Chams Holding Company PlcNSENG: CHAMS

Quarter 1 - financial statement for 2025

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‌CHAMS HOLDCO PLC

UNAUDITED FINANCIAL STATEMENTS MARCH 31, 2025

‌CHAMS HOLDCO PLC

Unaudited Financial Statement for period ended 31 March,2025

COMPANY

INFORMATION

Board of Directors

Nationality

Designation

1 Sir Demola Aladekomo

Nigerian

Chairman

2 Mrs Mayowa Olaniyan

Nigerian

Group Mnnaging Director

3 Mr Segun Oloketuyi

Nigerian

Non Executive Director

4 Alhaji Yusufu Modibbo

Nigerian

Independent Non-Executive Director

5 Dr Mohammed Santuraki

Nigerian

Independent Non-Executive Director

6 Mrs Ola Bakare

Nigerian

Independent Non-Executive Director

7 Sir Ayobola Abiola

Nigerian

Non Executive Director

8 Mr Tomiwa Aladekomo

Nigerian

Non Executive Director

9 Mr Mohammed Bashir

Nigerian

Non Executive Director

10 Mrs Chijoke Ugochukwu

Nigerian

Non Executive Director

11 Mr Dumebi Obodo

Nigerian

Non Executive Director

Business Address 8 Louis Solomon Close Off Ahmadu Bello Way Victoria Island, Lagos

RC Number 76807

Company Secretary Oluwaseun Osuji

Auditors PKF Professional Services PKF House 205A Obanikoro

Ikorodu Road Lagos

Bankers Providus Bank

Guranty Trust Bank Plc Access Bank Plc Sterling Bank

Polaris Bank Stanbic IBTC Bank Zenith Bank Plc

United Bank of Africa Plc First Bank Limited

‌CHAMS HOLDCO PLC

DIRECTOR'S REPORT

The Directors submit herewith their report together with the Unaudited financial statement of Chams Holdco Plc (the Company) for the period ended March 31 2025.

LEGAL FORM

was incorporated on the 5th of September, 1985. In 2022, the transited to Holding Company Structure with 4 Companies as subsidiaries

the Nigerian Stock Exchange.

PRINCIPAL ACTIVITES

The company is engaged in the business of Information technologies and and Intelligent solution.

OPERATING RESULTS

The following is a summary of the Group 's operating results:

2025

2024

Revenue

N'000

3,870,452

N'000

3,470,921

Profit/(Less) before tax

181,549

396,573

Taxation

Profit/(Less) after tax

148,870

146,572

The names of the present Directors are detailed on page 1. None of the Directors has notified the Company for the purpose of section 303 of the Companies and Affied Matters Act 2020 of any interest in contracts with which the Company was involved during the period under review.

‌CHAMS HOLDCO PLC

Unaudited Financial Statement for Period ended March 31 2025

EMPLOYMENT AND EMPLOYEES

  1. Employment of physically challenged persons

    The Company operates a non-discriminatroy policy in the consideration of applications for employment, including those received from persons with disability. In the event of any employee becoming disabled in the course of employment, the Company is in a position to arrange appropriate training to ensure the continous employment of such a person without

    subjecting him or her to any disadvantage in his or her career development. As of March 31, 2025, the Company has no disabled persons in its employment.

  2. Health, safety and welfare at work

    Arrangements are made for adequate security and protection of staff in the Company's premises while necessary safety regulations are complied with in order to facilitate the safety of employees of employees of the Company at all times.

  3. Employee involvement and training

    The Company provides facilities for regular on the job training for staff. Regular consultative meetings are held by management to keep members of staff abreast with developments within the company as well as its plans and achievements.

    EVENTS AFTER REPORTING PERIOD

    There is no event after the reporting date that could have a material effect on the state of affairs of the Company as at 31 March 2025

    Whistle Blowing

    The Company is committed to conducted its affairs ethically and responsibly. Unethical behaviours cost the Company money, time, human resources and can negatively affect the Company's reputation before its stakeholders.



    BY ORDER OF THE BOARD OF DIRECTORS

    Oluwaseun Osuji

    Company Secretary

    ‌Chams Holding Company Plc

    Unaudited Consolidated and Separate Financial Statements For the period ended 31 March 2025



    Chams Holding Company Plc

    Unaudited Consolidated and Separate Financial Statements for the period ended 31st March 2025 Contents Page

    Statement of Profit & Loss & Other Comprehensive Income 3

    Statement of Financial Position 4-5

    Statement of Changes in Equity 6-7

    Statement of Cash Flow 8

    Notes to the Financial Statement 9-13

    2

    Chams Holding Company Plc

    Unaudited Consolidated and Separate Statement of Profit or Loss and other Comprehensive Income for the period ended March 31st , 2025

    Notes

    Group Account Unaudited 2025

    Q1 (Jan-March)

    Group Account Unaudited 2024

    Q1 (Jan-March)

    Group Account Audited

    2024

    Company Unaudited 2025

    Q1 (Jan-March)

    Company Unaudited 2024

    Q1 (Jan-March)

    Company Audited 2024

    N' 000

    N' 000

    N' 000

    N' 000

    N' 000

    N' 000

    Revenue

    1

    3,870,452

    3,470,921

    14,841,373

    -

    -

    Cost of Sales

    2

    (3,094,909)

    (2,494,056)

    (10,483,486)

    -

    -

    Gross Profit

    775,543

    976,865

    4,357,887

    -

    -

    -

    Other operating Income

    3

    150,345

    23,873

    23,961

    227,831

    72,232

    769,441

    Administrative Expenses

    4

    (542,453)

    (593,753)

    (3,210,159)

    (110,159)

    (200,821)

    (634,447)

    Operating Profit/( Loss)

    383,435

    406,985

    1,171,689

    117,672

    (128,589)

    134,994

    Finance expense

    5

    (201,887)

    (20,519)

    (363,444)

    (112,017)

    (18,799)

    (114,687)

    Finance Income

    10,107

    48,489

    4,921

    (Loss)/Profit before Taxation

    181,548

    396,573

    856,734

    5,655

    (147,388)

    25,228

    Taxation expense (Provision)

    (32,678)

    (250,001)

    (465,679)

    (1,244)

    (7,694)

    Profit/(Loss) after Taxation

    148,870

    146,572

    391,055

    4,411

    (147,388)

    17,534

    (Loss)/Profit attributable to :

    Owners of the parent

    63,452

    91,608

    408,997

    Non-Controlling interests

    85,418

    54,965

    (17,943)

    148,870

    146,572

    391,054

    17,534

    Basic (Loss) / earnings per share (kobo)

    3.00

    8.10

    8.71

    0.04

    (1.62)

    0.37

    Diluted (Loss)/ earnings per share (Kobo)

    3.00

    8.10

    8.71

    0.04

    (1.62)

    0.37

    Other Comprehensive Income/ Loss

    Gain/Loss on investment securities at fair value

    through other comprehensive income

    156

    15,546

    Other comprehensive income/(loss) (net of

    tax)

    156

    15,546

    Disposal

    Profit on disposal of asset

    Total Comprehensive Income

    148,870

    146,572

    391,210

    4,411

    (147,388)

    33,080

    Profit/Loss for the period attributable to :

    Owners of the company

    408,997

    4,411

    (147,388)

    15,546

    Non controlling interest

    148,870

    146,572

    (17,943)

    -

    -

    -

    Income after taxation

    148,870

    146,572

    156

    4,411

    (147,388)

    15,546

    Total comprehensive income attributable to:

    Owners of Parent

    63,452

    91,608

    409,130

    4,411

    (147,388)

    Non controlling interest

    85,418

    54,965

    (17,920)

    -

    -

    -

    148,870

    146,573

    391,210

    4,411

    (147,388)

    33,080

    3

    Chams Holding Company Plc and Its Subsidiary Companies

    Unaudited Consolidated and Separate Statement of Financial Position for the period ended March 31st , 2025

    ‌Assets

    Notes

    Group

    Company

    Unaudited Q1 2025 N'000

    Unaudited Q1 2024 N'000

    Audited 2024 N'000

    Unaudited Q1 2025 N'000

    Unaudited Q1 2024 N'000

    Audited 2024 N'000

    Non-current assets

    Right of Use of Asset

    6,500

    Property,plant and equipment

    6

    2,339,730

    2,339,730

    2,932,023

    1,619,438

    1,612,118

    1,619,438

    Investment Project

    6,000

    6,000

    Deposit for Investment

    20,525

    20,525

    Intangible Asset

    7

    7,334,502

    7,334,502

    7,365,871

    Investment in Subsidiaries

    4,214,991

    4,214,991

    4,214,991

    Investment in associates

    75,000

    75,000

    75,000

    75,000

    75,000

    75,000

    Investment in Joint Ventures

    Investment securities at fair value through

    other Comprehensive Income

    100,000

    100,000

    100,000

    100,000

    100,000

    100,000

    Other Non Current Assets

    1,325,000

    1,325,000

    11,200,757

    9,875,757

    11,804,394

    6,009,429

    6,002,109

    6,009,429

    CURRENT ASSETS

    Inventory & Work In Progress

    8

    2,707,526

    2,707,526

    886,405

    -

    -

    -

    Trade and other receivable

    9

    5,588,918

    4,650,893

    6,129,262

    846,426

    676,734

    1,476,932

    Short term investment

    24,103

    24,103

    Prepayments

    104,855

    104,855

    10,884

    Cash and Cash Equivalent

    14

    1,425,506

    1,863,531

    1,571,881

    25,246

    51,417

    40,153

    9,850,908

    9,350,908

    8,587,548

    871,672

    739,035

    1,517,085

    Total Assets

    21,051,665

    19,226,665

    20,391,942

    6,881,101

    6,741,144

    7,526,514

    Liabilities

    Non -current liabilities

    Lease liabilities

    Long Term Loan

    10

    2,458,484

    774,658

    2,458,484

    1,648,901

    698,806

    1,648,901

    Deferred Tax/ Income

    156,454

    156,454

    123,582

    16,457

    156,454

    16,457

    2,614,938

    931,112

    2,582,066

    1,665,358

    855,260

    1,665,358

    Current liabilities

    Trade and other Payable

    11

    7,228,967

    7,656,760

    6,274,829

    1,098,971

    1,874,931

    1,740,496

    Loan & Borrowing

    311,426

    311,426

    278,229

    311,426

    Deposit for Shares

    12

    302,283

    302,283

    Defered Income

    12,312

    12,312

    608,969

    Due to Related Party

    Taxation

    198,851

    198,851

    654,525

    121,030

    129,517

    129,329

    8,053,839

    8,481,632

    7,816,552

    1,220,001

    2,315,874

    1,869,825

    Total liabilities

    10,668,777

    6,498,523

    10,398,618

    2,885,359

    2,966,456

    3,535,183

    NET ASSETS

    10,382,888

    9,773,264

    9,993,324

    3,995,742

    3,769,891

    3,991,331

    4

    - 0 -

    Chams Holding Company Plc

    Unaudited Consolidated and Separate Financial Statements for the period ended 31st March 2025 Statement of Financial Position (Continued) As at March 31st, 2025

    Group

    Company

    Unaudited

    Q1 2025 N'000

    Unaudited

    Q1 2024 N'000

    Audited

    2024

    N'000

    Unaudited

    Q1 2025 N'000

    Unaudited

    Q1 2024 N'000

    Audited

    2024

    N'000

    Issued capital and reserves attributable to

    owners of the parent

    Share Capital

    2,348,030

    2,348,030

    2,348,030

    2,348,030

    2,348,030

    2,348,030

    Share Premium

    35,008

    35,008

    35,008

    35,008

    35,009

    35,008

    Revaluation Reserve

    4,755,307

    4,755,307

    4,755,307

    1,463,364

    1,463,364

    1,463,364

    Revenue Reserve

    Capital Reserve

    145,522

    145,522

    145,522

    Retained Earnings

    (1,640,107)

    (1,994,762)

    (1,788,977)

    149,340

    (60,965)

    144,929

    Fairvalue Reserve

    156

    156

    156

    (15,546)

    Equity Attributable to Owners of the Parent

    5,733,106

    5,289,261

    5,495,046

    3,995,742

    3,769,891

    3,991,331

    Non-Controlling Interest

    4,649,782

    4,499,705

    4,498,278

    TOTAL EQUITY

    10,382,888

    9,773,264

    9,993,324

    3,995,742

    3,769,891

    3,991,331



    Celestine Osimhen



    The Financial statements on Pages 2 to 5 were approved for issue by the Board of Directors on 28 April 2025and signed on its behalf by :

    Mayowa Olaniyan

    Group Managing Director Group Accountant

    FRC/2013/ICAN/00000004330 FRC/2023/PRO/ICAN/002/041515

    5

    ‌Chams Holding Company Plc

    Unaudited Consolidated and Separate Statement of Equity For the period ended 31st March 2025

    Group Issued Share Share Premium Revaluation Retained Capital Fairvalue Reserve Non- controlling Total N'000 capital N'000 Reserve Earnings Reserve N'000 Interest N'000

    N'000 N'000 N'000 N'000

    Balance as at 1st January 2024

    2,348,030

    35,008

    4,755,307

    145,522

    (15,546)

    4,456,778

    9,449,453

    Profit /(Loss) for the Period

    2,348,030

    35,008

    4,755,307

    (2,197,974)

    145,522

    -

    4,581,456

    9,667,349

    Negative retained earnings written off

    -

    -

    -

    91,608

    -

    54,965

    146,572

    -

    Impact of balance sheet restructuring

    -

    - 146,572

    Other Comprehensive Income

    Fairvalue loss in the year

    -

    -

    -

    91,608

    -

    -

    54,965

    Revaluation gain on intangible asset

    -

    -

    -

    -

    Total Comprehensive Profit

    -

    -

    -

    -

    -

    -

    -

    -

    Transactions with owners recorded directly in equity:

    -

    Balance Adjustment on Beginning Balance Equity

    Shares disposed during the year

    -

    Balance as at 31 December 2024

    2,348,030

    35,008

    4,755,307

    (2,106,367)

    145,522

    -

    4,636,421

    9,813,921

    Share

    capital

    Share

    premium

    Revaluation

    reserves

    Capital

    reserves

    Fair

    value

    Retained

    earnings

    Total

    Non-

    controlling

    Group

    Balance at 1 January 2025

    2,348,030

    35,008

    4,755,307

    145,522

    156

    (1,788,977)

    5,495,046

    4,498,274

    9,993,320

    Statement of profit or loss

    148,870

    148,870

    91,474

    57,396

    Other comprehensive income

    -

    -

    Balance at 31 March 2025

    2,348,030

    35,008

    4,755,307

    145,522

    156

    (1,640,107)

    5,643,916

    4,589,748

    10,233,664

    Prior period adjustments

    -

    -

    Statement of profit or loss

    -

    -

    -

    -

    Balance at 31 March, 2025

    2,348,030

    35,008

    4,755,307

    145,522

    156

    (1,640,107)

    5,633,106

    4,649,782

    10,282,888

    Balance as at 31 March, 2025

    4,649,782

    6

    ‌Chams Holding Company Plc

    Unaudited Consolidated and Separate Statement of Equity As at 31st March 2024

    Company

    Issued Share capital N'000

    Share Premium N'000

    Revaluation Reserve N'000

    Retained Earnings N'000

    Fairvalue Reserve N'000

    Total N'000

    Balance as at 1st January 2024

    2,348,030

    35,008

    1,463,364

    (102,321)

    (15,546)

    3,728,535

    Profit /(Loss) for the Period Other Comprehensive Income

    -

    17,534

    17,534

    Fairvalue loss in the year

    Revaluation gain on intangible asset Total Comprehensive

    -

    -

    -

    Profit

    15,546

    - 33,080

    15,546

    Transactions with owners recorded directly in equity: Balance

    - - - 17,534 15,546

    - - -

    -

    Adjustment on Beginning Balance Equity

    -

    -

    -

    -

    -

    -

    -

    Balance as at 31March 2024

    2,348,030

    35,008

    1,463,364

    (84,787)

    -

    3,761,615

    Company Issued Share Share Revaluation Retained Fairvalue Total N'000

    capital N'000 Premium Reserve N'000 Earnings N'000 Reserve N'000

    Balance as at 1st January 2024

    Profit /(Loss) for the Period

    Priior Year Adjustements

    Other Comprehensive Income Total Comprehensive Loss

    Transactions with owners recorded directly in equity:

    Balance as at 31 March, 2024

    2,348,030

    35,008

    1,463,364

    (84,787)

    -

    3,761,615

    -

    -

    -

    4,411

    229,716

    (94,345)

    0

    -

    -

    -

    -

    -

    -

    -

    -

    -

    -

    -

    -

    -

    -

    2,348,030

    35,008

    1,463,364

    149,340

    -

    3,995,742

    7

    ‌CHAMS HOLDING COMPANY PLC

    CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE PERIOD ENDED MARCH 31 2025

    2025 2024 2025 2024

    Notes N'000 N'000 N'000 N'000

    Cash flows from operating activities

    Profit/(loss) after tax 148,870 146,5724,411 17,534

    Adjustment for:

    Depreciation of property, plant and 33,842 43,149 12,193 90,027

    Depreciation of right-of-use-assets 3,300 - -

    Other movement in trade and other receivables 376,610 - -

    Other adjustment to the property, plant and equipment - - 2,422

    Gain from disposals of investments - - 451,563

    Profit on disposal of property, plant 10,107 - 3,730 - 53

    Interest income (10,107) - - 4,921

    Finance cost 201,887 20,519 112017 114,687

    Tax expense 38,735 250,001 150,987 7,631

    813,351 250,002 275,878 7,632

    Changes in operating assets and liabilities

    Decrease/(increase) in Inventories 274,000 (1,458,918) - -Increase in trade and other receivables - 947,375 (360,044) - 253,000 - 142,242 Increase in deferred income 534,233 116,880 - -(decrease)/Increase in trade and other payables - 141,988 1,480,968 - 38,181 26,717

    Tax paid - 197,588 (90,658)- 9,282 - 4,302

    Net cash (used in)/from operating 334,632 - 61,770 - 24,585 - 411,095

    Cash flows from financing activities

    Proceeds from loans and borrowings

    -

    693,969

    Repayment of loans and borrowings

    Lease liabilities

    (174,551)

    -

    939,306

    -

    Finance cost

    (201,887)

    (20,519)

    Net cash from/(used in) financing activities

    (201,887)

    (195,070)

    - - 245,337

    Decrease/(increase) in cash and

    cash equivalents

    132,745

    (249,237)

    -

    24,585 -

    16,016

    Cash and cash equivalents at the beginning of the year

    1,293,761

    1,912,636

    40,153 2,736

    Cash and cash equivalents at the end of the year

    1,426,506

    1,663,399

    15,568 -

    13,280

    The accompanying notes are an integral part of these consolidated financial statements.

    ‌CHAMS HOLDCO PLC

    Unaudited Financial Statement for the period ended 31 March, 2025

    Notes Details Group

    =N=

    1. Revenue -

      Card Production 948,840

      Fufilment 43,378

      Personalization 150,041

      Logistics 8

      Phones and accessories -

      Printer and Consumables Sales 748,021

      Biometric Devices Sale 751,178

      New Solutions 958,251

      Access control 31,324

      Pension Central 2,697

      Cybersecurity & infrastructure 214,727

      Virtual Airtime Fee 10,627

      Multipay Fee -

      Payment Gateway 2,856

      KEGOW - Income from Aitrime KEGOW - income on Fund Transfer

      KEGOW - Income on Bills Payment (VAS) HR & Payroll

      VOTA - Direct sales BVN Enrolment

      3,861,948

      -

    2. Cost of sales -

Card Production 828,593

Fufilment 32,633

Personalization 34,452

Logistics 7,976

Others -

Phones & accessories -

Printer and Consumables Sales 565,035

Biometric Devices Sale 642,317

New Solutions 907,674

Access control 4,038

Pension Central -

Cybersecurity & infrastructure 132,702

Virtual airtime 7,259

Multi Pay Osun State -

Payment Gateway 219

KEGOW COS - Fund transfer 21

KEGOW COS - Bill Payment(VAS) 1,865

KEGOW COS - On Airtime 1,202

Payroll COS - Direct expenses -

COS - VOTA -

COS BVN Enrollment 3,923

KEGOW - SMS COS -

3,169,909

3 Other income

-

-

Rental Income

Sundry / Miscellaneous Income Group Contribution

Others

Disposal of fully depreciated PPE Exchange Gain

Reversal of existing provision

Multi Pay Fees - Osun State Bulk Transfer fee

-

-

-

-

-

-

-

-

-

Total

Eliminated on consolidation

-

-

Amount reported in income statement

-

4 Staff costs

-

-

Payroll Cost

(346,476,391)

-

-

Amount reported in income statement

-

5 Marketing costs

-

-

Marketing,selling and branding

(31,605,673)

Amount reported in income statement

(31,605,673)

6 Administrative expenses

Group

-

Depreciation & amortisation

-

Depreciation & amortisation

Total

Eliminated on consolidation

Amount reported in income statement

-

-

-

-

7 Property, plant and equipment

-

-

Cost/valuation

Land

Total

1st January, 2024

1,000,000

4,006,016

Addittions

-

Disposals

-

-

Cost at 31 March, 2025

4,006,016

Accumulated depreciation

-

Balance at 1 January, 2025

2,171,457

Depreciation charge for the period

168,273

-

Balance at 31 March,2025

2,339,730

Net book values -

NBV at 1 January, 2025 2,508,003

NBV at 31 March, 2025 2,339,730

8

Intangible assets

Cost/valuation

1st January, 2025 Addittions Disposals

7,334,502

Cost/Valuation at 31 March, 2025

7,334,502

Group

  1. Investments at FVTOCI

    Investment in JKK Ltd 100,000

    Investment in 20,250 units if Access Bank shares @ N19.75K each 400

    Investment in 30,000 units if Zenith Bank shares @ N36 each 1,095

    Investment in 70,000 units if FCMB shares @ N7.30 each 511

    Investment in 500,000 units if Access Bank shares @ N19.77 each 10,874 Investment in Associates 75,000

    Amount reported in the Statement of financial position 187,880

    -

  2. Inventories -

Inventory & Work In Progress 2,707,526

Trade and other receivable 5,984,128

Short term investment 24,103

Prepayments 104,855

Cash and Cash Equivalent 1,425,505

-

Amount reported in the Statement of financial position 10,246,117

-

-

-

-

12 Cash and cash equivalents

1,425,505

-

1,425,505

13 Other payables

-

Trade and other Payable

7,196,289

Loan & Borrowing(Current Portion)

311,426

Deposit for Shares

302,283

Defered Income

12,312

Due to Related Party

Taxation

231,529

8,053,839

Long term Liabilities

2,614,938

10,668,777

14 Retained earnings

-

Opening balance

(1,788,977)

Prior period adjustments

Share of profit of subsidiairies

148,870

Amount reported in Statement of financial position

(1,640,107)

5 Non controlling interest

Opening balance

4,498,274

Prior period adjustment

106,831

Share of profits of subsidiaries

Amount reported in Statement of financial position

4,605,105