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QALA For Financial Investments : Qalaa Holdings 1Q25 Audited Financial Statements - Consolidated

QALA For Financial Investments : Qalaa Holdings 1Q25 Audited Financial Statements -

Qala For Financial InvestmentsOctober 29, 20255
QALA For Financial Investments : Qalaa Holdings 1Q25 Audited Financial Statements - Consolidated

About this update from Qala For Financial Investments

QALAA FOR FINANCIAL INVESTMENTS S.A.E. AND ITS SUBSIDIARIES LIMITED REVIEW REPORT AND INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2025 [ QALAA FOR FINANCIAL INVESTMENTS S.A.E. AND ITS SUBSIDIARIES INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTH ENDED 31 MARCH 2025 Contents Limited review report 1 - 2 Financial statements Interim condensed consolidated statement of financial position 3 Interim condensed consolidated statement of profit or loss 4 Interim condensed consolidated statement of comprehensive income 5 Interim condensed consolidated statement of changes in equity 6 Interim condensed consolidated statement of cash flows 7 Notes to the interim condensed consolidated financial statements Introduction 8 Segment information 8 Profit and loss information 12 Discontinued operation 14 Investments in associates and joint ventures 17 Financial assets and financial liabilities 17 Non-financial assets and liabilities 30 Related party transactions 32 Earnings per share 34 Basis of preparation of the interim condensed consolidated financial statements 35 Critical judgments in applying the Group's accounting policies 36 Going concern 40 Significant events 46 Subsequent events 48 [ To the Board of Directors of Qalaa for Financial Investments (S.A.E.) We have conducted a limited review for the accompanying interim condensed consolidated statement of financial position of Qalaa for Financial Investments (S.A.E.) (the "Company") and its subsidiaries (together the "Group") as of 31 March 2025 and the related interim condensed consolidated statements of profit or loss, comprehensive income, changes in equity and cash flows for the three-month period then ended. Management is responsible for the preparation and fair presentation of these interim condensed consolidated financial statements in accordance with the Egyptian Accounting Standard 30 "Interim Financial statements", and our responsibility is limited to expressing a conclusion on these interim condensed consolidated financial statements based on our limited review. Scope of the limited review We have conducted our limited review in accordance with the Egyptian Standard on Limited Review Engagements No. 2410 "Review of Interim Financial Statements Performed by the Independent Auditor of the Entity". A limited review of interim financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other limited review procedures. A limited review is substantially less in scope than an audit conducted in accordance with Egyptian Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion on these interim condensed consolidated financial statements. Basis for qualified conclusioi› BanK confirmations in respect of balances due to banks amounting to EGP 22.3 billion as of 31 December 2024 were not received in connection with the audit of the Group for the year then ended. In the absence of responses to our bank confirmations requests, we have not been able to satisfy ourselves by alternative review procedures regarding the completeness and accuracy of the balances due to these banks of EGP 22.7 billion as at 31 March 2025 and any other balances including unfunded exposures and contingent liabilities that the Group may have had with these banks as at 31 December 2024 and 31 March 2025. Accordingly, we were unable to determine whether any adjustments might have been necessary in respect of these balances or unfunded exposures and other contingent liabilities in the interim condensed consolidated statement of financial position as at 31 March 2025 and, consequently, to the interim condensed consolidated statements of profit or loss, comprehensive income, changes in equity and cash flows for the period then ended https://www.pwc.com PricewoterKouseCoopers fiszeldeen, Diob & No., Public Accountonrs One Niaety-Building A2-Fifth Settlement, New Cairo 1 1835, pO Box 1 70 New Cairo, Cairo, Egyp t Tel: 20 2 27597700, Fox: + O2 2 2759771 1 Limited t-evieio repot t (con tiniiecl ) Except for the possible adjustments that might have been determined to be necessary had we been able to verify the completeness and accuracy of balances due to banks and any unfunded exposures or contingent liabilities, in light of our limited review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial statements are not prepared, in all material respects, in accordance with Egyptian Accounting Standard 30 "Interim financial statements". Emphases of mattei Without additional qualification to our conclusion, we draw attention to the tollowing matters: As described in note (12) to the interim condensed consolidated financial statements, the Group's current liabilities exceeded its current assets by EGP 22.1 billion at 31 March 2025 and it had accumulated losses of EGP 25.12 billion as at that date. The Group also incurred a net loss from continuing operations amounting to EGP 0.9 billion for the period ended 31 March 2025. These events and conditions indicate the existence of a material uncertainty that may cast significant doubt about the Group's ability to continue as a going concern. The interim condensed consolidated financial statements do not include the adjustments that would be necessary if the Group were unable to continue as a going concern As described in note (11.B), the interim condensed consolidated financial statements sets out the key considerations and critical accounting judgements applied by management in concluding that the Egyptian Refining Company ("ERC") should be consolidated by the Group. Should these considerations and judgements change, the Group may need to deconsolidate ERC. Hisham Mohamed R.A.A. 39411 F.R.A. 422 29 October 2025 Cairo INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF 31 MARCH 2025 (All amounts are shown in Thousand Egyptian Pounds unless otherwise stated) Note 31 March 2025 31 December 2024 Non-current assets Fixed assets 7(a) 154,540,842 163,056,974 Right of use assets 7(b) 2,293,822 2,318,495 Intangible assets 761,443 774,653 Goodwill 205,570 205,570 Biological assets 852,449 839,798 Investments in associates and joint ventures 5 6,784,159 6,815,647 Financial assets at fair value through other comprehensive income 97,033 98,822 Financial asset at fair value through profit or loss 6(f) - 948,448 Derivative financial instruments 6(d)(iii) 1,192,035 1,309,428 Trade and other receivables 2,279,884 2,231,143 Deferred tax assets 7,334,511 7,369,062 Total non-current assets 176,341,748 185,968,040 Current assets Inventories 7(d) 14,789,209 13,122,928 Biological assets 256,265 230,879 Trade and other receivables 13,820,466 14,669,786 Due from related parties 8(a) 616,536 440,513 Financial assets at fair value through profit or loss 6(f) 1,044,960 84,300 Restricted cash 6(e) 15,521,325 11,215,019 Cash and cash equivalents 2,898,337 2,698,056 48,947,098 42,461,481 Assets classified as held for sale 4(d)(i) 22,850 22,965 Total current assets 48,969,948 42,484,446 Total assets 225,311,696 228,452,486 Equity Paid-up capital 9,100,000 9,100,000 Legal reserve 89,578 89,578 Reserves 197,097 2,095,794 Accumulated losses (25,121,794) (25,031,228) Net equity attributable to owners of Qalaa for Financial Investments (15,735,119) (13,745,856) Non-controlling interests 76,814,963 80,745,238 Total equity 61,079,844 66,999,382 Non-current liabilities Loans and borrowings 6(a) 69,490,708 67,560,064 Lease liabilities 953,576 930,933 Borrowing from financial leasing entities 6(b) 490,272 490,059 Deferred tax liabilities 19,524,862 19,631,187 Trade and other payables 2,363,166 2,324,557 Provisions 7(c) 283,781 276,218 Total non-current liabilities 93,106,365 91,213,018 Current liabilities Provisions 7(c) 2,350,716 2,643,692 Trade and other payables 18,763,373 17,381,931 Due to related parties 8(b) 3,431,376 3,396,932 Loans and borrowings 6(a) 42,953,490 43,812,216 Lease liabilities 350,924 293,689 Borrowing from financial leasing entities 6(b) 421,937 372,315 Financial liabilities at fair value through profit or loss 6(g) 2,403,336 2,004,523 Current income tax liabilities 445,375 329,554 71,120,527 70,234,852 Liabilities directly associated with assets held for sale 4(d(ii) 4,960 5,234 Total current liabilities 71,125,487 70,240,086 Total liabilities 164,231,852 161,453,104 Total equity and liabilities 225,311,696 228,452,486 The accompanying notes on pages 8 - 48 form an integral part of these interim condensed consolidated financial statements. Limited review report attached. Tarek El Gammal Chief Financial Officer Hisham Hussein El Khazindar Managing Director Ahmed Mohamed Hassanien Heikal Chairman Limited review report attached 29 October 2025 INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2025 (All amounts are shown in Thousand Egyptian Pounds unless otherwise stated) Note Three months ended 31 March 31 March 2025 2024 Continuing operations Revenue 2(b) 37,233,244 37,568,205 Cost of revenue (35,002,456) (31,906,581) Gross profit 2,230,788 5,661,624 General and administrative expenses (1,430,213) (2,090,157) Selling and marketing expenses (181,840) (109,688) Net impairment gains on financial assets 73,071 6,477 Other expenses - net 149,470 (1,160,870) Operating profit 841,276 2,307,386 Finance income 3(b) 994,113 806,452 Finance costs 3(b) (2,652,549) (3,103,190) Share of gain of investments in associates 22,335 36,679 (Loss) / profit before income tax (794,825) 47,327 Income tax expense 3(c) (121,437) (845,519) Net loss from continuing operations (916,262) (798,192) Profit from discontinued operations 4(b) - 9,943,606 Net (loss) / profit for the period (916,262) 9,145,414 Allocated to: Owners of the parent company (43,040) 7,217,407 Non-controlling interest (873,222) 1,928,007 (916,262) 9,145,414 Loss per share for loss from continuing operations attributable (EGP/share) (EGP/share) to the owners of the parent company: 9 Basic per share (0.024) (1.393) Diluted per share (0.024) (1.393) (loss)/ Earnings per share for (loss) / profit attributable to the owners of the parent company: 9 Basic per share (0.024) 3.966 Diluted per share (0.024) 3.966 The accompanying notes on pages 8 - 48 form an integral part of these interim condensed consolidated financial statements. INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2025 (All amounts are shown in Thousand Egyptian Pounds unless otherwise stated) Three months ended 31 March 31 March 2025 2024 Net (loss) / profit for the period (916,262) 9,145,414 Other comprehensive income Items that may be reclassified to profit or loss Exchange differences on translation of foreign operations (4,953,691) 30,495,580 Share of other comprehensive income of associates and joint ventures accounted for using the equity method (6,297) 1,353 Change in financial assets at fair value through other comprehensive income (1,403) 13,033 Income tax relating to these items - (2,773) Other comprehensive (loss) / income for the period, net of tax (4,961,391) 30,507,193 Total comprehensive (loss) / income for the period (5,877,653) 39,652,607 Total comprehensive (loss) / income for the period allocated to: Owners of the parent company (1,947,461) 16,013,996 Non-controlling interest (3,930,192) 23,638,611 (5,877,653) 39,652,607 Total comprehensive (loss) / income for the period arises from: Continuing operations (5,877,653) 29,709,001 Discontinued operations - 9,943,606 (5,877,653) 39,652,607 The accompanying notes on pages 8 - 48 form an integral part of these interim condensed consolidated financial statements. QALAA FOR FINANCIAL INVESTMENTS S.A.E. AND ITS SUBSIDIARIES INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2025 (All amounts are shown in Thousand Egyptian Pounds unless otherwise stated) Total equity attributable to owners of Qalaa for Financial Investments S.A.E Paid up capital Legal reserve Reserves Accumulated losses Total of the shareholders of the parent Non- controlling interests Total equity Balance as at 1 January 2024 9,100,000 89,578 5,577,858 (21,874,092) (7,106,656) 47,051,014 39,944,358 Effect of EAS 13 "revised" adjustment (note 10) - - - (9,409,591) (9,409,591) (2,508,893) (11,918,484) Balance as at 1 January 2024 after the effect of EAS 13 "revised" 9,100,000 89,578 5,577,858 (31,283,683) (16,516,247) 44,542,121 28,025,874 Total comprehensive income for the period - - 8,796,589 7,217,407 16,013,996 23,638,611 39,652,607 Dividends distribution - - - (33,886) (33,886) - (33,886) Foreign exchange differences of shareholders reserve - - (1,388,551) - (1,388,551) - (1,388,551) Disposal of subsidiary - - (302,171) (42,292) (344,463) (746,755) (1,091,218) Transactions with non-controlling interests - - (6,763,318) - (6,763,318) 6,800,606 37,288 Balance at 31 March 2024 9,100,000 89,578 5,920,407 (24,142,454) (9,032,469) 74,234,583 65,202,114 Balance as at 1 January 2025 9,100,000 89,578 2,095,794 (25,031,228) (13,745,856) 80,745,238 66,999,382 - - (1,904,421) (43,040) (1,947,461) (3,930,192) (5,877,653) - - - (47,526) (47,526) - (47,526) - - 21,637 - 21,637 - 21,637 - - (15,913) - (15,913) - (15,913) Total comprehensive loss income for the period Dividends distribution Foreign exchange differences of shareholders reserve Shareholders' balance Transactions with non-controlling interests - - - - - (83) (83) Balance at 31 March 2025 9,100,000 89,578 197,097 (25,121,794) (15,735,119) 76,814,963 61,079,844 The accompanying notes on pages 8 - 48 form an integral part of these interim condensed consolidated financial statements. - 6 - INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2025 (All amounts are shown in Thousand Egyptian Pounds unless otherwise stated) 31 March 2025 31 March 2024 Cash flows from operating activities (loss) / Profit for the period before income tax (794,825) 47,327 Adjustments for Depreciation and amortization 3,508,682 3,227,175 Loss on termination of lease contract 3,384 435 Unrealized forex loss (166,231) 7,827,530 ECL for Impairment of due from related parties - net (132) (6,425) ECL for Impairment of trade and other receivables - net 996,608 (15,900) Provision for write down of inventory - net - (83,388) Ineffective portion of cash flow hedge - 79,707 Share of (gain) / loss of investments in associates (22,335) (36,679) Effect of financial liabilities at fair value through profit or loss 4,185 (40,973) Effect of financial assets at fair value through profit or loss 129,059 518,201 Change in biological assets (6,211) - Loss on sale of biological assets 35,614 3,044 Gain from sale of fixed assets (5,280) - Provisions - net (280,590) 519,647 Gain from restructuring debt (473,162) - Interest expenses 2,652,964 3,103,190 Interest income (317,602) (174,199) Operating profit before changes in operating assets and liabilities: 5,264,128 14,968,692 Inventories (1,666,281) (5,013,360) Trade and other payables 1,418,049 4,178,907 Debtors and other debit balances (148,503) (9,607,961) Due from related parties (175,891) (1,338,365) Due to related parties 34,444 821,293 Provisions used (1,262) (130,100) Income tax paid (11,638) (34,555) Net cash flow generated from operating activities 4,713,046 3,844,551 Cash flows from investing activities Payments to purchase of fixed assets, PUC and intangible assets (802,299) (496,400) Proceeds from sale of fixed assets 30,051 1,265 Payments to purchase of biological assets (69,719) (396,819) Proceeds from sale of biological assets 27,676 - Payment for capital of joint venture - (24,950) Proceeds from sale of shares 72,165 - Interest received 216,671 174,199 Net cash flow used in from investing activities (525,455) (742,705) Cash flows from financing activities Proceeds from loans - 102,588 Proceeds from financial liabilities at fair value through profit or loss 403,960 - Repayments of loans (317,263) (183,876) Repayments of leases (37,660) (109,727) Dividends paid (47,526) (33,886) Proceeds from banks - overdrafts and short-term facilities 209,024 191,541 Proceeds from financial leasing entities 104,152 49,006 Repayments to financial leasing entities (129,356) - Transactions with non-controlling interests - 37,288 Restricted cash (4,306,306) (2,998,260) Interest paid (287,627) (97,437) Net cash flow used in financing activities (4,408,602) (3,042,763) Net change in cash and cash equivalents during the period (221,011) 59,083 Cash and cash equivalents at beginning of the period 2,698,056 1,975,005 Foreign currency translation differences 421,292 6,971,946 Cash and cash equivalents at end of the period 2,898,337 9,006,034 The accompanying notes on pages 8 - 48 form an integral part of these interim condensed consolidated financial statements. Introduction Qalaa for Financial Investments "S.A.E." "The Holding Company" was incorporated in 2004 as an Egyptian joint stock company under Law No. 159 of 1981. It was registered in the commercial registered under number 11121, Cairo on 13 April 2004. The Holding Company's term is 25 years as of the date it is entered in the commercial registered and can be renewed. The Holding Company is registered in the Egyptian Stock Exchange. The Holding Company's head office is in located at 31 Arkan Plaza, Sheikh Zayed City, 6th of October, Giza, Arab Republic of Egypt. The purpose of the Group and main activities are described in note 2 on segment information. The Holding Company is owned by Citadel Capital Partners Ltd. Company (Malta) by 23.49% which is the ultimate controlling party. The interim condensed consolidated financial statements were authorised to be issued by the Board of Directors on 29 October 2025. Segment information The Group Management Board is identified as the Chief Operating Decision-Maker (CODM) at Group level. The information below shows the segment information provided to the CODM for the reportable segments for the three months period ended 31 March 2025 and also the basis on which revenue is recognized: 2. (a) Description of segments and principal activities The following summary describes each reportable segment: Energy sector Qalaa for Financial Investments Company has invested in energy as one of the core industries within the Group segments. Its integrated investments along the value chain, midstream and downstream including refining, energy distribution, power generation and solid waste management, provide solutions that truly tackle the energy problems that faces today. Cement sector Qalaa for Financial Investments Company in the cement sector produce high-quality building materials that meet international environmental standards, while helping build critical national infrastructure in Africa and the Middle East. Qalaa for Financial Investments, through its subsidiary company ASEC Holding, has pursued promising opportunities in regional markets with strong fundamentals. 2. Segment information (continued) 2. (a) Description of segments and principal activities (continued) Transportation and logistics sector Qalaa for Financial Investments Company investments in the river transport, logistics and port management sector. As fuel subsidies are gradually removed in Egypt and fuel becomes more costly, manufacturers will be seeking for alternative means of transporting goods. Nile logistics has large fleet of fuel-efficient barges, which are more efficient, affordable and environmentally friendly that transfer cargo along the Nile. The capacity of one river barges is equivalent to 20-40 trucks, with only one-quarter of the emissions. Mining sector Qalaa for Financial Investments Company investments in the mining sector help in developing nations and add value to their natural resources. All of Group investments in the mining sector focus on research and development, precious metals mining, mining for the cement industry, quarry management and the production of insulation materials products for domestic and export consumption to help countries in Africa and the Middle East to unlock their economic potential. Agriculture food industries sector Qalaa for Financial Investments Company investments in agri-foods aim to overcome challenges facing the agricultural and food production sector in Egypt and the region. Qalaa Companies in the agri-foods sector bring trusted household names to market through Dina farms, ICDP (Dina Farms' fresh dairy and juice producer). Financial services sector Qalaa for Financial Investments and its subsidiaries within this sector invest in various sectors including energy, cement, transportation and logistics, mining, agriculture food industries, and Packaging and printing. Some of the wholly owned subsidiaries have acquired debts to finance ERC and other operational companies within the Group. 2. Segment information (continued) 2. (b) Segment revenues Below is summary of operating revenues by segment. The amounts presented include inter-segment transactions, which are conducted in the normal course of business and priced in a manner similar to third party transactions. The revenue from external parties is measured in the same way as in the interim condensed consolidated statement of profit or loss. 31 March 2025 Inter- Segment segment revenue revenue Revenue from external customers Timing of revenue recognition At a point in time Over time Total 33,325,133 1,608,916 944,233 830,826 218,294 305,842 37,233,244 - - - - - - - 33,325,133 1,608,916 944,233 830,826 218,294 305,842 37,233,244 33,325,133 - 33,325,133 1,369,389 239,527 1,608,916 944,233 - 944,233 830,826 - 830,826 218,294 - 218,294 305,842 - 305,842 36,993,717 239,527 37,233,244 Energy sector Cement sector Mining sector Agriculture food industries sector Transportation and logistics sector Other sectors Total 31 March 2024 Inter- Segment segment revenue revenue Revenue from external customers Timing of revenue recognition At a point in time Over time Total 34,406,606 1,136,112 759,975 733,978 - 34,406,606 - 1,136,112 - 759,975 - 733,978 163,422 368,112 37,568,205 - 163,422 - 368,112 - 37,568,205 34,406,606 - 34,406,606 755,554 380,558 1,136,112 759,975 - 759,975 733,978 - 733,978 163,422 - 163,422 368,112 - 368,112 37,187,647 380,558 37,568,205 Energy sector Cement sector Mining sector Agriculture food industries sector Transportation and logistics sector Other sectors Total Total revenue from customers in Egypt was EGP 36.6 billion (31 March 2024: EGP 36.6 billion) representing 98.3% (31 March 2024: 97.27%) of the total consolidated revenue. Revenue generated from outside Egypt is substantially derived from the operations in Sudan. Segment information (continued) 2. (c) Segments assets Segment assets are measured in the same way as in the interim condensed consolidated financial statements. These assets are allocated based on the operations of the segment and the physical location of the asset. 31 March 2025 31 December 2024 Investment Investment Non-current in Segment assets Current assets assets associates Total assets Current assets Non-current in assets associates Total assets 39,938,995 151,899,064 4,519,977 196,358,036 20,123,410 29,268,333 2,087,057 51,478,800 8,364,900 5,645,247 255,437 14,265,584 3,523,432 3,994,031 - 7,517,463 1,150,523 2,247,304 - 3,397,827 536,614 977,798 - 1,514,412 981,190 222,873 - 1,204,063 74,619,064 194,254,650 6,862,471 275,736,185 (25,649,116) (24,697,061) (78,312) (50,424,489) 48,969,948 169,557,589 6,784,159 225,311,696 35,859,633 155,172,548 4,541,031 195,573,212 19,801,128 29,387,065 2,067,531 51,255,724 7,355,073 11,117,715 289,525 18,762,313 2,445,299 4,799,410 - 7,244,709 1,052,331 2,131,433 - 3,183,764 473,824 998,203 - 1,472,027 975,719 216,337 - 1,192,056 67,963,007 203,822,711 6,898,087 278,683,805 (25,478,561) (24,670,318) (82,440) (50,231,319) 42,484,446 179,152,393 6,815,647 228,452,486 Energy Financial services Cement Mining Agriculture food industries Transportation and logistics Other Eliminations Total The total of non-current assets other than financial instruments and deferred tax assets located in Egypt represents 93.03% (2024: 96.12%) of the total consolidated assets of the Group. (d) Segments liabilities Segment liabilities are measured in the same way as in the interim condensed consolidated financial statements. These liabilities are allocated based on the operations of the segment. Segment liabilities Current liabilities 31 March 2025 Non-current liabilities Total liabilities 31 December 2024 Current liabilities Non-current liabilities Total liabilities 24,063,700 76,528,395 100,592,095 65,575,541 15,887,606 81,463,147 6,099,013 19,977,476 26,076,489 7,240,785 723,340 7,964,125 4,497,062 752,960 5,250,022 4,195,371 99,996 4,295,367 1,768,436 1,084,164 2,852,600 113,439,908 115,053,937 228,493,845 (42,314,421) (21,947,572) (64,261,993) 71,125,487 93,106,365 164,231,852 23,762,764 74,520,738 98,283,502 64,956,190 15,654,160 80,610,350 6,114,881 20,442,830 26,557,711 7,135,994 634,620 7,770,614 4,386,271 698,398 5,084,669 4,122,139 159,609 4,281,748 1,762,645 1,084,544 2,847,189 112,240,884 113,194,899 225,435,783 (42,000,798) (21,981,881) (63,982,679) 70,240,086 91,213,018 161,453,104 Energy Financial services Cement Agriculture food industries Mining Transportation and logistics Other Elimination Total Profit and loss information 3(a) Significant items Three months ended 31 March 31 March 2025 2024 Gains Other income 1 38,302 252,262 Impairment of Debtors and trade Receivables no longer required 43,613 - Impairment of bank accounts no longer required 29,619 - Expenses Net change in financial asset fair value change through profit or loss 2 (117,394) (922,817) Management fees 3 - (801,934) Provisions formed 4 (62,998) (520,751) Loss on sale of biological assets (35,614) (3,044) Impairment of trade receivables and other debit balances formed - (61,546) Other expenses - (15,567) "Other income" includes an amount of EGP 17.4 million related to export subsidies income on 31 March 2025 and the remaining amount related to income from activities other than the main activities of the Group (31 March 2024: An amount of EGP 36.6 million for export subsidies income and an amount of EGP 40.9 million related to change in fair value of financial liability through profit or loss). Net change in financial assets at fair value through profit or loss includes a loss of EGP 117.9 million related to revaluation of NSPO call option (31 March 2024: a loss of EGP 451 million related to revaluation of NSPO call option and loss of EGP 67.5 million related to change in fair value of Allied gold corporation shares and loss of EGP 404 million related to change in fair value of other investments at fair value through profit or loss). In May 2008, Qalaa for Financial Investments' Extraordinary Shareholder's Meeting approved the management contract between the Company and its parent - Citadel Capital Partners, upon which, Citadel Capital Partners would manage the Company and would be entitled to 10% share of the Company's net profit for the year, payable on a quarterly basis. Additionally, it was disclosed at the time in the Company's listing prospectus on the Egyptian Stock Exchange, published in Al-Shorouk newspaper, issue no. 308, dated 5 December 2009. Subsequently, the Company's General Assembly Meeting held on 25 July 2019 decided the interpretation and application of the management fee calculation to Citadel Capital Partners Ltd. (CCP) which will be based on 10% of the net profit allocated to the owners of the parent company interests from the consolidated profit. The Other losses including the management fee amounted to Nill during the period ending 31 March 2025 (31 March 2024: 801.9 million). "Provisions formed" includes an amount of EGP 53.8 million against probable claims from external parties on (31 March 2024: 396 million). Profit and loss information (continued) 3(b) Finance costs - net 31 March 2025 31 March 2024 Net foreign exchange gain 1 203,349 552,546 Credit interest 2 317,602 174,199 Ineffective portion of cash flow hedge - 79,707 Gain from loan restructuring 3 473,162 - Total finance income 994,113 806,452 Interest expenses 4 (1,978,845) (3,028,990) Other interest expense 5 (544,058) - Lease interest expense (129,646) (74,200) Total finance costs (2,652,549) (3,103,190) Net (1,658,436) (2,296,738) Net foreign exchange gain includes an amount of EGP 111 million related to hyperinflation differences from operations in Sudan (31 March 2024: EGP 198 million). Credit interest includes a gain an amount of EGP 124 million resulting from the acceleration of present value interest income following the early receipt of the second instalment of Allied in shares. Gain from loan restructuring represents the derecognition of the conditional interest liability following the fulfillment of all terms under the loan agreement with the National Development and Trading Company. Interest expense includes an amount of EGP 60.59 million related to the substantive call option liability related to National Printing Company. Other interest expense represents the interest calculated on the total debt until the Group fully complies with the restructuring agreements terms. Under these agreements, the bank continues to calculate interest on the full amount at the original loan agreement rate, recorded in a separate account. note 6(a) 3(c) Income tax Income tax expense is recognised based on management's estimate of the weighted average effective annual income tax rate expected for the full financial year. Discontinued operations 4(a) Description 31 March 2024 National Printing S.A.E (Subsidiary of Grandview) (Packaging & printing sector) As of 27 March 2024, the Group disposed 27.21% of its shares in National Printing, leading to the derecognition of the subsidiary and the retained interest is accounted for as an investment in associate using the equity method. 4(b) Profit from discontinued operations and cash flow information Discontinued operations after tax are represented in the following: Grandview Total Three months ended 31 March 2024 Revenue 1,458,966 1,458,966 Cost of revenue (1,046,586) (1,046,586) General and administrative & selling and marketing expenses (113,761) (113,761) Other expenses - net 23,876 23,876 Finance cost - net (12,082) (12,082) Operating profits before taxes 310,413 310,413 Income tax (53,262) (53,262) Deferred tax (7,679) (7,679) Profit after income tax of discontinued operation 249,472 249,472 Gain on sale of investment in subsidiary * 9,694,134 9,694,134 Net profit for the period 9,943,606 9,943,606 Income tax - - Profit from discontinued operations, net of tax 9,943,606 9,943,606 Net cash flow generated from operating activities 81,781 81,781 Net cash flow used in investing activities (60,632) (60,632) Net cash flow generated from financing activities 255,643 255,643 Net decrease in cash used in by the subsidiary 276,792 276,792 * Details of the sale that resulted in a loss of control 31 March 2024 Total disposal consideration 10,628,142 Carrying amount of net assets sold ** (1,590,388) Non-controlling interests 746,068 Amount of post completion payment (424,935) Remaining shares liability (9,216) Gain on sale before income tax and reclassification of foreign currency translation reserve and other equity reserves 9,349,671 Reclassification of foreign currency translation reserve and other equity reserves 344,463 Gain on sale after income tax 9,694,134 4. Discontinued operations (continued) 4(b) Profit from discontinued operations and cash flow information (continued) ** The table below includes the assets and liabilities of Grandview (after eliminations) summarized by each major category: 31 March 2024 Fixed assets, PUC and investment in properties 1,623,043 Deferred tax assets 15,037 Total non-current assets 1,638,080 Inventories 1,123,181 Financial assets at amortized cost and other debit balances 2,238,747 Cash and cash equivalents 735,467 Total current assets 4,097,395 Total assets 5,735,475 Borrowings 548,524 Deferred tax liabilities 159,535 Total non-current liabilities 708,059 Trade payables and other credit balances 1,576,297 Borrowings 1,698,674 Provisions 162,057 Total current liabilities 3,437,028 Total liabilities 4,145,087 Net assets 1,590,388 4(c) Significant estimates and assumptions Arbitration based on the Bilateral Investment Treaty Qalaa and one of its subsidiaries commenced an arbitration in 2021 administered by the Permanent Court of Arbitration in relation to a dispute with a foreign government. Hearings were held in 2024 and were followed by two rounds of post-hearing submissions. Management has assessed the facts surrounding the claim and has concluded that no contingent asset should be recognised in the interim condensed financial statements. In accordance with EAS 28 Provisions, Contingent Liabilities and Contingent Assets, no contingent asset has been recognised in the financial statements as EAS 28 prohibits the recognition of contingent assets unless the realisation of income is virtually certain which is not currently the case. In a separate agreement between Qalaa and Financial Holding International Limited ("FHI"), a payment to FHI is required by Qalaa should the claim be resolved in favour of the Group and the cash received exceeds a minimum amount. This obligation meets the definition of a financial liability under EAS 25 Financial Instruments: Presentation and is required to be initially measured at fair value and subsequently at amortised cost. Given that it is difficult to determine the impact of the arbitration on the Company's current or future profits at such an early stage of the proceedings, management has concluded that the carrying amount of the liability is immaterial at the end of the reporting period. Discontinued operations (continued) 4(c) Significant estimates and assumptions (continued) Management will continually reassess the estimates and assumptions related to the potential recognition of the contingent asset and the measurement of the financial liability due to FHI. These assessments will be conducted in line with the latest developments in the arbitration proceedings. The contract with the third party indicates higher percentage shares in any proceeds should be paid the higher the amount of the award. Should a payment be required at any future time, this will arise in conjunction with the realisation of a currently unrecognised contingent asset." 4(d) Assets and liabilities of disposal group classified as held for sale (i) Assets Ledmore Holding Limited Total 31 March 2025 Trade receivables and other debit balances 12,380 12,380 Cash and cash equivalents 10,470 10,470 Balance 22,850 22,850 Ledmore Holding Limited Total 31 December 2024 Trade receivables and other debit balances 12,442 12,442 Cash and cash equivalents 10,523 10,523 Balance 22,965 22,965 (ii) Liabilities Mena Home Furnishing Malls Ltd. Ledmore Holding Limited Total 31 March 2025 Trade payables and other credit balances 2,665 2,295 4,960 Balance 2,665 2,295 4,960 Mena Home Furnishing Malls Ledmore Holding Ltd. Limited Total 31 December 2024 Trade payables and other credit balances 2,680 2,554 5,234 Balance 2,680 2,554 5,234 Investments in associates and joint ventures Carrying amounts of investments in associates and joint ventures The carrying amount of equity-accounted investments has changed as follows during the period / year as follows: 31 March 31 December 2025 2024 1 January 6,815,647 4,695,303 Additions - 24,950 Fair value of retained investment - 1,888,600 Share of gain of investments in associates in the consolidated statement of profit or loss 22,335 214,097 Share of gain of investments in associates in the consolidated statement of comprehensive income (6,297) 102,574 Other components of equity (47,526) (109,877) Balance 6,784,159 6,815,647 31 March 2025 31 December 2024 Non- Non- Current current Total Current current Total Financial assets and financial liabilities 6(a) Borrowings Secured Bank loans* 28,823,964 63,804,370 92,628,334 29,530,432 61,986,652 91,517,084 Loans from related parties** 12,335,826 5,686,338 18,022,164 12,697,108 5,573,412 18,270,520 41,159,790 69,490,708 110,650,498 42,227,540 67,560,064 109,787,604 Secured and Unsecured Short term facilities and bank overdrafts 1,793,700 - 1,793,700 1,584,676 - 1,584,676 1,793,700 - 1,793,700 1,584,676 - 1,584,676 Total borrowings 42,953,490 69,490,708 112,444,198 43,812,216 67,560,064 111,372,280 6. Financial assets and financial liabilities 6(a) Borrowings (continued) Bank loans*: Arab International Bank loan 31 March 2025 31 December 2024 Non- Accrued Non- Accrued Loan Current current interest Total Current current interest Total National Company for Refining Consultation Loan currency: USD Arab International Bank (A) 741,602 5,893,083 - 6,634,685 672,779 5,922,720 - 6,595,499 Other borrowing payables (A) - 2,300,907 799,789 3,100,696 - 2,312,480 571,053 2,883,533 Trimstone Assets Holdings Ltd. Loan currency: USD Arab International Bank (B) 367,361 2,012,713 - 2,380,074 342,829 2,022,835 - 2,365,664 Qalaa and its related companies entered into a debt restructuring agreement with Arab International Bank effective in the third quarter of year 2024. Under this agreement, loans were restructured and will be repaid in installments totaling USD 184 million starting from 2024 till 2033. A variable interest rate with a SOFR base will be applied semi-annually. As of 31 December 2024, Qalaa paid USD 15 Million under the new restructured agreement. The loan balance in National Company For Refining Consultancy includes an amount transferred from Qalaa. Until the Group fully complies with the new payment schedules, the agreement specifies that the bank will continue to calculate interest on the total amount at the previous interest rate under the original loan agreement in a separate account. Once the payment schedule is completed under the new terms, USD 44 million along with any accrued interest and excess interest, will be waived by the bank. The amount of USD 44 million and its associated interest payable are classified as other borrowing payables as per the above detailed schedule. The loan portion on Trimestone (a wholly owned subsidiary) includes an amount transferred from Citadel Capital Partners, Qalaa's main shareholder. On 6 July 2023, Qalaa's ordinary general assembly authorized Qalaa's Board of Directors to transfer a debt owed by Citadel Capital Partners Ltd., Qalaa's main shareholder to one of Qalaa's fully owned subsidiaries. This debt owed to Arab International bank and was transferred in the third quarter with an amount of EGP 1,728 billion. Management has classified the amount due from Citadel Capital Partners as an equity balance rather than a financial asset. Consequently, this balance is going to be netted off from any future management fees amounting to 10% of the consolidated net profit of the Group attributable to the owners of the parent company, and/ or any other distributions in accordance with the company's articles of association. Financial assets and financial liabilities 6(a) Borrowings (continued) Local banks loans Qalaa has entered into a debt settlement agreement with Banque Misr, Banque du Caire, Arab African International Bank, and Al Ahli Bank of Kuwait ("the Egyptian Banks") to settle its debts as follows: Settlement and waivers Amount in EGP Total debt before the settlement agreement 8,747,222 Other interest 499,400 Foreign currency exchange differences 4,674 Settlement through transfer of shares in Taqa Arabia (A) (3,347,689) Settlement through land plot in Tibeen area (B) (600,000) Compensation for exchange rate and stock price variations (C) (641,046) Debt expected waiver in case of compliance with whole contract terms (D) 4,662,561 Shares in TAQA Arabia : In September 2024, Qalaa transferred 239,120,667 shares (17.68%) in TAQA Arabia to the Egyptian banks. The shares are included as part of the investment in associates (note 5) and the balance of the loan was not reduced by the value of the shares due to the following reasons: The group has the right to repurchase these shares (call option) during the fifth year after the transfer. The banks retain the right to resell the shares to Qalaa (Put option) during the sixth year. The group did not account for the call or the put option as the shares are considered under the control of Qalaa as illustrated in point 3 below. The agreement imposes restrictions on the local banks on selling the transferred shares for five years till the call option period elapses. Qalaa will maintain voting rights for the transferred shares in TAQA Arabia S.A.E. until the end of the call option period. In line with EAS 18 "Investment in Associates," reflecting significant influence through voting rights, Qalaa has equity accounted for its 17.68% interest in the Company and has not derecognized the associated liability. If management's judgments change, this could lead to the derecognition of the investment in TAQA Arabia S.A.E. and the associated liability to pay the strike price. Without these amounts on the balance sheet, the option would be treated as a derivative financial instrument at fair value through profit or loss . As per the agreement, Qalaa transferred the 239,120,667 shares of Taqa Arabia at an agreed price. At the end of the put option period and by the time the shares are settled against the loans, Qalaa is liable to compensate the banks with any differences below the agreed price plus specific return and the actual share prices at the date of settlement. Land Plot in Tibeen Area : Qalaa transferred a registered 60,127 sq.m. land plot overlooking the Nile in the Tibeen area in September 2024 owned by one of the group's wholly owned subsidiaries, valued at EGP 600 million, contingent on obtaining a construction license within six months after meeting the conditions precedent. Until the license is obtained, the bank considers the selling price of the land to be EGP 233.5 million. The group did not derecognize the land against partial settlement of the loan as the group has the right to replace the land with another asset within 6 months after the condition precedent is met. 6. Financial assets and financial liabilities (continued) 6(a) Borrowings (continued) Compensation for Exchange Rate and Stock Price Variations: These include an amount of EGP 598 million which will be paid over five years in equal instalments till 31 December 2028. Of this amount, Qalaa paid EGP 70 million subsequent to the period. Additionally, an amount of EGP 296 million is due as exchange rate compensation payable during the year 2024 and 2025. As of 31 March 2025, Qalaa paid EGP 249.1 million out of the EGP 296 million, the remaining amount which is EGP 46.9 million settled subsequent to the period. Debt expected waiver in case of compliance with whole contract terms: The group is entitled to an expected waiver of EGP 4.6 billion and any accrued interest conditioned to compliance with the whole agreement terms and conditions. Until the Group fully complies with the terms of the agreement. The agreement specifies that the bank will continue to calculate interest on the total amount at the previous interest rate under the original loan agreement in a separate account. As of 31 March 2025, the company did not comply with some of the conditions specified in the agreement. Accordingly, all the loan balance related to the Egyptian banks have been presented as current liabilities. ERC debt restructuring: As of December 20, 2024, ERC has successfully finalized its Senior and Subordinated debt Restructuring. As part of the agreement ERC paid a total of EGP 1.69 billion (USD 33.3 million) in fees and default interest related to the debt restructuring process. During the year ended 31 December 2024, ERC made a payment of EGP 11.9 billion (USD 233.6 million) to senior lenders, consisting of EGP 10 billion (USD 197 million) in principal repayment and EGP 1.86 billion (USD 36.6 million) in interest and fees. Furthermore, a total of EGP 2.45 billion (USD 48.1 million) was paid to subordinated lenders as per the restructuring agreement. Following the completion of this restructuring and the above-mentioned repayment, the net senior debt as of 31 March 2025 stands at EGP 10.45 billion (USD 206.7 million), down from an initial amount of EGP 119.47 billion (USD 2.35 billion), ERC remains on track to settle its senior debt ahead of schedule. The subordinated debt currently stands at EGP 39.6 billion (USD 783 million), with an expected repayment completion by 2030. Related party loans**: On 31 March 2024, FHI discharged the loans owned by National Development and Trade Company and United Company for Foundries. In accordance with ERC loan restructuring agreement signed with the senior lenders and approved by the shareholders (note 6 (a)(3)) , ERC cannot pay any instalments of QPI's loan until the senior loans are fully settled. Accordingly, the QPI shareholder's loan has been reclassified to non-current liabilities. 6. Financial assets and financial liabilities (continued) 6(a) Borrowings (continued) On December 20, 2024, the group finalized a debt restructuring deal of USD 20 million, which includes a put option exercise notice of USD 5.5 million over a portion of one of Qalaa's subsidiary's equity. The debt will be repaid in 24 equal monthly instalments at a specified interest rate. Additionally, the lender agreed to waive any principal amount exceeding USD 18 million, provided that the obligations under the Finance Documents are met. As of 30 June 2024, an amount USD 240,752,323 has been reclassified from bank loans to loans from related parties as Qalaa shareholders through Qalaa Holding Restructuring Ltd. (QHRI) purchased the external debt owed by Qalaa to certain banks and financial institutions participating in the syndicated loan agreement. On October 30, 2024, an assignment agreement was concluded between QHRI and Citadel Capital Partners Company (CCP), the main shareholder, for USD 60,852,032. This amount represents CCP's share of the debt owed by Qalaa to QHRI. This agreement is part of the procedures to increase Qalaa's issued capital, allowing CCP to subscribe to its shares (whether in preferred or common shares) using the credit balance. The assignment is non-transferable and cannot be disposed of, pledged, traded, or endorsed until payment is made. Subsequent to the period, the capital increase was completed. On 22 May 2024, Qalaa and one of its fully owned subsidiaries signed an agreement with Olayan to restructure an existing USD 12 million loan by which Qalaa transferred a building to partially settle an existing loan owed by the subsidiary. Olayan assigned its rights in a USD 12 million loan to one of his related parties. Qalaa will pay a monthly interest rate for three years in the form of lease payments. Qalaa has a call option to repurchase the building within three years for USD 12 million plus a fixed annual interest rate. Management assessed that this transaction does not qualify as a sale and is recognized as a collateralized borrowing, as the company retains control over the transferred asset. In December 2024, an agreement has been signed regarding the remaining debt of Olayan. 6(b) Borrowing from financial leasing entities 31 March 2025 31 December 2024 Borrowing from financial leasing entities (current portion) 421,937 372,315 Borrowing from financial leasing entities (non-current portion) 490,272 490,059 Balance 912,209 862,374 One of the Group's subsidiaries signed a financing contract. The contractual value of the contract amounted to EGP 321.9 million is divided into two tranches. The total value of the first tranche amounted to EGP 208.2 million with interest rate 3% above LIBOR to be paid in quarterly installments until 20 March 2028. The interest charged to the interim condensed consolidated statement of profit or loss during the period ended 31 March 2025 amounted to EGP 69.9. 6. Financial assets and financial liabilities (continued) 6(b) Borrowing from financial leasing entities (continued) One of the Group's subsidiaries signed a financing contract dated 30 April 2024. The contractual value of the contract amounted to EGP 402.7 million, with an interest rate based on the lending rate announced by the Central Bank of Egypt to be paid on a monthly instalment over two years. The interest charged to the interim condensed consolidated statement of profit or loss during the period ended 31 March 2025 amounted to EGP 30.3 million. 6(c) Maturities of financial liabilities The table below summarises the maturities of the Group's financial liabilities at 31 March 2025 and 31 December 2024, based on contractual payment dates. Below six months From six months to one year From one year to two years Above two years 31 December 2024 Borrowings and interest 25,465,032 21,471,886 39,790,194 53,234,211 Trade payables and other credit balances 7,951,334 4,248,462 24,417 20,729 Due to related parties 6,146,239 12,772,857 - - Lease Liabilities 92,002 138,000 207,296 1,946,397 Borrowing from financial leasing entities 261,248 268,111 325,888 378,004 Financial liabilities at fair value through profit or loss - 2,004,523 - - Total 39,915,855 40,903,839 40,347,795 55,579,341 31 March 2025 Borrowings and interest 41,441,395 17,119,373 19,849,665 57,355,769 Trade payables and other credit balances 18,187,942 575,432 2,333,731 29,435 Due to related parties 3,381,692 49,685 - - Lease Liabilities 201,388 246,817 268,322 1,829,367 Borrowing from financial leasing entities 268,430 297,312 322,644 322,018 Financial liabilities at fair value through profit or loss 2,403,336 - - - Total 65,884,183 18,288,619 22,774,362 59,536,589 6(d) Recognised fair value measurements Fair value hierarchy This section explains the judgements and estimates made in determining the fair values of financial instruments that are recognized and measured at fair value in the interim condensed financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Group has classified its financial instruments into the three levels prescribed under EAS 45 " Fair value measurement ". An explanation of each level follows underneath the table. Financial assets and financial liabilities (continued) 6(d) Recognised fair value measurements (continued) Assets and liabilities not measured at fair value but for which fair value is disclosed (continued) Recurring fair value measurements are those that the accounting standards require or permit in the consolidated statement of financial position at the end of each reporting period. The level in the fair value hierarchy into which the recurring fair value measurements are categorized are as follows. Recurring fair value measurements At 31 March 2025 Notes Level 1 Level 2 Level 3 Total Financial assets Financial assets at FVOCI Unlisted equity instruments - 17,633 79,400 97,033 Financial assets at FVPL Listed equity instruments 6(f)(ii) 1,044,960 - - 1,044,960 Derivatives Written call option agreement (NSPO) 6(f)(iii) - - 1,192,035 1,192,035 Total financial assets 1,044,960 17,633 1,271,435 2,334,028 Financial liabilities Trading derivatives - 1,552,856 850,480 2,403,336 Total financial liabilities - 1,552,856 850,480 2,403,336 Recurring fair value measurements At 31 December 2024 Notes Level 1 Level 2 Level 3 Total Financial assets Financial assets at FVOCI Unlisted equity instruments 5(b) - 19,422 79,400 98,822 Financial assets at FVPL Listed equity instruments 5(c) 1,032,748 - - 1,032,748 Derivatives Written call option agreement (NSPO) 5(f) - - 1,309,428 1,309,428 Total financial assets 1,032,748 19,422 1,388,828 2,440,998 Financial liabilities Financial liabilities at fair value 5(g) - 1,571,403 433,120 2,004,523 Total financial liabilities - 1,571,403 433,120 2,004,523 There were no changes in the valuation technique for level 3 recurring fair value measurements during the period ended 31 March 2025 and 31 December 2024. Level 1: The fair value of financial instruments traded in active markets (such as trading instruments) is based on quoted market prices (unadjusted) at the end of the reporting period. The quoted market price used for financial assets held by the Group is the current bid price. These instruments are included in level 1. Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities and over the counter derivatives. 6. Financial assets and financial liabilities (continued) 6(d) Recognised fair value measurements (continued) Valuation techniques used to determine fair values Specific valuation techniques used to value financial instruments include: the use of quoted market prices or dealer quotes for similar instruments. the fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Unlisted equity investments compose interest in an investment fund. Fair value is measured by reference to published net asset value of the fund. the fair value of the remaining financial instruments is determined using discounted cash flow analysis. Aside from traded financial instruments, which are included in level 1, all of the resulting fair value estimates are included in level 2 except for derivative contracts, where the fair values have been determined based on present values and the discount rates used were adjusted for counterparty or own credit risk. Fair value measurements using significant unobservable inputs (level 3) The following table presents the changes in level 3 items for the period ended 31 March 2025 and 31 December 2024: Assets / (liabilities) Hedging Written derivatives - call option interest rate agreement swaps (ERC) (CCII) Unlisted equity instruments (Ostool) Written call option agreement Debt (NSPO) instruments Total Opening balance at 1 January 2024 129,446 (2,322) 50,847 1,926,709 - 2,104,680 Gains recognised through other comprehensive income - - 28,553 - - 28,553 Recognition of debt instruments - - - - (386,356) (386,356) Losses recognised through consolidated profit and loss - - - (617,281) (46,764) (664,045) Hedging derivatives matured (129,446) - - - - (129,446) Derecognition of the call option - 2,322 - - - 2,322 Closing balance at 31 December 2024 - - 79,400 1,309,428 (433,120) 955,708 Recognition of debt instruments - - - - (403,960) (403,960) Losses recognised through consolidated profit and loss - - - (117,393) (13,400) (130,793) Closing balance at 31 March 2025 - - 79,400 1,192,035 (850,480) 420,955 6. Financial assets and financial liabilities (continued) 6(d) Recognised fair value measurements (continued) Valuation inputs and relationships to fair value The following table summarizes the quantitative information about the significant unobservable inputs used in level 3 fair value measurements. See (ii) above for the valuation techniques adopted. Fair value at Un- Range of Inputs Valuatio n technique Inp uts used 31 March 31 December observable 31 March 31 December 31 March 31 December 31 March 31 December Description 2025 2024 inputs * 2025 2024 2025 2024 2025 2024 sensitivity analysis Written call 1,192,035 1,309,428 Probability 19.47 % 22.08% Option Option Risk free Risk free If an observable input option of default valuation valuation interest interest changed by 10% this agreement rate model model rate & rate & would result in change (NSPO) Monte Carlo Monte Carlo volatility volatility in fair value by EGP 178M. Unlisted 79,400 79,400 Credit 27.3% 27.3% Discounted Discounted Risk free Risk free If an observable input equity instruments (Ostool) default rate Cash flows Cash flows interest rate & volatility interest rate & volatility changed by 10% this would result in change in fair value by EGP 2.5M. There were no significant inter-relationships between unobservable inputs that materially affect fair values. There were no changes in the valuation technique for level 3 recurring fair value measurements during the period ended 31 March 2025 and 31 December 2024. Valuation processes The finance department of relevant subsidiary includes a team that performs the valuations on quarterly basis. The finance department places a partial reliance on experts in the valuation of hedging derivatives. The main level 3 inputs used by the Group are derived and evaluated as follows: Discount rates for financial assets and financial liabilities are determined using a capital asset pricing model to calculate a pre-tax rate that reflects current market assessments of the time value of money and the risk specific to the asset. Risk adjustments specific to the counterparties (including assumptions about credit default rates) are derived from credit risk gradings determined by the Group's internal credit risk management. Earnings growth factor for unlisted equity securities are estimated based on market information for similar types of companies. 6. Financial assets and financial liabilities (continued) 6(d) Recognised fair value measurements (continued) Valuation processes for recurring and non-recurring level 3 fair value measurements Level 3 valuations are reviewed by the Group's financial officer who reports to the Board of Directors. The financial officer considers the appropriateness of the valuation model inputs, as well as the valuation result using various valuation methods and techniques. In selecting the most appropriate valuation model the financial officer performs back testing and considers which model's results have historically aligned most closely to actual market transactions. The level three debt instruments are valued at the net present value of estimated future cash flows. The Group also considers liquidity, credit and market risk factors, and adjusts the valuation model as deemed necessary. Assets and liabilities not measured at fair value but for which fair value is disclosed Fair values analyzed by level in the fair value hierarchy and the carrying value of assets and liabilities not measured at fair value are as follows. There are no differences between the fair value and carrying value of assets and liabilities due to its short maturities and they are all due as of the reporting period. 31 March 2025 31 December 2024 Level 3 fair value Level 3 fair Carrying Carrying value value value Assets Financial assets at amortized cost Trade and other receivables 12,758,764 12,758,764 13,843,692 13,843,692 Due from related parties 616,536 616,536 440,513 440,513 Restricted cash 15,521,325 15,521,325 11,215,019 11,215,019 Cash and cash equivalents 2,898,337 2,898,337 2,698,056 2,698,056 Total assets 31,794,962 31,794,962 28,197,280 28,197,280 31 March 2025 31 December 2024 Level 3 fair value Level 3 fair Carrying Carrying value value value Liabilities Borrowings Loans and borrowings 112,444,198 112,444,198 111,372,280 111,372,280 Other financial liabilities Borrowings from financial leasing entities 912,209 912,209 862,374 862,374 Trade and other payables 17,383,290 17,383,290 16,193,732 16,193,732 Due to related parties 3,431,376 3,431,376 3,396,932 3,396,932 Total liabilities 134,171,073 134,171,073 131,825,318 131,825,318 6. Financial assets and financial liabilities (continued) 6(d) Recognised fair value measurements (continued) Assets and liabilities not measured at fair value but for which fair value is disclosed (continued) The fair values in level 2 and level 3 of the fair value hierarchy were estimated using the discounted cash flows valuation technique. The fair value of floating rate instruments that are not quoted in an active market was estimated to be equal to their carrying amount. The fair value of unquoted fixed interest rate instruments was estimated based on estimated future cash flows expected to be received discounted at current interest rates for new instruments with similar credit risks and remaining maturities. Financial assets carried at amortized cost The fair value of floating rate instruments is normally their carrying amount. The estimated fair value of fixed interest rate instruments is based on estimated future cash flows expected to be received discounted at current interest rates for new instruments with similar credit risks and remaining maturities. Discount rates used depend on the credit risk of the counterparty. Liabilities carried at amortized cost Fair values of other liabilities were determined using valuation techniques. The estimated fair value of fixed interest rate instruments with stated maturities were estimated based on expected cash flows discounted at current interest rates for new instruments with similar credit risks and remaining maturities. The fair value of liabilities repayable on demand or after a notice period ("demandable liabilities") is estimated as the amount payable on demand, discounted from the first date on which the amount could be required to be paid. Presentation of financial instruments by measurement category For the purposes of measurement, Egyptian Accounting Standard no.47 "Financial Instruments" classifies financial assets into the following categories: (a) financial assets at fair value through profit or loss, (b) debt instruments at fair value through other comprehensive income, (c) equity instruments at fair value through other comprehensive income and (d) financial assets at amortized cost. Financial assets at fair value through profit or loss have two sub-categories: (i) Financial assets mandatorily measured at fair value through profit or loss and (ii) assets designated as such upon initial recognition. In addition, finance lease receivables form a separate category. 6(e) Restricted cash This amount represents the debt service and maintenance amounts that one of the Group's subsidiary must cover in separate bank accounts according to the loan agreements between the subsidiary and a group of lenders exclusively for the purpose of settling the financial requirements per the mentioned contracts. Financial assets and financial liabilities (continued) 6(f) Financial asset at fair value through profit or loss Classification of Financial assets at fair value through Profit or loss The Group classifies the following financial assets at fair value through profit or loss (FVPL): debt investments that do not qualify for measurement at either amortized cost or FVOCI equity investments that are held for trading, and equity investments for which the entity has not elected to recognize fair value gains and losses through OCI. Financial assets measured at FVPL include the following: 31 March 2025 31 December 2024 Non- Non- Current current Total Current current Total Listed equity instruments Allied Gold Corporation * 1,044,960 - 1,044,960 - 948,448 948,448 Raya Holding for Financial investments - - - 84,300 - 84,300 1,044,960 - 1,044,960 84,300 948,448 1,032,748 The fair value of EGP 1.04 billion (2024: EGP 948 billion) is being measured based on the quoted prices of the shares in the active stock market. * On 6 September 2023, The Group's management through "ASEC Company for Mining (ASCOM)" sold its shares in "Ascom Precious Metals (APM) - Ethiopia" to "Allied Gold ET 2 Corp". The transaction amount included the transfer of 11,465,795 shares in "Allied Gold Corporation" (A listed entity in the Canadian Stock Exchange). The market value of these shares on 6 September 2023 was USD 46,224,353 at USD 4.0315 per share. The Group classified the shares as financial assets through profit or loss (FVTPL) as they are acquired primarily for trading (held for trading). ASCOM used 7,500,000 shares as collateral for the facilities provided by St. James Bank note (13)(e) , while the remaining shares were sold during the year of 2024. Amounts recognized in profit or loss Below is the change in fair value on financial asset due to the change in the share price of "Allied Gold Corporation" in the Canadian Stock Exchange for the period ended 31 March 2025: 31 March 2025 31 December 2024 Balance as of January 1 - 941,297 Additions* 1,042,856 - Disposals - (562,873) Disposals (closing of shares against loan) - (567,829) Foreign currency translation differences 2,104 566,212 Impairment ** - (320,553) Financial asset fair value change through profit or loss - (56,254) 1,044,960 -

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