REG - Georgia Capital PLC - 3rd Quarter Results
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RNS Number : 8409E Georgia Capital PLC 27 October 2025
FINANCIAL PERFORMANCE HIGHLIGHTS (IFRS)(( 1 (#_ftn1) ))
GEL '000, unless otherwise noted Sep-25 Jun-25 Change Dec-24 Change
Georgia Capital NAV overview
NAV per share, GEL 135.51 125.63 7.9% 95.95 41.2%
NAV per share, GBP 37.25 33.61 10.8% 27.14 37.3%
Net Asset Value (NAV) 4,650,478 4,463,211 4.2% 3,609,013 28.9%
Shares outstanding(( 2 (#_ftn2) )) 34,317,800 35,525,800 -3.4% 37,612,488 -8.8%
Cash and liquid funds 3 (#_ftn3) 209,307 342,492 -38.9% 278,237 -24.8%
NCC ratio(2) 5.4% 7.0% -1.6 ppts 12.8% -7.4 ppts
Georgia Capital Performance 3Q25 3Q24 Change 9M25 9M24 Change
Total portfolio value creation 347,935 115,053 NMF 1,362,294 (25,525) NMF
of which, listed and observable businesses 203,363 522 NMF 1,041,813 66,422 NMF
of which, private businesses 144,572 114,531 26.2% 320,481 (91,947) NMF
Investments 4,988 1,364 NMF 17,680 7,432 NMF
Divestments (172,639) - NMF (364,383) - NMF
Buybacks(( 4 (#_ftn4) )) 100,203 60,833 64.7% 244,047 110,842 NMF
Dividend income(( 5 (#_ftn5) )) 110,138 141,620 -22.2% 167,843 191,927 -12.5%
Net income/(loss) 282,817 110,194 NMF 1,271,563 (85,262) NMF
Private portfolio companies' performance(1,( 6 (#_ftn6) )) 3Q25 3Q24 Change 9M25 9M24 Change
Large portfolio companies
Revenue 442,220 389,643 13.5% 1,312,062 1,129,106 16.2%
EBITDA 63,224 48,803 29.5% 182,662 136,311 34.0%
Net operating cash flow 64,405 62,097 3.7% 161,397 133,670 20.7%
Total portfolio(( 7 (#_ftn7) ))
Revenue 540,036 514,742 4.9% 1,616,492 1,492,603 8.3%
EBITDA 79,674 63,904 24.7% 244,649 199,176 22.8%
Net operating cash flow 89,490 99,320 -9.9% 233,866 202,526 15.5%
KEY POINTS
Ø NAV per share (GEL) increased 7.9% q-o-q in 3Q25, driven by strong
operating performance across our private large portfolio companies and
continued growth in Lion Finance Group PLC's ("LFG") share price
Ø Outstanding quarterly results across our private large portfolio companies,
with aggregated revenues and EBITDA up 13.5% and 29.5% y-o-y in 3Q25,
respectively
Ø Commencement of GEL 700 million capital return programme(( 8 (#_ftn8) )),
comprising:
o US$ 50 million share buyback and cancellation programme, under which 0.8
million shares have been repurchased for US$ 26.3 million (GEL 71.2 million),
bringing total returns to shareholders since demerger to US$ 221 million
o Early redemption of US$ 100 million of GCAP's US$ 150 million local
holding company bonds, reducing the outstanding principal to US$ 50 million
Ø NCC ratio improved by 1.6 ppts q-o-q to a record low 5.4% as at 30-Sep-25
(10.5 ppts y-o-y improvement), driven by significant net debt reduction
supported by strong cash generation and by continued growth in portfolio value
Ø On 25 October 2025, healthcare services business agreed to acquire Gormed
LLC ("Gormed"), a regional network of three hospitals and clinics in central
Georgia, pending regulatory approval. This bolt-on acquisition is expected to
enhance revenue growth, deliver strong efficiency gains and improve
profitability through operational synergies
Ø Upgrade in GCAP's corporate credit outlook from stable to positive by
S&P, reflecting strong asset performance and the Group's continued
progress on deleveraging
Conference call: An investor/analyst conference call will be held on
27-OCT-2025, at 14:00 UK / 15:00 CET / 10:00 US Eastern Time. Please register
at the Registration Link
(https://gcap-ge.zoom.us/webinar/register/WN_OL-Mvc8gQRKieYy7lbxejw) to attend
the event. Further details are available on the Group's webpage
(https://georgiacapital.ge/) .
CHAIRMAN AND CEO'S STATEMENT
Georgia Capital's 3Q25 results highlight another strong quarterly operational
and financial performance, underscoring substantial progress in continuing to
execute on our strategic priorities.
NAV per share (GEL) increased by 7.9% to GEL 135.51 in 3Q25. The increase in
NAV per share (GEL) in 3Q25 reflects outstanding underlying operating
performances across all key businesses, reinforcing GCAP's long-term value and
growth proposition for our shareholders. Value creation in our listed
portfolio amounted to GEL 203.4 million (a 4.6 ppts positive impact on the NAV
per share), driven by an 8.1% increase in Lion Finance Group PLC's share price
during the quarter. The private portfolio companies delivered GEL 144.6
million value creation (+3.2 ppts impact), reflecting the strong performance
of our high-quality, industry leading large businesses, as detailed below. The
NAV per share growth was further supported by our ongoing share buyback and
cancellation programme (+1.2 ppts impact), partially offset by a final
litigation reserve on a long-standing legacy legal case related to the
acquisition of Imedi L in 2012, as detailed below (-1.0 ppts impact), and by
management platform-related costs and net interest expense (-0.5 ppts impact
in total). Notwithstanding this one-off legal development, the Group continued
to deliver solid operating and financial performance during the quarter. In
GBP terms, the NAV per share growth in 3Q25 was 10.8%, reflecting GEL's slight
appreciation against GBP during the quarter. Since 2018, the NAV per share
(GEL) has grown at an 18.0% CAGR.
Outstanding operational performance across our private large portfolio
companies. In 3Q25, our private large portfolio companies continued to deliver
superior operating results, with aggregated revenues and EBITDA increasing
13.5% and 29.5% y-o-y, respectively.
· Our retail (pharmacy) business delivered excellent operational
performance in 3Q25. Robust top-line growth was driven by proactive sales
initiatives across the retail chain (retail revenue up 7.5% y-o-y in 3Q25),
leading to a 6.6% same-store revenue growth and a 10.4% increase in average
bill size, and was supported by the addition of 8 new pharmacy stores during
3Q25 and favourable economic conditions in Georgia. Wholesale revenues
increased by 32.9% y-o-y, driven by strong growth across all channels and
supported by improved product availability and enhanced operating efficiencies
in state programmes. Together with robust retail sales performance, this
contributed to an 18.0% y-o-y increase in EBITDA. This performance was further
supported by improved trading terms with key suppliers, resulting in a 1.8
ppts y-o-y improvement in the 3Q25 gross profit margin to 33.4%.
· Our insurance business delivered solid results in 3Q25, with revenues
up 8.7% y-o-y, supported by positive developments in both the P&C and
medical insurance segments. The P&C combined ratio improved by 1.1 ppts
y-o-y to 83.2%, reflecting the positive impact of revised price segmentation
initiatives, while the combined ratio of the medical insurance business
improved by 0.9 ppts y-o-y to 90.4%, largely attributable to higher revenues.
This performance contributed to a 23.1% y-o-y increase in pre-tax profit for
the quarter.
· Across our healthcare services business, increased demand for
outpatient services at our large and specialty hospitals, facility
optimisation, a shift in the sales mix toward higher-margin services at
regional and community hospitals, and a solid performance from our clinics and
diagnostics business, led to 46.5% y-o-y EBITDA growth in 3Q25. In September
2025, the healthcare services business successfully priced a GEL 350 million
secured social bond offering on the Georgian market - marking the largest ever
GEL-denominated corporate placement in Georgia. The proceeds were primarily
used to refinance existing long-term banking facilities, with a proportion
allocated to future capital expenditures in line with the Social Bond
Framework.
Acquisition of regional clinics. On 25 October 2025, our healthcare services
business agreed to acquire Gormed LLC, a regional network of three hospitals
and clinics in central Georgia, pending regulatory approval. Gormed is
expected to generate GEL 4.5 million EBITDA in 2025. This bolt-on acquisition
is expected to enhance revenue growth, deliver strong efficiency gains and
improve profitability through operational synergies. The acquisition values
Gormed at less than 4 times estimated 2026 EBITDA.
Delivering sustainable value growth. Continued value creation and strong asset
performance across our resilient portfolio during the year drove GCAP's market
capitalisation above US$ 1 billion for the first time ever, marking another
important milestone for the Group. This milestone combined with our strong
recent trading performance and increased share liquidity, enabled GCAP's
re-inclusion in the MSCI UK Small Cap Index in August 2025.
Progress on the GEL 700 million capital return programme. In line with our
commitment to delivering shareholder value, in August 2025 we announced the
launch of a new GEL 700 million capital return programme, scheduled to be
implemented through the end of 2027. The programme, which covers capital
returns through share buybacks, potential dividends, and the early repayment
of JSC GCAP bonds, commenced following the early completion of the previous
GEL 300 million capital return programme. The new programme was initiated with
the two new capital return initiatives as follows:
· New US$ 50 million share buyback and cancellation programme -
Following the completion of the previous US$ 68 million share buyback and
cancellation programme, a new US$ 50 million programme was launched in August
2025, to be executed over a nine-month period. Since its launch, we have
repurchased 0.8 million shares for a total consideration of US$ 26.3 million
(GEL 71.2 million). In total, since the demerger, US$ 221 million has been
returned to shareholders through the repurchase of 15.2 million GCAP shares,
representing 31.6 9 (#_ftn9) % of the issued share capital at its peak. YTD
in 2025, GCAP has repurchased, and cancelled, 10.4% of its share capital.
· Early redemption of US$ 100 million local holding bonds - In
September 2025, GCAP exercised its call option to redeem US$ 100 million of
its US$ 150 million sustainability-linked local bonds, which were due to
mature in August 2028. Following the redemption, the outstanding principal
amount of the bonds decreased to US$ 50 million.
NCC ratio improved to a record low 5.4% in 3Q25. Significant net debt
reduction supported by strong cash generation (up 12.5% q-o-q) and the
continued growth in portfolio value (up 2.2% q-o-q) drove a 1.6 ppts q-o-q
improvement in the NCC ratio, which fell to 5.4% in 3Q25 (a healthy 10.5 ppts
y-o-y improvement). Given the strong progress on deleveraging, S&P revised
GCAP's credit outlook from stable to positive in August 2025.
Update on legacy Imedi L litigation. On 24 October 2025, we were notified by
the Supreme Court in Georgia of the resolution of our appeal in a
long-standing legacy legal case, filed by former Imedi L shareholders
("claimants") against several of GCAP's portfolio companies ("defendants"),
with regard to the acquisition of the Imedi L business in 2012. While we have
not yet received the full written judgement, the Supreme Court has informed
management that it has rejected our appeal and ordered the defendants to pay
the claimants a principal amount of US$ 12.7 million with 8% simple interest
accrued since 2012, resulting in a total payable of US$ 26.5 million as of the
ruling date. No further appeal is possible and therefore, our 3Q25 NAV
statement reflects the payable in full, including the further litigation
reserve of US$ 16.5 million, which was recorded in 3Q25. We expect the written
ruling, confirming the Court's decision in the near future, but believe that
this legacy matter is now closed, and that the loss has been fully provided
for.
From a macroeconomic perspective, Georgia's economy continued to demonstrate
robust economic performance, with real GDP growth of 7.9% y-o-y in the first
eight months of 2025. FX inflows stayed strong, underpinned by a 7.7% rise in
goods exports and a 6.4% growth in remittances, while credit expansion
remained the key contributor to domestic demand. The current account deficit
narrowed to 5.3% of GDP in 1H25, reflecting resilient exports and solid
services receipts. Inflation rose to 4.8% in September, above the NBG's 3%
target, driven by strong domestic demand and imported cost pressures, but is
expected to moderate next year. In the foreign exchange market, GEL
appreciated 3.8% YTD against the US$, supported by sustained inflows and a
softer global dollar, but weakened 6.7% versus the EUR amid euro strength. The
National Bank of Georgia ("NBG") maintained the policy rate at 8%, reflecting
the strong domestic demand and elevated external uncertainties. Fiscal and
external buffers strengthened further, with gross reserves up 15.2% y-o-y to
US$ 5.4 billion in September, driven by NBG's FX purchases totalling US$ 1.5
billion since March 2025, while the public debt ratio declined to 36% of GDP,
the lowest since 2014.
Outlook. The strong performance of our resilient portfolio companies, together
with our ongoing commitment to capital returns, played a pivotal role in
delivering our excellent 3Q25 results. This performance was further supported
by the resilience of the Georgian economy, which has continued to demonstrate
solid and sustained growth, leading to 2025 projected GDP per capita of
approximately US$ 10,000, a significant increase from US$ 4,301 observed in
2020. Looking ahead, I am confident that Georgia Capital is well-positioned to
continue delivering on its value and growth story through consistent NAV per
share growth and good levels of sustainable EBITDA growth across our large
portfolio companies over the medium to long term, while continuing to return
capital to shareholders.
Irakli Gilauri, Chairman and CEO
DISCUSSION OF GROUP RESULTS
The discussion below analyses the Group's unaudited net asset value at
30-Sep-25 and its income for the third quarter and nine-month period then
ended on an IFRS basis (see "Basis of Presentation" on page 18 below).
Net Asset Value (NAV) Statement
NAV statement summarises the Group's IFRS equity value (which we refer to as
Net Asset Value or NAV in the NAV Statement below) at the opening and closing
dates for the third quarter (30-Jun-25 and 30-Sep-25). The NAV Statement below
breaks down NAV into its components and provides a roll forward of the related
changes between the reporting periods. For the NAV Statement for the nine
months of 2025 see page 17.
NAV STATEMENT 3Q25
GEL '000, unless otherwise noted Jun-25 1. Value creation(( 10 (#_ftn10) )) 2a. 2b. 2c. Dividends 3. Operating expenses 4. Liquidity/ FX/Other Sep-25 Change
Investment and Divestments Buyback %
Listed portfolio
Lion Finance Group 2,222,825 203,363 (172,639) - (86,918) - - 2,166,631 -2.5%
Total listed portfolio value 2,222,825 203,363 (172,639) - (86,918) - - 2,166,631 -2.5%
Listed portfolio value change % 9.1% -7.8% 0.0% -3.9% 0.0% 0.0% -2.5%
Private portfolio companies
Large portfolio companies 1,763,134 126,141 - - (11,732) - 948 1,878,491 6.5%
Retail (pharmacy) 815,581 50,850 - - (9,960) - 570 857,041 5.1%
Insurance (P&C and medical) 463,669 35,810 - - (1,772) - 108 497,815 7.4%
Healthcare services 483,884 39,481 - - - - 270 523,635 8.2%
Emerging and other companies 556,293 18,431 4,988 - (11,488) - 27,479 595,703 7.1%
Total private portfolio value 2,319,427 144,572 4,988 - (23,220) - 28,427 2,474,194 6.7%
Private portfolio value change % 6.2% 0.2% 0.0% -1.0% 0.0% 1.2% 6.7%
Total portfolio value (1) 4,542,252 347,935 (167,651) - (110,138) - 28,427 4,640,825 2.2%
Total portfolio value change % 7.7% -3.7% 0.0% -2.4% 0.0% 0.6% 2.2%
Net cash/(debt) (2) (76,877) - 167,651 (99,770) 110,138 (5,592) (21,453) 74,097 NMF
of which, cash and liquid funds 150,748 - 359,395 (99,770) 70,428 (5,592) (305,612) 169,597 12.5%
of which, loans issued 513 - - - - - 1,135 1,648 NMF
of which, receivable on put option exercise/ accrued dividend 191,744 - (191,744) - 39,710 - - 39,710 -79.3%
income
of which, gross debt (419,882) - - - - - 283,024 (136,858) -67.4%
Net other liabilities (3) (2,164) - - (433) - (3,456) (58,391) (64,444) NMF
of which, share-based comp. - - - - - (3,456) 3,456 - NMF
Net asset value (1)+(2)+(3) 4,463,211 347,935 - (100,203) - (9,048) (51,417) 4,650,478 4.2%
NAV change % 7.8% 0.0% -2.2% 0.0% -0.2% -1.2% 4.2%
Shares outstanding(10) 35,525,800 - - (1,208,000) - - - 34,317,800 -3.4%
Net asset value per share, GEL 125.63 9.80 0.00 1.51 0.00 (0.25) (1.18) 135.51 7.9%
NAV per share, GEL change % 7.8% 0.0% 1.2% 0.0% -0.2% -0.9% 7.9%
NAV per share (GEL) was up 7.9% q-o-q in 3Q25, reflecting a GEL 347.9 million
value creation across our portfolio companies with a positive 7.8 ppts impact
and share buybacks (+1.2 ppts impact). The NAV per share (GEL) growth was
offset by litigation reserve (-1.0 ppts impact) and management
platform-related costs and net interest expense (-0.5 ppts impact in total).
Portfolio overview
Total portfolio value amounted to GEL 4.6 billion in 3Q25, up by GEL 98.6
million (up 2.2%) q-o-q:
· The value of the private portfolio increased by GEL 154.8 million
(up 6.7%), mainly resulting from a) GEL 144.6 million value creation; b)
investments of GEL 5.0 million and c) a decrease of GEL 23.2 million due to
dividends paid to GCAP.
· The value of the listed portfolio decreased by GEL 56.2 million
(down 2.5%) in 3Q25. Continued growth in Lion Finance Group's share price,
resulting in GEL 203.4 million value creation, was offset by a GEL 172.6
million reduction attributable to the decrease in GCAP's shareholding in the
Bank, in line with the Passive Foreign Investment Company ("PFIC") risk
management strategy outlined in the 2Q25 results announcement, and a GEL 86.9
million decrease due to dividends received.
Consequently, as of 30-Sep-25, the private portfolio value amounted to GEL 2.5
billion (53.3% of the total), and the listed portfolio value totalled GEL 2.2
billion (46.7% of the total portfolio value).
1) Value creation
· Value creation from the listed portfolio amounted to GEL 203.4
million in 3Q25, driven by an 8.1% increase in Lion Finance Group's share
price, slightly offset by a 2.8% appreciation of GEL against GBP during the
quarter.
· Value creation across our private portfolio companies amounted to
GEL 144.6 million in 3Q25, reflecting:
o GEL 126.1 million value creation from our private large portfolio
companies, which delivered substantial growth in aggregated revenues (up 13.5%
y-o-y) and EBITDA (up 29.5% y-o-y) in 3Q25 translating into a GEL 126.9
million operating performance-related value creation. This was partially
offset by a GEL 0.8 million negative net impact from changes in implied
valuation multiples and FX rates.
o GEL 18.4 million value creation from our emerging and other businesses.
As a result, the total portfolio value creation amounted to GEL 347.9 million
in 3Q25.
The table below summarises value creation drivers in our businesses in 3Q25:
Portfolio Businesses Operating Performance(( 11 (#_ftn11) )) Multiple Change Value Creation
and FX(( 12 (#_ftn12) ))
GEL '000, unless otherwise noted (1) (2) (1)+(2)
Listed portfolio 203,363
Lion Finance Group 203,363
Private portfolio 156,884 (12,312) 144,572
Large portfolio companies 126,893 (752) 126,141
Retail (pharmacy) 56,001 (5,151) 50,850
Insurance (P&C and medical) 34,126 1,684 35,810
Healthcare services 36,766 2,715 39,481
Emerging and other businesses 29,991 (11,560) 18,431
Total portfolio 156,884 (12,312) 347,935
Valuation overview(( 13 (#_ftn13) ))
In 3Q25, our private portfolio companies were valued internally by
incorporating the portfolio companies' 3Q25 results, in line with
International Private Equity Valuation ("IPEV") guidelines and methodology
deployed in 1H25 by an independent valuation firm, which conducts external
valuation assessment of the retail (pharmacy), insurance, healthcare services,
renewable energy and education businesses semi-annually. The independent
valuation assessments, which serve as the basis for Georgia Capital's estimate
of fair value, are performed by applying an income approach (DCF),
cross-checked with market approach (listed peer multiples and, in some cases,
precedent transactions). In line with our strategy, from time to time, we may
receive offers from interested buyers for our private portfolio companies,
which would be considered in the overall valuation assessment, where
appropriate.
We perform quarterly sensitivity analyses on our valuations. In light of
prevailing market conditions, the 3Q25 assessment indicated that a
100-basis-point change in discount rates used in the income approach for
valuing unquoted investments would result in a GEL c.245 million, or 5.3%,
change in the fair value of equity investments.
The enterprise value ("EV") and equity value development of our businesses in
3Q25 is summarised in the following table:
Enterprise Value (EV) Equity Value
GEL '000, unless otherwise noted 30-Sep-25 30-Jun-25 Change % 30-Sep-25 30-Jun-25 Change % % share in total portfolio
Listed portfolio 2,166,631 2,222,825 -2.5% 46.7%
Lion Finance Group 2,166,631 2,222,825 -2.5% 46.7%
Private portfolio 3,620,882 3,448,533 5.0% 2,474,194 2,319,427 6.7% 53.3%
Large portfolio companies 2,625,109 2,500,000 5.0% 1,878,491 1,763,134 6.5% 40.5%
Retail (pharmacy) 1,145,723 1,109,500 3.3% 857,041 815,581 5.1% 18.5%
Insurance (P&C and medical) 532,393 506,000 5.2% 497,815 463,669 7.4% 10.7%
Healthcare services 946,993 884,500 7.1% 523,635 483,884 8.2% 11.3%
Emerging and other businesses 995,773 948,533 5.0% 595,703 556,293 7.1% 12.8%
Total portfolio 4,640,825 4,542,252 2.2% 100.0%
Private large portfolio companies (40.5% of total portfolio value)
Retail (Pharmacy) (18.5% of total portfolio value) - The EV of Retail
(Pharmacy) was up by 3.3% to GEL 1,145.7 million in 3Q25, reflecting the
strong operating performance of the business. Retail revenues increased by
7.5% y-o-y in 3Q25, reflecting successful sales initiatives that drove a 6.6%
same-store revenue growth and a 10.4% increase in average bill size. The
performance was further boosted by the addition of eight new pharmacy stores
in 3Q25 and overall economic growth. Wholesale revenues were up by 32.9% y-o-y
in 3Q25, on the back of improved brand availability and enhanced operating
efficiencies in state programmes, contributing to a 12.3% y-o-y increase in
the total revenue of the business. Gross profit margin improved by 1.8 ppts
y-o-y to 33.4% in 3Q25, further supported by the positive outcome of improved
trading terms with key suppliers across all major categories and overall shift
in the sales mix towards higher-margin non-prescription medicines. Operating
expenses (excl. IFRS 16) were up 19.2% y-o-y in 3Q25, primarily driven by
higher salary expenses associated with business growth. Consequently, the 3Q25
EBITDA (excl. IFRS 16) increased by 18.0% y-o-y to GEL 25.2 million. See page
11 for details. LTM EBITDA (incl. IFRS 16) was up 3.8% to GEL 139.7 million in
3Q25. Net debt (incl. IFRS 16) decreased by 1.8% to GEL 281.2 million as at
30-Sep-25, primarily due to robust cash flow generation during the quarter,
slightly offset by GEL 10.0 million dividend payment to GCAP in 3Q25. As a
result, the fair value of GCAP's 98.0% holding increased by 5.1% to GEL 857.0
million in 3Q25. The implied LTM EV/EBITDA valuation multiple (incl. IFRS 16)
remained unchanged q-o-q at 8.2x as of 30-Sep-25 (down from 8.4x y-o-y as of
31-Dec-24).
Insurance (P&C and Medical) (10.7% of total portfolio value) - The
insurance business combines: a) P&C Insurance and b) Medical Insurance.
P&C Insurance revenues were up 16.4% y-o-y to GEL 47.9 million in 3Q25,
driven by growth in the motor and credit life insurance lines. The revenue of
the medical insurance business increased by 2.1% y-o-y and amounted to GEL
48.7 million in 3Q25, reflecting organic portfolio growth and a mid-teen
percentage increase in insurance policy prices. The combined ratio for P&C
insurance improved by 1.1 ppts y-o-y in 3Q25, mainly reflecting the positive
outcome of revised price segmentation initiatives. The combined ratio for
medical insurance decreased by 0.9 ppts y-o-y in 3Q25, driven by a lower loss
ratio. As a result, the pre-tax profit of the combined insurance business
increased by 23.1% y-o-y to GEL 16.1 million in 3Q25. See page 12 for details.
The equity value of the business was up 7.4% q-o-q to GEL 497.8 million in
3Q25. The implied LTM P/E valuation multiple(( 14 (#_ftn14) )) stood at 9.9x
as of 30-Sep-25 (9.8x as of 30-Jun-25 and 9.7x as of 31-Dec-24).
Healthcare services (11.3% of total portfolio value) - Healthcare services EV
increased by 7.1% to GEL 947.0 million in 3Q25, resulting from the strong
operating performance of the business. Total revenue increased by 20.6% y-o-y
in 3Q25, reflecting a) increased demand for outpatient services at our large
and specialty hospitals, b) optimisation of the facilities and significant
improvement in sales mix at our regional and community hospitals, and c) solid
performance of the clinics and diagnostics business, driven by a growing
customer base in alignment with enhanced service offerings. Operating expenses
(excl. IFRS 16) were up by 13.8% y-o-y in 3Q25, primarily driven by increased
salary expenses in line with the business expansion. This translated into
46.5% y-o-y EBITDA (excl. IFRS 16) growth in 3Q25. See page 14 for details.
Consequently, LTM EBITDA (incl. IFRS 16) was up by 6.8% to GEL 95.5 million in
3Q25. Net debt (incl. IFRS 16) increased by 6.1% q-o-q to GEL 383.6 million as
at 30-Sep-25, reflecting capex investments for expansion of service offerings
and upgrading the medical equipment primarily in the outpatient direction. As
a result, the equity value of the healthcare services business was assessed at
GEL 523.6 million in 3Q25 (up 8.2% q-o-q). An implied LTM EV/EBITDA multiple
(incl. IFRS 16) remained unchanged at 9.9x at 30-Sep-25 (down from 10.5x at
31-Dec-24).
Emerging and other businesses (12.8% of total portfolio value) - Of the
emerging and other private portfolio businesses, renewable energy, education,
wine, housing development and hospitality businesses are valued based on DCF.
Auto service business is valued based on LTM EV/EBITDA. Following the disposal
of an 80% stake in the beer and distribution business, its remaining value is
assessed using the put option valuation, reflecting GCAP's clear exit path
through a put and call structure at pre-agreed EBITDA multiples. The portfolio
value of emerging and other businesses increased by 7.1% to GEL 595.7 million
in 3Q25, mainly reflecting GEL 18.4 million value creation. See performance
highlights of these businesses on page 16.
Listed portfolio (46.7% of total portfolio value)
Lion Finance Group (46.7% of total portfolio value) - In 2Q25, Lion Finance
Group delivered an annualised ROAE of 27.2% and recorded q-o-q loan book
growth of 4.7% in Georgia and 10.2% in Armenia on a constant currency basis.
In 3Q25, Lion Finance Group's share price increased by 8.1% q-o-q to GBP 76.5
as of 30-Sep-25. In 3Q25, GCAP received GEL 47.2 million in final dividends.
Subsequent to 3Q23, GCAP also received GEL 39.7 million in interim dividends
from the Bank, up 37.7% compared to interim dividends received in 2024,
notwithstanding the decrease of the shareholding in the Bank to manage PFIC
risk. As of 30 September 2025, GCAP's stake in Lion Finance Group decreased to
17.8% from 19.1% as of 30 June 2025, reflecting on-market sales of c.614
thousand shares in 3Q25 at an average price of GBP 78.1. The sales represented
approximately 6% of LFG's average daily trading volume during 3Q25.
Consequently, the market value of GCAP's equity stake in Lion Finance Group
stood at GEL 2.2 billion in 3Q25. The LTM P/E valuation multiple stood at 5.9x
as of 30-Sep-25 (5.6x as of 30-Jun-25). Lion Finance Group's public
announcement of its 3Q25 results, once published, will be available on Lion
Finance Group's website
(https://lionfinancegroup.uk/results-center/quarterly-earnings/) .
2) Investments(( 15 (#_ftn15) ))
In 3Q25, GCAP invested GEL 5.0 million in private portfolio companies.
· GEL 3.4 million was invested in the renewable energy business.
· GEL 1.6 million was allocated to the education business.
3) Share buybacks
During 3Q25, 1,208,000 shares with a total value of US$ 36.9 million (GEL
100.2 million) were bought back under GCAP's share buyback and cancellation
programme. Subsequent to 3Q25, additional 240,000 shares with a value of US$
7.7 million (GEL 21.0 million) have been repurchased under the ongoing share
buyback programme as at 24 October 2025.
4) Dividends
In 3Q25, GCAP recorded GEL 110.1 million dividend income from its portfolio
companies:
· GEL 86.9 million was received from the Lion Finance Group,
comprising the final dividend for 2024 of GEL 47.2 million and interim
dividends for 2025 of GEL 39.7 million (ex-dividend date in September 2025 and
paid in October 2025).
· GEL 10.0 million was received from the retail (pharmacy)
business.
· GEL 1.8 million was received from the medical insurance business.
· GEL 11.5 million was received from our emerging and other
businesses, of which GEL 10.0 million was received from the renewable energy
business and GEL 1.5 million from the auto service business.
9M25 NAV STATEMENT HIGHLIGHTS
GEL '000, unless otherwise noted Dec-24 1. Value creation(( 16 (#_ftn16) )) 2a. 2b. 2c. Dividends 3. Operating expenses 4. Liquidity/ FX/Other Sep-25 Change
Investment and Divestments Buyback %
Total listed and observable portfolio value 1,609,035 1,041,813 (364,383) - (119,834) - - 2,166,631 34.7%
Listed and observable portfolio value change % 64.7% -22.6% 0.0% -7.4% 0.0% 0.0% 34.7%
Total private portfolio companies 2,152,455 320,481 17,680 - (48,009) - 31,587 2,474,194 14.9%
of which, large portfolio companies 1,557,951 353,267 - - (35,548) - 2,821 1,878,491 20.6%
of which, emerging and other companies 594,504 (32,786) 17,680 - (12,461) - 28,766 595,703 0.2%
Private portfolio value change % 14.9% 0.8% 0.0% -2.2% 0.0% 1.5% 14.9%
Total portfolio value 3,761,490 1,362,294 (346,703) - (167,843) - 31,587 4,640,825 23.4%
Total portfolio value change % 36.2% -9.2% 0.0% -4.5% 0.0% 0.8% 23.4%
Net cash/(debt) (154,425) - 346,703 (242,999) 167,843 (16,931) (26,094) 74,097 NMF
Net asset value 3,609,013 1,362,294 - (244,047) - (28,027) (48,755) 4,650,478 28.9%
NAV change % 37.7% 0.0% -6.8% 0.0% -0.8% -1.4% 28.9%
Shares outstanding(16) 37,612,488 - - (3,984,848) - - 690,160 34,317,800 -8.8%
Net asset value per share, GEL 95.95 36.22 0.00 4.12 0.00 (0.74) (0.04) 135.51 41.2%
NAV per share, GEL change % 37.8% 0.0% 4.3% 0.0% -0.8% 0.0% 41.2%
NAV per share (GEL) was up 41.2% in 9M25, mainly reflecting a) GEL 1.4 billion
value creation across our portfolio companies with a positive 37.8 ppts
impact; b) share buybacks (+4.3 ppts impact) and c) GEL's appreciation against
US$, resulting in a foreign currency gain of GEL 11.8 million on GCAP net debt
(+0.3 ppts impact). The NAV per share (GEL) growth was slightly offset by
litigation reserve (-1.2 ppts impact) and management platform-related costs
and net interest expense (-1.5 ppts impact in total).
Portfolio overview
The portfolio value increased by GEL 879.3 million (up 23.4%) in 9M25:
· The value of the listed and observable portfolio increased by GEL
557.6 million (up 34.7%), reflecting the impact of the strong performance of
Lion Finance Group's share price, partially offset by the decrease of GCAP's
shareholding in the Bank, receipt of GEL 119.8 million dividends and the
exercise of the put option on GCAP's 20% minority stake in the water utility
business.
· The value of the private portfolio increased by GEL 321.7 million
(up 14.9%), mainly resulting from a) GEL 320.5 million value creation, b)
investments of GEL 17.7 million and c) a decrease of GEL 48.0 million due to
dividends paid to GCAP.
Value creation
Total portfolio value creation amounted to GEL 1.4 billion in 9M25.
· A 62.4% increase in Lion Finance Group's share price, supported
by a 2.9% appreciation of GBP against GEL in 9M25, led to a GEL 1.0 billion
value creation.
· Value creation across our private portfolio companies amounted to
GEL 320.5 million in 9M25, reflecting:
o GEL 511.8 million operating performance-related increase in the value of
our private assets.
o GEL 191.3 million negative net impact from changes in implied valuation
multiples and FX rates.
The table below summarises value creation drivers in our businesses in 9M25:
Portfolio Businesses Operating Performance(( 17 (#_ftn17) )) Multiple Change Value Creation
and FX(( 18 (#_ftn18) ))
GEL '000, unless otherwise noted (1) (2) (1)+(2)
Listed and observable portfolio 1,041,813
Lion Finance Group 1,038,069
Water utility 3,744
Private portfolio 511,821 (191,340) 320,481
Large portfolio companies 423,713 (70,446) 353,267
Retail (pharmacy) 190,010 (30,875) 159,135
Insurance (P&C and medical) 87,197 (2,014) 85,183
Healthcare services 146,506 (37,557) 108,949
Emerging and other businesses 88,108 (120,894) (32,786)
Total portfolio 511,821 (191,340 ) 1,362,294
The enterprise value ("EV") and equity value development of our businesses in
9M25 is summarised in the following table:
Enterprise Value (EV) Equity Value
GEL '000, unless otherwise noted 30-Sep-25 31-Dec-24 Change % 30-Sep-25 31-Dec-24 Change % % share in total portfolio
Listed and observable portfolio 2,166,631 1,609,035 34.7% 46.7%
Lion Finance Group 2,166,631 1,421,035 52.5% 46.7%
Water utility - 188,000 NMF 0.0%
Private portfolio 3,620,882 3,287,665 10.1% 2,474,194 2,152,455 14.9% 53.3%
Large portfolio companies 2,625,109 2,262,744 16.0% 1,878,491 1,557,951 20.6% 40.5%
Retail (pharmacy) 1,145,723 1,021,000 12.2% 857,041 716,130 19.7% 18.5%
Insurance (P&C and medical) 532,393 463,144 15.0% 497,815 427,945 16.3% 10.7%
Healthcare services 946,993 778,600 21.6% 523,635 413,876 26.5% 11.3%
Emerging and other businesses 995,773 1,024,921 -2.8% 595,703 594,504 0.2% 12.8%
Total portfolio 4,640,825 3,761,490 23.4% 100.0%
2) Investments(( 19 (#_ftn19) ))
In 9M25, GCAP invested GEL 17.7 million in its private portfolio companies,
including GEL 9.4 in the education business and GEL 7.9 million in the
renewable energy business.
3) Share buybacks
During 9M25, 3,984,848 shares were bought back for a total consideration of
GEL 244.0 million.
· 3,853,394 shares with a total value of US$ 85.8 million (GEL
237.3 million) were bought back under GCAP's share buyback and cancellation
programme.
· 131,454 shares (GEL 6.7 million in value) represent the
tax-related statutory buyback for the management trust, where the average cost
of unawarded shares is GBP 8.6 as of 30 September 2025.
4) Dividends
In 9M25, GCAP recorded GEL 167.8 million dividend income from its portfolio
companies:
· GEL 119.8 million was recorded from the Lion Finance Group, of
which GEL 32.9 million was attributable to participation in Lion Finance
Group's buyback programme.
· GEL 19.9 million was received from the retail (pharmacy)
business.
· GEL 15.6 million dividend was received from the insurance
business, of which GEL 11.1 million was received from P&C insurance and
GEL 4.5 million from medical insurance.
· GEL 12.5 million was received from our emerging and other
businesses, of which GEL 10.0 million was received from the renewable energy
business and GEL 2.4 million from the auto service business.
Net Capital Commitment (NCC) overview
Below we describe the components of Net Capital Commitment (NCC) as of 30
September 2025, 30 June 2025 and 31 December 2024. NCC represents an
aggregated view of all confirmed, agreed and expected capital outflows
(including a buffer for contingencies) at both Georgia Capital PLC and JSC
Georgia Capital levels.
Components of NCC 30-Sep-25 30-Jun-25 Change 31-Dec-24 Change
GEL '000, unless otherwise noted
Total cash and liquid funds 169,597 150,748 12.5% 278,237 -39.0%
Loans issued 1,648 513 NMF - NMF
Accrued dividend income/Receivable on put option exercise 39,710 191,744 -79.3% - NMF
Gross debt (136,858) (419,882) -67.4% (432,662) -68.4%
Net cash/(debt) (1) 74,097 (76,877) NMF (154,425) NMF
Guarantees issued (2) - - NMF - NMF
Net cash/(debt) and guarantees issued (3)=(1)+(2) 74,097 (76,877) NMF (154,425) NMF
Planned investments (4) (97,326) (102,864) -5.4% (118,480) -17.9%
of which, planned investments in renewable energy (59,319) (63,098) -6.0% (69,518) -14.7%
of which, planned investments in education (38,007) (39,766) -4.4% (48,962) -22.4%
Announced buybacks (5) (85,255) (187) NMF (67,421) 26.5%
Contingency/liquidity buffer (6) (135,440) (136,180) -0.5% (140,340) -3.5%
Total planned investments, announced buybacks and contingency/liquidity buffer (318,021) (239,231) 32.9% (326,241) -2.5%
(7)=(4)+(5)+(6)
Net capital commitment (3)+(7) (243,924) (316,108) -22.8% (480,666) -49.3%
Portfolio value 4,640,825 4,542,252 2.2% 3,761,490 23.4%
NCC ratio 5.4% 7.0% -1.6 ppts 12.8% -7.4 ppts
Cash and liquid funds. Total cash and liquid funds' balance increased by 12.5%
q-o-q to GEL 169.6 million in 3Q25 (down 39.0% in 9M25), primarily reflecting
dividend collections, proceeds from the exercise of the put option on a 20%
stake in the water utility business, and the sell-down of Lion Finance Group
shares. These inflows were partially offset by the redemption of the US$ 100
million sustainability-linked local bonds through the exercise of the call
option in September 2025 and the coupon payment on the US$ 150 million
sustainability-linked bonds in August 2025.
Loans issued. Issued loans' balance primarily refers to loans issued to our
private portfolio companies and are lent at market terms. The balance was up
by GEL 1.1 million in 3Q25, reflecting new loans issued to our auto service
business during the quarter.
Accrued dividend income/Receivable on put option exercise. As of 30 September
2025, the balance represents interim dividends accrued from Lion Finance
Group, which were subsequently received on 10 October 2025. The 79.3% q-o-q
decrease in the balance reflects the collection of proceeds from the exercise
of the put option.
Gross debt. In US$ terms, the balance was down 67.2% q-o-q in 3Q25, primarily
reflecting the redemption of US$ 100 million sustainability-linked bonds, as
described above, along with the net impact of interest accrual and coupon
payments on GCAP's bonds. In GEL terms, the balance was down 67.4% q-o-q in
3Q25.
Planned investments. Planned investments' balance represents expected
investments in renewable energy and education businesses over the next 2-3
years. The balance in US$ terms was down by 4.9% and 14.9% in 3Q25 and 9M25,
respectively, reflecting cash outflows for the investment projects, as
described above.
Announced buybacks. The balance of the announced buybacks at 30-Sep-25
reflects the unutilised share buybacks under GCAP's ongoing US$ 50 million
share buyback and cancellation programme, which was launched in August 2025
under the GEL 700 million capital-return programme.
Contingency/liquidity buffer. The balance reflects the provision for cash and
liquid assets in the amount of US$ 50 million,
for contingency/liquidity purposes. The balance remained unchanged in US$
terms as at 30-Sep-25.
As a result of the movements outlined above, the NCC ratio improved by 1.6
ppts q-o-q to 5.4% as of 30 September 2025 (7.4 ppts improvement in 9M25).
The improvement in NCC does not yet reflect a negative impact from a
long-standing legacy legal case related to the acquisition of Imedi L in 2012,
which resulted in recognition of a $26.5 million payable. However, we project
the impact to be minimal in 4Q25, as we expect to reduce contingency/liquidity
buffer reserve given the litigation outcome.
INCOME STATEMENT (ADJUSTED IFRS/APM)
Net income under IFRS was GEL 287.4 million in 3Q25 (GEL 114.6 million net
income in 3Q24) and GEL 1,279.0 million in 9M25 (GEL 77.7 million net loss in
9M24). The IFRS income statement is prepared on the Georgia Capital PLC level
and the results of all operations of the Georgian holding company JSC Georgia
Capital are presented as one line item. As we conduct almost all of our
operations through JSC Georgia Capital, through which we hold all of our
portfolio companies, the IFRS results provide little transparency on the
underlying trends.
Accordingly, to enable a more granular analysis of those trends, the following
adjusted income statement presents the Group's results of operations for the
period ending September 30 as an aggregation of (i) the results of GCAP (the
two holding companies Georgia Capital PLC and JSC Georgia Capital, taken
together) and (ii) the fair value change in the value of portfolio companies
during the reporting period. For details on the methodology underlying the
preparation of the adjusted income statement, please refer to page 94 in
Georgia Capital PLC's 2024 Annual report.
INCOME STATEMENT (Adjusted IFRS/APM)
GEL '000, unless otherwise noted 3Q25 3Q24 Change 9M25 9M24 Change
Dividend income 110,138 141,620 -22.2% 167,843 191,927 -12.5%
Interest income 3,551 2,081 70.6% 8,188 5,401 51.6%
Realised/unrealised gain/(loss) on liquid funds 126 159 -20.8% 199 (802) NMF
Interest expense (15,593) (8,909) 75.0% (33,619) (26,488) 26.9%
of which, costs associated with bond redemption (6,986) - NMF (6,986) - NMF
Gross operating income 98,222 134,951 -27.2% 142,611 170,038 -16.1%
Operating expenses (9,048) (8,263) 9.5% (28,027) (26,934) 4.1%
GCAP net operating income 89,174 126,688 -29.6% 114,584 143,104 -19.9%
Fair value changes of portfolio companies
Listed and observable portfolio companies 116,445 (118,343) NMF 921,979 (78,376) NMF
of which, Lion Finance Group PLC 116,445 (123,343) NMF 918,235 (79,376) NMF
of which, Water utility - 5,000 NMF 3,744 1,000 NMF
Private portfolio companies 121,352 91,776 32.2% 272,472 (139,076) NMF
Large portfolio companies 114,409 52,847 NMF 317,719 (136,726) NMF
of which, retail (pharmacy) 40,890 38,494 6.2% 139,215 (56,905) NMF
of which, insurance (P&C and medical) 34,038 15,822 NMF 69,555 28,790 NMF
of which, healthcare services 39,481 (1,469) NMF 108,949 (108,611) NMF
Emerging and other businesses 6,943 38,929 -82.2% (45,247) (2,350) NMF
Total investment return 237,797 (26,567) NMF 1,194,451 (217,452) NMF
Income/(loss) before foreign exchange rate movements and non-recurring 326,971 100,121 NMF 1,309,035 (74,348) NMF
expenses
Net foreign currency gain/(loss)/impairment 616 10,073 -93.9% 12,047 (9,246) NMF
Non-recurring expenses (44,770) - NMF (49,519) (1,668) NMF
Net income/(loss) 282,817 110,194 NMF 1,271,563 (85,262) NMF
The gross operating income stood at GEL 98.2 million in 3Q25, down 27.2% y-o-y
(down 16.1% y-o-y in 9M25), mainly due to a timing discrepancy in dividend
collection.
GEL 44.8 million non-recurring expenses mainly reflects the additional US$
16.5 million loss recognised in relation to the Imedi L litigation case.
The components of GCAP's operating expenses are shown in the table below:
GCAP Operating Expenses Components
GEL '000, unless otherwise noted 3Q25 3Q24 Change 9M25 9M24 Change
Administrative expenses(( 20 (#_ftn20) )) (2,923) (2,218) 31.8% (8,927) (7,975) 11.9%
Management expenses - cash-based(( 21 (#_ftn21) )) (2,669) (2,638) 1.2% (8,004) (8,466) -5.5%
Management expenses - share-based(( 22 (#_ftn22) )) (3,456) (3,407) 1.4% (11,096) (10,493) 5.7%
Total operating expenses (9,048) (8,263) 9.5% (28,027) (26,934) 4.1%
of which, fund type expense(( 23 (#_ftn23) )) (2,412) (1,980) 21.8% (6,921) (6,768) 2.3%
of which, management fee type expenses(( 24 (#_ftn24) )) (6,636) (6,283) 5.6% (21,106) (20,166) 4.7%
Administrative expenses increased by 31.8% y-o-y in 3Q25, mainly due to timing
differences in invoice receipts.
GCAP management fee expenses starting from 2024 have a self-targeted cap of
0.75% of Georgia Capital's NAV. The LTM management fee expense ratio was below
the targeted level of 0.75% (0.83% as of 30-Sep-24).
Total investment return represents the increase (decrease) in the fair value
of our portfolio. Total investment return was GEL 237.8 million in 3Q25 and
GEL 1,194.5 million in 9M25, reflecting the changes in the value of our
portfolio companies. We discuss valuation drivers for our businesses on pages
5-6. The performance of each of our private large portfolio companies is
discussed on pages 11-15.
As a result of the movements described above, GCAP's adjusted IFRS net income
was GEL 282.8 million in 3Q25 and GEL 1,271.6 million in 9M25.
DISCUSSION OF PORTFOLIO COMPANIES' RESULTS (STAND-ALONE IFRS)
The following sections present the IFRS results and business development
extracted from the individual portfolio company's IFRS accounts, where the
3Q25, 9M25, 3Q24 and 9M24 portfolio company's accounts and respective IFRS
numbers are unaudited. We present key IFRS financial highlights, operating
metrics and ratios along with commentary explaining the developments behind
the numbers. For the majority of our portfolio companies, the fair value of
our equity investments is determined using an income approach (DCF),
cross-checked with a market approach (listed peer multiples and precedent
transactions). Under the discounted cash flow (DCF) valuation method, fair
value is estimated by deriving the present value of the business using
reasonable assumptions of expected future cash flows and the terminal value,
and the appropriate risk-adjusted discount rate that quantifies the risk
inherent to the business. Under the market approach, listed peer group
earnings multiples are applied to the trailing twelve months (LTM) stand-alone
IFRS earnings of the relevant business. As the income approach is the
valuation driver, the stand-alone IFRS results and developments driving the
IFRS earnings of our portfolio companies are key inputs to their valuations
within GCAP's financial statements. See "Basis of Presentation" on page 18 for
more background.
Discussion of Retail (Pharmacy) Business Results
The retail (pharmacy) business, where GCAP owns a 98.0% equity interest, is
the largest pharmaceuticals retailer and wholesaler in Georgia, with a 35.8%
market share in the organised retail market based on 2023 revenues. The
business consists of a retail pharmacy chain operating under two brands (GPC
and Pharmadepot) and a wholesale business that sells pharmaceuticals and
medical supplies to hospitals and other pharmacies. The business operates a
total of 438 pharmacies (of which 422 are in Georgia and 16 in Armenia) and 20
franchise stores (of which, 12 are in Georgia, 3 in Armenia and 5 in
Azerbaijan).
3Q25 and 9M25 performance (GEL '000), Retail (pharmacy)(( 25 (#_ftn25) ))
INCOME STATEMENT HIGHLIGHTS 3Q25 3Q24 Change 9M25 9M24 Change
Revenue, net 231,812 206,453 12.3% 681,443 617,583 10.3%
of which, retail 180,253 167,657 7.5% 529,369 498,909 6.1%
of which, wholesale 51,559 38,796 32.9% 152,074 118,674 28.1%
Gross Profit 77,401 65,147 18.8% 223,603 188,248 18.8%
Gross profit margin 33.4% 31.6% 1.8 ppts 32.8% 30.5% 2.3 ppts
Operating expenses (excl. IFRS 16) (52,237) (43,826) 19.2% (149,913) (131,845) 13.7%
EBITDA (excl. IFRS 16) 25,164 21,321 18.0% 73,690 56,403 30.6%
EBITDA margin, (excl. IFRS 16) 10.9% 10.3% 0.6 ppts 10.8% 9.1% 1.7 ppts
Net profit (excl. IFRS 16) 18,023 13,476 33.7% 48,995 24,669 98.6%
CASH FLOW HIGHLIGHTS
Cash flow from operating activities (excl. IFRS 16) 25,350 22,580 12.3% 68,684 56,707 21.1%
EBITDA to cash conversion 100.7% 105.9% -5.2 ppts 93.2% 100.5% -7.3 ppts
Cash flow used in investing activities 26 (#_ftn26) (3,792) (1,949) 94.6% (13,835) (26,687) -48.2%
Free cash flow (excl. IFRS 16) 27 (#_ftn27) 21,468 19,148 12.1% 54,449 41,206 32.1%
Cash flow used in financing activities (excl. IFRS 16) (1,132) (7,749) -85.4% (21,676) (53,744) -59.7%
BALANCE SHEET HIGHLIGHTS 30-Sep-25 31-Jun-25 Change 31-Dec-24 Change
Total assets 660,568 641,499 3.0% 608,576 8.5%
of which, cash and bank deposits 52,589 32,341 62.6% 19,154 NMF
of which, securities and loans issued - 16,781 NMF 19,087 NMF
Total liabilities 541,112 531,717 1.8% 521,341 3.8%
of which, borrowings 175,373 178,645 -1.8% 181,833 -3.6%
of which, lease liabilities 153,398 151,896 1.0% 149,348 2.7%
Total equity 119,456 109,782 8.8% 87,235 36.9%
INCOME STATEMENT HIGHLIGHTS
Ø The developments in the business's total revenue in 3Q25 and 9M25 reflect a
combination of the following factors:
o A 7.5% y-o-y growth in retail revenue in 3Q25 (up 6.1% y-o-y in 9M25),
driven by the business's proactive approach to sales enhancement, resulting in
a 6.6% same-store revenue growth in 3Q25 (5.3% in 9M25) and a 10.4% y-o-y
increase in average bill size in 3Q25 (up 10.2% y-o-y in 9M25). Retail revenue
growth was further supported by the recent expansion of the retail chain (23
new pharmacy stores added over the last 12 months) and overall economic growth
in Georgia.
o A 32.9% y-o-y growth in wholesale revenues in 3Q25 (up 28.1% in 9M25),
driven by strong growth across all channels, supported by improved brand
availability and by enhanced operating efficiencies in state programmes.
Ø Gross profit margin improvement in 3Q25 and 9M25 was underpinned by
improved trading terms with key suppliers across all major categories, as well
as a shift in the sales mix toward higher-margin non-prescription medicines.
Ø The y-o-y increase in operating expenses (excl. IFRS 16) in 3Q25 and 9M25
was mainly driven by higher salary costs, up 20.8% and 17.3% y-o-y in 3Q25 and
9M25, respectively. This reflects increased staff compensation aligned with
market trends, the implementation of new incentive schemes aimed at improving
the gross profit margin, and the continued growth of the business.
Ø As a result, the business achieved y-o-y EBITDA (excl. IFRS 16) growth of
18.0% in 3Q25 (up 30.6% in 9M25), with an EBITDA margin of 10.9% in 3Q25
(10.8% in 9M25).
Ø Net interest expense (excl. IFRS 16) was down by 15.2% y-o-y in 3Q25 (down
26.0% y-o-y in 9M25), reflecting lower average net debt balance.
Ø The developments described above translated into a GEL 4.5 million increase
in net profit (excl. IFRS 16) in 3Q25 (up by GEL 24.3 million y-o-y in 9M25).
CASH FLOW AND BALANCE SHEET HIGHLIGHTS
Ø The net debt balance amounted to GEL 122.8 million as of 30-Sep-25, down
5.2% from 30-Jun-25 and down 14.5% from 31-Dec-24, reflecting robust cash flow
generation in 3Q25 and 9M25. As a result, the net debt to EBITDA 28 (#_ftn28)
leverage ratio improved to 1.3x as at 30-Sep-25 (down from 1.4x as at
30-Jun-25 and down from 1.9x as at 31-Dec-24).
Ø The EBITDA to cash conversion stood at 100.7% and 93.2% in 3Q25 and 9M25,
respectively, reflecting the strong business performance outlined above.
Ø The business paid GEL 10.0 million dividends to GCAP in 3Q25 (GEL 19.9
million in 9M25).
OTHER VALUATION DRIVERS AND OPERATING HIGHLIGHTS
Ø In 3Q25, the retail pharmacy chain expanded by eight stores, with openings
focused on strategically selected locations. The new stores were developed
using cost-efficient formats, requiring limited capital investments.
Additionally, a new franchise store was opened in Armenia under the Afflelou
brand, marking the brand's first presence in the Armenian market. The detailed
breakdown of pharmacies and franchise stores is provided below:
Sep-25 Jun-25 Change (q-o-q) Sep-24 Change (y-o-y)
Number of pharmacies 438 430 8 415 23
of which, Georgia 422 415 7 399 23
of which, Armenia 16 15 1 16 -
Number of franchise stores 20 19 1 19 1
of which, Georgia 12 12 - 12 -
of which, Armenia 3 2 1 2 1
of which, Azerbaijan 5 5 - 5 -
Ø Retail (Pharmacy)'s key operating performance highlights for 3Q25 and 9M25
are noted below:
Key metrics 3Q25 3Q24 Change 9M25 9M24 Change
Same store revenue growth 6.6% -2.0% 8.6 ppts 5.3% -2.5% 7.8 ppts
Number of bills issued (million) 7.5 7.7 -2.4% 22.7 23.6 -3.8%
Average bill size (GEL) 22.8 20.7 10.4% 22.0 20.0 10.2%
Discussion of insurance (P&C and medical) business results
As at 30-Sep-25, the insurance business comprises a) property and casualty
(P&C) insurance business, operating under the brand name "Aldagi" and b)
medical insurance business, operating under "Imedi L" and "Ardi" brands, the
latter acquired in April 2024. The P&C insurance business is a leading
player with a 35% market share in property and casualty insurance based on
gross premiums as of 30-Jun-25. P&C also offers a variety of non-property
and casualty products, such as life insurance. The medical insurance business
is the country's largest private health insurer, with a 32% market share based
on gross insurance premiums as of 30-Jun-25, offering a variety of health
insurance products primarily to corporate and (selectively) to state entities
and to retail clients in Georgia. GCAP owns a 100% equity stake in both
insurance businesses.
3Q25 and 9M25 performance (GEL'000), insurance (P&C and medical)(( 29
(#_ftn29) ))
INCOME STATEMENT HIGHLIGHTS 3Q25 3Q24 Change 9M25 9M24 Change
Insurance revenue 96,595 88,823 8.7% 283,217 220,249 28.6%
of which, P&C insurance 47,883 41,129 16.4% 130,155 108,930 19.5%
of which, medical insurance 48,712 47,694 2.1% 153,062 111,319 37.5%
Net underwriting profit 26,367 24,312 8.5% 71,139 57,791 23.1%
Net investment profit 4,830 3,675 31.4% 13,100 11,214 16.8%
Pre-tax profit 16,070 13,051 23.1% 38,287 32,221 18.8%
of which, P&C insurance 10,692 8,408 27.2% 26,721 21,745 22.9%
of which, medical insurance 5,378 4,643 15.8% 11,566 10,476 10.4%
CASH FLOW HIGHLIGHTS
Net cash flows from operating activities 27,592 19,019 45.1% 49,754 42,793 16.3%
Free cash flow 25,804 16,907 52.6% 41,654 40,931 1.8%
BALANCE SHEET HIGHLIGHTS 30-Sep-25 30-Jun-24 Change 31-Dec-24 Change
Total assets 383,419 379,438 1.0% 300,510 27.6%
Total equity 150,332 136,747 9.9% 128,614 16.9%
INCOME STATEMENT HIGHLIGHTS
Ø The y-o-y increase in 3Q25 and 9M25 insurance revenue reflects a
combination of factors:
§ The revenue of the P&C insurance business was up by 16.4% y-o-y in
3Q25 (up 19.5% y-o-y in 9M25), resulting from:
o A GEL 3.5 million y-o-y increase in Motor Insurance revenues in 3Q25 (GEL
12.1 million y-o-y increase in 9M25), mainly attributable to the expansion of
the retail client portfolio.
o A GEL 1.6 million y-o-y increase in Credit Life Insurance revenues in 3Q25
(GEL 4.7 million y-o-y increase in 9M25), driven by the growth of partner
banks' portfolios in the mortgage, consumer loan, and other sectors.
o A GEL 1.8 million y-o-y increase in 3Q25 (GEL 4.4 million y-o-y increase
in 9M25) in the revenues from other insurance lines.
§ The revenue of the medical insurance business was up by 2.1% y-o-y in
3Q25 (up 37.5% y-o-y in 9M25), reflecting organic growth of the portfolio, a
mid-teen percentage increase in insurance policy prices, and the positive
impact of the acquisition of Ardi insurance portfolio in April 2024, the
latter contributing GEL 31.3 million y-o-y revenue growth in 9M25.
Ø The insurance business' key performance ratios for 3Q25 and 9M25 are noted
below:
Key ratios P&C insurance Medical insurance
3Q25 3Q24 Change 9M25 9M24 Change 3Q25 3Q24 Change 9M25 9M24 Change
Combined ratio 83.2% 84.3% -1.1 ppts 85.0% 86.5% -1.5 ppts 90.4% 91.3% -0.9 ppts 94.1% 92.4% 1.7 ppts
Expense ratio 32.7% 33.9% -1.2 ppts 33.0% 33.7% -0.7 ppts 18.5% 18.1% 0.4 ppts 17.8% 16.8% 1.0 ppts
Loss ratio 50.4% 51.3% -0.9 ppts 51.9% 52.7% -0.8 ppts 71.9% 73.2% -1.3 ppts 76.3% 75.6% 0.7 ppts
FX ratio 0.1% -0.8% 0.9 ppts 0.1% 0.1% 0.0 ppts - - - - - -
ROAE(( 30 (#_ftn30) )) 40.5% 37.6% 2.9 ppts 35.1% 34.1% 1.0 ppts 55.9% 54.3% 1.6 ppts 42.4% 32.7% 9.7 ppts
Ø The combined ratio of the P&C insurance business improved by 1.1 ppts
y-o-y to 83.2% in 3Q25 and by 1.5 ppts y-o-y to 85.0% in 9M25, mainly driven
by an improved loss ratio in the corporate motor insurance segment, reflecting
the impact of revised price segmentation initiatives. The performance was
partially offset by an adverse movement in the property insurance loss ratio
due to two large claims totalling GEL 3.0 million in 9M25, of which GEL 1.8
million was recorded in 3Q25. The combined ratio improvement was further
supported by a lower expense ratio, reflecting stable operating expenses amid
strong revenue growth.
Ø The combined ratio of the medical insurance business improved by 0.9 ppts
y-o-y to 90.4% in 3Q25, driven by a lower loss ratio, reflecting increased
revenues due to higher insurance tariffs as described above. 1.7 ppts y-o-y
increase in the combined ratio to 94.1% in 9M25 mainly reflects the low base
related to the acquisition of Ardi in April 2024, as the comparative 2024
figure only partially accounts for Ardi's claims activity.
Ø Net investment profit was up by 31.4% y-o-y in 3Q25,
primarily attributable to the FX movements and a higher average liquid funds
balance. The latter also contributed to a 16.8% y-o-y increase in net
investment profit in 9M25.
Ø As a result, the business posted pre-tax profit of GEL 16.1 million in 3Q25
(up 23.1% y-o-y) and GEL 38.3 million (up 18.8% y-o-y).
CASH FLOW AND BALANCE SHEET HIGHLIGHTS
Ø The solvency ratio of P&C and medical insurance businesses stood at
199% and 194%, respectively, as of 30-Sep-25, significantly above the required
minimum of 100%.
Ø The net debt to EBITDA leverage ratio stood at 0.1x as at 30-Sep-25 (down
from 0.4x as at 30-Jun-25 and down from 0.5x as at 31-Dec-24).
Ø The business distributed GEL 1.8 million dividends to GCAP in 3Q25 (GEL
15.6 million in 9M25).
Discussion of healthcare services business results(( 31 (#_ftn31) ))
The healthcare services business, where GCAP owns 100% equity, is the largest
healthcare market participant in Georgia comprising two segments: 1) hospitals
(7 large and specialty hospitals - providing secondary and tertiary level
healthcare services across Georgia and 27 regional and community hospitals -
providing outpatient and basic inpatient services), and 2) clinics and
diagnostics (16 polyclinics - providing outpatient diagnostic and treatment
services and diagnostics - operating the largest laboratory in the entire
Caucasus region "Mega Lab").
3Q25 and 9M25 performance (GEL '000), healthcare services(( 32 (#_ftn32) ))
INCOME STATEMENT HIGHLIGHTS 3Q25 3Q24 Change 9M25 9M24 Change
Revenue, net 33 (#_ftn33) 113,814 94,366 20.6% 347,402 291,274 19.3%
Gross Profit 45,196 35,568 27.1% 137,594 108,958 26.3%
Gross profit margin 39.2% 37.2% 2.0 ppts 39.2% 36.9% 2.3 ppts
Operating expenses (excl. IFRS 16) (24,057) (21,137) 13.8% (69,443) (61,269) 13.3%
EBITDA (excl. IFRS 16) 21,139 14,431 46.5% 68,151 47,689 42.9%
EBITDA margin (excl. IFRS 16) 18.4% 15.1% 3.3 ppts 19.4% 16.2% 3.2 ppts
Net loss (excl. IFRS 16) (5,469) (6,681) -18.1% (3,888) (11,150) -65.1%
CASH FLOW HIGHLIGHTS
Cash flow from operating activities (excl. IFRS 16) 11,463 20,496 -44.1% 42,961 34,244 25.5%
EBITDA to cash conversion (excl. IFRS 16) 54.2% 142.0% -87.8 ppts 63.0% 71.8% -8.8 ppts
Cash flow used in investing activities 34 (#_ftn34) (15,911) (14,055) 13.2% (43,881) (11,502) NMF
Free cash flow (excl. IFRS 16) 35 (#_ftn35) (4,262) 1,989 NMF (2,194) 18,234 NMF
Cash flow from/(used in) financing activities (excl. IFRS 16) 2,678 (9,771) NMF 2,280 (22,642) NMF
BALANCE SHEET HIGHLIGHTS 30-Sep-25 30-Jun-25 Change 31-Dec-24 Change
Total assets 884,168 867,749 1.9% 828,101 6.8%
of which, cash balance and bank deposits 39,772 41,647 -4.5% 39,102 1.7%
of which, securities and loans issued 539 498 8.2% 736 -26.8%
Total liabilities 500,085 478,406 4.5% 441,552 13.3%
of which, borrowings 381,337 366,637 4.0% 341,367 11.7%
Total equity 384,083 389,343 -1.4% 386,549 -0.6%
INCOME STATEMENT HIGHLIGHTS
Ø The hospitals and clinics and diagnostics businesses represent
approximately 80% and 20%, respectively, of the consolidated revenue of the
healthcare services business.
Total revenue breakdown(( 36 (#_ftn36) )) 3Q25 3Q24 Change 9M25 9M24 Change
Total revenue, net 113,814 94,366 20.6% 347,402 291,274 19.3%
of which, large and specialty hospitals 63,335 53,174 19.1% 191,389 164,683 16.2%
of which, regional and community hospitals 31,240 25,845 20.9% 94,919 78,488 20.9%
of which, clinics 16,615 13,993 18.7% 53,322 43,266 23.2%
of which, diagnostics 6,638 5,032 31.9% 20,381 15,862 28.5%
Ø The 20.6% y-o-y increase in total revenue in 3Q25 (up 19.3% y-o-y in 9M25)
reflects:
§ Increased demand for outpatient services at our large and specialty
hospitals, accounting for 36.8% of the revenue from this group of hospitals, a
0.6 ppts y-o-y increase in 3Q25 (up 2.3 ppts y-o-y to 36.5% in 9M25). This
performance was further strengthened by the onboarding of reputable doctors
with loyal patient bases during 9M25.
§ Strong revenue growth at our regional and community hospitals,
underpinned by a favourable shift in the sales mix and enhanced operational
efficiencies, resulting in an 8.4 ppts y-o-y increase in occupancy rates in
3Q25 (up 8.4 ppts y-o-y in 9M25).
§ Solid performance of clinics and diagnostics business on the back of the
favourable shift in sales mix and increased customer footprint resulting from
the overall service enhancements.
Ø In addition to the revenue developments outlined above, a 2.0 and 2.3 ppts
y-o-y increase in the gross profit margin in 3Q25 and 9M25, respectively,
reflects the following trends in direct salary and materials rates 37
(#_ftn37) and utility costs:
§ Approximately 50% of direct salaries are fixed. This, on the back of
increased revenues, led to a 1.0 ppts y-o-y improvement in the direct salary
rate of the healthcare services business to 39.3% in 3Q25 (1.1 ppts y-o-y
improvement to 38.6% in 9M25).
§ The materials rate improved by 0.6 ppts y-o-y in 3Q25 and stood at 15.0%
(0.5 ppts y-o-y improvement to 15.6% in 9M25).
§ The utilities and other expenses increased by 1.7% y-o-y in 3Q25 (up by
6.8% y-o-y in 9M25), mainly attributable to higher facility maintenance costs
related to post-renovation works in certain departments and the overall
expansion of the business.
Ø Operating expenses (excl. IFRS 16) were up by 13.8% and 13.3% y-o-y in 3Q25
and 9M25, respectively, primarily driven by increased salary expenses in line
with the business expansion.
Ø The developments described above translated into a 46.5% and 42.9% y-o-y
increase in EBITDA (excl. IFRS 16) in 3Q25 and 9M25, respectively.
Total EBITDA (excl. IFRS 16) breakdown 38 (#_ftn38) 3Q25 3Q24 Change 9M25 9M24 Change
Total EBITDA 21,139 14,431 46.5% 68,151 47,689 42.9%
of which, large and specialty hospitals 12,326 8,614 43.1% 37,946 28,907 31.3%
of which, regional and community hospitals 4,596 3,108 47.9% 15,658 8,877 76.4%
of which, clinics 3,006 2,129 41.2% 10,857 7,946 36.6%
of which, diagnostics 1,211 580 NMF 3,934 1,959 NMF
Ø Net interest expense (excl. IFRS 16) increased by 39.6% and 31.9% y-o-y in
3Q25 and 9M25, respectively, mainly due to a higher net debt balance, elevated
market interest rates, and one-off costs associated with the recent bond
issuance. Following the GEL 350 million social bond placement, the healthcare
services business fully repaid its existing loans and refinanced them through
the newly issued bonds. Excluding one-off effects from the bond issuance, net
interest expense (excl. IFRS 16) increased by 25.7% and 27.1% y-o-y in 3Q25
and 9M25, respectively.
CASH FLOW AND BALANCE SHEET HIGHLIGHTS
In September 2025, Healthcare Services business successfully priced a GEL 350
million secured social bond offering on the Georgian market - marking the
largest GEL-denominated corporate placement in the country to date. The bonds
have a 5-year bullet maturity and carry a floating coupon rate indexed to the
Tbilisi Interbank Interest Rate (Non-Cumulative Compounded Daily TIBR)
plus 375 basis points. The proceeds were primarily used to refinance existing
long-term loans, with a portion allocated to future capital expenditures in
line with the Social Bond Framework.
Ø The net debt balance was up by 18.1% y-o-y in 3Q25, reflecting capex
investments of GEL 47.6 million in 9M25 (GEL 44.9 million in 9M24). This
includes a) development capex of GEL 24.3 million in 9M25 related to an
expansion of service offerings and upgrade of medical equipment primarily for
outpatient services, and b) maintenance capex of GEL 23.3 million.
Ø The EBITDA to cash conversion ratio stood at 54.2% in 3Q25 (63.0% in 9M25)
reflecting delays in receivable collections from the State, where the typical
collection period ranges between three to six months. Furthermore, the y-o-y
decline of 87.8 ppts primarily reflects the high comparison base, as 3Q24
included the receipt of previously delayed State payments. The conversion
ratio is expected to improve in 4Q25, supported by accelerated collections as
the State clears accumulated overdue balances.
Ø The net debt to EBITDA leverage ratio improved to 3.8x as at 30-Sep-25,
down from 3.9x as at 30-Jun-25 and down from 4.3x as at 31-Dec-24.
OTHER VALUATION DRIVERS AND OPERATING HIGHLIGHTS
Ø The business key operating performance highlights for 3Q25 and 9M25 are
noted below:
Key metrics 3Q25 3Q24 Change 9M25 9M24 Change
Hospitals
Number of admissions (thousands): 394.5 382.0 3.3% 1,189.3 1,180.2 0.8%
of which, large and specialty hospitals 187.3 180.5 3.8% 565.5 536.6 5.4%
of which, regional and community hospitals 207.2 201.5 2.8% 623.8 643.6 -3.1%
Occupancy rates:
of which, large and specialty hospitals 70.4% 62.9% 7.5 ppts 74.6% 65.9% 8.7 ppts
of which, regional and community hospitals 57.7% 49.3% 8.4 ppts 66.6% 58.2% 8.4 ppts
Clinics
Number of admissions (thousands): 422.6 391.9 7.8% 1,410.8 1,290.6 9.3%
Diagnostics
Number of patients served (thousands) 204 175 16.5% 648 593 9.2%
Average number of tests per patient 3.0 3.0 -1.5% 3.1 3.0 2.8%
Ø On 25 October 2025, our healthcare services business agreed to acquire
Gormed LLC, a regional network of three hospitals and clinics in central
Georgia, pending regulatory approval. Gormed is expected to generate GEL 4.5
million EBITDA in 2025. The acquisition will expand our healthcare services
business footprint into Gori and surrounding areas and add approximately
80,000 new capitation patients to our Regional and Community hospitals. The
integration is expected to generate significant efficiency gains through
centralised procurement, consolidation of overlapping facilities and service
expansion.
Discussion of emerging and other portfolio results
The five businesses in our "emerging and other" private portfolio are
renewable energy, education, auto service, wine and real estate (housing
development and hospitality). They had a combined value of GEL 595.7 million
at 30-Sep-25, which represents 12.8% of our total portfolio.
3Q25 and 9M25 aggregated performance highlights (GEL '000), emerging and other
portfolio(( 39 (#_ftn39) ))
3Q25 3Q24 Change 9M25 9M24 Change
Revenue 97,815 125,099 -21.8% 304,430 363,497 -16.2%
EBITDA 16,450 15,100 8.9% 61,987 62,865 -1.4%
Net cash flows from operating activities 25,084 37,224 -32.6% 72,469 68,856 5.2%
Ø Renewable energy | The renewable energy business operates three
wholly-owned commissioned renewable assets with 71MW installed capacity in
aggregate. In addition, the business has a pipeline of renewable energy
projects in varying stages of development. Revenue of the business decreased
by 7.5% y-o-y to US$ 5.5 million in 3Q25 and by 3.8% y-o-y to US$ 12.9 million
in 9M25, primarily due to the lower electricity generation (down 7.8% and 5.0%
y-o-y, respectively), reflecting the impact of unfavourable weather
conditions. Operating expenses were up by 26.1% and 17.5% y-o-y in 3Q25 and
9M25, respectively, primarily driven by the decrease in salary cost
capitalisation levels compared to the previous periods. As a result, the
business posted a US$ 4.2 million and a US$ 9.4 million EBITDA in 3Q25 and
9M25, respectively (down 14.5% and 10.1% y-o-y, respectively). The business
paid GEL 10.0 million dividends to GCAP in 3Q25.
Ø Education | Georgia Capital's education business is the largest player in
the private K-12 market in Georgia with 9.4% market share. It currently
combines majority stakes in four private school brands operating across seven
campuses, which are well-positioned in the international, premium, midscale
and affordable market segments. Revenue of the business increased by 13.6%
y-o-y to GEL 10.2 million in 3Q25 (up 17.5% y-o-y to GEL 53.6 million in
9M25), primarily driven by organic growth through strong intakes and capacity
increase. Operating expenses were up by 18.3% y-o-y in 3Q25 (up by 16.3% y-o-y
in 9M25), mainly due to increased salary costs, in line with the business
expansion. The business reported a negative EBITDA of GEL 3.5 million in 3Q25
(down 34.7% y-o-y), primarily reflecting the impact of seasonality, as the
third quarter typically represents a low-activity period for the education
business since the schools are not operational during the July-August holidays
(EBITDA increased by 22.4% y-o-y to GEL 10.8 million in 9M25).
Ø Auto service | The auto service business includes a periodic technical
inspection (PTI) business, and a car services and parts business. The business
paid GEL 1.5 million dividend in 3Q25 to GCAP (GEL 2.4 million in 9M25).
o Periodic technical inspection (PTI) business | PTI business' revenue
increased by 30.3% y-o-y to GEL 8.8 million in 3Q25 and was up by 14.7% y-o-y
to GEL 20.2 million in 9M25. This reflects a 36.7% and 16.7% y-o-y increase in
the number of cars serviced during 3Q25 and 9M25, respectively. Consequently,
the 3Q25 EBITDA increased by 40.6% y-o-y to GEL 5.6 million (up 19.9% y-o-y to
GEL 11.3 million in 9M25).
o Car services and parts business | Revenue of the business decreased by
2.3% y-o-y to GEL 17.3 million in 3Q25 (up 3.9% y-o-y to GEL 47.1 million in
9M25), reflecting a decrease in the corporate segment. However, the gross
profit increased by 12.5% y-o-y to GEL 4.8 million in 3Q25 (up 15.9% y-o-y to
GEL 13.5 million in 9M25), primarily due to the reduced service costs.
Operating expenses were up 1.8% y-o-y in 3Q25 (up 1.0% y-o-y in 9M25),
attributable to higher salary costs. As a result, the business posted a GEL
1.2 million EBITDA in 3Q25 (GEL 3.3 million in 9M25), up 60.5% y-o-y (up 2.1x
y-o-y in 9M25).
Ø Wine | In 3Q25, net revenue of the business increased by 37.7% y-o-y to GEL
16.7 million (up 9.1% y-o-y to GEL 45.5 million in 9M25), mainly reflecting a
63.1% y-o-y increase in export sales (up 16.4% y-o-y in 9M25). Operating
expenses increased by 8.1% y-o-y in 3Q25 and by 2.8% y-o-y in 9M25, primarily
due to increased salary costs in line with the business expansion.
Consequently, the wine business posted EBITDA of GEL 1.9 million in 3Q25 (up
2.7x y-o-y) and GEL 5.1 million in 9M25 (up 14.0% y-o-y).
Ø Real estate businesses | The combined revenue of the real estate business
declined by 52.7% and 41.9% y-o-y to GEL 30.0 million and GEL 102.6 million in
3Q25 and 9M25, respectively, primarily reflecting a reduced remaining
inventory and a lower share of unsold apartments in the stock. Operating
expenses were down by 10.7% y-o-y in 3Q25 and down by 7.5% y-o-y in 9M25. As a
result, the real estate business posted a breakeven EBITDA in 3Q25 (GEL 5.7
million positive EBITDA in 9M25). In October 2025, GCAP's only hospitality
business investment, Gudauri Lodge, issued US$ 10 million bonds on the local
market with the annual coupon rate of 8.25% paid semi-annually and maturity of
2 years. The proceeds were used primarily for refinancing the existing
borrowings.
ADDITIONAL FINANCIAL INFORMATION
The 9M25 NAV Statement shows the development of NAV since 31-Dec-24:
GEL '000, unless otherwise noted Dec-24 1. Value creation(( 40 (#_ftn40) )) 2a. 2b. 2c. Dividends 3. Operating expenses 4. Liquidity/ FX/Other Sep-25 Change
Investment and Divestments Buyback %
Listed and observable portfolio companies
Lion Finance Group 1,421,035 1,038,069 (172,639) - (119,834) - - 2,166,631 52.5%
Water utility 188,000 3,744 (191,744) - - - - - NMF
Total listed and observable portfolio value 1,609,035 1,041,813 (364,383) - (119,834) - - 2,166,631 34.7%
Listed and observable portfolio value change % 64.7% -22.6% 0.0% -7.4% 0.0% 0.0% 34.7%
Private portfolio companies
Large portfolio companies 1,557,951 353,267 - - (35,548) - 2,821 1,878,491 20.6%
Retail (pharmacy) 716,130 159,135 - - (19,920) - 1,696 857,041 19.7%
Insurance (P&C and medical) 427,945 85,183 - - (15,628) - 315 497,815 16.3%
Healthcare services 413,876 108,949 - - - - 810 523,635 26.5%
Emerging and other companies 594,504 (32,786) 17,680 - (12,461) - 28,766 595,703 0.2%
Total private portfolio value 2,152,455 320,481 17,680 - (48,009) - 31,587 2,474,194 14.9%
Private portfolio value change % 14.9% 0.8% 0.0% -2.2% 0.0% 1.5% 14.9%
Total portfolio value (1) 3,761,490 1,362,294 (346,703) - (167,843) - 31,587 4,640,825 23.4%
Total portfolio value change % 36.2% -9.2% 0.0% -4.5% 0.0% 0.8% 23.4%
Net (debt)/cash (2) (154,425) - 346,703 (242,999) 167,843 (16,931) (26,094) 74,097 NMF
of which, cash and liquid funds 278,237 - 346,703 (242,999) 128,133 (16,931) (323,546) 169,597 -39.0%
of which, loans issued - - - - - - 1,648 1,648 NMF
of which, accrued dividend income - - - - 39,710 - - 39,710 NMF
of which, gross debt (432,662) - - - - - 295,804 (136,858) -68.4%
Net other liabilities/(assets) (3) 1,948 - - (1,048) - (11,096) (54,248) (64,444) NMF
of which, share-based comp. - - - - - (11,096) 11,096 - NMF
Net asset value (1)+(2)+(3) 3,609,013 1,362,294 - (244,047) - (28,027) (48,755) 4,650,478 28.9%
NAV change % 37.7% 0.0% -6.8% 0.0% -0.8% -1.4% 28.9%
Shares outstanding(40) 37,612,488 - - (3,984,848) - - 690,160 34,317,800 -8.8%
Net asset value per share, GEL 95.95 36.22 0.00 4.12 0.00 (0.74) (0.04) 135.51 41.2%
NAV per share, GEL change % 37.8% 0.0% 4.3% 0.0% -0.8% 0.0% 41.2%
Basis of presentation
This announcement contains unaudited financial results presented in accordance
with UK-adopted international accounting standards ("IFRS"). The financial
results are unaudited and derived from management accounts.
Under IFRS 10, Georgia Capital PLC meets the "investment entity" definition.
For more details about the basis of preparation please refer to page 94 in
Georgia Capital PLC 2024 Annual report.
The presentation of the Income Statement (Adjusted) and some of the
information under the NAV Statement should be considered to be Alternative
Performance Measures (APM).
GLOSSARY
1. APM - Alternative Performance Measure.
2. GCAP refers to the aggregation of stand-alone Georgia Capital PLC
and stand-alone JSC Georgia Capital accounts.
3. Georgia Capital and "the Group" refer to Georgia Capital PLC and
its portfolio companies as a whole.
4. NMF - Not meaningful.
5. NAV - Net Asset Value, represents the net value of an entity and is
calculated as the total value of the entity's assets minus the total value of
its liabilities.
6. LTM - last twelve months.
7. EBITDA - Earnings before interest, taxes, non-recurring items, FX
gain/losses and depreciation and amortisation; The Group has presented these
figures in this document because management uses EBITDA as a tool to measure
the Group's operational performance and the profitability of its operations.
The Group considers EBITDA to be an important indicator of its representative
recurring operations.
8. ROIC - return on invested capital is calculated as EBITDA less
depreciation, divided by the aggregate amount of total equity and borrowed
funds.
9. Loss ratio equals net insurance claims expense divided by net
earned premiums.
10. Expense ratio in P&C Insurance equals sum of acquisition costs and
operating expenses divided by net earned premiums.
11. Combined ratio equals sum of the loss ratio and the expense ratio in the
insurance business.
12. ROAE - Return on average total equity (ROAE) equals profit for the
period attributable to shareholders divided by monthly average equity
attributable to shareholders of the business for the same period.
13. Net investment - gross investments less capital returns (dividends and
sell-downs).
14. EV - enterprise value.
15. Liquid assets & loans issued include cash, marketable debt
securities and issued short-term loans at GCAP level.
16. Total return/value creation - total return/value creation of each
portfolio investment is calculated as follows: we aggregate a) change in
beginning and ending fair values, b) gains from realised sales (if any) and c)
dividend income during period. We then adjust the net result to remove capital
injections (if any) to arrive at the total value creation/investment return.
17. WPP - Wind power plant.
18. HPP - Hydro power plant.
19. PPA - Power purchase agreement.
20. Number of shares outstanding - Number of shares in issue less total
unawarded shares in JSC GCAP's management trust.
21. Market Value Leverage ("MVL"), also Loan to Value ("LTV") -
Interchangeably used across the document and is calculated by dividing net
debt to the total portfolio value.
22. NCC - Net Capital Commitment, represents an aggregated view of all
confirmed, agreed and expected capital outflows at both Georgia Capital PLC
and JSC Georgia Capital levels.
23. NCC Ratio - Equals Net Capital Commitment divided by portfolio value.
ABOUT GEORGIA CAPITAL PLC
Georgia Capital PLC (LSE: CGEO LN) is a platform for buying, building and
developing businesses in Georgia (together with its subsidiaries, "Georgia
Capital" or "the Group"). The Group's primary business is to develop or buy
businesses, help them institutionalise their management and grow them into
mature businesses that can further develop largely on their own, either with
continued oversight or independently. Once Georgia Capital has successfully
developed a business, the Group actively manages its portfolio to determine
each company's optimal owner. Georgia Capital will normally seek to monetise
its investment over a 5-10 year period from initial investment.
Georgia Capital currently has the following portfolio businesses: (1) a retail
(pharmacy) business, (2) an insurance business (P&C and medical
insurance), (3) a healthcare services business (hospitals and clinics and
diagnostics). Georgia Capital also holds other small private businesses across
different industries in Georgia, as well as a 17.8% equity stake as at
30-Sep-25 in LSE listed Lion Finance Group PLC ("Lion Finance Group" or the
"Bank"), formerly known as "Bank of Georgia Group PLC", the holding company of
leading universal banks in Georgia and Armenia.
Forward looking statements
This announcement contains forward-looking statements, including, but not
limited to, statements concerning expectations, projections, objectives,
targets, goals, strategies, future events, future revenues or performance,
capital expenditures, financing needs, plans or intentions relating to
acquisitions, competitive strengths and weaknesses, plans or goals relating to
financial position and future operations and development. Although Georgia
Capital PLC believes that the expectations and opinions reflected in such
forward-looking statements are reasonable, no assurance can be given that such
expectations and opinions will prove to have been correct. By their nature,
these forward-looking statements are subject to a number of known and unknown
risks, uncertainties and contingencies, and actual results and events could
differ materially from those currently being anticipated as reflected in such
statements. Important factors that could cause actual results to differ
materially from those expressed or implied in forward-looking statements,
certain of which are beyond our control, include, among other things: regional
instability; currency fluctuations and risk, including depreciation of the
Georgian Lari, and macroeconomic risk, regulatory risk across a wide range of
industries; investment risk; liquidity risk; portfolio company strategic and
execution risks and other key factors that could adversely affect our business
and financial performance, which are contained elsewhere in this document and
in our past and future filings and reports and also the 'Principal Risks and
Uncertainties' included in 1H25 Results Announcement and in Georgia Capital
PLC's Annual Report and Accounts 2024. No part of this document constitutes,
or shall be taken to constitute, an invitation or inducement to invest in
Georgia Capital PLC or any other entity and must not be relied upon in any way
in connection with any investment decision. Georgia Capital PLC and other
entities undertake no obligation to update any forward-looking statements,
whether as a result of new information, future events or otherwise, except to
the extent legally required. Nothing in this document should be construed as a
profit forecast.
COMPANY INFORMATION
Georgia Capital PLC
Registered Address
19(th) Floor
51 Lime Street
London, EC3M 7DQ
United Kingdom
www.georgiacapital.ge (http://www.georgiacapital.ge)
Registered under number 10852406 in England and Wales
Stock Listing
London Stock Exchange PLC's Main Market for listed securities
Ticker: "CGEO.LN"
Contact Information
Georgia Capital PLC Investor Relations
Telephone: +44 (0) 203 178 4034; +995 322 000000
E-mail: ir@gcap.ge (mailto:ir@gcap.ge)
Auditors
PricewaterhouseCoopers LLP ("PwC")
7 More London Riverside,
London SE1 2RT,
United Kingdom
Registrar
Computershare Investor Services PLC
The Pavilions
Bridgewater Road
Bristol BS13 8AE
United Kingdom
Please note that Investor Centre is a free, secure online service run by our
Registrar, Computershare,
giving you convenient access to information on your shareholdings.
Investor Centre Web Address - www.investorcentre.co.uk
(http://www.investorcentre.co.uk) .
Investor Centre Shareholder Helpline: +44 (0) 370 873 5866
Share price information
Shareholders can access both the latest and historical prices via the website
www.georgiacapital.ge (http://www.georgiacapital.ge)
1 (#_ftnref1) See "Basis of Presentation" for more background on page 18.
Private portfolio companies' performance includes aggregated stand-alone IFRS
results for our portfolio companies, which can be viewed as APMs for Georgia
Capital, since Georgia Capital does not consolidate its subsidiaries and
instead measures them at fair value under IFRS.
2 (#_ftnref2) Please see definition in glossary on page 18.
3 (#_ftnref3) Includes GEL 191.7 million receivable on the water utility put
option exercise and GEL 39.7 million accrued dividend income from Lion Finance
Group PLC.
4 (#_ftnref4) Includes both the buybacks under the share buyback and
cancellation programme and for the management trust.
5 (#_ftnref5) Includes both cash and buyback dividends.
6 (#_ftnref6) Private portfolio companies' performance highlights are
presented excluding beer and distribution businesses. Aggregated numbers are
presented like-for-like basis. Large portfolio figures include the updated
presentation format of the healthcare services business (comparative periods
have been adjusted retrospectively).
7 (#_ftnref7) The results of our five businesses included in the emerging
and other portfolio (described on page 16) are not broken out separately.
Performance totals, however, include the emerging and other portfolio
companies' results.
8 (#_ftnref8) The programme covers capital returns through share buybacks,
dividends and the early repayment of JSC GCAP bonds.
9 (#_ftnref9) Determined by taking into account the peak number of 47.9
million shares issued as of 31-Dec-20.
10 (#_ftnref10) Please see definition in glossary on page 18.
11 (#_ftnref11) Change in the fair value attributable to the change in
actual or expected earnings of the business, as well as the change in net
debt.
12 (#_ftnref12) Change in the fair value attributable to the change in
valuation multiples and the effect of exchange rate movement on net debt.
13 (#_ftnref13) Please read more about valuation methodology on page 18 in
"Basis of presentation".
(( 14 (#_ftnref14) )) Multiple as of 31-Dec-24 has been adjusted to reflect
the impact of Ardi's acquisition. Excluding this effect, the implied LTM P/E
valuation multiple stood at 11.1x.
15 (#_ftnref15) Investments are made at JSC Georgia Capital level, the
Georgian holding company.
16 (#_ftnref16) Please see definition in glossary on page 18.
17 (#_ftnref17) Change in the fair value attributable to the change in
actual or expected earnings of the business, as well as the change in net
debt.
18 (#_ftnref18) Change in the fair value attributable to the change in
valuation multiples and the effect of exchange rate movement on net debt.
19 (#_ftnref19) Investments are made at JSC Georgia Capital level, the
Georgian holding company.
20 (#_ftnref20) Includes expenses such as external audit fees, legal
counsel, corporate secretary and other similar administrative costs.
21 (#_ftnref21) Cash-based management expenses are cash salary and cash
bonuses paid/accrued for staff and management compensation.
22 (#_ftnref22) Share-based management expenses are share salary and share
bonus expenses of management and staff.
23 (#_ftnref23) Fund type expenses include expenses such as audit and
valuation fees, fees for legal advisors, Board compensation and corporate
secretary costs.
24 (#_ftnref24) Management fee is the sum of cash-based and share-based
operating expenses (excluding fund-type costs).
25 (#_ftnref25) The detailed IFRS financial statements are included in
supplementary excel file, available at
https://georgiacapital.ge/ir/financial-results
(https://georgiacapital.ge/ir/financial-results) .
26 (#_ftnref26) Of which - cash outflow on capex of GEL 4.0 million in 3Q25
and GEL 14.5 million in 9M25 (GEL 5.2 million in 3Q24 and GEL 17.7 million in
9M24); proceeds from sale of assets of GEL 0.1 million in 3Q25 and GEL 1.2
million in 9M25 (GEL 1.8 million in 3Q24 and 2.2 million in 9M24); cash
outflow on minority acquisition of GEL 1.0 million in 9M25.
27 (#_ftnref27) Calculated by deducting capex and minority acquisition from
operating cash flows and adding proceeds from the sale of PPE/IP.
28 (#_ftnref28) Figures take into account the application of the minority
buyout agreement.
29 (#_ftnref29) The detailed IFRS financial statements are included in
supplementary excel file, available at
https://georgiacapital.ge/ir/financial-results
(https://georgiacapital.ge/ir/financial-results) .
30 (#_ftnref30) Calculated based on average equity, adjusted for preferred
shares.
(( 31 (#_ftnref31) )) Numbers reflect the revised presentation format of the
healthcare services business, implemented in 1Q25.
32 (#_ftnref32) The detailed IFRS financial statements are included in
supplementary excel file, available at
https://georgiacapital.ge/ir/financial-results
(https://georgiacapital.ge/ir/financial-results) .
33 (#_ftnref33) Net revenue - Gross revenue less corrections and rebates.
Margins are calculated from gross revenue.
34 (#_ftnref34) Of which - capex of GEL 16.1 million and 47.6 million in
3Q25 and 9M25, respectively (GEL 18.4 million and 44.9 million in 3Q24 and
9M24, respectively); proceeds from the sale of property of GEL 2.6 million in
9M25 (GEL 30.1 million in 9M24).
35 (#_ftnref35) Operating cash flows less capex, plus net proceeds from the
sale of assets.
(( 36 (#_ftnref36) )) Total figures take into account inter-business and
inter-segment eliminations and therefore do not equal the sum of the presented
components.
37 (#_ftnref37) The respective costs divided by gross revenues.
38 (#_ftnref38) Total figures take into account inter-business and
inter-segment eliminations and therefore do not equal the sum of the presented
components.
39 (#_ftnref39) Emerging and other portfolio companies' performance
highlights are presented excluding the beer and distribution business, where
GCAP has a 20% minority holding. Aggregated numbers are presented
like-for-like basis.
40 (#_ftnref40) Please see definition in glossary on page 18.
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