy of more than 10 years. The Company and the Group have a restriction regarding the lease of certain lease subjects to sublease them.

Recognised right-of-use assets and the movements during the period:

Property Land Motor vehicles Total
2,210 11,792 2,806 16,808
1,141 860 1,653 3,654
(1,591) (2,582) (765) (4,938)
1,760 10,070 3,694 15,524
134 933 173 1,240
(809) (2,571) (1,021) (4,401)
(336) (191) (172) (699)
749 8,241 2,674 11,664

COMPANY

(in thousands of HRK) Property Land Motor vehicles Total
As at January 2019 2,931 12,813 2,806 18,550
Additions 1,140 187 1,282 2,609
Depreciation (1,831) (2,759) (730) (5,320)
As at 31 December 2019 2,240 10,241 3,358 15,839
Additions 950 827 173 1,950
Depreciation (1,151) (2,679) (986) (4,816)
Modifications and other (premature termination) (336) (191) - (527)
As at 31 December 2020 1,703 8,198 2,545 12,446

NOTE 30 – RIGHT-OF-USE ASSETS AND LEASE LIABILITIES / CONTINUED

Lease liabilities and the movements during the period:

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
As at January 13,150 12,006 14,893 12,359
Additions 2,792 1,238 1,813 1,958
Accretion of interest 344 305 382 340
Payments (4,280) (3,676) (4,728) (4,142)
Modifications and other (premature termination) - (704) - (542)
As at 31 December 12,006 9,169 12,359 9,973
Current assets 3,817 2,243 3,589 2,582
Non-current assets 8,189 6,926 8,770 7,391

Leases in profit and loss:

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Depreciation expense of right-of use assets 4,938 4,406 5,320 4,816
Interest expense on lease liabilities 344 305 382 340
Expense relating to short-term leases 109 52 109 52
Variable lease payments 40 118 40 118
Total 5,431 4,881 5,851 5,326

Depreciation expense of right-of-use assets are included in Depreciation and amortization within the Statement of comprehensive income, while the Interest expense on lease liabilities is included in Interest expense (Note 11). Expense relating to short-term leases are included in Rent with HRK 52 thousand (2019: 109 thousand; Note 7). Variable lease payments are included in the Municipal charges, concessions and other (Note 9).

NOTE 30 – RIGHT-OF-USE ASSETS AND LEASE LIABILITIES / CONTINUED

In 2020 total cash outflows for amounted to HRK 4,312 thousand (2019: HRK 4,877 thousand) for the Company and HRK 3,846 thousand (2019: HRK 4,429 thousand) for the Group (including cash outflows for short-term leases and variable lease payments).

Undiscounted future cash outflows on 31 December 2020 to which the Company and the Group are potentially exposed that are not reflected in the measurement of lease liabilities:

(in thousands of HRK) GROUP COMPANY
Extension –
not certain
8,822 8,078
Termination –
certain
- -
Variable lease payments 22 22
Residual value guarantees - -
Leases not yet commenced to which the lessee is committed 1,199 1,199

NOTE 31 – TRADE AND OTHER PAYABLES

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Trade payables 145,728 61,725 127,455 49,910
Trade payables –
related parties
18 84 241 220
Interest payable 2,513 33,727 1,758 32,895
Bills of exchange liabilities - 6,625 - 6,625
Concession fees payable 61,654 59,529 59,436 57,575
209,913 161,690 188,890 147,225
Minus: non-current part /i/ (58,671) (57,609) (56,453) (55,656)
Current part 151,242 104,081 132,437 91,569
Liabilities for dividend 389 389 10 10
Liabilities to employees 29,133 19,187 24,837 15,921
Liabilities for calculated vacation and redistribution
hours
23,284 2,496 20,320 1,533
Liabilities for taxes and contributions and similar
charges
12,306 6,129 10,114 4,665
Accrued VAT liabilities in unrealized income 383 121 378 121
Advances received 38,363 69,609 31,610 61,768
Liabilities for calculated costs 27,065 28,673 8,933 23,340
Other liabilities 2,542 10,707 1,939 10,310
Other
current liabilities
284,707 241,390 230,578 209,237
Total trade payables and other liabilities 343,378 298,999 287,030 264,893

/i/ Separated long-term obligation part for a concession fee for tourist land.

NOTE 31 – TRADE AND OTHER PAYABLES / CONTINUED

The carrying amount of financial liabilities for trade payables, interest and concessions are denominated in the following currencies:

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
EUR 8,635 35,632 5,281 34,759
GBP 211 23 211 23
USD 21 17 21 17
HRK 201,046 126,018 183,378 112,426
209,913 161,690 188,890 147,224

GROUP

(in thousands of HRK) Termination
benefits and
jubilee awards
Legal
proceedings
Bonuses Total
As at 1 January 2020 15,301 52,982 19,842 88,125
Transfer 91 - (91) -
Additional provisions 19,762 9,623 - 29,384
Used during year (1,272) - - (1,272)
Reversed during year (1,404) (5,185) - (6,589)
As at 31 December 2020 32,477 57,420 19,751 109,648
2020
Current part 5,884 - - 5,884
Non-current part 26,593 57,420 19,751 103,764

COMPANY

(in thousands of HRK) Termination
benefits and
jubilee awards
Legal
proceedings
Bonuses Total
As at 1 January 2020 12,011 30,791 17,563 60,365
Additional provisions 16,734 9,356 - 26,090
Used during year (164) - - (164)
Reversed during year (1,377) (3,768) - (5,145)
As at 31 December 2020 27,204 36,379 17,563 81,146
2020
Current part 5,585 - - 5,585
Non-current part 21,619 36,379 17,563 75,561

NOTE 32 – PROVISIONS AND OTHER ACCRUED EXPENSES / CONTINUED

Legal cases of the Company

The provisions for legal proceedings from previous years primarily refer to the land sold for construction purposes in Dubrovnik in 1996 with a total surface area of 10,441 m2, which was not included in the share capital of subsidiary Dubrovnik – Babin kuk d.d. during the transformation and privatisation. A number of buyers were not able to register their ownership title over the stated land, and consequently initiated legal proceedings with the Municipal Court in Dubrovnik with the aim of terminating their sales contracts and on the basis of expectation of future payments recorded based on the value of the aforementioned land according to the sales contracts.

In the year 2018, the Company made new provisions for legal proceedings in the amount of HRK 2,039 thousand, mainly with regard to two disputes concerning land ownership on the island of Krk: first related to the sold land not partially estimated in the conversion process and the privatisation of Zlatni otok d.d., so the buyer regressively claims the amount that paid to the Republic of Croatia for the not estimated part; and second related to the property owners' request, whose small part of property is included in the Krk camping, for benefit payments from usufruct.

In the year 2019, the Company made new provisions for legal proceedings in the amount of HRK 3,553 thousand, which to a small extent relate to two labour disputes over claims for payment of unpaid contributions for extended pension insurance, and to a large extent to the property claims of the book and/or book owners of a part of real estate in the Bunculuka camps in Baška (island of Krk) and Marina in Sv. Marina (Istrian coast).

In the year 2020, the Company made new provisions for legal proceedings in the amount of HRK 9,356 thousand, which in the most significant part are related to real estate, namely the dispute over compensation for damage for sold business premises in Dubrovnik about 20 years ago for which the buyer/plaintiff is still not registered in the land register, the dispute over real estate in the Bunculuka camp and the land of the administrative building on the island of Krk and to a dispute for payment based on business cooperation of the legal predecessor of the company Zlatni otok d.d.

Legal cases of the Group

Legal cases of the Group include Company's land ownership disputes and legal proceedings of Imperial Riviera d.d.

The increase in the Group's legal cases provision during 2020 is the result of additional provisions made on the basis of legal advisors, Management Board and legal affairs department estimations regarding the land ownership disputes and outcomes of ongoing legal cases.

NOTE 33 – CONSOLIDATED SUBSIDIARIES

OWNERSHIP AT 31 DECEMBER
Country 2019 2020
Palme turizam d.o.o. Croatia 100.00% 100.00%
Magične stijene d.o.o. Croatia 100.00% 100.00%
Bugenvilia d.o.o. Croatia 100.00% 100.00%
Imperial d.d./Imperial Riviera d.d. /i/ Croatia 43.68% 43.68%
Valamar A GmbH Austria 100.00% 100.00%
Valamar Obertauern GmbH Austria 100.00% 100.00%

/i/ Non-controlling interest in Group's assets of HRK 701,810 thousand in 2020 (2019: HRK 731,022 thousand) refers to a non-controlling interest in Imperial Riviera d.d. of 56.32% (2019: 56.32%).

On 28 June 2019 Hoteli Makarska d.d. was merged with Imperial Riviera d.d. Pursuant to the General Assembly decision of Imperial Riviera d.d. on 29 October 2019 the share capital was increased, in which the Company contributed in the amount of HRK 106,068 thousand.

NOTE 34 – CONTINGENCIES AND COMMITMENTS

Legal proceedings

In the ordinary course of business, the Company is plaintiff and defendant in various legal actions. In the financial statements for the year ended on 31 December 2020, provisions for certain legal proceedings have been made for which the Company anticipates outflows of HRK 36,379 thousand.

Transformation and privatisation audit and land ownership

A transformation and privatisation audit was carried out for the Company during 2002 and 2003, with a separate audit for Riviera Poreč d.d. (formerly Riviera Holding d.d., Riviera Adria d.d., now Valamar Riviera d.d.) and for companies merged into Valamar Riviera d.d.: Rabac d.d., Zlatni Otok d.d. and Dubrovnik Babin kuk d.d. The reports claim that the transformation and privatisation process had not been performed entirely in accordance with legal regulations, primarily in relation to properties that are not appraised in the Company's equity, but are owned by the Company and are partly recorded in the land records, as well as properties that are reported in the Company's equity, but have not yet been recorded in the land registry. The Company, as well as its legal predecessors, submitted timely objections to the transformation and privatisation audit reports to the State Audit Office, but at the date of issue of these financial statements, they had not received any response from the State Audit Office with respect to the objection of the Company and/or the legal predecessors of the Company.

The outcome of these proceedings is not expected to have a significant impact on the financial position or results of the Company or the Group.

To protect their interests, the Company is conducting a number of legal and/or administrative procedures, which primarily refer to land excluded from the valuation in the process of transformation and privatisation, but partially registered by the Company and to a portion on which catering and other facilities have been built or are in function (in the Lanterna and Solaris resorts and the Lanterna, Solaris, Istra, Ježevac, Krk and Škrila camping grounds) as well as procedures in relation to land in Dubrovnik, which was appraised, but not registered, and land which has been sold, but was not appraised.

The outcome and the result of the legal and other proceedings cannot be predicted with any degree of certainty, but a resolution was expected in accordance with the Act on Tourist and Other Construction Land not Appraised in Transformation and Privatisation Processes ("the ZOTZ"), and in relation to land in the area of Dubrovnik, through settlement. On 1 August 2010, the ZOTZ entered into force, on the basis of the provisions of which the ownership and co-ownership over land not appraised in the transformation and privatisation processes should have been finally be determined, and in the spirit of the provisions of which all disputes that were ongoing in relation to unappraised tourist land, primarily the land in the area of Poreč, Rabac and Krk, should have been resolved. The Company initiated procedures in accordance with the provisions of the ZOTZ within the prescribed period, through submission of a request on 31 January 2011 for concessions on tourist land in camping grounds and tourist land in tourist resorts, as well as requests for verification of plots/land ground-plan surface area of appraised buildings (hotels, apartments and other appraised buildings) and other prescribed requests. The ownership and/or co-ownership by the Company of the portion of land not appraised in the transformation and privatisation procedures should have been determined by the outcome of these procedures. With the Act on unappraised land ("the ZNGZ") entered into force on 2 May 2020, the procedures for obtaining a concession initiated under the provisions of the ZOTZ have been suspended and further assessment of the court and administrative proceedings related to unappraised land can be predicted only after resolving property relations ad determining the actual owners of tourist land, according to provisions of the ZNGZ.

The outcome of these procedures is not expected to have a significant impact on the financial statements or results of the Company or the Group.

Capital commitments

The contracted capital commitments of the Company in respect to investments in tourism facilities at 31 December 2020 amount to HRK thousand 515,432 thousand (2019: HRK 814,850 thousand). The contracted capital commitments of the Group in respect to investments in tourism facilities at 31 December 2020 amount to HRK 535,627 thousand (2019: HRK 961,209 thousand).

NOTE 35 – CASH GENERATED FROM OPERATIONS

Adjustment of profit with cash generated from operations:

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Profit/(loss) before taxation 232,472 (501,049) 366,474 (413,532)
Adjustment for:
Depreciation and amortisation 474,514 496,444 380,124 391,987
Net gains on sale of property, plant and equipment
and intangible assets
(42,755) (4,777) (161,314) (5,180)
Write-off of property, plant and equipment 31,971 1,532 23,808 1,202
Provision for impairment of trade and other
receivables -
net
45 625 (122) 441
Finance costs -
net
61,395 110,017 55,674 100,130
Fair value gains from financial assets available for
sale -
net
143 - 142 -
Fair value gains from financial instruments -
net
and financial assets
9,292 74 9,292 74
Share in net profit/(loss) of associates - 1,644 - -
Increase in provisions -
net
(11,829) 22,152 6,939 20,421
Changes in:
-
Trade and other receivables
18,083 (46,516) 13,508 (41,213)
-
Inventories
(378) (4,511) 515 (4,911)
-
Trade and other payables
74,486 (82,313) 45,682 (58,985)
Cash generated from operations 847,439 (6,678) 740,722 (9,566)

NOTE 36 – RELATED PARTY TRANSACTIONS

Related parties are those companies, which have the power to exercise control over the other party or are under common control or which have a significant influence on the other party in doing business or making financial decisions or is directly or indirectly involved in the management or supervision.

The related parties in the Valamar Group in 2019 and 2020 are: Epic Goldscheider & Wurmböck Unternehmensberatungsgesellschaft m.b.H, Vienna, Wurmböck Beteiligungs GmbH, Vienna, Bugenvilia d.o.o., Dubrovnik, Satis d.o.o., Zagreb, Casatis d.o.o., Zagreb, Eladco Invest GmbH, Kraubath an der Mur (Austria), I.Q.M. d.o.o., Poreč, Enitor d.o.o., Zagreb, Magične stijene d.o.o., Dubrovnik, Palme turizam d.o.o., Dubrovnik, Imperial Riviera d.d., Rab, with subsidiary Praona d.o.o., Makarska (since 29 June 2019 until the merger with Hoteli Makarska d.d.), Valamar A GmbH, Tamsweg, Valamar Obertauern GmbH, Obertauern, Hoteli Makarska d.d. with subsidiary Praona d.o.o., Makarska, (since 17 July 2018 until the merger with Imperial d.d. on 28 June 2019) and Helios Faros d.d., Stari Grad. Related party are also lawyers Mladen Markoč i Relja Pećina.

Valamar Riviera d.d., Poreč is the parent company of the subsidiaries:

  • Palme turizam d.o.o., Dubrovnik, Magične stijene d.o.o., Dubrovnik and Bugenvilia d.o.o., Dubrovnik,
  • Imperial Riviera d.d., Rab, with the subsidiary Praona d.o.o., Makarska from 29 June 2019 (upon merger with Hoteli Makarska d.d.),
  • Hoteli Makarska d.d., Makarska, with the subsidiary Praona d.o.o., Makarska until 28 June 2019 when it is merged with Imperial Riviera d.d.,
  • Valamar A GmbH, Tamsweg and
  • Valamar Obertauern GmbH, Obertauern.

Management Agreement

As of 4 January 2017, the Agreement between Imperial d.d. and Valamar Riviera d.d. in relation to the management of the hotel and tourist facilities and amenities is valid, on the basis of the decision adopted by the General Assembly of Imperial d.d. of 12 December 2016. As of 30 July 2018, the Agreement between Hoteli Makarska d.d. and Valamar Riviera d.d. in relation to the management of the hotel and tourist facilities and amenities is valid, on the basis of the decision adopted by the General Assembly of Hoteli Makarska d.d. of 17 July 2018. Following the registration of the merger of Hoteli Makarska d.d. with Imperial d.d., on 28 June 2019, a single Agreement on the management of hotel and tourist facilities was concluded with Imperial Riviera d.d., and on 28 November 2019, a new Agreement was concluded between Imperial Riviera d.d. and Valamar Riviera d.d. in relation to the management of hotel and tourist facilities, based on the Decision of the General Assembly of Imperial Riviera d.d. of 29 October 2019 (hereinafter the Contract). The subject of the Contract is the provision of management and business activities related to hotels, apartments, resorts and/or camping grounds, and other immovable or movable property. A common name for this type of contract is a hotel management agreement or hotel management contract. For the management services provided, Valamar Riviera d.d. is entitled to compensation for management services consisting of basic and incentive fees, and fees for advisory in respect of the management and implementation of investments (CAPEX fee), reservation centre fees, which are determined as a specified amount (percentage) of the total value of realised reservations. Additionally, for the initial and "pre-opening" services executed before the opening of fully renovated and rebranded facilities, Valamar Riviera d.d. is entitled to a compensation the amount of which depends on the accommodation type and size.

The contract was concluded for a period of 25 years with the possibility of termination or extension.

NOTE 36 – RELATED PARTY TRANSACTIONS / CONTINUED

As of 1 February 2019 the Agreement between Valamar Riviera d.d. and Valamar Obertauern GmbH in relation to the management of the hotel and tourist facilities and amenities is valid. The contract was concluded for a period of 25 years. As of 2 September 2019 the Agreement between Valamar Riviera d.d. and Helios Faros d.d. in relation to the management of the hotel and tourist facilities and amenities is valid. The contract was concluded for a period of 10 years. The subject of these Contracts is the provision of management and business activities concerning hotels, apartments and/or resorts and other immovable or movable property. A common name for this type of contract is a hotel management agreement or hotel management contract. For the management services provided, Valamar Riviera d.d. is entitled to compensation for management services consisting of basic and incentive fees, and fees for advisory services in respect of the conceptualisation and structurisation of investments to implement VALAMAR brand(s) (CAPEX fee). The contract also stipulates reservation centre fees, which are determined as a specified amount (percentage) of the total value of realised reservations. Additionally, for the initial and "pre-opening" services executed before the opening of fully renovated and rebranded facilities, Valamar Riviera d.d. is entitled to a compensation the amount of which depends on the accommodation type and size.

Related party transactions were as follows:

GROUP
(in thousands of HRK) 2019 2020
Sale of services
Other parties related to the owners and corporate governance bodies /i/ 4,883 1
Associate with participating interest - 1,918
4,883 1,919
Purchase of services
Other parties related to the owners and corporate governance bodies 549 217
Associate with participating interest - 18
549 235
Trade and other receivable
Associate with participating interest 24 331
24 331
Liabilities
Other parties related to the owners and corporate governance bodies 18 84
18 84

/i/ In 2019 the Company sold the property to related party Satis d.o.o. in line with the arm's length principle.

NOTE 36 – RELATED PARTY TRANSACTIONS / CONTINUED

COMPANY

(in thousands of HRK) 2019 2020
Sale of services
Subsidiaries /i/ 153,902 6,829
Associate with participating interest 76 1,918
Other parties related to the owners and corporate governance bodies /ii/ 4,883 1
158,861 8,748
Purchase of services
Subsidiaries 7,621 1,136
Associate with participating interest - 18
Other parties related to the owners and corporate governance bodies 549 217
8,170 1,371
Dividend income
Subsidiaries 8,703 -
8,703 -
Trade and other receivable
Subsidiaries 2,563 161
Associate with participating interest 24 331
2,587 492
Other receivables
Subsidiaries 26 26
26 26
Trade and other payables
Subsidiaries 223 136
Other parties related to the owners and corporate governance bodies 18 84
241 220
Loans given
Subsidiaries 28 28
28 28

/i/ In 2019 the Company sold property to subsidiary Imperial Riviera d.d. in line with the arm's length principle. /ii/ In 2019 the Company sold the property to related party Satis d.o.o. in line with the arm's length principle.

NOTE 36 – RELATED PARTY TRANSACTIONS/ CONTINUED

Board personnel compensation

GROUP COMPANY
(in thousands of HRK) 2019 2020 2019 2020
Salaries 5,868 2,799 3,593 1,717
Pension contributions 1,080 593 372 263
Health insurance contribution 1,419 732 862 444
Other costs (contribution and taxes) 2,747 1,105 1,943 715
11,114 5,230 6,770 3,139

In 2020, Board personnel compensation are related to 9 Group Board members (2019: 8 Board members), and for the Company 2 members (2019: 2 members).

Company's Supervisory Board fees during 2020 amounted to HRK 1,294 thousand (2019: HRK 3,407 thousand).

NOTE 37 – INVESTMENT IN ASSOCIATE COMPANY HELIOS FAROS D.D.

According to the Bankruptcy plan, determined following the investment and recapitalisation offer for Helios Faros d.d., in bankruptcy, which has been submitted jointly by the Company and PBZ Croatia osiguranje dioničko društvo za upravljanje obveznim mirovinskim fondovima, Zagreb on 15 May 2017, and according to the Decision on increasing share capital of Helios Faros d.d. in bankruptcy from 6 May 2019, in 2019 the Company has paid HRK 22,800,000.00 and has obtained 2,280,000 shares with the nominal amount of HRK 10, which makes the stake of 23.61%. On 22 July 2019 the Commercial Court in Split rendered a Decision on Closing the Bankruptcy Proceedings related to the Helios Faros d.d., with registered office in Stari Grad. By closing the bankruptcy, the Company acquired full membership rights as a 23.61% shareholder.

In accordance with the decision of the General Assembly of the company Helios Faros d.d. on increasing the share capital from 26 November 2019, the Company is obliged to participate in the further increase of Helios Faros d.d.'s share capital in the total

amount of HRK 24,391,530.00 to acquire 2,439,153 shares, out of which it has paid the 25% of the total amount in 2019, in 2020 the 17.6% of the total amount and the remaining amount is set to be paid until 31 December 2021. Upon the implementation of the share capital increase the Company holds 20% shares (voting rights) of Helios Faros d.d., while the PBZ Croatia osiguranje dioničko društvo za upravljanje obveznim mirovinskim fondovima from Zagreb holds 77.73% shares (voting rights). In accordance with IAS 28, the Company has a significant influence as it holds 20% of voting rights and participates in policy making, which includes participation in dividend decisions or other distributions.

On 31 January 2020 at the Commercial Court in Split the increase of Helios Faros' share capital was registered, from the amount of HRK 96,566,140, for the amount HRK 139,391,520, on the amount HRK 235,957,660, with the issue of 13,939,152 of new stocks with the nominal amount of HRK 10 each, according to the General Assembly Decision from 26 November 2019.

Recapitalisation

Total 24,392
Recapitalisation -
payment liability
13,994
Recapitalisation -
paid amount
10,398

NOTE 38 – AUDIT FEES

The fees for audit of the financial statements of the Group amounted to HRK 866 thousand (2019: HRK 852 thousand), while the fees for other services amounted to HRK 121 thousand (2019: HRK 28 thousand).

Other services in 2020 are related to audit of Report on Board and Supervisory Board personnel compensation.

NOTE 39 – SUBSEQUENT EVENTS

The bank sent in the waiver after balance sheet date and the Company has presented the part of non-current borrowings in the amount of HRK 185,009 thousand as current liabilities. The Company does not expect changes in contractual cash flows because of received bank waivers.

Valamar Riviera d.d.

Stancija Kaligari 1 52440 Poreč, Hrvatska T +385 (52) 408 002 F +385 (52) 451 608 E [email protected] W www.valamar.com

Investor Relations

Stancija Kaligari 1 52440 Poreč, Hrvatska T +385 (52) 408 159 F +385 (52) 451 608 E [email protected] W www.valamar-riviera.com

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