Translated from Arabic
Valmore Holding"Formerly known as Egypt Kuwait Holding Company"
Separate Financial Statements
For the financial year ended at December 31, 2025 and independent auditor's report
Valmore Holding "Formerly known as Egypt Kuwait Holding Company" (An Egyptian Joint Stock Co.) | |||
Separate Financial Statements | |||
Financial year ended at December 31, 2025 | |||
Translated | |||
Contents | Page | ||
Independent auditor's report | 1-2 | ||
Separate statement of financial position | 3 | ||
Separate statement of profit or loss | 4 | ||
Separate statement of comprehensive income | 5 | ||
Separate statement of changes in equity | 6 | ||
Separate statement of cash flows | 7 | ||
Notes to the separate financial statements | 8 - 44 | ||
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 SEPARATE FINANCIAL STATEMENTS
Introduction
We have audited the accompanying separate financial statements of Valmore Holding - S.A.E -(Formerly known as Egypt Kuwait Holding) ("the Company"), represented in the separate statement of financial position as at 31 December 2025, and the related separate 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 separate financial statements
These separate financial statements are the responsibility of the Company's management. Management is responsible for preparing and presenting the 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 presentation of 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 separate 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 financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's professional judgment, including the assessment of the risks of material misstatement of the 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 financial statements in order to design audit procedures that are reasonable 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 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 separate financial statements.
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 SEPARATE FINANCIAL STATEMENTS (Continued)
Opinion
In our opinion, the separate financial statements referred to above, give a true and fair view, in all material respects, of the separate financial position of the Company as at 31 December 2025, and of its separate financial performance and its separate cash flows for the year then ended in accordance with Egyptian Accounting Standards and the related applicable Egyptian laws and regulations.
Emphasis of a matter
Without qualifying our opinion, we draw attention to note (14), in the accompanying financial statements. The Company has investments in subsidiaries and prepares consolidated financial statements as at 31 December 2025 in accordance with Egyptian Accounting standards and the related applicable Egyptian laws and regulations, for a better understanding of the Group's consolidated financial position as at 31 December 2025 and its consolidated financial performance and its cash flows for the year's end then ended, the matter necessitates reference to the consolidated financial statements.
Report on Other Legal and Regulatory Requirements
The Company maintains proper accounting records that comply with the laws and The Company's articles of association and the separate financial statements agree with The Company's records.
The financial information included in the Board of Directors' Report, prepared in accordance with Law No. 159 of 1981 and its executive regulation, is in agreement with the books of The Company insofar as such information is recorded their in.
Auditor
Ashraf Mohamed Ismail
FESAA FEST (RAA 9380)
(EFSA 102)
Cairo: 1 March 2026
Yalrnore Holding "Formerly known os Egypt Kuwait Holding Compsny• (An Egygtlan Joiot Stoek Company) Separate statement of £naneieT position as et December 3t, 2025 | Trowloted from Arabie | |||
AJI amounts are greseoted in US Dollars | ||||
f''1ote No. | 3t-M-2024 | |||
Assets | ||||
Non-current assets | ||||
Invesimepls in subsidiaries | (i4) | 94 1 981 342 | 13338280 | |
Equity - accounted investees (asso rate companies) | ( IS) | 29 865 557 | %747%7 | |
Investments aI fair vaiue ttirougfi other comprehensive income | ( I 6) | 1 450 | 1904388 | |
Fixed assets and projecIs under construction | ( I 7) | 16 877 38 I | l42L29 | |
Total non-current assets | 988 325 330 | I 7d7##7 | ||
CuweesI ossets | ||||
Czsh and cash equivalents | ( 18) | 8 387 068 | 4 574 906 | |
Investments at tair value through profit or loss | 369 173 | |||
Due from subsidiaries, associates & related parties | 332 0d8 358 | 75 074 8l6 | ||
Other current assets | t I9) | 2 621 226 | 3 451 813 | |
Total current assets | 343 056 652 | 83 470 '708 | ||
T0taI assets | I 33t 782 382 | 1 460 228 5t 5 | ||
Cqulw and IIablities | ||||
zquiW' | ||||
Capital | (20) | 295 807 387 | 281 721 321 | |
Legal reserve | (2 I ) | 140 860 661 | 137 960 942 | |
Fair value reserve | (22) | 499 | 488 050 | |
Retained earnings | 106 338 03I | i l5 864 7I5 | ||
Treasury shares | (23) | 1 6 593 759) | ( 7 880 436) | |
Total Equity | 5$b 412 819 | 538 t 54 592 | ||
hon-eurrent liabilities | ||||
Loans and bank Facilities | (24) | 304 385 874 | 219 602 503 | |
Notes payable and other creditors | (25) | I I 7d 930 | 1 639 225 | |
Total non-curren I liabilities | 305 562 804 | 221 241 728 | ||
Current liabilities | ||||
Loans and bank facilities | (24] | I87 l24 l28 | 160 169 222 | |
Due to subsidiaries, associates & related parties | (2-27) | 285 308 362 | 536 936 019 | |
Notes payable and other creditors | (25) | 3 206 354 | 5 I08 993 | |
Provisions | t26) | 14 267 915 | 8 617 96 1 | |
795 369 563 | 932 073 923 | |||
1 33t 782 382 | 1 460 228 EU | |||
"Tbe aecomganying notes are en integreT pgrt oF t6e separate flaaneiaT statements and to be read | therewith. |
Group Cnlef Flnanclal Officer Medhot Hsmed Tonyn
*Independent AuHitpr's Report "attached "
Managing Director
Jon RoLL
Vatmore
C.R 114048 '
DINQ
•3•
Valmore Holding "Formerly known as Egypt Kuwait Holding Company" (An Egyptian Joint Stock Company) Separate statement of income for the financial year ended December 31, 2025 | Translated from Arabic | |||
All amounts are presented in US Dollars | ||||
Note No. | 2025 | 2024 | ||
Operating Revenues Income from investments in subsidiaries | (5) | 285 420 195 | 126 848 188 | |
Income from investments in associates | (6) | 270 348 | 364 049 | |
Income from financial investments at fair value through profit or loss | - | 23 060 | ||
Income from financial investments at fair value through other comprehensive income | - | 118 882 | ||
Change in fair value of financial investments at fair value through profit or loss | - | 8 620 | ||
Income from financial assets at amortized cost | - | 661 173 | ||
Income from selling investments in subsidiaries | (7) | 46 382 007 | - | |
Income from selling financial assets at fair value through profit or loss | 194 908 | - | ||
Total | 332 267 458 | 128 023 972 | ||
General and administrative expenses | (8) | ( 10 456 134) | ( 15 581 268) | |
Board members remunerations | ( 47 000) | ( 47 000) | ||
Fixed assets' depreciation | (17) | ( 433 165) | ( 514 697) | |
Expected credit Loss ( Reversal ) | (9) | 34 447 030 | ( 6 228 078) | |
Other revenues | (10) | 10 567 213 | 9 833 869 | |
Other expenses | (11) | (258 607 985) | ( 178 186) | |
Gain on sale of fixed assets | 3 041 | 311 846 | ||
Total operating profit | 107 740 458 | 115 620 458 | ||
Finance income | 1 076 994 | 461 253 | ||
Finance costs | ( 11 881 021) | ( 43 677 490) | ||
Foreign currency translation differences | ( 40 089 287) | 33 103 314 | ||
Net profit before income tax | 56 847 144 | 105 507 535 | ||
Income tax | (12) | - | - | |
Net profit for the year | 56 847 144 | 105 507 535 | ||
Basic / diluted earnings per share (US cent / Share) | (13) | 3.88 | 8.02 |
* The accompanying notes are an integral part of the separate financial statements and to be read therewith.
Valmore Holding
"Formerly known as Egypt Kuwait Holding Company"
(An Egyptian Joint Stock Company)
Separate statement of comprehensive income for the financial year ended December 31, 2025
Translated from Arabic
All amounts are presented in US Dollars | |||||
Note No. | 2025 | 2024 | |||
Net profit for the year Other comprehensive items | 56 847 144 | 105 507 535 | |||
Items may be reclassified in the separate income statement Investments at fair value through other comprehensive income | 1 005 103 | 45 056 | |||
Total other comprehensive income for the year after deducting tax | 1 005 103 | 45 056 | |||
Total comprehensive income for the year
57 852 247
105 552 591
* The accompanying notes are an integral part of the separate financial statements and to be read therewith.
Valmore Holding Translated from Arabic
"Formerly known as Egypt Kuwait Holding Company"
(An Egyptian Joint Stock Company)
Separate statement of changes in equity for the financial year ended December 31, 2025
All amounts are presented in US Dollars
Issued & paid up
Legal
Fair value
Retained
Treasury
Description
capital
reserve
reserve
earnings
shares
Total
Balance as of January 1, 2024 | 281 721 321 | 133 896 975 | 442 994 | 90 451 740 | ( 3 349 840) | 503 163 190 | ||||||
Comprehensive income Net profit for the year | - | - | - | 105 507 535 | - | 105 507 535 | ||||||
Other comprehensive income for the year | - | - | 45 056 | - | - | 45 056 | ||||||
Total comprehensive income for the year | - | - | 45 056 | 105 507 535 | - | 105 552 591 | ||||||
Transactions with shareholders Transferred to legal reserve | - | 4 063 967 | - | ( 4 063 967) | - | - | ||||||
Employees' dividends | - | - | - | ( 1 064 287) | - | ( 1 064 287) | ||||||
Shareholders' dividends | - | - | - | ( 67 592 622) | - | ( 67 592 622) | ||||||
Board members' remunerations | - | - | - | ( 7 123 742) | - | ( 7 123 742) | ||||||
Purchase of treasury shares | - | - | - | - | ( 14 510 318) | ( 14 510 318) | ||||||
Sale of treasury shares | ( 249 942) | 9 979 722 | 9 729 780 | |||||||||
Total transactions with shareholders | - | 4 063 967 | - | (80 094 560) | (4 530 596) | (80 561 189) | ||||||
Balance as of December 31, 2024 | 281 721 321 | 137 960 942 | 488 050 | 115 864 715 | ( 7 880 436) | 528 154 592 |
Balance as of January 1, 2025 | 281 721 321 | 137 960 942 | 488 050 | 115 864 715 | ( 7 880 436) | 528 154 592 | ||||
Comprehensive income Net profit for the year | - | - | - | 56 847 144 | - | 56 847 144 | ||||
Other comprehensive income for the year | - | - | ( 487 551) | 1 492 654 | - | 1 005 103 | ||||
Total comprehensive income for the year | - | - | ( 487 551) | 58 339 798 | - | 57 852 247 | ||||
Transactions with shareholders Capital | 14 086 066 | - | - | ( 14 086 066) | - | - | ||||
Transferred to legal reserve | - | 2 899 719 | - | ( 2 899 719) | - | - | ||||
Employees' dividends | - | - | - | ( 2 415 402) | - | ( 2 415 402) | ||||
Shareholders' dividends | - | - | - | ( 39 117 121) | - ( | 39 117 121) | ||||
Board members' remunerations | - | - | - | ( 8 500 000) | - | ( 8 500 000) | ||||
Purchase of treasury shares | - | - | - | - | ( 7 353 615) | ( 7 353 615) | ||||
Sale of treasury shares | - | - | - | ( 848 174) | 8 640 292 | 7 792 118 | ||||
Total transactions with shareholders | 14 086 066 | 2 899 719 | - | (67 866 482) | 1 286 677 | (49 594 020) | ||||
Balance as of December 31, 2024 | 295 807 387 | 140 860 661 | 499 | 106 338 031 | ( 6 593 759) | 536 412 819 |
* The accompanying notes are an integral part of the separate financial statements and to be read therewith.
Valmore Holding "Formerly known as Egypt Kuwait Holding Company" (An Egyptian Joint Stock Company) Separate statement of cash flows for the financial year ended December 31, 2025 | Translated from Arabic | ||||
All amounts are presented in US Dollars | |||||
Note No. | 2025 | 2024 | |||
Cash flows from operating activities | |||||
Net profit for the year before income tax | 56 847 144 | 105 507 535 | |||
Adjustments for: | |||||
Fixed assets' depreciation | (16) | 433 165 | 514 697 | ||
Income from investments in subsidiaries | (5) | (285 420 195) | (126 848 188) | ||
Income from investments in associates | (6) | ( 270 348) | ( 364 049) | ||
Income from investments at fair value through other comprehensive income | - | ( 118 882) | |||
Income from investments at fair value through profit or loss | - | ( 23 060) | |||
Changes in fair value of investments at fair value through profit or loss | - | ( 8 620) | |||
Income from financial investments at amortized cost | - | ( 661 173) | |||
Income from sale of investments at fair value through profit or loss | ( 194 908) | - | |||
Income from sale of investments in subsidiaries | (46 382 007) | - | |||
Gain on sale of fixed assets | ( 3 041) | ( 311 846) | |||
Gain on sale of fixed assets | 6 308 140 | (32 641 065) | |||
Imparment losses inSubsidiaries | 250 958 031 | - | |||
Reversal of impairment losses for investments accounted for in equity method (associate companies) | (3 117 720) | (9 833 869) | |||
Expected credit Loss ( Reversal ) | (32 449 000) | ( 113 492) | |||
Finance income | 40 089 287 | 43 677 490 | |||
Finance costs | (1 076 994) | ( 461 253) | |||
(14 278 446) | (21 685 775) | ||||
Change in: | |||||
Other current assets | ( 347 517) | 2 907 438 | |||
Financial investments at fair value through profit or loss | 564 081 | - | |||
Due from subsidiaries, associates & related parties | (135 230 808) | (408 923 480) | |||
Due to subsidiaries, associates & related parties | (251 727 657) | 481 691 750 | |||
Notes payable and other creditors | (2 364 934) | (1 115 416) | |||
Provisions | 5 649 954 | 108 892 | |||
Cash provided (used in) from operating activities | (397 735 327) | 52 983 409 | |||
Cash flows from investing activities | |||||
Collected credit interest | 1 076 994 | 461 253 | |||
Payments for acquisition of fixed assets and projects under construction | (3 033 017) | ( 354 057) | |||
Proceeds from the sale of fixed assets | 3 041 | 386 073 | |||
proceeds from financial investments at amortized cost | - | 6 055 503 | |||
Proceeds from financial investments at fair value through other comprehensive income | 35 357 041 | 118 882 | |||
Payments for the acquisition of investments in subsidiaries | (1 477 224) | ( 713 671) | |||
Proceeds from the sale of investments in subsidiaries | (7) | 67 005 177 | - | ||
Dividends collected from investments in subsidiaries | 286 597 953 | 19 318 965 | |||
Dividends collected from sale of investments at fair value through profit or loss | - | 23 060 | |||
Dividends collected from investments in associates | 270 348 | 345 847 | |||
Net cash provided from investing activities | 385 800 314 | 25 641 855 | |||
Cash flows from financing activities | |||||
Payments of loans & facilities | (280 642 696) | (229 445 682) | |||
Proceeds from loans & facilities | 345 983 891 | 224 371 243 | |||
Payments for purchasing treasury shares | (7 353 615) | (14 510 318) | |||
Proceeds from sale of treasury shares | 7 792 118 | 9 729 780 | |||
Dividends payments | (50 032 523) | (74 716 364) | |||
Net cash from (used in) financing activities | 15 747 175 | (84 571 341) | |||
Net change in cash and cash equivalents during the year | 3 812 162 | (5 946 077) | |||
Cash and cash equivalents at beginning of the year | 4 901 945 | 10 848 022 | |||
Cash and cash equivalents at end of the year | (18) | 8 714 107 | 4 901 945 |
* The accompanying notes are an integral part of the separate financial statements and to be read therewith.
Valmore Holding
"Formerly known as Egypt Kuwait Holding Company
"(An Egyptian Joint Stock Company ) Translated from Arabic
Notes to the separate Financial Statements for the financial year ended December 31, 2025 All amounts are presented in US Dollars unless otherwise indicated
Background and activities
Valmore Holding Co. "formerly known as - Egypt Kuwait Holding Company "(The 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 Market. 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 company's commercial register was annotated to reflect a change in the company's name, whereby the company's name was amended to "Valmore Holding" instead of its former name, "Egypt Kuwait Holding Company."
On March 31, 2022, the General Assembly of the shareholders of the Holding Company approved to extend the duration of the Company for additional 25 years.
The parent company is listed on the official schedule of the stock exchange in the Arab Republic of Egypt and the State of Kuwait.
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 separate financial statements
The separate financial statements have been prepared in accordance with Egyptian accounting standards and in compliance with Egyptian Laws.
The separate financial statements were authorized for issuance by the Board of Directors of the Company on March 1, 2026.
The details of the most important accounting policies of the company are included in Note No. 30.
Functional and presentation currency
The separate financial statements are presented in USD which is the Company's functional currency.
Basis of measurement and assumptions
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.
A- Judgments
Information about judgements made in applying accounting policies that have the most significant effects on the amounts recognized in the financial statements is included in the following notes:
Note No. 31-2 - revenue recognition: revenue is recognized as detailed in the accounting policies applied.
Note No. 31-8 - equity-accounted investees (associates Companies): whether the company has significant influence over an investee.
B- Assumptions and estimation uncertainties
Information about assumptions and estimation uncertainties on December 31, 2025, that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities in the next financial year is included in the following notes:
Note No. 31-2 - revenue recognition: estimation of expected revenues.
Note No. 31-13 - measurement of ECL for cash at banks, due from related parties, debtors and other debit balances.
Note No. 31-14 - recognition and measurement of provisions and contingencies: key assumptions about the likelihood and magnitude of an outflow of resources.
C- Measurement of fair value
A certain number of the Co.'s accounting policies and disclosures require measurement of fair values,
for both financial and non-financial assets and liabilities.
The Company has established control framework with respect to measurement fair of values. This includes the presence of valuation team that has overall responsibility for reviewing all fair values including fair value up to level (3), and a report of those values and methods of measuring is being issued directly to the CFO.
Valuation team regularly reviews important non-observable inputs and evaluation adjustments.
If third party information is used to measure fair values, such as broker quotations or pricing services, the valuation team evaluates the evidence obtained from third parties to support the conclusion that such valuations meet the requirements of accounting standards, including the level in the fair value hierarchy in which the valuations should be classified.
Material valuation issues are reported to the Company's Audit Committee.
Accreditation is measured in the fair value of assets and liabilities mainly on available market data, and the data that is relied upon in the evaluation is classified according to the following hierarchy:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: inputs of the 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 liability are located at different levels in the fair value hierarchy, the entire fair value measurement will be classified at the same level as the lowest level of the material input for the entire measurement.
The Company recognizes transfers between levels of the fair value hierarchy at the end of the financial period during which the change has occurred.
5- Income from investments in subsidiaries | ||
2025 | 2024 | |
Bawabet Al Kuwait Holding Co. | 21 687 726 | 105 513 015 |
Alexandria for Fertilizers | 11 220 753 | 18 695 826 |
International Financial Investments Co. | 250 000 000 | - |
Delta Insurance | 2 506 402 | 2 638 859 |
Fayoum Gas | - | 218 |
National Gas "Natgas" | 5 314 | 270 |
285 420 195 | 126 848 188 | |
-
Income from investments in associates
2025
2024
270 348
364 049
270 348
364 049
EL - Mohandas Insurance Co.
-
Income from selling investments in subsidiaries
On 22 October 2025, the Company's Board of Directors unanimously approved the sale of the Company's entire shareholding in Delta Insurance Company at the price offered under the mandatory tender offer submitted by Wafa Insurance Company, amounting to EGP 40 (forty Egyptian pounds) per share, for a total consideration of EGP 3.169 billion (equivalent to USD 67,005,177). The transaction was completed on 30 October 2025, resulting in a gain of USD 46,382,007.
2025
2024
2 091 187
1 310 879
1 074 577
1 721 238
1 202 729
1 094 764
1 929 628
5 631 186
337 569
253 959
213 305
-
172 666
267 390
130 036
90 935
321 708
114 701
120 482
209 989
270 792
283 461
614 778
1 834 765
1 436 504
2 019 777
540 173
748 224
10 456 134
15 581 268
- General and administrative expenses
Salaries
Professional & consultants fees Subscriptions
Governmental fees
Travel, accommodations & transportations Project studies
Social solidarity contributions Gifts
Rent and utilities
Maintenance, cleaning, and security Insurance
Training
Withholding tax on dividend distributions Others
9- Expected credit reverse ( loss ) | ||
Note | 2025 | 2024 |
Other financial assets at amortized cost (16) | 32 449 000 | (81 955) |
Due from related parties (27) | 1 998 030 | 6 341 570 |
Cash & cash equivalents | - | (31 537) |
34 447 030 | (6 228 078) | |
10- Other Revenues | ||
2025 | 2024 | |
Reversal of impairment losses for investments accounted | 3 117 720 | 9 833 869 |
for in equity method (associate companies) Waived payables | 3 149 100 | - |
Reversal of accrued Training and Qualification Fund | 2 288 683 | - |
expense Provisions no longer required | 2 000 000 | - |
Other revenues | 11 710 | - |
10 567 213 | 9 833 869 | |
-
Other expenses
2025 2024
Impairment losses 250 958 033 -
Provisions formed during the year 7 649 954 178 186
258 607 987 178 186
-
Income tax
2025
2024
Current income tax expense
-
-
Deferred income tax benefit
-
-
-
-
Adjustments to calculate effective tax rate
2025
2024
Net accounting profit before income tax
56 847 144
105 507 535
22.5%
22.5 %
12 790 607
23 739 195
372 707
(818 880)
(65 057 625)
(22 920 315)
Tax rate
Expected income tax on accounting profit
Impact of provisions
49 284 728
-
Depreciation effect
(63 648)
-
Effect of foreign exchange differences
2 673 231
-
Tax according to separate income statement
-
-
Effective tax rate
-
-
Expenses not applicable to tax deduction Tax exemptions
-
Basic / diluted earnings per share
The calculation of basic / diluted earnings per share on December 31, 2025, was based on the profit attributable to shareholders and weighted average number of outstanding shares as follows:
Net profit for the year
2025
56 847 144
2024
105 507 535
Employees share in profit- estimated / Approved Board member's remuneration share in profit-estimated / Approved
Shareholders' share in profit for the year
Weighted average number of outstanding shares at the year end
Basic / diluted earnings per share (US cent / Share)
(3 180 174)
(8 059 119)
45 607 851
1 174 962 770
3.88
(2 415 402)
(8 500 000)
94 592 133
1 179 817 193
8.02
Weighted average number of outstanding shares is calculated as follows:
2025
2024
The number of outstanding shares at the beginning of the
1 117 642 474
1 122 887 407
year
Effect of Bonus Share Issue (Note 20 - Issued and Paid-up
56 344 264
56 344 264
Capital)
Weighted average of treasury shares sold during the year
3 682 090
8 135 657
Weighted average of treasury shares purchased during the
(2 706 058)
(7 550 135)
year
Weighted average of outstanding shares at year end
1 174 962 770
1 179 817 193
Valmore Holding Translated from Arabic
"Formerly known as Egypt Kuwait Holding Company"
(An Egyptian Joint Stock Company)
Notes to the separate financial statements for the financial year ended December 31, 2025 (Cont.) All amounts are presented in US Dollars
Investments in subsidiaries
The balance is represented in the book value of company's share in subsidiaries' capital as follows:
Description | Legal form | Capital contribution % | Paid contribution % | Book Value as of 31/12/2025 | Book Value as of 31/12/2024 | |
Globe telecom | S.A.E | 99,93 | 100 | 871 483 | 871 483 | |
Globe Fiber for Communications and | S.A.E | 44,9 | 10 | 119 098 | 119 098 | |
Information | ||||||
S.A.E under | 379 962 000 | 379 962 000 | ||||
International Financial Investments Co. | private free zone | 99,99 | 100 | |||
system | ||||||
Bawabet Al Kuwait Holding Co. (a) | K.S.C. | 94.67 | 100 | 290 529 930 | 290 529 930 | |
Delta Insurance | S.A.E | 63.39 | 100 | - | 20 623 170 | |
Globe for Communications & Information technology | S.A.E | 99 | 25 | 435 039 | 435 039 | |
ECO for Industrial Developments | S.A.E | 99 | 25 | 837 091 | 837 091 | |
VHN Co. | Limited liability Co. at Netherlands | 100 | 100 | 363 126 114 | 484 868 848 | |
MAT For Trading Co. | S.A.E | 99 | 100 | 27 903 | 27 903 | |
Alexandria for Fertilizers Co. * (a) | S.A.E | 18.6958 | 100 | 51 851 401 | 51 851 401 | |
National Gas co. " NATGAS" *(a) | S.A.E | 0,008 | 100 | 8 756 | 8 756 | |
Sprea Misr for Chemicals and Plastics * | S.A.E | 0,022 | 100 | 25 990 | 25 990 | |
National Co. for Electricity Technology *(a) | S.A.E | 0,0072 | 100 | 6 530 | 6 530 | |
Fayoum Gas Company * | S.A.E | 0,3 | 100 | 34 175 | 34 175 | |
Henosis for Constructions and Real State Development * | S.A.E | 5,4 | 53,33 | 97 407 | 97 407 | |
Egyptian Company for Petrochemicals * | S.A.E | 0,4 | 100 | 13 416 | 13 416 | |
Asprea for Petrochemicals * | S.A.E | 0,000667 | 100 | 106 | 106 | |
Kahraba Future Co.* | S.A.E | 0,002 | 25 | 16 | 16 | |
Gas Technology Co. "Go Gas" * | S.A.E | 0,01 | 25 | 15 895 | 15 895 | |
Bedayty for Microfinancing Co. * | S.A.E | 25,002 | 100 | 2 414 434 | 2 414 434 | |
Bedayty for Consumer finance Co. * | S.A.E | 49,996 | 25 | 2 549 985 | 1 059 687 | |
MEGA ME For trading Co. | S.A.E | 95 | 100 | 120 942 | 120 942 | |
OGI Capital Limited | S.A | 100 | 100 | 100 000 000 | 100 000 000 | |
Egyptian Kuwaiti Advanced Company for Operation and Maintenance | S.S.C | 100 | 100 | 26 655 | 39 729 | |
1193 074 366 1333 963 046
Impairment losses ( 251 093 024) ( 134 993)
941 981 342 1333 828 053
* The Company indirectly owns over 50% of these companies' shares through some of its subsidiaries (all these investments under common control).
(a) All shares are pledged to a bank against bank loans granted to the company in US Dollars.
Valmore Holding Translated from Arabic
"Formerly known as Egypt Kuwait Holding Company"
(An Egyptian Joint Stock Company)
Notes to the separate financial statements for the financial year ended December 31, 2025 (Cont.) All amounts are presented in US Dollars
14- (continue)Investments in subsidiaries
(**)The impairment loss balance as follows: | Balance as of | Formed during | Balance as of | ||
31/12/2024 | the year | 31/12/2025 | |||
Globe Fiber for Communications and Information | ( 119 098) | - | ( 119 098) | ||
Gas Technology Co. "Go Gas" * | ( 15 895) | - | ( 15 895) | ||
International Financial Investments Co. | - | (250 000 000) | (250 000 000) | ||
ECO for Industrial Developments | - | ( 837 091) | ( 837 091) | ||
MEGA ME For trading Co. | - | ( 120 940) | ( 120 940) | ||
( 134 993) | (250 958 031) | (251 093 024) | |||
15- Investments in associates | |||||
Ownership % | 31/12/2025 | 31/12/2024 | |||
Investments listed in stock exchange | |||||
El Mohandas Insurance Co. | 24.99 | 16 913 968 | 16 913 968 | ||
Investments not listed in stock exchange | |||||
Egyptian for Oil Tankers Co. | 30 | 15 000 000 | 15 000 000 | ||
Building Materials Industries Co. | 15.07 | 18 891 771 | 18 891 771 | ||
50 805 739 | 50 805 739 |
Impairment losses "Egyptian Tankers Co." (4 033 475) (5 166 131)
Impairment losses " Building Materials Industries Company " (16 906 707) (18 891 771)
29 865 557 16 913 968
The Company exercises significant influence over the above investee companies based on its meaningful representation of the board of directors and the decision-making process.
16- Financial investments at fair value through other comprehensive income
The following investments are classified as financial investments at fair value through other comprehensive income , as per the company management's intention to keep these investments as long term investments for strategic purposes .
Capital contribution | Paid contribution | Book value as of | Book value as of | ||||||
Description | Legal Form | % | % | 31/12/2025 | 31/12/2024 | ||||
Government bonds | - | - | - | - | 90 041 645 | ||||
Cairo Poultry Co. | S.A.E | 1.48 | 100 | - | 1 903 213 | ||||
Others | - | - | - | 1 450 | 1 175 | ||||
1 450 | 91 946 033 | ||||||||
Expected credit losses * | - | (90 041 645) | |||||||
1 450 | 1 904 388 | ||||||||
Non-current | 1 450 | 1 904 388 | |||||||
Current | - | - | |||||||
1 450 | 1 904 388 | ||||||||
(*) Expected credit losses
Balance at the beginning of the year | 90 041 645 | 90 041 645 | |
Reversal of expected credit losses | (32 449 000) | - | |
Balance closure due to disposal of investment | (57 592 645) | - | |
- | 90 041 645 |
Valmore Holding
"Formerly known as Egypt Kuwait Holding Company"
(An Egyptian Joint Stock Company)
Notes to the separate financial statements for the financial year ended December 31, 2025 (Cont.) All amounts are presented in US Dollars
16- Property, plant and equipment and projects under construction
Furniture &
Advance payments for
Translated from Arabic
Headquarter Land
Headquarter Building
office equipment
Furnishing & decorations
Vehicles & transportation
Air Conditions
Computers & software
purchasing fixed assets
Projects under construction
Total
Cost as of 1/1/2024 | 4 302 476 | 9 | 468 944 | 416 503 | 751 822 | 2 096 064 | 85 590 | 1 072 388 | - | 666 941 | 18 860 728 | |||||||||
Additions | - | - | 12 814 | 350 372 | 395 650 | - | 67 711 | - | ( 472 490) | 354 057 | ||||||||||
Disposals | - | - | - | - | (1 378 860) | - | ( 4 141) | - | - | (1 383 001) | ||||||||||
Cost as of 31/12/2024 | 4 302 476 | 9 | 468 944 | 429 317 | 1 102 194 | 1 112 854 | 85 590 | 1 135 958 | - | 194 451 | 17 831 784 | |||||||||
Cost as of 1/1/2025 | 4 302 476 | 9 | 468 944 | 429 317 | 1 102 194 | 1 112 854 | 85 590 | 1 135 958 | - | 194 451 | 17 831 784 | |||||||||
Additions | - | - | 12 204 | - | - | - | 107 679 | 1 265 094 | 1 648 040 | 3 033 017 | ||||||||||
Disposals | - | - | ( 82 679) | - | ( 101 951) | ( 39 141) | ( 737 771) | - | - | ( 961 542) | ||||||||||
Cost as of 31/12/2025 | 4 302 476 | 9 | 468 944 | 358 842 | 1 102 194 | 1 010 903 | 46 449 | 505 866 | 1 265 094 | 1 842 491 | 19 903 259 | |||||||||
Accumulated depreciation as of 1/1/2024 | - | 430 050 | 354 039 | 620 238 | 1 899 042 | 75 424 | 969 539 | - | - | 4 348 332 | ||||||||||
Depreciation | - | 205 463 | 16 272 | 46 379 | 165 773 | 3 183 | 77 627 | - | - | 514 697 | ||||||||||
Accumulated depreciation of disposals | - | - | - | - | (1 304 633) | - | ( 4 141) | - | - | (1 308 774) | ||||||||||
Accumulated depreciation as of 31/12/2024 | - | 635 513 | 370 311 | 666 617 | 760 182 | 78 607 | 1 043 025 | - | - | 3 554 255 | ||||||||||
Accumulated depreciation as of 1/1/2025 | - | 635 513 | 370 311 | 666 617 | 760 182 | 78 607 | 1 043 025 | - | - | 3 554 255 | ||||||||||
Depreciation | - | 173 812 | 15 384 | 51 359 | 127 362 | 2 116 | 63 132 | - | - | 433 165 | ||||||||||
Accumulated depreciation of disposals | - | - | ( 82 679) | - | ( 101 951) | ( 39 141) | ( 737 771) | - | - | ( 961 542) | ||||||||||
Accumulated depreciation as of 31/12/2025 | - | 809 325 | 303 016 | 717 976 | 785 593 | 41 582 | 368 386 | - | - | 3 987 420 | ||||||||||
Net Book value as of 31/12/2024 | 4 302 476 | 8 833 431 | 59 006 | 435 577 | 352 672 | 6 983 | 92 933 | - | 194 451 | 14 277 529 | ||||||||||
Net Book value as of 31/12/2025 | 4 302 476 | 8 659 619 | 55 826 | 384 218 | 225 310 | 4 867 | 137 480 | 1 265 094 | 1 842 491 | 16 877 381 | ||||||||||
Profit form selling Fixed assets is calculated as follows : | ||||||||||||||||||||
2025-12-31 | 2024-12-31 | |||||||||||||||||||
Cost of Fixed assets disposed | 961 542 | 1 383 001 | ||||||||||||||||||
accumulated depreciation of Fixed assets disposed | ( 961 542) | (1 308 774) | ||||||||||||||||||
Net carrying amount for assets disposed | - | 74 227 | ||||||||||||||||||
Proceeds from selling fixed assets | 3 041 | 386 073 | ||||||||||||||||||
profit form selling fixed assets | 3 041 | 311 846 | ||||||||||||||||||
-16-
-
Cash and cash equivalents
31/12/2025
31/12/2024
Banks - current accounts
7 864 750
2 076 387
Banks - time deposits (less than three months)
795 329
2 729 894
Cash on hand
54 028
95 664
8 714 107
4 901 945
Expected credit losses- Note No. (9)
(327 039)
(327 039)
8 387 068
4 574 906
For the purpose of preparing the separate statement of cash flows, cash and cash equivalents item is represented as follows:
31/12/2025
31/12/2024
Cash and cash equivalents
8 714 107
4 901 945
Cash and cash equivalent according to separate cash flow statement
8 714 107
4 901 945
-
Other current assets
31/12/2025
31/12/2024
Accrued revenues
6 416
1 184 520
Deposits with others
571 474
538 673
Prepaid expenses
1 095 430
528 019
Reimbursements & employee's custodies
573 859
609 595
Tax Authority
20 973
19 670
Letters of guaranteed insurance
23 929
22 441
Other debit balances
329 145
548 895
2 621 226
3 451 813
-
Share Capital
The Company's authorized capital is USD 500 million (Five hundred million USD).
The issued capital was initially determined amounted to USD 120 million (One hundred & twenty million USD) distributed over 12 million shares at a par value of USD 10 per share. The Founders and subscribers through methods other than public subscription have subscribed to 9 million shares at a value of USD 90 million (Only ninety million USD) 3 million shares at USD 30 million (Only thirty million USD) were offered for public subscription and they were fully underwritten. The issued capital was fully paid. The issued capital has been increased and the share of the Company was split several times to reach an amount of USD 281 721 321.75 distributed over 1 126 885 287 shares of par value of US Cent 25 each fully paid and has been noted in the commercial register.
On April 8, 2025, the shareholders of Egypt Kuwait Holding Company approved the distribution of a stock dividend of 5% of the Company's issued and paid-up capital, equivalent to USD 14 086 066 representing one bonus share for every twenty existing shares. This resulted in an increase in the issued and paid-up capital from USD 281 721 321.75 to USD 295 807 387.75, distributed
over 56 344 264 bonus shares with a par value of 25 US cents per share. As a result, the issued and paid-up capital becomes $295,807,375 distributed over 1 183 229 551 shares, with a par value of
$0.25 per share fully paid. This was recorded in the commercial register on June 25, 2025.
-
Legal reserve
The balance amounting to USD 140 860 661 represents the legal reserve balance as of December 31,2025 (December 31,2024: USD 137 960 942), formed according to the Companies' Law and the Parent Company's article of association, the Company is required to set aside 5% of the annual net profit of the Holding Company to from the legal reserve. The transfer to legal reserve ceases once the reserve reaches 50% of the issued share capital of the Holding Company. The reserve is not distributable. However, it can be used to increase the share capital or offset losses by a decision of extraordinary general assembly of the Company.
- Fair value reserve
The item represents the cumulative net change in the fair value of financial assets at fair value through other comprehensive income until the investment is derecognized.
The fair value reserve comprises:
the cumulative net change in the fair value of equity securities designated at FVOCI; and
the cumulative net change in fair value of debt securities at FVOCI until the assets are derecognized or reclassed. This amount is adjusted by the amount of loss allowance.
23- | Treasury shares | |||
31/12/2025 | 31/12/2024 | |||
Balance at beginning of the year | 7 880 438 | 3 349 840 | ||
Cost of purchase of treasury shares during the year | 7 353 615 | 14 510 320 | ||
Cost of sale of treasury shares during the year | (8 640 292) | (9 979 722) | ||
Balance at the end of the year | 6 593 759 | 7 880 438 | ||
The movement of the balance of treasury shares: Balance at beginning of the year | 9 242 813 | 3 997 880 | ||
Numbers of treasury shares purchased during the year | 10 445 623 | 17 474 470 | ||
Numbers of treasury shares sold during the year | (10 912 644) | (12 229 537) | ||
8 775 792 | 9 242 813 | |||
-
Loans and bank facilities
31/12/2025
31/12/2024
Loans
236 819 062
223 520 906
Bank facilities
249 991 410
151 148 086
Accrued interest income
4 699 530
5 102 733
491 510 002
379 771 725
Classified as follows:
Current 187 124 128
160 169 222
Non- current 304 385 874
219 602 503
491 510 002
379 771 725
Loans
Currency Granted Amount
Maturity 31/12/2025 31/12/2024
Loan guaranteed by investment USD
portfolio
60 000 000
2025-2026
60 000 000
26 000 000
Loan guaranteed by investment EGP portfolio
3 015 000 000
2025-2025
63 235 726
45 604 239
Loan guaranteed by investment USD portfolio
200 000 000
2023-2027
93 583 336
126 916 667
Loan guaranteed by investment USD portfolio
25 000 000
2025-2029
20 000 000
25 000 000
Total
236 819 062
223 520 906
Current
68 235 725
100 937 573
Non- Current
168 583 337
122 583 333
236 819 062
223 520 906
24-2 Bank facilities
Currency
Granted
31/12/2025
31/12/2024
Amount
Facility without guarantee
USD & EGP
83 000 000
82 670 622
15 319 288
Facility guaranteed by
investment portfolio for one of the subsidiaries
USD & EGP
50 000 000
-
8 418 318
facility guaranteed by investment portfolio
USD
136 000 000
135 802 528
90 973 001
Facility without guarantee
EGP
400 000 000
3 053 387
142 534
Facility without guarantee
USD & EGP
30 125 208
27 913 666
29 920 567
Facility guaranteed by
investment portfolio for one of the subsidiaries
EGP
30 000 000
-
6 046 169
Facility without guarantee
USD
1 000 000
551 207
328 209
Total
249 991 410
151 148 086
Current
114 188 873
54 128 916
Non- Current
135 802 537
97 019 170
249 991 410 151 148 086
*The above-mentioned secured loans are subject to specific covenants.
-
Suppliers, contractors, notes payable and other creditors
31/12/2025
31/12/2024
Notes payables*
1 747 844
2 114 963
Accrued expenses
1 032 308
3 218 664
Shareholders dividends payables
1 196 640
1 196 640
Other credit balances
406 492
217 951
4 383 284
6 748 218
Current
3 206 354
5 108 993
Non- current
1 176 930
1 639 225
4 383 284
6 748 218
* Notes payables represents
the
remaining unpaid balance of the cost
of Company's new
headquarter, which is due over quarterly installments ends at September 27, 2028, and the notes payables balance consists of the following:
31/12/2025
31/12/2024
Notes payables
2 077 953
2 657 448
Less: present value
(330 109)
(542 485)
1 747 844
2 114 963
-
Provisions
Balance at the beginning of the year
Provisions Formed
Provisions Used
Balance at
year end
Contingent liabilities Provision *
8 617 961
7 649 954
(2 000 000)
14 267 915
8 617 961
7 649 954
(2 000 000)
14 267 915
* The management believes disclosing certain information related to the provisions recognized would
negatively impact the Company's negotiations and business position.
-
Transactions with related parties
Related parties are represented in the Company's shareholders and Companies in which they own directly shares giving them significant influence or controls over the Co. as well as the board members of the Co. companies. The Co.'s companies made several transactions with related parties and these transactions have been done in accordance with the terms determined by the Board of Directors of these companies.
Executive directors and board members are not granted any amounts for their role in managing the company unless approved by the general assemblies and the company's boards of directors. These amounts were recorded as expenses in the separate income statement during the year for an amount of USD 752 395 in addition to the board members' remuneration, which was recorded under shareholders' equity.
payments
and Chemicals payments
Co.
payments payments
NATGAS payments
Cost allocation
payments capital payments
Significant transactions are represented in following: -
31/12/2025
31/12/2024
Volume of transaction
Volume of transaction
Party Relationship Transaction nature
Debit (credit)
Debit (credit)
International Financial Subsidiary Co's share in
Investments Co. Dividends
233 447 231
8 699 647
Net transfers and payments
189 659 808
(429 173 956)
Fayoum Gas Co. Subsidiary Net transfers and
payments
(942 264)
6 337 450
National Co. For Subsidiary Net transfers and Electricity technology payments
6 017 023
(2 460 756)
(Kahraba)
Building Materials Associate Net transfers and Industries Co. payments
4 084 831
(233 690)
Bawabet Al Kuwait Subsidiary Net transfers and Holding payments
(10 470 737)
(42 831 126)
Co's share in
Dividends
220 700
85 513 015
Nubaria For Natural Gas Subsidiary Net transfers and
payments
4 081 520
2 653 112
AL Sherouk for Subsidiary Net transfers and Melamine payments
72 416
(500 734)
Shield Gas Subsidiary Net transfers and
(3 544 200)
(576 705)
Sprea Misr for Plastics Subsidiary Net transfers and
23 367 218
975 265
Alexandria for Fertilizers Subsidiary Dividend
296 691
-
Bedayty for Microfinance Subsidiary Net transfers and
480 405
42 663
Nat Energy Subsidiary Net transfers and
(1 445 490)
14 599 625
Dividend
(5 684)
-
National gas Co. Subsidiary Net transfers and
-
517 511
Co's Share in Salaries
786 386
614 534
VHN Co. Subsidiary Net transfers and
162 707 566
22 986 452
Financing to increase
1 229 347
-
OGI Capital Limited Subsidiary Net transfers and
(184 468 870)
-
Party
Egyptian Advanced Company for Operation and Maintenance
Bedayti Consumer Finance Company
Relationship
Subsidiary
Transaction nature
Net transfers and payments
Net transfers and payments
31/12/2025
Volume of transaction
Debit (credit)
5 937 423
2 579 892
31/12/2024
Volume of transaction
Debit (credit)
8 741 872
42 663
Financing to increase capital
(2 458 694) -
27-1 Due from subsidiaries, associates, and related parties
31/12/2025
31/12/2024
International Financial Investments Co. 41 797 182
-
VHN Co. 223 931 681
59 994 768
Fayoum Gas Co. 155 934
1 098 198
Shield Gas (*) -
3 544 221
Bedayti for Microfinance 710 735
230 330
Building Materials industries Co. (*) 5 997 287
1 919 956
AL Shorouk for Melamine 466 222
393 806
National Gas Co. " NATGAS " -
583 832
Delta Insurance Co. 88 353
96 691
Gas Serve Co. -
3 811
MAT Trading Co. 9 617
9 020
Egyptian Kuwaiti advanced Co. For Operation and 19 205 921 Maintenance
13 268 498
EKHB Co. -
55 527
Nile Wood Co. 38 700 426
-
Gas Chill Co. 681 590
-
EK Microfinance Co. -
666 394
Alexfert Co. 259 249
-
Gas Line Co. 1 370 220
-
333 374 417
81 865 052
Expected credit loss (*) (1 326 059)
(6 790 236)
332 048 358
75 074 816
(*) Expected credit loss
31/12/2025
31/12/2024
Balance at the beginning of the year
6 790 236
1 326 059
Expected credit loss
-
5 464 177
Reversal of expected credit loss
(1 998 030)
-
Bad debts
(3 544 221)
-
Foreign Exchange differences
78 074
-
1 326 059
6 790 236
27-2 Due to subsidiaries, associates, and related parties
31/12/2025
31/12/2024
Bawabet Al Kuwait Holding
68 293 751
58 043 714
International financial investments Co. (IFIC)
-
381 309 877
Sprea Misr for Plastics and Chemicals
-
23 367 218
Nat Energy
28 870 288
27 419 114
Nubaria For Natural Gas
OGI Capital Investment Holding
-
184 468 789
4 081 520
MERT Co.
EEK Investment Holding
-
1 201 279
3 149 100
-
Gas Technology Co. "Go Gas"
530 764
500 822
Globe Telecom
460 096
432 260
Globe Trading and Agencies Co.
447 155
482 111
Henosis for Construction and Real Estate Development
201 712
231 747
Egyptian Petrochemical Co.
187 851
178 773
Globe for Communications and Information Technology
191 543
179 844
ECO for Industries Development
28 840
48 532
Midor El Suez for Oil refinery
253 072
254 935
Alexandria for Fertilizers Co.
-
37 442
MEGA ME for Trading
18 406
19 762
Gas Line Co.
-
31 052 859
Bedayty for Consumer Finance
1 038
122 236
National Co. For Electricity Technology (Kahraba)
Gas Serve
-
53 614
6 017 023
-
Gas Chill
-
7 130
285 208 362
536 936 019
- Financial instruments
Accounting classifications and fair values of financial assets
A- The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities that are not measured at fair value if the carrying amount is a reasonable approximation of fair value.
31/12/2025 Note
Carrying
Level
Level
Fair Value Level
Total
No. | amount | 1 | 2 | 3 | |||
Financial assets at fair value | |||||||
Investments at fair value (16) through other comprehensive | 1 450 | 1 450 | - | - 1 450 | |||
income - equity instruments | |||||||
Investments assets at fair value through profit or loss- | - | - | - | - - | |||
shares | |||||||
1 450 | 1 450 | - | - 1 450 | ||||
Financial assets other than fair value | |||||||
Due From subsidiaries, (27-1) | 333 374 417 | - | - | - | - | ||
associates, and related parties | |||||||
Cash and cash equivalent (18) | 8 714 106 | - | - | - | - | ||
Other current assets (19) | 2 621 226 | - | - | - | - | ||
344 709 749 | - | - | - | - | |||
Financial liabilities other than fair value | |||||||
Loans & bank facilities (24) | 491 510 002 | - | - | - | - | ||
Due To subsidiaries, associates, (27-2) | - | - | - | - | |||
and related parties | 285 208 362 |
4 383 284 | - | - | - | - | |
781 101 648 | - | - | - | - |
Suppliers, contractors, notes payable and other creditors
(25)
Fair Value
31/12/2024 Note
No. Financial assets at fair value
Carrying
amount
Level 1 Level
2
Level 3
Total
Investments at fair (16) value through other comprehensive income - equity instruments | 1 904 388 | 1 904 388 | - | - | 1 904 388 | |
Investments assets at fair value through profit or loss- shares | 369 173 | 369 173 | - | - | 369 173 | |
2 273 561 | 2 273 561 | - | - | 2 273 561 | ||
Financial assets other than fair value | ||||||
Due From subsidiaries, (27-1) associates, and related parties | 82 742 445 | - | - | - | - | |
Cash and cash (18) equivalent Other current assets (19) | 4 901 945 3 451 813 | - - | - - | - - | - - | |
91 096 203 | - | - | - | - | ||
Financial liabilities other than fair value | ||||||
Loans & bank (24) facilities Due To subsidiaries, (27-2) | 379 771 725 536 936 019 | - - | - - | - - | - - | |
associates, and related parties | ||||||
Suppliers, contractors, (25) notes payable and other creditors | 6 748 218 | - | - | - | - | |
923 455 962 | - | - | - | - |
B- The following table shows the valuation methods used to measure level 1 and level 3 of the fair value of financial instruments in the separate statement of financial position, in addition to the significant inputs used that cannot be observed.
Valuation Method | Unobservable Significant inputs | |||
Investments at fair value through other comprehensive income - debt instruments | Market Comparison Method: The fair value is determined according to the prices declared in the financial markets. | None |
Investments at fair value through other comprehensive income - equity instruments | Market Comparison Method: The fair value is determined according to the prices declared in the financial markets. | None | ||
Investments at fair value through profit or loss | Market Comparison Method: The fair value is determined according to the prices declared in the financial markets. | None |
C- Sensitivity Analysis
There is no impact on the measurement of financial assets as at 31 December 2025 due to the disposal of those investments. However, a 1% increase (decrease) in the prices of listed securities as at 31 December 2024 would have affected the measurement of financial assets as follows.
December 31, 2024 Effect on Equity Effect on income statement
Description | Increase | Decrease | Increase | Decrease | ||||
Investments at fair value through other comprehensive income - equity instruments | 19 044 | (19 044) | - | - | ||||
Investments at fair value through profit or loss- shares | 3 962 | (3 962) | 3 962 | (3 962) | ||||
23 006 | (23 006) | 3 962 | (3 962) |
Financial risk management
The Company has exposure to the following risks from its use of financial instruments:
Credit risk
Liquidity risk
Market risk
Currency risk
Interest rate risk
Other market price risk.
This disclosure presents information about the Co.'s exposure to each of the above risks, the Co.'s objectives, policies and processes for measuring and managing risk, and the Parent Company's management of capital. Further quantitative disclosures are included throughout these separate financial statements.
The Board of Directors of the Parent Company has overall responsibility for the establishment and oversight of the Co.'s risk management framework. The Board also is responsible for identifying and analyzing the risks faced by the Co., to set appropriate risk limits and controls, and to monitor risks and adherence to limits.
The Co. management aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.
The Board of Directors of the Parent Company is assisted in its oversight role by the Audit Committee and Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the result of which are reported to the Board of Directors.
Credit riskCredit risk is the risk of financial loss to the Co. if a counterparty of a financial instrument fails to meet its contractual obligations and arises principally from the Co.'s debtors and other receivables.
Other current assetsThe company's exposure to credit risk is mainly affected by the characteristics of each debtor, but most of the company's debtors are related parties' receivables, which do not constitute a significant concentration of credit risk from the transactions made with them during previous years and did not result in any loss from dealing with them.
InvestmentsThe Co. limits its exposure to credit risk by only investing in active and liquid securities. Management does not expect any counterparty to fail to meet its obligations.
Liquidity riskLiquidity risk is the risk that the Co. will not be able to meet its financial obligations as they fall due.
The Co.'s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Co.'s reputation. Typically, the Co. ensures that it has sufficient cash on demand to meet expected operational expenses for an appropriate period including the servicing of financial obligations, this excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such as natural disasters.
Market riskMarket risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Co.'s income or the value of its holdings of financial instruments.
The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.
Currency riskThe Co. is exposed to currency risk on borrowings that are denominated in a currency other than the respective functional currency of the Co., primarily the US Dollar.
Interest on borrowings is denominated in currencies that match the cash flows generated by the underlying operations of the Co. This provides an economic hedge and no derivatives are entered into.
The Company's investments in other subsidiaries are not hedged as those currency positions
are considered to be long-term in nature.
Interest rate riskThe Co. adopts a policy of ensuring that the exposure to changes in interest rates on borrowings is on fixed rate basis. The Company does not enter into interest rate swap.
Other market price riskEquity price risk arises from equity instruments measured at fair value through other comprehensive income and management of the Co. monitors the equity securities in its investment portfolio based on market indices.
Material investments within the portfolio are managed on an individual basis and all buy and sell decisions are approved by the Board of Directors of the Company.
The primary goal of the Co.'s investment strategy is to maximize investment returns. Management is assisted by external advisors in this regard.
In accordance with this strategy certain investments are designated as held for trading investments because their performance is actively monitored, and they are managed on a fair value basis.
Capital managementThe Co. policy is to maintain a strong capital base to maintain investors, creditors and market confidence and to sustain future development of the business.
The Board of Directors of the Company monitors the return on capital, which the Company defines as net profit for the period divided by total shareholders' equity, the Board of Directors also monitors the level of dividends to shareholders.
The Board of the Company seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position.
There were no changes in the Co.'s approach to capital management during the year; the Company is not subject to externally imposed capital requirements.
Credit risk exposure
The book value of financial assets, represented by financial investments at fair value through profit or loss, financial assets at amortized cost and accrued by related parties, and items of a monetary nature in other current assets represent the maximum exposure to credit risk at the date of the separate financial statements.
Assessing expected credit loss for debt instrumentsThe Company limits its exposure to credit risk by investing only in liquid debt securities and only with counterparties that have a good credit rating from S&P
The Group monitors changes in credit risk by tracking published external credit ratings to determine whether published ratings remain up to date and to assess whether there has been a significant increase in credit risk at the reporting date that has not been reflected in published ratings, the Group supplements this by reviewing changes in bond yields, available press and regulatory information about debtors.
12-month and lifetime probabilities of default are based on historical data supplied by S&P for each credit rating and are recalibrated based on current bond yields. Loss given default parameters generally reflect an assumed recovery rate of 55% for sovereign exposures with local and foreign currency and 25% for other exposures with foreign currency except when a security is credit-impaired, in which case the estimate of loss is based on the instrument's current market price and original effective interest rate
The exposure to credit risk for debt securities at amortized cost, FVOCI and FVTPL at the reporting date by geographic region was as follows.
2025 | 2024 | ||
Egypt | - | 1 903 213 | |
Switzerland | 1 450 | 1 175 | |
1 450 | 1 904 388 |
Assessment of expected credit losses of cash and cash equivalents
The Company holds cash and cash equivalents amounting to USD 8 714 106 on December 31, 2025 (2024: USD 4 901 945). Cash and cash equivalents are held by banks and financial institutions, which are classified according to the following table, based on the classifications of Standard & Poor's.
Egypt | 2025 B- | 2024 B- |
UAE | AA | AA |
Kuwait | AA- | AA- |
Switzerland | AAA | AAA |
Expected credit losses in cash value and cash equivalents are measured on the basis of the expected loss for 12 months and reflect short maturity periods of exposure. The Company believes that cash and cash equivalents have low credit risk based on the credit ratings of third parties. The Company uses a similar method to assess expected cash and similar credit losses to those used in debt instruments. Expected credit losses amounted to USD 327 039 as of December 31, 2025 (2024: USD 327 039).
Liquidity riskThe following are the cashflow contractual maturities of financial liabilities:
December 31, 2025
amount | During 1 year | 1-2 years | 2-5 years |
491 510 000 | 187 124 131 | 264 885 870 | 39 500 000 |
Due date Carrying
Loans and bank facilities
Suppliers, contractors, notes
More than
5 years
-
payable and other creditors and due to subsidiaries and related parties
289 554 955 287 797 111 1 213 505 534 338 -
781 064 955 474 921 242 266 099 40 034 338 -
