Valmore HoldingEGX: VLMR

Consolidated Financials 4Q25

Mar 2, 2026 at 6:51 AM UTC · MarketScreener

Valmore Holding "Formerly known as Egypt Kuwait Holding Company" Consolidated Financial Statements

For the financial year ended 31 December 2025 And Independent Auditors' Report

Contents Page

Independent auditors' report 1 - 2

Consolidated statement of financial position 3

Consolidated statement of income 4

Consolidated statement of other comprehensive income 5

Consolidated statement of changes in equity 6

Consolidated statement of cash flows 7

Notes to the consolidated financial statements 8 - 85

ALLIED FOR ACCOUNTING & AUDITING

P.O. Box 20, Katameya Podium 1, Building No. P4 Cairo Festival City

New Cairo, Arab Republic of Egypt

Tel: +202 2726 0260

Fax: +202 2726 0100

cairo.office@eg.ey.com https://www.ey.com

Translation of Auditor's report Originally issued in Arabic

AUDITOR'S REPORT TO THE SHAREHOLDERS OF VALMORE HOLDING (S.A.E) (FORMERLY KNOWN AS EGYPT KUWAIT HOLDING) ON THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS Introduction

We have audited the accompanying consolidated financial statements of Valmore Holding - S.A.E -(Formerly Known As Egypt Kuwait Holding) ("the Company") and its subsidiaries ("the Group") , represented in the consolidated statement of financial position as at 31 December 2025, and the related consolidated statements of income, comprehensive income, changes in equity and cash flows for the year then ended, and a summary of significant accounting policies and other explanatory notes.

Management's responsibility for the consolidated financial statements

These consolidated financial statements are the responsibility of the group's management. Management is responsible for preparing and presenting the consolidated financial statements fairly and clearly in accordance with Egyptian Accounting Standards and applicable Egyptian Laws. Management's responsibility includes designing, implementing, and maintaining internal control relevant to the preparation and fair presentation of the consolidated financial statements that are free from material misstatement, whether due to fraud or error; management responsibility also includes selecting and applying appropriate accounting policies and making accounting estimates that are reasonable in the circumstances.

Auditor's Responsibility

Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with Egyptian Standards on Auditing and applicable Egyptian laws. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance that the consolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor's professional judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements.

Translation of Auditor's report Originally issued in Arabic

AUDITOR'S REPORTTO THE SHAREHOLDERS OF VALMORE HOLDING (FORMERLY KNOWN AS EGYPT KUWAIT HOLDING) (S.A.E) ON THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS (Continued) Opinion

In our opinion, the consolidated financial statements referred to above, give a true and fair view, in all material respects, of the consolidated financial position of the Group as at 31 December 2025, and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with Egyptian Accounting Standards and the related applicable Egyptian laws and regulations.

Emphasis of matter

Without modifying our opinion, we draw attention to Note (14) in the accompanying consolidated financial statements, which describe the disposal of the Group's investment in Delta insurance company during the year.

Auditor

Ashraf Mohamed Ismail

FESAA FEST (RAA 9380)

(EFSA 102)

Cairo: 1 March 2026

			Teaysloted From Aral•ie
Formerly known es Egygt kuweit Holding Comgan y"
Consolidated sts tement of financial posifion as of Decemher 31, 2025
All amounts are in US DoUar	Note No.	31-12-2025	31-12-2024

Non-current assets
Fixed asseis and projtcis undet construction	(I 8)	242 613 059	239 776 509
Intungible assets	(G9)
Invtsimeni progeny			343 848
GoodwiH	(20)	4091 6d2	41 626 92I
Right of use assets Biological asseis	(2I)	289B7W 3 766?	4 746 611 1 800 97g
Exploration and development assets	(23)	1399504	i 86 866 815
Equity - accounted investees (associate companies)	(24)	4 1 205 426	33 494 579
Investments at fair value Ihrough other comprehensive income	(25)	1 4 12 818	3 807 777
Ocher financiai assets at amonized cost	(26)	29 687 233	83 322 367
Trade and notes receivables	(27}	1 1 229 590	5 973 035
Total non-c irrent essets		5S4 988 750	601 759 44£t
Current assets Inventories	(ze)	113 630 638	122 893 826
Work in progress		j0 1 16	306 858
Other financial assets ac amonized cost	(26)	248 768 45I	231 762 277
Investments at fair vaiue illrough ptofit or loss		24 228	5 200 412
Trade 8nd noies receivables	(27)	I39 140 798	136 122 997
Oiher current asseis	(29)	86 187 749	67 849 389
Cash and cash equivalents	(30)	4âd5234W	274 542 77 1
Totel cvrr ent assets		045 285 370	848 678 530
TotoI assets		1 600 274 110	1 450 437 970
Egmil v and Liabilities
Equity of the Pamen1 Company:
Capital		295 807 388	28 i 721 32 1
Legal reaerve	{42)	I40 860 661	137 960 942
Oiher reseryes	(33)	( 217732 744)	( 629 375 879)
Retained earnings		29g 6*4 627	575 226 886
Treasury shares	(34)	( 6 593 y59)	7 880 438j
Total equity of tbe Parent Company		5t0 966 173	357 652 832
Non-controlling interests	(I 5)	107 133 127	I35 511 345
Total equity			4fi3 1éd 177
L iabilifies
hon-c urrent liabilities
		437 046 642	369 990 5 i9
Suppliers, contractors, notes payable and ofher creditors		2 559 090	1 67 1 166
Lease contracts I iabilities		3l 272 396	5 378 5s3
Deferred iax liabilities		10 096 175	14 376 764
Total non-current liabilities			39t 416 982
Current liabilifies
Accrued income tax		46 605 6 10	38 430 775
Loans and bar+k Facilities	(35)	243 016 586	213 041 905
Suppliers. contractors, notes payable and other creditors	(36)	184 138 046	213 367 063
Insurance polic yfiolders' rigfiis			57 740 540
Lease contracts liabilities		1 033 641	i 135 308
	(39)	26 407 628	43 l4 1 220
Total earrent liabilities		501 201 517	565 856 811
Total licbilifies		982 1f5 820	957 273 793
Total eguity gnd IiabiIitie•		t 600 274 12d	1 4SO e37 970

* The accompany ing notes are @n integrnI part of these consolidated Cmancial statements and to be read therewith.

C'roup Cfief Finaucis1 Officer

@Valmore t•••

C.R 114848 Qlza

Fle6hat Hamed Benna

Independent Aiidltpr's ReporI "att sched "

-3-

FI znaging Director

"Formerly known as Egypt Kuwait Holding Company" (An Egyptian Joint Stock Company) Consolidated statement of income for the financial year ended December 31, 2025

All amounts are in US Dollars	Note No.	2025	2024
Continued operations Revenues	(5)	684 930 451	551 743 320
Cost of revenue recognition	(6)	(448 391 292)	(355 645 749)
Gross profit		236 539 159	196 097 571
Income from investments	(7)	48 470 862	37 370 581
Other income	(8)	26 659 736	32 450 204
Selling and distribution expenses	(9)	(4 768 070)	(4 040 093)
General and administrative expenses	(10)	(55 758 661)	(50 043 750)
Reversal / (Charge) of expected credit loss	(11)	33 443 683	(3 203 535)
Other expenses	(12)	(11 267 356)	(4 330 261)
Net operating profit		273 319 353	204 300 717
Interest income		16 561 504	15 312 541
Financing cost		(58 130 084)	(62 471 853)
Net (loss) income from foreign currency translation differences		(6 086 238)	61 998 582
Company's share of profit of equity-accounted investees		1 955 960	1 442 256
Net profit for the year before income tax		227 620 495	220 582 243
Income tax	(13)	(50 536 148)	(53 110 743)
Profit for the period from continued operations		177 084 347	167 471 500
Discontinued operations
Profit after tax for the period from discontinued operations	(14)	8 931 446	17 862 496
Net profit for the period		186 015 793	185 333 996
Net profit attributable to:
Owners of the Parent Company		161 182 385	163 028 530
Non-controlling interests	(15)	24 833 408	22 305 466
Net profit for the year		186 015 793	185 333 996
Basic / Diluted earnings per share (US Cent / Share)	(16)	11.16	11.55
Basic / Diluted earnings per share (US Cent / Share) from continued operation	(16)	10.50	10.60

* The accompanying notes are an integral part of these consolidated financial statements and to be read therewith. "Formerly known as Egypt Kuwait Holding Company" (An Egyptian Joint Stock Company) Consolidated statement of comprehensive income for the financial year ended December 31, 2025

All amounts are in US Dollars	Note No.	2025	2024
Net profit for the year Other comprehensive income		186 015 793	185 333 996
Items that will not be reclassified to statement of income Investments at fair value through other comprehensive income		16 168 509	( 3 659 886)
Items may be subsequently reclassified to statement of income		16 168 509	( 3 659 886)
Investments at fair value through other comprehensive income		275	( 41 045)
Foreign currency translation differences		79 969 549	( 195 924 943)
		79 969 824	( 195 965 988)
Total other comprehensive income after deducting tax		96 138 333	( 199 625 874)
Total comprehensive income		282 154 126	( 14 291 878)
Total comprehensive income attributable to: Owners of the holding company		225 578 802	( 16 459 522)
Non-controlling interests	(14)	56 575 324	2 167 644
Total comprehensive income		282 154 126	( 14 291 878)

* The accompanying notes are an integral part of these consolidated financial statements and to be read therewith.

Valmore Holding

"Formerly known as Egypt Kuwait Holding Company" Translated From Arabic

(An Egyptian Joint Stock Company)

Consolidated statement of changes in equity for the financial year ended December 31, 2025

All amounts are in US Dollars
	Issued and paid in	Legal	Fair value	Translation	Total	Retained	Treasury	Total equity of	Non-controlling	Total
	capital	reserve	reserve	reserve	other reserves	earnings	shares	the parent Company	interests	equity

(449 887 827)		509 941 818		(3 349 840)		472 322 447		167 725 197		640 047 644
-		163 028 530		-		163 028 530		22 305 466		185 333 996

Balance as of January 1, 2024

281 721 321

133 896 975

(8 954 844)

Total comprehensive income

Net profit for the year

(440 932 983)

Other comprehensive loss	-	-	(2 928 014)	(176 560 038)	(179 488 052)
Total comprehensive income	-	-	(2 928 014)	(176 560 038)	(179 488 052)
Transactions with owners of the Company

- - (179 488 052) (20 137 822) (199 625 874)

163 028 530 - (16 459 522) 2 167 644 (14 291 878)

Transferred to legal reserve	-	4 063 967	- -		-	(4 063 967) -		-	- -
Shareholders' dividends	-	-	-	-	-	(67 592 622)	-	(67 592 622)	-	(67 592 622)
Employees and board members' dividends	-	-	-	-	-	(27 393 438)	-	(27 393 438)	(4 157 178)	(31 550 616)
Sale of treasury shares	-	-	-	-	-	( 249 939)	9 979 722	9 729 783	-	9 729 783
Purchase of treasury shares	-	-	-	-	-	-	(14 510 320)	(14 510 320)	-	(14 510 320)

Acquisition of non-controlling interests without change in control	- -		-		-		-		1 556 504		-		1 556 504		(1 556 504)
Total transactions with owners of the Company	- 4 063 967		-		-		-		(97 743 462)		(4 530 598)		(98 210 093)		(5 713 682)

(103 923 775)

Other changes Non-controlling interests in subsidiaries' dividends	-	-	-	-	-	-	-	-	(29 473 140)	(29 473 140)
Changes in non-controlling interests	-	-	-	-	-	-	-	-	805 326	805 326
Total other changes	-	-	-	-	-	-	-	-	(28 667 814)	(28 667 814)
Balance as of December 31, 2024	281 721 321	137 960 942	(11 882 858)	(617 493 021)	(629 375 879)	575 226 886	(7 880 438)	357 652 832	135 511 345	493 164 177

Balance as of January 1, 2025	281 721 321	137 960 942		(11 882 858)			(617 493 021)		(629 375 879)		575 226 886		(7 880 438)		357 652 832		135 511 345		493 164 177
Comprehensive income Net profit for the year	-		-		-			-		-		161 182 385		-		161 182 385		24 833 408		186 015 793
Gains on sale of investments at fair value through other comprehensive income	-		-		(1 331 106)			-		(1 331 106)		1 331 106		-		-		-		-
Other comprehensive income	-		-		13 382 600			399 591 641		412 974 241		(348 577 824)		-		64 396 417		31 741 916		96 138 333
Total comprehensive income	-		-		12 051 494			399 591 641		411 643 135		(186 064 333)		-		225 578 802		56 575 324		282 154 126
Transactions with owners of the Company
Capital ioncrease	14 086 067		-		-			-		-		(14 086 067)		-		-		-		-
Transferred to legal reserve	-		2 899 719		-			-		-		(2 899 719)		-		-		-		-
Shareholders' dividends	-		-		-			-		-		(39 117 121)		-		(39 117 121)		-		(39 117 121)
Employees and board members' dividends	-		-		-			-		-		(27 763 288)		-		(27 763 288)		(3 346 855)		(31 110 143)
Sale of treasury shares	-		-		-			-		-		( 848 174)		8 640 294		7 792 120		-		7 792 120
Purchase of treasury shares	-		-		-			-		-		-		(7 353 615)		(7 353 615)		-		(7 353 615)
Derecognition of Non-Controlling Interests as a Result of Loss of Control	-		-		-			-		-		-		-		-		(28 794 475)		(28 794 475)
Acquisition of non-controlling interests without change in control	-		-		-			-		-		(5 823 557)		-		(5 823 557)		(4 479 005)		(10 302 562)
Total transactions with owners of the Company	14 086 067	2 899 719 - - -									(90 537 926)		1 286 679		(72 265 461)		(36 620 335)		(108 885 796)
Other changes
Non-controlling interests in subsidiaries' dividends	-		-		-			-		-		-		-		-		(48 334 207)		(48 334 207)
Total other changes	-		-		-			-		-		-		-		-		(48 334 207)		(48 334 207)
Balance as of December 31, 2025	295 807 388		140 860 661			168 636		(217 901 380)		(217 732 744)		298 624 627		(6 593 759)		510 966 173		107 132 127		618 098 300

* The accompanying notes are an integral part of these consolidated financial statements and to be read therewith.

-6-

Valmore Holding "Formerly known as Egypt Kuwait Holding Company" (An Egyptian Joint Stock Company) Consolidated statement of cash flows for the financial year ended December 31, 2025			Translated From Arabic
All amounts are in US Dollars	Note No.	2025	2024
Cash flows from operating activities Net profit for the year before income tax		237 614 299	244 406 662
Adjustments for: Depreciation and amortization		49 111 548	50 474 492
Company's share of profit of equity-accounted investees (associate companies)		(1 955 960)	(1 442 255)
Changes in fair value of investments at fair value through profit or loss		( 332 272)	( 291 535)
Loss (Profit) from sale of investments at fair value through other comprehensive income		153	355 723
Gain from sale of fixed assets		( 196 287)	( 789 519)
Other income		-	( 319 146)
Changes in fair value of biological assets		( 234 249)	203 987
Income from financial assets at amortized cost		(27 508 838)	(37 234 026)
Income from financial assets at fair value through profit or loss		-	( 23 060)
Income from financial assets at fair value through through other comprehensive income		-	( 149 838)
Gain from sale of financial assets at amortized cost		-	( 27 846)
Reversal of expected credit loss		(32 411 170)	( 252 564)
Financing expenses		58 130 084	62 471 853
Finance income		(16 561 504)	(15 312 541)
Reversal of impairment of Equity - accounted investees (associates Companies)		(6 304 498)	(9 833 869)
Gain from sale subsidiary company		(20 434 997)	-
Profit from discontinued operations		(9 993 804)	(23 824 419)
Change in:		228 922 505	268 412 099
Investments at fair value through profit or loss		1 347 451	3 447 677
Trade and notes receivables		(25 654 369)	15 575 030
Other current assets		(42 669 961)	10 605 862
Inventories		6 574 980	5 165 156
Work in progress		249 045	41 353
Suppliers, contractors, notes payable and other credit balances		(5 483 544)	(43 641 936)
Net change in cash of the discontinued operations		-	(31 634 734)
Provisions		2 693 308	(5 630 658)
Cash from operating activities		165 979 415	222 339 849
Income taxes paid		(51 706 077)	(41 441 312)
Translation differences		( 837 829)	(119 179 683)
Net cash from operating activities		113 435 509	61 718 854
Cash flows from investing activities Collected interest		14 534 980	14 744 945
Payments for additions of fixed assets , projects under construction and investment property	(17)	(37 781 502)	(33 965 452)
Proceeds from sale of fixed assets		651 393	961 744
Payments for additions of biological assets		( 260 324)	( 276 854)
Payments for additions of exploration and development assets		(6 974 851)	(37 508 578)
Proceeds from sale of subsidiaries		72 388 597	-
Proceeds from return from investments at fair value through other comprehensive income		-	149 838
Proceeds from return from investments at fair value through profit or loss		-	23 060
Dividends received from associates		270 348	345 847
Net proceeds from other investments		22 784 057	104 554 071
Net cash from investing activities		65 612 698	49 028 621
Cash flows from financing activities Proceeds from loans and bank facilities		811 892 375	515 383 116
Payments for loans and bank facilities		(742 810 102)	(545 109 036)
Payments for acquisition of non-controlling interests		(10 302 562)	805 326
Changes in restricted cash		6 294 498	(17 313 555)
Payments for lease contracts liabilities		(1 420 422)	(1 407 664)
Proceeds from sale of treasury shares		7792118	9 729 783
Payments for purchase of treasury shares		(7 353 613)	(14 510 320)
Dividends paid		(68 944 850)	(122 305 797)
Net cash used in financing activities		(4 852 558)	(174 728 147)
Net change in cash and cash equivalents during the year		174 195 649	(63 980 672)
Foreign currency translation differences of cash and cash equivalents		6 459 611	(63 144 793)
Opening Cash Balance of the Derecognized (Disposed) Subsidiaries		(9 640 326)	-
Cash and cash equivalents at beginning of the year		184 508 171	311 633 636
Cash and cash equivalents at end of the year	(30)	355 523 105	184 508 171

* The accompanying notes are an integral part of these consolidated financial statements and to be read therewith.

-7-

Company's background and activities
- Valmore Holding "Formerly known as Egypt Kuwait Holding Company" "The Parent Company" was incorporated by virtue of the Chairman of General Investment Authority's resolution No. 197 of 1997, according to the provisions of Investment Law No. 230 of 1989 and according to Law No. 72 of 2017, concerning Investment Incentives & Guarantees and Law No. 95 of 1992 concerning Capital Markets. The Company was registered in Giza Governorate Commercial Registry under No. 114 648 on 20/7/1997. The duration of the Company according to the Company's Statute, is 25 years starting from the date of registration in the Commercial Registry.
- On 6 November 2025, the commercial register was annotated to reflect the change of the
  company's name to "Valmor Holding" instead of "Egypt Kuwait Holding Company."
- On March 31, 2022, the General Assembly of the shareholders of the Holding Company approved the extension of the duration of the Company for an additional 25 years.
- The Parent Company is listed in the Egyptian Stock Exchange of the Arab Republic of Egypt and Kuwait Stock Exchange.
- The financial statements prepared in accordance with Egyptian accounting standards are published on the Egyptian Stock Exchange, and the financial statements prepared in accordance with International Financial Reporting Standards (IFRS) are published on the Kuwait Stock Exchange.
- The registered office of the Company is located at 14 Hassan Mohamed El Razaz St.-Dokki-Egypt. Mr. Loay Jassim Al-Kharafi is the Chairman of the Company.
Basis of preparation of the consolidated financial statements
- The consolidated financial statements have been prepared in accordance with Egyptian Accounting Standard and in accordance with Egyptian law.
- The consolidated financial statements were authorized for issue by the Board of Directors on March 1, 2026.
- The details of the group's significant accounting policies are included in Note No. (49).
Functional and presentation currency
These consolidated financial statements are presented in USD, which is the Holding Company's
functional currency.
-8-
Use of judgments, and estimates
The preparation of separate financial statements in conformity with the Egyptian Accounting Standards requires management to make judgment, estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses and disclose about contingent liabilities on each reporting date. However, uncertainty about these assumptions and estimates may lead to results that would require a material adjustment to the carrying amount of the related asset or liability in the future.
The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the result of which form the basis of making the judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are reviewed on an ongoing basis. Revision to accounting estimates are recognized in the period in which the estimates are revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
1. Judgments
  Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognized in the consolidated financial statements are included in the following notes:
  - Note No. (49-4) Revenue Recognition: Revenue is recognized as detailed in the accounting policies applied.
  - Note No. (49-1) Investments accounted for using the equity method (Associate companies): whether the Group has significant influence over investees.
  - Note No. (49-21) Lease Contracts
2. Assumptions and estimation uncertainties
  Information about assumptions and estimation uncertainties as at December 31st2025 that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the next financial year is included in the following notes:
  - Note No. (49-4) Revenue Recognition: Estimate of expected returns.
  - Note No. (19) Impairment test of intangible assets and goodwill: key assumptions underlying recoverable amounts, including the recoverability of development cost.
  - Note No. (49-19) Measurement of expected credit loss for cash at banks, trade & notes receivable, and debtors and other debit balances.
  - Note No. (49-20) Recognition and measurement of provisions and liabilities: key assumptions underlying the probability and amount of future cash flows.
3. Measurement of fair values
  - A number of the Group's accounting policies and disclosures require the measurement of
    fair values, for both financial and non-financial assets and liabilities.
  - The Group has an established control framework with respect to the measurement of fair values. This includes a valuation team that has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values, and reports directly to the group chief financial officer.
  - The valuation team regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then the valuation team assesses the evidence obtained from the third parties to support the conclusion that these valuations meet the requirements of the Accounting Standards, including the level in the fair value hierarchy in which the valuations should be classified.
  - Significant valuation issues are reported to the Group's audit committee.
  - When measuring the fair value of an asset or a liability, the Group uses observable market data as far as possible. Fair values are categorized into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:
    - Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
    - Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
    - Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs)
  - If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.
  - The Group recognizes transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.
    Further information about the assumptions made in measuring fair values is included in the following notes:
    - Note No. (43): biological assets; and
    - Note No. (43): financial instruments

5- Revenues
	2025		2024
Revenues recognized at point in time
Chemicals and fertilizers sector revenues	384 408 755		329 741 428
Energy sector revenues	164 797 157		130 518 236
Non-banking financial sector revenues	16 391 584		13 850 296
Wood processing sector revenues	5 559 777		3 182 478
Other activities revenues	251 283		242 744
	571 408 556		477 535 182
Revenues recognized over time
Energy sector revenues	77 996 987		68 424 834
Other activity revenues	35 524 908		5 783 304
	113 521 895		74 208 138
Total revenues	684 930 451		551 743 320
6- Cost of revenue recognition
	2025		2024
Chemicals and fertilizers sector revenues	252 346 014		200 169 631
Energy sector revenues	158 155 009		136 841 432
Non-banking financial sector revenues	12 976 149		11 358 862
Wood processing sector revenues	7 051 043		2 893 761
Other activities revenues	17 863 077		4 382 063
	448 391 292		355 645 749
7- Income from investments
	2025	2024
Income from financial assets at amortized cost	27 508 838	37 234 025
Change in fair value of investments at fair value through profit or loss Gain on sale of investments at fair value through	332 272 194 908	291 535 -
profit or loss Loss from sale from investments at fair value	(153)	(355 723)
through other comprehensive income Gain from financial assets at amortized cost	-	27 846
Income from investments at fair value through profit or loss Income from investments at fair value through other	- -	23 060 149 838
comprehensive income Gain from sale subsidiaries company-energy sector -	17 160 539	-
Petroleum activities (A) Gain from sale subsidiaries company-energy sector -	3 274 458	-
Natural gas activities (B)
	48 470 862	37 370 581

(A) Gain from sale subsidiaries company-energy sector - Petroleum activities

An agreement was signed for the sale of the group's entire shareholding in one of its subsidiaries operating in the energy sector - petroleum activities - to an external party. all procedures relating to the sale transaction were completed during the fourth quarter of the financial year 2025.

The subsidiary was not classified as held for sale prior to the date of disposal, as the requirements of Egyptian accounting Standard No. 32, "Non-current Assets Held for Sale and discontinued operations," were not met before the approval of the sale decision. accordingly, the results of this subsidiary and its subsidiaries were presented within continuing operations, without restating comparative figures.

The gain on sale follows: USD

Total assets

57 047 464

Total liabilities	(181 894 315)
Net liabilities	(124 846 851)
Group share % before disposal	81.3%

The Group's share of net liabilities (101 501 731)

Adjustments

84 441 192

The Group's share of net liabilities after Adjustments (17 060 539)

Market value 100 000

Gain on sale

17 160 539

(B) Gain from sale subsidiaries company-energy sector - Natural gas activities

An agreement was signed for the sale of the Group's entire shareholding in one of its subsidiaries operating in the energy sector - Natural gas activities - to an external party. all procedures relating to the sale transaction were completed during the fourth quarter of the financial year 2025.
The subsidiary was not classified as held for sale prior to the date of disposal, as the

requirements of Egyptian Accounting Standard No. 32, "Non-current Assets Held for Sale and discontinued operations," were not met before the approval of the sale decision.

Accordingly, the results of this subsidiary and its subsidiaries were presented within continuing operations, without restating comparative figures.

The gain on sale are is follows:
	USD
Total assets	7 261 043
Total liabilities	(7 666 349)
Net liabilities	(405 306)
Group share % before disposal	100%
The Group's share of net liabilities	(405 306)
Adjustments	(92 135)
The Group's share of net liabilities after adjustments	(497 441)
Market value	2 777 017
Gain on sale	3 274 458

8- Other income
	2025	2024
Reversal of impairment of Equity - accounted investees (associates Companies) Drawback and exports subsidies revenues	6 304 498 1 254 199	9 833 869 842 153
Provisions no longer required	6 892 243	9 918 180
Change in fair value of biological assets	508 795	-
Gain from sale of fixed assets	196 287	789 519
Revenues from the sale of waste	643 835	451 689
Commission and late fee revenues	51 129	142 947
Reversal of training and qualification fund expense	6 256 960	-
Waived receivables	1 000 000	7 500 000
Revenue from generator sales	946 012	189 723
Revenue from advance payment returns	1 119 575	-
Other	1 486 203	2 782 124
	26 659 736	32 450 204
9- Selling and distribution expenses
	2025	2024
Chemicals and plastic activity	4 423 335	3 699 756
Fertilizers activity	344 735	331 039
Cooling technology by natural gas activity	-	8 566
Other	-	732
	4 768 070	4 040 093
10- General & Administrative expenses
	2025	2024
Salaries, wages and related benefits	14 710 908	13 648 927
Professional and consultancy fees	15 506 801	5 080 402
Subscriptions	2 894 891	1 382 441
Government fees	2 525 856	8 632 680
Travel, accommodation and transportation	1 050 666	1 237 639
Project studies	3 423 963	556 643
Depreciation and amortization	2 110 018	1 993 067
Social Solidarity contribution	1 525 151	1 599 681
Donations and gifts	1 040 172	384 522
Rent and utilities	2 557 767	2 729 225
Maintenance, cleaning and security	1 367 417	3 792 907
Insurance	1 394 798	1 055 371
Board of Directors' allowances	204 475	253 221
Zakat Foundation and Foundation for the Advancement of Sciences Training	1 159 277 796 566	1 013 905 3 606 189
Others	3 489 935	3 076 930
	55 758 661	50 043 750

11- Expected credit losses	2025	2024
Cash and cash equivalent	(14 568)	165 409
Investments at fair value through other comprehensive income Other financial assets at	32 449 000 (23 262)	249 663 133 866
amortized cost Trade & notes receivables	(1 473 694)	(957 886)
Other current assets	2 506 207	(2 794 587)
	33 443 683	(3 203 535)
12- Other expenses
	2025	2024
Provision formed during the year	11 251 220	2 126 274
Change in fair value of biological assets	-	203 987
Others	16 136	-
	11 267 356	4 330 261
13- Income tax
	2025	2024
Current income tax expense	50 836 474	47 750 947
Deferred income tax expense	(4 615 802)	71 674
Withholding tax on subsidiaries' dividend distributions	4 315 476	5 288 122
	50 536 148	53 110 743
Adjustments to calculate the effective tax rate
	2025	2024
Consolidated net accounting profit before income tax - Note no 17 Tax rate	237 614 299 %22.5	244 406 662 ٪22,5
Expected income tax on accounting profit	53 463 217	54 991 499
Share of profit of equity-accounted investees reported, net of tax Non-deductible expenses	(440 091) 9 795 691	(339 751) (786 038)
Separate tax base	(9 574 565)	(3 325 468)
Current-year losses for which no deferred tax asset is recognized Recognition of previously unrecognized tax losses	2 183 543 (275 845)	2 707 655 (578 983)
Recognition of previously unrecognized temporary differences (derecognition of previously recognized)	(4 615 802)	441 829
Tax as per consolidated statement of income	50 536 148	53 110 743
Effective tax rate	%21.27	%21.73

14- Discontinued operations

During year, the group signed a share sale agreement to dispose of its entire equity interest in Delta Insurance Company (a subsidiary operating in the non-banking financial activities sector), representing 63.39%, to a third party. On 22 October 2025, the Board of Directors of Valmore Holding (Formerly known as Egypt Kuwait Holding Company) unanimously approved the sale at the mandatory purchase price of EGP 40 per share, resulting in a total consideration of EGP 3.169 billion. The transaction was completed on 30 October 2025
This disposal represents a strategic shift in the group's activities, marking its exit from the insurance sector. Although the Group retains investments in associate companies such as Al Mohandas Insurance Company, these holdings do not represent a continuation of the Group's operations in the insurance sector and are accounted for using the equity method in accordance with Egyptian Accounting Standard (EAS) 18 - Investments in Associates.
Delta Insurance was classified as held for sale from the interim condensed consolidated financial statements as of 30 June 2025, in line with EAS 32 - Non-Current Assets Held for Sale and Discontinued Operations, as the subsidiary met the criteria for classification as a discontinued operation:
It represented a separate major line of business within the Group's insurance segment.
The disposal constituted a significant strategic exit from the insurance sector.
The sale was expected to be completed within 12 months from the reporting date.
Financial Statement Presentation
As of 31 December 2024, the assets and liabilities of Delta Insurance were not classified as non-current assets held for sale. comparative figures in the consolidated income statement have been re-presented to separately show the results of discontinued operations, distinct from continuing operations.
Regarding to the application of Egyptian Accounting Standard No. (50) "Insurance Contracts", issued in 2023 and effective for periods beginning on or after 1 January 2025, the Group's management has not applied the aforementioned standard up to the date of authorization of these consolidated financial statements for issuance, as it does not have a material impact on the Group's consolidated financial statements as of 31 December 2025.

Profit / Loss from Discontinued Operations:
Results of the Discontinued Operations	2025	2024
Revenues	13 239 074	53 980 395
Company's share of loss of equity - accounted investees (associate companies) Expenses	- (8 886 428)	67 751 (30 223 727)
Operating profit	4 352 646	23 824 419

Parent company's share of dividends from subsidiary 2 506 402 -

Gain on disposal of the discontinued operation 3 134 756 -

Profit from operations after income tax	9 993 804	23 824 419
Income tax expenses	(1 062 358)	(5 961 923)
Profit from discontinued operations (net of income Tax) Parent company's share of operating profit	8 931 446 7 729 551	17 862 496 11 228 112
Non-Controlling Interests' share of operating profit	1 201 895	6 634 384

Parent company's share of profit from discontinued operations (net of income tax)

8 931 446 17 862 496

The basic and diluted earnings per share from discontinued operations have been calculated as follows:

	2025	2024
Net profit for the year (owners of the parent Company) Weighted average number of shares outstanding	7 729 551 1 174 962 770	11 228 112 1 179 817 193
during the period (note 16)
	0.66	0.95

Valmore Holding

"Formerly known as Egypt Kuwait Holding Company"						Translated From Arabic
Notes to the consolidated financial statements (Cont.) for the financial year ended December 31, 2025
All amounts are in US Dollars
15- Non-controlling interests
	Non-controlling			Consolidation	Non controlling interest share of		Non controlling interest share of	Non controlling interest share of
December 31, 2025	interest %	Total revenues	Net profit (loss)	adjustments	net profit (loss)		OCI	P&L
National Gas Co. (Natgas)	%16.02	53 829 301	17 624 683	-	2 822 887		24 359 622	27 182 509
Globe for Communication & Information Technology Co.	%1.00	-	-	-	-		119	119
NSCO Co.	%0.0006	61 276 103	33 262 195	-	998		-	998
Cooling Technology by Natural Gas Co. (Gas Chill)	%14.01	5 316 151	755 476	( 2 223)	103 588		14 422	118 010
Go Gas	%0.80	-	( 1 017)	-	( 8)		266	258
El Fayoum Gas Co	%22.00	21 280 171	2 762 931	-	607 845		116 793	724 638
Bawabet El Kwauit	%5.32	250 592 452	46 594 271	-	2 477 690		11 364	2 489 054
Alex Fert Co.	%21.49	250 592 452	86 218 449	-	18 526 222		-	18 526 222
Delta Insurance Co.	%0.00	-	-	1 201 895	1 201 895		-	1 201 895
El Shorouk for Melamine & Resins Co.	%4.95	1 715 826	43 086	234	2 367		5 650	8 017
MOG Energy Co.	%18.70	-	-	1 740 263	1 740 263		2 786 165	4 526 428
Gas Line Co.	%16.02	-	4 670 339	-	748 033		168 954	916 987
Global MDF	%16.20	6 622 681	( 9 141 862)	( 1 427 371)	( 1 427 372)		4 295 708	2 868 336
Midor Suez Oil Refining Company	%0.002	-	209	-	-		-	-
AD Astra - Madero	%49.00	-	( 3 074 459)	-	( 1 506 485)		-	( 1 506 485)
Endolys Holdco	%15.00	-	( 124 368)	( 1 126 031)	( 1 144 686)		( 14 668)	( 1 159 354)
Endolys	%15.00	-	( 2 972 399)	1 126 031	680 171		( 2 479)	677 692
		651 225 137	176 617 534	1 512 798	24 833 408		31 741 916	56 575 324
December 31, 2024	Non-controlling interest %	Total revenues	Net profit (loss)	Consolidation adjustments	Non controlling interest share of net profit (loss)		Non controlling interest share of OCI	Non controlling interest share of P&L
National Gas Co. (Natgas)	%16.02	47 487 560	28 919 133	( 932 411)	3 699 470		( 5 787 336)	( 2 087 866)
Globe for Communication & Information Technology Co.	%1.00	-	-	-	-		( 1 164)	( 1 164)
NSCO Co.	%0.0006	62 223 439	31 097 609	-	174		-	174
Cooling Technology by Natural Gas Co. (Gas Chill)	%14.01	1 705 568	576 102	-	80 688		( 171 451)	( 90 763)
Go Gas	%0.80	-	4 464	-	36		( 2 587)	( 2 551)
El Fayoum Gas Co	%22.00	14 968 208	1 947 539	-	428 459		( 830 435)	( 401 976)
Bawabet El Kwauit	%5.32	213 241 349	44 093 659	-	2 344 718		22 152	2 366 870
Alex Fert Co.	%21.49	213 241 349	81 245 926	-	17 457 749		-	17 457 749
Delta Insurance Co.	%36.61	49 332 701	18 116 054	1 535	6 634 384		( 7 166 162)	( 531 778)
El Shorouk for Melamine & Resins Co.	%4.95	3 555 267	447 151	-	22 140		( 44 743)	( 22 603)
MOG Energy Co.	%18.70	11 770 442	( 16 264 449)	( 5 639 017)	( 8 680 321)		( 747 844)	( 9 428 165)
Gas Line Co.	%16.02	-	5 009 331	-	802 328		( 3 111 854)	( 2 309 526)
Al Nubaria for Natural Gas Co.	%16.02	296 670	93 609	-	14 993		( 454 815)	( 439 822)
Al Watania for Electric Technology Co (Kahraba)	%0.00	-	9 336 770	202 705	202 705		( 877 566)	( 674 861)
Kahraba Future Co.	%0.00	-	( 2 655)	( 457)	( 457)		( 6 150)	( 6 607)
Global MDF	%16.20	3 182 478	( 5 234 165)	( 189)	( 848 124)		( 958 024)	( 1 806 148)
Midor Suez Oil Refining Company	%0.002	-	( 1 800)	-	-		-	-
Advanced Gas Pipelines Co.	%49.00	-	343 392	-	168 262		157	168 419
AD Astra - Madero	%49.00	-	( 44 364)	-	( 21 738)		-	( 21 738)
		621 005 031	199 683 306	( 6 367 834)	22 305 466		( 20 137 822)	2 167 644

Valmore Holding
"Formerly known as Egypt Kuwait Holding Company"							Translated From Arabic
Notes to the consolidated financial statements (Cont.) for the financial year ended December 31, 2025
All amounts are in US Dollars
15- Non-controlling interests December 31, 2025	Non-controlling interest %	Non current assets	Current assets	Non current liabilities	Current liabilities	Net assets	Consolidatio n adjustments	Non controlling interest share of net
National Gas Co. (Natgas)	%16.02	26 805 881	134 636 280	19 825	133 845 809	27 576 527	-	4 416 840
Globe for Communication & Information Technology Co.	%1.00	-	192 813	-	577	192 236	-	1 922
NSCO Co.	%0.0006	140 269 463	133 599 638	-	129 912 143	143 956 958	-	4 318
Cooling Technology by Natural Gas Co. (Gas Chill)	%14.01	59 034	12 316 160	2 566	9 124 681	3 247 947	-	454 902
Go Gas	%0.80	-	532 976	-	-	532 976	-	4 268
El Fayoum Gas Co. S.A.E.	%22.00	231 853	20 516 227	30 412	10 763 974	9 953 694	-	2 189 814
Bawabet El Kwauit	%5.32	83 427 019	425 475 636	-	210 890 789	298 011 866	-	15 847 036
Alex Fert	%21.49	62 433 536	356 398 802	-	59 852 849	358 979 489	-	77 135 853
El Shorouk for Melamine & Resins Co.	%4.95	861 595	2 288 875	58 238	1 258 492	1 833 740	-	90 795
Gas Line	%16.02	9 049 866	31 554 617	-	13 781	40 590 702	( 3 359 200)	3 142 077
Midor Suez Oil Refining Company	%0.002	-	264 795	-	2 899	261 896	-	5
AD Astra - Madero	%49.00	5 120	14 284 362	-	14 294 465	( 4 983)	4 328 381	4 325 940
Endolys Holdco	%15.00	41 932	51 268 503	-	263 720	51 046 715	( 7 690 331)	( 33 324)
Endolys	%15.00	35 827 304	26 633 033	23 310 550	42 138 577	( 2 988 790)	-	( 448 319)
		359 012 603	1 209 962 717	23 421 591	612 362 756	933 190 973	( 6 721 150)	107 132 127
December 31, 2024	Non-controlling interest %	Non current assets	Current assets	Non current liabilities	Current liabilities	Net assets	Consolidatio n adjustments	Non controlling interest share of net
National Gas Co. (Natgas)	%16.02	30 039 885	98 541 163	2 047 153	53 884 610	72 649 285	( 932 411)	10 703 583
Globe for Communication & Information Technology Co.	%1.00	-	180 829	-	541	180 288	-	1 803
NSCO Co.	%0.0006	149 736 375	90 001 195	-	128 409 246	111 328 324	-	624
Cooling Technology by Natural Gas Co. (Gas Chill)	%14.01	40 842	6 245 072	2 337	3 878 206	2 405 371	-	336 892
Go Gas	%0.80	-	500 822	-	-	500 822	-	4 011
El Fayoum Gas Co. S.A.E.	%22.00	197 884	19 250 452	6 976	12 405 549	7 035 811	-	1 547 878
Bawabet El Kwauit	%5.32	111 932 893	388 600 918	13 982 059	205 144 034	281 407 718	-	14 964 096
Alex Fert	%21.49	74 648 529	326 350 424	683 358	55 354 555	344 961 040	-	74 123 633
Delta Insurance	%36.61	19 737 745	93 625 037	191 095	75 798 304	37 373 383	1 752 534	15 436 089
El Shorouk for Melamine & Resins Co.	%4.95	806 446	2 415 425	76 094	1 473 955	1 671 822	-	82 778
MOG Energy	%18.70	37 626 339	17 632 416	7 589 342	170 310 820	( 122 641 407)	29 081 911	6 149 082
Gas Line	%16.02	18 750 660	41 069 921	-	26 258 688	33 561 893	-	5 375 497
Al Nubaria for Natural Gas Co. S.A.E.	%16.02	5 047	4 976 118	-	600 099	4 381 066	-	701 701
Global MDF	%16.20	56 233 531	6 299 000	24 430 799	32 624 932	5 476 800	-	887 242
Midor Suez Oil Refining Company	%0.002	-	266 657	-	4 971	261 686	-	5
Advanced Gas Pipelines	%49.00	-	26 613	-	-	26 613	-	13 040
AD Astra	%49.00	4 534	12 650 292	-	12 659 239	( 4 413)	5 185 554	5 183 391
		499 760 710	1 108 632 354	49 009 213	778 807 749	780 576 102	35 087 588	135 511 345

16- Basic / Diluted earnings per share of profits (US Cent / Share)

The calculation of basic / diluted earnings per share of profits was based on the profit attributable to shareholders and number of outstanding shares as follows:

	2025	Restated 2024
Net profit for the year (owners of the parent	161 182 385	163 028 530
Company) Employees and board member's share in profit of the	(11 239 293)	(10 915 402)
parent company - proposed / approved Employees and board member's share in profit in	(18 863 397)	(15 875 137)
subsidiaries - proposed / approved
Shareholder's share in net profit for the year	131 079 695	136 237 991
Weighted average number of shares outstanding*	1 174 962 770	1 179 817 193
Basic earnings per share of profits (US cent /	11.16	11.55
Share)

Basic earnings per share of profits (US Cent / Share) from discounted operation

	2025	2024
Net profit for the year (owners of the parent	153 452 834	151 800 417
Company) Employees and board member's share in profit of the	(11 239 293)	(10 915 402)
parent company - proposed / approved Employees and board member's share in profit in	(18 863 397)	(15 875 137)
subsidiaries - proposed / approved
Shareholder's share in net profit for the year	123 452 834	125 009 879
Weighted average number of shares outstanding*	1 174 962 770	1 179 817 193
Basic earnings per share of profits (US cent /	10.50	10.60
Share)

As disclosed in Note 31 - Issued and Paid-up Capital, the shareholders of Valmor Holding (formerly Egypt Kuwait Holding Company) approved a 5% bonus share distribution, equivalent to 0.0504613701 bonus shares for every existing share, accordingly, the weighted average number of shares outstanding in the comparative figures has been adjusted retroactively to reflect this bonus issue, in accordance with Egyptian Accounting Standard (EAS) 22 Earnings per Share.
There are no shares with diluted impact, therefore the basic and diluted EPS are the same.
Weighted average number of outstanding shares is calculated as follows:

	2025	2024
Issued shares at the beginning of the year	1 117 642 474	1 122 887 407
Effect of Bonus Share Issue (Note 31 - Issued and Paid-	56 344 264	56 344 264
up Capital) Weighted average treasury shares sold during the year	3 682 090	8 135 657
Weighted average treasury shares purchased during the year	(2 706 058)	(7 550 135)
Weighted average number of shares outstanding	1 174 962 770	1 179 817 193
during the year

17- Non-cash transactions:

For the purpose of preparing the consolidated statement of cash flows for the financial year ended 31 December 2025, the effect of the amount of 2 297 837 USD has been excluded from investing activities as they represent non-cash transactions Addition of fixed assets and projects under construction, capitalized borrowing costs on fixed assets and projects under construction.

Supplementary disclosure to the statement of cash flows
	2025	2024
Profit for the year from continuing operations before	227 620 495	220 582 243
income tax Profit for the year from discontinuing operations before	9 993 804	23 824 419
income tax ( note 14)
	237 614 299	244 406 662

Valmore Holding

"Formerly known as Egypt Kuwait Holding Company" Translated From Arabic

Notes to the consolidated financial statements (Cont.) for the financial year ended December 31, 2025 All amounts are in US Dollars

18- Fixed assets and projects under construction

Buildings and Vehicles and Furniture and Machinery and Tools and Stations, generators Computer, software Leasehold Irrigation Projects

Land constructions transportation office equipment equipment supplies & electric transformers & decorations improvements network under construction Total

Cost as of 1/1/2024	23 314 287	60 829 036	9 998 490	5 976 899	394 742 734	2 199 574	43 946 868	11 395 741	1 700 895
Additions	12 037	108 805	2 547 436	915 065	3 154 324	409 900	14 693 456	998 743	404 287
Change in projects under construction	- -		-	-	-	- - - -
Disposals	- ( 682 455)		( 1 414 287)	( 76 634)	( 289 451)	( 15 617) ( 643 885) ( 28 725) ( 29 688)

2 716 121 100 122 005 656 942 650

184 895 - 23 428 948

		- 17 307 596	17 307 596
		- -	(3 180 742)

Effect of movement in exchange rates	( 5 199 738)	( 3 503 790)	( 1 744 235)	( 1 560 738)	( 24 143 257)	( 397 301)	( 18 125 897)	( 1 729 160)	75 092	( 261 565)	( 37 716 816)	(94 307 405)
Cost as of 31/12/2024	18 126 586	56 751 596	9 387 404	5 254 592	373 464 350	2 196 556	39 870 542	10 636 599	2 150 586	2 639 451	79 712 785	600 191 047
Additions	6 859	25 361 174	150 382	714 551	32 717 140	6 698	6 046 811	795 804	83 533	8 119	-	65 891 071

Change in projects under construction - - - - - - - - - - ( 41 824 391) (41 824 391)

Disposals	-	( 4 980)	( 55 706)	( 43 652)	( 402 326)	-	( 164 912)	( 1 414 440)	-	-	-	(2 086 016)
Cost of assets related to discontinued operations	( 2 962 131)	( 8 443 549)	( 3 004 738)	( 1 574 261)	( 514 372)	( 91 790)	-	( 3 085 903)	( 514 706)	-	( 95 282)	(20 286 732)
Effect of movement in exchange rates	522 062	1 495 913	1 553 224	238 215	3 277 076	49 804	2 983 930	432 364	( 6 906)	( 687 208)	3 494 343	13 352 817
Cost as of 31/12/2025	15 693 376	75 160 154	8 030 566	4 589 445	408 541 868	2 161 268	48 736 371	7 364 424	1 712 507	1 960 362	41 287 455	615 237 796

-	36 728 782	8 284 641	4 525 775	278 272 936	1 747 390	10 202 439	9 063 843	1 237 400	817 702	-	350 880 908
-	2 100 313	672 230	1 073 011	20 724 619	152 416	1 587 499	814 694	186 676	217 239	-	27 528 697
-	( 175 270)	( 1 338 023)	( 64 397)	( 249 491)	-	( 643 885)	( 24 075)	( 5 938)	-	-	(2 501 079)
-	( 818 279)	( 1 138 695)	( 1 703 233)	( 6 013 796)	( 250 202)	( 4 183 093)	( 1 044 996)	6 288	( 347 982)	-	(15 493 988)
-	37 835 546	6 480 153	3 831 156	292 734 268	1 649 604	6 962 960	8 809 466	1 424 426	686 959	-	360 414 538
-	2 354 421	931 387	462 721	21 292 850	26 605	1 739 084	748 555	213 690	217 621	-	27 986 934

Accumulated depreciation and impairment losses as of 1/1/2024

Depreciation

Accumulated depreciation of disposals Effect of movement in exchange rates

Accumulated depreciation and impairment losses as of 31/12/2024

Depreciation

( 1 167 509)	-	-	-	(1 630 910)
( 2 909 955)	( 514 706)	-	-	(16 478 380)

Accumulated depreciation of disposals - ( 2 317) ( 17 619) ( 22 730) ( 356 274) - ( 64 461)

Accumulated depreciation and impairment losses of assets related to discontinued operations

- ( 8 171 757) ( 2 963 411) ( 1 327 070) ( 502 215) ( 89 266) -

665 069	94 376	158 593	817 824	29 890	489 260	16 640	8 234	52 669	-	2 332 555
32 680 962	4 524 886	3 102 670	313 986 453	1 616 833	9 126 843	5 497 197	1 131 644	957 249	-	372 624 737
18 916 050	2 907 251	1 423 436	80 730 082	546 952	32 907 582	1 827 133	726 160	1 952 492	79 712 785	239 776 509
42 479 192	3 505 680	1 486 775	94 555 415	544 435	39 609 528	1 867 227	580 863	1 003 113	41 287 455	242 613 059

Effect of movement in exchange rates -

Accumulated depreciation and impairment losses as of

31/12/2025 -

Carrying amount as of 31 December 2024 18 126 586

Carrying amount as of 31 December 2025 15 693 376

- 21 -

Intangible assets

The intangible assets represent the following:

Concession right for the operation of a transformer station, its connecting lines, and the electricity network, including management, operation, maintenance, sale, and distribution of electrical energy, for a period of 25 years.

License to establish, own, operate, and maintain a local natural gas distribution network and to conduct local distribution activities for a period of 35 years.

Cost	2025	2024
Cost at the beginning of the year	-	-
Additions	16 012 659	-
Effect of change in foreign exchange rates	(13 688)	-
Cost at the end of the year	15 998 971	-
Accumulated amortization
Accumulated depreciation at the beginning of the year	-	-
Depreciation	(186 428)	-
Effect of change in foreign exchange rates	(628)	-
Accumulated amortization at the end of the year	(185 800)	-
Net carrying amount	15 813 171	-

Goodwill

This balance is represented in the carrying amount of goodwill resulted from acquisition of the following companies:

31/12/2024

Discontinued operations

Translation Differences

31/12/2025

Alexfert Co.	34 107 324	-	-	34 107 324
Sprea Misr for Chemicals and Plastics	3 442 284	-	228 140	3 670 424
National Gas (NATGAS)	2 440 466	-	161 743	2 602 209
Delta Insurance	1 135 386	(1 135 386)	-	-
El Fayoum Gas	501 461	-	33 234	534 695
	41 626 921	(1 135 386)	423 117	40 914 652

The recoverable amount of the cash-generating units referred to below has been determined based on value in use, calculated by discounting the expected future cash flows arising from the continuing use of those units. The key assumptions applied in this assessment reflect

management's best estimates of future trends in the relevant sectors and are based on historical

data derived from both internal and external sources.

The cash flow projections include detailed estimates for a five-year period, together with a terminal growth rate. The terminal growth rate has been determined based on management's estimates, ensuring that it does not exceed the expected long-term growth rate of gross domestic product and is consistent with the assumptions applied by comparable entities operating in the same sectors.

The principal assumptions used in estimating the recoverable amount are as follows:

Significant unobservable inputs

Alexfert	Discount rate	15.6%
Co.	Terminal value growth rate	4.5%
	EBT growth rate (average of next five years)	7%

The discount rate was a post-tax measure estimated based on the historical industry average weighted average cost of capital, with a possible debt leveraging of 6.6 % and cost of debt before tax 7.2% and cost of debt after tax 5.5%

The EBT growth rate was estimated considering past experience, adjusted as follows:

Sales volume for the next five years was projected based on current production capacity while prices were estimated according to international studies that determine selling prices. In line with market expectations for demand and inflation expected over the next five years.

Sprea Misr	Discount rate	18.7%
for	Terminal value growth rate	4.5%
Chemicals	EBT growth rate (average of next five years)	8.9%

and Plastics

The discount rate was a post-tax measure estimated based on the historical industry average weighted average cost of capital, with a possible debt leveraging of 21.8

% and cost of debt before tax 12 % and cost of debt after tax 9.3%

The EBT growth rate was estimated considering past experience, adjusted as follows:

Sales volume for the next five years is projected based on current production capacity assuming non-stable selling prices. Although selling prices are expected to rise in line with expected inflation over the next five years and

exchange rate change.

National	Discount rate	17.8%
Gas	Terminal value growth rate	5%
Company	EBT growth rate (average of next five years)	7%
(NATGAS)

The discount rate was a post-tax measure estimated based on the historical industry average weighted average cost of capital, with a possible debt leveraging of 16 % and cost of debt before tax 17% and cost of debt after tax 13.18%

The EBT growth rate was estimated considering past experience, adjusted as follows:

Sales volume for the next five years is projected based on the contractual agreements with government, announced government plans as well as the Average growth rate of sales to ultimate consumers experienced over the past five years and the estimated sales volume and price growth for the next five years. It was assumed that sales prices would increase in line with increase in government price index and forecast inflation over the next five years.
Discount rate
Terminal value growth rate
EBT growth rate (average of next five years)
17.9%
5%
6%
El Fayoum Gas
The discount rate was a post-tax measure estimated based on the historical industry average weighted average cost of capital, with a possible debt leveraging of 4 % and cost of debt before tax 17% and cost of debt after tax 13.8%.
The EBT growth rate was estimated considering past experience, adjusted as follows:
Sales volume for the next five years is projected based on the contractual agreements with government, announced government plans as well as the Average growth rate of sales to ultimate consumers experienced over the past five years and the estimated sales volume and price growth for the next five years. It was assumed that sales prices would increase in line with increase in government price index and forecast inflation over the next five years.

Sensitivity to changes in assumptions

With respect to management's assessment of the value in use of CGU, management believes that no reasonably possible change in any of the above key assumptions would cause the carrying amount of the CGU to exceed its recoverable amount.

Sensitivity analyses are based on the change in an assumption, with all other assumptions held constant. In practice, this is unlikely to occur as changes in some assumptions may be interdependent

Assumptions Changes in assumptions Decrease of recoverable amount Alex Fertilizer Discount rate + 0.5% 31 989 602 In case of an increase in the

discount rate by 0.5%, it would result in a decrease in the recoverable amount by USD 31 989 602. However, this does not lead to an impairment of goodwill, as the recoverable amount of the CGU still exceeds its carrying amount.

Terminal Growth Rate

- 0.5% 22 803 718 In case of a decrease in the

terminal growth rate by 0.5%, it would result in a decrease in the recoverable amount by USD 22 803 718. However, this does not lead to an impairment of goodwill, as the recoverable amount of the CGU still exceeds its carrying amount.

	Assumptions	Changes in assumptions	Decrease of recoverable amount
Spera Misr for Chemicals and	Discount rate	+ 0.5%	20 882 777	In case of an increase in the discount rate by 0.5%, it
Plastics				would result in a decrease in
				the recoverable amount by
				USD 20 882 777. However,
				this does not lead to an
				impairment of goodwill, as
				the recoverable amount of
				the CGU still exceeds its
				carrying amount.
	Terminal Growth Rate	- 0.5%	14 969 743	In case of a decrease in the terminal growth rate by
				0.5%, it would result in a
				decrease in the recoverable
				amount by USD 14 969
				743. However, this does not
				lead to an impairment of
				goodwill, as the recoverable
				amount of the CGU still
				exceeds its carrying amount.
National Gas Company	Discount rate	+ 0.5%	6 594 265	In case of an increase in the discount rate by 0.5%, it
(NATGAS)				would result in a decrease in
				the recoverable amount by
				USD 6 594 265. However,
				this does not lead to an
				impairment of goodwill, as
				the recoverable amount of
				the CGU still exceeds its
				carrying amount.

National Gas	Terminal	- 0.5%	4 874 918	In case of a decrease in the
Company	Growth Rate			terminal growth rate by 0.5%,
(NATGAS)				it would result in a decrease
				in the recoverable amount by
				USD 4 874 918. However,
				this does not lead to an
				impairment of goodwill, as
				the recoverable amount of the
				CGU still exceeds its carrying
				amount.
El Fayoum Gas	Discount rate	+ 0.5%	362 610	In case of an increase in the discount rate by 0.5%, it
				would result in a decrease in
				the recoverable amount by
				USD 362 610. However, this
				does not lead to an

impairment of goodwill, as the recoverable amount of

Assumptions Changes in assumptions Decrease of recoverable amount

the CGU still exceeds its carrying amount.

Terminal

Growth Rate

- 0.5% 178 888 In case of a decrease in the

terminal growth rate by 0.5%, it would result in a decrease in the recoverable amount by USD 178 888. However, this does not lead to an impairment of goodwill, as the recoverable amount of the CGU still exceeds its carrying amount.

Right of use assets

Right of use assets represents the value of land and buildings leased by the group to carry out its business and is as follows:

	31/12/2025	31/12/2024
Cost Cost at the beginning of the year	8 654 797	10 180 719
Additions	25 456 228	683 243
Cost of assets derecognized due to loss of control during the year Effect of change in foreign exchange rates	(310 645) 185 776	- (2 209 165)
Cost at the end of the year	33 986 156	8 654 797
Accumulated amortization
Accumulated depreciation at the beginning of the year Depreciation	(3 908 186) (1 327 348)	(3 447 433) (952 519)
Accumulated depreciation of assets derecognized due to loss of control during the year Effect of change in foreign exchange rates	224 000 (69 916)	- 491 766
Accumulated amortization at the end of the year	(5 081 450)	(3 908 186)
Net carrying amount	28 904 706	4 746 611

Present value of the total liabilities resulted from right of use as follows:

	31/12/2025	31/12/2024
Non-current lease contracts liabilities	31 272 396	5 378 533
Current lease contracts liabilities	1 033 647	1 135 308
	32 306 043	6 513 841

Movement in lease contracts liabilities as follows:

31/12/2025		31/12/2024
Balance at the beginning of the year	6 513 841		9 041 863
Interest on lease contracts liabilities	1 977 644		881 851
Additions during the year	25 456 228		683 243
Installments paid for lease liabilities	(1 420 422)		(1 407 664)
Discontinued operations	(126 938)		-
Effect of movement in exchange rates	(94 310)		(2 685 452)
Balance at the end of the year	32 306 043		6 513 841

Biological assets

	31/12/2025	31/12/2024
Tree forests	139 179	135 205
Wages, salaries, and consultations	575 714	625 289
Fertilizers and pesticides	112 179	100 640
Equipment rent	86 175	65 538
Right of use assets' amortization	112 716	105 953
Right of use assets' interest	281 518	255 261
Property plant and equipment' depreciation	402 433	522 834
Other	289 367	266 144
Change in fair value	1 258 381	(275 886)
	3 257 663	1 800 978

This balance is represented in the acquisition cost of the tree forest (Camphor, Casuarina and Sesbania trees) which is located on plots of land leased by one of the Group's companies. The group's management reclaimed and cultivated an area of 2,652 acres with tree forests; below are the key assumptions used in measurement of the fair value, as significant unobservable inputs were used:
- All crops are still in the experimental cultivation stage.
- All Sesbania trees crops are still in the first agricultural cycle.
- There is no possibility to estimate the productivity of an acre to a reasonable degree.
- Based on technical opinion as at the reporting date, the highest productivity for an acre at the time of expected harvest was estimated.
- Lack of an active market for all planted crops.
- It is not possible to determine a comparative price.
  Fair value measurement
The biological assets were classified in the third level of the fair value model based on the inputs of the valuation methods used.
The total losses and profits resulting from that classification were included in the other income item in the consolidated financial statements.

Movement in biological assets as follows:

	31/12/2025	31/12/2024
Balance at the beginning of the year	1 800 978	2 256 495
Additions (costs incurred during the year)	260 324	276 854
Change in amortization of right of use assets during the year Change in interest of right of use assets during the	6 763 26 257	32 096 76 232
year Change in depreciation of fixed assets during the	(120 401)	165 772
year Transferred to inventory during the year	-	(187 140)
Translation differences	(250 525)	(1 028 445)
Change in fair value		209 114
Balance at the end of the year	1 534 267	1 800 978