Transcorp Power PlcNSENG: TRANSPOWER

Quarter 1 - financial statement for 2026

· Issued by Transcorp Power Plc
TRANSCORP POWER PLC

Unaudited Interim Financial Statements For the year ended 31 March 2026

1

Table of Contents

Corporate Information Error! Bookmark not defined.

Statement of Directors' Responsibilities 6

Statement of Profit or Loss and Other Comprehensive Income 7

Statement of Financial Position 8

Statement of Changes in Equity 9

Statement of Cashflow 10

Note to the financial statements 11

Corporate Information

Company Registration No.

RC 1067143

Tax Identification number

14640316-0001

Registered Office

38 Glover Road

Ikoyi, Lagos

Nigeria.

Plant address

Transcorp Power Plc.

KM 20 Warri/Patani Expressway

Ughelli

Delta State, Nigeria

Board of Directors

Mr. Emmanuel Nnorom Engr. Peter Ikenga

Chairman

Managing Director/Chief Executive

Officer

Dr. (Mrs.) Owen Omogiafo, OON

Non-Executive Director

Engr. Vincent Ozoude

Engr. Charles Odita

Non-Executive Director

Independent Non-Executive Director

Ms. Faith Tuedor-Matthews, OFR

Independent Non-Executive Director

Mr. Christopher Ezeafulukwe

Non-Executive Director

Auditors

Messrs. Deloitte & Touche

Chartered Accountants

Civic Towers Plot GA 1

Ozumba Mbadiwe Avenue

Victoria Island, Lagos

Nigeria

Principal Banker

United Bank for Africa Plc

57 Marina Street,

Lagos Island Lagos,

Fidelity Bank Plc

Adeyemo Alakija, Lagos

Registrar Africa Prudential Plc

220B, PalmGrove, Ikorodu Road, Lagos,

Investors Relation Dr. Evans Okpogoro evans.okpogoro@transcorppower.com Investors Relation Portal https://transcorppower.com/tpp/investor-relations/ Company Secretary Atinuke Kolade 38 Glover Road

Ikoyi, Lagos, Nigeria.

Incorporation and address

The Company is the successor company from the merger of Transcorp Ughelli Power Limited and Ughelli Power Plc. Transcorp Ughelli Power Limited was incorporated in Nigeria on 24 September 2012 under the Companies and Allied Matters Act, of Nigeria as a private limited liability company for the purpose of acquiring 100% shareholding in Ughelli Power Plc from the Federal Government of Nigeria on 1 November 2013

On 1 October 2015, Transcorp Ughelli Power Limited merged with its subsidiary, Ughelli Power Plc with a resultant change in name to Transcorp Power Limited, and cancellation of the share capital of Ughelli Power Plc. No new company was formed.

On 19 December 2023, the Company held an Extra-ordinary General Meeting (EGM) and passed a resolution to convert the company from a private limited liability company to a public limited liability company, and the consequent change of name from Transcorp Power Limited to Transcorp Power Plc on 10 January 2024. At the same meeting, the Company increased its share capital from ₦42,733,641.50 divided into 85,467,283 ordinary shares of ₦0.50 each to ₦3,750,000,000.00 divided into 7,500,000,000 ordinary shares of ₦0.50 each by the creation of an additional 7,414,532,717 ordinary shares of ₦0.50 each. It was also approved that the shares of the company be listed on the main Board of the Nigerian Exchange Limited (NGX).

The address of the Company's registered office is:

38 Glover Road Ikoyi, Lagos Nigeria.

Principal activities

The Company is mainly engaged in the generation and sale of electric power.

Shareholders Major Shareholders

According to the register of members, the following shareholders of the Company held 5% or more of the issued Ordinary share capital as at 31 March 2026

SHAREHOLDERS WITH 5% AND ABOVE

Q1 2026

FY 2025

Shareholder

Shareholding

(Units)

%

Shareholding

(Units)

%

Transnational Corporation Plc

3,824,435,342

50.99

3,824,435,342

50.99

Rich Point Limited

1,905,557,684

25.41

2,376,320,946

31.68

UBA Nom Rich Point Limited - Main

446,612,377

6.22

-

-

Woodrock Energy Resources Limited

429,259,257

5.72

440,259,257

5.87

Shareholding Analysis Shareholding structure and Free Float

The company met the free float requirement as at 31 March 2026 with 824,388,655 shares (10.79%) valued at N252,262,928,430 as on that date.

TRANSCORP POWER PLC

FREE FLOAT COMPUTATION

Company Name:

TRANSCORP POWER PLC

TRANSCORP POWER PLC

Year End:

31/12/2025

31/03/2026

Reporting Period:

Q4 2025

Q1 2026

Share Price at end of

reporting period:

N307.00

N306.90

Units

Percentage (In relation to Issued Share

Capital)

Units

Percentage (In relation to Issued

Share Capital)

Issued Share Capital

7,500,000,000

100%

7,500,000,000

100%

Details of Substantial Shareholdings (5% and

above)

TRANSNATIONAL

CORPORATION PLC

3,824,435,342

50.99

3,824,435,342

50.99

RICH POINT LIMITED

2,376,320,946

31.68

1,905,557,684

25.41

UBA NOM RICH POINT

LIMITED - MAIN

-

-

466,612,377.00

6.22

WOODROCK ENERGY

RESOURCES LIMITED

440,259,257

5.87

429,259,257

5.72

Total Substantial

Shareholdings

6,641,015,545

88.54

6,625,864,660

88.34

Directors' Shareholdings (direct and indirect), excluding directors with

substantial interests

MR EMMANUEL NNOROM

17,354,867

0.23

17,354,867

0.23

MR EMMANUEL NNOROM

(Indirect)

3,641,000

0.05

3,641,000

0.05

ENGR. PETER IKENGA

325,159

0.00

325,159

0.00

DR MRS OWEN OMOGIAFO,

OON

18,355,867

0.24

18,355,867

0.24

MR ADIM JIBUNOH

51,000

0.00

-

-

ENGR. VINCENT OZOUDE

51,000

0.00

51,000

0.00

ENGR. CHARLES ODITA

20,000

0.00

20,000

0.00

MR. CHRISTOPHER

EZEAFULUKWE

9,947,792

0.13

9,947,792

0.13

MS FAITH TUEDOR-

MATTHEWS, OFR

-

-

-

-

Total Directors'

Shareholdings

49,746,685

0.65

49,695,685

0.65

Total Other Influential

Shareholdings

Free Float in Units and

Percentage

809,237,760

10.79

824,388,655

10.79

Free Float in Value

₦248,435,992,320

₦252,262,928,430

Statement of Directors' Responsibilities

The Directors of Transcorp Power Plc are responsible for the preparation of the unaudited financial statements that give a true and fair view of the financial position of the Company as at 31 March 2026 and the results of its operations, cash flows and changes in equity for the year then ended, in compliance with IFRS Accounting Standards and in the manner required by the Companies and Allied Matters Act 2020, and the Financial Reporting Council of Nigeria (Amendment) Act, 2023.

In preparing the financial statements, the Directors are responsible for:

  • properly selecting and applying accounting policies.

  • presenting information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information.

  • providing additional disclosures when compliance with the specific requirements in with IFRS Accounting Standards are insufficient to enable users to understand the impact of transactions, other events and conditions on the company's financial position and financial performance.

Going Concern

The Directors have made an assessment of the Company's ability to continue as a going concern and have no

reason to believe the Company will not remain a going concern in the year ahead.

The unadited financial statements of the Company for the period ended 31 March 2026 were approved by the Directors on the 24th April, 2026

On behalf of the Directors of the Company.





Peter Ikenga Emmanuel Nnorom Managing Director/Chief Executive Officer Chairman FRC/2021/PRO/DIR/003/00000023699 FRC/2014/PRO/DIR/003/00000007402 Statement of Profit or Loss and Other Comprehensive Income For the Period ended 31 March 2026

Continuing operations

Notes

31 March

2026

N'000

31 March

2025

N'000

Revenue from contracts with customers

7

94,591,667

105,442,163

Cost of sales

8

(44,659,459)

(50,411,583)

Gross profit

49,932,208

55,030,580

Other operating income

9

314,556

-

Impairment loss on financial assets

12

(2,225,925)

(3,033,254)

Administrative expenses

11

(11,494,233)

(7,452,734)

Operating profit

36,526,606

44,544,592

Finance income

10.1

800,469

1,744,365

Finance cost

10.2

2,459,609

(2,755,909)

Other gain

10.3

(193,155)

(250,442)

Profit before income tax

10.4

39,593,529

43,282,606

Income tax expense

13

(9,898,382)

(10,645,446)

Profit for the year from continuing

operations

29,695,147

32,637,160

Discontinued Operations

Loss for the year from discontinued

operations

-

-

Profit for the year

29,695,147

32,637,160

Items that will not be reclassified

subsequently to profit or loss:

Fair value gain/(loss) on investments in

equity instruments designated as at

FVTOCI

22

1,862,277

-

Total comprehensive income for the year

31,557,424

32,637,161

Earnings Per Share

From Continued Operations

Basic earnings per share (N)

14

3.96

4.35

Diluted earnings per share (N)

14

3.96

4.35

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

Statement of Financial Position

As at period ended 31 March 2026

31 March

31 December

2026

2025

Notes

N'000

N'000

Assets

Non-current assets

Property, plant and equipment

15

53,234,958

54,496,047

Intangible asset

16

9,701,191

9,701,191

Investments

22

27,098,961

25,236,685

90,035,110

89,433,923

Current assets

Inventories

17

4,294,502

3,433,468

Trade and other receivables

18

508,685,435

468,392,053

Cash and cash equivalents

19

10,402,469

2,219,513

Total current assets

523,382,406

474,045,034

Total assets

613,417,515

563,478,957

Equity and liabilities

Equity

Share capital

24

3,750,000

3,750,000

Share premium

25

44,385,019

44,385,019

Revaluation Reserve

4,718,218

2,855,941

Retained earnings

26

162,102,966

132,407,818

Total equity

214,956,203

183,398,778

Liabilities

Non-current liabilities

Borrowings

21.1

35,119,929

24,551,169

Deferred tax liabilities

13.3

3,469,167

3,469,167

38,589,096

28,020,336

Current liabilities

Trade and other payables

20

266,045,200

261,993,417

Current tax payable

13.1

93,827,016

83,928,634

Borrowings

21.2

-

6,137,792

359,872,214

352,059,843

Total liabilities

398,461,312

380,080,179

Total equity and liabilities

613,417,515

563,478,957







The Unaudited financial statements and accompanying notes were approved by the Board of Directors on April 24, 2026 and signed on its behalf by:

Emmanuel Nnorom Chairman, Board of Directors

Evans Okpogoro Chief Finance Officer

Peter Ikenga MD/CEO

FRC/2014/PRO/DIR/003/000 00007402

FRC/2021/PRO/ICAN/001/00000023056

FRC/2021/PRO/DIR/003/000000 23699

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

Statement of Changes in Equity For the period ended 31 March 2026

Share capital

Share

premium

Revaluation

Retained

earnings

(Note 24)

(Note 25)

Reserve

(Note 26)

Total

N'000

N'000

N'000

N'000

N'000

Balance at 1 January 2025

Other comprehensive

3,750,000

44,385,019

-

78,490,595

126,625,614

income for the year

2,855,941

2,855,941

Profit for the year

-

-

-

91,417,223

91,417,223

Dividends (Note 29)

-

-

-

(37,500,000)

(37,500,000)

Balance at 31 December

2025

3,750,000

44,385,019

2,855,941

132,407,818

183,398,778

Profit for the year

-

-

-

29,695,147

29,695,147

Other comprehensive

income for the year

-

-

1,862,278

-

1,862,278

Dividends (Note 29)

-

-

-

-

-

-

-

1,862,278

29,695,147

31,557,424

Balance at 31 March 2026

3,750,000

44,385,019

4,718,219

162,102,965

214,956,203

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

Statement of Cashflow

For the period ended 31 March 2026

31 March

2026

31 March

2025

31 December

2025

Notes

N'000

N'000

N'000

Cash generated from operations

Profit before tax

39,593,530

43,282,607

120,017,673

Adjustment to reconcile profit before

tax to net cash flows:

Depreciation of property, plant and

equipment

15.0

1,367,997

1,380,276

5,532,630

Finance income

10.0

(800,469)

(1,744,365)

(5,782,004)

Finance cost

10.0

(2,459,609)

2,755,909

10,707,468

Impairment loss on financial assets

12.0

2,225,925

3,033,254

11,565,900

Impairment loss on Gas Turbines

-

-

812,243

Effect of Foreign exchange gain

10.3

(250,442)

(1,542,527)

Write of property, plant and

equipment

Adjustment to Property, Plant and

15.0

-

-

1,563,215

Equipment

15.0

-

(50,403)

907,322

Working capital adjustments:

Increase in trade and other

receivables

(40,293,383)

(54,316,634)

(176,198,871)

Increase in inventories

(861,033)

(741,180)

(1,065,967)

Increase in trade and other payables

2,244,681

23,051,235

91,088,942

Net cash flows from operating

activities

1,017,638

16,400,256

57,606,024

Tax paid

13.1

-

(205,664)

(1,305,665)

Total Net cash flows from operating

activities

1,017,638

16,194,592

56,300,359

Investing activities

Purchase of property, plant and

equipment

15.0

(106,906)

(76,002)

(2,702,375)

Investment in shares

22.0

-

-

(5,000,000)

Interest income

10.0

800,469

1,744,365

411,423

Net cash used in investing activities

693,563

1,668,363

(7,290,952)

Financing activities

Dividend paid

29.0

-

(26,250,000)

(37,500,000)

Proceeds from borrowings

21.2

35,000,000

23,526,569

23,526,5698

Repayments of loan interest

21.2

(4,357,718)

(4,082,672)

(10,342,063)

Repayments of Principal

21.2

(24,170,527)

(14,528,440)

(30,810,091)

Net cash used in financing activities

6,471,754

(21,334,543)

(55,125,586)

Net movement in cash and cash

equivalents

Cash and cash equivalents at the

8,182,956

(3,471,587)

(6,116,179)

beginning of the year

2,378,159

8,335,248

8,335,248

Effect of Forex on cash balance

-

444

Cash and cash equivalents at the end

of the year

19.0

10,402,469

4,863,661

2,219,513

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

Note to the financial statements
  1. General information

    Transcorp Power Plc ("the Company") was incorporated in Nigeria on 24 September 2012 under the Companies and Allied Matters Act as amended as a private limited liability company as Transcorp Power Limited and is domiciled in Nigeria. It changed name to Transcorp Power Plc in January 2024. Transcorp Power Plc is a subsidiary of Transnational Corporation Plc (Transcorp).

    The company's principal activity is the generation and sales of electric power.

    The financial statements are presented in Nigerian Naira (NGN) and all values are rounded to the

    nearest thousand (N'000), except when otherwise indicated.

  2. Basis of preparation

    The financial statements have been prepared in compliance with IFRS Accounting Standards and interpretations issued by the International Accounting Standards Board (IASB) and in the manner required by the Companies and Allied Matters Act (CAMA) 2020 and the Financial Reporting Council (Amendment) Act 2023. Further standards may be issued by the International Accounting Standards Board (IASB) and may be subject to interpretations issued by the International Financial Reporting Interpretation Committee (IFRIC).

    The financial statements have been prepared on the historical cost basis, except for the revaluation of financial instruments that are measured at revalued amounts or fair values at the end of each reporting period, as explained in the accounting policies below.

  3. Financial period

    These financial statements cover the financial year from 1 January 2026 to 31 March 2026, with comparative figures for the period ended 31 March 2025 and financial year ended 31 December 2025.

  4. Going Concern

    The Directors have at the time of approving the financial statements, a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing financial statements.

  5. Composition of financial statements

    The financial statements are drawn up in Naira, the functional currency of Transcorp Power Plc.

    The financial statements are prepared in accordance with IFRS Accounting Standards and comprise:

    • Statement of profit or loss and other comprehensive income

    • Statement of financial position

    • Statement of changes in equity

    • Statement of cash flows

    • Notes to the financial statements.

  6. Principal activities

    The Company is mainly engaged in the generation and sale of electric power.

  7. Revenue from contracts with customers Disaggregated revenue information

    Set out below is the disaggregation of the Company's revenue from contracts with customers:

    31 March

    2026

    N'000

    31 March

    2025

    N'000

    Capacity charge

    21,365,803

    28,101,784

    Energy delivered

    73,221,364

    77,335,879

    Ancillary services

    4,500

    4,500

    Total revenue from contracts with

    customers

    94,591,667

    105,442,163

    Timing of revenue recognition

    Services transferred over time

    94,591,667

    105,442,163

    Total revenue from contracts with

    94,591,667

    105,442,163

    customers

    Revenue generated from:

    Local customers

    58,236,339

    77,166,976

    International customers

    36,355,328

    28,275,186

    Total revenue from contracts with

    94,591,667

    105,442,163

    customers

    There is no other revenue item outside IFRS 15.

    Ancillary services include earnings from Blackstart operations and frequency control services provided.

  8. Cost of Sales 31 March 2025 31 March 2025 N'000 N'000

    Natural gas and fuel costs 41,081,306 47,184,236 Salaries and wages 404,611 287,375

    Repairs and maintenance. 1,121,553 1,200,197

    Depreciation (Note 11.1) 1,346,497 1,363,838

    Insurance 176,842 93,080

    Other direct expenses 528,650 282,857

    Total cost of sales 44,659,459 50,411,583
  9. Other operating income Other operating income

    Other income 314,556 -

    314,556 -

    31 March 2026 31 March 2025
  10. Finance income and finance costs N'000 N'000 Finance income
    1. Interest income 800,469 1,744,365

      800,469 1,744,365

      The interest income relates to interest on demand deposits and interest from intercompany loans.

      2,459,609

      (2,755,909)

      (193,155)

      (250,442)

      2,266,454

      (3,006,351)

      3,066,923

      (1,261,986)

      39,593,530

      43,282,607

      1,367,997

      1,380,276

      193,155

      250,442

      (2,459,609)

      2,755,909

      (800,469)

      (1,744,365)

      32,100

      24,075

      111,875

      113,865

    2. Finance costs

      Interest expense on loans

    3. Other gain

      Foreign exchange gain/(loss)

      Net finance cost
    4. Profit before income tax The PBT was arrived at after charging/(crediting):

      Depreciation

      Foreign Exchange Gain Interest expense Interest income Auditors' remuneration

      Director's' remuneration

  11. Administrative expenses

32,100

24,075

51,397

11,570

21,500

16,438

111,875

113,865

1,851,067

2,057,734

186

1,062

3,335,211

3,681,102

4,348,522

-

934,574

779,320

301,041

333,988

4,750

3,000

52,976

82,238

40,760

49,678

241,291

168,454

9,792

7,119

15,189

30,063

142,002

93,027

11,494,233

7,452,734

Auditors' remuneration Bank charges Depreciation. (Note 11.1) Directors' remuneration

Corporate Social Responsibility

Insurance. Management fees

Operating, maintenance and

commercial cost

Other operating expenses Professional fees

Rates & Utilities

Repairs and maintenance Security services

Staff costs Pension cost

Subscriptions and fees Travel and accommodation

Note to the financial statements (cont'd) 11 Administrative expenses (cont'd)
  1. Corporate Social Responsibility relates to various social responsibilities carried out during the period.

  2. Management fees relate to the management services that the parent company, Transnational Corporation Plc provided during the period to the Company.

  3. Included in staff cost is N111.83 million (Q1 2025 N67.2 million) paid to teachers of Transcorp Power Plc. Staff School. The staff school is seen by management as part of the Corporate Social Responsibility of the Company and the net expenses are included in other operating expenses. Also included in the other operating expenses are entertainment, feeding/canteen expenses, medical expenses, printing and stationery, ICT expenses, community related expenses and listing expenses.

11.1

Total depreciation included in the statement of profit or loss

31 March

2026

31 March

2025

N'000

N'000

Depreciation- Cost of sales

(Note 8)

1,346,497

1,363,838

Depreciation- Administrative

expenses

(Note 11)

21,500

16,438

Total depreciation expense

1,367,997

1,380,276

12

Impairment loss on financial assets

Total impairment loss on financial

assets

2,225,925

3,933,254

  1. Income tax

    The major components of income tax expense for the period ended 31 March 2026 and 2024 are:

    31 March

    2026

    N'000

    31 March

    2025

    N'000

    Current income tax

    9,898,382

    10,420,805

    Total income tax for the period

    9,898,382

    10,420,805

    Deferred tax:

    Relating to origination and reversal of temporary

    differences

    -

    -

    Income tax expense reported in the statement of

    profit or loss

    9,898,382

    10,420,805

    Note to the financial statements (cont'd

    31 March

    31 December

    2026

    2025

    13.1

    The movement in tax payable is as follows:

    N'000

    N'000

    Balance as at 1 January

    83,928,634

    52,848,904

    Total Income tax for the period

    9,898,382

    32,385,395

    Tax paid during the period

    -

    (1,305,665)

    31 March & 31 December

    93,827,016

    83,928,634

    Corporate tax is calculated at 30 percent of the estimated taxable profit for the period. The charge for taxation in these financial statements in accordance with the relevant legislation, the provisions of the 2025 Tax Law take effect from 1 January 2026.

  2. Basic and diluted earnings per share

Basic earnings per share are calculated by dividing the net profit attributable to shareholders by the weighted average number of ordinary shares in issue during the year. There were no potentially dilutive ordinary shares at either period end; hence the basic and diluted earnings per share have the same value.

31 March 2026

31 March

2025

Profit for the year attributable to shareholders

(in ₦'000)

29,695,147

32,637,161

Weighted average number of shares in issue (unit '000)

7,500,000

7,500,000

Basic earnings per share (N)

3.96

4.35

The denominator for the purposes of calculating basic earnings per share is based on issued and fully paid ordinary shares of N0.50 each.

There have been no transactions involving ordinary shares or potential ordinary shares between the reporting date and the date of authorisation of these financial statements.

Transcorp Power Plc Unaudited Interim Financial Statements For the period ended 31 March 2026 Note to the financial statements (cont'd)

15

Property, plant and equipment

Land

Building

Furniture and

fittings

Plant and machinery

Motor vehicles

Capital Spares

Work in progress

Total

N'000

N'000

N'000

N'000

N'000

N'000

N'000

N'000

Cost

1 January 2025

842,460

1,788,698

518,903

83,628,926

378,209

2,962,799

6,930,412

97,050,407

Additions

-

36,737

128,541

153,796

134,634

174,100

2,074,567

2,702,375

Reclassification

-

-

25,447

5,455,109

-

-

(5,480,556)

-

Adjustment Note 15.1

-

-

-

-

-

-

(907,322)

(907,322)

Write off

-

-

-

(3,693,991)

(134,634)

-

-

(3,828,625)

31 December 2025

842,460

1,825,435

672,891

85,543,840

378,209

3,136,899

2,617,101 95,016,835

1 January 2026

842,460

1,825,435

672,891

85,543,840

378,209

3,136,899

2,617,101

97,050,407

Additions

-

68,146

59,123

-

137,448

(5,310)

(152,499)

106,906

Reclassification

-

-

-

-

-

-

-

-

Adjustment

-

-

-

-

-

-

-

-

Write off

-

-

-

-

-

-

-

-

31 March 2026

842,460

1,893,580

732,014

85,543,840

515,657

3,131,589

2,464,603

95,123,742

Accumulated depreciation 1 January 2025

-

363,238

370,024

35,488,385

219,678

-

-

36,441,325

Depreciation for the year

-

36,054

68,399

5,370,904

57,273

-

-

5.532,630

Write off

-

-

-

(2,256,435)

(8,975)

-

-

(2,265,410)

Impairment

-

-

-

812,243

-

-

-

812,243

31 December 2025

-

399,292

438,423

39,415,097

267,976

-

-

40,520,788

1 January 2026

-

399,292

438,423

39,415,097

267,976

-

-

40,520,788

Depreciation for the year

-

9,294

19,816

1,324,520

14,266

-

-

1,367,996

Write off

-

-

-

-

-

-

-

-

Impairment

-

-

-

-

-

-

-

-

31 March 2026

-

408,586

458,239

40,739,617

282,342

-

-

41,888,784

Carrying amounts:

31 December 2025

842,460

1,426,143

234,468

46,128,743

110,233

3,136,899

2,617,101

54,496,047

31 March 2026

842,460

1,484,994

273,775

44,804,222

233,315

3,131,589

2,464,603

53,234,958

15.1: The adjustment relates to certain costs in Capital Work in Progress which were expensed during the year as it did not meet the recognition criteria for PPE under applicable accounting standards. Note to the financial statements (cont'd)

16 Intangible asset

Goodwill

31 March 2026

N'000

31 December 2025

N'000

Balance at 1 January

9,701,191

9,701,191

Adjustments

-

-

Balance at 31 March

9,701,191

9,701,191

Goodwill arose from the excess of the consideration over acquisition-date fair values of identifiable asset i.e. purchase of Ughelli Power Plc on 1 November 2013.

In assessing goodwill impairment at 31 March 2026 and 30 December 2025, the Company compared the aggregate recoverable amount of the asset to the carrying amounts. Recoverable amount has been determined based on the value in use using five-year cash flow forecast approved by directors that made maximum use of observable markets for inputs and outputs. For periods beyond the forecast period, cash flows were extrapolated using growth rates that do not exceed the long-term average for the business.

The company has done goodwill assessment and there is a significant headroom from the assessment as such, there is no possible impairment that can arise on the goodwill.

31 December

17

Inventories

31 March 2026

2025

General stores

N'000

3,963,811

N'000

3,227,557

Stationery

53,041

44,795

Lubricant

277,750

161,116

4,294,502

3,433,468

General stores, stationery and lubricants are carried as inventories and recognised in profit or loss as consumed. The cost of inventories recognised as an expense and included in 'cost of sales' amounted to N700 million (Q1 2025: N706 million). The impairment provision on inventory is based on specific identification of damaged items that are assessed as unlikely to be usable effectively for intended purposes. There was no inventory written down during the year.

Note to the financial statements (cont'd)
  1. Trade and other receivables 31 March 2026 31 December 2025 N'000 N'000

    Trade receivables (Note 18.1) 479,878,356 419,683,495

    Due from related companies (Note 18.2) 3,918,995 12,434,334

    Prepayments 1,299,068 173,216

    Due to related companies - 219,140

    Unbilled invoice - 15,929,014

    Advances to suppliers 23,289,383 20,040,763

    Other receivables (Note 18.3) 299,635 85,307

    508,685,435 468,565,269
    1. Trade receivables
31 March 2026 31 December 2025 N'000 N'000

Trade receivables

509,716,912

447,296,127

Less: provision for impairment loss on trade receivables

22

(29,838,556)

(27,612,632)

479,878,356

419,683,495

Trade receivables

479,878,356

419,683,495

  1. a Interest clause in the Power Purchase Agreement

    The Company is entitled to interest on electricity bills that are not paid within the contractual period as stipulated in the Power Purchase Agreement (PPA) signed with the Company's major customer (NBET) on 21 February 2013. The Company started selling electricity to NBET in 2015 and has not recognised any interest since then.

    The reconciliation is still on going and no firm commitment has been received from the government on the payment. Based on the Company calculations, the interest component amounted to ₦126 billion (2024: ₦72.2billion). The Board of Directors decided not to recognize but to disclose the interest income in the financial statements in line with the general industry practice.

  2. Due from related 31 March 2026 31 December 2025 companies N'000 N'000

    Receivables from related parties Less: provision for

    (Note 23.1)

    5,415,007 13,930,347

    impairment loss (1,496,013) (1,496,013)

    3,918,995 12,434,334
  3. The unbilled invoice in FY 2025 is the accrued revenue of about N15bn representing the December 2025 revenue which had not been invoiced to the customers. Invoices are raised when the Final Settlement Statement is issued by the Market Operator. This invoice has now been issued ot the customer as at date. There was no outstanding invoice to customers in Q1 2026.

Note to the financial statements (cont'd)

31 December

19 Cash and cash equivalents

31 March 2026

N'000

2025

N'000

Cash in hand

-

-

Cash at bank

1,441,656

2,219,513

Demand deposits

8,960,813

-

10,402,469

2,219,513

Cash and cash equivalents

10,402,469

2,219,513

Cash and cash equivalents comprise cash and bank balances. The carrying amount of these assets approximate their fair value. There is no impairment of cash balance because the cash is in reputable financial institutions.

31 December

20

Trade and other payables

31 March 2026

N '000

2025

N '000

Trade payables

211,392,393

212,982,853

Other payables

18,329,851

13,710,255

Other Accruals

17,859,265

10,222,487

Due to related parties

18,415,817

24,953,410

Withholding tax

(40,436)

35,472

PAYE tax deductions

12

642

Dividend payable

88,298

88,298

266,045,200

261,993,417

20.1 The trade payables relate to gas suppliers' payables and the other payables are vendors that supplied various materials and provided services to the company. 21 Financial assets and financial liabilities

21.1

Financial liabilities

31 March

31 December

Maturity

2026

2025

N'000

N'000

UBA Term loan

2025 - 2030

-

30.688,961

Fidelity term

loan

2025 - 2030

35,119,929

-

Total interest-

bearing loans

and borrowings

35,119,929

30.688,961

Non-current

35,119,929

24,551,169

Current

-

6,137,792

35,119,929

30,688,961

Note to the financial statements (cont'd) Qualitative description of interest-bearing loans and borrowing Term loans

The Company previously obtained various term loan facilities from United Bank for Africa (UBA), repayable in instalments with maturities ranging between 2023 and 2030, and bearing interest rates of 24.5% per annum.

Security on loans

The securities to the is lenders over the Company's borrowings include the irrevocable domiciliation of the company's operational proceeds with the lender and the assignment of rights over all material contracts,

31 March

31 December

22 Investments

2026

2025

N'000

N'000

Investment in shares

27,098,961

25,236,685

Investment in bonds

securities

-

-

27,098,961

25,236,685

The investment in shares includes: 5% shareholding in Afam Power Plc, 15% shareholding of Jeolan International Limited. Jeolan owns 60% of Abuja Electricity Distribution Company (AEDC), purchase of United Bank of Africa (UBA) shares and an equity investment in Tenoil Petroleum and Energy Services Ltd resulting to 31,521 units of shares, translating to 0.31% ownership.

  1. Related party transactions and balances

    The Company is a subsidiary of Transnational Corporation Plc which is domiciled in Nigeria. The parent company, Transnational Corporation Plc provided management services during the period to the Company and other intercompany related expenses/transaction.

    1. Balances with related parties during the year

      Receivables from related parties

      Nature of relationship

      31 March 2026

      31 December

      2025

      N'000

      N'000

      Transnational Corporation Plc

      Parent company

      (7,244,584)

      (8,553,326)

      Transcorp Hotel Plc, Abuja

      Subsidiary of the group

      (3,078,522)

      5,574,613

      Transcorp OPL 281 Limited

      Subsidiary of the group

      -

      -

      Trans-Afam Power Limited

      Subsidiary of the group

      5,415,007

      8,355,734

      Afam Three Fast Power

      Subsidiary of the group

      (8,092,712)

      (16,400,084)

      Teragro Commodities Limited

      Subsidiary of the group

      -

      -

      13,000,811

      11,023,063

      Note to the financial statements (cont'd)
  2. Share capital 31 March 2026
31 December 2025 N'000 N'000 Allotted, called up, issued and fully paid:

At 1 January 3,750,000 3,750,000

7,500,000,000 ordinary shares at 50k each

3,750,000

3,750,000

31

31 March

December

25 Share premium

2026

N'000

2025

N'000

Balance as at 1 January

44,385,019

44,385,019

Scrip issued

-

-

New Shares as a bonus issue

-

-

Balance as at 31 December

44,385,019

44,385,019

26 Retained earnings

The movement in retained earnings during the year is as follows:

31

31 March

December

2026

2025

Balance as at 1 January

N'000

132,407,819

N'000

78,490,595

Profit for the period

29,695,147

91,417,224

Interim & final dividend

-

(37,500,000)

Balance as at 31 March

162,102,966

132,407,819

27 Particulars of employees

The table below shows the number of employees (excluding directors), who earned emoluments in the year and were within the bands stated.

Employees

31 March

2026

Number

31

December

2025

Number

Less than N1,000,000

-

-

N1,000,001 - N2,000,000

4

3

N2,000,001 - N5,000,000

68

79

Above N5,000,000

145

132

217

214

Key Management Personnel

The key management personnel of the company consist of the Executive management staff and board of directors.

Note to the financial statements (cont'd) 28 Capital commitments and contingent liabilities

The Directors have disclosed that all known liabilities and commitments which are relevant in assessing the state of affairs of the Company have been taken into consideration in the preparation of these financial statements.

As at March 31, 2026, the Company had bank guarantees (N18 billion) issued to gas suppliers, gas transporters, and the Nigerian System Operator/Market Operator (NSO-MO) in respect of transmission charges. These guarantees were provided in line with the terms of various contractual agreements. None of the guarantees were called during the year, and the Company does not anticipate any material outflow arising from these arrangements (either as a gas supplier, gas transporter or transmission provider).

Legal claim contingency

The Company is involved in some legal actions in the ordinary course of business which are not material. The Company has been advised by its legal counsel that it is only possible, but not probable, that the action will succeed. Accordingly, no provision for any liability has been made in these financial statements.

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