Nigerian Aviation Handling Co. PlcNSENG: NAHCO

Quarter 3 - financial statement for 2025

· Issued by Nigerian Aviation Handling Co. Plc

NIGERIAN AVIATION HANDLING COMPANY PLC

Lagos, Nigeria

CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025

NIGERIAN AVIATION HANDLING COMPANY PLC

CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025

Contents

Page

Corporate Information

3

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

4

Consolidated and Separate Statements of Financial Position

5 to 6

Consolidated Statement of Changes in Equity

7

Separate Statement of Changes in Equity

8

Consolidated and Separate Statements of Cash flows

9 to 10

Nahco Free Float Status

11

Notes to the Consolidated and Separate Financial Statements

12 to 53

NIGERIAN AVIATION HANDLING COMPANY PLC

CORPORATE INFORMATION

RC No.

30954

Tax identification number

00209207-0001

DIRECTORS

Chairman (Non Executive)

Dr. Seinde Oladapo Fadeni

Group Managing Director/CEO

Mr. Indranil Gupta (Indian) Mr. Olumuyiwa Olumekun

(Resigned 31 December 2024)

(Appointed 1 January 2025)

Executive Directors

Dr. Peter Olusola Obabori

Prince Saheed Lasisi

Non-Executive Directors

Mr. Taofeeq Oluwatoyin Salman

Mr. Tajudeen Moyosola Shobayo Prof. Enyinna Ugwuchi Okpara

Mr. Abdulhamid Aliyu

Rev. Olaiya Victor Abimbola

Independent Non- Executive Directors

Mrs. Abimbola Adunola Adebakin Mrs. Adebisi Oluwayemisi Bakare Mr. Akinwumi Godson Fanimokun

(Appointed 29 April 2024)

Registered Office

NAHCO Aviance House

Murtala Muhammed International Airport Ikeja, Lagos

Registrars

Cardinal Stone Registrars Limited

358, Herbert Macaulay Way Yaba, Lagos

P. O. Box 9117 Lagos, Nigeria

Company Secretary

Dikko & Mahmoud (Solicitors & Advocates) No 10 Seguela Street, Wuse 2

F.C.T. Abuja

Auditor

Ernst & Young

10th & 13th Floors, UBA House 57 Marina, Lagos.

Bankers

Access Bank Plc Citibank Nigeria Limited Ecobank Plc

Fidelity Bank Plc

First Bank of Nigeria Limited Globus Bank Limited Guaranty Trust Bank Plc Polaris Bank Limited Stanbic IBTC Bank Plc Union Bank Plc

Zenith Bank Plc

NIGERIAN AVIATION HANDLING COMPANY PLC CONSOLIDATED AND SEPARATE STATEMENTS OF PROFIT OR LOSS & OTHER COMPREHENSIVE INCOME FOR THE PERIOD ENDED 30 SEPTEMBER 2025 Group Company

2025

2024

2025

2024

2025

2024

2025

2024

Jan-Sep

Jan-Sep

Jul-Sep

Jul-Sep

Jan-Sep

Jan-Sep

Jul-Sep

Jul-Sep

Notes

N'000

N'000

N'000

N'000

N'000

N'000

N'000

N'000

Revenue from contract with customer

5

47,759,302

33,947,475

15,429,665

17,946,537

44,364,015

32,355,750

14,901,501

17,290,072

Operating costs

9a

(19,329,768)

(13,211,044)

(6,165,064)

(6,010,160)

(16,821,485)

(12,368,959)

(5,756,904)

(5,603,896)

Gross profit

28,429,534

20,736,431

9,264,601

11,936,377

27,542,530

19,986,791

9,144,597

11,686,176

Other income

6

352,440

(650,308)

138,298

(1,008,595)

352,213

(661,202)

138,396

(1,015,158)

Administrative expenses

9b

(10,639,250)

(7,208,380)

(2,881,749)

(3,181,750)

(10,132,517)

(6,896,841)

(2,694,089)

(3,053,614)

Expected credit losses

9c

-

-

-

-

-

-

-

Profit from operations

18,142,724

12,877,743

6,521,150

7,746,032

17,762,226

12,428,748

6,588,904

7,617,404

Finance costs

7

(1,572,936)

(693,022)

(461,724)

(265,699)

(1,466,833)

(685,002)

(421,550)

(263,025)

Finance income

7

1,369,347

109,314

79,659

66,115

1,302,546

109,314

48,498

66,115

Profit before tax

17,939,135

12,294,035

6,139,085

7,546,448

17,597,939

11,853,060

6,215,852

7,420,494

Income tax expense

8(a)

(4,482,273)

(3,118,132)

(16,282,323)

(1,705,074)

(4,399,485)

(3,036,917)

(1,553,964)

(1,682,750)

Profit for the period

13,456,862

9,175,903

(10,143,238)

5,841,374

13,198,454

8,816,143

4,661,888

5,737,744

Other comprehensive income

-

-

-

-

-

-

-

Total comprehensive income for the

period, net of tax

13,456,862

9,175,903

(10,143,238)

5,841,374

13,198,454

8,816,143

4,661,888

5,737,744

=========

========

=========

========

=========

========

=========

=========

Profit attributable to:

Equity holders of the parent

13,460,922

9,175,903

4,594,284

5,841,374

13,198,454

8,816,143

4,661,888

5,737,744

Non-controlling interest

26b

(4,060)

-

(16,907)

-

-

-

-

-

13,456,862

9,175,903

4,577,377

5,841,374

13,198,454

8,816,143

4,661,888

5,737,744

=========

========

=========

========

=========

========

=========

=========

Earnings per share:

Basic/diluted earnings per share (Kobo)

10

691

471

235

300

677

452

239

294

===

===

===

===

===

===

===

===

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

CONSOLIDATED AND SEPARATE STATEMENTS OF FINANCIAL POSITION AS AT 30 SEPTEMBER 2025

Group

Company

Sep 2025

Dec 2024

Sep 2025

Dec 2024

Notes

N'000

N'000

N'000

N'000

Assets

Non-current assets

Property, plant and equipment

11

26,099,630

23,356,880

25,899,410

23,167,123

Intangible assets

14

177,185

191,836

80,478

95,520

Investment property

15

256,466

264,905

256,466

264,905

Right-of-use assets

12&13

552,492

604,259

552,492

604,260

Investment in subsidiaries

16

-

-

241,000

241,000

Total non-current assets

27,085,773

24,417,880

27,029,846

24,372,808

Current assets

Inventories

17

1,273,511

895,638

1,149,256

683,130

Trade and other receivables

19

10,254,189

14,028,689

9,318,267

9,979,270

Intercompany receivables

20

-

-

296,524

300,147

Intercompany loan

20b

-

-

197,932

3,408,132

Prepayments

18

1,843,003

1,451,077

1,338,833

1,128,971

Cash and Cash Equivalent

22

8,182,634

6,159,606

5,703,749

5,090,561

Total current assets

21,553,337

22,535,010

18,004,561

20,590,211

Total assets

48,639,110

46,952,890

45,034,407

44,963,019

=========

=========

=========

=========

Equity and liabilities

Equity

Share capital

23

974,531

974,531

974,531

974,531

Share premium

24

1,752,336

1,752,336

1,752,336

1,752,336

Retained earnings

26

19,198,113

17,314,624

17,699,673

15,704,422

Total equity attributable to equity

holders of the Company

21,924,980

20,041,491

20,426,540

18,431,289

Non-controlling interests

26b

29,440

33,500

-

-

Total equity

21,954,420

20,074,991

20,426,540

18,431,289

Non-current liabilities

Lease liabilities

27

734,912

1,105,025

734,912

1,105,025

Deferred tax liabilities

8C

477,538

459,848

465,795

465,795

Interest-bearing loan and borrowings

28.2

3,975,134

3,505,781

3,975,134

3,505,781

Total non-current liabilities

5,187,584

5,070,654

5,175,841

5,076,601

CONSOLIDATED AND SEPARATE STATEMENTS OF FINANCIAL POSITION - Continued AS AT 30 SEPTEMBER 2Q25

Group

Company

Sep 2025

Dec 2024

Sep 2025

Dec 2024

Notes

N'000

N'000

N'0D0

N'Q00

Current liabilities Current tax liabilities

8b

5,157,355

5,905,413

5,069,775

5,802,747

Trade and other payables

28

13,0z6,g96

13,ss5.879

12,421,497

13,881,354

Interest-bearing loan and borrowings

2B.2

2,D64,946

1,821,253

1,924,946

1,731,253

Lease liabilities

27

27,169

27,169

Deferred income



1,247,809

197,531

15,808

12,606

Total current liabilities

21,<>

21.807,24s

1g,4 2,026

21,455,129

Total liabilities

26,684,69Q

26,877.899

24,607.867

26,531,730

Total equity and liabilities

48,639,110

46,952,890

45,034,407

44,963,019

The financial statements were approved by the Board of Directors on 30 October, 2D25 and signed on its behalf by:



Group Managing Director FRC/2013/PRO/IODN/002/00000003965

Chief Financial Officer FRC/2019/PRO/ICAN/001/00000019815

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

Group

Share capital

Share Retained

premium earnings

Total

Non-

Controlling Total

interest equity

2025

N'000 N'000 N'000

N'000

N'000 N'000

At 1 January 2025

974,531

1,752,336

17,314,624

20,041,491

33,500

20,074,991

Profit for the year

-

-

13,460,922

13,460,922

(4,060) 13,456,862

Other comprehensive income net of tax

-

-

-

-

-

-

Total comprehensive income for the

-

-

13,460,922

13,460,922

(4,060) 13,456,862

year, net of tax

Investment by NCI

-

-

-

-

-

-

Dividend paid (Note 26c)

-

-

(11,577,433)

(11,577,433)

-

(11,577,433)

At 30 September 2025

974,531

1,752,336

19,198,113

21,924,980

29,440

21,954,420

=======

========

=========

=========

======

=========

2024

At 1 January 2024

974,531

1,752,336

9,400,480

12,127,347

-

12,127,347

Profit for the year

-

-

12,864,761

12,864,761

-

12,864,761

Other comprehensive income net of tax

-

-

-

-

-

-

Total comprehensive income for the

-

-

12,864,761

12,864,761

-

12,864,761

year, net of tax

Investment by NCI

-

-

-

-

33,500

33,500

Dividend paid (Note 26c)

-

-

(4,950,617)

(4,950,617)

-

(4,950,617)

At 31 December 2024

974,531

1,752,336

17,314,624

20,041,491

33,500

20,074,991

=======

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========

=========

======

=========

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

Company

capital

N'000

premium

N'000

earnings

N'000

Total

N'000

974,531

1,752,336

15,704,422

18,431,289

-

-

13,198,454

13,198,454

- - -

-

-

-

-

-

13,198,454

13,198,454

-

-

(11,203,203)

(11,203,203)

974,531

=======

1,752,336

========

17,699,673

=========

20,426,540

==========

2025 Share Share Retained

At 1 January 2025

Profit for the year

Other comprehensive income net of tax

Total comprehensive income for the year, net of tax

Dividend paid (Note 26c)

At 30 September 2025

2024

Share

capital

Share

premium

Retained

earnings

Total

N'000

N'000

N'000

N'000

At 1 January 2024

974,531

1,752,336

8,693,467

11,420,334

Profit for the year

-

-

11,961,572

11,961,572

Other comprehensive income net of tax

-

-

-

-

Total comprehensive income for the

-

-

11,961,572

11,961,572

year, net of tax

Dividend paid (Note 26c)

-

-

(4,950,617)

(4,950,617)

At 31 December 2024

974,531

1,752,336

15,704,422

18,431,289

=======

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=========

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

Notes

Group

Sep 2025

N'000

Dec 2024

N'000

Company

Sep 2025 Dec 2024

N'000 N'000

Operating activities

Profit before tax

17,939,135

18,702,142

17,597,939

17,716,194

Adjustments to reconcile profit before

tax to net cash flows:

Depreciation of property, plant and equipment

9d

1,773,116

1,247,522

1,743,959

1,217,092

Depreciation of investment property

9d

8,439

11,251

8,439

11,251

Amortization of intangible asset

9d

15,326

26,044

15,042

25,730

Depreciation of right-of-use asset

9d

51,767

31,939

51,767

48,359

Profit on disposal of property, plant and equipment

6

(1,474)

(116)

(1,474)

-

Loss on disposal of property, plant and equipment

9b

-

215,840

-

215,840

Bad debt written off

9b

-

19,860

-

-

Expected credit losses on account receivables

9c

-

470,885

-

342,216

Expected credit losses on intercompany

9c

-

-

-

(15,241)

Expected credit losses on intercompany loan

9c

-

-

-

94,238

Expected credit loss on short-term deposit

9c

-

(9,085)

-

(9,085)

Intercompany bad debt written-off

9b

-

-

-

420,760

Property, plant and equipment written off

9b

-

4,022

-

4,022

Deferred rent released to profit or loss

29

(161,526)

(274,394)

(161,526)

(274,394)

Finance cost

7

1,572,937

1,282,420

1,466,833

1,261,986

Finance income

7

(1,369,347)

(145,982)

(1,302,546) (145,982)

Unrealized/Realized exchange (gain)/loss

9

359,114

1,670,880

406,994

1,670,880

20,187,487

23,253,228

19,825,427

22,583,866

Working capital adjustments:

(Increase)/Decrease in inventories

(377,873)

(397,495)

(466,126)

(184,987)

(Increase)/Decrease In trade and other receivables

2,387,542

(5,868,006)

(725,955)

(5,432,580)

(Increase)/ Decrease in intercompany receivables

-

-

3,623

(125,398)

(Increase)/Decrease in prepayments

(391,926)

3,683,906

(209,862)

3,713,090

(Decrease)/Increase in trade and other payables

(1,187,997)

3,547,884

(1,866,851) 3,812,382

(Decrease)/Increase in Interest bearing borrowings

19,164

-

1,474

-

20,636,397

24,219,517

16,561,730

24,366,373

Taxation paid

8(b)

(3,843,373)

(1,781,807)

(3,745,499) (1,708,737)

Net cash flows from operating activities

16,793,024

22,437,710

12,816,231

22,657,636

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

Grou

p

Company

Sep 2025

Dec 2024

Sep 2025

Dec 2024

Notes

N'000

N'000

N'000

N'000

Investing activities

Purchase of property, plant and equipment

11

(4,515,866)

(17,281,876)

(4,476,246)

(17,174,893)

Acquisition of intangible asset

14

(675)

(13,825)

-

(11,325)

Investment in subsidiary

16

-

-

-

(36,000)

Proceeds from disposal of property, plant and equipment

-

7,609

-

7,409

Rent received

29

1,211,804

324,738

164,728

220,843

Interest received

7

1,369,347

145,982

1,302,546

145,982

Net cash flows used in investing activities

(1,935,390)

(16,817,372)

(3,008,972)

(16,847,984)

Financing activities

Interest paid

28.2.1

(1,261,193)

(1,021,895)

(1,205,089)

(1,011,201)

Lease payment

27

(659,026)

(182,744)

(659,026)

(182,744)

Loan received from bank & Subsidiary loan repayment

28.2.1

1,924,946

6,073,246

5,135,147

5,983,246

Loan repayment

28.2.1

(1,261,900)

(2,296,933)

(1,261,900)

(2,296,933)

Loan to related party

20b

-

-

-

(292,370)

Dividends paid

26

(11,577,433)

(4,950,617)

(11,203,203)

(4,950,617)

Net cash flows used in financing activities

(12,834,606)

(2,378,943)

(9,194,071)

(2,750,619)

Net increase/ (decrease) in cash and cash equivalent

2,023,028

3,241,395

613,188

3,059,033

Cash and cash equivalents at 1 January

6,160,928

2,919,533

5,090,884

2,031,851

Cash and cash equivalents at 30 September

22

8,183,956

6,160,928

5,704,072

5,090,884

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

Shareholding Structure/Free Float Status

Description

30-Sept-25

30-Sept-24

Units

Percentage (In relation to

Issued Share Capital)

Units

Percentage (In relation to

Issued Share Capital)

Issued Share Capital

1,949,062,500

100%

1,949,062,500

100%

Details of Substantial Shareholdings (5% and above)

[Name(s) of Shareholders]

Godsmart Nigeria Ltd

497,293,890

25.51%

525,278,312

26.95%

White Cowry Industries Limited

168,643,862

8.65%

174,643,862

8.96%

Awhua Resources Limited

138,945,487

7.13%

138,945,487

7.13%

Total Substantial Shareholdings

804,883,239

41.29%

838,867,661

43.04%

Details of Directors Shareholdings (direct and indirect), excluding directors' holding substantial interests

[Name(s) of Directors]

Dr. Seinde Fadeni Oladapo

-

0.00%

-

0.00%

Rev. Victor Abimbola Olaiya

778,210

0.04%

671,110

0.03%

Mr. Indranil Gupta

-

0.00%

-

0.00%

Mrs. Bakare Adebisi Oluwayemisi

38,059

0.00%

38,059

0.00%

Mr. Akinwumi Godson Fanimokun (Direct)

7,031,932

0.36%

7,031,932

0.36%

Mr. Salman Taofeeq Oluwatoyin

54,000

0.00%

-

0.00%

Mr. Abdulhamid Aliyu

-

0.00%

-

0.00%

Mr. Tajudeen Moyosola Shobayo (Direct)

22,485,768

1.15%

19,508,768

1.00%

Prof. Enyinna Ugwuchi Okpara (Direct)

39,600

0.00%

39,600

0.00%

Dr. Peter Olusola Obabori

1,000,000

0.05%

-

0.00%

Mrs. Abimbola Adunola Adebakin

-

0.00%

-

0.00%

Prince Saheed Lasisi (Direct)

6,101,999

0.31%

6,556,985

0.34%

Total Directors' Shareholdings

37,529,568

1.91%

33,846,454

1.73%

Details of Other Influential shareholdings, if any (E.g. Government, Promoters)

[Name(s) of Entities/ Government]

-

-

-

-

Total of Other Influential Shareholdings

-

-

-

-

Free Float in Unit and Percentage

1,106,649,693

56.80%

1,076,348,385

55.23%

Free Float in Value

₦116,198,217,765.00

₦37,510,741,217

Declaration:

A) NAHCO Plc with a free float percentage of 56.78% as at September 30, 2025 is compliant with The Exchange's free float requirements for companies listed

on the Main Board.

B) NAHCO Plc with a free float percentage of 55.22% as at September 30, 2024 is compliant with The Exchange's free float requirements for companies listed

on the Main Board.

Note:

* Share Price as at September 30, 2025 ₦105.00

* Share Price as at September 30, 2024 ₦34.85

NOTES TO THE CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS
  1. Reporting entity

    Nigerian Aviation Handling Company PLC ("nahco aviance" or "the Company") is a company domiciled in Nigeria with its registered office at Murtala Muhammed International Airport, Ikeja, Lagos. The consolidated financial statements of the Group for the period ended 30 June 2025 comprise the Company and its subsidiaries (together referred to as the "Group" and individually as "Group entities"). The group is primarily involved in provision of services including aircraft handling, cargo handling, passenger handling, passenger profiling, crew transportation, energy and power distribution and leasing of ground handling equipment.

  2. Basis of preparation
    1. Statement of compliance

      The financial statements have been prepared in accordance with the 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.

      The consolidated and separate financial statements were authorized for issue by the Directors on 30 October, 2025.

    2. Functional and presentation currency

      These financial statements are presented in the Nigerian Naira, which is the Group's functional currency. Except as indicated, financial

      information presented in Naira has been rounded to the nearest thousands.

    3. Basis of measurement

      These financial statements are prepared on the historical cost basis except where fair values are adopted and disclosed in the policy and notes to the consolidated and separate financial statements.

    4. Composition of the financial Statement Financial statements consist of :

      1. Consolidated and separate statements of profit or loss and other comprehensive statement

      2. Consolidated and separate statements of the financial position

      3. Consolidated and separate statements of changes in equity

      4. Consolidated and separate statements of cash flows

      5. Notes to the consolidated and separate financial statements

    5. Use of estimates and judgments

The preparation of the consolidated and separate financial statements is in conformity with the IFRSs requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised, if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods.

NOTES TO THE CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS - Continued 2 Basis of preparation - Continued (e) Use of estimates and judgments - Continued Judgments

In the process of applying the Group's accounting policies, management has made the following judgments, which have the most

significant effect on the amounts recognised in the financial statements:

Determining the timing of satisfaction of Ground and Cargo Handling Services

Revenue from contract with customers is to be recognized over time because the customer simultaneously receives and consumes the benefits provided by the Company. The fact that another entity would not need to re-perform the service that the Company has provided to date demonstrates that the customer simultaneously receives and consumes the benefits of the Company's performance as it performs.

The company has determined that the input method is the best method in measuring progress of Ground and Cargo Handling

Operating lease commitments - Group as lessor

The group has entered into commercial property leases on its investment property portfolio. The group has determined, based on an evaluation of the terms and conditions of the arrangements, such as the lease term not constituting a major part of the economic life of the commercial property and the present value of the minimum lease payments not amounting to substantially all of the fair value of the commercial property, that it retains all the significant risks and rewards of ownership of these properties and accounts for the contracts as operating leases.

Going concern

The group's management has made an assessment of its ability to continue as a going concern and is satisfied that it has the resources to continue in business for the foreseeable future. Furthermore, the Management is not aware of any material uncertainties that may cast significant doubt upon the Group's ability to continue as a going concern. Therefore, the financial statements continue to be prepared on the going concern basis.

Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The group based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising beyond the control of the Group. Such changes are reflected in the assumptions when they occur.

Discount rate used to determine the incremental borrowing rate

The Group cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) as it relates to each specific subsidiary to measure lease liabilities. The IBR is the rate of interest that each entity in the Group would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment.

The group estimates the IBR using the following steps:

Step 1: Reference rate: This is generally a government bond reflecting risk-free rate. Repayment profile was considered when aligning the term of the lease with the term for the source of the reference rate.

Step 2: Financing spread adjustment: Use credit spreads from debt with the appropriate term by considering Company's standalone credit rating or similar Company credit rating.

Step 3: Lease specific adjustment: Use of market yield for the leased assets, as an additional data point and to check the overall IBRs calculated.

Re-assessment of useful lives and residual values

The Group carries its PPE at cost less accumulated depreciation and impairment in the consolidated and separate statements of financial position. The annual review of the useful lives and residual value of PPE result in the use of significant management judgements.

Impairment of non-financial assets

Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs to sell and its value in use. The fair value less costs to sell calculation is based on available data from binding sales transactions, conducted at arm's length for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a discounted cash flow model. The cash flows are derived from the budget for the next five years and do not include restructuring activities that the Group is not yet committed to or significant future investments that will enhance the asset's performance of the CGU being tested. The recoverable amount is most sensitive to the discount rate used for the discounted cash flow model as well as the expected future cash inflows and the growth rate used for extrapolation purposes.

The Group recognizes an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).

For trade receivables and contract assets, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

For debt instruments at fair value through OCI, the Group applies the low credit risk simplification. At every reporting date, the Group evaluates whether the debt instrument is considered to have low credit risk using all reasonable and supportable information that is available without undue cost or effort. In making that evaluation, the Group reassesses the internal credit rating of the debt instrument. In addition, the Group considers that there has been a significant increase in credit risk when contractual payments are more than 30 days past due.

The group considers a financial asset in default when contractual payments are 90 days past due. However, in certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Group. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows.

Fair value of financial instruments

When the fair value of financial assets and financial liabilities recorded in the consolidated and separate statements of financial position cannot be derived from active markets, their fair value is determined using valuation techniques including the discounted cash flow model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. The judgments include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.

(e) Use of estimates and judgments - Continued Provision for expected credit losses of trade receivable

The company uses a provision matrix to calculate ECLs for trade receivables. The provision rates are based on days past due for groupings of various customer segments that have similar loss patterns (i.e., by geography, product type, customer type and rating).

The provision matrix is initially based on the Group's historical observed default rates. The company will calibrate the matrix to adjust the historical credit loss experience with forward-looking information. For instance, if forecast economic conditions (i.e., gross domestic product) are expected to deteriorate over the next year which can lead to an increased number of defaults in the manufacturing sector, the historical default rates are adjusted. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analyzed.

The assessment of the correlation between historical observed default rates, forecast economic conditions and ECLs is a significant estimate. The amount of ECLs is sensitive to changes in circumstances and of forecast economic conditions. The Group's historical credit loss experience and forecast of economic conditions may also not be representative of customer's actual default in the future.

Taxes

Uncertainties exist with respect to the interpretation of complex tax regulations, changes in tax laws, the amount and timing of future taxable income. Given the wide range of international business relationships and the long-term nature and complexity of existing contractual agreements, differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The group establishes provisions, based on reasonable estimates, for possible consequences of audits by the tax authorities.

3 Material accounting policies information

The material accounting policies information set out below have been applied consistently to all periods presented in these financial statements.

  1. Basis of Consolidation

    The consolidated and separate financial statements comprise the financial statements of the Group and its subsidiaries as at 30 September 2025. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if, and only if, the Group has:

    • Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee)

    • Exposure, or rights, to variable returns from its involvement with the investee

    • The ability to use its power over the investee to affect its returns

      Generally, there is a presumption that a majority of voting rights results in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:

    • The contractual arrangement(s) with the other vote holders of the investee

    • Rights arising from other contractual arrangements

    • The group's voting rights and potential voting rights

      The group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements from the date the Group gains control until the date the Group ceases to control the subsidiary.

      Profit or loss and each component of Other Comprehensive Income (OCI) are attributed to the equity holders of the parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the Group's accounting policies. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.

      1. Basis of Consolidation - Continued

        A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction.

        If the Group loses control over a subsidiary, it derecognizes the related assets (including goodwill), liabilities, non-controlling interest and other components of equity, while any resultant gain or loss is recognised in profit or loss. Any investment retained is recognized at fair value.

      2. Foreign currency

        Foreign currency transactions

        Transactions in foreign currencies are translated into the respective functional currencies of Group entities at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at each reporting date are retranslated to the functional currency at exchange rates as at that date. The foreign currency gain or loss on monetary items is the difference between amortised cost in the functional currency at the beginning of the year, adjusted for effective interest and payments during the year, and the amortised cost in the functional currency translated at the exchange rate at the end of the year. Differences arising on settlement or translation of monetary items are recognised in the profit or loss.

      3. Property, plant and equipment

      Recognition and measurement

      All property, plant and equipment are initially stated in the statement of financial position at cost .

      Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the asset. Items of property, plant and equipment under construction are disclosed as capital work-in-progress. The cost of construction recognized includes the cost of materials and direct labour, any other costs directly attributable to bringing the assets to a working condition for their intended use, the costs of dismantling and removing the items and restoring the site on which they are located, and borrowing costs on qualifying assets.

      An item of property, plant and equipment is derecognized on disposal or when no future economic benefits are expected from its use or disposal. Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment, and are recognized in profit or loss.

      Subsequent costs

      The cost of replacing part of an item of property or plant is recognised in the carrying amount of the item if it is probable that future economic benefits embodied within the part will flow to the Group and its cost can be measured reliably.

      The carrying amount of the replaced component is derecognised. The costs of the day-to-day servicing of property and equipment are recognised in the profit or loss as incurred.

      Depreciation

      Depreciation is recognised in the profit or loss on a straight-line basis to write down the cost of each asset, to their residual values over the estimated useful lives of each part of an item of property and equipment. Leased assets under finance lease are depreciated over the shorter of the lease term and their useful lives. Items of property, plant and equipment are depreciated from the date that they are installed and are ready for use, or in respect of internally constructed assets, from the date the asset is completed and available for use. Depreciation ceases at the earlier of the date that the asset is derecognised or classified as held for sale in accordance with IFRS 5. A non-current asset or disposal group is not depreciated while it is classified as held for sale.

      1. Property, plant and equipment - Continued

        The estimated useful lives for the current and comparative period are as follows:

        Leasehold land 50 years

        Leasehold building 50 years

        Buildings 50 years

        Computer equipment 3-10 years

        Furniture, and equipment 2-10 years

        Motor vehicles 4- 6 years

        Plant and machinery 6-15 years

        Capital work-in-progress Not depreciated

        Depreciation methods, useful lives and residual values are reviewed at each financial year- end and adjusted if appropriate. The assessment of the useful life during the year, has no significant impact on the financial statements.

        Capital work-in-progress are assets under construction which take substantial period of time before being ready for their intended use. These are recorded at the cost incurred to date less any impairment loss and no depreciation is charged on these amounts. Depreciation commences when the assets are ready for their intended use.

        De-recognition

        An item of property and equipment is derecognised on disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset is included in profit or loss in the year the asset is derecognised.

      2. Intangible assets

        The group's intangible assets comprise software that are not integral part of the related hardware. The intangible assets have finite useful lives of between ten and thirty years (10-30 years) and are measured at cost less accumulated amortisation and accumulated impairment losses.

        Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is recognised in profit or loss as incurred.

        Intangible assets acquired separately

        Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortisation and accumulated impairment losses. Amortisation is recognised on a straight-line basis over their estimated useful lives. The estimated useful life and amortisation method are reviewed at the end of each annual reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets with indefinite useful lives that are acquired separately are carried at cost less accumulated impairment losses.

        Derecognition of intangible assets

        An intangible asset is derecognised on disposal, or when no future economic benefits are expected from use or disposal. Gains or losses arising from derecognition of an intangible asset, measured as the difference between the net disposal proceeds and the carrying amount of the asset are recognised in the profit or loss when the asset is derecognised.

        Amortisation methods, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate.

      3. Inventories

        Inventories are shown at the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. The cost includes direct cost and appropriate overheads and is determined on the first-in first-out method.

      4. Financial Instruments
        1. Financial assets Recognition

          Non-derivative financial instruments- recognition and measurement

          The Group recognizes a financial asset when it becomes a party to the contractual provisions of the instrument. The Group initially recognizes trade and other receivables on the date of transaction. Transaction cost of a financial asset measured at fair value through profit or loss is recognized as profit or loss.

          Trade and other receivables

          A receivable represents the Company's right to an amount of consideration that is unconditional (i.e., only the passage of time is

          required before payment of the consideration is due).

          Classification of non-derivative financial assets

          Classification and measurement model of non-derivative financial assets are summarized as follows. The Group classifies financial assets at initial recognition as financial assets measured at amortized cost, debt instruments measured at fair value through other comprehensive income,

          Initial recognition and measurement

          Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through other comprehensive income (OCI), and fair value through profit or loss.

          The classification of financial assets at initial recognition depends on the financial asset's contractual cash flow characteristics and the Group's business model for managing them. With the exception of trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient, the Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. Trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient are measured at the transaction price.

          In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it needs to give rise to cash flows that are 'solely payments of principal and interest (SPPI)' on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets with cash flows that are not SPPI are classified and measured at fair value through profit or loss, irrespective of the business model.

          The Group's business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both. Financial assets classified and measured at amortised cost are held within a business model with the objective to hold financial assets in order to collect contractual cash flows while financial assets classified and measured at fair value through OCI are held within a business model with the objective of both holding to collect contractual cash flows and selling.

          Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the market place (regular way trades) are recognised on the trade date, i.e., the date that the Group commits to purchase or sell the asset.

          Subsequent measurement

          For purposes of subsequent measurement, financial assets are classified in four categories:

          • Financial assets at amortised cost (debt instruments)

          • Financial assets at fair value through OCI with recycling of cumulative gains and losses (debt instruments)

          • Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition (equity

            instruments)

          • Financial assets at fair value through profit or loss equity instruments measured at fair value through other comprehensive

            income or financial assets measured at fair value through profit or loss.

            Financial assets measured at amortized cost

            A financial asset that meets both the following condition is classified as a financial asset measured at amortized cost.

          • The financial asset is held within the Group's business model whose objective is to hold assets in order to collect contractual

            cash flows.

          • The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and

            interest on the principal amount outstanding.

            A financial asset measured at amortized cost is initially recognized at fair value plus transaction cost directly attributable to the asset. After initial recognition, carrying amount of the financial asset measured at amortized cost is determined using the effective interest method, net of impairment loss, if necessary.

            Debt instruments measured at fair value through other comprehensive income

            A debt instrument that meets both the following condition is classified as a financial asset measured at fair value through other comprehensive income.

          • The financial asset is held within the Group's business model whose objective is achieved by both collecting contractual cash

            flows and selling financial assets.

          • The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and

          interest on the principal amount outstanding.

          A debt instrument measured at fair value through other comprehensive income is recognized initially at fair value plus transaction cost directly attributable to the asset. After initial recognition, the asset is measured at fair value with changes in fair value included as "financial asset at fair value through other comprehensive income" in other comprehensive income. Accumulated gains or losses recognized through other comprehensive income are directly transferred to profit or loss when debt instrument is derecognized.

          Trade and other payables

          Trade and other payables are stated at amortised cost using the effective interest method. Short-duration other payables with no stated interest rate are measured at original invoice amount unless the effect of imputing interest would be significant.

          Derecognition of financial assets

          The Group derecognises a financial asset when the contractual rights to cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of ownership of the financial asset are transferred, or has assumed an obligation to pay those cashflows to one or more recipients, subject to certain criteria.

          Any interest in transferred financial assets that is created or retained by the Group is recognised as a separate asset or liability.

          ii. Non-derivative financial liabilities. Recognition and measurement of financial liabilities

          The Group recognizes financial debt when the Group becomes a party to the contractual provisions of the instruments. The measurement of financial debt is explained in (b) Classification of financial liabilities.

  2. Classification of financial liabilities

    A financial liability other than those measured at fair value through profit or loss is classified as a financial liability measured at amortized cost. A financial liability at amortized cost is initially measured at fair value less transaction cost directly attributable to the issuance of the financial liability. After initial recognition, the financial liability is measured at amortized cost based on the effective interest rate method.

  3. Derecognition of financial liabilities

The Group derecognizes a financial liability when the financial liability is distinguished, i.e. when the contractual obligation is discharged or cancelled or expired.

Impairment of financial asset

The Group recognizes 12-month expected credit loss as loss allowance when there is no significant increase in the credit risk since initial recognition. When there is a significant increase in credit risk since initial recognition, expected credit losses for the remaining life of the financial assets are recognized as loss allowance. Whether credit risk is significantly increased or not is determined based on the changes in default risk. To determine if there is a change in default risk, following factors are considered. However, the Group always measures loss allowance for trade receivables at an amount equal to lifetime expected credit losses.

  • External credit rating of the financial asset

  • Downgrade of internal credit rating

  • and increase in leverage.

Financial assets at amortised cost (debt instruments)

Financial assets at amortised cost are subsequently measured using the effective interest (EIR) method and are subject to impairment. Gains and losses are recognised in profit or loss when the asset is derecognized, modified or impaired.

The Group's financial assets at amortised cost includes trade receivables.

Trade and other receivables

Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost, less allowance for impairment. The carrying amount of trade receivable is reduced through the use of an allowance account. When trade receivables are uncollectible, it is written off as 'administrative expenses' in the profit or loss. Subsequent recoveries of amounts previously written off are included in other operating income.

Cash and short-term deposits

Cash and cash equivalents comprise of cash, bank balances and call deposits with original maturities of three months or less. There is no significant loss of value on conversion.

For the purpose of the consolidated and separate statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, net of outstanding bank overdrafts as they are considered an integral part of the Group's cash management.

  1. Share Capital

    Ordinary Shares

    Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are recognised as deductions from equity, net of any tax effects.

    Dividend on ordinary shares

    Dividends on the Group's ordinary shares are recognised in equity in the period in which they are paid or, if earlier, approved by the Group's shareholders.

  2. Taxation

Income tax on the profit or loss for the year comprises current tax. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted at the reporting date and any adjustment required for prior period.

Deferred tax is recognised in respect of temporary differences arising between the tax bases of assets and liabilities and their carrying values for financial reporting purposes. Deferred tax is not recognised for the temporary differences on the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss. Currently enacted tax rates are used to determine deferred tax. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilised.

3 Material accounting policies information - Continued (f) Financial Instruments - Continued (j) Employee benefits

Defined contribution plans

A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contribution into a separate entity and will have no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution pension plans are recognised as an employee benefit expense in the profit or loss when they are due. In accordance with the Pension reform Act 2014, employees contribute 8% from their salary while the company contributes 10% on behalf of each employee. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in future payments is available.

  1. Short-term benefits

    Short-term employee benefit obligations including salaries, allowances, and bonuses are measured on an undiscounted basis and are expensed as the related service is provided.

    A liability is recognised for the amount expected to be paid under short-term cash bonus plans if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

    Termination benefits

    Termination benefits are expensed at the earlier of when the Company can no longer withdraw the offer of those benefits and when the Company recognises costs for a restructuring. If benefits are not expected to be settled wholly within 12 months of the end of the reporting period, then they are discounted.

  2. Provisions

    A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received, and the amount of the receivable can be measured reliably.

  3. Revenue from contract with customers

The group is involved in aviation cargo, aircraft handling, crew and passenger transportation service delivery and power distribution. Revenue from contract with customer is recognized when controls of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Group expects to be entitled in an exchange for those goods and services.

Passenger and Aircraft Handling services

The performance obligation is satisfied upon completion and acceptance by the customers.

Cargo Handling services

These are contracts with customers with respect to cargo handling services and the performance is satisfied overtime and payment is generally due upon completion and acceptance of the customers.

  1. Finance income and expense

    Finance income comprise of interest on funds invested. Finance costs comprise interest expense on borrowings, exchange differences on financial instruments and bank charges.

    Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognised in the profit and loss using the effective interest method. Foreign currency gains and losses are reported on a net basis as either finance income or finance cost depending on whether foreign currency movements are in a net gain or net loss position except for foreign currency translation differences recorded in other comprehensive income.

    3 Material accounting policies information - Continued
  2. Investment property

    Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production of goods and services or for administrative purposes. Investment property is measured at cost less accumulated depreciation and impairment loss. Cost includes expenditure that is directly attributable to the acquisition of the investment property. Investment property held by the Group is depreciated over the estimated useful life of 50 years on a straight- line basis. Fair values are determined at the end of the reporting period and disclosed.

  3. Earnings per share

    The group presents basic earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Group by the weighted average number of ordinary shares outstanding during the period.

    Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding, adjusted for own shares held, for the effects of all dilutive potential ordinary shares. The Group did not have diluted shares, hence there was not calculation of diluted EPS.

  4. Fair value measurement

    The group measures financial instruments and non-financial assets such as investment properties, at fair value at each balance sheet date.

    Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

    • In the principal market for the asset or liability

      Or

    • In the absence of a principal market, in the most advantageous market for the asset or liability The principal or the most

      advantageous market must be accessible by the Group.

      The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

      A fair value measurement of a non-financial asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

      The group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

      All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

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

    • Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or

      indirectly observable

    • Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

      For assets and liabilities that are recognised in the financial statements at fair value on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

  5. Current versus non-current classification

    The group presents assets and liabilities in the statement of financial position based on current/non-current classification. An asset is current when it is:

    • Expected to be realised or intended to be sold or consumed in the normal operating cycle

    • Held primarily for the purpose of trading

    • Expected to be realised within twelve months after the reporting period

      Or

    • Cash or cash equivalents unless restricted from being exchanged or used to settle a liability for at least twelve months after the

      reporting period.

      All other assets are classified as non-current. A liability is current when:

    • It is expected to be settled in the normal operating cycle

    • It is held primarily for the purpose of trading

    • It is due to be settled within twelve months after the reporting period

      Or

    • There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period

      The Group classifies all other liabilities as non-current.

      Deferred tax assets and liabilities are classified as non-current assets and liabilities.

  6. Leases

    The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

    Group as a lease

    The Group applies a single recognition and measurement approach for all leases. The Group recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

    1. Right of use of assets

      The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, plus any accrued lease liabilities or prepayments. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets, as follows:

      • Office building 15-20 years

      • Leasehold land 50 years

If ownership of the leased asset transfers to the Group at the end of the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset.

The right-of-use assets are also subject to impairment. Refer to the accounting policies in section (2) Impairment of non-financial assets.

  1. Material accounting policies information - Continued (q) Leases - Continued
    1. Lease Liabilities

      At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include only fixed payments.

      In calculating the present value of lease payments, the Group uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g., changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.

    2. Short term leases

    The Group applies the short-term lease recognition exemption to its short-term leases of properties (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). Lease payments on short-term leases are recognised as expense on a straight-line basis over the lease term.

    Group as a lessor

    Leases in which the Group does not transfer substantially all the risks and rewards incidental to ownership of an asset are classified as operating leases. Rental income arising is accounted for on a straight-line basis over the lease terms and is included in other income in the statement of profit or loss due to its nature. Initial direct costs incurred in negotiating and arranging an

    Group as a lessee

    The Group has lease contracts for various land and buildings used in its operations. Leases of land and buildings generally have lease terms between 15 to 20 years.The Group's obligations under its leases are secured by the lessor's title to the leased assets. Most of these lease contracts contain extension and termination options which have been considered in the non-cancellabe period of the lease. All lease arrangements below N50,000 are expensed in the year they are incurred.

    Government grants are recognised where there is reasonable assurance that the grant will be received and all attached conditions will be complied with. When the grant relates to an expense item, it is recognised as income on a systematic basis over the period that the related costs, for which it is intended to compensate, are expensed. When the grant relates to an asset, it is recognised as income in equal amounts over the expected useful life of the related asset.

    When the Group receives grants of non-monetary assets, the asset and the grant are recorded at fair value amounts and released to the profit or loss over the expected useful life in a pattern of consumption of the benefit of the underlying asset by equal annual instalments. When loans or similar assistance are provided by governments or related institutions, with an interest rate below the current applicable market rate, the effect of this favourable interest is regarded as a government grant. The loan or assistance is initially recognised and measured at fair value and the government grant is measured as the difference between the initial carrying value of the loan and the proceeds received.

    4 Changes in accounting policies and disclosures

    4a. Standards and interpretations effective in the current year

    In the current year, the Company has applied a number of amendments to IFRS Standards and Interpretations issued by the International Accounting Standards Board (IASB) that are effective for an annual period that begins on or after 1 January 2024.

    As it is imperative for reporting entities to consider the impact of the new standards/amendments and ensure that the financial statements include necessary disclosures required on the initial application of an IFRS/amendments and in accordance with IAS 8.28.

    Lease liability in a Sale and Leaseback - Amendments to IFRS 16

    In September 2022, the Board issued Lease Liability in a Sale and Leaseback (amendments to IFRS 16). The amendment to IFRS 16 specifies the requirements that a seller-lessee uses in measuring the lease liability arising in a sale and leaseback transaction, to ensure the seller-lessee does not recognise any amount of the gain or loss that relates to the right of use it retains.

    The amendment is effective for annual reporting periods beginning on or after 1 January 2024 and applies to seller lessee. A sellerlessee applies the amendment retrospectively in accordance with IAS 8 to sale and leaseback transactions entered into after the date of initial application (i.e., the amendment does not apply to sale and leaseback transactions entered into prior to the date of initial application).

    The date of initial application is the beginning of the annual reporting period in which an entity first applied IFRS 16. Earlier

    application is permitted, and that fact must be disclosed. The amendments had no impact on the Group's financial statements.

    Amendments to IAS 1: Classification of Liabilities as Current or Non-current

    In January 2020, the IASB issued amendments to paragraphs 69 to 76 of IAS 1 to specify the requirements for classifying liabilities as current or non-current. The amendments clarify:

    • What is meant by a right to defer settlement

    • That a right to defer must exist at the end of the reporting period

    • That classification is unaffected by the likelihood that an entity will exercise its deferral right

      That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact

    • its classification

    The amendments are effective for annual reporting periods beginning on or after 1 January 2024 and must be applied retrospectively. The amendments had no impact on the Group's financial statements.

    Disclosures: Supplier Finance Arrangements -Amendments to IAS 7 and IFRS 7

    In May 2023, the Board issued amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments:

    The amendments clarify the characteristics of supplier finance arrangements. In these arrangements, one or more finance providers pay amounts an entity owes to its suppliers. The entity agrees to settle those amounts with the finance providers according to the terms and conditions of the arrangements, either at the same date or at a later date than that on which the finance providers pay the entity's suppliers.

    The amendments will be effective for annual reporting periods beginning on or after 1 January 2024. The amendments had no impact on the Group's financial statements.

  2. Changes in accounting policies and disclosures - Continued 4b. Standards and interpretations issued not yet effective

The Group has chosen not to early adopt the following standards and interpretations, which have been published but not yet effective. The Group intends to adopt these new and amended standards and interpretations, if applicable, when they become effective.

Classification and Measurement of Financial Instruments - Amendments to IFRS 9 and IFRS 7

In May 2024, the Board issued Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7), which:

The amendments will be effective for annual reporting periods beginning on or after 1 January 2026. Early adoption is permitted, but will need to be disclosed. The Company will continue to monitor its operations and adopt requirement where applicable.

Amendments to IFRS 10 and IAS 28: Sale or Contribution of Assets between an Investor and its Associate or Joint Venture

If a parent loses control of a subsidiary which does not contain a business, as a result of a transaction with an associate or joint venture, then the gain or loss on the loss of control is recognised in the parents' profit or loss only to the extent of the unrelated investors' interest in the associate or joint venture. The remaining gain or loss is eliminated against the carrying amount of the investment in the associate or joint venture. The same treatment is followed for the measurement to fair value of any remaining investment which is itself an associate or joint venture. If the remaining investment is accounted for in terms of IFRS 9, then the measurement to fair value of that interest is recognised in full in the parents' profit or loss.

The effective date of the amendment is to be determined by the IASB.

It is unlikely that the amendment will have a material impact on the Group's audited financial statements.

Lack of exchangeability - Amendments to IAS 21

The amendment to IAS 21 specifies how an entity should assess whether a currency is exchangeable and how it should determine a spot exchange rate when exchangeability is lacking. A currency is considered to be exchangeable into another currency when an entity is able to obtain the other currency within a time frame that allows for a normal administrative delay and through a market or exchange mechanism in which an exchange transaction would create enforceable rights and obligations.

If a currency is not exchangeable into another currency, an entity is required to estimate the spot exchange rate at the measurement date. An entity's objective in estimating the spot exchange rate is to reflect the rate at which an orderly exchange transaction would take place at the measurement date between market participants under prevailing economic conditions. The amendments note that an entity can use an observable exchange rate without adjustment or another estimation technique.

The amendments will be effective for annual reporting periods beginning on or after 1 January 2025. Early adoption is permitted, but will need to be disclosed.

4b. Standards and interpretations issued not yet effective - Continued IFRS 18 Presentation and Disclosure in Financial Statements

In April 2024, the IASB issued IFRS 18, which replaces IAS 1 Presentation of Financial Statements. IFRS 18 introduces new requirements for presentation within the statement of profit or loss, including specified totals and subtotals. Furthermore, entities are required to classify all income and expenses within the statement of profit or loss into one of five categories: operating, investing, financing, income taxes and discontinued operations, whereof the first three are new.

IFRS 18 also requires disclosure of newly defined management-defined performance measures, subtotals of income and expenses, and includes new requirements for aggregation and disaggregation of financial information based on the identified 'roles' of the primary financial statements (PFS) and the notes.

In addition, narrow-scope amendments have been made to IAS 7 Statement of Cash Flows, which include changing the starting point for determining cash flows from operations under the indirect method, from 'profit or loss' to 'operating profit or loss' and removing the optionality around classification of cash flows from dividends and interest. In addition, there are consequential amendments to several other standards.

IFRS 18, and the amendments to the other standards, are effective for reporting periods beginning on or after 1 January 2027, but earlier application is permitted and must be disclosed. IFRS 18 will apply retrospectively.

The group is currently working to identify all impacts the amendments will have on the primary financial statements and notes to the financial statements.

IFRS 19 Subsidiaries without Public Accountability: Disclosures

In May 2024, the IASB issued IFRS 19, which allows eligible entities to elect to apply its reduced disclosure requirements while still applying the recognition, measurement and presentation requirements in other IFRS accounting standards. To be eligible, at the end of the reporting period, an entity must be a subsidiary as defined in IFRS 10, cannot have public accountability and must have a parent (ultimate or intermediate) that prepares consolidated financial statements, available for public use, which comply with IFRS accounting standards.

Contracts Referencing Nature-dependent Electricity (previously Power Purchase Agreements) (Amendments to IFRS 9 and IFRS 7)

On 18 December 2024, the IASB issued amendments to enhance the reporting of financial effects from naturedependent electricity contracts, commonly structured as power purchase agreements (PPAs).

The amendments take effect for annual reporting periods beginning on or after 1 January 2026, with early adoption permitted.

The amendments is not expected to have an impact on the Company's financial statements.

5 Revenue from contract with customers

The Group's revenue represents the amount invoiced to customers for passenger handling, ground handling and cargo less trade discounts and exclude value added tax.

Revenue from Contracts with Customer Group Company Sept-25 Sept-24 Sept-25 Sept-24 N'000 N'000 N'000 N'000

Aircraft handling

30,848,033

22,265,903

30,848,033

22,265,903

Cargo handling (Import Cargo)

7,759,014

6,317,281

6,024,531

5,526,676

Cargo handling (Export Cargo)

1,054,585

914,605

1,054,585

914,605

Natural sesame seeds & Raw cashew nuts & Tea

1,420,182

801,120

41,081,814

30,298,909

37,927,149

28,707,184

Revenue other than from contracts with customers

Disinfection and other services

2,384,084

1,540,723

2,143,462

1,540,723

Equipment rental and maintenance

4,293,404

2,107,843

4,293,404

2,107,843

6,677,488

3,648,566

6,436,866

3,648,566

Total revenue

47,759,302

33,947,475

44,364,015

32,355,750

=========

=========

=========

=========

Timing of revenue recognition

Services transferred at a point in time

41,081,814

30,298,909

37,927,149

28,707,184

Services transferred over time

6,677,488

3,648,566

6,436,866

3,648,566

Total

47,759,302

33,947,475

44,364,015

32,355,750

=========

=========

=========

=========

Aircraft handling: Income from airport handling includes invoices raised for check in formalities, passenger profiling, security, and baggage handling (loading and offloading).

Cargo Handling: These include invoices raised for; cargo documentation services for airlines, import and export cargo facilitation through Nigeria's biggest network of customs bonded warehouses in Lagos, Kano, Abuja, Port-Harcourt and Enugu, using Galaxy computerisation system, which ensures safe storage and easy retrieval of cargoes.

Equipment rental and maintenance: The group leases its equipment to airlines for services that are not covered in the Standard Ground Handling Agreement.

b. Ten major customers contributed N22.10 billion (2024: N37.9 billion) towards the revenue of the Group.

6

Other income

Group

Company

Sept-25

Sept-24

Sept-25

Sept-24

N'000

N'000

N'000

N'000

Rental income from investment property (Note 29)

161,526

174,048

161,526

174,048

Sundry income*

183,285

293,151

183,058

284,611

Profit on disposal of property, plant and equipment

1,474

(1,119,034)

1,474

(1,121,388)

Income from training services

6,155

1,527

6,155

1,527

352,440

=======

(650,308)

=======

352,213

=======

(661,202)

=======

* Sundry income relates to commission received on third party collections such as Agents welfare Fees and ANLCA dues, agents'

registration fees and interest received on accounts.

  1. Finance income and expense calculated using effective interest method

    Group

    Company

    Sept-25

    Sept-24

    Sept-25

    Sept-24

    Finance costs:

    N'000

    N'000

    N'000

    N'000

    Interest on lease liabilities (Note 27)

    (261,744)

    (111,662)

    (261,744)

    (111,662)

    Interest on loans and borrowings (Note 28.2.1)

    (1,311,193)

    (581,360)

    (1,205,089)

    (573,340)

    (1,572,937)

    (693,022)

    (1,466,833)

    (685,002)

    Finance income:

    ---------------

    -------------

    ---------------

    -------------

    Interest income on fixed and bank deposits

    1,369,347

    109,314

    1,302,546

    109,314

    1,369,347

    109,314

    1,302,546

    109,314

    Net finance costs

    (203,590)

    (583,708)

    (164,287)

    (575,688)

    =========

    =======

    =========

    ========

    The above finance income and expenses relate to transactions on financial assets and liabilities through statement of profit or loss.

    8

    (a)

    Taxation

    The tax charge for the period comprises:

    Group

    Company

    Sept-25

    N'000

    Sept-24

    N'000

    Sept-25

    N'000

    Sept-24

    N'000

    Company income tax

    4,461,535

    2,740,644

    4,399,484

    2,666,938

    Police Trust Fund

    -

    -

    -

    -

    NASENI Fund

    -

    -

    -

    -

    Education tax (3%)

    6,205

    46,894

    -

    39,386

    Prior year under provision*

    14,533

    330,594

    1

    330,593

    4,482,273

    3,118,132

    4,399,485

    3,036,917

    Deferred tax (Note 8c)

    -

    -

    -

    -

    4,482,273

    3,118,132

    4,399,485

    3,036,917

    ========

    =======

    ========

    =======

    *Under provision relates to provision for additional tax liability as a result of the tax audit exercise carried out by the federal tax authority.

  2. Taxation- continued

(b) The movement on the current tax payable account during the year was as follows:

Group

Company

Sept-25

Dec-24

Sept-25

Dec-24

N'000

N'000

N'000

N'000

At 1 January

5,905,413

2,775,559

5,802,747

2,686,789

Charge for the year (Note 8a)

4,482,273

6,362,650

4,399,485

6,275,684

Payments made during the year

(3,843,373)

(1,781,807)

(3,745,499)

(1,708,737)

Witholding tax offset

(1,386,958)

(1,450,989)

(1,386,958)

(1,450,989)

At 30 September

5,157,355

5,905,413

5,069,775

5,802,747

=========

=========

=========

=========

(c)

The movement on the deferred tax liability during the year was as follows:

Group Company

Sept-25

N'000

Dec-24

N'000

Sept-25

N'000

Dec-24

N'000

At 1 January

459,848

985,117

465,795

986,857

Charge in the year & Adjusment

Tax (credit)/expense recognised in profit or loss (Note 8a)

17,690

-

(525,269)

-

(521,062)

At 30 September

477,538

========

459,848

=======

465,795

========

465,795

=======

9a. Operating costs

Group

Company

Sept-25

Sept-24

Sept-25

Sept-24

N'000

N'000

N'000

N'000

Payroll cost (Note 9e)

9,307,308

6,151,543

9,147,805

6,079,291

Natural sesame seeds,Raw cashew nuts & Tea

1,298,316

224,892

Local travels

7,103

4,080

6,771

3,031

Depreciation, amortization (Note 9d)

1,594,857

971,093

1,588,724

938,437

Diesel

709,997

721,360

709,997

721,360

Oil, motor repairs & fuel expenses

190,757

120,967

188,553

116,568

Trainings (internal and external)

258,995

150,620

256,245

148,995

Outstation and estacode allowances

36,310

29,590

32,858

29,071

Air ticket (local and foreign)

52,948

70,240

52,318

69,391

Other security expenses***

24,844

34,735

24,844

34,735

Machineries and equipment spares

602,289

478,951

602,289

478,951

Boots, helmets, ear muff etc.

1,772

30,006

1,772

30,006

Computer consumables and network expense

104,286

36,015

102,814

34,172

Electricity

83,122

98,982

79,000

98,031

Insurance

202,738

51,519

199,179

48,601

Printing and stationeries

42,337

26,862

39,658

25,315

Relocation expenses (staff & equipment)

86,590

89,540

86,590

89,540

Office and warehouse maintenance

60,706

129,048

58,678

119,446

Aircraft Disinfectant costs

4,497

4,497

Concession expenses*

2,355,815

1,707,215

2,312,446

1,684,250

Short term lease

564,715

34,777

385,375

9,272

Other operating costs (Note 9ai)

1,739,466

2,049,009

941,072

1,610,496

19,329,768

=========

13,211,044

=========

16,821,485

=========

12,368,959

=========

Group

Company

9ai

Other Operating Costs:

Sept-25

Sept-24

Sept-25

Sept-24

Cleaning & fumigation

N'000

1,040

N'000

N'000

1,040

N'000

Clearing charges

11,505

26,131

11,505

26,131

Office plant, equipment, fittings and Value-added service expense

4,304

4,619

4,207

4,619

Postages, telex, newspaper and periodicals

-

1,977

-

1,977

Hotel accommodation

4,582

13,162

4,582

13,162

Motor running expenses and vehicles license

7,444

13,643

4,123

13,609

Consumables

55,343

35,782

54,750

35,304

Staff uniform & overall

80,705

25,376

80,705

25,376

Operational Cost - Inland Freights

645,385

452,868

-

-

Maintenance/Operations repairs & Maintenance

165,954

33,050

60,272

33,050

Year-end gifts

195,468

99,698

191,670

95,473

License renewals & subscription

45,304

100,599

11,041

94,063

Long service award

3,450

1,050

3,450

1,050

Palliative support

-

174,063

-

174,063

Hajj Expenses

92,888

341,029

92,888

341,029

Consulting

304,205

297,321

302,005

297,321

Others**

121,889

428,641

118,834

454,269

1,739,466

2,049,009

941,072

1,610,496

========

=======

========

=======

* Concession expenses is a percentage of revenue based on concession agreement reached with Federal Airport Authority of Nigeria (FAAN), Bi-courtney aviation and IBOM Airport.

** Others consist of water, utilities- others, network, damaged/loss cargo and airlines surcharge expenses.

*** Other security expenses relates to amount paid to Federal Airport Authority of Nigeria (FAAN) for all security access to airports in Nigeria.

9b.

Administrative expenses:

Group

Company

Sept-25

Sept-24

Sept-25

Sept-24

N'000

N'000

N'000

N'000

Payroll costs (Note 9e)

3,701,463

2,621,692

3,562,186

2,519,432

Directors' remuneration

154,649

82,512

154,123

82,512

Board expenses

895,078

500,109

776,562

396,673

Depreciation/amortization (Note 9d)

253,791

106,904

230,483

66,392

Trainings (internal and external)

424,221

154,619

415,547

151,902

Outstation and estacode allowances

289,793

243,242

283,788

236,192

Hotel accommodation & AGM expenses

104,887

113,606

104,887

113,606

Air ticket (local and foreign)

183,343

203,658

180,489

184,952

Outsourced security

81,230

59,547

81,230

58,282

Other security expenses*

83,084

125,798

76,404

124,533

Computer consumables and network

206,529

71,199

157,932

66,718

Electricity

266,427

195,891

256,717

194,541

Insurance

82,404

28,334

71,237

26,170

Printing and stationeries

86,128

66,270

78,749

65,224

Audit fees

42,657

31,038

31,444

24,188

Office and warehouse maintenance

230,365

290,288

211,755

284,915

Advertisement

-

22,929

-

6,073

Corporate social responsibility

-

3,109

-

3,109

Corporate gifts & year end gifts

108,154

206,208

97,742

202,820

Business development, Business promotion & Public relations

1,440,559

1,089,520

1,372,687

1,089,026

Foreign exchange difference ***

359,114

406,994

Professional fees (Note 9bii)

434,734

221,879

400,437

218,308

Other administrative expenses (Note 9bi)

1,210,640

770,028

1,181,124

781,273

10,639,250

7,208,380

10,132,517

6,896,841

=========

========

=========

========

*Other security expenses consist of FAAN securities and access fees

*** Foreign exchange difference consist of realized exchange diference on purchases and importation of Ground Support Equipment (GSE) and unrealized exchange difference on financial assets and liabilities.

9b (i). Other administrative expenses:

Group

Company

Sept-25

Sept-24 Sept-25

Sept-24

N'000

N'000 N'000

N'000

Other Motor Running Expenses

84,807

9,232

72,086

5,718

Office Plant, Equipment & Fittings

9,646

115,936

6,753

115,936

Telephone

23,613

13,473

21,325

12,348

Staff Uniform & Overall

29,281

-

29,281

-

Entertainment

44,985

26,596

44,887

26,253

Postages, Telex, Newspaper & Periodicals

1,175

830

999

830

Consumables

26,323

46,507

20,295

46,250

Bank charges

75,136

154,457

58,276

149,304

Donations

14,610

14,145

Licence renewal & subscription

294,544

283,013

286,525

282,391

Palliative Support

-

31,045

-

30,093

Long Service Award

-

4,650

-

4,650

Others**

606,520

84,289

626,552

107,500

1,210,640

=========

770,028

=======

1,181,124

=========

781,273

=======

** Other expenses consist of Airline surcharge, water, lease rental, filing & company secretary fee and visa, travelling and logistics,stamp duty etc.

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