Lafarge Africa PlcNSENG: WAPCO

Audited financial statements for the year ended 31 december 2025

· Issued by Lafarge Africa Plc
Lafarge Africa Plc

Annual Report

For The Year Ended 31 December 2025

Contents Pages

Corporate Information 3

Report of the Directors 4

Statutory Audit Committee's Report 9

Statement of Directors' Responsibilities in Relation to the Consolidated and Separate Financial Statements 10

Statement of Corporate Responsibility for the Consolidated and Separate Financial Statements 11

Certification of Management Assessment's on Internal Control Over Financial Reporting 12

Management's Report on the Assessment of Internal Control Over Financial Reporting 13

Independent Auditor's Attestation Report on Management's Assessment of Internal Control Over Financial

Reporting 14

Independent Auditor's Report 17

Consolidated and Separate Statements of Profit or Loss and Other Comprehensive Income 22

Consolidated and Separate Statements of Financial Position 23

Consolidated and Separate Statement of Changes in Equity - Group 24

Separate Statement of Changes in Equity - Company 25

Consolidated and Separate Statements of Cash Flows 26

Notes to the Consolidated and Separate Financial Statements 27

Other National Disclosures:

Value Added Statements 103

Five Year Financial Summary - Group 104

Five Year Financial Summary - Company 105

Corporate Information

Company registration number

RC 1858

TIN- 01057508-0001

Directors

Mr. Gbenga Oyebode, MFR Chairman

Mr. Lolu Alade-Akinyemi Group Managing Director/CEO Mr. Xuanqian Wang (Chinese) (appointed w.e.f 30 August 2025) Executive Director

Mrs. Elenda Osima-Dokubo Non-Executive Director

Mrs. Adenike Ogunlesi Independent Non-Executive Director

Mrs. Oyinkansade Adewale (FCA) Independent Non-Executive Director

Mrs. Olusola Oworu Independent Non-Executive Director

Mr. Gang Xu (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director Mr. Jiajun Wang (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director Mr. Qian Chen (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director Mr. Lin Zhang (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director Mr. Khaled Abdel Aziz El Dokani (Egyptian) (resigned w.e.f 29 August 2025) Non-Executive Director Mr. Kaspar Theiler (Swiss) (resigned w.e.f 30 August 2025) Non-Executive Director Mr. Grant Earnshaw (British) (resigned w.e.f 29 August 2025) Non-Executive Director Mrs. Claudia Albertini (Italian) (resigned w.e.f 21 July 2025) Non-Executive Director Mr Taner Demir (Turkish) (resigned w.e.f 29 August 2025) Non-Executive Director Mr Rajesh Surana (Indian) (resigned w.e.f 29 August 2025) Non-Executive Director

Chief Financial Officer

Mr. Zhigang Ke (Chinese)

Company Secretary

Mrs. Adewunmi Alode

Company Registered Office

Lafarge Africa Plc 27B, Gerrard Road, Ikoyi,

Lagos

Registrar

Cardinal Stone (Registrars) Limited

[formerly City Securities (Registrars) Limited] 335/337, Herbert Macaulay Road,

Yaba, Lagos

Independent Auditor

Ernst & Young 10th & 13th Floor UBA House

57 Marina Street Lagos

Principal Bankers Access Bank Plc Citibank Nigeria Limited Citibank Europe Limited Ecobank Nigeria Plc

First Bank of Nigeria Limited Globus Bank Limited Guaranty Trust Bank Limited

Standard Chartered Bank Nigeria Limited Stanbic IBTC Bank Plc

Union Bank of Nigeria Plc United Bank for Africa Plc Wema Bank Plc

Zenith Bank Plc

The Directors are pleased to present the Annual Report of Lafarge Africa Plc ("the Company") and its subsidiaries (together, "the Group") for the year ended 31 December 2025.

Legal form

Lafarge Africa Plc, a public quoted company on The Nigerian Exchange Group (NGX), was incorporated in Nigeria under the Companies Act (now Companies and Allied Matters Act 2020) on the 24 February 1959. The Company became listed on the Nigerian Stock Exchange in 1979. The name of the Company was changed from Lafarge Cement WAPCO Nigeria Plc to Lafarge Africa Plc on the 9 July 2014.

Subsidiaries

The Company has full ownership of AshakaCem Limited and Wapsila Nigeria Limited. The principal activities of AshakaCem Limited are the manufacturing and marketing of cement. The principal activity of Wapsila Limited is the generation and sale of power to Lord's Mint Technologies Nigeria Limited and others.

Principal activities

During the year under review, the principal activities of the Group and the Company remained manufacturing and marketing of cement, concrete and aggregates products, the provision of building solutions and sale of power.

Results

The results of the Group and the Company for the year ended 31 December 2025 are set out on page 22. The summarised results are presented below.

The Group 31 Dec

31 Dec

The Company 31 Dec

31 Dec

2025

N'000

2024

N'000

2025

N'000

2024

N'000

Revenue

1,066,304,773

696,757,959

989,702,162

651,024,707

Profit before minimum tax

411,316,628

152,518,954

393,889,399

151,575,260

Minimum tax expense

-

(254,069)

-

-

Income tax expense

(138,196,316)

(52,119,604)

(132,183,196)

(51,887,449)

Profit for the year

273,120,312

100,145,282

261,706,204

99,687,811

Other comprehensive (loss)/income for the year

(4,766)

48,323

(4,766)

48,323

Total comprehensive income for the year 273,115,546 100,193,604 261,701,438 99,736,134

The Board of Directors has proposed a gross dividend of 600k (2024: 120k) on every ordinary share in issue, amounting to ₦96,646,774,326 (2024: ₦19,329,354,315.78). The proposed dividend is subject to approval by the Shareholders at the Annual General Meeting.

Shareholding and substantial shareholders

The issued and fully paid-up Share Capital of the Company as at 31 December 2025 was 16,107,795,721 ordinary shares of 50kobo each (31 December 2024: 16,107,795,721 ordinary shares of 50 kobo each). The Register of Members shows that two companies: CariCement BV and Davis Peak Holdings Limited DPHL, each held more than 5% of the Company's Issued share capital.

Huaxin Building Materials Group Co., Ltd is an international investor holding its shares in the names of its subsidiaries: Caricement BV (56%) and Davis Peak (27.81%). Total shareholding of Huaxin Building Materials Group Co., Ltd. in the Company was 83.81% as at 31 December 2025. The remaining 16.19% of the issued shares were held by other individuals and institutions.

Aside the aforementioned two companies, no other shareholder held more than 5% of the issued share capital of the Company as at 31 December 2025.

Holcim announced on 1 December 2024 that it had signed an agreement to sell its entire 83.81% in Lafarge Africa Plc to Huaxin Building Materials Group Co., Ltd. The transaction was approved by the Federal Competition and Consumer Protection Commission (FCCPC) on 25 July 2025.

Shareholding analysis

The Registrars have advised that the range of shareholding as at 31 December 2025 was as follows:

Range

No of Holders

Percent

Unit

Percent

1 - 500

48,752

39.34

12,028,172

0.07

501 - 5000

59,426

47.96

95,346,981

0.59

5001 - 50000

13,000

10.49

185,066,439

1.15

50001 - 500000

2,335

1.88

337,120,460

2.09

500001 - 5000000

351

0.28

490,940,123

3.05

5000001 - 50000000

48

0.04

656,280,713

4.07

50000001 - 500000000

5

0.00

830,602,241

5.16

500000001 - 5000000000

1

0.00

4,473,044,718

27.77

5000000001 - 16107795721

1

0.00

9,027,365,874

56.04

Grand Total

123,919

100

16,107,795,721

100

The current year shareholding analysis is correct as this is same with that of 31 December 2024 audited financial statements.

Unclaimed dividend and share certificates

The Company has posted to shareholders a list of unclaimed dividend and share certificates. Shareholders are enjoined to review the list to claim their dividend(s) or share certificate(s). For further assistance in this regard, Shareholders should contact the Company Secretary or the Registrars, Cardinal Stone Registrars Limited.

The Company's Registrars have advised that the total amount of unclaimed dividend outstanding as at 31 December 2025 was ₦3,205,328,133 (31 December 2024: ₦2,950,292,097)

In line with the SEC directive issued on 25 June 2025, ninety percent of any unclaimed dividends for a period of six to less than twelve years as at 31 December 2020, as well as those aged six years and above accumulated from 1 January 2021 to 10 June 2025 previously returned by Registrars, are required to be transferred to the appointed Registrars.

Consequently, a total amount of N1,096,528,755 was ransferred to the Unclaimed Funds Trust Fund (UFTF) by the Registrar on behalf of the Group during the year.

Directors

The names of directors at the date of this report and those who held office during the period are as follows: Mr. Gbenga Oyebode, MFR Chairman

Mr. Lolu Alade-Akinyemi Group Managing Director/CEO

Mr. Xuanqian Wang (Chinese) (appointed w.e.f 30 August 2025) Executive Director

Mrs. Elenda Osima-Dokubo Non-Executive Director

Mrs. Adenike Ogunlesi Independent Non-Executive Director

Mrs. Oyinkansade Adewale (FCA) Independent Non-Executive Director

Mrs. Olusola Oworu Independent Non-Executive Director

Mr. Gang Xu (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director

Mr. Jiajun Wang (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director

Mr. Qian Chen (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director

Mr. Lin Zhang (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director Mr. Khaled Abdel Aziz El Dokani (Egyptian) (resigned w.e.f 29 August 2025) Non-Executive Director Mr. Kaspar Theiler (Swiss) (resigned w.e.f 30 August 2025) Non-Executive Director

Mrs. Claudia Albertini (Italian) (resigned w.e.f 21 July 2025) Non-Executive Director

Mr Taner Demir (Turkish) (resigned w.e.f 29 August 2025) Non-Executive Director

Mr Rajesh Surana (Indian) (resigned w.e.f 29 August 2025) Non-Executive Director

Mr. Grant Earnshaw (British) (resigned w.e.f 29 August 2025) Non-Executive Director

Directors' interests in shares

In accordance with Sections 301 and 385 of the Companies and Allied Matters Act 2020 and in compliance with the Listing Rules of the Nigerian Exchange Group, the interests of directors in the issued Share capital of the Company, as recorded in the Register of Members and/or notified by them are as follows:

No of shares 31.12.2025

No of shares 31.12.2024

203,550

203,550

203,550

203,550

Directors

Mrs. Elenda Osima-Dokubo

Total

Except as disclosed above, none of the directors has notified the Company of any disclosable interests in the Company's share capital and none of the directors has an indirect shareholding in the Company.

Directors' interests in contracts

In compliance with the provisions of Section 303 of the Companies and Allied Matters Act 2020, the Company maintains a record of Director's interests in contracts. The Company also applies a conflict of interest policy, developed in accordance with Nigerian Code of Corporate Governance and the Investment and Securities Act, 2007. The law firm of Aluko & Oyebode, which has one of the Directors, Mr. Gbenga Oyebode, as a founder, is one of the law firms engaged by the Company to provide legal services. The Company maintains a lease agreement with Adegbola & Adenike Ogunlesi, which has one of the Directors, Mrs. Adenike Ogunlesi, as a co-owner of property located at Isaac John Street, GRA Ikeja.

The details of Directors' Interests in contracts as at 31 December 2025 is contained in Note 37.3.

Donations and charitable gifts

In 2025, the Group and the Company expended ₦1.9 billion (2024: ₦1.3 billion) on diverse social investment programs and initiatives in our communities in Nigeria, as contained in Note 9. The breakdown of the contributions is as follows:

31 Dec

2025

31 Dec

2024

N'000 N'000

Corporate Social Responsibility Interventions

1,848,979

1,293,059

Donations & Sponsorships

76,378

30,215

Total

1,925,357

1,323,274

31 Dec

2025

31 Dec

2024

N'000 N'000

Community, housing and infrastructure Mfamosing, Cross Rivers State

426,518

487,068

Housing and Infrastructure Ewekoro, Ogun State

666,093

323,835

Skills acquisition program Sagamu, Ogun State

301,890

173,267

World Hearing Day ENT Medical Outreach, Education and skills acquisition. Ashaka, Gombe State

179,570

194,850

Environment, Cultural, Recreational and others

274,907

114,039

Donations & sponsorships to organisations and professional institutes (See breakdown below)

76,378

30,215

1,925,357

1,323,274

Breakdown of donations

Chartered Institute of Directors' Conference

27,401

8,000

LAWMA

16,000

5,000

Boycode Conference

10,700

4,000

Eko Waste Summit

7,927

3,715

Future Cities Summit

5,350

2,500

Hilarious Tribe Conference

5,000

5,000

Police Officers' Wives Association

4,000

2,000

76,378

30,215

In accordance with the provisions of Section 43 (2) of Companies and Allied Matters Act 2020 and the Huaxin Building Materials Group Co., Ltd Donations Policy, the Company did not make any donation or gift to any political party, political association or for any political purpose during the year ended 31 December 2025 (2024: Nil).

Property, plant and equipment

Information relating to changes in property, plant & equipment is disclosed in Note 15 to the Consolidated and separate financial Statements. In the opinion of the directors, the recoverable amount of the Group's and the Company's property, plant and equipment are not less than the value shown in the audited consolidated and separate financial statements.

Whistle blowing

The Group and the Company are committed to conducting their affairs ethically and responsibly. Unethical behaviour costs the Group and the Company money, time and human resources and can negatively affect the Group's and the Company's reputations before their stakeholders. All ethical abuses and fraud are reported through the Group's and the Company's internal and external whistle blowing processes.

Health and Safety

In Lafarge Africa Plc, Health and Safety is our core value. In 2025, significant progress was made with the Visible Personal Commitment (VPC) and Boots on Ground (BOG) initiative, which started in 2016, to imbibe health and safety as a core value for every employee, contractor and stakeholders we interact with as a business.

Employment of physically challenged persons

Lafarge Africa Plc is an equal opportunity employer and does not discriminate on any grounds. Therefore, the Group and the Company provide employment opportunities to physically challenged persons, bearing in mind the respective abilities of the applicants concerned. In the event that an employee becomes physically challenged while in the employment of the Group, every effort is made to ensure that their employment with the Group and the Company continues and that appropriate training and support is given to them.

Employees' involvement and training

Management, professional and technical expertise are the Group's major assets. The Group and the Company continue to invest in developing such skills to enhance the productivity of their employees. The Group and the Company continuously organise training for their employees. This has broadened opportunities for career development within the Group and the Company.

Sustainability

The Group and the Company believe that as a responsible Group and Company, it must contribute to the society and play an active role in the development of the communities within which they operate; and that the implementation of proactive measures in favour of sustainability creates value not only for its shareholders, but also for its teams, its customers and all its stakeholders.

Learning and development

As the organization continues to evolve, it continues to equip its employees with both technical and management skills to hone their competencies, to prepare them to cope with challenging environments and a sustainable future.

Statutory Audit Committee

In accordance with Section 404 (3) of the Companies and Allied Matters Act 2020, the Statutory Audit Committee of the Company was constituted at the 66th Annual General Meeting held in Lagos, Nigeria on the 25 April 2025, comprising of three (3) shareholders and two (2) Non-Executive Directors namely: i) Mr. Adebayo Adeleke; Mr. David Adekanmbi; and Mr. Timothy Adejuwon, (Shareholders' Representatives) and iv) Mrs. Oyinkansade Adewale; and v) Mr. Taner Demir (Directors). Following the resignation of Mr. Taner Demir, the Board appointed Mr. Lin Zhang to replace Mr. Taner Demir on the Board and a member of the Statutory Audit Committee.

Independent Auditor

Messrs Ernst & Young, having satisfied the relevant corporate governance rules on their tenure in office, have indicated their willingness to continue in office as Auditor of the Group and the Company. In accordance with Section 401(2) of Companies and Allied Matters Act 2020, the auditor was re-appointed at the last annual general meeting of the Company. A resolution was proposed, empowering the Directors to determine the remuneration of the Auditor.

BY ORDER OF THE BOARD

Adewunmi Alode (Mrs.) Company Secretary



FRC/2018/PRO/NBA/002/00000017796

Dated: 24 February 2026

Statutory Audit Committee's Report

In accordance with Section 404(7) of the Companies and Allied Matters Act, 2020, we, the members of the Statutory Audit Committee, have reviewed and considered the Auditor's Report required to be made in accordance with Section 404 (7) of Companies and Allied Matters Act, 2020 and report as follows:

The scope and planning of the internal audits for the year ended 31 December 2025 are satisfactory. The internal audit programs reinforce the Group's internal control system;

The scope and planning of statutory audit for the year ended 31 December 2025 are satisfactory;

iii. Having reviewed the Independent Auditor's management letter on accounting procedures and internal controls, we are satisfied with management's responses thereto;

lV. The accounting and reporting policies for the year ended 31 December 2025 are in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board, the Companies and Allied Matters Act 2020, and the Financial Reporting Council of Nigeria (Amendment) Act 2023.

In our opinion, the scope and planning of the audit for the year ended 31 December 2025 were adequate and Management's responses to the Auditor's findings were satisfactory.



Mr. Adebayo Adeleke FRC/2013/PRO/IODN/002/00000002317

Chairman, Statutory Audit Committee Dated: 24 February 2026

Audit Committee members

Mr. Adebayo Adeleke Mr. David Adekanmbi Mr. Timothy Adejuwon

Mrs. Oyinkansade Adewale, FCA

Mr. Lin Zhang (appointed w.e.f 30 August 2025)

Shareholder Representative Shareholder Representative Shareholder Representative Independent Non-Executive Director Non-Executive Director

Statement of Directors' Responsibilities in Relation to the Consolidated and Separate Financial Statements

The Directors accept responsibility for the preparation of the annual consolidated and separate financial statements that give a true and fair view in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and in the manner required by the Companies and Allied Matters Act, 2020 and the Financial Reporting Council of Nigeria (Amendment) Act, 2023.

The Directors further accept responsibility for maintaining adequate accounting records as required by the Companies and Allied Matters Act, 2020 and for such internal control as the Directors determine is necessary to enable the preparation of Consolidated and Separate financial statements that are free from material misstatement whether due to fraud or error.

The Directors have made an assessment of the ability of the Group and the Company to continue as a going concern and have no reason to believe that the Group and the Company will not remain a going concern in the year ahead.



Signed on behalf of the Board of Directors by:

Gbenga Oyebode, MFR

Lolu Alade-Akinyemi



Chairman Group Managing Director

FRC/2013/PRO/NBA/004/00000002546 FRC/2020/PRO/ANAN/002/00000020157

Dated: 24 February 2026 Dated: 24 February 2026

Statement of Corporate Responsibility for the Consolidated and Separate Financial Statements

Further to the provisions of Section 405 of the Companies and Allied Matters Act, 2020, we, the Group Managing Director and Chief Financial Officer, hereby certify the consolidated and separate financial statements of Lafarge Africa Plc for the year ended 31 December 2025 as follows:

  1. That we have reviewed the audited consolidated and separate financial statements of the Group and the Company for the year ended 31 December 2025.

  2. That the audited consolidated and separate financial statements do not contain any untrue statement of material fact or omit to state a material fact which would make the statements misleading, in the light of the circumstances under which such statement was made.

  3. That the audited consolidated and separate financial statements and all other financial information included in the consolidated and separate financial statements fairly present, in all material respects, the financial condition and results of operation of the Group and the Company as of and for, the year ended 31 December 2025.

  4. That we are responsible for establishing and maintaining internal controls and have designed such internal controls to ensure that material information relating to the Company and its subsidiaries is made known to the principal officer by other officers of the companies, during the year ended 31 December 2025.

  5. That we have evaluated the effectiveness of the Group's and the Company's internal controls within 90 days prior to the date of the audited consolidated and separate financial statements, and certify that the Group's and the Company's internal controls are effective as of that date.

  6. That there were no significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our evaluation, including any corrective action with regard to significant deficiencies and material weaknesses.

  7. That we have disclosed the following information to the Group's and the Company's Independent Auditor and Statutory Audit Committee:

    1. there are no significant deficiencies in the design or operation of internal control which could adversely affect the Group's and the Company's ability to record, process, summarise and report financial data, and

    2. there is no fraud that involves management or other employees who have a significant role in the Group's and the Company's internal control.

Zhigang Ke

Lolu Alade-Akinyemi





Group Managing Director Chief Financial Officer

FRC/2020/PRO/ANAN/002/00000020157 FRC/2026/PRO/ANAN/001/096945

Dated: 24 February 2026 Dated: 24 February 2026

Certification of management's assessment on internal control over financial reporting

To comply with the provisions of Section 11 of SEC Guidance on implementation of Sections 60-63 of Investments and Securities Act 2007, we hereby make the following statements regarding the Internal Controls of Lafarge Africa Plc for the year ended 31 December 2025.

I Zhigang Ke, certify that:

  1. I have reviewed this management assessment on Internal control over financial reporting of Lafarge Africa Plc:

  2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the Statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

  3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the entity as of, and for, the periods presented in this report;

  4. The entity's other certifying officer and I:

    1. are responsible for establishing and maintaining internal controls;

    2. have designed such Internal controls and procedures, or caused such internal controls and procedures to be designed under our supervision, to ensure that material information relating to the entity, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

    3. have designed such internal control system, or caused such internal control system to be designed under our supervision to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

    4. have evaluated the effectiveness of the entity's internal controls and procedures as of a date within 90 days prior to the report and presented in this report our conclusions about the effectiveness of the internal controls and procedures as of the end of the period covered by this report based on such evaluation.

  5. The entity's other certifying officer and I have disclosed, based on our most recent evaluation of internal control system, to the entity's auditors and the audit committee of the entity's board of directors;

    1. All significant deficiencies and material weaknesses in the design or operation of the internal control system which are reasonably likely to adversely affect the entity's ability to record, process, summarize and report financial information: and

    2. Any fraud, whether or not material, that involves management or other employees who have a significant role in the entity's internal control system.

  6. The entity's other certifying officer and I have identified, in the report whether or not there were significant changes in internal controls or other facts that could significantly affect internal controls subsequent to the date of their evaluation including any corrective actions with regard to significant deficiencies and material weaknesses.



Lolu Alade-Akinyemi Zhigang Ke

Group Managing Director Chief Financial Officer

Dated: 24 February 2025



FRC/2020/PRO/ANAN/002/00000020157 FRC/2026/PRO/ANAN/001/096945

Dated: 24 February 2026

Management's Report on the Assessment of Internal Control Over Financial Reporting

To comply with the provisions of Section 1.3 of SEC Guidance on Implementation of Sections 60-63 of Investments and Securities Act 2007, we hereby make the following statements regarding the Internal Controls of Lafarge Africa Plc for the year ended 31 December 2025;

  1. Lafarge Plc's management is responsible for establishing and maintaining a system of Internal control over financial reporting ('lCFR") that provides reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with International Financial Reporting Standards.

  2. Lafarge Africa Plc's management used the Committee of Sponsoring Organization of the Treadway Commission (COSO) Internal Control-Integrated Framework to conduct the required evaluation of the effectiveness of the entity's ICFR.

  3. Lafarge Africa Plc's management has assessed that the entity's ICFR as of the end of 31 December 2025 is effective.

  4. Lafarge Africa Plc's external auditor Messrs. Ernst and Young that audited the financial statements, included in the annual report, has issued an attestation report on management's assessment of the entity's internal control over financial reporting.



    The attestation report of Messrs. Ernst and Young that audited its financial statements will be filed as part of its annual report.



    Gbenga Oyebode, MFR Lolu Alade-Akinyemi Chairman Group Managing Director FRC/2013/PRO/NBA/004/00000002546 FRC/2020/PRO/ANAN/002/00000020157 Dated: 24 February 2026 Dated: 24 February 2026

    Lagos Office

    UBA House, 10th & 13th Floors 57, Marina Street

    Lagos State, Nigeria

    Tel: +234 201 631 4500

    Email: services@ng.ey.com Web: https://www.ey.com

    Abuja Office

    TotalEnergies House, Tower 2, 2ndFloor

    Plot 247, Herbert Macaulay Way, Central Business District Federal Capital Territory, Abuja, Nigeria

    Tel: +234 903 151 6484

    Email: services.abuja@ng.ey.com Web: https://www.ey.com

    Port Harcourt Office Charis Plaza, Ground Floor 10, Olu-Obasanjo Road

    Port Harcourt, Rivers State, Nigeria

    Tel: +234 811 209 3248

    Email: services@ng.ey.com Web: https://www.ey.com

    Independent Auditor's Attestation Report on Management's Assessment of Internal Control over Financial Reporting

    To the members of Lafarge Africa Plc

    Scope

    We have been engaged by Lafarge Africa Plc to perform a 'limited assurance engagement', based on International Standards on Assurance Engagements Other Than Audits or Reviews of Historical Financial Information ('ISAE 3000 (Revised)') and FRC Guidance on Assurance Engagement Report on Internal Control over Financial Reporting, herein referred to as the engagement, to report on Lafarge Africa Plc Internal Control over Financial Reporting (ICFR) (the "Subject Matter") contained in Lafarge Africa Plc's (the "Company's") Management's Assessment on Internal Control over Financial Reporting as of 31 December 2025 (the "Report").

    A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that:

    1. pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company.

    2. provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

    3. provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the consolidated and separate financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect all misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Criteria applied by Lafarge Africa Plc

In designing, establishing and operating the Internal Control over Financial Reporting (ICFR) and preparing the Management's assessment of the Internal Control over Financial Reporting (ICFR), Lafarge Africa Plc applied the requirements of Internal Control-Integrated Framework (2013) of the Committee of Sponsoring Organizations of the Treadway Commission (COSO) Framework and SEC Guidance on Management Report on Internal Control Over Financial Reporting (Criteria). Such Criteria were specifically designed to enable organizations effectively and efficiently develop systems of internal control that adapt to changing business and operating environments, mitigate risks to acceptable levels, and support sound decision making

and governance of the organization; As a result, the subject matter information may not be suitable for another purpose.

Lafarge Africa Plc's responsibilities

Lafarge Africa Plc's management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Lafarge Africa Plc's management's assessment of the Internal Control over Financial reporting as of 31 December 2025 in accordance with the criteria.

Our responsibilities

Our responsibility is to express a conclusion on the design and operating effectiveness of the Internal Control over Financial Reporting based on our Assurance engagement.

We conducted our engagement in accordance with the International Standard for Assurance Engagements Other Than Audits or Reviews of Historical Financial Information ('ISAE 3000 (Revised)') and FRC Guidance on Assurance Engagement Report on Internal Control over Financial Reporting, those standards require that we plan and perform our engagement to obtain limited assurance on the entity's internal control over financial reporting based on our assurance engagement.

Our independence and quality management

We have maintained our independence and confirm that we have met the requirements of the Code of Ethics for Professional Accountants issued by the International Ethics Standards Board for Accountants (IESBA code) and have the required competencies and experience to conduct this assurance engagement.

We also apply International Standard on Quality Management 1, Quality Management for Firms that Perform Audits or Reviews of Financial Statements, or Other Assurance or Related Services engagements, which requires that we design, implement, and operate a system of quality management including policies or procedures regarding compliance with ethical requirements, professional standards, and applicable legal and regulatory requirements.

Description of procedures performed

The procedures we performed included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.

Our engagement also included performing such other procedures as we considered necessary in these circumstances. We believe the procedures performed provide a basis for our report on the internal control put in place by management over financial reporting.

Conclusion

In conclusion, nothing has come to our attention to indicate that the internal control over financial reporting put in place by management is not adequate as of 31 December 2025, based on the requirements of Committee of Sponsoring Organizations of the Treadway Commission (COSO) Framework and SEC Guidance on Management Report on Internal Control Over Financial Reporting.

Other Matter

We also have audited, in accordance with the International Standards on Auditing, the annual report for the year ended 31 December 2025 of Lafarge Africa Plc and our report dated 25 February 2026, which should be the same as the date of the report on the effectiveness of internal control over financial reporting and we expressed an unmodified opinion. Our conclusion is not modified in respect of this matter.

Funmi Ogunlowo, FCA

FRC/ 2013/ PRO/ ICAN/ 004/ 00000000681

For Ernst & Young Lagos, Nigeria

25 February 2026

Lagos Office

UBA House, 10th & 13th Floors 57, Marina Street

Lagos State, Nigeria



Tel: +234 201 631 4500

Email: services@ng.ey.com Web: https://www.ey.com

Independent Auditor's Report

To the Shareholders of Lafarge Africa Plc

Abuja Office

TotalEnergies House, Tower 2, 2ndFloor

Plot 247, Herbert Macaulay Way, Central Business District Federal Capital Territory, Abuja, Nigeria

Tel: +234 903 151 6484

Email: services.abuja@ng.ey.com Web: https://www.ey.com

Port Harcourt Office Charis Plaza, Ground Floor 10, Olu-Obasanjo Road

Port Harcourt, Rivers State, Nigeria

Tel: +234 811 209 3248

Email: services@ng.ey.com Web: https://www.ey.com

Report on the Audit of the Consolidated and Separate Financial Statements

Opinion

We have audited the consolidated and separate financial statements of Lafarge Africa Plc ("the Company") and its subsidiaries (together "the Group''), which comprise the consolidated and separate statements of financial position as at 31 December 2025, and the consolidated and separate statements of profit or loss and other comprehensive income, the consolidated and separate statements of changes in equity and the consolidated and separate statements of cash flows for the period then ended, and notes to the consolidated and separate financial statements, including material accounting policy information.

In our opinion, the accompanying consolidated and separate financial statements give a true and fair view of the consolidated and separate financial position of the Group and the Company as at 31 December 2025, and its consolidated and separate financial performance and consolidated and separate cash flows for the period then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board, the provisions of the Companies and Allied Matters Act, 2020 and in compliance with the Financial Reporting Council of Nigeria (Amendment) Act, 2023.

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated and Separate Financial Statements section of our report. We are independent of the Group and the Company in accordance with the International Ethics Standards Board for Accountants' International Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code) as applicable to audits of financial statements of public interest entities together with the ethical requirements that are relevant to our audit of the consolidated and separate financial statements in Nigeria, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

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

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

The Key Audit Matter applies equally to the audit of the consolidated and separate financial statements.

Key Audit Matter

How the matter was addressed in the audit

Determination of provision for expected credit losses on trade receivables.

As at the reporting date of 31 December 2025, the Group and the Company had trade receivables of N9.585 billion (2024: N9.052 billion) and N9.126 billion (2024: N8.299 billion) respectively, which is very significant to the Group and the Company's consolidated and separate financial statements. Provision for expected credit losses for the Group and the Company were N1.558 billion (2024: N 934.210 million) and N1.357 billion (2024: N 721.300 million) respectively. In assessing the recoverability of trade receivable, management exercised significant judgements in evaluating the collectability of outstanding receivables from the Customers in terms of their creditworthiness, whether there are default in interest and loan repayments.

An impairment assessment was performed on the Group and the Company's trade receivables using the expected credit loss approach to determine the recoverable amount. The determination of the expected credit loss involves management judgement on historical payment pattern, ageing analysis of the balance and any other information.

Due to the materiality of the amounts involved and the level of management judgement, we considered this a key audit matter.

Refer to Note 21 trade and other receivables to the Consolidated and Separate Financial Statements.

Our audit procedures in response to the key audit matter included, among others:

  • We obtained an understanding of the estimation process in order to determine the point in the process where material misstatements including errors or frauds could occur.

  • We obtained an understanding of the method used by the entity in estimating loss allowance to consider the appropriateness of the method used in line with the requirements of the standard.

  • We reviewed the ECL computation and verified that the ECL is determine using unbiased and probability-weighted estimates of the range of possible outcomes, we performed the following;

  • Verified that the portfolios were properly

    segmented using shared characteristics.

  • Recomputed a range estimate of historical loss rate and compared with Lafarge Africa Plc estimate.

*Verified that forward looking information such as macro-economic factors used in the computation of impairment are unbiased and probability weighted put into consideration possible outcomes, time value of money and supportable information past, current and future conditions. Such factors included interest rate, GDP growth, inflation rate, foreign exchange rate etc.

*Verified that the current year adjustment passed to recognize Expected Credit Losses on Trade receivable balances are appropriate.

*We reviewed the qualitative and quantitative disclosures for reasonableness to ensure conformity with IFRS 7 - Financial Instruments Disclosures.

Other Information

The Directors are responsible for the other information. The other information comprises the information included in the document titled "Lafarge Africa Plc Annual Report for the year ended 31 December 2025", which includes the Corporate Information, Report of the Directors, Audit Committee's Report, Statement of Directors' Responsibilities in Relation to the preparation of Consolidated and Separate Financial Statements, Statement of Corporate Responsibility for the Consolidated and Separate Financial Statements, Certification of Management Assessment's on Internal Control Over Financial Reporting, Management's Report on the Assessment of Internal Control Over Financial Reporting, and Other National Disclosures which we obtained prior to the date of this report. The other information does not include the consolidated and separate financial statements and our auditor's report thereon.

Our opinion on the consolidated and separate financial statements does not cover the other information and we do not express an audit opinion or any form of assurance conclusion thereon as part of this opinion. In connection with our audit of the consolidated and separate financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated and separate financial statements, or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

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.

Responsibilities of the Directors for the Consolidated and Separate Financial Statements

The Directors are responsible for the preparation and fair presentation of the consolidated and separate financial statements in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board, the provisions of the Companies and Allied Matters Act, 2020 and in compliance with the Financial Reporting Council of Nigeria (Amendment) Act, 2023, and for such internal control as the Directors determine is necessary to enable the preparation of consolidated and separate financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated and separate financial statements, the Directors are responsible for assessing the Group's and the 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 the Directors either intend to liquidate the Group and/or the Company or to cease operations, or have no realistic alternative but to do so.

Auditor's Responsibilities for the Audit of the Consolidated and Separate Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated and separate financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to

19

influence the economic decisions of users taken on the basis of these consolidated and separate financial statements.

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

  • Identify and assess the risks of material misstatement of the consolidated and separate financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's and the Company's internal control.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Directors.

  • Conclude on the appropriateness of the Directors' use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's and the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated and separate financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group and/or the Company to cease to continue as a going concern.

  • Evaluate the overall presentation, structure and content of the consolidated and separate financial statements, including the disclosures, and whether the consolidated and separate financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  • Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the Group as a basis for forming an opinion on the consolidated financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the Group audit. We remain solely responsible for our audit opinion.

    We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

    We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other

    20

    matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

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

    Report on Other Legal and Regulatory Requirements

    In accordance with the requirement of the Fifth Schedule of the Companies and Allied Matters Act, 2020, we confirm that:

  • We have obtained all the information and explanations which, to the best of our knowledge and belief, were necessary for the purpose of our audit;

  • In our opinion, proper books of account have been kept by the Group and the Company, in so far as it appears from our examination of those books;

  • The consolidated and separate statements of financial position and the consolidated and separate statements of profit or loss and other comprehensive income are in agreement with the books of account; and

  • In our opinion, the consolidated and separate financial statements have been prepared in accordance with the provisions of the Companies and Allied Matters Act, 2020 so as to give a true and fair view of the state of affairs and financial performance of the Company and its subsidiaries.

In accordance with the requirements of the Financial Reporting Council of Nigeria (FRC) Guidance on Assurance Engagement Report on Internal Control over Financial Reporting:



We performed a limited assurance engagement and reported on management's assessment of the Company's internal control over financial reporting as of 31 December 2025. The work performed was done in accordance with the International Standard for Assurance Engagements Other Than Audits or Reviews of Historical Financial Information ('ISAE 3000 (Revised)') and FRC Guidance on Assurance Engagement Report on Internal Control over Financial Reporting, and we have issued an unmodified conclusion in our report dated 25 February 2026.



Funmi Ogunlowo, FCA

FRC/ 2013/ PRO/ ICAN/ 004/ 00000000681

For Ernst & Young Lagos, Nigeria

25 February 2026.

21

Consolidated and Separate Statements of Profit or Loss and Other Comprehensive Income for the year ended 31 December 2025

The Group The Company

Notes

31 Dec

2025

N'000

31 Dec

2024

N'000

31 Dec

2025

N'000

31 Dec

2024

N'000

Revenue

6

1,066,304,773

696,757,959

989,702,162

651,024,707

Cost of sales

7

(448,936,725) (350,047,400) (397,226,828) (313,201,231)

Gross profit

617,368,048

346,710,559

592,475,334

337,823,476

Selling and distribution costs

8

(163,852,784)

(120,422,668)

(153,835,580)

(113,225,995)

Administrative expenses

9

(65,654,149)

(40,146,780)

(62,817,776)

(38,523,214)

Other income

10

4,915,808

7,187,559

965,982

6,297,668

Impairment loss

11

(677,190)

(323,454)

(721,426)

(157,798)

Operating profit

392,099,733

193,005,216

376,066,534

192,214,137

Finance income

12.1

30,223,893

2,661,858

28,722,457

2,424,568

Finance costs

12.2

(11,006,998)

(43,148,119)

(10,899,592)

(43,063,445)

Net finance costs

19,216,895

(40,486,262)

17,822,865

(40,638,877)

Profit before minimum tax

14

411,316,628

152,518,954

393,889,399

151,575,260

Minimum tax expense

13.1

-

(254,069)

-

-

Profit before tax

411,316,628

152,264,885

393,889,399

151,575,260

Income tax expense

13.2

(138,196,316)

(52,119,604)

(132,183,196)

(51,887,449)

Profit for the year

273,120,312

100,145,281

261,706,204

99,687,811

Other comprehensive income:

Items that will not be reclassified to profit

or loss:

Remeasurements of defined benefit

30.3

(6,808)

58,875

(6,808)

58,875

Related tax

13.3

2,042

(10,552)

2,042

(10,552)

(4,766)

48,323

(4,766)

48,323

Other comprehensive (loss)/income, net

(4,766)

48,323

(4,766)

48,323

Total comprehensive income for the year

273,115,546

100,193,604

261,701,438

99,736,134

Profit attributable to :

- Owners

273,120,312

100,145,282

261,706,204

99,687,811

273,120,312

100,145,282

261,706,204

99,687,811

Total comprehensive income for the year is

attributable to:

- Owners

273,115,546

100,193,604

261,701,438

99,736,134

273,115,546

100,193,604

261,701,438

99,736,134

Earnings per share attributable to the

ordinary equity holders of the Company:

Basic earnings per share (Kobo)

25

1,696

622

1,625

619

Diluted earnings per share (Kobo)

25

1,696

622

1,625

619

The accompanying notes form an integral part of these consolidated and separate financial statements.

Consolidated and Separate Statements of Financial Position as at 31 December 2025

The Group The Company

Notes

31 Dec

2025

N'000

31 Dec

2024

N'000

31 Dec

2025

N'000

31 Dec

2024

N'000

ASSETS

Non-current assets

Property, plant and equipment and

15

448,580,376

409,761,374

372,102,617

337,473,977

right of use assets

Intangible assets

16

1,625,889

1,666,681

23,741

33,237

Investments in subsidiaries

17.1

-

-

63,906,867

63,906,867

Other assets

19

198,315,151

165,078,654

190,676,440

156,922,107

Total non-current assets

648,521,416

576,506,709

626,709,665

558,336,188

Current assets

Inventories

20

112,116,985

104,192,035

92,785,849

84,945,706

Trade and other receivables

21

13,678,086

9,618,820

75,521,407

70,511,982

Other assets

19

22,983,588

28,278,677

21,276,608

25,378,405

Other financial assets

18

22,657,015

34,054,807

20,470,663

32,116,276

Cash and cash equivalents

22

388,067,308

237,858,537

368,617,585

226,344,316

Total current assets

559,502,982

414,002,876

578,672,112

439,296,685

Total assets

1,208,024,398

990,509,585

1,205,381,777

997,632,873

LIABILITIES

Non-current liabilities

Lease liabilities

27

367,591

529,641

367,590

529,588

Employee benefit obligations

30.1

3,075,239

2,591,045

2,632,117

2,256,273

Provisions

28.1

16,211,119

14,515,327

10,039,652

12,609,070

Deferred tax liabilities

13.7

77,012,148

71,130,833

69,209,278

62,587,890

Total non-current liabilities

96,666,097

88,766,846

82,248,637

77,982,821

Current liabilities

Lease liabilities

27

940,382

1,473,747

940,380

1,464,718

Loans and borrowings

27.1

-

210,752

1,945,926

1,502,580

Deferred income

29

-

5,653

-

-

Trade and other payables

31

164,557,981

169,987,481

182,106,333

178,652,221

Contract liabilities

32

115,946,653

212,455,200

112,775,586

206,542,172

Provisions

28.2

3,604,655

1,536,298

2,612,588

1,238,787

Current tax liabilities

13.5

132,312,960

11,432,946

125,559,768

10,997,916

Total current liabilities

417,362,631

397,102,077

425,940,581

400,398,394

Total liabilities

514,028,728

485,868,924

508,189,218

478,381,215

EQUITY

Share capital

23

8,053,899

8,053,899

8,053,899

8,053,899

Share premium

24

435,148,731

435,148,731

435,148,731

435,148,731

Retained earnings

504,922,097

315,567,088

447,667,908

269,727,007

Other reserves arising on business

combination and re-organisations

26

(254,129,057)

(254,129,057)

(193,677,979)

(193,677,979)

Capital and reserves attributable to

owners

693,995,670

504,640,661

697,192,559

519,251,658

Total equity

693,995,670

504,640,661

697,192,559

519,251,658

Total equity and liabilities

1,208,024,398

990,509,585

1,205,381,777

997,632,873

The accompanying notes form an integral part of these consolidated and separate financial statements.







These consolidated and separate financial statements were approved and authorised for issue by the board of directors on 24 February 2026 and were signed on its behalf by:

Gbenga Oyebode, MFR

Lolu Alade-Akinyemi

Zhigang Ke

Chairman

Group Managing Director/CCEO

Chief Financial Officer

FRC/2013/PRO/NBA/004/00000002546

FRC/2020/PRO/ANAN/002/00000020157

FRC/2026/PRO/ANAN/001/096945

Consolidated and Separate Statement of Changes in Equity for the year ended 31 December 2025

The Group

Attributable to equity holders of the parent

Other reserves arising on business

Share capital

Share premium

Retained earnings

combination and re-

organisations Total equity

Notes

N'000

N'000

N'000

N'000

N'000

Balance at 1 January 2025

8,053,899

435,148,731

315,567,088

(254,129,057)

504,640,661

Profit for the year

-

-

273,120,312

-

273,120,312

Other comprehensive income (Net of tax)

-

-

(4,766)

-

(4,766)

Total comprehensive income

-

-

273,115,546

-

273,115,546

Transactions with owners:

Dividends declared

31.3

-

-

(83,760,538)

-

(83,760,538)

Total transaction with owners

-

-

(83,760,538)

-

(83,760,538)

Balance at 31 December 2025

8,053,899

435,148,731

504,922,097

(254,129,057)

693,995,670

Balance at 1 January 2024

8,053,899

435,148,731

245,978,295

(254,129,057)

435,051,868

Profit for the year

100,145,282

100,145,282

Other comprehensive income (Net of tax)

48,323

48,323

Total comprehensive income

-

-

100,193,605

-

100,193,605

Transactions with owners:

Dividends declared

31.3

-

-

(30,604,811)

-

(30,604,811)

Total transaction with owners

-

-

(30,604,811)

-

(30,604,811)

Balance at 31 December 2024

8,053,899

435,148,731

315,567,088

(254,129,057)

504,640,662

The accompanying notes form an integral part of these consolidated and separate financial statements.

Consolidated and Separate Statement of Changes in Equity for the year ended 31 December 2025

The Company

Other reserves arising on

Share

Share

Retained

business combination and

capital

premium

earnings

re-organisations

Total equity

Notes

N'000

N'000

N'000

N'000

N'000

`

Balance at 1 January 2025

8,053,899

435,148,731

269,727,008

(193,677,979)

519,251,658

Profit for the year

-

-

261,706,204

-

261,706,204

Other comprehensive income (Net of tax)

-

-

(4,766)

-

(4,766)

Total comprehensive income

-

-

261,701,438

-

261,701,438

Transaction with owners:

Dividends declared

31.3

-

-

(83,760,538)

-

(83,760,538)

Total transaction with owners

-

-

(83,760,538)

-

(83,760,538)

Balance at 31 December 2025

8,053,899

435,148,731

447,667,908

(193,677,979)

697,192,558

Balance at 1 January 2024

8,053,899

435,148,731

200,595,685

(193,677,979)

450,120,336

Profit for the year

-

-

99,687,811

-

99,687,811

Other comprehensive income (Net of tax)

-

-

48,323

-

48,323

Total comprehensive income

-

-

99,736,134

-

99,736,134

Transaction with owners:

Dividends declared

31.3

-

-

(30,604,811)

-

(30,604,812)

Total transaction with owners

-

-

(30,604,811)

-

(30,604,812)

Balance at 31 December 2024

8,053,899

435,148,731

269,727,008

(193,677,979)

519,251,658

The accompanying notes form an integral part of these consolidated and separate financial statements.

Lafarge Africa Plc

Consolidated and Separate Statements of Cash Flows for the year ended 31 December 2025

The Group The Company

Notes

31 Dec

2025

N'000

31 Dec

2024

N'000

31 Dec

2025

N'000

31 Dec

2024

N'000

Cash flows from operating activities:

Profit before taxation

411,316,628

152,518,954

393,889,399

151,575,260

Adjustments to reconcile Profit for the year to net

cash flows:

Depreciation of property, plant and equipment and

34,784,416

29,299,768

31,581,102

27,552,966

right of use assets

15

Impairment loss/(reversal) on property, plant and equipment

15

-

(4,671,207)

-

(4,671,207)

Amortization of intangible assets

16

40,793

76,641

9,496

9,496

Other non-cash items

33.3

3,721,308

(185,159)

2,507,121

1,178,024

Net unrealized foreign exchange gain

12.1

-

(600,174)

-

(531,072)

Net unrealized foreign exchange loss

12.2

5,811,098

-

5,692,918

-

Finance costs

12.2

5,195,900

18,276,770

5,206,674

18,396,141

Finance income

12.1

(30,223,893)

(2,061,684)

(28,722,457)

(1,893,496)

Provisions and net movement on employee benefits

33.1.6

2,104,021

(578,896)

1,358,550

(595,363)

Change in net working capital

33.1

(129,634,576)

27,741,414

(120,337,659)

16,004,496

Cash flows generated from operations

303,115,695

219,816,428

291,185,144

207,025,245

Income taxes paid

13.6

(10,486,696)

(5,689,856)

(10,078,584)

(4,424,692)

Net cash flows generated from operating activities

292,628,999

214,126,572

281,106,560

202,600,553

Cash flows from investing activities

Acquisition of property, plant and equipment and right of use asset

15.1

(74,609,703)

(74,667,895)

(66,927,710)

(65,247,319)

Interest received

12.3

25,079,530

2,061,684

24,195,974

1,893,496

Proceeds from disposal of property, plant and equipment

33.2

229,941

1,233,759

70,925

117,912

Net cash flows used in investing activities

(49,300,232)

(71,372,452)

(42,660,811)

(63,235,911)

Cash flows from financing activities

Interest paid

12.4

(8,578,062)

(16,571,119)

(9,084,182)

(16,602,639)

Dividend paid to equity holders of the company

31.3.1

(83,760,538)

(30,604,812)

(83,760,538)

(30,604,812)

Additions to lease liabilities

27.3

-

2,163,713

-

2,163,713

Repayment of lease liabilities

27.3

(715,394)

(1,509,801)

(710,682)

(1,509,801)

Repayment of loans and borrowings

27.3

(210,752)

(28,341,029)

-

(25,891,998)

Net cash used in financing activities

(93,264,746)

(74,863,048)

(93,555,402)

(72,445,537)

Net increase in cash and cash equivalents

150,064,020

67,891,071

144,890,347

66,919,105

Cash and cash equivalents at the beginning of the year

235,230,231

165,844,333

224,508,490

156,410,557

Effects of exchange rate changes on cash and cash equivalents held

(319,691)

1,494,827

(3,752,377)

1,178,828

Cash and cash equivalents at the end of the year

22.2

384,974,560

235,230,231

365,646,460

224,508,490

The accompanying notes form an integral part of these consolidated and separate financial statements.

1 Reporting Entity

Lafarge Africa PLC (Lafarge Africa) was incorporated in Nigeria on 24 February 1959 and commenced business on 10 January 1961. The Company, formerly known as Lafarge Cement WAPCO Nigeria PLC changed its name after a special resolution was passed by the shareholders at an Annual General Meeting held on Wednesday 9 July 2014. The change of name became effective with the acquisition of shares in Lafarge South Africa Holdings (Proprietary) Limited (LSAH), United Cement Company of Nigeria Limited (UNICEM), AshakaCem PLC (AshakaCem) and Atlas Cement Company Limited (Atlas). The Company's corporate head office is situated at 27B Gerrard Road, Ikoyi, Lagos which is the same as the registered office.

Lafarge Africa is in the business of manufacturing and marketing of cement and other cementitious products such as Ready-Mix Concrete, Aggregates, Fly-Ash etc. On 15 July 2016, Lafarge S.A. France and Holcim Limited, Switzerland, two large global players, merged to form LafargeHolcim Group based in Zug, Switzerland. Following the completion of the divestment by Holcim, Lafarge Africa Plc is now a subsidiary of Huaxin Building Materials Group Co., Ltd.

The term 'Group' as used in this report refers to Lafarge Africa, and its subsidiaries. Lafarge Africa Group comprises of Lafarge Africa Plc and its subsidiaries below:

AshakaCem Limited was incorporated in Nigeria on 7 August 1974 as a private limited liability company and was converted to a public limited liability company in July 1990. In April 2017, the shareholders of AshakaCem, at an Extraordinary General Meeting (EGM), passed a resolution to delist the company from the official list of the Nigerian Stock Exchange (NSE). Subsequent to the delisting of the company, the shareholders of AshakaCem, held a Court-ordered EGM on 23 October 2017, at which a Scheme to re-organize the issued share capital of the company was passed. The resolution passed at the court ordered meeting was subsequently filed and sanctioned by the Federal High Court and the sanction officially gazetted. At the conclusion of the scheme, Lafarge Africa became 100% owner of the issued share capital of AshakaCem. AshakaCem's main business is the manufacturing and marketing of cementitious materials. AshakaCem has a production capacity of 1.0mtpa.

Wapsila Nigeria Limited was incorporated in Nigeria on 1 December 2014 as a wholly owned subsidiary of Lafarge Africa Plc. Its main business is the generation and sale of power. The Company commenced operations in 2023.

In November 2019, through a shareholder meeting ordered by the Federal High Court and the resolutions sanctioned by it, Lafarge Readymix Nig Ltd. was merged into Lafarge Africa effectively from 30 November, 2019. The Court Sanction was registered with the CAC (Corporate Affairs Commission) and published in the official Gazette of the Federal Government of Nigeria.

On 20, January 2021, the Board of Directors of Lafarge Africa Plc approved the disposal of the Company's investment in Continental Blue Investment Ghana Ltd (CBI) a company involved in development, financing and operation of a cement grinding plant in Ghana via, a sale of the total equity interest held by the Company in CBI to a third party, F. Scott AG. The sale was concluded on 30 June 2021.

The Group's subsidiaries are as stated below;

31 December 2025

31 December 2024

AshakaCem Limited

AshakaCem Limited

Wapsila Nigeria Limited

Wapsila Nigeria Limited

During the year, Huaxin Building Materials Group Co., Ltd completed the acquisition of two companies - Caricement

B.V and Davis Peak Holdings Limited, which are shareholders of Lafarge Africa Plc.

Following the completion of this transaction, Lafarge Africa Plc has remained a publicly traded company on the NGX.

  1. (a) Basis of accounting

    1. Compliance with IFRS

    These consolidated and separate financial statements of Lafarge Africa Plc have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and in a manner required by the Companies and Allied Matters Act, 2020, the Financial Reporting Council of Nigeria (Amendment) Act, 2023. The consolidated and separate financial statements were authorised for issue by the Group and Company's Board of Directors on 24 February 2026. Details of the Group and the Company's material accounting policies, including changes thereto are included in Note 2.2.2.

    1. (b) Functional and presentation currency

      The financial information is presented in Naira, which is the Company's functional currency, and all values are rounded to the nearest thousand (₦'000), except where otherwise indicated. The accounting policies are applicable to both the Company and the Group.

    2. Use of judgements and accounting estimates

    In preparing these consolidated and separate financial statements, management has made judgements, estimates and assumptions that affect the application of the Group/Company's 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 estimates are recognised prospectively.

    Judgements

    Information about judgements made in applying accounting policies that have the most significant effects on the amounts recognised in the consolidated and separate financial statements is disclosed in Note 3.1

    Assumptions and estimation uncertainties

    Information about assumptions and estimation uncertainties at 31 December 2025 that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities in the next financial year is disclosed in Note 3.2.

    Measurement of Fair value

    A number of the Group's and Company's accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities.

    The Group and Company has an established control framework with respect to the measurement of fair values. This includes a valuation team that has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values, and reports directly to the Chief financial officer. The valuation team regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then the valuation team assesses.

    the evidence obtained from the third parties to support the conclusion that these valuations meet the requirements of IFRS, including the level in the fair value hierarchy in which the valuations should be classified. Significant valuation issues are reported to the Group's and Company's audit committee.

    When measuring the fair value of an asset or a liability, the Group and the Company uses observable market data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows.

    • Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities.

    • Level 2 - inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

    • Level 3 - inputs for the asset or liability that are not based on observable market data (unobservable inputs).

  2. Use of judgements and accounting estimates - Continued

    If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.

    The Group and the Company recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

    Further information about the assumptions made in measuring fair values in Note 2.3.11 - Financial Instrument

    1. Going concern

      These consolidated and separate financial statements have been prepared on a going concern basis. Management believes that the going concern assumption is appropriate.

    2. Changes in accounting policies and disclosures

      1. New and amended standards and interpretations adopted by the Group and the Company

        Below are the standards, amendments and interpretation which are effective 1 January 2025 together with the assessment of their impact on the Group's and the Company's consolidated and separate financial statements.

        1 Amendments to IAS 21 - Lack of exchangeability

        For annual reporting periods beginning on or after 1 January 2025, Lack of Exchangeability - Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates specifies how an entity should assess whether a currency is exchangeable and how it should determine a spot exchange rate when exchangeability is lacking. The amendments also require disclosure of information that enables users of its financial statements to understand how the currency not being exchangeable into the other currency affects, or is expected to affect, the entity's financial performance, financial position and cash flows.

        The amendments did not have a material impact on the Group's financial statements.

      2. Standards issued but not yet effective

        The new and amended standards and interpretations that are issued, but not yet effective, up to the date of issuance of the Group's and the Company's consolidated and separate financial statements are disclosed below. The Group and the Company intends to adopt these new and amended standards and interpretations, if applicable, when they become effective. The Group and the Company will assess the impact of the adoption of these amendments on the consolidated and separate financial statements in their year of initial application

        1. Contracts Referencing Nature-dependent Electricity - Amendments to IFRS 9 and IFRS 7

          The amendments will take effect for annual reporting periods starting on or after 1 January 2026. Early

          adoption is allowed, but it must be disclosed. The amendments apply only to contracts that reference nature-dependent electricity; the amendments:

          • Clarify the application of the 'own-use' requirements for in-scope contracts

          • Amend the designation requirements for a hedged item in a cash flow hedging relationship for in-scope contracts

          • Add new disclosure requirements to enable investors to understand the effect of these contracts on a company's financial performance and cash flows

            The amendments concerning the own-use exception are to be applied retrospectively, while the hedge accounting amendments should be applied prospectively to new hedging relationships designated from the initial application date. Additionally, the IFRS 7 disclosure amendments must be implemented alongside the IFRS 9 amendments. If an entity does not restate comparative information, it cannot present comparative disclosures.

            The Group does not expect that the amendments will have a material impact on its financial statements.

            2.2.2 Changes in accounting policies and disclosures - Continued

        2. Amendments to the Classification and Measurement of Financial Instruments - Amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments:

Disclosures

The Amendments apply for reporting periods beginning on or after 1 January 2026. Early adoption is permitted. The highlights of the Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7) are:

Derecognition of a financial liability settled through electronic transfer: The amendments to the application guidance of IFRS 9 permit an entity to deem a financial liability (or part of it) that will be settled in cash using an electronic payment system to be discharged before the settlement date if specified criteria are met. An entity that elects to apply the derecognition option would be required to apply it to all settlements made through the same electronic payment system. Classification of financial assets:

Contractual terms that are consistent with a basic lending arrangement. The amendments to the application guidance of IFRS 9 provide guidance on how an entity can assess whether contractual cash flows of a financial asset are consistent with a basic lending arrangement. To illustrate the changes to the application guidance, the amendments add examples of financial assets that have, or do not have, contractual cash flows that are solely payments of principal and interest on the principal amount outstanding. Assets with non-recourse features. The amendments enhance the description of the term 'non-recourse'. Under the amendments, a financial asset has non-recourse features if an entity's ultimate right to receive cash flows is contractually limited to the cash flows generated by specified assets. Contractually linked instruments. The amendments clarify the characteristics of contractually linked instruments that distinguish them from other transactions. The amendments also note that not all transactions with multiple debt instruments meet the criteria of transactions with multiple contractually linked instruments and provide an example. In addition, the amendments clarify that the reference to instruments in the underlying pool can include financial instruments that are not within the scope of the classification requirements.

Disclosures:

Investments in equity instruments designated at fair value through other comprehensive income. The requirements in IFRS 7 are amended for disclosures that an entity provides in respect of these investments. In particular, an entity would be required to disclose the fair value gain or loss presented in other comprehensive income during the period, showing separately the fair value gain or loss that relates to investments derecognised in the period and the fair value gain or loss that relates to investments held at the end of the period. Contractual terms that could change the timing or amount of contractual cash flows. The amendments require the disclosure of contractual terms that could change the timing or amount of contractual cash flows on the occurrence (or non-occurrence) of a contingent event that does not relate directly to changes in a basic lending risks and costs. The requirements apply to each class of financial asset measured at amortised cost or fair value through other comprehensive income and each class of financial liability measured at amortised cost.

The Group and the Company do not intend to early adopt the amendment to the standard prior to its effective date. Management will assess the potential impact of adopting the amendment on the Group's and the Company's financial statements when the amendment becomes effective.

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