Updc PlcNSENG: UPDC

Q4 unaudited financial statement for the period ended 31 dec 2024

· Issued by Updc Plc

Unaudited Financial Statements

for the year ended

31 December 2024

UPDC PLC RC.321582

UAC House, 1-5 Odunlami Street, Lagos. info@updcplc.com |www.updcplc.com

Directors: Mr. O. Oshin (Chairman), Mr. O. Ojo (CEO), Ms. B. Fadayomi (DD), Mr. F. Aiyesimoju, Mr. K. Osilaja, Mr. A. Falade

TABLE OF CONTENT

PAGE

Performance Highlights

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

Consolidated and Seperate Statement of Financial Position

Consolidated and Seperate Statement of Cash Flows

Consolidated and Seperate Statement of changes in Equity

Notes to Unaudited Consolidated Financial Statements

Shareholding Structure/Free Float Status

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UPDC PLC

Financial Statements

For the year ended 31 December, 2024

Performance Highlights

The Group

The Company

31-Dec-24

31-Dec-23

%

31-Dec-24

31-Dec-23

%

N'000

N'000

Change

N'000

N'000

Change

Revenue

11,934,878

5,343,622

123

4,425,531

2,397,109

85

Operating profit

1,677,855

563,596

198

363,430

512,670

(29)

Net finance cost

140,347

(183,661)

176

103,776

(195,992)

153

Profit before taxation

1,818,202

379,935

379

467,206

316,677

48

Taxation

(467,876)

(158,430)

(195)

(22,128)

(24,023)

8

Profit for the year

1,350,326

221,505

510

445,078

292,653

52

Total comprehensive Profit for the year

1,163,547

675,111

72

258,299

746,260

(65)

Total Equity

9,998,970

8,835,423

13

1,543,991

1,285,691

20

Total equity and liabilities

24,627,634

19,664,031

25

10,687,189

12,080,358

(12)

Cash and Cash equivalents

11,469,089

4,918,009

133

4,232,219

4,097,627

3

Basic Profit/(Loss) Per Share (Kobo)

7

-

-

2

(100)

NSE quotation as at December 31 (kobo)

159

99

159

99

Number of shares in issue ('000)

18,559,970

18,559,970

18,559,970

18,559,970

Market capitalisation as at December 31 (N'000)

29,510,352

18,374,370

29,510,352

18,374,370

1

1

UPDC PLC

Consolidated and Separate Statement of Profit or Loss and Other Comprehensive Income For the year ended 31 December 2024

The Group

The Company

12 months

12 months

12 months

12 months

ended

ended

ended

ended

31-Dec-24

31-Dec-23

31-Dec-24

31-Dec-23

Notes

N'000

N'000

N'000

N'000

Revenue

4(i)

11,934,878

5,343,622

4,425,531

2,397,109

Cost of sales

6

(7,650,519)

(3,442,302)

(3,177,654)

(1,619,274)

Gross profit

4,284,359

1,901,320

1,247,877

777,835

Selling and distribution expenses

6

(303,634)

(111,240)

(145,829)

(86,086)

Administrative expenses

6

(2,508,016)

(1,637,117)

(939,153)

(668,589)

Other operating income

6

205,146

501,063

200,535

617,438

Operating profit

1,677,855

563,596

363,430

512,669

Finance income

7

538,181

239,528

501,610

227,197

Finance cost

7

(397,834)

(423,189)

(397,834)

(423,189)

Net finance cost

140,347

(183,661)

103,776

(195,992)

Profit before Taxation

1,818,202

379,935

467,206

316,676

Taxation

8

(467,876)

(158,430)

(22,128)

(24,023)

Profit for the year

1,350,326

221,505

445,078

292,653

Other comprehensive income:

Net changes in fair value of financial assets

15

(186,779)

453,606

(186,779)

453,606

Total comprehensive Profit for the year

1,163,547

675,111

258,299

746,260

Profit/ (loss) attributable to:

Equity holders of the parent

917,250

253,513

445,078

292,653

Non controlling interest

433,075

(32,008)

-

-

Total profit

1,350,326

221,505

445,078

292,653

Total comprehensive profit/(loss) attributable to:

Equity holders of the parent

730,472

707,119

258,299

746,260

Non controlling interests

433,075

(32,008)

-

-

Total comprehensive profit/(loss)

1,163,547

675,111

258,299

746,260

Earnings per share for profit/(loss) attributable to the equity holders of the group:

Basic Profit/(Loss) Per Share (Kobo)

From continuing operations

12

7

1

-

2

From discontinued operations

12

-

-

-

-

From profit/(loss) for the period

7

1

-

2

Diluted Profit/(Loss) Per Share (Kobo)

From continuing operations

12

7

1

-

2

From discontinued operations

12

-

-

-

-

From profit/(loss) for the period

7

1

-

2

1

2

UPDC PLC

Consolidated and Separate Statement of Financial Position

For the year ended 31 December, 2024

The Group

The Company

31 December

31 December

31 December

31 December

2024

2023

2024

2023

Notes

N'000

N'000

N'000

N'000

Assets

Non-current assets

Property, plant and equipment

11

8,257,742

8,334,497

61,074

69,879

Intangible assets

11

48,090

52,199

5,471

7,886

Investments in joint ventures

13

120,141

120,141

119,337

119,337

Equity instrument at fair value

15

667,067

853,846

667,067

853,846

Investments in subsidiaries

16

-

-

1,617,287

1,616,697

9,093,040

9,360,683

2,470,236

2,667,645

Current assets

Inventories

17

2,357,314

3,200,157

1,079,067

3,148,590

Trade and other receivables

19

1,560,990

2,037,980

2,758,467

2,019,295

Current tax assets

9

147,201

147,201

147,201

147,201

Cash at bank and in hand

20

11,469,089

4,918,009

4,232,219

4,097,627

15,534,594

10,303,347

8,216,953

9,412,713

Total assets

24,627,634

19,664,031

10,687,189

12,080,358

Equity

Share capital

9,279,985

9,279,985

9,279,985

9,279,985

Share premium

8,971,551

8,971,551

8,971,551

8,971,551

Fair value reserve of financial assets at FVOCI

100,060

286,839

100,060

286,839

Revenue reserve

(8,663,825)

(9,581,075)

(16,807,605)

(17,252,683)

Equity attributable to equity holders of the

9,687,771

8,957,300

1,543,991

1,285,693

Company

Non controlling interest

311,199

(121,877)

-

-

Total equity

9,998,970

8,835,423

1,543,991

1,285,691

Liabilities

Non-current liabilities

Interest bearing Loans and Borrowings

21

3,022,763

4,702,096

3,022,763

4,702,096

Deferred taxation liabilities

72,537

72,537

72,537

72,537

3,095,300

4,774,633

3,095,300

4,774,633

Current liabilities

Trade and other payables

22

10,975,469

5,815,764

5,943,050

5,918,170

Current income tax liabilities

473,548

167,485

20,501

31,139

Interest bearing Loans and Borrowings

21

84,346

70,725

84,346

70,725

11,533,363

6,053,974

6,047,897

6,020,036

Total liabilities

14,628,663

10,828,607

9,143,198

10,794,669

Total equity and liabilities

24,627,634

19,664,031

10,687,189

12,080,358

Wole Oshin

Odunayo Ojo

Grant Akata

Chairman

Chief Executive Officer

Chief Financial Officer

FRC/2013/CIIN/00000003054

FRC/2016/NIESV/00000014322

FRC/2023/PRO/ICAN/001/146924

1

3

UPDC PLC

Consolidated and Separate Statement of Cashflows

For the year ended 31 December 2024

The Group

The Company

31 December

31 December

31 December

31 December

2024

2023

2024

2023

Notes

N'000

N'000

N'000

N'000

Profit before tax

1,818,202

379,933

467,206

316,678

Adjustment for Non cash items:

Depreciation

10

166,166

115,665

29,120

12,615

Amortization of intangible asset

10

4,787

4,787

2,414

3,084

Write Back Provision

-

(120,000)

-

(120,000)

Finance cost

7

397,834

454,644

397,834

423,189

Finance income

7

(538,181)

(239,528)

(501,610)

(227,197)

Assets of disposal of property,Plant and equipment

-

Exchange (gain)/loss

5

(20,132)

(16,380)

(20,132)

(16,380)

Dividend Received

(59,270)

(46,891)

(59,270)

(84,900)

1,769,406

537,737

315,562

312,595

Changes in working capital:

(Increase)/decrease in inventories

842,843

2,064,914

2,069,523

778,630

Decrease/(increase) in receivables

476,990

(145,500)

(739,171)

(57,603)

Increase/(decrease) in payables

5,043,928

(216,799)

17,584

584,385

Decrease in deferred revenue

-

-

Cash flow (used in)/from operating activities

8,133,167

2,240,353

1,663,498

1,618,007

Tax paid

-

(135,472)

VAT paid

(25,423)

(129,446)

Net Cash inflow from operating activities

8,107,744

1,975,435

Cash flow from investing activities

Purchase of property, plant & equipment

12

(110,022)

(60,003)

Purchase of intangible asset

12

(678)

(11,254)

Proceeds from sale of property, plant and equipment

-

5,506

Investment in subsidiary

-

Dividend received

59,270

46,891

Interest received

7

538,181

239,528

Net cash flow from investing activities

486,751

220,668

Cash flow from financing activities

Repayment of borrowings

(1,665,712)

-

Interest paid

(397,834)

(423,189)

Net cash flow from financing activities

(2,063,546)

(423,189)

Net increase/(decrease) in cash and cash equivalents

6,530,949

1,772,914

Net foreign exchange difference

20,132

(16,380)

Cash and cash equivalents at the beginning of the period

4,918,008

3,161,475

Cash and cash equivalents for the year ended

18

11,469,089

4,918,008

  • (30,214)
    (25,423) (52,944)

1,638,075 1,534,850

(20,359) (53,750)

-

  • 119,998
  1. 103,019
    59,27073,773

501,610 227,197

539,931 470,237

(1,665,712)-

(397,834) (423,189)

(2,063,546) (423,189)

114,460 1,581,897

20,132(16,380)

4,097,627 2,532,109

4,232,218 4,097,627

1

4

UPDC PLC

Consolidated and Separate Statement of Changes in Equity

For the year ended 31 December 2024

The Group

Attributable to owners of the Company

Fair value

reserve of

financial

Non

Other

assets at

Controlling

Share Capital

Share Premium Revenue Reserve

Reserves

FVOCI

Total

Interest

Total

N'000

N'000

N'000

N'000

N'000

N'000

N'000

N'000

Balance at 1 January 2024

9,279,985

8,971,551

(9,581,075)

-

286,839

8,957,300

(121,877)

8,835,423

Profit for the year

-

-

917,250

-

-

917,250

433,075

1,350,326

Net changes in fair value of financial assets

-

-

-

-

(186,779)

(186,779)

-

(186,779)

through other comprehensive income

-

-

-

-

-

-

Balance at 31 December 2024

9,279,985

8,971,551

(8,663,825)

100,060

9,687,772

311,199

9,998,970

Balance at 1 January 2023

9,279,985

8,971,551

(9,834,588)

(166,767)

8,250,181

(59,583)

8,190,598

Profit for the year

253,513

253,513

(32,008)

221,505

Dividend paid

-

-

-

-

(30,286)

(30,286)

Net changes in fair value of financial assets

-

-

-

453,606

-

through other comprehensive income

453,606

453,606

Gain on reclassification of asset of disposal

-

group held for sale

-

-

Balance at 31 December 2023

9,279,985

8,971,551

(9,581,075)

286,839

8,957,300

(121,877)

8,835,423

Effect of IFRS 9 on retained earnings

-

-

-

-

-

-

-

The Company

Attributable to owners of the Company

Fair value

reserve of

financial

Other

assets at

Total

Share Capital

Share Premium Revenue Reserve

Reserves

FVOCI

N'000

N'000

N'000

N'000

N'000

N'000

Balance at 1 January 2024 Profit for the year

Net changes in fair value of financial assets through other comprehensive income

9,279,985

8,971,551

(17,252,683)

-

286,839

1,285,692

-

-

445,078

-

-

445,078

-

-

-

-

(186,779)

(186,779)

Balance at 31 December 2024

9,279,985

8,971,551

(16,807,605)

-

100,060

1,543,991

Balance at 1 January 2023

9,279,985

8,971,551

(17,545,338)

-

(166,767)

539,431

Profit for the year

-

-

292,655

-

-

292,655

Net changes in fair value of financial assets

-

-

-

-

453,606

453,606

through other comprehensive income

Loan from equity holder

-

-

Balance at 31 December 2023

9,279,985

8,971,551

(17,252,683)

-

286,839

1,285,692

Effect of IFRS 9 on retained earnings

-

-

-

The summary of significant accounting policies and notes on pages 5 to 16 are an integral part of these financial statements.

1

5

UPDC Plc

Notes to the Consolidated and Separate Financial Statements

For the Year ended 31 December 2024

1. General information

UPDC Plc ('the Company') and its subsidiaries (together 'the Group') is a company incorporated in Nigeria. The Group and the Company have businesses with activities in the following principal sectors: real estate and hotel management. The address of the registered office is 1-5 Odunlami Street, Lagos.

The Company is a public limited company and is listed on the Nigerian Stock Exchange.

  1. Securities Trading Policy
    In compliance with Rule 17.15 Disclosure of Dealings in Issuers' Shares, Rulebook of the Exchange 2015 (Issuers Rule) UPDC Plc maintains effective Security Trading Policy which guides Directors, Audit Committee members, employees and all individuals categorized as insiders as to their dealing in the Company's shares. The Policy is regularly reviewed and updated by the Board. The Company has made specific inquiries of all the directors and other insiders and is not aware of any infringement.
  2. Management's Assessment of Internal Controls
    The management of UPDC Plc is responsible for establishing and maintaining adequate internal control over financial reporting. UPDC's internal control system was designed to provide reasonable assurance to the Company's management and board of directors regarding the preparation and fair representation of published financial statements.
    UPDC Plc's management assessed the effectiveness of the Company's internal controls within the reporting period. Based on our assessment, we believe that as of 31 December 2024, the Group and the Company's internal control is effective. We will continue to work on further strengthening this position.

2. Summary of Material accounting policies

The material accounting policies applied in the preparation of these consolidated and separate financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

2.1 Basis of preparation

The consolidated and separate financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) and IFRS Interpretations Committee (IFRSIC) interpretations applicable to companies reporting under IFRS as issued by International Accounting Standards Board (IASB), Financial Reporting Council of Nigeria (Amendment) Act 2023 and the provisions of Companies and Allied Matters Act, 2020. The consolidated and separate financial statements have been prepared under the historical cost convention except for equity instruments at fair value through other comprehensive income, which are measured at fair value. Hostorical cost is generally based on the fair value of the consideration given in exchange for the assets.

The preparation of consolidated and separate financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group's accounting policies. The areas involving a higher degree of judgement or complexity or areas where assumptions and estimates are significant to the consolidated and

(All amounts are in Naira thousands unless otherwise stated)

  1. Changes in accounting policy and disclosures

  2. New and amended standards and interpretations
    The Group and the Company applied for the first-time certain standards and amendments, which are effective for annual periods beginning on or after 1 January 2024. The Group and Company has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.
  3. Standards issued but not yet effective

    1. The standards and interpretations that are issued, but not yet effective, up to the date of issuance of the Company's financial statements are disclosed below:
    2. Amendments to IAS 1 - Classification of Liabilities as Current or Non-Current - 1 January 2024
    3. Amendments to IFRS 10 and IAS 28 Sale or Contribution of Assets between an Investor and its Associate or Joint Venture. Effective date of this amendment is yet to be set by IASB
    4. Amendments to IAS 1 Non-current Liabilities with Covenants - 1 January 2024
  1. Amendments to IAS 7 and IFRS 7 Supplier Finance Arrangements - 1 January 2024
  2. Amendments to IFRS16 Lease liability in a sale and leaseback - 1 January 2024
    The company has assessed that the above amendments would not have material impact on the financial statements of the company when they become effective

6

UPDC Plc

Notes to the Consolidated and Separate Financial Statements

For the Year ended 31 December 2024

2.1.3.1 New standards and interpretations effective in the current year

The nature and effect of the changes as a result of adoption of these new accounting standards are described below. The amendments and interpretations apply for the first time in 2023, but do not have an impact on the financial statements of the Company. The Company has not early adopted any standard, interpretation or amendment that have been issued but are not yet effective.

IFRS 17 Insurance Contracts (including the June 2020 and December 2021 Amendments to IFRS 17)

The company has adopted IFRS 17 and the related amendments for the first time in the current year. IFRS 17 establishes the principles for the recognition, measurement, presentation and disclosure of insurance contracts and supersedes IFRS 4 Insurance Contracts. The company does not have any contracts that meet the definition of an insurance contract under IFRS 17.

i.i Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2 Making Materiality Judgements-Disclosure of Accounting Policies

The company has adopted the amendments to IAS 1 for the first time in the current year. The amendments change the requirements in IAS 1 with regard to disclosure of accounting policies. The amendments replace all instances of the term 'significant accounting policies' with 'material accounting policy information'. Accounting policy information is material if, when considered together with other information included in an entity's financial statements, it can reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements. There have been no changes to company's accounting policies in this regards and during the year however, policies relating to the company have been refined to only include material accounting policy information in line with the amendments to the existing standards

  1. Amendments to IAS 12 Income Taxes-Deferred Tax related to Assets and Liabilities arising from a Single Transaction.
    The company has adopted the amendments to IAS 12 for the first time in the current year. The amendments introduce a further exception from the initial recognition exemption. Under the amendments, an entity does not apply the initial recognition exemption for transactions that give rise to equal taxable and deductible temporary differences. Depending on the applicable tax law, equal taxable and deductible temporary differences may arise on initial recognition of an asset and liability in a transaction that is not a business combination and affects neither accounting profit nor taxable profit. Following the amendments to IAS 12, an entity is required to recognise the related deferred tax asset and liability, with the recognition of any deferred tax asset being subject to the recoverability criteria in IAS 12.25.
  2. Amendments to IAS 12 Income Taxes- International Tax Reform-Pillar Two Model Rules

The company has adopted the amendments to IAS 12 for the first time in the current year. The IASB amends the scope of IAS 12 to clarify that the Standard applies to income taxes arising from tax law enacted or substantively enacted to implement the Pillar Two model rules published by the OECD, including tax law that implements qualified domestic minimum top-up taxes described in those rules. The amendments introduce a temporary exception to the accounting requirements for deferred taxes in IAS 12, so that an entity would neither recognise nor disclose information about deferred tax assets and liabilities related to Pillar Two income taxes. Following the amendments, the company is required to disclose that it has applied the exception and to disclose separately its current tax expense (income) related to Pillar Two income taxes.

  1. Amendments to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors-Definition of Accounting Estimates.
    The company has adopted the amendments to IAS 8 for the first time in the current year. The amendments replace the definition of a change in accounting estimates with a definition of accounting estimates. Under the new definition, accounting estimates are monetary amounts in financial statements that are subject to measurement uncertainty. The definition of a change in accounting estimates was deleted.

7

UPDC PLC

Notes to the Consolidated and Separate Financial Statements - Continued

For the year ended 31 December 2024

2 Summary of significant accounting policies - Continued Consolidation

(a) Subsidiaries

Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to,variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.

The Group and the Company applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair values of the assets transferred, the liabilities incurred to the former owners of the acquiree and the equity interests issued by the Group and the Company. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. The Group recognises any non-controlling interest in the acquiree on an acquisition-by-acquisition basis, either at fair value or at the non-controlling interest's proportionate share of the recognised amounts of acquiree's identifiable net assets.

Acquisition-related costs are expensed as incurred.

If the business combination is achieved in stages, the acquisition date carrying value of the acquirer's previously held equity interest in the acquiree is re-measured to fair value at the acquisition date; any gains or losses arising from such re-measurement are recognised in profit or loss.

Any contingent consideration to be transferred by the Group and the Company is recognised at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration that is deemed to be an asset or liability is recognised in accordance with IFRS 9 either in profit or loss or as a change to other comprehensive income. Contingent consideration that is classified as equity is not re-measured, and its subsequent settlement is accounted for within equity.

The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired is recorded as goodwill. If the total of consideration transferred, non-controlling interest recognised and previously held interest measured is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the difference is recognised directly in the Profit or Loss.

Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also eliminated when necessary amounts reported by subsidiaries have been adjusted to conform with the Group's accounting policies.

(b) Changes in ownership interests in subsidiaries without change of control

Transactions with non-controlling interests that do not result in loss of control are accounted for as equity transactions - that is, as transactions with the owners in their capacity as owners. The difference between fair value of any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity.

(c) Disposal of subsidiaries

When the Group ceases to have control any retained interest in the entity is re-measured to its fair value at the date when control is lost, with the change in carrying amount recognised in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amounts previously recognised in other comprehensive income in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in other comprehensive income are reclassified to profit or loss.

(d) Associates and joint ventures

Associates are all entities over which the Group and the Company has significant influence but not control, generally accompanying a shareholding of between 20% and 50% of the voting rights. Investments in associates are accounted for using the equity method of accounting. Under the equity method, the investment is initially recognised at cost, and the carrying amount is increased or decreased to recognise the investor's share of the profit or loss of the investee after the date of acquisition. The Group and the Company's investment in associates includes goodwill identified on acquisition.

1

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