MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

DIRECTORS’ REPORT AND FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2024

Company Registration Number 401997

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

DIRECTORS’ REPORT AND FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

CONTENTS PAGE(S)

Directors and other information 1

Directors' report 2 - 7

Directors’ responsibilities statement 8 - 9

Independent auditor’s report 10 - 17

Consolidated statement of comprehensive income 18

Consolidated statement of financial position 19

Company statement of financial position 20

Consolidated statement of changes in equity 21

Company statement of changes in equity 21

Consolidated statement of cash flow 22

Notes to the consolidated financial statements 23 – 58

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

DIRECTORS AND OTHER INFORMATION

Directors Mr. Peter Blessing (Irish)

Mr. Alan Geraghty (Irish)

Administrator and Wilmington Trust SP Services (Dublin) Limited

Company Secretary Fourth Floor

3 George’s Dock

IFSC

Dublin 1

Registered Office Fourth Floor

3 George’s Dock

IFSC

Dublin 1

Banker Citibank N.A.

25 Canada Square

Canary Wharf, London, E14 5LB

United Kingdom

Solicitors Clifford Chance

10 Upper Bank Street

London E14 5JJ

United Kingdom

A&L Goodbody

25/28 North Wall Quay

IFSC, Dublin 1

Independent Auditor Grant Thornton

Chartered Accountants and Statutory Audit Firm

13-18 City Quay

Dublin 2

D02 ED70

Ireland

Trustee Citigroup Trustee Company Limited

Citigroup Centre, Canada Square

Canary Wharf

London E14 5LB

United Kingdom

Fund Manager Navegator – SGFTC, SA

Rua Castilho, 20

Lisbon, Portugal

Custodian, Servicer Banco Comercial Portugues, S.A.

and Arranger Praca D. Joao I, 28

Oporto, Portugal

Swap Counterparty Credit Agricole, Corporate & Investment Bank

9 quai du Président Paul Doumer

92920 Paris La Défense Cedex

Paris, France

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

DIRECTORS' REPORT

FINANCIAL YEAR ENDED 31 DECEMBER 2024

The Directors hereby present their report and the consolidated financial statements of Magellan

Mortgages No.3 Public Limited Company (the “Company”) and subsidiary (collectively as the

“Group”) for the financial year ended 31 December 2024.

Principal activities, business review and future developments

The Company was incorporated in Ireland on 11 May 2005 as Magellan Mortgages No. 3 PLC.

The principal activity of the Company is the investment in a portfolio of mortgage receivables in

Portugal, through the purchase of 100% of the units in the subsidiary, Fundo de Titularização de

Créditos Magellan Tres (FTC) (the “Fund”), a Portuguese securitisation fund. The portfolio consists

of loans originated by Banco Comercial Português S.A. (“BCP”) (the “Arranger”, the “Servicer” and

the “Custodian”). The Fund acquired the receivables from BCP and through the subscription in the

units of the Fund, the Company has ultimate ownership in the assets of the Fund. The investment in

the units of the Fund is hereafter referred to as “Investment in Subsidiary Undertaking”.

The transaction is financed through the issuance of six classes of mortgage backed floating rate notes,

Classes A, B, C, and D (the “Senior Notes”) to an aggregate amount of €1,500,000,000 and Class E

and F Notes (together with the Senior Notes, the “Notes”). All of the Notes are listed on the Main

Securities Market of Euronext Dublin. The repayment of principal and interest on the Notes is linked

to the performance of the portfolio of the mortgage receivables.

The Fund has a narrow and well-defined objective to manage its portfolio and is operating for the sole

benefit of its Unitholders. The Fund is not permitted to issue additional units nor acquire additional

assets. It is managed by a fund management company in Portugal, Navegator – SGFTC, SA (the

“Fund Manager”). The Fund Manager acts on behalf of the Unitholders and provides supervisory

services such as supervising the acquisition of the assets, notification of the borrowers in the event of a

mortgage asset sale notification event, issuance of the units and determination of the unit distribution.

In accordance with Portuguese Securitisation Law and Fund Regulations (the “Regulations”), a

Portuguese securitisation fund must be administered, managed and represented by a local licensed

fund manager. The Regulations require that (i) the fund is managed by a fund manager, (ii) a servicer

is appointed to collect and manage the portfolio and (iii) a custodian holds the portfolio on behalf of

the fund. The Fund Manager acts on behalf of the Fund and for the sole benefit of the Unitholders and

is required to perform and execute all acts to ensure the proper administration of the Fund.

The Company has entered into an interest rate swap agreement with Credit Agricole (the “Swap

Counterparty”) in order to reduce the risk of a mismatch between the income received on the fund

units and the interest payable on the Notes.

The Company owns 100% of the units issued by the Fund. As such, the Directors of the Company

have prepared consolidated financial statements incorporating the Fund’s results (see note 2 for further

information on basis of consolidation).

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

DIRECTORS' REPORT (continued)

FINANCIAL YEAR ENDED 31 DECEMBER 2024

Principal activities, business review and future developments (continued)

Levels of performance in 2024 were maintained compared to 2023 despite elevated levels of volatility

in global financial markets driven by two main catalysts – global inflation and the on-going Russia-

Ukraine conflict. Central Banks around the world continued to raise benchmark interest rates in

response to an increased cost of goods. The on-going Russia-Ukraine conflict remains a contentious

geopolitical risk between the US & China, and their respective allies.

The Company’s Key Performance Indicators for the current financial reporting year improved when

compared against those of the previous year. Interest income for 2024 increased by 7.5% compared to

the same period last year (€8.36m in 2024 compared to €7.77m in 2023). Favourable indicators are

evident, such as the number of delinquent loans has decreased, the LTV of the Company remained

consistent, the cash balance of the Company has also remained consistent for the year 2024 and the

allowance for impairment decreased by €218,292 (2023: decreased by €245,649).

During the financial year, the Group made no profit or loss (2023: €Nil).

Key performance indicators

2024

€

2023

€

Interest income

8,356,773

7,773,187

Interest expense

(7,973,245)

(7,107,130)

Financial Assets at amortised cost

150,747,760

173,224,094

Debt securities issued

154,433,061

177,059,370

Mortgage Portfolio:

2024

2023

Weighted average interest rate

3.912%

4.796%

Number of loans

5,691

6,238

Present LTV (outstanding loan amount/initial valuation)

38.3%

39.4%

Original LTV (initial loan amount/initial valuation)

73.6%

73.2%

Portfolio Trigger Event (maximum 4.5%): Arrears ratio

0.02%

These consistent trends have continued into 2025 with the Company’s Key Performance Indicators up

to February 2025 appearing to be consistent with the same period last year. Favourable indicators are

evident, such as the decrease in the number of delinquent loans, down 21 when you compare figures

from February 2024 versus February 2025. The LTV of the Company has remained consistent, 38.3%

in February 2025 versus 39.4% in February 2024. Additionally, the cash balance of the Company has

remained consistent for the year - €9.1m as at February 2025 versus €9.12m as at February 2024. The

Directors expect the current level of activity to continue in the foreseeable future. The Company will

continue to utilise the collections from the fully amortised mortgage loan portfolio to redeem the

outstanding loan notes during the lifetime of the transaction.

Going Concern

Based on the value of the assets, the limited recourse nature of the debt securities and the performance

of the Company during the financial year as well as post year-end, it is the Directors’ opinion the

going concern basis which underlies these financial statements continues to apply and will remain

valid for a period of at least 12 months from the date of signing.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

DIRECTORS' REPORT (continued)

FINANCIAL YEAR ENDED 31 DECEMBER 2024

Principal risks and uncertainties

In accordance with the requirement to analyse the principal risks and uncertainties facing the future

development of the Group, the following have been identified:

• Market risk including interest rate risk

• Credit risk

• Operational risk

• Liquidity and cashflow risk

• Concentration risk

The Directors have analysed these and other risks and appropriate methods are in place to manage and

control these risks and these are discussed in Note 21 to the financial statements.

In relation to credit risk, the Directors and Management (“Management” being the term used when

referring to the Administrator, Fund Manager, Trustees, Servicer, etc.) of the Company monitor the credit

quality of Citibank N.A, the Banker, as reported by Standard and Poors, Moody’s or Fitch. If the credit

quality or the financial position of the Banker deteriorates significantly, the Directors may consider

moving the cash holdings to another bank. Please refer to Note 21 of the financial statements for further

detail.

The Servicer monitors the loan to value ratios, mortgage arrears balances and related ratios and the

number of loans in arrears. The loan to value ratio is a mathematical calculation which expresses the

current principal balance of a mortgage as a percentage of the total initial value of the property. The

Directors of the Company place reliance on this information to manage the credit risk exposure of

Financial Assets at amortised cost.

31 December 2024

31 December 2023

Present loan to value ratio (percentage)

38.3%

39.4%

Mortgage loans in arrears (> 30 days)

€9,295,017

€9,840,882

No. of loans in arrears

284

305

Results and dividends

The Group’s trading results for the financial year, and the Group and Company's financial position at

the end of the financial year are shown in the financial statements. The Directors have not

recommended the payment of a dividend for the financial year ended 31 December 2024 (2023: €Nil).

Interim dividends paid during the financial year amounted to €Nil (2023: €Nil).

Directors, secretary and their interests

The Company had the following Directors as at 31 December 2024:

• Mr. Peter Blessing

• Mr. Alan Geraghty

There were no changes in the Directors or secretary during the financial year and up to the date of this

report.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

DIRECTORS' REPORT (continued)

FINANCIAL YEAR ENDED 31 DECEMBER 2024

Directors, secretary and their interests (continued)

The Directors and secretary who held office on 31 December 2024 did not hold any shares in, or

debentures or loan stock of, the Company or Group on that date, at the beginning of the financial year

or during the financial year. There are no contracts or arrangements of any significance in relation to

the business of the Company in which the Director’s had any interests as defined in the Companies

Act 2014, at any time during the financial year ended 31 December 2024.

Political donations

The Electoral Act 1997 (as amended by the Electoral Amendment Political Funding Act, 2012)

requires companies to disclose all political donations over €200 in aggregate made during a financial

year. The Directors on enquiry have satisfied themselves that no such donations in excess of this

amount have been made by the Group or Company during the financial year ended 31 December

2024. This disclosure is made solely in relation to Irish political donations.

Significant subsequent events

In May 2025 the Company successfully completed an application to have the Notes admitted to listing

on the Vienna Multilateral Trading System (the “Vienna MTF”). The decision to list the Notes on the

Vienna MTF was made as a result of the original listing on the Main Securities Market of Euronext

Dublin being temporarily suspended following the failure to file financial statements by the specified

deadline. The Vienna MTF listing was required to enable the Company to continue to avail of a

specific withholding tax exemption in Ireland (i.e. the quoted Eurobond exemption) for interest

payments under the Notes.

There were no other significant subsequent events since the financial year end up to the date of

approval of the financial statements requiring disclosure or amendment to these financial statements.

Accounting records

The Directors consider that they have complied with the requirements of Sections 281 to 285 of the

Companies Act 2014 with regard to adequate accounting records by employing service providers with

accounting personnel with the appropriate expertise. The accounting records of the Group and the

Company are held at the registered office, Fourth Floor, 3 George’s Dock, IFSC, Dublin 1.

The Group’s consolidated financial statements for the financial year ended 31 December 2024 are

available in European Single Electronic Format (“ESEF”) at the below link;

https://ind.millenniumbcp.pt/pt/Institucional/investidores/securitizacoes/Pages/default.aspx

Independent auditor

The independent auditor, Grant Thorton, was appointed on 13 May 2025 and has signified their

willingness to continue in office in accordance with Section 383(2) of the Companies Act 2014.

Statement of relevant audit information

Each director at the date of approval of this report confirms that:

• so far as the directors are aware, there is no relevant audit information of which the Company’s

auditor is unaware; and

• the directors have taken all steps that they ought to have taken as a director in order to make

themselves aware of any relevant audit information and to establish that the Company’s

auditor is aware of this information.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

DIRECTORS' REPORT (continued)

FINANCIAL YEAR ENDED 31 DECEMBER 2024

Directors’ Compliance Statement

The Directors acknowledge that they are responsible for securing compliance by the Company of its

relevant obligations as set out in the Companies Act 2014 (the “Relevant Obligations”).

The Directors further confirm that there is a Compliance Policy Statement in place setting out the

Company’s policies which, in the Directors’ opinion, are appropriate to ensure compliance with the

Company’s Relevant Obligations.

The Directors also confirm that appropriate arrangements and structures are in place which, in the

Directors’ opinion, are designed to secure material compliance with the Company’s Relevant

Obligations. During the financial year ended 31 December 2024, the Directors conducted a review of

the arrangements and structures in place. In discharging their responsibilities under Section 225 of the

Companies Act 2014, the Directors relied on the advice of persons who the Directors believe have the

requisite knowledge and experience to advise the Company on compliance with its Relevant

Obligations.

Corporate Governance Statement

Introduction

The Company is subject to and complies with the Companies Act 2014 and the Listing Rules of

Euronext Dublin. The Company does not apply additional requirements in addition to those required

by the above. Each of the service providers engaged by the Company is subject to their own corporate

governance requirements.

Financial reporting process

The Board of Directors ("the Board") is responsible for establishing and maintaining adequate internal

control and risk management systems of the Company in relation to the financial reporting process.

Such systems are designed to manage rather than eliminate the risk of failure to achieve the

Company's financial reporting objectives and can only provide reasonable and not absolute assurance

against material misstatement or loss.

The Board has established processes regarding internal control and risk management systems to ensure

its effective oversight of the financial reporting process. These include appointing the Administrator,

Wilmington Trust SP Services (Dublin) Limited, to maintain the accounting records of the Group and

the Company independent of the Arranger and the Custodian. The Administrator is contractually

obliged to assist the Group and the Company to maintain adequate accounting records as required by

the corporate administration agreement. To that end, the Administrator performs reconciliations of its

records to those of the Arranger and the Custodian.

The Board evaluates and discusses significant accounting and reporting issues as the need arises. From

time to time, the Board also examines and evaluates the Administrator's financial accounting and

reporting routines and monitors and evaluates the external auditor’s performance, qualifications and

independence.

Risk assessment

The Board is responsible for assessing the risk of irregularities whether caused by fraud or error in

financial reporting and ensuring the processes are in place for the timely identification of internal and

external matters with a potential effect on financial reporting. The Board has also put in place

processes to identify changes in accounting rules and recommendations and to ensure that these

changes are accurately reflected in the Group and the Company's financial statements.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

DIRECTORS' REPORT (continued)

FINANCIAL YEAR ENDED 31 DECEMBER 2024

Corporate Governance Statement (continued)

Control activities

The control structures in place within the Company, employed by the relevant service providers,

include appropriate division of responsibilities and specific control activities aimed at detecting or

preventing the risk of significant deficiencies in financial reporting for every significant account in the

financial statements and the related notes in the Company's annual report.

Monitoring

The Board has an annual process to ensure that appropriate measures are taken to consider and address

the shortcomings identified and measures recommended by the independent auditor.

Capital structure

No person has a significant direct or indirect holding of securities in the Company. No person has any

special rights of control over the Company's share capital. There are no restrictions on voting rights.

With regard to the appointment and replacement of Directors, the Company is governed by its Articles

of Association, the Companies Act 2014 and the Listing Rules of Euronext Dublin. The Articles of

Association themselves may be amended by special resolution of the shareholders.

Powers of Directors

The Board is responsible for managing the business affairs of the Company in accordance with the

Articles of Association. The Directors may delegate certain functions to the Administrator and other

parties, subject to supervision and direction by the Directors. The Directors have delegated the day to

day administration of the Company to the Administrator.

The Articles of Association provide that the Directors may exercise all the powers of the Company to

borrow money, to mortgage or charge its undertaking, property or any part thereof and may delegate

these powers to the Arranger.

Audit Committee

The sole business of the Company relates to the investment in a portfolio of mortgage receivables in

Portugal which is funded by issuing loan notes. Under Section 1551(11) (c) of the Companies Act

2014, such a Company may avail itself of an exemption from the requirement to establish an audit

committee.

Given the contractual obligations of the Administrator and the limited recourse nature of the securities

issued by the Company, the Board has concluded that there is currently no need for the Company to

have a separate audit committee in order for the Board to perform effective monitoring and oversight

of the internal control and risk management systems of the Company in relation to the financial

reporting process. Accordingly, the Company has availed itself of the exemption under Section

1551(11) (c) of the Companies Act 2014.

Signed on behalf of the board

_________________________

MR. P. BLESSING

Director

_________________________

MR. A. GERAGHTY

Director

Date: 29 October 2025

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

DIRECTORS’ RESPONSIBILITIES STATEMENT

The Directors are responsible for preparing the Directors’ Report and the Group and Company

financial statements in accordance with applicable law and regulations.

Irish company law requires the directors to prepare Group and Company financial statements for each

financial year. Under that law, the Directors have prepared the Group financial statements in

accordance with IFRS Accounting Standards (“IFRS”) as adopted by the EU and applicable law, and

have elected to prepare the Company financial statements in accordance with FRS 102 the Financial

Reporting Standard applicable in the UK and Republic of Ireland issued by the Financial Reporting

Council.

Under the law, the Directors must not approve the Group and the Company financial statements unless

they are satisfied that they give a true and fair view of the assets, liabilities and financial position as at

the end of the financial year of the Group and the Company respectively and in the case of the Group

financial statements, the profit or loss of the Group for the financial year.

In preparing these financial statements, the Directors are required to:

• select suitable accounting policies and then apply them consistently;

• make judgements and estimates that are reasonable and prudent;

• state whether the financial statements have been prepared in accordance with applicable

accounting standards and identify the standards in question, subject to any material departures

from those standards being disclosed and explained in the notes to the financial statements;

and

• prepare the financial statements on the going concern basis unless it is inappropriate to

presume that the Group and Company will continue in business.

The Directors are responsible for ensuring that the company keeps or causes to be kept adequate

accounting records which correctly explain and record the transactions of the company, enable at any

time the assets, liabilities, financial position and profit or loss of the company to be determined with

reasonable accuracy, enable them to ensure that the financial statements and directors’ report comply

with the Companies Act 2014, the Transparency (Directive 2004/109/EC) Regulations 2007 (as

amended) and the Listing Rules of Euronext Dublin and enable the financial statements to be audited.

They have general responsibility for taking such steps as are reasonably open to them to safeguard the

assets of the Group and of the Company, and to prevent and detect fraud and other irregularities.

The Directors are responsible for the maintenance and integrity of the corporate and financial

information included on the Company’s website. Legislation in Ireland governing the preparation and

dissemination of financial statements may differ from legislation in other jurisdictions.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

DIRECTORS’ RESPONSIBILITIES STATEMENT (continued)

Responsibility Statement, in accordance with the Transparency Regulations

Each of the Directors, whose names and functions are listed on page 1 confirm that, to the best of each

person’s knowledge and belief:

• The Group and Company financial statements, prepared in accordance with IFRS as adopted

by the EU and FRS 102 respectively, give a true and fair view of the assets, liabilities and

financial position of the Group and Company at 31 December 2023 and the Group’s result for

the financial year then ended; and

• The Directors’ Report contained in the Annual Report includes a fair review of the

development and performance of the business and the position of the Group and Company,

together with a description of the principal risks and uncertainties that they face.

Signed on behalf of the board

_________________________

MR. P. BLESSING

Director

_________________________

MR. A. GERAGHTY

Director

Date: 29 October 2025

Independent auditor’s report to the members of

Magellan Mortgages No.3 Public Limited Company

Report on the audit of the financial statements

Opinion

We have audited the financial statements of Magellan Mortgages No.3 PLC (the “Company”) and its

subsidiary (the “Group’’), contained within the reporting package 549300XNFHD4MIFBUH08-2024-12-

31-en.xhtml, which comprise the consolidated statement of comprehensive income, the consolidated

statement of changes in equity, the Company statement of changes in equity and the consolidated statement

of cash flows for the financial year ended 31 December 2024, the consolidated statement of financial

position, the Company statement of financial position as at that date, and the related notes to the financial

statements, including the material accounting policy information.

The financial reporting framework applied in the preparation of the Group’s consolidated financial

statements is Irish law, including the Commission Delegated Regulated 2019/815 regarding the single

electronic reporting format (ESEF) and IFRS Accounting Standards as adopted by the European Union

(“IFRS”). The financial statements of the Company have been prepared in accordance with Irish law and

accounting standards issued by the Financial Reporting Council including FRS 102 “The Financial

Reporting Standard applicable in the UK and Republic of Ireland” (Generally Accepted Accounting

Practice in Ireland).

In our opinion, the Group’s financial statements:

• give a true and fair view in accordance with IFRS, of the assets, liabilities and financial position of

the Group as at 31 December 2024, and of its financial performance and cash flows for the

financial year then ended; and

• have been properly prepared in accordance with the requirements of the Companies Act 2014,

Article 4 of the IAS Regulation.

In our opinion, Company’s financial statements:

• give a true and fair view in accordance with Generally Accepted Accounting Practice in Ireland, of

the assets, liabilities and financial position of the Company as at 31 December 2024; and

• have been properly prepared in accordance with the requirements of the Companies Act 2014.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (Ireland) (‘ISAs (Ireland))

and applicable law. Our responsibilities under those standards are further described in the ‘Responsibilities

of the auditor for the audit of the financial statements’ section of our report. We are independent of the

Group and Company in accordance with the ethical requirements that are relevant to our audit of the

financial statements in Ireland, including the Ethical Standard for Auditors (Ireland) issued by the Irish

Auditing and Accounting Supervisory Authority (IAASA), and the ethical pronouncements established by

Chartered Accountants Ireland, applied as determined to be appropriate in the circumstances for the entity.

We have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that

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

Independent auditor’s report to the members of

Magellan Mortgages No.3 Public Limited Company

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors’ use of going concern basis of

accounting in the preparation of the financial statements is appropriate. Our evaluation of the directors

assessment of the Group and Company’s ability to continue as a going concern basis of accounting

included:

• Obtaining and reviewing the directors’ formal assessment of going concern, including challenging

the key assumptions to determine whether they are appropriate, such as, but not limited to,

assessing the terms of the debt securities issued, operation of the priorities of payment, and the

limited recourse nature of these securities;

• Reviewing post year end performance and business activities for any indicators of material

uncertainties;

• Making enquiries with management and reviewing the board minutes in order to understand the

future plans and to identify potential contradictory information; and

• Assessing the adequacy of the disclosures with respect to the going concern assumption.

Based on the work we have performed, we have not identified any material uncertainties relating to events

or conditions that, individually or collectively, may cast significant doubt on the Group and Company’s

ability to continue as a going concern for a period of at least twelve months from the date when the financial

statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in

the relevant sections of this report.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our

audit of the financial statements of the current financial period and include the most significant assessed

risks of material misstatement (whether or not due to fraud) we identified, including those which had the

greatest effect on: the overall audit strategy, the allocation of resources in the audit, and the directing of

efforts of the engagement team. These matters were addressed in the context of our audit of the financial

statements as a whole, and in forming our opinion thereon, and therefore we do not provide a separate

opinion on these matters.

Overall audit strategy

We designed our audit by determining materiality and assessing the risks of material misstatement in the

financial statements. In particular, we looked at where the directors made subjective judgements, for

example, in respect of expected credit losses that involve making assumptions and considering future events

that are inherently uncertain. We also addressed the risk of management override of internal controls,

including evaluating whether there was any evidence of potential bias that could result in a risk of material

misstatement due to fraud.

Based on our considerations as set out below, our areas of focus included Valuation of financial assets

held at amortised cost – impairment calculation.

Independent auditor’s report to the members of

Magellan Mortgages No.3 Public Limited Company

Key audit matters (continued)

How we tailored our audit scope

The principal activity of the Group is to invest in a portfolio of mortgage receivables in Portugal, through

an investment in the Fundo (the “Fund”), a Portuguese securitisation fund Fundo de Titularização de

Créditos Magellan Tres, FTC. The Company is a special purpose vehicle, with listed debt on Euronext

Dublin. The Directors control the affairs of the Group and they are responsible for the overall investment

policy which is determined by them. The portfolio consists of loans originated by Banco Comercial

Português S.A. (the “Servicer”).

We tailored the scope of our audit taking into account the types of investments within the Group, the

involvement of third-party service providers and the industry in which the Group operates.

The Directors have delegated certain responsibilities to the Wilmington Trust SP Services (Dublin) Limited

(“Administrator”), including maintenance of the accounting records. The financial statements, which

remain the responsibility of the Directors, are prepared on their behalf by the Administrator.

In establishing the overall approach to our audit we assessed the risk of material misstatement taking into

account the nature, likelihood and potential magnitude of any misstatement. As part of our risk assessment,

we considered the Group’s interaction with the Administrator and Servicer, and we assessed the control

environment in place at the Administrator.

Materiality and audit approach

The scope of our audit is influenced by our application of materiality. We set certain quantitative thresholds

for materiality. These, together with qualitative considerations, such as our understanding of the Group and

its environment, the history of misstatements, the complexity of the Group and the reliability of the control

environment, helped us to determine the scope of our audit and the nature, timing and extent of our audit

procedures and to evaluate the effect of misstatements, both individually and on the financial statements

as a whole.

Based on our professional judgement, we determined materiality for the Group as follows: 1% of Total

Assets as at 31 December 2024. Total Assets was considered to be the most appropriate benchmark on

which to base our materiality based on the activities of the Group and the significance of the assets they

hold.

We have set performance materiality for the Group at 60%, having considered business risks and fraud

risks associated with the entity and its control environment, and the results of predecessor auditor’s file

review. This is to reduce to an appropriately low level the probability that the aggregate of uncorrected and

undetected misstatements in the financial statements exceeds materiality for the financial statements as a

whole.

We agreed with the Directors that we would report to them misstatements identified during our audit above

5% of materiality as well as misstatements below that amount that, in our view, warranted reporting for

qualitative reasons.

Independent auditor’s report to the members of

Magellan Mortgages No.3 Public Limited Company

Key audit matters (continued)

Significant matters identified

The risks of material misstatement that had the greatest effect on our audit, including the allocation of our

resources and effort, are set out below as significant matters together with an explanation of how we tailored

our audit to address these specific areas in order to provide an opinion on the financial statements as a

whole. This is not a complete list of all risks identified by our audit.

Significant matter

Description of Significant Matter and Audit Response

Valuation and

allocation of

financial assets

held at amortised

cost – impairment

calculation

(Note 5(e),5(p) 13

and 21(b))

There is a risk that the valuation of financial assets at amortised cost, as presented

in the Group’s Consolidated statement of financial position as at 31 December

2024, may not be valued in in accordance with the requirements of IFRS.

This matter required significant auditor attention due to the materiality of these

assets to the financial statements and the high degree of management judgement

involved in estimating expected credit losses. Determining the impairment charge

involves subjective assumptions, such as the probability of default, loss given

default, and forward-looking macroeconomic factors, which may have a

significant impact on valuation.

Due to the inherent estimation uncertainty and the complexity of the underlying

assumptions and data, we identified the valuation of financial assets measured at

amortised cost as a key audit matter.

With the assistance of the component audit team, the following audit work has

been performed to address the risks:

• Obtained an understanding of controls and process in place and

performed an evaluation of the design and implementation of key

controls relevant to the impairment process on financial assets held at

amortised cost;

• Performed roll-forward procedures on the loan portfolio and

substantively tested collections and other movements;

• Reviewed the directors’ expected credit loss assessment;

• Assessed the key assumptions including probability of default and loss

given default ratios used in the calculation of impairment loss in

accordance with the requirements of IFRS 9;

• Engaged our internal experts to review the methodology used to

calculate the impairment provision;

• Selected samples and performed testing of the accuracy of the staging

analysis of loans and receivables which are based off the internal ratings

determined of Banco Comercial Português S.A.; and

• Reviewed the financial statements disclosures related to impairment on

financial assets held at amortised cost in line with the requirements of

IFRS.

No issues were identified during the course of our audit.

Independent auditor’s report to the members of

Magellan Mortgages No.3 Public Limited Company

Other matter

The financial statements of the Group and the Company, for the financial year ended 31 December 2023,

were audited by Deloitte Ireland LLP who expressed an unmodified opinion on those statements on

30 April 2024.

Other information

Other information comprises information included in the annual report, other than the financial statements

and the auditor’s report thereon, including the Directors’ Report. The directors are responsible for the

other information. Our opinion on the financial statements does not cover the other information and,

except to the extent otherwise explicitly stated in our report, we do not express any form of assurance

conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information

and, in doing so, consider whether the other information is materially inconsistent with the financial

statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If we

identify such material inconsistencies in the financial statements, we are required to determine whether

there is a material misstatement in the financial statements or a material misstatement of the other

information. If, based on the work we have performed, we conclude that there is a material misstatement

of this other information, we are required to report that fact.

We have nothing to report in this regard.

Matters on which we are required to report by the Companies Act 2014

• We have obtained all the information and explanations which we consider necessary for the

purposes of our audit.

• In our opinion the accounting records of the Company were sufficient to permit the financial

statements to be readily and properly audited.

• The financial statements are in agreement with the accounting records.

• In our opinion the information given in the Directors’ Report is consistent with the financial

statements.

Based solely on the work undertaken in the course of our audit, in our opinion, the

Directors’ Report has been prepared in accordance with the requirements of the Companies Act

2014, excluding the requirements on sustainability reporting in Part 28.

Matters on which we are required to report by exception

Based on our knowledge and understanding of the Company and its environment obtained in the course

of the audit, we have not identified material misstatements in the Directors’ Report.

Under the Companies Act 2014 we are required to report to you if, in our opinion, the disclosures of

directors’ remuneration and transactions specified by sections 305 to 312 of the Act have not been made.

We have no exceptions to report arising from this responsibility.

Independent auditor’s report to the members of

Magellan Mortgages No.3 Public Limited Company

Corporate governance statement

In our opinion, based on the work undertaken in the course of our audit of the financial statements, the

description of the main features of the internal control and risk management systems in relation to the

financial reporting process, included in the Corporate Governance Statement, is consistent with the

financial statements and has been prepared in accordance with section 1373(2)(c) of the Companies Act

2014.

Based on our knowledge and understanding of the Company and its environment obtained in the course

of our audit of the financial statements, we have not identified material misstatements in the description of

the main features of the internal control and risk management systems in relation to the financial reporting

process included in the Corporate Governance Statement.

Responsibilities of directors for the financial statements

As explained more fully in the Directors’ responsibilities statement, the directors are responsible for the

preparation of the financial statements which give a true and fair view in accordance with Generally

Accepted Accounting Practice in Ireland, including FRS 102 and IFRS, and for such internal control as

they determine necessary to enable the preparation of financial statements that are free from material

misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Group and Company’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 directors either intends to liquidate the Group or the Company

or to cease operations, or has no realistic alternative but to do so.

Responsibilities of the auditor for the audit of the financial statements

The objectives of an auditor are to obtain reasonable assurance about whether the 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 (Ireland) 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

financial statements.

A further description of our responsibilities for the audit of the financial statements is located on the Irish

Auditing and Accounting Supervisory Authority’s website at: http://www.iaasa.ie/getmedia/b2389013-

1cf6-458b-9b8f-a98202dc9c3a/Description_of_auditors_responsibilities_for_audit.pdf. This description

forms part of our auditor’s report.

Independent auditor’s report to the members of

Magellan Mortgages No.3 Public Limited Company

Responsibilities of the auditor for the audit of the financial statements (continued)

Explanation as to what extent the audit was considered capable of detecting irregularities, including

fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design

procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of

irregularities, including fraud. Owing to the inherent limitations of an audit, there is an unavoidable risk

that material misstatement in the financial statements may not be detected, even though the audit is properly

planned and performed in accordance with the ISAs (Ireland).

Based on our understanding of the Group and industry, we identified that the principal risks of non-

compliance with laws and regulations related to compliance with the listing rules of Euronext Dublin and

the Vienna Multilateral Trading Facility, and we considered the extent to which non-compliance might have

a material effect on the financial statements. We also considered those laws and regulations that have a

direct impact on the preparation of the financial statements such as the local law and tax: Companies Act

2014 and Irish tax legislation. The Audit engagement partner considered the experience and expertise of

the engagement team, including valuation expert to the engagement to ensure that the team had appropriate

competence and capabilities to identify or recognise non-compliance with the laws and regulation. We

evaluated management’s incentives and opportunities for fraudulent manipulation of the financial

statements (including the risk of override of controls), and determined that the principal risks were related

to posting inappropriate journal entries to manipulate financial performance and management bias through

judgements and assumptions in significant accounting estimates, in particular in relation to significant one-

off or unusual transactions. We apply professional scepticism through the audit to consider potential

deliberate omission or concealment of significant transactions, or incomplete/inaccurate disclosures in the

financial statements. The group engagement team shared the risk assessment with the component auditors

so that they could include appropriate audit procedures in response to such risks in their work.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

• making enquiries of management on the policies and procedures in place regarding compliance

with laws and regulations, including consideration of known or suspected instances of non -

compliance and whether they have knowledge of any actual, suspected or alleged fraud;

• corroborating the enquiries made of management through review of the Group’s regulatory and

legal correspondence and review of minutes of directors’ meetings;

• obtaining an understanding of the entity’s current activities, the scope of authorisation and the

effectiveness of its control environment to mitigate risks related to fraud;

• discussion amongst the engagement team in relation to the identified laws and regulations and

regarding the risk of fraud, and remaining alert to any indications of non - compliance or

opportunities for fraudulent manipulation of financial statements through out the audit;

• identifying and testing journal entries to address the risk of inappropriate journals and management

override of controls;

• designing audit procedures to incorporate unpredictability around the nature, timing or extent of

our testing;

Independent auditor’s report to the members of

Magellan Mortgages No.3 Public Limited Company

Responsibilities of the auditor for the audit of the financial statements (continued)

Explanation as to what extent the audit was considered capable of detecting irregularities, including

fraud (continued)

• challenging assumptions and judgements made by management in their significant accounting

estimates, including business model assessment, measurement of impairment of Loans receivables

and valuation of derivative financial instrument; and

• review of the financial statement disclosures to underlying supporting documentation and inquiries

of management.

• we requested information from component auditors on instances of non-compliance with laws or

regulations that could give rise to a material misstatement of the group financial statements.

The primary responsibility for the prevention and detection of irregularities including fraud rests with those

charged with governance and management. As with any audit, there remains a risk of non - detection or

irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or override

of internal controls.

The purpose of our audit work and to whom we owe our responsibilities

This report is made solely to the Company’s members, as a body, in accordance with section 391 of the

Companies Act 2014. Our audit work has been undertaken so that we might state to the Company’s

members those matters we are required to state to them in an auditor’s report and for no other purpose.

To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the

company and the company’s members as a body, for our audit work, for this report, or for the opinions we

have formed.

Report on other legal and regulatory requirements

We were appointed by the Board of Directors on 13 May 2025 to audit the financial statements for the

financial year ended 31 December 2024. This is the first year we have been engaged to audit the financial

statements of the Company.

We have not provided non-audit services prohibited by the IAASA’s Ethical Standard and have remained

independent of the entity in conducting the audit.

The audit opinion is consistent with the additional report to the Board of Directors.

Sean Ridley

For and on behalf of

GRANT THORNTON

Chartered Accountants & Statutory Audit Firm

Dublin

Ireland

29 October 2025

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2024

		Year Ended	Year Ended
		31 December	31 December
		2024	2023
	Note	€	€
OPERATING INCOME
Interest income	6	8,356,773	7,773,187
Interest expense	7	(7,973,245)	(7,107,130)
Net (loss)/gain from derivative financial instruments	8	(146,534)	(471,847)
		236,994	194,210
Administrative expenses	9	(455,206)	(439,779)
Decrease in allowance for impairment	13	218,292	245,649
OPERATING PROFIT BEFORE TAXATION		80	80
Tax on profit on ordinary activities	10	(80)	(80)
PROFIT FOR THE FINANCIAL YEAR		-	-
Other comprehensive income		-	-
TOTAL COMPREHENSIVE INCOME FOR THE FINANCIAL YEAR		-	-

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

		31 December	31 December
		2024	2023
	Note	€	€
ASSETS
Financial assets measured at amortised cost
Financial Assets at amortised cost	13	150,747,760	173,224,094
Other receivables	14	219,839	377,190
Cash and cash equivalents	12	14,694,593	15,315,750
		165,662,192	188,917,034
Financial assets at fair value through profit or loss
Derivative assets	11	632,433	799,934
TOTAL ASSETS		166,294,625	189,716,968
LIABILITIES
Financial liabilities falling due within one year
Other payables	15	11,821,564	12,617,598
		11,821,564	12,617,598
Financial liabilities: Due after one year
Debt securities issued	16	154,433,061	177,059,370
		154,433,061	177,059,370
TOTAL LIABILITIES		166,254,625	189,676,968
EQUITY
Share capital	19	40,000	40,000
Retained earnings		-	-
TOTAL EQUITY		40,000	40,000
TOTAL LIABILITIES AND EQUITY		166,294,625	189,716,968

These financial statements were approved by the Board of Directors on 29 October 2025 and are

signed on their behalf by:

_________________________ _________________________

MR. A. GERAGHTY MR. P. BLESSING

Director Director

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

COMPANY STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

31 December

2024

2023

Note

€

ASSETS

Non-current assets

Investment in subsidiary undertaking

155,170,042

177,967,828

155,170,042

177,967,828

Current assets

Other receivables

1,346,850

1,765,122

Derivative assets

632,433

799,934

Cash and cash equivalents

9,096,406

9,117,941

11,075,689

11,682,997

TOTAL ASSETS

166,245,731

189,650,825

LIABILITIES

Financial liabilities falling due within one year

Other payables

11,772,670

12,551,455

11,772,670

12,551,455

Financial liabilities: Due after one year

Debt securities issued

154,433,061

177,059,370

154,433,061

177,059,370

TOTAL LIABILITIES

166,205,731

189,610,825

EQUITY

Share capital

40,000

Retained earnings

TOTAL EQUITY

40,000

TOTAL LIABILITIES AND EQUITY

166,245,731

189,650,825

The profit for the financial year ended 31 December 2024 for the Company was €Nil (2023: €Nil).

These financial statements were approved by the Board of Directors on 29 October 2025 and are

signed on their behalf by:

_________________________ _________________________

MR. A. GERAGHTY MR. P. BLESSING

Director Director

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FINANCIAL YEAR ENDED 31 DECEMBER 2024

	Share	Retained
	Capital	Earnings	Total
	€	€	€
Balance as at 1 January 2024	40,000	-	40,000
Profit for the year	-	-	-
Other comprehensive income	-	-	-
Total comprehensive income for the year	-	-	-
Balance as at 31 December 2024	40,000	-	40,000
Balance as at 1 January 2023	40,000	-	40,000
Profit for the year	-	-	-
Other comprehensive income	-	-	-
Total comprehensive income for the year	-	-	-
Balance as at 31 December 2023	40,000	-	40,000

COMPANY STATEMENT OF CHANGES IN EQUITY

FINANCIAL YEAR ENDED 31 DECEMBER 2024

Capital

Retained

Earnings

Total

€

Balance as at 1 January 2024

40,000

Profit for the year

Other comprehensive income

Total comprehensive income for the year

Balance as at 31 December 2024

40,000

Balance as at 1 January 2023

40,000

Profit for the year

Other comprehensive income

Total comprehensive income for the year

Balance as at 31 December 2023

40,000

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

CONSOLIDATED STATEMENT OF CASH FLOW

FINANCIAL YEAR ENDED 31 DECEMBER 2024

		Year Ended	Year Ended
		31 December	31 December
		2024	2023
	Note	€	€
CASH FLOWS FROM OPERATING ACTIVITIES
Operating results before taxation		80	80
Adjustments for (Decrease) in allowance for impairment of loans	13	(218,292)	(245,649)
Interest income	6	(8,356,773)	(7,773,187)
Interest expense	7	7,972,527	7,105,541
Amortisation of issue cost	7	718	1,589
Unrealised loss/(gain) on fair value of interest rate swaps		377,110	1,673,645
		(224,630)	762,019
Decrease in other receivables		157,352	206,712
Decrease in other payables		(17,821)	(47,049)
Tax paid		(80)	(80)
Net cash (outflow)/inflow from operating activities		(85,179)	921,602
Cash flows from investing activities
Principal receipts from mortgage receivables	13	22,694,626	29,227,775
Interest received		8,226,668	8,285,731
Net cash inflow from investing activities		30,921,294	37,513,506
Cash flows from financing activities
Redemption of debt securities issued	16	(22,627,027)	(29,187,938)
Interest paid		(8,830,245)	(8,919,706)
Net cash outflow from financing activities		(31,457,272)	(38,107,644)
Net (decrease)/increase in cash and cash equivalents		(621,157)	327,465
Cash and cash equivalents 1 January	12	15,315,750	14,988,285
Cash and cash equivalents 31 December	12	14,694,593	15,315,750

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

1. General

Magellan Mortgages No.3 Public Limited Company (the “Company”) was incorporated in Ireland

on 11 May 2005 as a public limited company with registered number 401997. The Company’s

registered address is Fourth Floor, 3 George’s Dock, IFSC, Dublin 1.

The Company has a subsidiary as at 31 December 2024 and 31 December 2023 and, therefore, the

Company has prepared consolidated financial statements incorporating the subsidiary’s results.

The Company’s ownership is in the following subsidiary:

Name of Subsidiary	Country of	Registered	Nature of the	% Ownership
	Incorporation	Address	Business
Fundo de Titularizacao	Portugal	SGFTC, SA	Securitisation vehicle	100% of the
de Creditos Magellan		Rua Castilho, 20	investing in a	units issued by
Tres (the “Fund”)		Lisbon, Portugal	portfolio of mortgage	the Fund
			receivables in
			Portugal

2. Basis of preparation

(a) Statement of Compliance

The Group financial statements have been prepared in accordance with IFRS Accounting

Standards (“IFRS”) and its interpretations as adopted by the EU. The financial statements are also

prepared in accordance with the Companies Act 2014, the rules applying to debt listed on Main

Securities Market of Euronext Dublin and Article 4 of the IAS Regulation.

The Company financial statements have been prepared in accordance with FRS 102 “The Financial

Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) as issued by the

Financial Reporting Council and the Companies Act 2014.

The Group’s and Company’s financial statements for the financial year ended 31 December 2024

and 31 December 2023 have been prepared on a going concern basis. The Directors anticipate

that the Financial Assets at amortised cost will continue to generate enough cash flow on an on-

going basis to meet the Group and the Company’s liabilities as they fall due. The Notes in issue

as at 31 December 2024 will mature in 2058. For these reasons, the Directors believe that the

going concern basis is appropriate.

In accordance with Section 304(2) of the Companies Act 2014, a separate statement of profit and

loss for the Company has not been presented. A single statement approach is adopted in

presenting a statement of comprehensive income. Also, an exemption has been taken in relation to

not being required to present a cash flow statement for the Company.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

2. Basis of preparation (continued)

(b) Basis of consolidation

The Group financial statements include the financial statements of the Company and its

subsidiary undertaking made up to the end of the financial year in accordance with IFRS.

A subsidiary is an entity controlled by the Company in accordance with IFRS 10 “Consolidated

Financial Statements” (“IFRS 10”). The financial statements of the subsidiary are included in the

consolidated financial statements from the date that control commences until the date that control

ceases. Financial statements of the subsidiary are made up to the reporting date.

All significant intra-group transactions and balances are eliminated on consolidation.

To meet the definition of a subsidiary under the Companies Act 2014 the Fund (the “lower

company”) is considered a subsidiary of Company (the “superior company”) if per section 7

(2)(b) the superior company has the right to exercise a dominant influence over it (i) by virtue of

provisions contained in the lower company’s constitution; or (ii) by virtue of a control contract.

To meet the definition of a subsidiary under the single control model of IFRS 10, the investor has

to control the investee. Control involves power, exposure to variability of returns and a linkage

between the two:

(i) The investor has existing rights that give it the ability to direct the relevant activities that

significantly affect the investee’s returns;

(ii) The investor has exposure or rights to variable returns from its involvement with the

investee; and

(iii) The investor has the ability to use its power over the investee to affect the amount of the

investor’s returns.

For the purposes of making this IFRS 10 assessment of power in (i) above, the ‘relevant

activities’ are the credit management activities of the mortgage asset portfolio as these are the

activities that significantly affect investor returns. These activities are performed by the Servicer,

as agent, effectively for the Company. The Fund consists of a fixed pool of assets and is not

permitted to acquire any additional assets, other than in the event of asset substitutions.

Accordingly, the deal structure is not a revolving transaction and therefore no decisions on re-

investment arise.

The relevant activities of the Fund are considered the key decisions that need to be made

regarding the mortgage asset portfolio, in particular the managing of the credit risk arising from

the mortgage receivables including the enforcement procedures to be implemented in relation to

defaulted loans. Power over the relevant activities is determined by contractual agreements

between the Fund and the Servicer and in accordance with the Regulations of funds in Portugal.

The Fund has a narrow and well-defined objective and is operated for the sole benefit of the

Unitholders. Applying the principal versus agent guidance in IFRS 10, the Directors consider that

the Servicer is an agent acting on behalf of the Company and that the Company has effectively

delegated power over the relevant activities when it made its investment in the Units of the Fund.

Furthermore, IFRS 10 requires that where an entity is a parent in line with the Standard, it

assesses whether it meets the definition of an Investment Entity (“IE”). If the parent meets the IE

definition, it shall not consolidate its subsidiary: instead, it is required to measure its investment

in a subsidiary at fair value through profit or loss.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

2. Basis of preparation (continued)

(b) Basis of consolidation (continued)

In determining whether the Company met the definition of an IE as set out in IFRS 10, the

Directors considered all facts and circumstances of the Company, including its purpose and

design.

The Directors are of the opinion that:

• The Company is a parent as the Fund qualifies as a subsidiary under IFRS 10; and

• The Company does not qualify as an IE as it does not meet one of the three mandatory

characteristics, namely that which is set out in IFRS 10.27(c) requiring the measurement

and evaluation of the performance of substantially all of its investment on a fair value

basis. The Company invests all monies received from its investors via its subsidiary, the

Fund. The Fund has invested in a portfolio of mortgage loan assets which are then

managed to earn returns for the investors. The Servicer does not obtain or report fair

value information to the Group with a view to use that as a primary measurement

attribute to evaluate the performance of the Financial Assets at amortised cost and

making investment decisions. The Company does not provide its investors with fair value

information on a routine basis other than as required by IFRS 13 in its annual financial

statements. Financial Assets at amortised cost are measured on an amortised cost basis as

set out in Note 5 (c) of the Group’s accounting policy.

3. Operating Segments

The standard on segmental reporting puts emphasis on the “management approach” to reporting on

operating segments. An operating segment is a component of the Company that engages in

business activities from which it may earn revenue and incur expenses. The Group is engaged as

one segment which involves investment in a portfolio of mortgage receivables in Portugal financed

through the issue of debt securities. The Directors perform regular reviews of the operating results

of the Group and make decisions using financial information at the Group level considering it as

one entity. Accordingly, the Directors believe that the Company has only one reportable operating

segment. The Directors are responsible for ensuring that the Company carries out business

activities in line with transaction documents. They may delegate some of the day-to-day

management of the business to other parties both internal and external to the Company. The

decisions of such parties are reviewed on a regular basis to ensure compliance with the policies and

legal responsibilities of the Directors.

4. New standards, amendments or interpretations

The following new standards, amendments and annual improvements became effective as of 1

January 2024:

• IFRS 16 Leases: Lease Liability in a Sale and Leaseback.

• IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or

Non-current.

• Amendments to IAS 1 Presentation of Financial Statements: Non-current Liabilities

with Covenants

• Amendments to IAS 7 & IFRS 7: Disclosures: Supplier Finance Arrangements (issued

on 25 May 2023).

The adoption of the new standards, interpretations and amendments have had no material impact

on the financial statements of the Group in the year of the initial application.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

4. New standards, amendments or interpretations (continued)

Standards issued but not yet effective

The standards and interpretations that are issued, but not yet effective, up to the date of issuance of

the Group’s financial statements are disclosed below.

Standards,	Narrative	Effective Date:
Interpretations		Annual periods
and amendments		beginning on or
		after
IFRS 18	Presentation and Disclosure in Financial Statements	1 January 2027
IFRS 19	Subsidiaries without Public Accountability: Disclosures	1 January 2027

The Directors anticipate that the adoption of the new standards, interpretations and amendments

that were in issue at the date of authorisation of these financial statements, but not yet effective,

will have no material impact on the financial statements of the Group in the year of the initial

application.

5. Summary of material accounting policies

The accounting policies set out below have been applied consistently in preparing the Group’s and

Company’s financial statements for the financial year ended 31 December 2024 and the

comparative information presented in these financial statements for the financial year ended 31

December 2023.

(a) Functional and presentation currency

These financial statements are presented in euro which is the Company’s and its subsidiary’s

functional currency. Functional currency is the currency of the primary economic environment in

which the entity operates. The issued share capital of the Company and its subsidiary is

denominated in euro and the debt securities issued by the Company are also denominated in euro.

The Directors of the Company believe that the euro most faithfully represents the economic effects

of the underlying transactions, events and conditions. All figures presented in euro are rounded to

the nearest euro.

(b) Financial instruments

The financial instruments held by the Group and Company include the following:

i. Financial Assets at amortised cost

ii. Derivative financial instruments

iii. Other receivables

iv. Debt securities issued

v. Other payables

Categorisation

The Group and Company measure derivative financial instruments at fair value through profit or

loss. Financial Assets at amortised cost and debt securities issued are measured at amortised

cost. Other receivables and other payables are also measured at amortised cost.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

5. Summary of material accounting policies (continued)

(b) Financial instruments (continued)

Recognition and initial measurement

The Group initially recognises all financial assets and liabilities on the trade date at which the

Group becomes a party to the contractual provisions of the instruments adjusted for initial direct

costs in the case of instruments not being subsequently measured at fair value through profit or

loss. Purchases and sales of financial assets and financial liabilities are recognised using trade date

accounting.

From trade dates, any gains and losses arising from changes in fair value of the financial assets or

financial liabilities measured at fair value through profit or loss are recorded through profit or loss

in the statement of comprehensive income. Financial assets and financial liabilities not categorised

as at fair value through profit or loss are subsequently measured at amortised cost.

From trade dates, any gains and losses arising from changes in fair value of the financial assets or

financial liabilities measured at fair value through profit or loss are recorded through profit or loss

in the statement of comprehensive income. Financial assets and financial liabilities not categorised

as at fair value through profit or loss are subsequently measured at amortised cost.

Derecognition

The Group derecognises a financial asset when the contractual rights to the cash flows from the

asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in

a transaction in which substantially all the risks and rewards of ownership of the financial asset are

transferred, and does not retain control of the financial asset. Any interest in transferred financial

assets that is created or retained by the Group is recognised as a separate asset or liability. The

Group derecognises a financial liability when its contractual obligations are discharged or

cancelled or expired.

Loans written-off

The Group write off a loan when it does not have reasonable expectations of recovering a

financial asset in its entirety or a portion thereof. Write-offs occur after all the recovery actions

developed by the Group prove to be fruitless. There have been no write-offs to date.

Offsetting

Financial assets and financial liabilities are offset and the net amount presented in the statement

of financial position when, and only when, the Group has a current legally enforceable right to set

off the amounts and intends either to settle on a net basis or to realise the asset and settle the

liability simultaneously. Income and expenses are presented on a net basis only when permitted

by the accounting standards, or for gains and losses arising from a group of similar transactions.

Fair value measurement

‘Fair value’ is the price that would be received to sell an asset or paid to transfer a liability in an

orderly transaction between market participants at the measurement date in the principal or, in its

absence, the most advantageous market to which the Group has access at that date. The fair value

of a liability reflects its non-performance risk.

When available, the Group measures the fair value of an instrument using the quoted price in an

active market for that instrument. A market is regarded as ‘active’ if transactions for the asset or

liability take place with sufficient frequency and volume to provide pricing information on an

ongoing basis. The Group measures instruments quoted in an active market at the mid-price.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

5. Summary of material accounting policies (continued)

(b) Financial instruments (continued)

If there is no quoted price in an active market, the Group uses valuation techniques that maximise

the use of relevant observable inputs and minimise the use of unobservable inputs. The fair value

of the financial instruments may be estimated by the directors based on values obtained from

brokers and specialist pricing vendors who may use a variety of valuation techniques such as

discounted cash flow techniques, option pricing models or any other valuation techniques that

provides an estimate of prices obtained should the investment be traded. If other independent

prices were available for the financial instruments, the valuation may be different to those

presented and those differences could be material. Valuation techniques include net present value

techniques, the discounted cash flow method, comparison to similar instruments for which

market observable prices exist, and valuation models.

The Group and Company uses widely recognised valuation models for determining the fair value

of common and simpler financial instruments like interest rate swaps, for which inputs into

models are market observable. The chosen valuation technique incorporates all of the factors that

market participants would take into account in pricing a transaction.

A financial asset is measured at amortised cost if it meets both of the following conditions and is

not designated as at FVTPL:

- it is held within a business model whose objective is to hold assets to collect contractual

cash flows; and

- its contractual terms give rise on specified dates to cash flows that are solely payments

of principal and interest (“SPPI”).

They are classified as Financial Assets at amortised cost and are initially measured at fair value

adjusted for initial direct costs and subsequently measured at amortised cost adjusted for any

allowance for impairment.

The amortised cost of the financial asset is the amount at which the financial asset is measured at

initial recognition, minus principal repayments, plus or minus the cumulative amortisation using

the effective interest rate method of any difference between the initial amount recognised and the

maturity amount minus any reduction for impairment. Impairment allowances are made to reduce

the value of the loans and the notes. Write-offs occur where there is no longer any likelihood of

further recovery of the balance.

(d) Investment in subsidiary undertaking

The investment in subsidiary undertaking represents an investment in Fundo de Titularização de

Créditos Magellan Tres (FTC) (the “Fund”) which is principally backed by a pool of mortgage

receivables. The investment in the subsidiary is held at cost less impairment.

The assets of the Fund comprise of cash at bank, interest receivable and the mortgage loans less

allowance for impairment. To the extent mortgages are prepaid and repaid, these repayments are

used to repay the Company’s unit investment.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

5. Summary of material accounting policies (continued)

(e) Impairment

The impairment model adopted under IFRS 9 requires the recognition of expected credit losses on

all financial assets measured at amortised cost or at fair value through other comprehensive income

(“FVOCI“).

In particular, IFRS 9:

– Requires more timely recognition of expected credit losses using a three-stage approach.

For financial assets where there has been no significant increase in credit risk since

origination, an allowance for 12 months expected credit losses is required. For financial

assets where there has been a significant increase in credit risk or where the asset is credit

impaired, an allowance for lifetime expected credit losses is required;

– The assessment of whether credit risk has increased significantly since origination is

performed for each reporting period by considering the change in risk of default occurring

over the remaining life of the financial instrument, rather than by considering an increase

in expected credit losses;

– The assessment of credit risk, and the estimation of expected credit losses, are required to

be unbiased and probability weighted. They should incorporate all available information

which is relevant to the assessment, including information about past events, current

conditions and reasonable and supportable forecasts of future events and economic

conditions at the reporting date. In addition, the estimation of expected credit losses should

take into account the time value of money. As a result, the recognition and measurement of

impairment is now more forward-looking. The resulting credit impairment charge will tend

to be more volatile. It will also tend to result in an increase in the total level of credit loss

allowances, since all financial assets will be assessed for at least 12 month expected credit

losses and the population of financial assets to which lifetime expected credit losses apply

is likely to be larger.

Expected credit losses

Expected credit losses are estimates of credit losses that are determined as follows:

Financial assets with no signs of impairment at the reporting date: the present value of the

difference between the contractual cash flows and the cash flows that the Group expects to receive;

• Financial assets with impairment at the reporting date: the difference between the gross

book value and the present value of the estimated cash flows;

• Unused credit commitments: the present value of the difference between the resulting

contractual cash flows if the commitment is made and the cash flows that the Group

expects to receive;

• Financial guarantees: the current value of the expected repayments less the amounts that

the Group expects to recover.

The main inputs used to measure ECLs basis should include the following variables:

• Probability of Default – PD;

• Loss Given Default – LGD; and

• Exposure at Default – EAD.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

5. Summary of material accounting policies (continued)

(e) Impairment (continued)

These parameters are obtained through internal statistical models and other relevant historical

data, considering the already existing regulatory models adapted to the requirements of IFRS 9.

The Group also uses models to forecast the evolution of the most relevant parameters to the

expected credit losses, namely probability of default, which incorporate forward-looking

information. This incorporation of forward-looking information is carried out in the relevant

elements considered for the calculation of expected credit losses.

PDs are estimated based on a certain historical period and will be calculated based on statistical

models. These models are based on internal data including both quantitative and qualitative

factors. If there is a change in the risk of the counterparty or exposure, the estimate of the

associated PD will also vary. The PDs will be calculated considering the contractual maturities of

exposures.

The risk grades are a highly relevant input for determining the PDs associated with each exposure.

Group collects performance and default indicators about their credit risk exposures with analysis

by types of customers and products.

LGD is the magnitude of the loss that is expected to occur if exposure goes into default. The

Group estimates the LGD parameters based on the historical recovery rates after entry into

counterparty defaults. The LGD models consider the associated collaterals, the counterparty

activity sector, the default time, as well as the recovery costs. In the case of contracts secured by

real estate, it is expected that the LTV (loan-to-value) ratios are a parameter of high relevance in

the determination of LGD.

The EAD represents the expected exposure if the exposure and / or customer defaults. The Group

obtains the EAD values from the counterparty's current exposure and potential changes to its

current value as a result of the contractual conditions, including amortizations and prepayments.

For commitments and financial guarantees, the value of the EAD will consider both the amount of

credit used and the expectation of future potential value that may be used in accordance with the

agreement.

As described above, with the exception of financial assets that consider a 12-month PD as they do

not present a significant increase in credit risk, the Group will calculate the ECL value considering

the risk of default during the maximum contractual maturity period of the contract, even if, for the

purpose of risk management, it is considered to be a longer period. The maximum contractual

period shall be considered as the period up to the date on which the Group has the right to require

payment or end the commitment or guarantee.

The PD point in time (“PDpit”) considered for the determination of the probability of performing

exposures at the reference date becoming defaulted exposures considers the expected values (in

each scenario considered in the ECL calculation) for a set of macroeconomic variables and

financial variables, based on three scenarios prepared by Banco Comercial Portugues, S.A’s (“the

Bank”) Economic Studies area. These scenarios, which are used across the Bank for various

purposes besides calculating impairment, consider existing projections by reference entities.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

5. Summary of material accounting policies (continued)

(e) Impairment (continued)

The scenarios and weightings considered at the end of 2023 and 2024, which can be considered as

conservative, are as follow:

Scenario		Weightings
	Dec 2023	Dec 2024
Central	60%	60%
Upside	10%	10%
Downside	30%	30%

At the end of 2024, the Bank updated the macroeconomic scenarios considering the forecasts

available in late December 2024 and prepared the projections for the first three years of the PD

curves (2025, 2026 and 2027, respectively). After the first three years, the PD point-in-time is

progressively adjusted to the Central tendency and after year 5, the point-in-time PD will equal the

PD through-the-cycle.

The table below systematizes the projections for 2024 and 2025 concerning the Central scenario

regarding some critical variables chosen to apply the forward-looking in the PD-PiT models:

These relationships were developed specifically based on the Bank’s historical information on the

behaviour of this parameter in different economic scenarios and are different by customer segment

and risk grade. Besides the regular updating of the time periods and the reference dates in the

estimation of each parameter used to calculate the ECL, no other methodological changes were

processed.

(f) Derivative financial instruments

Derivative financial instruments comprise all derivative assets and liabilities that are used to

economically hedge the interest rate risk arising from the Financial Assets at amortised cost. Such

derivatives are not formally designated into a qualifying hedge relationship and therefore all

changes in fair value are recognised immediately through profit or loss in the statement of

comprehensive income in the net gain or loss on derivative financial instruments. Please refer to

Note 5(j) for further information. Derivatives are included in assets when their fair value is

positive and liabilities when their fair value is negative unless the conditions for offset are met.

See page 27 for separate policy on offset.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

5. Summary of material accounting policies (continued)

(g) Debt securities issued

The debt securities issued are initially measured at fair value, which usually equates to the Notes

proceeds adjusted for incremental direct costs. Subsequently, they are carried at amortised cost

using the effective interest rate method. The issuance costs are amortised through profit or loss in

the statement of comprehensive income in line with the redemptions of the underlying Notes on

an effective yield basis as part of the interest expense line. These costs are fully amortised by the

earliest date at which the option to redeem the Notes may be exercised. The carrying amount of

the debt is increased by the issuance cost in respect of the reporting period and reduced by

payments in respect of the debt in that period.

Premiums on the issue of the debt securities are added to the principal balance on the Notes and

are accounted for using the effective interest rate method with reference to the earliest date at

which the option to redeem the Notes may be exercised.

(h) Embedded derivative in Class F Note

Derivatives may be embedded in another contractual arrangement (a “host contract”). The Group

accounts for an embedded derivative separately from the host contract when the host contract is a

liability and not itself carried at fair value through profit or loss, the terms of the embedded

derivative would meet the definition of a derivative if it was contained in a separate contract, and

the economic characteristics and risks of the embedded derivative are not closely related to the

economic characteristics and risks of the host contract. However, embedded derivatives with risks

and characteristics closely related to those of the host contracts are not separated and are

measured as part of the overall amortised cost of the related instrument. The Group presents the

embedded derivative in its statement of financial position as a single contractual agreement.

(i) Interest income and expense

Interest income on Financial Assets at amortised cost and interest expense on debt securities issued

are recognised using the effective interest rate method. Income on the investment in subsidiary

undertaking is recorded when the right to receive the income is established.

The effective interest rate method is a method of calculating the amortised cost of a financial asset

or a financial liability and of allocating the interest income or interest expense over the relevant

financial period. The effective interest rate is the rate that exactly discounts estimated future cash

flows (payments and receipts) through the expected life of the financial instrument or, when

appropriate, a shorter financial period to the gross carrying amount of the financial asset or to the

amortised cost of a financial liability.

When calculating the effective interest rate, the Company estimates cash flows considering all

contractual terms of the financial instrument but does not consider future credit losses. The

calculation includes all fees paid and received between parties to the contract that are an integral

part of the effective interest rate, transaction costs and all other premiums or discounts.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

5. Summary of material accounting policies (continued)

(j) Net gain/(loss) from derivative financial instruments

Net gain/(loss) from derivative financial instruments relates to derivative financial instruments

held by the Company for risk management purposes and includes realised and unrealised fair

value changes and settlements. It also includes fair value changes to a derivative which is

embedded in Class F notes.

(k) Other income and expenses

All other income and expenses are accounted for on an accruals basis.

(l) Taxation

Income tax expense comprises of current and deferred tax. Income tax expense is recognized in the

statement of comprehensive income except to the extent that it relates to items recognised directly

in equity, in which case it is recognised in equity.

Current tax is the expected tax payable on the taxable income for the year, using tax rates

applicable to the Group’s activities enacted or substantively enacted at the reporting date, and

adjustment to tax payable in respect of previous years.

Deferred tax is recognised in respect of all temporary differences that have originated but not

reversed at the reporting date. Provision is made at the rates expected to apply when the temporary

differences reverse. Temporary differences are differences between the Group’s taxable profits and

its results as stated in the financial statements that arise from the inclusion of gains and losses in

taxable profits in periods different from those in which they are recognised in the financial

statements.

A net deferred tax asset is regarded as recoverable and therefore recognised only when, on the

basis of all available evidence, it can be regarded as more likely than not that there will be suitable

taxable profits from which the future reversal of the underlying temporary differences can be

deducted.

(m) Cash and cash equivalents

Cash and cash equivalents includes cash held with banks and highly liquid financial assets with

original maturities of less than three months, which are subject to insignificant risk of changes in

their fair value and are used by the Group in the management of its short term commitments.

Cash and cash equivalents are carried and measured at amortised cost in the statement of

financial position.

(n) Foreign currency transaction

Transactions in foreign currencies are translated to the relevant entity’s functional currency (i.e.

euro) at exchange rates at the dates of the transactions. Monetary assets and liabilities

denominated in foreign currencies at the reporting date are retranslated to the functional currency

at the exchange rate at that date. The foreign currency gain or loss on monetary items is the

difference between amortised costs in the functional currency at the beginning of the period,

adjusted for effective interest and payments during the period, and amortised cost in foreign

currency translated at the exchange rate at the end of the period. Foreign currency differences

arising on retranslation are recognised through profit or loss in the statement of comprehensive

income and are included under administrative expenses.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

5. Summary of material accounting policies (continued)

(o) Share Capital

Share capital is issued in euro and has been determined to be classified as equity.

(p) Use of significant accounting judgements and estimates

The preparation of the financial statements requires management to make judgments, estimates

and assumptions that may affect the application of accounting policies and the reported amounts of

assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates

and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates

are recognized in the period in which the estimate is revised and in any future periods affected.

Allowance for impairment is a significant estimate.

The classification and measurement of financial assets depends on the results of the SPPI test

(analysis of the characteristics of the contractual cash flows to determine if they correspond only

to payments of principal and interest on the outstanding capital) and the test of the business model.

- Significant accounting judgements

The Group determines the business model at a level that reflects how financial asset groups are

managed together to achieve a specific business objective. This evaluation requires judgment,

since the following aspects, among others, have to be considered: the way in which the

performance of assets is evaluated; the risks that affect the performance of the assets and the way

these risks are managed; and how asset managers are rewarded.

The Group monitors the financial assets measured at amortized cost that are derecognised prior to

their maturity to understand the underlying reasons for their disposal and to determine whether

they are consistent with the purpose of the business model defined for those assets. This

monitoring is part of a process of continuous evaluation made by the Group of the business model

of the financial assets that remain in the portfolio, to determine if it is adequate and, if it is not, if

there was a change in the business model and consequently a prospective change classification of

these financial assets.

- Key sources of estimation uncertainty

The use of estimates and assumptions is an integral part of recognising amounts in the financial

statements that mostly relate to the determination of loss allowance on financial instruments

involves judgments and estimates regarding, among others, the following:

Significant increase in credit risk

Loss allowances correspond to the expected credit losses on a 12-month for the assets in stage 1

and the expected credit losses considering the probability of a default event occurring at some

point up to the maturity date of the instrument financial assets for assets in stages 2 and 3. An asset

is classified in stage 2 whenever there is a significant increase in its credit risk since its initial

recognition. In assessing the existence of a significant increase in credit risk, the Group considers

qualitative and quantitative information.

In estimating expected credit losses, the Group uses reasonable and sustainable forecasting

information that is based on assumptions about the future evolution of different economic drivers

and how each of the drivers impacts the remaining drivers.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

5. Summary of material accounting policies (continued)

(p) Use of significant accounting judgements and estimates (continued)

Significant increase in credit risk (continued)

The Group adopted as a quantitative criterion for assessing the significant increase in the credit

risk of the financial asset the relative change in the 12-month PD as a proxy for the change in the

lifetime PD. The criterion is based on the rating grade downgrade on the internal Rating Master

Scale (*) and since the initial recognition of the contract (**). The thresholds set for a stage

transfer, in notches downgrade, depend on the rating grade at inception of the transaction and on

the time on books.

* Following the implementation of the new Definition of Default (DoD) in 2020 (in accordance

with regulatory requirements), the Bank undertook a wide review of its internal credit risk models

(IRB), taking into account possible regulatory developments.

** Procedural rating grades 123 and 124, at inception and at reference date, and RG 125 at

inception are considered as qualitative criteria. Procedural rating grade 125 corresponds to default

status and stage 3, RG 124 refers to customers with material arrears of more than 30 days that are

not in default; RG 123 refers to clients managed by the credit recovery area and who do not have

active RG 124 or 125.

Probability of default

The probability of default represents a determining factor in the measurement of expected credit

losses. The probability of default corresponds to an estimate of the probability of default in a given

time period, which is calculated on the basis of historical data, assumptions and expectations about

future conditions.

Loss given default

It corresponds to a loss estimate in a default scenario. It is based on the difference between the

contractual cash flows and those that the Bank expects to receive, through the cash flows

generated by the customers' business or credit collaterals. The calculation of the estimate of loss

given default based on, among other aspects, the different recovery scenarios, historical

information, the costs involved in the recovery process and the estimation of the valuation of

collaterals associated with credit operations.

Fair value of derivative financial instruments

Fair values are based on listed market prices if available, otherwise fair value is determined either

by dealer price quotations (either for that transaction or for similar instruments traded) or by

pricing models, based on net present value of estimated future cash flows which considers the

market conditions for the underlying instruments, time value, yield curve and volatility factors.

These pricing models may require assumptions or judgments in estimating their fair values.

Consequently, the use of a different model or of different assumptions or judgments in applying a

particular model could result in different results from the ones reported.

(q) Significant areas of estimation, uncertainty and critical judgments

In particular, information about significant areas of estimation, uncertainty and critical judgments

in applying accounting policies that have the most significant effect on the amount recognized in

the financial statements are described in notes 5(b), 5(e) and 21 (f).

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

6. Interest income

	Year Ended	Year Ended 31
	31 December	December
	2024	2023
	€	€
Interest income on Financial Assets at amortised cost	8,356,773	7,773,187
	8,356,773	7,773,187

7. Interest expense

	Year Ended	Year Ended
	31 December	31 December
	2024	2023
	€	€
Interest (expense) on debt securities issued	(7,972,527)	(7,105,541)
Amortisation of issue costs on debt securities issued	(718)	(1,589)
	(7,973,245)	(7,107,130)

8. Net (loss)/gain from derivative financial instruments

	Year Ended	Year Ended
	31 December	31 December
	2024	2023
	€	€
Coupon income	20,967	1,714,341
Unrealised (loss)/profit on fair value of interest rate swaps	(167,501)	(2,186,188)
	(146,534)	(471,847)

9. Administrative expenses

	Year Ended	Year Ended
	31 December	31 December
	2024	2023
	€	€
Fund servicer, custodian and other fees	(281,578)	(280,574)
Transaction manager fees	(8,389)	(9,733)
Corporate service provider fees	(28,458)	(22,376)
Auditor’s remuneration	(82,399)	(80,749)
Other expenses	(54,382)	(46,347)
	(455,206)	(439,779)

The Company has no employees and the Directors received no remuneration for their services for

the financial year ended 31 December 2024 (2023: €Nil). The Company paid the Administrator

fees in the amount of €1,000 (2023: €1,000) for making directors available to the Company. No

amounts are payable to the Arranger or the Administrator or anyone else for making directors

available to the Company as at 31 December 2024 (2023: €Nil).

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

9. Administrative expenses (continued)

Company:

	Year Ended	Year Ended
	31 December	31 December
	2024	2023
	€	€
Audit of entity financial statements	32,500	22,540
Other assurance services	-	-
Tax advisory fees	5,000	5,695
Non audit services	-	-
	37,500	28,235

Group:

	Year Ended	Year Ended
	31 December	31 December
	2024	2023
	€	€
Audit of the group financial statements	32,500	5,000
Other assurance services	-	32,400
Tax advisory fees	-	1,000
Non audit services	-	-
	32,500	38,400

10. Tax on profit on ordinary activities

This Company qualifies as a special purpose vehicle under Section 110, Taxes Consolidation Act

1997. As such, the profits charged to corporation tax are computed in accordance with the

provisions applicable to Schedule D Case I which is taxed at the passive rate of 25%.

There is no Irish tax liability due as there are no gains or losses arising during the financial year.

The subsidiary has incurred Portuguese tax of €80 at the Fund level (2023: €80).

Taxation

	Year Ended	Year Ended
	31 December	31 December
	2024	2023
	€	€
Portuguese tax	80	80
Factors affecting tax charge for the year
Corporation taxation has been calculated based on the results for
for the year and the resulting taxation charges are as follows:
Accounting profit	-	-
Tax at Irish passive rate 25%	-	-
Portuguese tax at fund level	80	80
Current tax charge	80	80

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

11. Derivative financial instruments

As of 31 December 2024, the Company’s and Group’s holdings in derivative financial

instruments were as specified in the table below:

As of 31 December 2023, the Company’s and Group’s holdings in derivative financial

instruments were as specified in the table below:

Under the interest rate swap agreements with Credit Agricole, on each interest payment date, until

the earlier of the date of maturity of the Notes or the date of the early repayment of the Notes, (a)

the Company will pay to the Swap Counterparty certain amounts calculated by reference to (i) the

relevant weighted average EURIBOR interest rates applicable in respect of the mortgage loans

determined by deducting the weighted average spread and 12.5 basis points from the weighted

average rate of the mortgage loans in respect of which no payment is more than 90 days overdue

as at the beginning of each relevant Collection Period and (ii) a notional amount equal to the

Aggregate Principal Outstanding Balance of such mortgage loans as at the beginning of the

relevant Collection Period and (b) the Swap Counterparty will pay to the Company certain

amounts calculated by reference to the EURIBOR rate applicable to the Senior Notes on a

notional amount equal to the Aggregate Principal Outstanding Balance of such mortgage loans as

at the beginning of the relevant Collection. The fair value of the derivative financial instrument

has been calculated by the swap counterparty in accordance with the fair value measurement

detailed in note 5(b).

12. Cash and cash equivalents

	Group	Company	Group	Company
	31 December	31 December	31 December	31 December
	2024	2024	2023	2023
	€	€	€	€
Cash and cash equivalents	14,694,593	96,406	15,315,750	117,941
Cash reserve account	-	9,000,000	-	9,000,000
Total	14,694,593	9,096,406	15,315,750	9,117,941

All of the Group’s and Company’s cash balances are held with Citibank N.A., London branch.

As at the financial year end, the cash reserve account had a balance of €9,000,000 (2023:

€9,000,000). The cash reserve account may be used to reduce or eliminate any shortfall

between the revenue received and the expense payable (including interest expense) on any

particular interest payment date.

Type of contract	Currency	Expiration	Notional	Fair value	Fair value
				assets	(liabilities)
			€	€	€
Interest rate swap	Euro	May 2058	154,954,736	632,433	-

Type of contract	Currency	Expiration	Notional	Fair value	Fair value
				assets	(liabilities)
			€	€	€
Interest rate swap	Euro	May 2058	191,460,277	799,934	-

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

13. Financial Assets at amortised cost/Investment in subsidiary undertaking

		Company	Group	Company
	31 December	31 December Group	31 December	31 December
	2024	2024	2023	2023
	€	€	€	€
Financial assets at amortised cost	150,811,514	-	173,224,094	-
Investment in subsidiary undertaking	-	155,233,796	-	177,967,828
	150,811,514	155,233,796	173,224,094	177,967,828
Movements during the year:
At start of year
Principal	182,275,945	191,460,971	211,503,720	221,254,401
Impairment	(9,051,851)	(13,493,143)	(9,297,500)	(13,738,792)
Net balance at start of year	173,224,094	177,967,828	202,206,220	207,515,609
Redemptions	(22,694,626)	(23,016,078)	(29,227,775)	(29,793,430)
Reversal of ECL	218,292	218,292	245,649	245,649
Net balance at end of year	150,747,760	155,170,042	173,224,094	177,967,828
Principal	159,581,319	168,444,894	182,275,945	191,460,971
Impairment	150,747,760	155,170,042	173,224,094	177,967,828

The subsidiary undertaking of the Company is Fundo de Titularização de Créditos Magellan Tres

(FTC), a Portuguese securitisation fund, organised under the laws of the Portuguese Republic. The

Company purchased 100% of the units in the subsidiary.

The mortgage receivables comprise of first ranking mortgages on Portuguese real estate. As at the

financial year end, the weighted average interest rate and the weighted average remaining term of the

mortgage portfolio is 3.912% (2023: 4.796%) and 15.50 years (2023: 16.24 years) respectively.

Payments on the underlying mortgages are received on a monthly basis.

The Notes issued by the Company are principally secured by way of a first fixed security over the

entire mortgage portfolio.

Refer to note 21(d) for maturity analysis.

14. Other receivables

	Group	Company	Group	Company
	31 December	31 December	31 December	31 December
	2024	2024	2023	2023
	€	€	€	€
Accrued interest	166,693	1,346,850	225,259	1,677,850
Overdue interest	53,146	-	64,659	-
Other debtors	-	-	87,272	87,272
	219,839	1,346,850	377,190	1,765,122

Management is of the opinion that no ECL is required for other receivables.

(8,833,559) (13,274,852) (9,051,851) (13,493,143)

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

15. Other payables

	Group	Company	Group	Company
	31 December	31 December	31 December	31 December
	2024	2024	2023	2023
	€	€	€	€
Interest payable on the Notes	11,687,756	11,687,756	12,545,474	12,545,474
Accrued expenses	1,157	5,409	7,465	5,981
Sundry creditors	132,651	79,505	64,659	-
	11,821,564	11,772,670	12,617,598	12,551,455

16. Debt securities issued

	Group	Company	Group	Company
	31 December	31 December	31 December	31 December
	2024	2024	2023	2023
	€	€	€	€
Debt Securities issued
(see note (a) below)	154,433,061	154,433,061	177,059,370	177,059,370
	154,433,061	154,433,061	177,059,370	177,059,370
(a) The Notes comprise:
Amount owing to noteholders	154,433,834	154,433,834	177,060,861	177,060,861
Unamortised issue costs	(773)	(773)	(1,491)	(1,491)
	154,433,061	154,433,061	177,059,370	177,059,370

(b) Analysed as follows –

Group/Company:

	Gross
	Proceeds	Issue Costs	Net Proceeds
At the date of issue	€	€	€
Class A	1,413,750,000	(1,564,421)	1,412,185,579
Class B	33,750,000	(37,347)	33,712,653
Class C	15,750,000	(17,429)	15,732,571
Class D	36,750,000	(40,667)	36,709,333
Class E	19,600,000	(21,689)	19,578,311
Class F	250,000	(277)	249,723
	1,519,850,000	(1,681,830)	1,518,168,170

2024

		Cumulative	Cumulative	31 December
	Net Proceeds	Redemptions	Amortisation	2024
	€	€	€	€
Class A	1,412,185,579	(1,270,557,929)	1,564,870	143,192,520
Class B	33,712,653	(29,449,272)	37,279	4,300,660
Class C	15,732,571	(13,742,992)	17,398	2,006,977
Class D	36,709,333	(32,066,985)	40,556	4,682,904
Class E	19,578,311	(19,600,000)	21,689	-
Class F	249,723	-	277	250,000
	1,518,168,170	(1,365,417,178)	1,682,069	154,433,061

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

16. Debt securities issued (continued)

2023	Cumulative	Cumulative	Cumulative	31 December
	Net Proceeds	Redemptions	Amortisation	2023
	€	€	€	€
Class A	1,412,185,579	(1,249,543,949)	1,564,194	164,205,824
Class B	33,712,653	(28,818,079)	37,263	4,931,837
Class C	15,732,571	(13,448,435)	17,390	2,301,526
Class D	36,709,333	(31,379,687)	40,537	5,370,183
Class E	19,578,311	(19,600,000)	21,689	-
Class F	249,723	-	277	250,000
	1,518,168,170	(1,342,790,150)	1,681,350	177,059,370

Notes during the year was:

	Group	Company	Group	Company
	31 December	31 December	31 December	31 December
	2024	2024	2023	2023
	€	€	€	€
As at start of the year	177,059,370	177,059,370	206,245,719	206,245,719
Redeemed	(22,627,027)	(22,627,027)	(29,187,938)	(29,187,938)
	154,432,343	154,432,343	177,057,781	177,057,781
Amortised issue cost to profit or loss	718	718	1,589	1,589
As at end of the year	154,433,061	154,433,061	177,059,370	177,059,370
Maturity analysis:
> 5 years	154,433,061	154,433,061	177,059,370	177,059,370
	154,433,061	154,433,061	177,059,370	177,059,370

The Notes are due in May 2058 and the maturity analysis is based on contractual maturity. Refer

to note 21(d) for maturity analysis.

The Notes issued by the Company are limited recourse due to which each class of Noteholder

has the right to receive funds generated from the collateral assets to the extent that funds are

available and the right of each class of Noteholder to receive funds is governed by the priority

order of payments. Accordingly, the Company’s obligation to Noteholders is limited to the net

proceeds upon realisation of the collateral. Should the net proceeds be insufficient to make all

payments due in respect of the Notes, the deficit is borne by the Noteholders according to the

established priorities.

The Notes comprised, at issue, of €1,413.75m Class A Notes, €33.75m Class B Notes, €15.75m

Class C Notes, €36.75m Class D Notes, €19.6m Class E Notes and €0.25m Class F Notes.

• The Class A Notes bear interest at a margin of 26bps per annum over three-month

EURIBOR.

• The Class B Notes bear interest at a margin of 38bps per annum over three-month

EURIBOR.

• The Class C Notes bear interest at a margin of 58bps per annum over three-month

EURIBOR.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

16. Debt securities issued (continued)

• The Class D Notes bear interest at a margin of 106bps per annum over three-month

EURIBOR.

• The Class E Notes bear interest at a margin of 150bps per annum over three-month

EURIBOR.

• The Class F Notes receive interest based on the remaining income of the Company after

expenses.

All classes of Notes issued are collectively linked to the performance of the entire mortgage

portfolio. Prior to each Interest Payment Date, the Company receives available distribution

amounts in respect of the Collection Period and then makes payments as outlined in the

Offering Circular.

There is a priority of payments for the principal and interest in relation to Class A being the

most senior and then followed by Classes B, C, D, E with F being the most junior tranche. The

swap counterparty has priority of payment over the Noteholders.

The Directors consider that the timing of the repayment of the Notes is uncertain given that the

timing of such payments is dependent on the receipt of interest and principal amounts yielded by

the assets. The Notes are subject to mandatory redemption in part at each interest payment date

in an amount equal to the principal received or recovered in respect of the mortgage assets.

The Company has the option to redeem the Notes in whole at certain points in time dependent

upon various factors. The Company may redeem the Notes in whole, if not otherwise redeemed,

at any interest payment date following this date. If not otherwise redeemed, purchased or

cancelled, the Notes will be redeemed at their principal amount outstanding on the last interest

payment date falling due in May 2058.

The Notes issued by the Company are principally secured by way of a first fixed security over

the entire mortgage portfolio. The Notes are listed on the Main Securities Market of Euronext

Dublin.

The ratings of the Notes are:

31 December 2024	Class A	Class B	Class C	Class D	Class E	Class F
Standard & Poor’s	AAA	AAA	AAA	AA	NR	NR
Moody’s	Aaa	Aa1	Aa1	Aa3	NR	NR

31 December 2023	Class A	Class B	Class C	Class D	Class E	Class E
Standard & Poor’s	A	A	A	BB+	NR	NR
Moody’s	A1	Baa3	Ba2	B2	NR	NR

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

17. Embedded derivative

The Directors have determined that an embedded derivative exists in respect of the Class F

Note. The return on the Class F Note is linked to the return on the mortgage receivables.

Furthermore, all interest amounts payable by the Company under the Class F Notes will be

subordinated to the payment of principal and interest under the Senior Notes and Class E Notes

and it will only be payable to the extent that the Company has sufficient funds available for the

purpose.

However, it is the view of the Directors of the Company that the economic characteristics and

risks of the embedded derivative are closely related to the economic characteristics and risks of

the host contract; therefore, the embedded derivative is not separated from the host contract.

The Class F Notes receive interest based on the remaining income of the Company after

expenses.

During the financial year, a sum of €1,809,864 (2023: €2,714,755) was paid to the Class F

Noteholders.

18. Accounting categorisations and fair values of financial assets and liabilities

Group

	Fair value			Fair value
	through profit			through profit
	or loss	Amortised	Fair value	or loss	Amortised	Fair value
	2024	cost 2024	2024	2023	cost 2023	2023
	€	€	€	€	€	€
Financial assets at amortised
cost
Cash and cash equivalents	-	14,694,593	14,694,593	-	15,315,750	15,315,750
Financial Assets at amortised
cost	-	150,747,760	146,861,309	-	173,224,094	166,199,481
Other receivables	-	219,839	219,839	-	377,190	377,190
	-	165,662,192	161,775,741	-	188,917,034	181,892,421
Financial assets at fair value through profit or loss
Derivative assets	632,433	-	632,433	799,934	-	799,934
	632,433	165,662,192	162,408,174	799,934	188,917,034	182,692,355
Financial liabilities at amortised cost
Debt securities issued	-	154,433,061	150,586,610	-	177,059,370	170,074,757
Other payables	-	11,821,564	11,821,564	-	12,617,598	12,617,598
	-	166,254,625	162,408,174	-	189,676,968	182,692,355

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

18. Accounting categorisations and fair values of financial assets and liabilities (continued)

Company

	Fair value			Fair value
	through profit			through profit
	or loss	Amortised	Fair value	or loss	Amortised	Fair value
	2024	cost 2024	2024	2023	cost 2023	2023
	€	€	€	€	€	€
Financial assets at amortised
cost
Cash and cash equivalents	-	9,096,406	9,096,406	-	9,117,941	9,117,941
Investment in subsidiary	-	155,170,042	151,283,591	-	177,967,828	170,943,215
Other receivables	-	1,346,850	1,346,850	-	1,765,122	1,765,122
	-	165,613,298	161,726,847	-	188,850,891	181,826,278
Financial assets at fair value through profit or loss
Derivative assets	632,433	-	632,433	799,934	-	799,934
	632,433	165,613,298	162,359,280	799.934	188,850,891	182,626,212
Financial liabilities at amortised cost
Debt securities issued	-	154,433,061	150,586,610	-	177,059,370	170,074,757
Other payables	-	11,772,670	11,772,670	-	12,551,455	12,551,455
	-	166,205,731	162,359,280	-	189,610,825	182,626,212

19. Share capital

			Company	Group	Company
		Group 31 December	31 December	31 December	31 December
		2024	2024	2023	2023
Authorised		€	€	€	€
40,000	Ordinary shares
of €1 each Alotted, called up and fully paid		40,000	40,000	40,000	40,000
40,000	Ordinary shares
of €1 each		40,000	40,000	40,000	40,000

There are no restrictions on voting rights and the Company does not have any external capital

requirements.

20. Related party and certain other transactions

Group and Company

Transactions with Wilmington Trust SP Services (Dublin) Limited

The Company has entered into a Corporate Services Agreement (“CSA”) with Wilmington Trust

SP Services (Dublin) Limited for the provision of corporate services. P Blessing and A Geraghty,

the directors of the Company, are also directors of Wilmington Trust SP Services (Dublin) Limited.

Under the terms of the CSA, €28,458 (2023: €22,376) was paid to Wilmington Trust SP Services

(Dublin) Limited for these services during the year. The Company paid the Administrator fees in

the amount of €1,000 (2023: €1,000) for making directors available to the Company. The

services are provided under normal commercial terms.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

20. Related party and certain other transactions (continued)

Company

Transactions with Fundo de Titularização de Créditos Magellan Tres (FTC)

The Company has invested in the subsidiary undertaking. During the financial year, interest

income of €8,038,924 (2023: €6,283,467) has been paid to the Company. This income is

calculated in accordance with the requirements of the prospectus. At the financial year end, the

investment in subsidiary undertaking balance was €155,170,042 (2023: €177,967,828).

21. Financial risk management

The Company was incorporated for the purpose of participating in the securitization of a portfolio

of mortgage receivables which was financed by the issue of notes. The Company is not engaged in

any other activities.

Risk management framework

The Board of Directors has overall responsibility for the establishment and oversight of the

Company’s risk management framework.

The risk profile of the Company is such that market, credit, liquidity and other risks of the Financial

Assets at amortised cost and derivative financial instruments held for risk management purposes by

the Company are borne fully by the holders of debt securities issued.

The Group and Company have exposure to the following risks from their use of financial

instruments:

(a) Market risk;

(b) Credit risk;

(d) Liquidity and cashflow risk; and

(e) Concentration risk.

This note presents information about the Group’s and Company’s exposure to each of the above

risks, the Company’s objectives, policies and processes for measuring and managing risks.

(a) Market risk

Market risk is the risk that changes in market prices, such as interest rates, will affect the

Company’s income or the value of its holding of financial instruments and it also includes other

price risks. Interest rate risks are economically hedged through the interest rate swap agreement.

The objective of market risk management is to manage and control market risk exposures within

acceptable parameters while optimising the return on risk.

Market risk embodies the potential for both gains and losses and includes interest rate risk and price

risk.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

21. Financial risk management (continued)

(a) Market risk (continued)

(i) Interest rate risk

At the reporting date, the interest rate profile of the financial assets and liabilities was:

Interest rate risk table - Group

			Non interest
	Fixed	Floating	bearing	Total
		31 December 24 31 December 24	31 December 24	31 December 24
	€	€	€	€
Assets	-	166,074,786	219,839	166,294,625
Liabilities	-	(154,433,061)	(11,821,564)	(166,254,625)
Cumulative interest risk	-	11,641,725	(11,601,725)	40,000

The weighted average interest rate of the assets was 3.912%. The weighted average interest rate of

the liabilities was 3.3148%. The weighted average maturity period for both the assets and liabilities

was 15.50 years.

Interest rate risk table - Group

			Non interest
	Fixed	Floating	bearing	Total
	31 December 23	31 December 23	31 December 23	31 December 23
	€	€	€	€
Assets	-	189,339,778	377,190	189,716,968
Liabilities	-	(177,059,370)	(12,617,598)	(189,676,968)
Cumulative interest risk	-	12,280,408	(12,240,408)	40,000

The weighted average interest rate of the assets was 4.796%. The weighted average interest rate of

the liabilities was 4.2938%. The weighted average maturity period for both the assets and liabilities

was 16.24 years.

Interest rate risk table - Company

			Non interest
	Fixed	Floating	bearing	Total
	31 December 24	31 December 24	31 December 24	31 December 24
	€	€	€	€
Assets	-	164,898,881	1,346,850	166,245,731
Liabilities	-	(154,433,061)	(11,772,670)	(166,205,731)
Cumulative interest risk	-	10,465,820	(10,425,820)	40,000

The weighted average interest rate of the assets was 3.912%. The weighted average interest rate of

the liabilities was 3.3148%. The weighted average maturity period for both the assets and liabilities

was 15.50 years.

Interest rate risk table – Company

	Fixed	Floating	Non interest	Total
	31 December	31 December	bearing	31 December
	23	23	31 December 23	23
	€	€	€	€
Assets	-	187,885,703	1,765,122	189,650,825
Liabilities	-	(177,059,370)	(12,551,455)	(189,610,825)
Cumulative interest risk	-	10,826,333	(10,786,333)	40,000

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

21. Financial risk management (continued)

(a) Market risk (continued)

(i) Interest rate risk (continued)

The weighted average interest rate of the assets was 4.796%. The weighted average interest rate of

the liabilities was 4.2938%. The weighted average maturity period for both the assets and liabilities

was 16.24 years.

Sensitivity analysis

The Company has a very low level of risk due to the matching of assets and liabilities, i.e. the

mortgage receivables of the Company are either fixed or indexed to Euribor and the debt securities

issued by the Company, i.e. the Notes, are also indexed to Euribor. The Company also entered into

an interest rate swap to mitigate the interest rate risk associated with a mismatch between the interest

income receivable and the interest expense payable on the debt securities issued by the Company.

These factors mitigate the risk associated with any changes in the macro-economic mortgage

environment on account of any increase/decrease in interest income being matched by the same

increase/decrease in interest expense

In addition to this any shortfall will be borne by the Noteholders in accordance with the priority of

payments. However, the Noteholders are exposed to any shortfall due to the limited recourse nature

of the debt securities issued.

A change of 100 basis points in interest rates at the reporting date would have (increased)/ decreased

interest expense by the below amount. For variable instruments, this analysis assumes that all other

variables remain constant. The analysis is performed on the same basis for 2023.

	Group	Company	Group	Company
	Increase	Increase	Decrease	Decrease
31 December 2024	€	€	€	€
Debt securities issued	(1,541,838)	(1,541,838)	1,541,838	1,541,838

	Group	Company	Group	Company
	Increase	Increase	Decrease	Decrease
31 December 2023	€	€	€	€
Debt securities issued	(1,768,109)	(1,768,109)	1,768,109	1,768,109

The coupon rate for the debt securities issued have a floor of zero, and the coupon rate will not result

in negative (interest) cash flows for the Noteholders, therefore representing a saving on interest

expense.

(ii) Currency risk

Currency risk is the risk that the fair value or future cash flows of a financial instrument will

fluctuate because of changes in foreign exchange rates. The debt securities issued by the Company

are denominated in Euro. The financial assets of the Group and Company are also denominated in

Euro and, therefore, the Group and Company are not exposed to any material currency exchange

fluctuations. Hence, no sensitivity exchange analysis has been presented.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

21. Financial risk management (continued)

(a) Market risk (continued)

(iii) Price risk

Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate

because of changes in market prices (other than those arising from interest rate risk or currency

risk), whether those changes are caused by factors specific to the individual financial instrument

or its issuer, or factors affecting all similar financial instruments traded in the market.

Other price risk may include risks such as equity price risk, commodity price risk, prepayment

risk (i.e. the risk that one party to a financial asset will incur a financial loss because the other

party repays earlier or later than expected), and residual value risk.

In relation to the Group’s portfolio of mortgage loans, this is not subject to equity price risk,

commodity price risk and residual value risk. In relation to prepayment risk, the Directors do not

consider this to be a significant risk from the perspectives of either (i) the Noteholders, as the

portfolio is 100% floating rate (3-month Euribor based) or (ii) the Company itself, as any

fluctuation in the value of the loans held by the Company is borne by the Noteholders and/or

Swap Counterparty.

(b) Credit risk

Credit risk is the risk of financial loss to the Company if the counterparty to a financial instrument

fails to meet its contractual obligations and arises principally from the Company’s linked assets. The

policy of the Company in relation to credit risk is to expose itself to the credit risk in relation to

mortgage receivables; however, ultimately this risk is borne by the Noteholders. The Directors

consider this risk to be of an acceptable nature. During the life of the transaction, the Originator is

able to modify the terms and conditions of some of the loans on a limited basis or substitute some

loans. These changes may have an impact on the risk profile of the pool. The Originator’s ability to

make changes to the terms and conditions of the loans securitised is limited by permitted variations.

The Directors confirm that no asset substitution have occurred during 2024 and 2023.

Any reduction in the value of the mortgage receivables will be matched by a reduction in the

repayment obligations on the Notes.

The Company has set out the methodologies used and judgements exercised in determining its

expected credit loss (“ECL”) for financial year to 31 December 2024, as previously explained in

Note 5 above. The following table summarises the movement in loss allowance of the Group split by

stage for the financial year ended 31 December 2024.

	Stage 1	Stage 2	Stage 3	Total
	€	€	€	€
Balance at 01/01/2024	(13,369)	(78,241)	(8,960,241)	(9,051,851)
Impairment losses /	(737)	(29,952)	248,981	218,292
change in loss
allowance
Balance at 31/12/2024	(14,106)	(108,193)	(8,711,260)	(8,833,559)

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

21. Financial risk management (continued)

(b) Credit risk (continued)

The following table summarises the movement in impairment loss allowance of the Group split by

stage for the financial year ended 31 December 2023.

	Stage 1	Stage 2	Stage 3	Total
	€	€	€	€
Balance at 01/01/2023	(6,902)	(83,927)	(9,206,671)	(9,297,500)
Impairment losses /	(6,467)	5,686	246,430	245,649
change in loss
allowance
Balance at 31/12/2023	(13,369)	(78,241)	(8,960,241)	(9,051,851)

The following table summarises the analysis by stage of the mortgage receivables and associated

loss allowance of the Group as at 31 December 2024.

	Stage 1	Stage 2	Stage 3	Total
	€	€	€	€
Gross loans and advances to customers	128,947,405	20,697,331	9,936,583	159,581,319
Impairment	(14,106)	(108,193)	(8,711,260)	(8,833,559)
provisions/loss
allowance
Carrying amount	128,933,299	20,589,138	1,225,323	150,747,760
Loss allowance	0.01%	0.52%	87.66%	5.56%
coverage rate

The following table summarises the analysis by stage of the mortgage receivables and associated

loss allowance of the Group as at 31 December 2023.

	Stage 1	Stage 2	Stage 3	Total
	€	€	€	€
Gross loans and advances to customers	148,678,315	23,372,469	10,225,161	182,275,945
Impairment	(13,369)	(78,241)	(8,960,241)	(9,051,851)
provisions/loss
allowance
Carrying amount	148,664,946	23,294,228	1,264,920	173,224,094
Loss allowance	0.01%	0.34%	87.63%	4.97%
coverage rate

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

21. Financial risk management (continued)

(b) Credit risk (continued)

As at 31 December 2024, the Group had financial assets exposed to credit risk with a total

carrying amount of €166,294,625 (2023: €189,716,968). The majority of the credit risk relates to

Financial Assets at amortised cost of €150,747,760 (2023: €173,224,094) and the Group has

appointed Banco Comercial Portugues, S.A. as Servicer to manage this risk on behalf of the

Group. As at 31 December 2024, the Company had financial assets exposed to credit risk with a

total carrying amount of €166,245,731 (2023: €189,650,825). The majority of the credit risk relates

to the investment in subsidiary undertaking of €155,170,042 (2023: €177,967,828) and the Company

has appointed Banco Comercial Portugues, S.A. as Servicer of the underlying asset of the Fund to

manage this risk on behalf of the Company.

As at 31 December 2024, the following table includes the fair value of the collaterals (not limited

by the value of the collateral) associated to the loans portfolio by segment:

31 December 2024	Mortgage loans
Fair Value	Real Estate
< 0.5m
Number	5,691
Value (€)	151,021,037

As at 31 December 2023, the following table includes the fair value of the collaterals (not limited

by the value of the collateral) associated to the loans portfolio by segment:

31 December 2023	Mortgage loans
Fair Value	Real Estate
< 0.5m
Number	6,238
Value (€)	173,578,964

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

21. Financial risk management (continued)

(b) Credit risk (continued)

The analysis of the Financial Assets at amortised cost/investment in subsidiary undertaking is as

follows:

	2024	2023
Mortgage Portfolio:
Weighted average interest rate	3.912%	4.796%
Number of loans	5,691	6,238
Present LTV (outstanding loan amount/initial valuation)	38.3%	39.4%
Original LTV (initial loan amount/initial valuation)	73.6%	73.2%
Portfolio Trigger Event (maximum 4.5%): Arrears ratio	0.02%	0.02%
Mortgages loans in arrears (> 30 days)	€9,295,017	€9,840,882
No. of loans in arrears	284	305

Mortgage loans in arrears (>30 days)	2024	2023
	€	€
30 – 59 days	315,569	347,828
60 – 89 days	49,083	74,277
90 – 179 days	132,786	273,400
180 – 269 days	177,146	15,904
270 – 365 days	10,491	17,251
> 365 days	8,609,942	9,112,222
	9,295,017	9,840,882

Loan portfolio by interest rate

31 December 2024
	Loans average residual		% of Total
Type of Loans	maturity (years)	Interest rate	amount
Mortgage	15.07	Less than 1%	1.58%
Mortgage	14.35	From 1% to 2%	3.36%
Mortgage	14.66	From 2% to 3%	0.91%
Mortgage	15.45	From 3% to 4%	29.29%
Mortgage	15.61	= or > 5%	64.86%
Total			100.00%

Loan portfolio by interest rate

31 December 2023
	Loans average residual		% of Total
Type of Loans	maturity (years)	Interest rate	amount
Mortgage	16.05	Less than 1%	1.40%
Mortgage	15.30	From 1% to 2%	3.16%
Mortgage	15.41	From 2% to 3%	1.08%
Mortgage	16.91	From 3% to 4%	0.40%
Mortgage	16.28	= or > 5%	93.96%
Total			100.00%

The mortgage loans are secured by Portuguese residential assets.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

21. Financial risk management (continued)

(b) Credit risk (continued)

Loan portfolio by residual maturity

31 December 2024
	Loans average		% of Total
Originator	residual maturity	No. of loans	Notional amount
Banco Comercial Português	Less than 5 years	636	3.85%
Banco Comercial Português	From 5 to 10 years	1,734	23.25%
Banco Comercial Português	From 10 to 15 years	867	15.99%
Banco Comercial Português	From 15 to 20 years	1,885	41.35%
Banco Comercial Português	= or > 25 years	569	15.56%
Total		5,691	100.00%

Loan portfolio by residual maturity

31 December 2023
	Loans average		% of Total
Originator	residual maturity	No. of loans	Notional amount
Banco Comercial Português	Less than 5 years	621	3.03%
Banco Comercial Português	From 5 to 10 years	1,461	17.27%
Banco Comercial Português	From 10 to 15 years	1,342	20.16%
Banco Comercial Português	From 15 to 20 years	1,356	26.43%
Banco Comercial Português	= or > 25 years	1,519	33.11%
Total		6,299	100.00%

Cash at bank

The Group’s and Company’s cash balances are held mainly with Citibank N.A. London Branch

which is rated A+ by Standard and Poor’s in 2024 and A+ in 2023.

Swap counterparty credit rating

The long term Standard & Poor’s rating for the swap counterparty (Credit Agricole) is A (2023: A).

Operational risk is the risk of direct or indirect loss arising from a wide variety of causes associated

with the Group’s and Company’s processes, personnel and infrastructure, and from external factors

other than credit, market and liquidity issues such as those arising from legal and regulatory

requirements to corporate behaviour.

Operational risks arise from all of the Group’s and Company’s operations. The Company was

incorporated with the purpose of engaging in those activities outlined in the preceding paragraphs.

All corporate management and administration functions are outsourced to Wilmington Trust SP

Services (Dublin) Limited.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

21. Financial risk management (continued)

(d) Liquidity and cashflow risk

Liquidity risk is the risk that the Group and Company will encounter difficulties in meeting

obligations arising from its financial liabilities that are settled by delivering cash or another

financial asset or that such obligations will have to be settled in a manner disadvantageous to the

Company. The Company’s approach to managing liquidity is to ensure, as far as possible, that it

will always have sufficient liquidity to meet its liabilities when due, under both normal and

stressed conditions, without incurring unacceptable losses or risking damage to the Group’s

reputation.

The Company’s obligations under the Notes are limited to the expected receipts of accrued interest

and proceeds from the redemption of the mortgage receivables. There were no liquidity issues

experienced by the Group, Company or Swap Counterparty in respect of meeting obligations to the

Noteholders or the Swap Counterparty.

The following are the contractual maturities of financial liabilities including undiscounted

interest payments.

2024

Group		Gross
	Carrying	contractual	Less than	One to	Two to five	More than
	amount	cash flows	one year	two years	years	five years
Debt securities
issued	154,433,061	351,815,777	5,911,117	5,911,117	17,733,350	322,260,193
Other payables	11,821,564	11,821,564	11,821,564	-	-	-
	166,254,625	363,637,341	17,732,681	5,911,117	17,733,350	322,260,193

Company		Gross
	Carrying	contractual	Less than	One to	Two to five	More than
	amount	cash flows	one year	two years	years	five years
Debt securities issued	154,433,061	351,815,777	5,911,117	5,911,117	17,733,350	322,260,193
Other payables	11,772,670	11,772,670	11,772,670	-	-	-
	166,205,731	363,588,447	17,683,787	5,911,117	17,733,350	322,260,193

2023

Group		Gross
	Carrying	contractual	Less than	One to	Two to five	More than
	amount	cash flows	one year	two years	years	five years
Debt securities
issued	177,059,370	438,179,982	7,591,925	7,591,925	22,775,774	400,220,358
Other payables	12,617,598	12,617,598	12,617,598	-	-	-
	189,676,968	450,797,580	20,209,523	7,591,925	22,775,774	400,220,358

Company		Gross
	Carrying	contractual	Less than	One to	Two to five	More than
	amount	cash flows	one year	two years	years	five years
Debt securities issued	177,059,370	438,179,982	7,591,925	7,591,925	22,775,774	400,220,358
Other payables	12,551,455	12,551,455	12,551,455	-	-	-
	189,676,968	450,731,427	20,143,380	7,591,925	22,775,774	400,220,358

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

21. Financial risk management (continued)

(e) Concentration risk

All of the Financial Assets at amortised cost are mortgage receivables secured on residential

properties located in Portugal.

(f) Fair values

The Group’s and Company’s derivative financial assets are carried at fair value in the statement

of financial position. Usually, the fair value of the financial instruments can be reliably

determined within a reasonable range of estimates. The carrying amounts of all the Group’s and

Company’s financial assets and financial liabilities along with their fair values are disclosed in

Note 18.

Determining fair values

The determination of fair value for measurement and disclosure of financial assets and liabilities

for which there is no observable market price requires the use of valuation techniques as

described in accounting policy 5(b) under the sub-heading “Fair value measurement”. For

financial instruments that trade infrequently and have little price transparency, fair value is less

objective, and requires varying degrees of judgement depending on liquidity, concentration,

uncertainty of market factors, pricing assumptions and other risks affecting the specific

instrument.

The Group’s and Company’s accounting policy on fair value measurements is discussed under

accounting policy 5(b) under the sub-heading “Fair value measurement”.

Fair Value Hierarchy

The Group and Company measure fair values using the following hierarchy of inputs:

Level 1 Quoted market price (unadjusted) in an active market for an identical instrument.

Level 2 Valuation techniques based on observable inputs, either directly (i.e. quoted prices) or

indirectly (i.e. derived by prices). This category includes instruments valued using: quoted market

prices in active markets for similar instruments; quoted prices for similar instruments in markets

that are considered less than active; or other valuation techniques where all significant inputs are

directly or indirectly observable from market data.

Level 3 Valuation techniques using significant unobservable inputs. This category includes all

instruments where the valuation technique includes inputs not based on observable data and the

unobservable inputs could have a significant effect on the instrument’s valuation. This category

includes instruments that are valued based on quoted prices for similar instruments where

significant unobservable adjustments or assumptions are required to reflect differences between

the instruments.

The table below analyses financial instruments measured at fair value at the reporting date by the

level of fair value in the fair value hierarchy into which the fair value measurement is categorised.

The amounts are based on the values recognised in the statement of financial position. All fair

value measurements below are recurring.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

21. Financial risk management (continued)

(f) Fair values (continued)

Group/Company

Financial instruments not measured at fair value

The financial instruments not measured at fair value through profit or loss include financial assets

and financial liabilities whose carrying amounts approximate fair value and financial instruments

measured at amortised cost.

The following table sets out the fair values of financial instruments not measured at fair value and

analyses them by the level in the fair value hierarchy into which each fair value measurement is

categorised.

					Total
				Total fair	carrying
Group	Level 1	Level 2	Level 3	value	amount
	2024	2024	2024	2024	2024
	€	€	€	€	€
Financial assets
Cash and cash	14,694,593	-	-	14,694,593	14,694,593
equivalents
Financial Assets at amortised cost	-	-	146,861,309	146,861,309	150,747,760
Other receivables	-	219,839	-	219,839	219,839
	14,694,593	219,839	146,861,309	161,775,741	165,662,192
Financial liabilities
Debt securities issued	-	(150,357,155)	(229,455)	(150,586,610)	(154,433,061)
Other payables	-	(11,821,564)	-	(11,821,564)	(11,821,564)
	-	(162,178,719)	(229,455)	(162,408,174)	(166,254,625)

	Level 1	Level 2	Level 3	Total Fair Value
31 December 2024	2024	2024	2024	2024
	€	€	€	€
Derivative assets	-	632,433	-	632,433
Total	-	632,433	-	632,433

	Level 1	Level 2	Level 3	Total Fair Value
31 December 2023	2023	2023	2023	2023
	€	€	€	€
Derivative assets	-	799,934	-	799,934
Total	-	799,934	-	799,934

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

21. Financial risk management (continued)

(f) Fair values (continued)

Financial instruments not measured at fair value (continued)

					Total
				Total fair	carrying
Group	Level 1	Level 2	Level 3	value	amount
	2023	2023	2023	2023	2023
	€	€	€	€	€
Financial assets
Cash and cash	15,315,750	-	-	15,315,750	15,315,750
equivalents
Financial Assets at amortised cost	-	-	166,199,481	166,199,481	173,224,094
Other receivables	-	377,190	-	377,190	377,190
	15,315,750	377,190	166,199,481	181,892,421	188,917,034
Financial liabilities
Debt securities issued	-	(169,848,401)	(226,356)	(170,074,757)	(177,059,370)
Other payables	-	(12,617,598)	-	(12,617,598)	(12,617,598)
	-	(182,465,999)	(226,356)	(182,692,355)	(189,676,968)

					Total
				Total fair	carrying
Company	Level 1	Level 2	Level 3	value	amount
	2024	2024	2024	2024	2024
	€	€	€	€	€
Financial assets
Cash and cash	9,096,406	-	-	9,096,406	9,096,406
equivalents
Investment in subsidiary	-	-	151,283,591	151,283,591	155,170,042
undertaking
Other receivables	-	1,346,850	-	1,346,850	1,346,850
	9,096,406	1,346,850	151,283,591	161,726,847	165,613,298
Financial liabilities
Debt securities issued	-	(150,357,155)	(229,455)	(150,586,610)	(154,433,061)
Other payables	-	(11,772,670)	-	(11,772,670)	(11,772,670)
	-	(162,129,825)	(229,455)	(162,359,280)	(166,205,731)

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

21. Financial risk management (continued)

(g) Fair values (continued)

Financial instruments not measured at fair value (continued)

					Total
				Total fair	carrying
Company	Level 1	Level 2	Level 3	value	amount
	2023	2023	2023	2023	2023
	€	€	€	€	€
Financial assets
Cash and cash	9,117,941	-	-	9,117,941	9,117,941
equivalents
Investment in subsidiary	-	-	170,943,216	170,943,216	177,967,828
undertaking
Other receivables	-	1,765,122	-	1,765,122	1,765,122
	9,117,941	1,765,122	170,943,216	181,826,279	188,850,891
Financial liabilities
Debt securities issued	-	(169,848,401)	(226,356)	(170,074,757)	(177,059,370)
Other payables	-	(12,551,455)	-	(12,551,455)	(12,551,455)
	-	(182,399,856)	(226,356)	(182,626,212)	(189,610,825)

The Group and Company determined the fair value of the Financial Assets at amortised cost held

as representing the difference between the fair values of the other net assets of the Company on

the basis of the principle that the cash flows arising from the assets are fully attributable to the

Group’s liability holders, the Noteholders, except for the €40,000 set aside in respect of the fully

paid-up share capital.

For the most senior tranches of debt securities, Class A, Class B, Class C and Class D, the Group

and Company has determined the fair value of the debt securities held with reference to quoted

prices in markets that are not active, that is, markets in which there are few transactions for the

liability. The fair value of the Class F notes have been determined by an internal model using

unobservable inputs.

The debt securities issued have been classified as both Level 2 and Level 3. The most senior

tranches of debt securities, which are listed, Class A, Class B, Class C and Class D have been

classified as Level 2. Class F has been classified as Level 3.

The other receivables and other payables have been classified under Level 2. Due to their short-

term nature, the Directors are of the view that the carrying values approximate the fair values.

MAGELLAN MORTGAGES NO.3 PUBLIC LIMITED COMPANY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL YEAR ENDED 31 DECEMBER 2024

22. Ultimate controlling parties

The sole shareholder is Wilmington Trust SP Services (Dublin) Limited who holds all 40,000

shares of the Company in trust for charity under the terms of a declaration of trust.

The trustee has appointed a Board of Directors to run the day to day activities of the Company.

The Board have considered the issue as to who is the ultimate controlling party of the Company.

It has determined that the control of the day to day activities rests with the Board. The Board is

composed of two directors, Alan Geraghty and Peter Blessing. Alan Geraghty is also a director of

Wilmington Trust SP Services (Dublin) Limited, being the entity that acts as administrator of the

Company.

23. Capital management

Share Capital of €40,000 was issued in line with Irish Company Law and is not used for financing

the investment activities of the Group.

The Group is not subject to any other externally imposed capital requirements.

24. Subsequent events

In May 2025 the Company successfully completed an application to have the Notes admitted to

listing on the Vienna Multilateral Trading System (the “Vienna MTF”). The decision to list the

Notes on the Vienna MTF was made as a result of the original listing on the Main Securities

Market of Euronext Dublin being temporarily suspended following the failure to file financial

statements by the specified deadline. The Vienna MTF listing was required to enable the

Company to continue to avail of a specific withholding tax exemption in Ireland (i.e. the quoted

Eurobond exemption) for interest payments under the Notes.

There were no other significant subsequent events since the financial year end up to the date of

approval of the financial statements requiring disclosure or amendment to these financial

statements.

25. Approval of the financial statements

The Board of Directors approved these financial statements on 29 October 2025.