Waha Capital CompanyADX: WAHA

Report and consolidated financial information for the nine month period ended 30 September 2024

Nov 15, 2024 at 12:10 PM UTC · Issued by Waha Capital Company

Report and interim condensed consolidated financial statements for

the nine-month period ended 30 September 2024

www.wahacapital.ae

TABLE OF CONTENTS

01	02	03
Report on review of interim	Interim condensed	Interim condensed
condensed consolidated	consolidated statement of	consolidated statement of
financial statements	financial position	profit or loss

04	05	06
Interim condensed	Interim condensed	Interim condensed
consolidated statement of	consolidated statement of	consolidated statement of
comprehensive income	changes in equity	cash flows

Notes to the interim

condensed consolidated

financial statements

Interim condensed consolidated statement of profit or loss

			Nine-month		Nine-month	Three-month		Three-month
			period ended		period ended	period ended		period ended
			30 September		30 September	30 September		30 September
			2024	2023			2024	2023
			(Unaudited)		(Unaudited)	(Unaudited)		(Unaudited)
	Notes	AED '000		AED '000	AED '000		AED '000
Revenue from sale of goods and services	18				101,592				29,676
	111,042			33,240

Cost of sale of goods and services	18		(83,526)	(79,100)			(26,653)	(25,595)
Gross profit			27,516		22,492			6,587		4,081
Share of profit from equity-accounted

associates and joint ventures, net	9		16,668	3,639			3,365	2,041
Gain on disposal of equity-accounted
associates and joint ventures			-	5,021			-	-
Income from financial investments, net	19		788,702	601,002			340,578	155,208
Income from investment property, net				32,218				8,750
		39,670			13,078
Other income, net			32,679	15,079			12,366	9,031
Net operating income			905,235		679,451			375,974		179,111
General and administrative expenses	20		(185,057)	(178,953)			(62,034)	(58,256)
Finance cost, net	21		(198,147)	(93,280)			(63,546)	(31,783)
Profit before tax			522,031		407,218			250,394		89,072
Tax expense			(3,015)		-			(765)		-
Profit for the period			519,016		407,218			249,629		89,072
Profit for the period attributable to:
Owners of the parent company			282,240	222,486			77,564	53,630
Non-controlling interests			236,776	184,732			172,065	35,442
Profit for the period			519,016		407,218			249,629		89,072
Basic and diluted earnings per share

attributable to the owners of the
parent company (AED)	13		0.152	0.118			0.041	0.028

The notes numbered 1 to 23 are an integral part of these interim condensed consolidated financial statements.

Interim condensed consolidated statement of comprehensive income

	Nine-month		Nine-month	Three-month			Three-month
	period ended		period ended	period ended			period ended
	30 September		30 September	30 September			30 September
	2024	2023		2024		2023
	(Unaudited)		(Unaudited)	(Unaudited)			(Unaudited)
	AED '000		AED '000	AED '000			AED '000

Profit for the period	519,016	407,218		249,629		89,072

Other comprehensive (loss) / income

Items that may be reclassified
subsequently to profit or loss:
Share of effective portion of changes in
fair value of cash flow hedges	(348)	-		(348)		-
Share of change in other reserves of
equity-accounted associates and joint
ventures (note 9)	(2,537)	-		(599)		-
Release of share of other reserves of
equity-accounted associates and joint
ventures upon disposal)	-	88		-		-
	(2,885)		88		(947)			-
Total comprehensive income for the
period	516,131	407,306		248,682		89,072

Total comprehensive income for the
period attributable to:
Owners of the parent company	279,355	222,574		76,617		53,630
Non-controlling interests	236,776	184,732		172,065		35,442
Total comprehensive income for the
period	516,131	407,306		248,682		89,072

The notes numbered 1 to 23 are an integral part of these interim condensed consolidated financial statements.

Interim condensed consolidated statement of changes in equity

For the nine-month period ended 30 September

														Equity
														attributable to
									Cash flow					owners of the		Non-
		Share		Treasury		Retained		Statutory	hedging	Other		Total		parent		controlling
		capital		shares		earnings		reserve	reserve	reserves		reserves		company		interests		Total equity
		AED '000		AED '000		AED '000		AED '000	AED '000	AED '000		AED '000		AED '000		AED '000		AED '000
At 1 January 2023 (Audited)	1,944,515		(161,194)		1,140,733		583,629	-	(6,560)		577,069		3,501,123		1,827,823		5,328,946
Profit for the period	-		-		222,486		-	-	-		-		222,486		184,732		407,218
Other comprehensive income	-		-		-		-	-	88		88		88		-		88
Total comprehensive income	-		-		222,486		-	-	88		88		222,574		184,732		407,306
Cash dividend (note 13)	-		-		(150,681)		-	-	-		-		(150,681)		-		(150,681)
Sale of treasury shares, net	-		7,121		-		-	-	-		-		7,121		-		7,121
Loss on acquisition of investment from
non-controlling interests	-		-		(2,932)		-	-	-		-		(2,932)		(1,605)		(4,537)
Contributions by
non-controlling interests, net (note 5)	-		-		-		-	-	-		-		-		436,350		436,350
Distributions paid to non-controlling interests	-		-		-		-	-	-		-		-		(2,843)		(2,843)
At 30 September 2023 (Unaudited)	1,944,515		(154,073)		1,209,606		583,629	-	(6,472)		577,157		3,577,205		2,444,457		6,021,662
At 1 January 2024 (Audited)	1,944,515		(187,066)		1,383,212		627,639	-	(10,727)		616,912		3,757,573		2,911,542		6,669,115

Profit for the period	-		-		282,240		-	-	-		-		282,240		236,776		519,016
Other comprehensive loss	-		-		-		-	(348)	(2,537)		(2,885)		(2,885)		-		(2,885)
Total comprehensive income / (loss)	-		-		282,240		-	(348)	(2,537)		(2,885)		279,355		236,776		516,131
Cash dividend (note 13)	-		-		(188,351)		-	-	-		-		(188,351)		-		(188,351)
Purchase of treasury shares, net			(20,283)		-		-	-	-		-		(20,283)		-		(20,283)
Cancellation of treasury shares (note 13)	(61,001)		154,073		(93,072)		-	-	-		-		-		-		-
Contributions by
non-controlling interests, net (note 5)	-		-		-		-	-	-		-		-		880,769		880,769
At 30 September 2024 (Unaudited)		1,883,514		(53,276)		1,384,029		627,639	(348)	(13,264)		614,027		3,828,294		4,029,087		7,857,381

The notes numbered 1 to 23 are an integral part of these interim condensed consolidated financial statements.

Interim condensed consolidated statement of cash flows

For the nine-month period ended 30 September			2024	2023
			(Unaudited)		(Unaudited)
	Note	AED '000		AED '000
Cash flows from operating activities
Profit before tax			522,031	407,218
Adjustments for:

Depreciation on property and equipment, net			4,563	6,741
Depreciation on right-of-use assets	17		8,913	8,855
Finance cost, net	21		198,147	93,280
Charge for employees' end of service benefits			2,259	3,381
Amortisation of intangible assets			3	-
Reversal for expected credit losses			4,980	5,920
Interest expense on lease liabilities	21		(1,575)	(1,505)
Share of profit from equity-accounted associates and joint ventures,
net	9		(16,668)	(3,639)
Gain on disposal of equity-accounted associates and joint ventures			-	(5,021)
Income from financial assets at fair value through profit or loss	19		(788,702)		(601,002)
			(66,049)	(85,772)
Interest received			215,024	74,566
Dividend received			187,477	102,760
Dividend from equity-accounted associates and joint ventures	9		5,927	2,036
Proceeds from equity-accounted associates and joint ventures			-	7,919
Investments in financial assets at FVTPL, net			(950,787)	(637,644)
Loans (repaid) / obtained for financial assets at FVTPL, net	14		(495,925)	1,335,609
Finance cost paid on loans obtained against financial assets at
FVTPL			(158,913)	(31,170)
Loan investment provided including accrued interest			(4,708)	(4,129)
Changes in assets and liabilities:

Change in inventories			(138)	(279)
Change in trade and other receivables			1,175,687	(994,455)
Change in trade and other liabilities			(92,810)		128,979
Net cash used in operations			(185,215)	(101,580)
Employees' end of service benefits paid			(2,249)		(995)
Net cash used in operating activities			(187,464)	(102,575)
Cash flows from investing activities

Purchase of intangibles, net			(1,246)	(75)
Payments made for development of investment property			(6,280)	(83,613)
Purchase of property and equipment, net			(2,190)	(2,686)
Interest received			48,597		27,529
Net cash generated from / (used in) investing activities			38,881	(58,845)
Cash flows from financing activities

Finance cost paid on borrowings			(98,489)	(88,029)
Principal paid on lease liabilities			(5,642)	(9,640)
Loans repaid			(607,267)	(25,910)
Loans obtained			453,966	77,723
Dividends paid	13		(188,351)	(150,681)
Contributions by non-controlling interest holders, net	5		880,769	436,350
Acquisition from non-controlling interest holders			-	(4,537)
Distributions paid to non-controlling interest holders			-	(2,843)
Proceeds from treasury shares sale			-		1,801
Net cash generated from financing activities			434,986		234,234
Net increase in cash and cash equivalents			286,403	72,814
Cash and cash equivalents at 1 January			866,942		797,349
Cash and cash equivalents at 30 September	12		1,153,345		870,163

The notes numbered 1 to 23 are an integral part of these interim condensed consolidated financial statements.

Notes to the Interim condensed consolidated financial statements

Legal status and principal activities
Al Waha Capital PJSC ("the Company") is a public joint stock company with limited liability, formed in the Emirate of Abu
Dhabi, United Arab Emirates, by Emiri Decree No.10 dated 20 May 1997 and incorporated on 12 July 1997.
These interim condensed consolidated financial statements for the nine-month period ended 30 September 2024 comprise the results and financial position of the Company and its subsidiaries (collectively referred to as "the Group") and the Group's interest in associates and jointly controlled entities ("associates and joint ventures").
The Group invests in a wide range of sectors, including public markets, industrial real estate, infrastructure, healthcare, fintech and oil and gas.
The Group's consolidated financial statements for the year ended 31 December 2023 are available on its website www.wahacapital.comand upon request at the Company's registered office at P.O. Box 28922, Etihad Towers, 42nd floor,
Tower 3, Abu Dhabi, UAE.
Basis of preparation
2.1 Statement of compliance

These interim condensed consolidated financial statements for the nine-month period ended 30 September 2024 have been prepared in accordance with IAS 34 Interim Financial Reporting. These do not include all the information required for full annual consolidated financial statements and should be read in conjunction with the consolidated financial statements of the Group as at and for the year ended 31 December 2023.

2.2 Subsidiaries

Details of the Group's material subsidiaries at the end of the reporting period are as follows.

			Group's shareholding
	Country of		30 September	31 December
Subsidiary	incorporation	Principal activity	2024	2023
Private Investments
Al Waha Land LLC	UAE	Industrial Real Estate	100%	100%
WPI Health Investment LLC	UAE	Healthcare	100%	100%
	Cayman
Waha VAS Limited	Islands	Investment in Optasia	100%	100%
	Cayman
Waha Energy Limited	Islands	Energy	100%	100%
Asset Management
Waha Investment PrJSC	UAE	Investment manager	100%	100%
Waha Investment Management	Cayman
Company SPC1	Islands	Financial investments

1 The Group owns 48.7% of Waha MENA Equity Fund SP (31 December 2023: 51.2%), 41.3% of Waha Emerging Markets Credit Fund SP (31 December 2023: 54.7%), 55.7% of Waha Islamic Income Fund SP (31 December 2023: 65%) and 100% of Waha EM Equity Fund SP (31 December 2023: 100%). These funds are managed by Waha Investment PrJSC.

Notes to the condensed consolidated financial statements (continued)

3 Significant accounting policies

The significant accounting policies, risk management principles, methods of computation and estimates applied by the Group in these interim condensed consolidated financial statements are the same as those applied by the Group in the preparation of the consolidated financial statements as at and for the year ended 31 December 2023 except for the adoption of the following new standards and amendments effective as of 1 January 2024 and the UAE Ministry of Finance released Federal Decree-Law No. 47 of 2022 on the Taxation of Corporations and Businesses (Corporate Tax Law or the Law) which resulted recognition of current tax. The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.

New and revised IFRSs effective in 2024

The Group has applied, for the first time, new standards and amendments in 2024, as stated below:

Amendments to IAS 1 - Classification of Liabilities as Current or Non-current;
Amendments to IFRS 16 - Lease Liability in a Sale and Leaseback; and
Amendments to IAS 7 and IFRS 7 - Supplier Finance Arrangements.

The adoption of these standards has no material impact on the interim condensed consolidated financial statements of the Group.

In addition to the accounting policies applied by the Group in its consolidated financial statements as at and for the year ended 31 December 2023, the Group has adopted the following accounting policy in the preparation of the interim condensed consolidated financial statements.

New accounting policy adopted by Group

Current tax

Current tax assets and liabilities are measured at the amount expected to be recovered from, or paid to, the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted, or substantively enacted, by the reporting date.

Current income tax relating to items recognised directly in equity or other comprehensive income is recognised in equity or other comprehensive income respectively and not in the statement of profit or loss. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

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