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REG - Orascom Investment - Orascom Investment Holding IFRS 2021

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RNS Number : 2041K  Orascom Investment Holding S.A.E  30 October 2024

 

 

 

 

 

http://www.rns-pdf.londonstockexchange.com/rns/2041K_1-2024-10-30.pdf
(http://www.rns-pdf.londonstockexchange.com/rns/2041K_1-2024-10-30.pdf)

 

 

 

 

Orascom Investment Holding

S.A.E.

Consolidated Financial Statements

As of and for the year ended

December 31, 2021 (IFRS)

Together with the auditor's report

US$

 

 

 

 ORASCOM INVESTMENT HOLDING S.A.E.
 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF

 (In thousands of US$)                                 Note  December31,2021  December31,2020

 Assets
 Property and equipment                                14    13,769           66,698
 Intangible assets                                     15    -                2,383
 Investment property                                   16    13,165           45,821
 Equity accounted investees                            12    39,185           39,110
 Financial assets at fair value                        17-2  -                -
 Other financial assets                                17-1  3,391            5,690
 Other assets                                          20    255              15,811
 Total non-current assets                                    69,765           175,513

 Inventories                                                 -                775
 Trade receivables                                     19    8,041            20,422
 Other financial assets                                17    -                4,741
 Other assets                                          20    1,821            9,175
 Cash and cash equivalents                             21    69,222           21,865
                                                             79,084           56,978
 Assets held for sale                                  27    101,284          -
 Total current assets                                        180,368          56,978
 Total assets                                                250,133          232,491
 Equity and liabilities
 Share capital                                         22    95,890           95,890
 Reserves                                                    (11,247)         (22,288)
 Retained earnings                                           30,615           16,006
 Equity attributable to equity holders of the Company        115,258          89,608
 Non-controlling interests                                   20,214           18,060
 Total equity                                                135,472          107,668
 Liabilities
 Borrowings                                            23    10,173           27,806
 Other liabilities                                     24    179              7,783
 Deferred tax liabilities                              18    4,812            10,474
 Total non-current liabilities                               15,164           46,063
 Borrowings                                            23    17               11,716
 Trade payables and other liabilities                  24    23,679           53,157
 Income tax liabilities                                      3,174            3,464
 Provisions                                            25    11,769           10,423
                                                             38,639           78,760
 Liabilities associated to assets held for sale        27    60,858           -
 Total current liabilities                                   99,497           78,760
 Total liabilities                                           114,661          124,823
 Total equity and liabilities                                250,133          232,491

 

 

 

Chief financial officer
 
Chief executive officer

 

 ORASCOM INVESTMENT HOLDING S.A.E.
 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
 FOR THE FINANCIAL YEAR ENDED

 In thousands of US$, except per share amounts                                  Note                                December31,2021      December31,2020
                                                                                                                                         Represented**
 Continuing operations
 Revenues                                                                       6                                   1,784                4,887
 Purchases and services                                                         7                                   (4,931)              (3,385)
 Other expenses                                                                 8                                   (733)                (1,606)
 Reversal of) provisions) /(formed)                                             25                                  (1,385)              12,005
 Personnel cost                                                                 9                                   (4,239)              (11,242)
 Depreciation and amortization                                                  10                                  (337)                (423)
 Impairment loss of other financial assets                                                                          (6,841)              (3,829)
 gain from acquisition investment property                                                                          12,825               -
 Gains from disposal of non-current assets                                                                          -                    222
 Operating (loss)                                                                                                   (3,857)              (3,371)

 Finance income                                                                 11                                  186                  4,155
 Finance expense                                                                11                                  (834)                (317)
 Net foreign currencies translation differences                                 11                                  3,182                (257)
 Share of profit from equity accounted investee                                 12                                  27,190               171,106
 Impairment of share of profit from equity accounted investee                   12                                  (27,190)             (171,106)
 Profit before income tax                                                                                           (1,323)              210
 Income tax expense                                                             13                                  (3,220)              (512)
 (loss) for the year from continued operations                                                                      (4,543)              (302)

 Discontinued operations
 Profit from discontinuing operation (net of income tax)                        27                                  23,740               1,022
 Profit for the year                                                                                                19,197               720

 Other comprehensive : (loss) / income
 Items that may be sequent reclassified to profit or loss net of tax
 Revaluation of investments at fair value through OCI                                                               -                    (2,339)
 Foreign operations- Foreign currencies translation differences                                                     8,607                (10,303)
 Total other comprehensive (loss) / income for the year                                                             8,607                (12,642)
 Total comprehensive Income (loss) for the year                                                                     27,804               (11,922)

 Profit / (loss) for : the year attributable to
 Owners of the Company from continuing operations                                                                   (3,729)              481
 Owners of the Company from discontinuing operations                                                                18,708               (496)
 Non-controlling interests                                                                                          4,218                735
                                                                                                                    19,197               720
 Total comprehensive (loss) for the year attributable to
 Owners of the Company                                                                                              25,649               (12,123)
 Non-controlling interests                                                                                          2,155                201
                                                                                                                    27,804               (11,922)
 Earnings / (losses) per share from continuing operation - basic & diluted      26                                        (0.0007)                0.00009
 (in US$)
 (Losses) / earnings per share from discontinued operations- basic &            26                                         0.0036               (0.00009)
 diluted (in US$)

 

* The accompanying notes from page (5) to page (58) are an integral part of
these consolidated financial statements.

** We are represented the combative 2020 as we have discontinued operation.
For more details, see note (32)

 

 

 

   ORASCOM INVESTMENT HOLDING S.A.E.
   CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED DECEMBER 31,
   2021

 

                                           Other reserves
   (In thousands of US$)                                           Note        Share capital     Legal           Translation reserves      Other reserves       Total             Retained earnings  Equity attributable                   Non-controlling interests     Total equity

                                                   reserve                                                       reserves                             to owners of the parent company
   As of  January 1, 2020                                          22   366,148         86,253           (238,675)            10,191                     (142,231)          36,773                   260,690                               16,861                        277,551
   Restatement*                                                         -               -                -                    4,608                      4,608              (936)                    3,672                                 -                             3,672
   As of  January 1, 2020, restated                                     366,148         86,253           (238,675)            14,799                     (137,623)          35,837                   264,362                               16,861                        281,223
   Comprehensive (loss) / income for the year
   Revaluation of investments at fair value through OCI                 -               -                -                    (2,344)                    (2,344)            -                        (2,344)                               5                             (2,339)
   Foreign operations- Foreign currencies translation differences       -               -                (9,764)              -                          (9,764)            -                        (9,764)                               (539)                         (10,303)
   (Loss) / profit for the year                                         -               -                -                    -                          -                  (15)                     (15)                                  735                           720
   Total comprehensive (loss) / income for the year                     -               -                (9,764)              (2,344)                    (12,108)           (15)                     (12,123)                              201                           (11,922)
   Transactions with owners of the company
   Dividends to NCI                                                     -               -                -                    -                          -                  -                        -                                     (877)                         (877)
   Change in ownership percentage without a change in control           -               -                (497)                -                          (497)              (1,173)                  (1,670)                               9,693                         8,023
   Effect of the demerger **                                            (270,258)       (61,378)         201,773                                  (12,455)            127,940                        (18,643)           (160,961)                         (7,818)               (168,779)
   Total transactions with owners of the Company                        (270,258)       (61,378)         201,276                                  (12,455)            127,443                        (19,816)           (162,631)                         998                   (161,633)
   As of December 31, 2020                                              95,890          24,875           (47,163)                                 -                   (22,288)                       16,006             89,608                            18,060                107,668

 

                                           Other reserves
   (In thousands of US$)                                                 Share capital  Legal reserve  Translation reserve  Total reserves  Retained earnings  Equity attributable to owners of the parent company  Non-controlling interests  Total equity

                                   Note
   As of January 1, 2021                                           22    95,890         24,875         (47,163)             (22,288)        16,006             89,608                                               18,060                     107,668
   Foreign operations- Foreign currencies translation differences        -              -              10,671               10,671          -                  10,671                                               (2,064)                    8,607
   (Loss) for the year                                                   -              -              -                    -               14,979             14,979                                               4,218                      19,197
   Total comprehensive (loss) for the year                               -              -              10,671               10,671          14,979             25,650                                               2,154                      27,804
   Transactions with owners of the Company                               -              -              -                    -               -                  -                                                    -                          -
   Transferred to legal reserve                                          -              370            -                    370             (370)              -                                                    -                          -
   Total transactions with owners of the Company                         -              370            -                    370             (370)              -                                                    -                          -
   As of December 31, 2021                                               95,890         25,245         (36,492)             (11,247)        30,615             115,258                                              20,214                     135,472

 

   The accompanying notes from page (5) to page (58 )are an integral part of
   these consolidated financial statements

   *Restatement represents the effect of applying IFRS 9 by an associate (Contact
   Financial Holding) starting from January 1, 2020, which was not recorded by
   the Group in the prior years

   **Effect of the demerger represents the adjustments on the equity as a result
   of the demerger of the Company into two companies (for more details see
   note33)

 

                                                                                      Other reserves
 (In thousands of US$)                                           Note        Share capital     Legal           Translation reserves      Other reserves       Total             Retained earnings  Equity attributable                   Non-controlling interests     Total equity

                                                                                                reserve                                                       reserves                             to owners of the parent company
 As of  January 1, 2020                                          22   366,148         86,253           (238,675)            10,191                     (142,231)          36,773                   260,690                               16,861                        277,551
 Restatement*                                                         -               -                -                    4,608                      4,608              (936)                    3,672                                 -                             3,672
 As of  January 1, 2020, restated                                     366,148         86,253           (238,675)            14,799                     (137,623)          35,837                   264,362                               16,861                        281,223
 Comprehensive (loss) / income for the year
 Revaluation of investments at fair value through OCI                 -               -                -                    (2,344)                    (2,344)            -                        (2,344)                               5                             (2,339)
 Foreign operations- Foreign currencies translation differences       -               -                (9,764)              -                          (9,764)            -                        (9,764)                               (539)                         (10,303)
 (Loss) / profit for the year                                         -               -                -                    -                          -                  (15)                     (15)                                  735                           720
 Total comprehensive (loss) / income for the year                     -               -                (9,764)              (2,344)                    (12,108)           (15)                     (12,123)                              201                           (11,922)
 Transactions with owners of the company
 Dividends to NCI                                                     -               -                -                    -                          -                  -                        -                                     (877)                         (877)
 Change in ownership percentage without a change in control           -               -                (497)                -                          (497)              (1,173)                  (1,670)                               9,693                         8,023
 Effect of the demerger **                                            (270,258)       (61,378)         201,773                                  (12,455)            127,940                        (18,643)           (160,961)                         (7,818)               (168,779)
 Total transactions with owners of the Company                        (270,258)       (61,378)         201,276                                  (12,455)            127,443                        (19,816)           (162,631)                         998                   (161,633)
 As of December 31, 2020                                              95,890          24,875           (47,163)                                 -                   (22,288)                       16,006             89,608                            18,060                107,668

 

                                                                                      Other reserves
 (In thousands of US$)                                                 Share capital  Legal reserve  Translation reserve  Total reserves  Retained earnings  Equity attributable to owners of the parent company  Non-controlling interests  Total equity

                                                                 Note
 As of January 1, 2021                                           22    95,890         24,875         (47,163)             (22,288)        16,006             89,608                                               18,060                     107,668
 Foreign operations- Foreign currencies translation differences        -              -              10,671               10,671          -                  10,671                                               (2,064)                    8,607
 (Loss) for the year                                                   -              -              -                    -               14,979             14,979                                               4,218                      19,197
 Total comprehensive (loss) for the year                               -              -              10,671               10,671          14,979             25,650                                               2,154                      27,804
 Transactions with owners of the Company                               -              -              -                    -               -                  -                                                    -                          -
 Transferred to legal reserve                                          -              370            -                    370             (370)              -                                                    -                          -
 Total transactions with owners of the Company                         -              370            -                    370             (370)              -                                                    -                          -
 As of December 31, 2021                                               95,890         25,245         (36,492)             (11,247)        30,615             115,258                                              20,214                     135,472

 

The accompanying notes from page (5) to page (58 )are an integral part of
these consolidated financial statements

*Restatement represents the effect of applying IFRS 9 by an associate (Contact
Financial Holding) starting from January 1, 2020, which was not recorded by
the Group in the prior years

**Effect of the demerger represents the adjustments on the equity as a result
of the demerger of the Company into two companies (for more details see
note33)

 

 

 ORASCOM INVESTMENT HOLDING S.A.E
 CONSOLIDATED STATEMENT OF CASH FLOWS
 FOR THE FINANCIAL YEAR ENDED

 In thousands of US$))                                               Note      December31,2021  December31,2020

                                                                     Restated
 (Loss)/gain for the year before tax                                           (1,323)          210
 Adjustments for :
 Depreciation and amortization                                       10        337              423
 Finance income                                                      11        (186)            (4,155)
 Finance expense                                                     11        834              317
 Net foreign currencies translation differences                      11        (3,182)          257
 Gains from disposal of non-current assets                                     -                (222)
 Impairment loss of other financial assets                                     6,841            3,829
 impairment of cash and equivalents Cash                                       (1,827)          -
 gain from acquisition investment property                           16        (12,788)         -
 Changes in provision                                                25        1,324            (16,382)
 Changes in other assets                                                       6,426            (3,510)
 Changes in other liabilities                                                  (16,447)         (3,223)
 Cash flows (used in) operating activities                                     (19,991)         (22,456)
 Income taxes paid                                                             (850)            (784)
 Interest received                                                             182              254
 Net cash flows (used in ) operating activities                                (20,659)         (22,986)
 Cash flows from investing activities
 Property and equipment   acquisition of property and equipment                (6,929)          (3,805)
 Investments property                                                          (406)            -
 Proceeds from disposal of
 Property and equipment                                                        -                32
 Other financial assets                                                        -                221
 Effect of the demerger on the balances of cash and cash equivalent            -                (21,343)
 Proceeds from sale of- Riza Capital a subsidiary                              20               1,900
 Cash flows (used in) investing activities                                     (7,315)          (22,995)
 Cash flows from financing activities
 Interest paid                                                       23        (834)            (302)
 Proceeds from non-current borrowings                                23        6,957            7,583
 Net (payments) for financial liabilities                                      (5,226)          (22,033)
 Net cash received from other financial assets                                 -                133
 Payments under investment in subsidiaries                                     -                (254)
 Cash flows generated/(used in) financing activities                           897              (14,873)
 Net change in cash and cash equivalents from continuing operations            (27,077)         (60,854)
 Discontinuing operations
 Net cash generated by operating activities                          27        16,503           1,793
 Net cash generated by (used in) investing activities                27        74,178           (667)
 Net cash (used in) generated by financing activities                27        (13,270)         18,399
 Net cash generated by discontinued operations                                 77,411           19,525
 Net change in cash and cash equivalents                                       50,334           (41,329)
 Cash and cash equivalents at the beginning of the year                        21,865           63,438
 Effect of exchange rates on cash and cash equivalents continued               (130)            (244)
 Effect of exchange rates on cash and cash equivalents discontinued            (133)            -
 Cash included in assets held for sale                                         (2,714)          -
 Cash and cash equivalents at the end of the year                              69,222           21,865

 

 

 

 * The accompanying notes from page (5) to page (58) are an integral part of
 these consolidated financial statements.

 

1.   General information

Orascom Investment Holding S.A.E. ("OIH" or the "Company") is an Egyptian
Joint Stock Company pursuant to the provisions of the Capital Market Law No.
95 of 1992, and its executive regulations. The Company was registered at
Commercial Register under No 394061. The Company's Head Office located at Nile
City Towers, Armlet Boulak-Cairo-Egypt. The Company was established on
November 29, 2011 (the "inception") and until this date the businesses of the
Company were performed under various entities which were controlled by Orascom
Telecom Holding, S.A.E. ("OTH"). As part of a larger transaction pursuant to
which VimpelCom Ltd had acquired OTH dated April 14, 2011, its shareholders
agreed to affect the demerger, whereby, OTH was split into two companies, OTH
and the Company ("Demerger"). The Demerger resulted in the transfer of certain
telecom, cable and media and technology assets (the "OIH Assets") to the
Company.

The Company through its subsidiaries (the "Group") is a mobile
telecommunications business operating in high growth emerging markets in the
Middle East, Africa and Asia. The Company is a subsidiary of Orascom Telecom
Media and Technology Investments S.à.r.l. (the "Ultimate Parent Company").

The Company's shares are listed on the Egyptian Stock Exchange under ISIN
number EGS693V1C014 and has Global Depositary Receipts (GDRs) which are listed
on the London Stock Exchange under ISIN number US68555D2062, and Egyptian
stock exchange under number 2349649.

The information presented in this document has been presented in thousands of
United States Dollar ("US$"), except earnings per share and unless otherwise
stated.

1-1 COVID-19 update

The global spread of COVID-19 ("COVID-19"), a virus which was declared a
global pandemic by the World Health Organization in March 2020, has led
governments around the world to mandate certain restrictive measures to
contain the pandemic, including social distancing, quarantine, "shelter in
place" or similar orders, travel restrictions and suspension of non-essential
business activities. The continued restrictive orders issued by national and
foreign authorities, coupled with the worsening of the global macroeconomic
scenario and the risk of deterioration of the credit profile of certain
customer segments, could lead to slowdowns in business activities. The
Company's management has formed a working group to develop and implement
contingency plans to meet these exceptional circumstances and is currently
closely monitoring and evaluating all the developments related to the spread
of the emerging virus.

Management of this emergency requires, also in consideration of the public
service provided, the implementation of all activities relating to the
operational continuity of business processes with the aim of ensuring the
operation of the services provided and the protection of employees' health.

At the date of issue of these Consolidated Financial Statements, revenues were
not impacted from the pandemic as the major business is represented by
internet submarine cables of TWA, anti-cyclical for nature. Less significant
impacts from higher costs related to employee safety, health and
transportation have been offset by cost savings from lower commercial
activity, suspension of travel and other cuts in non-core operating expenses.
Therefore, at December 31, 2020, no indicators of impairment of financial and
non-financial assets were found in connection of COVID-19.

In any case, management reviewed its business and operations to take into
consideration the potential impacts and effects of the COVID-19, including the
estimated impact on the macroeconomic environment, the market outlook and
Company's operations. Management continues to monitor the evolution of
COVID-19 and the impacts on the business as information becomes available, as
well as the related effects on the results of operations, financial position
and cash flows.

 

 

1.2 Demerger of the Company

On October 19, 2020, the Extraordinary General Assembly meeting of the Company
approved the demerger of the Company according to the horizontal demerger
method with the book value of the share and taking the financial position for
the year ended on  December 31, 2020 as the basis for the date of the
demerger, accordingly, OIH became a demerging company and its issued capital
was reduced by reducing the nominal value of its shares, while the demerger
resulted in the establishment of a new company in the name of Orascom
Financial Holding S.A.E. (the demerged company) . Accordingly, OIH will
maintain all its assets and obligations, except for the investment in Beltone
Financial Holding (a subsidiary company before the demerger) and the
investment in Contact Financial Holding (formerly Sarwa Capital Holding for
Financial Investments) (an associate company before the demerger) which were
transferred to Orascom Financial Holding.

OIH maintained its license as a company whose purpose is "to participate in
the establishment of all joint stock companies or to recommend shares that
issue securities or to increase their capital", while the demerger resulted in
the establishment of a new company in the name of Orascom Financial Holding
S.A.E. (the demerged company) in the form of an Egyptian joint stock company
subject to the provisions of the Capital Market Law No. 95 of 1992 and its
executive regulations.

2.   Significant accounting policies

2.1 Basis of accounting

These consolidated financial statements have been prepared in accordance with
IFRS as issued by IASB. They were authorized for issue by the Company's board
of directors on Oct  29, 2024.

The Consolidated Financial Statements have been prepared on a going concern
basis, as Management have verified the absence of financial, management or
other indicators that could indicate critical issues regarding the Group's
ability to meet its obligations in the foreseeable future, and in particular
during12 months following the date of authorization. The description of the
methods through which the Group manages financial risks is contained in the
following note 4 relating to "Financial risk management".

For presentational purposes, the current/non-current distinction has been used
for the statement of financial position. The statement of comprehensive income
is presented using the one-statement approach. Expenses are analyzed in the
statement of profit or loss using a classification based on their nature. The
indirect method has been selected to present the cash flows statement.

 

2.2 Application of new and revised International Financial Reporting Standards ("IFRSs")
2.2.1 New currently effective requirements
 Effective date   New standards or amendments
 January 1, 2021  Amendments to IFRS 4 - Insurance Contracts
 January 1, 2021  Amendments to IFRS 9 - Financial Instruments, IAS 39 - Financial Instruments:
                  Recognition and Measurement, IFRS 7 - Financial Instruments: Disclosures, IFRS
                  4 - Insurance Contracts and IFRS 16 - Leases

 

1. Covid-19 - Related Rent Concessions (amendment to IFRS 16)

On 28 May 2020, the IASB issued Covid-19 - Related Rent Concessions -
amendment to IFRS 16 Leases. The amendments provide relief to lessees from
applying IFRS 16 guidance on lease modification accounting for rent
concessions arising as a direct consequence of the Covid-19 pandemic. As a
practical expedient, a lessee may elect not to assess whether a Covid-19
related rent concession from a lessor is a lease modification. A lessee that
makes this election accounts for any change in lease payments resulting from
the Covid-19 related rent concession the same way it would account for the
change under IFRS 16 if the change were not a lease modification. The
amendment was intended to apply until 30 June 2021, but as the impact of the
Covid-19 pandemic is continuing, on 31 March 2021, the IASB extended the
period of application of the practical expedient to 30 June 2022.

 2. Interest Rate Benchmark Reform - amendments to IFRS 9, IAS 39 and IFRS 7

The amendments provide temporary reliefs which address the financial reporting
effects when an interbank offered rate (IBOR) is replaced with an alternative
nearly risk-free interest rate (RFR). The amendments include the following
practical expedients:

- - A practical expedient to require contractual changes, or changes to cash
flows that are directly required by the

reform, to be treated as changes to a floating interest rate, equivalent to a
movement in a market rate of interest

- Permit changes required by IBOR reform to be made to hedge designations and
hedge documentation without

the hedging relationship being discontinued

- -Provide temporary relief to entities from having to meet the separately
identifiable requirement when an RFR instrument is designated as a hedge of a
risk component.

3. Extension of the temporary exemption from the application of IFRS 9
(Amendments to IFRS 4)

With Regulation (EU) No. 2020/2097 of 15 December 2020, published in the
Official Gazette of the European Union on16 December 2020, the IASB document
"Extension of Temporary Exemption from the Application of IFRS 9(Amendments to
IFRS 4 Insurance Contracts)" was adopted ("endorsed").

Entities with a predominantly insurance business have the option to continue
to apply the provisions of IAS 39 Financial Instruments: recognition and
measurement for the classification and measurement of financial instruments
until the entry into force of IFRS 17 Insurance Contracts, which will replace
the current IFRS 41.

The temporary exemption from the application of IFRS 9 Financial Instruments
is provided for in order to avoid the volatility of the profit/(loss) for the
financial year caused by the asymmetry between the measurement criteria
provided for by IFRS 9 for financial assets and the valuation criteria of IFRS
4 for liabilities linked to insurance business.

As the IASB Board in June 2020 decided to postpone the effective date of IFRS
17 from 1 January 2021 to 1 January 2023, the deadline for the temporary
exemption to apply IFRS 9 was also accordingly extended by two years.

regulation states that the amendments to IFRS 4 must be applied as from 1
January 2021 for financial years beginning on or after 1 January 2021.

2.2.2 Forthcoming requirements
 Effective date   New standards or amendments

 January 1, 2022  Amendments to IFRS 3 - Business combinations
 January 1, 2022  Amendments to IAS 16 - Property, Plant and Equipment
 January 1, 2022  Amendments to IAS 37 - Provisions, Contingent Liabilities and Contingent
                  Assets
 January 1, 2022  Annual Improvements to IFRSs 2018 - 2020 Cycle
 January 1, 2023  IFRS 17 - Insurance Contracts
 January 1, 2023  Amendments to IAS 1 - Presentation of Financial Statements: Classification of
                  Liabilities as Current or Non-Current
 January 1, 2023  Amendments to IAS 1 - Presentation of Financial Statements and IFRS Practice
                  Statement 2: Disclosure of Accounting policies
 January 1, 2023  Amendments to IAS 8 - Accounting Policies, Changes in Accounting Estimates and
                  Errors: Definition of Accounting Estimates

The above amendments / standards are not likely to influence Group's
consolidated financial

 

2.3 Summary of main accounting principles and policies

The main accounting principles and policies adopted in preparing these
consolidated financial statements are set out below. These policies have been
applied consistently by the Group entities.

Basis of consolidation

Subsidiaries are all entities (including structured entities) over which the
Group has control. The Group controls an entity when the Group is exposed to,
or has rights to, variable returns from its involvement with the entity and
has the ability to affect those returns through its power over the entity. The
consolidated financial statements include the financial statements of the
Company and the financial statements of those entities over which the Company
has control, both directly or indirectly, from the date on which control is
transferred to the Group until the date such control ceases.

The financial statements used in the consolidation process are those prepared
by the individual Group entities in accordance with IFRS as adopted by IASB
.

The consolidation procedures used are as follows:

The assets and liabilities and income and expenses of subsidiaries are
included on a line-by-line basis, allocating to non-controlling interests,
where applicable, the share of equity and profit or loss for the year that is
attributable to them. The resulting balances are presented separately in
equity and the consolidated income statement; the acquisition method of
accounting is used to account for business combinations. The consideration
transferred for the acquisition of a subsidiary is the fair values of the
assets transferred, the liabilities incurred to the former owners of the
acquiree, and the equity interests issued by the Group. The consideration
transferred includes the fair value of any asset or liability resulting from a
contingent consideration arrangement. Identifiable assets acquired and
liabilities and contingent liabilities assumed in a business combination are
measured initially at their fair values at the acquisition date. The Group
recognizes any non-controlling interest in the acquiree on an
acquisition-by-acquisition basis, either at fair value or at the
non-controlling interest's proportionate share of the recognized amounts of
acquiree's identifiable net assets.

Any contingent consideration is measured at fair value at the date of
acquisition. If an obligation to pay contingent consideration that meets the
definition of a financial instrument is classified as equity, then it is not
remeasured, and settlement is accounted for within equity. Otherwise, other
contingent consideration is remeasured at fair value at each reporting date
and subsequent changes in the fair value of the contingent consideration are
recognized in consolidated profit or loss.

Goodwill represents the excess of the cost of an acquisition over the interest
acquired in the net fair value at the acquisition date of the assets and
liabilities of the entity or business acquired. Goodwill relating to
investments accounted for using the equity method is included in the carrying
amount of the investment. Goodwill is initially measured as the excess of the
aggregate of the consideration transferred and the fair values of
non-controlling interest over the net identifiable assets acquired and the
liabilities assumed. If the consideration is lower than the fair value of the
net assets of the subsidiary acquired, the difference is recognized in the
consolidated profit or loss.

Acquisition costs on business combinations are expensed as incurred, except if
they relate to issue debt or equity securities.

The purchase of equity holdings from non-controlling holders are accounted for
as equity transactions that is, as transactions with the owners in their
capacity as owners. The difference between fair value of any consideration
received and the relevant share of the carrying value of net assets of the
subsidiary is recorded in equity.

Intra-group balances and transactions, and any unrealized income and expenses
(except for foreign currency transaction gains or losses) arising from
intra-group transactions, are eliminated. Unrealized gains arising from
transactions with equity-accounted investees are eliminated against the
investment to the extent of the Group's interest in the investee. Unrealized
losses are eliminated in the same way as unrealized gains, but only to the
extent that there is no evidence of impairment.

Interests in equity-accounted investees

The Group's interests in equity-accounted investees comprise interests in
associates and a joint venture .

Associates are those entities in which the Group has significant influence,
but not control or joint control, over the financial and operating policies. A
joint venture is an arrangement in which the Group has joint control, whereby
the Group has rights to the net assets of the arrangement, rather than rights
to its assets and obligations for its liabilities .

Interests in associates and the joint venture are accounted for using the
equity method. They are initially recognized at cost, which includes
transaction costs. Subsequent to initial recognition, the consolidated
financial statements include the Group's share of the profit or loss and OCI
of equity accounted investees, until the date on which significant influence
or joint control ceases .

 

The equity method is as follows:

· The Group's share of the profit or loss of an investee is recognized in the
consolidated profit or loss from the date when significant influence begins up
to the date when that significant influence ceases or when the investment is
classified as held for sale. Investments in associates with negative
shareholders' equity are recorded till the Group's interest is reduced to zero
and a provision for its losses is accrued only if the Group has a legal or
constructive obligation to cover such losses.

The Group determines at each reporting date whether there is any objective
evidence that the investment in the associate is impaired. If this is the
case, the Group calculates the amount of impairment as the difference between
the recoverable amount of the associate and it's carrying value;

If the ownership interest in an associate is reduced, but significant
influence is retained, only a proportionate share of the amounts previously
recognized in the consolidated other comprehensive income is reclassified to
consolidated profit or loss.

Unrealized gains and losses generated from transactions between the Company,
or its subsidiaries and its investees accounted for using the equity method
are eliminated on consolidation for the portion pertaining to the Group;
unrealized losses are eliminated unless they represent impairment.

Management fees received from associates are included within revenue.

Appendix A includes a list of the entities included in the scope of
consolidation.

Non-controlling interests

Non-controlling interests of consolidated subsidiaries are presented
separately from the Group's equity" therein"

Non-controlling interests that represent current equity interests and entitle
their holders to a proportionate share of the net assets of the entity in
liquidation, they may be measured at initial recognition either at fair value
or in the Proportionate share of the non-controlling interests in the
recognized values of the net assets acquired - The Measurement basis for each
acquisition transaction is selected separately.

The non-controlling interest in an acquire is initially measured at the
non-controlling interest proportionate share in the fair value of the assets,
liabilities and contingent consideration recognized on acquisition date.

· Foreign currency translation

Functional and presentation currency

Items included in the financial statements of each of the Group's entities are
measured using the currency of the primary economic environment in which the
entity operates ('the functional currency'). The functional currency of the
Company is Egyptian pound. The Consolidated Financial Statements are presented
in 'US Dollars' (US$), which is the Group's presentation currency.

Transactions and balances

Transactions in foreign currencies are translated into the functional currency
of the relevant entity at the exchange rate prevailing at the date of the
transaction. Monetary assets and liabilities denominated in foreign currencies
are translated, at the reporting date, into the prevailing exchange rates at
that date. Foreign currency exchange differences arising on the settlement of
transactions and the translation of the statement of financial position are
recognized in the income statement. Gains and losses on long-term financing
provided to Group subsidiaries by the parent company, for which settlement is
neither planned nor likely to occur, are initially recognized in. other
comprehensive income and reclassified to the income statement on disposal of
the relevant entity, transaction in foreign currency for non-monetary assets
and liabilities carried at historical cost are initially recorded using
closing rate at the date of the transaction while items carried at fair value
should be reported at the rate that existed when fair values were determined.

If a gain or loss on a non-monetary item is recognized in other comprehensive
income, any foreign exchange component of that gain or loss is also recognized
in other comprehensive income.

Group companies

The financial statements of the Group entities are translated into the
presentation currency as follows:

Assets and liabilities are translated at the closing exchange rate.

Income and expenses are translated at the average exchange rate for the year;

All resulting exchange differences are recognized as a separate component of
equity in the "translation reserve" until the group loses control of the
relevant subsidiary. When the group disposes of a foreign operation the
translation reserve, previously recognized in equity, is transferred to the
income statement.

Goodwill and fair value adjustments arising on the acquisition of a foreign
entity are treated as assets and liabilities of the foreign entity and are
translated at the closing exchange rate; and

In the preparation of the consolidated cash flow statement, the cash flows of
foreign subsidiaries are translated at the average exchange rate for the year,
except for the opening and closing cash balances.

 

The exchange rates applied in relation to the US$ are as follows:

                           Average for the     Closing rate as of  Average for the year ended  Closing rate as of

                           year ended          December 31, 2021   December 31, 2020           December 31, 2020

                           December 31, 2021
 Egyptian Pound (EGP)      0.0639              0.0639              0.0634                      0.0637
 Pakistan Rupee (PKR)      0.0062              0.0057              0.0062                      0.0063
 Euro (EUR)                1.1832              1.1368              1.1413                      1.2213
 DRRK Won (KPW)            0.0078              0.0090              0.0093                      0.0097
 LBPLebanese Pounds (LBP)  0.0007              0.0007              0.0007                      0.0007

Property and equipment

Property and equipment are stated at purchase cost or production cost, net of
accumulated depreciation and any impairment losses. Cost includes expenditure
directly attributable to bringing the asset to the location and condition
necessary for use and any dismantling and removal costs which may be incurred
because of contractual obligations, which require the asset to be returned to
its original state and condition.

Subsequent costs are included in the asset's carrying amount or recognized as
a separate asset, as appropriate, only when it is probable that future
economic benefits associated with the item will flow to the Group and the cost
of the item can be measured reliably. The carrying amount of the replaced part
is derecognized. All other repairs and maintenance are charged to the income
statement during the financial period in which they are incurred. Each asset
is treated separately if it has an autonomously determinable useful life and
value. Depreciation is charged at rates calculated to write off the costs over
their estimated useful lives on a straight-line basis from the date the asset
is available and ready for use.

The useful lives of property and equipment and their residual values are
reviewed and updated, where necessary, at least at each year-end. Land is not
depreciated. When a depreciable asset is composed of identifiable separate
components whose useful lives vary significantly from those of other
components of the asset, depreciation is calculated for each component
separately, applying the "component approach ."

The useful lives estimated by the Group for the various categories of property
and equipment are as follows :

                                                              Number of years
 Land and Buildings
                      Buildings                               50
                      Leasehold improvements and renovations  3-8
 Cable's system and equipment
                      Machinery                               5-10
 Commercial and other tangible assets
                      Computer equipment                      3-5
                      Vehicles                                3-6
                      Furniture and fixtures                  5-10
 Cellular   equipment                                         8-15

Gains or (losses) arising from the sale or retirement of assets are determined
as the difference between the net disposal proceeds and the net carrying
amount of the asset sold or retired and are recognized in the income statement
in the period incurred under "Gains / (losses) from disposal of non-current
assets".

Leases

With the adoption of IFRS 16, the Group recognizes a right-of-use asset and a
corresponding lease liability at the date at which the leased asset is
available for use. Each lease payment is allocated between the principal
liability and finance costs. Finance costs are charged to the income statement
over the lease period using the effective interest rate method.

As A lease , right-of-use assets are  initially measured at cost comprising
the following: (i) the amount of the initial measurement of lease liability;
(ii) any lease payments made at or before the commencement date less any lease
incentives received; (iii) any initial direct costs and, if applicable, (iv)
restoration costs. Payments associated with short-term leases and leases of
low-value assets are recognized as an expense in the income statement on a
straight-line basis.

Lease liabilities are initially measured at the net present value of the
following: (i) fixed lease payments, (ii) variable lease payment that are
based on an index or a rate and, if applicable, (iii) amounts expected to be
payable by the lessee under residual value guarantees, and (iv) the exercise
price of a purchase option if the lessee is reasonably certain to exercise
that option. Lease liabilities do not include any non-lease components that
may be included in the related contracts.

Lease payments are subsequently measured at amortized cost and discounted
using the interest rate implicit in the lease. If that rate cannot be
determined, the Group's incremental borrowing rate is used, being the rate
that the Group would have to pay to borrow the funds necessary to obtain an
asset of similar value in a similar economic environment with similar terms
and conditions.

The right-of-use asset is subsequently depreciated on a straight-line basis
over the entire term of the contract, unless the contract provides for the
transfer of ownership at the end of the lease term or the cost of the lease
reflects the fact that the lessee will exercise the purchase option. In this
case, the depreciation must be the shorter of the useful life of the asset and
the duration of the contract. The estimated useful lives for right-of-use
assets are calculated according to the same criterion applied to owned
tangible assets. In addition, the right-of-use asset is decreased by any
impairment losses and adjusted to reflect any remeasurement of the associated
lease liability.

In the statement of financial position, the Group presents right-of-use assets
within tangible assets and lease liabilities within current and non-current
borrowings.

In the income statement, interest expense on lease liabilities constitutes a
component of financial expenses and is shown separately from the depreciation
of right-of-use assets.

As a lessor

At incorporation or on modification of a contract that contains a lease
component, the Group allocates the consideration in the contract to each lease
component on the basis of their relative stand- alone prices.

When the Group acts as a lessor, it determines at lease incorporation whether
each lease is a finance lease or an operating lease.

To classify each lease, the Group makes an overall assessment of whether the
lease transfers substantially all of the risks and rewards incidental to
ownership of the underlying asset. If this is the case, then the lease is a
finance lease; if not, then it is an operating lease. As part of this
assessment, the Group considers certain indicators such as whether the lease
is for the major part of the economic life of the asset.

When the Group is an intermediate lessor, it accounts for its interests in the
head lease and the sub-lease separately. It assesses the lease classification
of a sub-lease with reference to the right-of use asset arising from the head
lease, not with reference to the underlying asset.

If a head lease is a short-term lease to which the Group applies the exemption
described above, then it classifies the sub-lease as an operating lease.

If an arrangement contains lease and non-lease components, then the Group
applies IFRS 15 to allocate the consideration in the contract.

The Group applies the derecognition and impairment requirements in IFRS 9 to
the net investment in the lease. The Group further regularly reviews estimated
unguaranteed residual values used in calculating the gross investment in the
lease.

The Group recognizes lease payments received under operating leases as income
on a straight-line basis over the lease term as part of "other revenue".

 

Impairment of non-financial assets

Assets that have an indefinite useful life - for example, goodwill- are not
subject to amortization and are tested annually for impairment. Assets that
are subject to amortization are reviewed for impairment whenever events or
changes in circumstances indicate that the carrying amount may not be
recoverable. An impairment loss is recognized for the amount by which the
asset's carrying amount exceeds its recoverable amount. In determining an
asset's value in use, the estimated future cash flows are discounted using a
pre-tax rate that reflects the market's current assessment of the cost of
money for the investment period and the specific risk profile of the asset.
The recoverable amount is the higher of an asset's fair value less costs to
sell and value in use. For the purposes of assessing impairment, assets are
grouped at the lowest levels for which there are separately identifiable cash
flows (cash-generating units, "CGU"). Non-financial assets other than goodwill
that suffered impairment are reviewed for possible reversal of the impairment
at each reporting date.

For the purpose of impairment testing, goodwill acquired in a business
combination is allocated to each of the CGUs, or groups of CGUs, that is
expected to benefit from the synergies of the combination. Each unit or group
of units to which the goodwill is allocated represents the lowest level within
the entity at which the goodwill is monitored for internal management
purposes. Goodwill is monitored at the operating segment level. Goodwill
impairment reviews are undertaken annually or more frequently if events or
changes in circumstances indicate a potential impairment. The carrying value
of goodwill is compared to the recoverable amount, which is the higher of
value in use and the fair value less costs to sell. Any impairment is
recognized immediately as an expense and is not subsequently reversed.

Investment property

Investment properties are property (land or a building or part of a building
or both) held by the Group to earn rental income or for capital appreciation
or both, rather than for sale in the ordinary course of business or for use in
supply of goods or services or for administrative purposes. Investment
properties are initially measured at cost. The cost of a purchased investment
property comprises its purchase price and any directly attributable
expenditure.

Directly attributable expenditure includes, for example, professional fees for
legal services, property transfer taxes and other transaction costs.
Subsequent to initial recognition, the Group has elected to measure investment
properties at cost less accumulated depreciation and accumulated impairment
losses, if any. Investment property is derecognized upon disposal, when it is
permanently withdrawn from use and no future economic benefits expected from
its disposal. Gains or losses arising from the retirement or disposal of
investment property are determined as the difference between the net disposal
proceeds and the carrying amount of the asset and are recognized in the
consolidated profit or loss in the period of the retirement or disposal.
Reclassifications to / from investment property are made when, and only when,
there is a change of use.

Revenue from operating lease rentals is recognized on a straight-line basis
over the relevant term of the lease. The rental income generated by investment
properties is recognized within revenue in the consolidated income statement.

Depreciation is charged to the income statement on a straight-line basis over
the estimated useful lives of each component of the investment properties. The
estimated useful lives of leased units are estimated at 50 years.

Financial assets

On initial recognition, a financial asset is classified as measured at: -

- amortized cost.

- fair value through other comprehensive income (FVOCI) ; or

- fair value through profit or loss (FVTPL) .

The classification of financial assets is based on the business model in which
a financial asset is managed and its contractual cash flow characteristics

Financial assets are not reclassified subsequent to their initial recognition
unless the Group changes its business model for managing financial assets, in
which case all affected financial assets are reclassified on the first day of
the first reporting period following the change in the business model.

Amortized cost

A financial asset is measured at amortized cost if it meets both of the
following conditions and is not designated as at FVTPL: (i) it is held within
a business model whose objective is to hold assets to collect contractual cash
flows; and (ii) its contractual terms give rise on specified dates to cash
flows that are solely payments of principal and interest on the principal
amount outstanding.

Trade receivables, current assets and current financial assets and other
receivables are originated in the ordinary course of business and held within
a business model with the objective to hold the receivables in order to
collect contractual cash flows that meet the 'solely payments of principal and
interest' criterion under IFRS 9. Consequently, they are initially recognized
at fair value adjusted by directly attributable transaction costs and
subsequently recognized at amortized cost on the basis of the effective
interest rate method (namely the interest rate that, at the time of initial
recognition, renders the present value of future cash flows).

Receivables due from customers and other financial receivables are included in
current assets. Should be the expiry date over twelve months from the
reporting date, they are classified as non-current assets. Receivables with
maturities greater than twelve months and no significant financing component
are discounted to present value.

- Fair value through profit or loss (FVTPL) .

Impairment of financial assets

The Group recognizes loss allowances for expected credit losses ("ECL") on:

Trade receivables related to fees and commission under the scope of IFRS 15
("Revenues from Contracts with Customers");

Financial assets measured at amortized cost or at FVOCI.

The Group applies a simplified approach to measure the of these assets. For
further information, please, refer to the section 3. Use of estimates and
critical judgments- Impairment of financial assets.

Impairment losses on financial assets are recognized in the consolidated
statement of profit and loss under "Impairment loss of other financial
assets".

Lifetime ECLs are the ECLs that result from all possible default events over
the expected life of a financial instrument. 12-month ECLs are the portion of
ECLs that result from default events that are possible within the 12 months
after the reporting date (or a shorter period if the expected life of the
instrument is less than 12 months).

For trade receivables related to fees and commission, the Group measures loss
allowances at an amount equal to 12-month ECLs.

For financial assets measured at amortized cost or at FVOCI, the Group
measures loss allowances at an amount equal to 12-month ECLs. However, a
lifetime ECLs is elected if the credit risk on the financial instruments has
increased significantly since initial recognition.

Significant increase in credit risk and default

When determining whether the credit risk of a financial asset has increased
significantly since initial recognition, the Group considers reasonable and
supportable information that is relevant and available without undue cost or
effort. This includes both quantitative and qualitative information and
analysis, based on the Group's historical experience and informed credit
assessment and including forward-looking information.

The Group considers a financial asset to be in default when:

there is a breach of financial covenants by the counterparty; or

the information developed internally or obtained from external sources
indicates that the debtor is unlikely to pay its creditors, including the
Group, in full (without taking into account any collateral held by the Group);
or

the financial asset is more than 90 days past due unless the Group has
reasonable and supportable information to demonstrate that a more lagging
default criterion is more appropriate.

Measurement of ECLs

ECLs are a probability-weighted estimate of credit losses. Credit losses are
measured as the present value of all cash shortfalls (i.e., the difference
between the cash flows due to the entity in accordance with the contract and
the cash flows that the Group expects to receive).

ECLs are discounted at the effective interest rate of the financial asset.

Credit-impaired financial assets

At each reporting date, the Group assesses whether financial assets are credit
impaired. A financial asset is 'credit-impaired' when one or more events that
have a detrimental impact on the estimated future cash flows of the financial
asset have occurred.

Evidence that a financial asset is credit-impaired includes the following
observable data:

significant financial difficulty of the borrower or issuer.

a breach of contract such as a default or being more than 90 days past due.

the restructuring of a loan or advance by the Group on terms that the Group
would not consider otherwise.

it is probable that the borrower will enter bankruptcy or another financial
reorganization; or

the disappearance of an active market for security because of financial
difficulties.

Presentation of allowance for ECL in the statement of financial position

ECL for financial assets measured at amortized cost are deducted from the
gross carrying amount of the assets.

For financial instruments at FVOCI, the ECL is charged to consolidated profit
or loss and is recognized in OCI.

Write-off

The gross carrying amount of a financial asset is written off when the Group
has no reasonable expectations of recovering a financial asset in its entirety
or a portion thereof. The Group individually makes an assessment with respect
to the timing and amount of write-off based on whether there is a reasonable
expectation of recovery. The Group expects no significant recovery from the
amount written off. However, financial assets that are written off could still
be subject to enforcement activities in order to comply with the Group's
procedures for recovery of amounts due. Subsequent recoveries of an asset that
was previously written off are recognized as a reversal of impairment in the
consolidated statement of profit and loss when the recovery occurs.

 

 

 

 

 

Financial liabilities

Financial liabilities consisting of borrowings, trade payables and other
obligations are recognized when the Group becomes a party to the related
contractual clauses and are initially recognized at fair value, adjusted by
any directly attributable transaction costs.

Financial liabilities and trade payables, with the exception of derivative
financial instruments, are subsequently measured at amortized cost using the
effective interest rate method.

Derivative financial instruments and embedded derivatives

Derivatives are initially recognized at fair value on the date a derivative
contract is entered into and are subsequently re-measured at their fair value.
Fair value gains and losses on all of the Groups derivative financial
instruments are recognized in the income statement within finance income and
expense.

Derivatives embedded in non-derivative host contracts are treated as separate
derivatives when their risks and characteristics are not closely related to
those of the host contracts and the host contracts are not measured at fair
value through profit or loss.

 

Derecognition of financial assets and liabilities

Financial assets are derecognized when one of the following conditions is met:

the contractual right to receive the cash flows from the asset has expired.

the Group has substantially transferred all of the risks and rewards related
to the asset, transferring its rights to receive the cash flows from the asset
or assuming a contractual obligation to pass the cash flows received to one or
more beneficiaries by virtue of an agreement that meets the requirements set
out in IFRS 9 (pass through test);

the Group has not transferred nor substantially maintained all the risks and
rewards related to the financial asset but has transferred control.

The financial liabilities are derecognized when they are extinguished, namely
when the contractual obligation has been met, cancelled, or prescribed. An
exchange of debt instruments with substantially different contractual terms,
must be accounted for as an extinguishment of the original financial liability
and the recognition of a new financial liability. Similarly, a substantial
modification of the contractual terms of an existing financial liability must
be accounted for as an extinguishment of the original financial liability and
the recognition of a new financial liability.

 

Offsetting financial assets and liabilities

The Group offsets financial assets and liabilities if and only if:

there is a legally exercisable right to offset the amounts recognized in the
financial statements.

there is an intention either to offset or to dispose of the asset and settle
the liability at the same time.

 

 

Finance income

Interest income is recognized using the effective interest method. When a
receivable is impaired, the Group reduces the carrying amount to its
recoverable amount, being the estimated future cash-flow discounted at the
original effective interest rate of the instrument and continues unwinding the
discount as interest income. Interest income on impaired loans is recognized
using the original effective interest rate.

Inventories

Inventories are stated at the lower of purchase cost or production cost and
net realizable value. Cost is based on the weighted average method. Net
realizable value is the estimated selling price in the ordinary course of
business, less the estimated costs of completion and selling expenses. When
necessary, obsolescence allowances are made for slow-moving and obsolete
inventories.

Cash and cash equivalents

Cash and cash equivalents include cash on hand, deposits held at call with
banks and other short-term highly liquid investments with original maturities
of three months or less. In the consolidated statement of financial position,
bank overdrafts are shown within borrowings in current liabilities.

The group recognize loss allowances for ECL on the cash closing balance. The
group measures loss allowances at an amount equal to 12-month ECLs.

 

Current and deferred income tax

The tax expense for the year comprises current and deferred tax. Tax is
recognized in the income statement, except to the extent that it relates to
items recognized directly in equity. In this case, the tax is also recognized
in equity.

The current income tax charge is calculated on the basis of the tax laws
enacted or substantively enacted at the reporting date in the countries where
the Group's subsidiaries and associates operate and generate taxable income.
Management periodically evaluates positions taken in tax returns with respect
to situations in which applicable tax regulation is subject to interpretation.
It establishes provisions where appropriate on the basis of amounts expected
to be paid to the tax authorities.

Deferred income tax is recognized, using the balance sheet liability method,
on temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the Consolidated Financial
Statements. However, deferred income tax is not accounted for if it arises
from initial recognition of goodwill or the initial recognition of an asset or
liability in a transaction other than a business combination that at the time
of the transaction affects neither accounting nor taxable profit or loss.
Deferred income tax is determined using tax rates (and laws) that have been
enacted or substantially enacted at the reporting date and are expected to
apply when the related deferred income tax asset is realized, or the deferred
income tax liability is settled.

Deferred income tax assets are recognized only to the extent that it is
probable that future taxable profit will be available against which the
temporary differences can be utilized.

Deferred income tax is provided on temporary differences arising on
investments in subsidiaries, associates, and joint ventures, except where the
timing of the reversal of the temporary difference is controlled by the Group
and it is probable that the temporary difference will not reverse in the near
future.

Deferred tax assets and liabilities are offset if there is a legally
enforceable right to offset current tax liabilities and assets, and they
relate to income taxes levied by the same tax authority on the same taxable
entity, or on different tax entities, but they intend to settle current tax
liabilities and assets on a net basis, or their tax assets and liabilities
will be realized simultaneously.

Business Combination

The acquisition method of accounting is used to account for all business
combination, regardless of whether equity instruments or other assets are
acquired. The consideration transferred for the acquisition of a subsidiary
comprises the:

·      Fair values of the assets transferred.

·      Liabilities incurred to the former owners of the acquired
business.

·      Equity interests issued by the group.

·      Fair value of any asset or liability resulting from a contingent
consideration arrangement and.

·      Fair value of any pre-existing equity interest in the subsidiary.

Identifiable assets acquired and liabilities and contingent liabilities
assumed in a business combination are, with limited exceptions, measured
initially at their fair values at the acquisition date.

Acquisition-related costs are expensed as incurred.

The excess of the:

·      Consideration transferred.

·      Amount of any non-controlling interest in the acquired entity,
and

·      Acquisition date fair value of any previous equity interest in
the acquired entity

Over the fair value of the net identifiable assets acquired is recorded as
goodwill. If those amounts are less than the fair value of the net
identifiable assets of the subsidiary acquired, the difference is recognized
directly on profit or loss as a bargain purchase.

Where the settlement of any part of cash consideration is deferred, the
amounts payable in the future are discounted to their present value as the
date of exchange. The discount rate used is the entity's incremental borrowing
rate, being the rate at which a similar borrowing could be obtained from an
independent financier under comparable terms and conditions.

Contingent consideration is classified either as equity or a financial
liability. Amounts classified as a financial liability are subsequently
remeasured to fair value with changes in fair value recognized in the
consolidated profit or loss.

If the business combination is achieved in stages, the acquisition date
carrying value of the acquirer's previously held equity interest in the
acquire is remeasured to fair value at the acquisition date. Any gains or
losses arising from such remeasurement are recognized in the consolidated
profit or loss.

In case that initial treatment of business combination is not complete at the
end of financial period consolidated, the group recognizes temporary amounts
for accounts and during the measurement period not to exceed one year from the
date of acquisition. The adjustment is performed retrospectively for
completion of new information (Intangible assets, deferred taxes/provisions,
and others).

 

Provisions

Provisions are only recognized when the Group has a present legal or
constructive obligation arising from past events that will probably result in
a future outflow of resources, and the amount has been reliably estimated.
Provisions are not recognized for future operating losses. The amount provided
represents the best estimate of the present value of the outlay required to
meet the obligation. The interest rate used in determining the present value
of the liability reflects current market rates and takes into account the
specific risk of each liability.

Revenue from contracts with customers

Revenue is recognized when the control over a product or service is
transferred to a customer. Revenue is measured at the transaction price, which
is based on the amount of consideration that the Group expects to receive in
exchange for transferring the promised goods or services to the customer and
excludes any sales incentives as well as taxes collected from customers that
are remitted to government authorities. The transaction price will include
estimates of variable consideration to the extent it is highly probable that a
significant reversal of revenue recognized will not occur.

Where a contract includes multiple performance obligations, the transaction
price will be allocated to each performance obligation based on the
stand-alone selling prices. Management has exercised judgment in determining
performance obligations, variable consideration, allocation of transaction
price and the timing of revenue recognition.

The Group does not recognize any assets associated with the incremental costs
of obtaining a contract with a customer that are expected to be not recovered.
The majority of revenue is recognized over a period of time and the Group
applies the practical expedient to recognize the incremental costs of
obtaining a contract as an expense when incurred if the amortization period of
the asset that would otherwise be recognized is one year or less.

Specifically, the Group mainly recognizes revenue from financial services and
cables. The criteria followed by the Group in recognizing ordinary revenue are
as follows:

Revenue from cable segment

Revenue from cable segment is predominantly generated by Trans World
Associates (Private) Limited ("TWA") and it includes:

Revenue from bandwidth capacity sales, recognized over the period of the
contract on the basis of usage of bandwidth by the customers.

Revenues from services contracts (Value-Added Data Class and Fixed Local Loop
services, maintaining and lease of telecom infrastructure facilities, and IP
TV services), recognized over the period of the contract.

Revenue is measured based on the consideration specified in a contract with
customer and excludes amounts collected on behalf of third parties. The Group
recognizes revenue when it provides the service to the customer and related
performance obligation is fulfilled. The typical payments term is 90 days.

The revenues from cable segment are generated as follows:

TWA provides bandwidth services, such as international private lease circuit
and IP transit. The typical length of a contract with customers is 12 months.

 With exception to indefeasible right of use (IRU) contract which has a
length of 180 months.

It also generates revenues from providing Data Class Value Added and Fixed
Local Loop services. The typical length of a contract with a customer has been
estimated to be 12 months.

Furthermore, TWA generates revenues from providing and maintaining lease, rent
and sales of telecom infrastructure facilities. TWA is providing these
services under license provided by Pakistan Telecommunication Regulatory
Authority to its subsidiary Trans World Infrastructure Services Private
Limited (TIS).

·      Lastly, TWA generates revenue from providing Cable and IP TV
services. The typical length of a contract with customers has been estimated
to be 12 months.

It should be noted that the revenue from Cable segment has been presented in
the discontinued operations in the current year and represented in the
discontinued operations in the previous year following the sale  of the
Company. Refer to notes (1.12 and 33).

Revenue from entertainment segment

- The company recognizes revenue based on the following five steps:

1. Determination of the contract with the client.

2. Determination of the contractual obligation to transport goods and/or
services (known as performance obligations);

3. Determination of the price of the transaction.

4. Allocation of the transaction price to performance obligations determined
on the basis of the independent selling price for each good or service.

5. Recognition of income upon fulfilment of the relevant performance
obligation

The following is a statement of the company's revenues and how to define each
revenue:

Revenue from entertainment segment is predominantly generated by Orascom
pyramids entertainment ("OPE ") and Orascom sound and light "OSL" which
includes:

Orascom pyramids entertainment ("OPE ")

Rental income: Rental income is recognized according to the accrual basis and
in the straight-line manner according to the essence of the lease agreement

Sponsorship Revenue: Care income is recognized by the distribution of
sponsorship consideration on a straight-line basis over the duration of the
sponsorship contract.

Events revenue: Events revenue is recognized when performing event for
customers and no revenue is recognized in case of uncertainty of refund for
this revenue or associated costs.

 

- Orascom sound and light "OSL

Revenues of sound and light shows: - It is represented in the revenues
resulting from sound light shows presented within the archaeological pyramids
area.

 

-       EBITDA Definition (Alternative performance measure)

o  Adjusted earnings before interest, tax, depreciation, and amortisation
(adjusted EBITDA)

A management has presented the performance measure adjusted EBITDA because it
monitors this performance measure at a consolidated level, and it believes
that this measure is relevant to an understanding of the Group's financial
performance. Adjusted EBITDA is calculated by adjusting profit from continuing
operations to exclude the impact of taxation, net finance costs, depreciation,
amortisation, impairment losses/reversals related to goodwill, intangible
assets,

property, plant, and equipment and the remeasurement of disposal groups, and
share of profit of equity‑accounted investees.

Adjusted EBITDA is not a defined performance measure in IFRS Accounting
Standards. The Group's definition of adjusted EBITDA may not be comparable
with similarly titled performance measures and disclosures by other entities

o  The following information is regularly provided to the chief operating
decision maker and is measured consistently with that of the consolidated
financial statements.

Earnings per share

Basic: Basic earnings per share are calculated by dividing the profit for the
year attributable to equity holders of the Company, both from continuing and
discontinued operations, by the weighted average number of ordinary shares in
issue during the year excluding ordinary shares purchased by the Company and
held as treasury shares.

Diluted: Diluted earnings per share are calculated by dividing the profit for
the year attributable to equity holders of the Company by the weighted average
number of ordinary shares of the Company outstanding during the year where,
compared to basic earnings per share, the weighted average number of shares
outstanding is modified to include the conversion of all dilutive potential
shares, while the profit for the year is modified to include the effects of
such conversion net of taxation. Diluted earnings per share are not calculated
when there are losses as any dilutive effect would improve earnings per share.

Segment reporting

Operating segments are reported in a manner which is consistent with the
internal reporting information provided to the chief operating decision-maker.
The chief operating decision-maker, who is responsible for allocating
resources and assessing performance of the operating segments, has been
identified as the board of directors of the Company.

Non-current assets and liabilities held for sale

Non-current assets (or disposal groups comprising assets and liabilities) that
are expected to be recovered primarily through sale rather than through
continuing use are classified as held for sale. Immediately before
classification as held for sale, the assets (or components of a disposal
group) are re-measured in accordance with the Group's accounting policies.
Thereafter the assets and liabilities held for sale (or disposal group) are
measured at the lower of their carrying amount and fair value less cost to
sell. Any impairment loss on a disposal group is first allocated to goodwill,
and then to the remaining assets and liabilities on a pro rata basis, except
that no loss is allocated to inventories, financial assets and deferred tax
assets, which continue to be measured in accordance with the Group's
accounting policies. Impairment losses on initial classification as held for
sale and subsequent losses on re-measurement are recognized in the income
statement. Subsequent increase in fair value less costs to sell may be
recognized in the income statement only to the extent of the cumulative
impairment loss that has been recognized previously.

Discontinued operations

A discontinued operation is a component of the Group's business that
represents a separate major line of business or geographical area of
operations that has been disposed of or is held for sale, or is a subsidiary
acquired exclusively with a view to resale. Classification as a discontinued
operation occurs at the earliest of disposal or when the operation meets the
criteria to be classified as held for sale, if earlier. When an operation is
classified as a discontinued operation, the comparative income statement is
re-presented as if the operation had been discontinued from the start of the
comparative period.

 

 

3.   Use of estimates and critical judgements

The preparation of the Consolidated Financial Statements requires that the
directors apply accounting policies and methodologies that, in some
circumstances, are based upon complex and subjective judgments and estimates
that are based on historical experience and assumptions that are considered
reasonable and realistic at the time, considering the relevant circumstances
for example the assessment of control over subsidiaries and associates as well
as the impairment of goodwill amount.  The application of such estimates and
assumptions affects the amounts recorded in the consolidated statement of
financial position, the consolidated income statement, the consolidated
statement of comprehensive income and cash flows, as well as in the notes.
Actual results might differ from such estimates due to the uncertainty
surrounding the assumptions and conditions upon which estimates are based. The
accounting estimates that require the more subjective judgment of management
in making assumptions or estimates regarding the effects of matters that are
inherently uncertain and for which changes in conditions may significantly
affect the results reported in these Consolidated Financial Statements are
summarised below.

Valuation of financial instruments

For some financial instruments that are not traded in an active market and
included in the financial statements such as financial derivatives, Management
estimates fair value using valuation techniques based on inputs and
assumptions, some of which are linked to quoted market prices and others on
management's estimations. Management applied reasonable option valuation
models during the period in estimating the fair value of these financial
instruments.

Impairment of non-current assets

Non-current assets are reviewed to determine whether there are any indications
that the net carrying amount of these assets may not be recoverable and that
they have suffered an impairment loss that needs to be recognized. In order to
determine whether any such elements exist, it is necessary to make subjective
measurements, based on information obtained within the Group, in the market
and on past experience. When indicators are identified that an asset may have
become impaired, the Group estimates the impairment loss using suitable
valuation techniques. The identification of elements indicating that a
potential impairment exists and estimates of the amount of the impairment,
depend on factors that may vary in time, affecting management's assessments
and estimates.

Impairment of financial assets

The Group applies a simplified approach to measure expected credit losses of
trade receivables related to fees and commission and financial assets measured
at amortized cost and FVOCI. In a simplified approach expected credit losses
are measured on the basis of a lifetime or 12-month expected loss allowance.
The expected credit losses are based on historical information on actual
credit losses on receivables. The model takes into account other information
on the future economic conditions available at the time of the measurement.

Assets held for sale

Non‑current assets, or disposal groups comprising assets and liabilities,
are classified as held‑for‑ sale if it is highly probable that they will
be recovered primarily through sale rather than through continuing use.

Such assets, or disposal groups, are generally measured at the lower of their
carrying amount and fair value less costs to sell. Any impairment loss on a
disposal group is allocated first to goodwill, and then to the remaining
assets and liabilities on a pro rata basis, except that no loss is allocated
to inventories, financial assets, deferred tax assets, employee benefit
assets, investment property or biological assets, which continue to be
measured in accordance with the Group's other accounting policies. Impairment
losses on initial classification as held‑for‑sale or
held‑for‑distribution and subsequent gains and losses on remeasurement are
recognized in profit or loss.

Discontinued operation

A discontinued operation is a component of the Group's business, the
operations, and cash flows of which can be clearly distinguished from the rest
of the Group and which:

•Represents a separate major line of business or geographic area of
operations.

•Is part of a single coordinated plan to dispose of a separate major line of
business or geographic area of operations; or

•Is a subsidiary acquired exclusively with a view to resale.

Classification as a discontinued operation occurs at the earlier of disposal
or when the operation meets the criteria to be classified as
held‑for‑sale.

When an operation is classified as a discontinued operation, the comparative
statement of profit or loss and OCI is re‑presented as if the operation had
been discontinued from the start of the comparative year.

Intangibles

Intangible assets constitute a significant part of the Group's total assets
and the scheduled amortisation charges from a significant part of the annual
operation expenses. The useful economic lives arrived at, on the basis of
management's estimates and assumptions, have a major impact on the valuation
of intangible assets.

At the end of each reporting period, the Group reviews the carrying amounts of
its intangible assets to determine whether there is any indication that those
assets have suffered an impairment loss. If such indication exists, the
recoverable amount of the intangible asset is estimated, in order to determine
the extent of the impairment loss (if any). Where it is not possible to
estimate the recoverable amount of an individual asset, the Group estimates
the recoverable amount of the cash-generating unit to which the asset belongs.
Where a reasonable and consistent basis of allocation can be identified,
intangible assets are allocated to individual cash-generating units, or
otherwise they are allocated to the smallest group of cash-generating units
for which a reasonable and consistent allocation basis can be identified.

Depreciation of non-current assets

The cost of property and equipment is depreciated on a straight-line basis
throughout the useful economic life of the relevant asset. The useful economic
life is determined by management at the time the asset is acquired and is
based upon historical experience for similar assets, market conditions, and
forecasts regarding future events that could have an impact on useful life,
including changes in technology. Therefore, the actual useful economic life
may differ from the estimated useful life. The Group periodically evaluates
sector and technology changes in order to update the remaining useful life.
Such periodic updates could result in a change during the depreciation period,
and therefore also in the depreciation in future periods.

Taxes

Income taxes (both current income tax and deferred taxes) are determined in
each country where the

Group operates in accordance with a prudent interpretation of the applicable
tax regulations.

This process results in complex estimates in determining taxable and
deductible income and taxable temporary differences between accounting and tax
values. In particular, deferred tax assets are recognized when it is probable
that there will be future taxable income against which the temporary
differences can be utilised. The assessment of the recoverability of deferred
tax assets, in relation to tax losses that can be used in future periods and
deductible temporary differences, considers the estimated future taxable
income on the basis of a prudent tax planning.

Provisions and contingent liabilities

Management assesses events and circumstances indicating that the Group may
have an obligation resulting in the ordinary course of business, Management
applies its judgment in determining whether the recognition criteria have been
met through assessing the probability of the obligation, making assumptions
about timing and amounts of future cash outflows expected to settle the
obligation.

4.  Financial risk management

Financial risk factors

The Group is exposed to a variety of financial risks: market risk (including
foreign exchange risk and cash flow and fair value interest rate risk), credit
risk and liquidity risk. In particular, the Group is exposed to risks from
movements in exchange rates, interest rates and market prices. The Group's
overall risk management program focuses on the unpredictability of financial
markets and seeks to minimise potential adverse effects on the Group's
performance through ongoing operational and finance activities. The management
has overall responsibility for the establishment and oversight of the Group's
risk management framework.

Market Risk

i)     Foreign exchange risk

The Group operates internationally and is exposed to foreign exchange risk
arising when its business transactions are in currencies other than its
functional currency. The main currencies to which the Group is exposed are the
US dollar ("US$"), the Pakistani Rupee ("PKR"), the Euro ("EUR"), DPRK Won
("KPW") , Brazilian Real ("BRL") , Lebanese Pound( LBP) and the Egyptian Pound
("EGP").

The Group is exposed to foreign currency risk arising in two separate ways:

a)    Foreign exchange operations risk

The Group entities predominantly execute their operating activities in their
respective functional currencies. Some Group subsidiaries are, however,
exposed to foreign currency risks in connection with scheduled payments in
currencies that are not their functional currencies. In general, this relates
to foreign currency denominated supplier payables due to capital expenditures
and receivables. The Group monitors the exposure to foreign currency risk on a
group basis. Management has set up a policy to require Group companies to
manage their foreign exchange risk against their functional currency. In
addition, the Group manages foreign currency risk by matching its principal
cash outflows to the currency in which the principal cash inflows are
denominated. This is generally achieved by obtaining loan financing in the
relevant currency.

 

At year end, major net assets / (net liabilities) foreign currencies positions
presented in 'US Dollars' (US$), were as follows:

 (In thousands of US$)  December 31, 2021   December 31, 2021          December 31, 2021                     December 31, 2021
                        Assets in currency  (Liabilities) in currency  Net assets/(liabilities) in currency  Net assets/(liabilities) in US$
 US$                    70,175              (14,656)                   55,519                                55,519
 LBP                    11,726,012          (16,454,406)               (4,728,394)                           (3,138)
 Euro                   5,643               -                          5,643                                 6,415
 GBP                    1                   -                          1                                     2
 BRL                    29,077              (4,000)                    25,078                                4,502

 

 (In thousands of US$)  December31,2020     December31,2020            December31,2020                       December31,2020
                        Assets in currency  (Liabilities) in currency  Net assets/(liabilities) in currency  Net assets/(liabilities) in US$
 US$                    15,626              (30,696)                   (15,070)                              (15,070)
 LBP                    41,897,246          (29,919,438)               11,977,807                            7,948
 Euro                   3,126               -                          3,126                                 3,818
 PKR                    615,374             (4,900,863)                (4,285,489)                           (26,826)
 GBP                    1                   -                          1                                     2
 BRL                    12,957              (2,509)                    10,448                                2,012

 

As of December 31, 2021,if the functional currencies had increased/(decreased)
by 10% against the US$, Euro, BRL, PKR, GBP, LBP and DPRK Won, with all other
variables held constant, the translation of foreign currency would have
resulted in an increase/(decrease) of US$ (7,900)thousand and Euro of (1,285)
and LBP 464 as well as BRL 2,280 of net profit (2020: US$ 714 thousand and
Euro of 1,181and LBP 3,575 as well as PKR of 279 of net profit).

 

b)    Foreign exchange translation risk

Due to its international presence, the Group's Consolidated Financial
Statements are exposed to foreign exchange fluctuations, as these affect the
translation of subsidiaries' assets and liabilities denominated in foreign
currencies to the US$ (the Group's presentational currency). The currencies
concerned are mainly the Egyptian pound, the Pakistani Rupee, DPRK Won and the
Euro. This represents a translational risk rather than a financial risk given
that these movements are posted directly to equity in the cumulative
translation reserve.

 

ii)    Price risk

The Group has no exposure to equity instruments of other entities that are
publicly traded.

iii)   Cash flow and fair value interest rate risk

The Groups interest rate risk arises from borrowings. Borrowings received at
variable interest rates expose the Group to cash flow interest rate risk. The
Group has not entered into any derivative financial instruments to hedge its
exposure to cash flow interest rate risk.

All borrowings outstanding as of December 31, 2021 (US$ 10,190 thousand) and
December 31, 2020

(US$ 39,522 thousand) are at a fixed interest rate, at a variable interest
rate and interest rate free.

The Group analyses its interest rate exposure on a dynamic basis. The Group
calculates the impact on the consolidated profit or loss of a defined interest
rate shift. The same interest rate shift is used for all currencies.

The impact of a 1% interest rate shift would be a maximum increase/decrease in
2021 finance costs of US$ 102 thousand (2020: US$ 370 thousand).

Fair value estimation financial instruments carried at fair value, by
valuation method. The different levels have been defined as follows:

The fair value of a financial instrument traded in active markets is based on
quoted market prices at the reporting date. A market is regarded as active, if
quoted prices are readily and regularly available from an exchange, dealer,
broker, pricing service or regulatory agency, and those prices represent
actual and regularly occurring market transactions on an arm's length basis.
These instruments are included in level 1.

The fair value of instruments that are not traded in an active market (for
example privately negotiated derivatives between two parties) is determined by
using valuation techniques. These valuation techniques maximise the use of
observable market data where it is available and rely as little as possible on
entity specific estimates. If all significant inputs required to fair value an
instrument are observable, instrument is included in Level 2.

If one or more of the significant inputs is not based on observable market
data, the instrument is included in Level 3 which include several valuation
techniques as discontinued future cashflow.

The following table shows the carrying amounts and fair values of financial
assets and financial liabilities, including their levels in the fair value
hierarchy: -

 (In thousands of US$)               As of December 31, 2021,  As of December 31, 2020      2021                       2020
                                     At amortized Cost         At amortized Cost            Level 1  Level 2  Level 3  Level 1  Level 2  Level 3
 Statement of financial position
 Cash and cash equivalents           69,222                    21,865                       -        -        69,222   -        -        21,865
 Trade receivables                   8,041                     20,422                       -        -        8,041    -        -        20,422
 Investment property                 -                         -                            -        -        13,165   -        -        45,821
 Other financial assets              3,391                     5,690                        -        -        3,391    -        -        5,690
 Other assets                        1,821                     9,175                        -        -        1,821    -        -        9,175
 Liabilities to Loan                 -                         -                            -        -        10,190   -        -        39,522
 Tarde payable and other labilities  -                         -                            -        -        23,858   -        -        60,940

 

Credit Risk

i)  Credit risk is the risk of financial loss to the Group if a customer or
counterparty to a financial instrument fails to meet its contractual
obligations and arises principally from the Group's receivables from
customers, investments in debt securities and cash balances. The carrying
amounts of financial assets and contract assets represent the maximum credit
exposure. Impairment losses on financial assets and contract assets recognized
in consolidated profit or loss were as follow: -

 

 (In thousands of US$)                                           December 31, 2021  December 31, 2020
 Impairment loss on Trade receivables (note 19) *                (305)              286
 Impairment loss on financial assets (note 17)**                 5,498              3,543
 reversal of provision                                           (378)              -
 Impairment loss in Other non-current assets (note 20)           196                -
 Impairment loss in Cash and cash equivalent (note 21)           1,830              -
 Total                                                           (6,841)            3,829

 

* This amount related to impairment loss for trade receivables in Orascom
telecom Lebanon for a total amount of US$ (305) thousand (2020: US$ nil).

** Impairment as of 31 December 2021 related mainly to Riza Capital remaining
due balance with an amount of US$ 5,498 thousand (2020:US$ 3,636 in
discontinued operation)

 

 

Cash and cash equivalents

 

The Group Companies have placed funds with the following financial
institutions based on their credit rating: -

 

                                        Rating
 Name of Bank                           2021  2020

 Habib Bank Limited                     AAA   AAA
 United Bank Limited                    AAA   AAA
 Dubai Islamic Bank (Pakistan) Limited  AA    AA
 MCB Islamic Bank Limited               A     A
 MCB Bank Limited                       AAA   AAA
 Meczan Bank Limited                    AA+   AA+
 Telenor Microfinance Bank Limited      A+    A+
 Arab Bank Zurich                       BB+   AA
 CA Indosuez LU                         A+    A
 Credit Agricole Egypt                  AA+   AA+
 QNB Bank                               A+    A+
 Audi Bank                              CCC   CCC
 Blom Bank                              CCC   CCC

 

The Group held cash and cash equivalents of US$ 69,222million (2020: US$
21,865 million) with banks which are rated AAA and AA+ based on Standard &
Poor and are considered to have low credit risk. The cash balances are
measured on 12-month expected credit losses and subject to immaterial credit
loss.

Trade receivables

The Group's exposure to credit risk is influenced mainly by the individual
characteristics of each customer. However, management also considers the
factors that may influence the credit risk of its customer base, including the
default risk associated with the industry and country in which customers
operate. Details of concentration of revenue are included in Notes 6.

The risk management committee has established a credit policy under which each
new customer is analysed individually for creditworthiness before the Group's
standard payment and delivery terms and conditions are offered. The Group's
review includes external ratings, if they are available, financial statements,
credit agency information, industry information and in some cases bank
references. Sale limits are established for each customer and reviewed
quarterly. Any sales exceeding those limits require approval from the risk
management committee.

In monitoring customer credit risk, customers are grouped according to their
credit characteristics, including whether they are an individual or a legal
entity, whether they are a wholesale, retail or end-user customer, their
geographic location, industry, trading history with the Group and existence of
previous financial difficulties.

The Group is closely watching the economic situations in Pakistan and Brazil.
To minimize risks associated with customers in these volatile countries, we
are taking proactive measures. Additionally, we are in discussions with the
Lebanese government to expedite the payment of outstanding dues.

The Group does not require collateral in respect of trade and other
receivables.

The Group does not have trade receivable and contract assets for which no loss
allowance is recognized because of collateral.

 

 

 

 

 

As of December 31, 2021, and 2020, the exposure to credit risk for trade
receivables risk and contract assets by Geographic region was as follows: -

 (In thousands of US$)  Carrying amount December 31, 2021  Carrying amount December 31, 2020
 Egypt                  53                                 -
 Pakistan               -                                  11,059
 Brazil                 874                                462
 Lebanon                7,114                              8,901
 Total                  8,041                              20,422

 

As of December 31, 2021, and 2020, the exposure to credit risk for trade
receivables by type of counterparty was as follows: -

 (In thousands of US$)  Carrying amount December 31, 2021  Carrying amount December31, 2020
 Cable                  -                                  11,059
 GSM                    7,114                              8,901
 Rentals                874                                462
 Entertainment          53                                 -
 Total                  8,041                              20,422

 

The main change in 2021 is related to the reclassification of the cable
business to be presented as assets held for sale as mentioned in note 27.

Liquidity Risk

The Group monitors and mitigates liquidity risk arising from the uncertainty
of cash inflows and outflows by maintaining sufficient liquidity of cash
balances. In general, liquidity risk is monitored at entity level whereby each
subsidiary is responsible for managing and monitoring its cash flows and
rolling liquidity reserve forecast in order to ensure that it has sufficient
committed facilities to meet its liquidity needs.

Laws and regulations in certain countries, such as North Korea, in which the
Group operates limit the conversion of current cash balances into foreign
currency. Given the nature of the business, Group companies may have to make
payments in foreign currencies (for example capital expenditures), the lack of
individual entity foreign currency reserves means that these companies are
largely dependent on the Company to make these payments on its behalf.

The table below analyses the Group's financial liabilities into relevant
maturity groupings based on the remaining period at the balance sheet to the
contractual maturity date. The amounts disclosed in the tables are the gross
contractual, undiscounted cash flows including interest, charges and other
fees.

 

 

 (In thousands of US$)                 Carrying amount  Expected cash flows  Less than 1 year  Between 1 and 5 years  More than 5 years
 Liabilities
 Liabilities to banks                  10,190           14,684               1,084             13,600                 -
 Trade payables and other liabilities  23,658           23,658               23,658            -                      -
 As of December 31, 2021               33,848           38,342               24,742            13,600                 --

 (In thousands of US$)                 Carrying amount  Expected cash flows  Less than 1 year  Between 1 and 5 years  More than 5 years
 Liabilities
 Liabilities to banks                  28,003           33,403               11,443            19,342                 2,618
 Trade payables and other liabilities  46,693           46,693               46,693            -                      -
 Finance lease liability               5,293            5,333                1483              3,300                  550
 Sale and leaseback                    5177             5,226                5,226             --                     --
 Other borrowings                      1,049            1,066                571               495                    -
 As of December 31, 2020               86,215           94,965               60,502            27,952                 6,511

 

Capital risk management

The Group's objectives when managing capital are to safeguard the Group's
ability to continue as a going concern and to maintain an optimal capital
structure to reduce the cost of capital.

Other risks

Governmental authorisations

Certain future Group activities, including the GSM operations in Lebanon or
the cable segment, are dependent on obtaining appropriate government
authorisations. Should these authorisations not be obtained or delayed, there
could be an adverse impact on the future operations of the Group, such as a
decrease in revenues or penalty payments due to contractual counterparties.

Political and economic risk in emerging countries

A significant amount of the Group's operations is conducted in Egypt, North
Korea , Lebanon and Pakistan. The operations of the Group depend on the market
economy of the countries in which the subsidiaries or associate operate. In
particular, these markets are characterised by economies that are in various
stages of development or are undergoing restructuring. Therefore, the
operating results of the Group are affected by the current and future economic
and political developments in these countries. In particular, the results of
operations could be unfavourably affected by changes in the political or
governmental structures or weaknesses in the local economies in the countries
where it operates. These changes could also have an unfavourable impact on
financial condition, performance and business prospects.

Regulatory risk in emerging countries

Due to the nature of the legal and tax jurisdictions in the emerging countries
where the Group operates, it is possible that laws and regulations could be
amended. This could include factors such as the current tendency to withhold
tax on the dividends of these subsidiaries, receiving excessive tax
assessments, granting of relief to certain operations and practices relating
to foreign currency exchange. These factors could have an unfavourable effect
on the financial activities of the Group and on the ability to receive funds
from the subsidiaries.

Revenue generated by the majority of the Group subsidiaries is expressed in
local currency. The Group expects to receive most of this revenue from its
subsidiaries and therefore it relies on their ability to be able to transfer
funds. The regulations in the various countries, such as North Korea, where
Koryolink operates could reduce the ability to pay interest and dividends and
to repay loans, credit instruments and securities expressed in foreign
currency through the transfer of currency. In addition, in some countries it
could be difficult to convert large amounts of foreign currency due to central
bank regulations. The central banks may amend regulations in the future and
therefore the ability of the Company to receive funds from its subsidiaries
may change.

Government Approvals

Some of the activities of the Group, including the telecommunications activity
in Lebanon and the marine cable business, depend heavily on obtaining the
approval of the concerned government authorities.

The telecommunications activity in Lebanon is in accordance with the agreement
with the Ministry of Telecommunications for the management of Mobile Interim
Company One (MIC1) which expired in

January 31, 2013, and has been renewed annually till December 2019, where the
management received a letter from the ministry of telecommunications in
Lebanon to terminate the contract and to proceed in handing over the
management.

 

 

 

 

 

 

Classes of financial instrument

The tables below present the Groups financial assets and liabilities by
category.

 

                                             As of December 31, 2021                As of December 31, 2020
 (In thousands of US$)                       At amortized Cost  At FVTPL  Total     At amortized Cost  At FVTPL  Total
 Assets per statement of financial position
 Cash and cash equivalents                   69,222             -         69,222    21,865             -         21,865
 Trade receivables                           8,041              -         8,041     20,422             -         20,422
 Other financial assets                      3,391              -         3,391     10,431             -         10,431
 Other assets                                1,821              -         1,821     1,283              -         1,283
 Total                                       82,475             -         82,475    54,001             -         54,001

 

 

                                                 As of December 31, 2021                                      As of December 31, 2020
                                                 Other financial liabilities at amortized cost  Total         Other financial liabilities at amortized cost  Total

 (In thousands of US$)

 Borrowings                                      10,190                                         10,190        39,522                                         39,522
 Trade payable and other current liabilities(1)  23,658                                         23,658        53,915                                         53,915
 Total                                           33,848                                         33,848        93,437                                         93,437

 

 

1excludes other payable due to local authorities and prepaid traffic and
deferred income, as these do not meet the definition of a financial
liabilities

5.  Segment reporting

The chief operating decision-maker has been identified as the board of
directors of the Company. The board of directors reviews the Group's internal
reporting in order to assess its performance and allocate resources, mainly
from a geographical perspective, of the mobile telecommunication business.

Pursuant to the decision to dispose of entities previously included in the
Media and Technology segment, OIH management has changed its internal
reporting as analysed by the chief operating decision-maker and revised the
reportable operating segments as follows:

Cables: relating to the provision of direct broadband and high-speed
connectivity to telecom operators, internet service providers and major
corporations through submarine fibre optic cables. The segment results were
represented as discontinued operations

GSM - Lebanon: relating to the management contract of the Lebanese mobile
telecommunications operator Alfa, which is owned by the Republic of Lebanon

Investment property: investment properties relate to real estate property the
Group owns in Sao Paolo, Brazil presented as discontinued operations.

Entertainment: relates to the entertainment activities provided by OPE and
S&L  in the Pyramid's area in Egypt.

Other: relates mainly to the Group's equity investments, income and expenses
related to the parent company of the Group (OIH) in addition to entertainment
relates to the entertainment activities provided by OPE in the Pyramid's area
in Egypt.

The Group reports on segment reporting, which are independently managed. The
chief operating decision-maker assesses the performance of such operating
segments based on:

Total revenue and Adjusted EBITDA, defined as profit for the period before
income tax expense /(benefit), share of profit/(loss) of investment in
associates and related impairment loss, foreign exchange gains /(loss),
financial expense, financial income, gains/(losses) on disposal of non-current
assets, impairment charges and depreciation and amortisation, and Segment
capital expenditure is the total cost incurred during the period to acquire
property and equipment and intangible assets other than goodwill.

Revenue and adjusted EBITDA disclosure per segment

 

                        For the year ended December 31, 2021                                                               For the year ended December 31, 2020 (Restated)
 (In thousands of US$)  Total segment revenue  Inter segment revenue  Revenue from external customers     Adjusted EBITDA  Total segment revenue  Inter segment revenue  Revenue from external customers  Adjusted EBITDA
 Entertainments         1,784                  -                      1,784                               1,662            -                      -                      -                                -
 GSM                    -                      -                      -                                   -                4,590                  -                      4,590                            (822)
 Other                  937                         (937)                            -                    (11,166)         1,664                  (1,367)                297                              1,481
 Total                  2,721                  (937)                  1,784                               (9,504)          6,254                  (1,367)                4,887                            659

 

Reconciliation of adjusted EBITDA to profit / (loss) before income tax

 (In thousands of US$)                           For the year ended  For the year ended
                                                 December 31, 2021   December 31, 2020 (Restated)
 Adjusted EBITDA                                 (9,504)             659
 Depreciation and amortization                   (337)               (423)
 Impairment loss of other financial assets *     (6,841)             (3,829)
 Impairment loss of other financial assets       -                   222
 gain from acquisition investment property       12,825              -
 Finance income                                  186                 4,155
 Finance expense                                 (834)               (317)
 Net foreign currencies translation differences  3,182               (257)
 (loss) / profit before income tax               (1,323)             210

* In 2021, most of the change will be due to expected credit losses on the
cash balance at North Korea, which was formed in 2020.

 

 

 December 31,2020                                Entertainments  Others   Total
 Adjusted EBITDA                                 -               659      659
 Depreciation and amortization                   -               (423)    (423)
 Impairment charges                              -               (3,829)  (3,829)
 Gains from disposal of non-current assets       -               222      222
 Finance income                                  -               4,155    4,155
 Finance expense                                 -               (681)    (681)
 Net foreign currencies translation differences  -               107      107
 Profit before income tax                        -               210      210

 

 

 

Assets per segment

The following table illustrates assets for each reportable segment as they are
regularly provided to the board of directors.

                        As of December 31,2021                                                                                                   As of December 31,2020
 (In thousands of US$)  Property and equipment  Intangible assets     Investment property     Equity investments      Total  Property and equipment        Intangible assets     Investment property  Equity investments  Total
 Cable                  -                       -          -                      -                       -                            60,094    2,383                -                               -                   62,477
 Entertainment          11,473                  -          -                      -                       11,473                       -         -                    -                               -                   -
 Investment property    -                       -          13,165                 -                       13,165                       -         -                    45,821                          -                   45,821
 Other                  2,296                   -          -                      39,185                  41,481                       6,604     -                    -                               39,110              45,714
 Total                  13,769                  -          13,165                 39,185                  66,119                       66,698    2,383                45,821                          39,110              154,012

 

 

Capital expenditure

The table below illustrates the capital expenditure incurred by each segment
for the year ended December 31,2021 and the year ended December 31,2020:

 (In thousands of US$)                          For the year ended  For the year ended
                                                December 31, 2021   December 31, 2020
 Entertainment                                  7,513               3,989
 Financial Service (in discontinued operation)  -                   2,351
 Cable (in discontinued operation               14,940              15,782
 Total                                          22,453              22,122

 

6.         Revenue

 

 (In thousands of US$)  For the year ended  For the year ended
                        December 31,2021    December 31,2020

                                            (Restated)
 Entertainment          1,784               -
 Management fees        -                   4,590
 Others                 -                   297
 Total                  1,784               4,887

 Disaggregation of revenue from contracts with customers.

The table below illustrates the Geographical, Service line and Timing of
revenue incurred by each segment for the year ended December 31, 2021, and
December 31, 2020:

 

                                          Entertainment
 (In thousands of US$)                    December 31,2021  December 31,2020

                                                            (Restated)
 Primary geographical markets
 Egypt                                    1,784             297
 Lebanon                                  -                 4,590
 Total primary geographical markets       1,784             4,887
 Major service lines
 Entertainment                            1,784             297
 Management fees                          -                 4,590
 Total major service Lines                1,784             4,887
 Timing of revenue recognition
 Services transferred at a point in time  1,784             297
 Services transferred over time           -                 4,590
 Total timing of revenue recognition      1,784             4,887

 

 

7.  Purchases and services

 

 (In thousands of US$)                          For the year ended  For the year ended
                                                December 31, 2021   December 31, 2020

                                                                    (Restated)

 Rental and leases                              66                  157
 Maintenance costs                              174                 178
 Consulting and professional services *         2,029               1,747
 Purchases of goods and changes in inventories  770                 125
 Advertising and promotional services           457                 275
 Utilities and energy cost                      52                  63
 Site expense                                   286                 30
 IT supplies and expense                        70                  117
 Insurance expenses                             22                  37
 Airfare expenses                               2                   34
 Accommodation, meals and per diem              8                   63
 Bank and post office charges                   103                 109
 Other service expenses                         892                 450
 Total                                          4,931               3,385

 

*The fees for audits and other services carried out for OIH Group in 2021 by
KPMG Luxembourg and entities belonging to the KPMG network are shown below:

- Audit fees US$ 158 k .

-Tax Fees US$ 39 K .

 

8.         Other expenses

 (In thousands of US$)     For the year ended  For the year ended
                           December 31, 2021   December 31, 2020 (Restated)
 Other taxes               95                  124
 Promotion and gifts       -                   332
 Donation                  -                   1,150
 Brokerage fees            305                 -
 Other operating expenses  333                 -
 Total                     733                 1,606

 

9.         Personnel costs

 (In thousands of US$)                      For the year ended  For the year ended
                                            December 31,2021    December 31,2020

                                                                (Restated)
 Wages and salaries                         3,096               8,184
 Contractual bonuses                        524                 193
 Other benefits                             66                  1,033
 Pension costs - defined contribution plan  177                 1,177
 Social security                            315                 392
 Subscription and membership dues           61                  227
 other personal cost                        0                   36
 Total                                      4,239               11,242

 

 

 

 

 

 

10.      Depreciation and amortisation

 

 (In thousands of US$)                 For the year ended  For the year ended
                                       December 31,2021    December 31,2020

                                                           (Restated)
 Depreciation of tangible assets
 Buildings                             156                 115
 Commercial and other tangible assets  159                 308
 Depreciation of investment property
 Buildings                             22                  -
 Total                                 337                 423

 

11. Net financing (costs)

 

 (In thousands of US$)                           For the year ended  For the year ended
                                                 December 31,2021    December 31,2020

                                                                     (Restated)
 Interest income                                 186                 4,155
 Finance income                                  186                 4155
 Interest expense on borrowings                  (834)               (317)
 Finance expense                                 (834)               (317)
 Net foreign currencies translation differences  3,182               (257)
 Net foreign currencies translation differences  3,182               (257)
 Net financing (costs)                           2,534               3,581

 

12. Equity accounted investees

Investment in equity accounted investees primarily relate to the investment in
telecommunication operator in North Korea (Cheo Technology Koryolink)

The following table provides a breakdown of equity accounted investees:

 Company                           Country                   Ownership  As of               Ownership  As of

December 31, 2021
December 31, 2020
 Cheo Technology-Koryolink (12-1)  DPRK                      75 %       823,706             75 %       794,950
 Accumulated impairment loss                                            (784,520)                      (755,840)
 Total investment in equity accounted investees                         39,185                         39,110

The group do not recognize any profits from the company due to the sanctions
and the probability of collecting such profits through dividends process.
Accordingly, the group impair any profit recognized from Koryolink and
maintain the original investment which represent the recoverable value form
the cash at the company

(12-1) Koryolink

The tables below set forth-summary financial information of the associate
company.

Summarised statement of financial position

 (In thousands of US$)                     As of               As of

                                           December 31, 2021   December 31, 2020
 Assets                                    894,283             2,203,178
 Liabilities                               (97,847)            (282,367)
 Net assets                                796,436             1,920,811

 Summarised statement of income statement

 

 (In thousands of US$)                                   For the year ended December 31, 2021  For the year ended December 31, 2020
 Revenues                                                375,273                               402,877
 Total expense                                           (339,020)                             (174,736)
 Profit for the period after tax                         36,253                                228,141
 Share of profit of the associate company                27,190                                171,106

 

The Group's investments in North Korea related primarily to the 75% voting
rights in the local telecom operator Koryolink. The accounting treatment has
been modified during period ended September 30, 2015, though recognizing it as
an investment in associates instead of investment in subsidiaries, as the
Group management believes that the existence of significant influence instead
of control. Thus, in light of the increase of the restrictions, financial and
operating difficulties facing Koryolink due to the international sanction
imposed by the international community including the United States of America,
the European Union and the United Nations. These sanctions have the effect of
restricting financial transactions and the import and export of goods and
services, including goods and services required to operate, maintain and
develop mobile networks. In addition to, the restrictions implemented on the
company that affect the ability of the associate company to transfer profits
to the parent (return of funds to its native) and the absence of a
free‐floating currency exchange market in North Korea, announced by the
Central Bank of North Korea, other than launching a competing local telecom
operator wholly owned by the North Korean Government.

On September 11, 2017, the United Nations Security Council issued a resolution
obliging member state of the United Nations to pass laws prohibiting joint
ventures and existing partnerships with the North Korean Republic unless
approval is obtained to continue such joint ventures.

 

At the present, the Group's management submitted an official request through
Ministry of the foreign affairs of the Government of the Arab Republic of
Egypt to be excluded from adhering to the said resolution.

On December 26, 2018, the request to the Security Council Committee
established to follow up the implementation of sanctions on North Korea was
approved, with the exception of Koryolink, to ban foreign investment in North
Korea and to allow Orascom Investment Holding to continue its activities in
North Korea. And consider the company as a telecommunications infrastructure
company offering a public service.

The following table presents the movement on the investment of Koryolink
during the year:

 (In thousands of US$)                                           December 31, 2021  December 31, 2020
 Opening balance                                                 39,110             38,352
 Share of profit of equity accounted investee before impairment  27,190             171,106
 Impairment loss                                                 (27,190)           (171,106)
 Foreign currency translation differences                        75                 758
 Ending balance                                                  39,185             39,110

 

                                     As of December 31,2021                              As of December 31, 2021
                                     Share capital (before increase) Euro  %             Share capital (After increase) Euro  %

 Orascom investment holding          60,000,000                            75%           60,000,000                           75%
 Post office company at North Korea  20,000,000                            25%           20,000,000                           25%
 Total                               80,000,000                            100%          80,000,000                           100%

 

 

13.   Income tax expenses

 (In thousands of US$)      Note  For the year ended December 31, 2021  For the year ended December 31, 2020

                                                                        (Restated)
 Current income tax               177                                   549
 Deferred tax               (18)  3,043                                 (37)
 Total income tax expenses        3,220                                 512

 

14. Property and equipment including right of assets

                                                  Land and Buildings  Cable's system and equipment  Commercial and other tangible assets  Right of use  Assets under construction  Total
                                                  IFRS 16
 Cost                                             4,094               60,272                        11,485                                7,723         8,089                      91,663
 Accumulated depreciation and impairment          (976)               (16,862)                      (4,568)                               (2,564)       -                          (24,970)
 Net book value as of January 1, 2021             3,118               43,410                        6,917                                 5,159         8,089                      66,693
 Additions *                                      35                  2,739                         4,682                                 3,866         11,516                     22,838
 Disposals                                        -                   (39)                          (121)                                 (341)         (2,097)                    (2,598)
 Depreciation                                     (156)               -                             (159)                                 -             -                          (315)
 Depreciation included in discontinued operation  (43)                (2,987)                       (1,776)                               (3,137)       -                          (7,943)
 Foreign currency translation differences         (17)                (3,940)                       (1,607)                               137           (426)                      (5,853)
 Assets held for sale                             (271)               (39,183)                      (9,593)                               (5,684)       (4,322)                    (59,053)
 Reclassifications                                -                   -                             2,474                                 -             (2,474)                    -
 Net book value as of December 31, 2021           2,666               -                             817                                   -             10,286                     13,769
 Cost                                             3,354               -                             1,445                                 -             10,286                     15,085
 Accumulated depreciation and impairment          (688)               -                             (628)                                 -             -                          (1,316)

* This amount includes non-cash transactions totalling US$15 million.

 

 (In thousands of US$)                             Land and Buildings  Cable's system and equipment  Commercial and other tangible assets  Right of use  Assets under construction  Total
                                                   IFRS 16
 Cost                                              11,853              61,080                        12,900                                7,060         3,392                      96,285
 Accumulated depreciation and impairment           (1,311)             (14,497)                      (5,959)                               (1,239)       -                          (23,006)
 Net book value as of January 1, 2020              10,542              46,583                        6,941                                 5,821         3,392                      73,279
 Additions                                         364                 1,176                         4,078                                 3,199         5,402                      14,219
 Net disposals                                     (130)               -                             (1,151)                               -             -                           (1,281)
 Depreciation                                      (115)               -                             (308)                                 -             -                          (423
 )Depreciation included in discontinued operation  (181)               (2,814)                       (2,007)                               (1,897)       -                          (6,899)
 Foreign currency translation differences          190                 (1,547)                       171                                   (174)         (77)                       (1,437)
 Change in scope (demerging effect)                (7,552)             -                             (1,157)                               (1,790)       (261)                      (10,760)
 Reclassifications                                 -                   12                            353                                   -             (365)                      0
 Net book value as of December 31, 2020            3,118               43,410                        6,920                                 5,159         8,091                      66,698
 Cost                                              4,094               60,272                        11,486                                7,723         8,091                      91,666
 Accumulated depreciation and impairment           (976)               (16,862)                      (4,566)                               (2,564)       -                          (24,968)

 

 

 

 

 

 

 

 

15. Intangible assets

 

 (In thousands of US$)                            License  Goodwill  Right of ways (ROW)  Other  Total
 Cost                                             2,304    957       1655                 62     4,978
 Accumulated amortization and impairment          (1,883)  (516)     (196)                -      (2,595)
 Net book value as of January 1, 2021             421      441       1,459                62     2,383
 Additions                                        23       -         513                         536
 Amortization included in discontinued operation  (121)    -         (118)                -      (239)
 Reclassifications                                87       -         -                    (87)   0
 Assets held for sale                             (380)    (401)     (1,730)              (33)   (2,544)
 Foreign currency translation differences         (30)     (40)      (124)                58     (136)
 Net book value as of December 31, 2021           -        -         -                    -      -
 Cost                                             1,408    506       -                    -      1,914
 Accumulated amortization and impairment          (1,408)  (506)     -                    -      (1,914)

 

 (In thousands of US$)                            License  Goodwill  Right of ways (ROW)  Customer base  Trademark  Other  Total
 Cost                                             2,147    18,682    755                  4,894          1,556      148    28,182
 Accumulated amortization and impairment          (1,749)  (506)     (121)                (982)          (313)      (1)    (3,672)
 Net book value as of January 1, 2020             398      18,176    634                  3,912          1,243      147    24,510
 Additions                                        76       -         1,039                -              -          35     1,150
 Amortization                                     (118)    -         (78)                 -              -          -      (196)
 Amortization included in discontinued operation  -        -         -                    (248)          (79)       -      (327)
 Change in the scope of consolidation             -        -         (123)                -              -          (37)   (160)
 Reclassifications                                -        (17,979)  -                    (3,739)        (1,189)    -      (22,907)
 Assets held for sale                             77       -         -                    -              -          (77)   -
 Foreign currency translation differences         (12)     244       (13)                 75             25         (6)    313
 Net book value as of December 31, 2020           421      441       1,459                -              -          62     2,383
 Cost                                             2,304    957       1,655                -              -          62     4,978
 Accumulated amortization and impairment          (1,883)  (516)     (196)                -              -          -      (2,595)

 

The following table provides an analysis of goodwill by segment reporting:

 

                                           As of December 31, 2021                                    As of December 31, 2020
 (In thousands of US$)                     Financial Services  Cables  Media& technology      Total   Financial Services  Cables  Media& technology      Total
 Opening balance
 Cost                                      -                   -       506                    506     17,720              456     506                    18,682
 Accumulated impairment                    -                   -       (506)                  (506)                               (506)                  (506)
                                           -                   -       -                      -       17,720              456     0                      18,176
 Change in scope due to demerging          -                   -       -                      -       (17,979)                    -                      (17,979)
 Assets held for sale                      -                   -       -                      -                                   -                      0
 Foreign currency translation differences  -                   -       -                      -       259                 (15)    -                      244
 Net book value of the ending balance      -                   -       -                      -       0                   441     0                      441
 Cost                                      -                   -       506                    506                                 506                    506
 Accumulated impairment                    -                   -       (506)                  (506)   -                   -       (506)                  (506)

 

 

 

16. Investment property

The investment property balance comprises the value of seven floors which are
owned by Victoire in Brazil. The investment property is carried at its
historical cost.

 (In thousands of US$)                            As of               As of

                                                  December 31, 2021   December 31, 2020
 Cost                                             52,219              67,562
 Accumulated depreciation and impairment          (6,398)             (6,815)
 Net book value of opening balance                45,821              60,747
 Addition *                                       13,187              -
 Disposal                                         (40,568)            -
 Depreciation                                     (23)                -
 Depreciation included in discontinued operation  (742)               (1,097)
 Foreign currency translation differences         (4,510)             (13,829)
 Net book value of ending balance                 13,165              45,821
 Cost                                             13,187              52,219
 Accumulated amortization and impairment          (22)                (6,398)

 

The fair value of seven floors, which are owned by Victoire in Brazil as
property investment on December 31, 2020, amounts to US$ 70 million (Level 3
Fair Value).

* According to the contract concluded with Bluestone Investment Company (the
seller) regarding the sale of the seven floors in Brazil during 2015 to
Orascom Investment Holding, which states a guarantee of obtaining a fixed
annual return at the end of the fourth year of the contract, in the event of
the company inability to rent the seven mentioned floors and achieve the
return mentioned in the contract the company has the right for the return
difference as per the contract, and the Company addressed the Bluestone
Investment Company in order to obtain the return difference in accordance with
the concluded contract.

In October 2021, the company received a letter from Bluestone Investment
Company stating that Bluestone agreed to give the company 1.5 floor
representative "6 offices" in the same building which  correspondent to  a
final settlement on the guaranteed revenue mentioned in the original contract

The fair value of investment property was determined by external, independent
property valuers, having appropriate recognized professional qualifications
and recent experience in the location and category of the property being
valued. There have been no changes to the fair value since that date. The fair
value measurement for all of the investment properties has been categorized as
a Level 3 fair value based on the inputs to the valuation technique used as
mentioned in below table and the valuer valued these floors at 13m, which is
considered the FV as at year end .

The group acquired real estate investments valued at approximately 13 million
US dollars. Of this amount, 12 million US dollars was recognized as a gain,
while 1 million US dollars represented transaction cost corresponds to the FV
of the 1.5 floors received from the guaranteed revenue from Bluestone.

Subsequently, in 2023, the Group disposed the remaining 1.5 floors equivalent
to 6 offices to a third party for a value of BRL 87,5 Million equivalent in
US$ 15,4 Million , as per the sale agreement executed.

 

 

 

 

 

 Valuation technique and significant unobservable inputs
 the following table shows the valuation technique used in measuring the fair
 value of investment property, as well as the significant unobservable input

 used.
                                                                                                                                                                                 Inter-relationship between key unobservable inputs and fair value measurement

 Valuation technique                                                                                        Significant unobservable inputs
 The analysis model used in the evaluation was the Capitalization of Income by   *Real Growth in Contracts: (2.30% - 4.90%)            *Expected real growth in contracts were higher (lower).
 Discounted Cash Flow - Discounted Cash Flow (DCF) - which covers the

 operational cycle of the enterprise, being able to define it as the             *Expected Market Rental Growth: (0.50% - 1.0%).       *Expected market rental growth were higher (lower).
 exploration period of the enterprise. Projections are usually divided into 2

 parts:                                                                          *Occupancy Rate: 70% .                                *Occupancy rates were higher (lower).

 A- Explicit projection period: admitting a future phase with greater temporal   *Rent Free Period:  2 months.                         *Rent‑free periods were shorter (longer).
 proximity and better predictability conditions, normally established in 10

 years.                                                                          *Discount Rate : 6.84%.                               *The rate at which the 10-year operating cash flow was discounted to form the

                                                     present value of the property reflects the External and Internal risk.
 B- Residual Value: equivalent to the remaining useful life of the project.      *Capitalization Rate: 6.36%.                          Therefore, we estimate a discount rate for this type of enterprise of 6.84%
 This long-term future cash flow is replaced by a one-time equivalent value at
                                                     per year.
 the end of the explicit projection period.

                                                                                                                                       *We use the capitalization rate of 6.36% per year to form an opinion of the
                                                                                                                                       property's residual market value in the 10th year of the analysis period

-Investment property revenue:

Leasing arrangement

A substantial part of the investment properties is leased to tenants under
long-term operating leases with rentals payable (monthly - in advance or in
arrears). Minimum lease payments receivable on leases of investment properties
are as follows:

 (In thousands of US$)  As of               As of

                        December 31, 2021   December 31, 2020

 less than one year     -                   4,681
 One to two years       899
 Two to three years     894                 4,681
 Four to five years     894                 4,506
 More than 5 years      894                 6,532

 

17. Other financial assets

 

                                                    As of                          As of

                                                    December 31, 2021              December 31, 2020
 (In thousands of US$)                              Non-current  Current  Total    Non-current  Current  Total
 Financial receivables at amortized cost -Level3 *  -            -        -        1,373        4,486    5,859
 Restricted cash at amortized cost-Level 3 (17-1)   3,391        -        3,391    3,762        12       3,774
 Other receivables at amortized cost-Level 3        -            -        -        555          243      798
 Total                                              3,391        -        3,391    5,690        4,741    10,431

 

 

 

 (In thousands of US$)                     December 31, 2021  December 31, 2020
 Expected credit loss percentage           100%               40%
 Financial receivables                     9,163              9,495
 Expected credit loss during the year (*)  (9,163)            (3,636)
 Financial receivables at amortized cost   -                  5,859
 Current                                   -                  4,486
 Non-current                                                  1,373

(*) During September 2019 OIH sold the entire shares owned by the Group in
Riza Capital to an external party for a consideration of US$ 13,323 thousand.
The transaction was structured such that the purchaser pays the consideration
in six equal instalments starting from the date of sale and ending in February
2022. However, up to October 2022, the purchaser only paid the first two
instalments dated September 2019 and February 2020 with a total amount of US$
4,442 thousand and US$107 thousand of the third instalment, which was due in
August 2020. At the date of authorization of these consolidated financial
statements, no further instalment was paid by the purchaser Therefore, after
considering all facts and circumstances, the Group estimated an ECL of US$
4,581 on this asset. Dring 2021 there is an additional impairment with an
amount of US$ 5,527 as the following: -

                                           As of December 31, 2021  As of December 31, 2020
 (In thousands of US$)

 Opening Balance                           3,636                    -
 Formed                                    5,498                    3,641
 Foreign currency translation differences  29                       (5)
 Total                                     9,163                    3,636

 

                              As of December 31, 2021  As of December 31, 2020
 (In thousands of US$)        Financial receivables    Financial receivables

 Not past due                 -                        4,235
 Past due 0-180 days          -                        1,404
 Past due 180-365 days        -                        220
 Past due more than 365 days  -                        -
 Total                        -                        5,859

 

17-1 Restricted cash at amortized cost

                               As of December 31, 2021          As of December 31, 2020
 (In thousands of US$)         Non-current  Current   Total     Non-current  Current   Total
 Pledged deposits              201          -         -         201          12        213
 Cash on banks in North Korea  6,380        -         6,581     7,122        -         7,122
 Expected credit loss*         (3,190)      -         (3,190)   (3,561)      -         -(3,561)
 Total                         3,391        -         3,391     3,762        12        3,774

 

 Due to the sanctions imposed on north Korea , the group is not able to
repatriate the cash balance out of the country Accordingly, we have impaired
the cash balance as described below  .

 

* Expected credit loss of other financial assets is represented in the
following:

 

 (In thousands of US$)                          December 31, 2021  December 31, 2020
 Expected loss ratio                            50%                50%
 Cash at bank in North Korea- non-current       6,380              7,122
 Expected credit loss during the year           (3,190)            (3,561)
 Net cash at bank in North Korea - non-current  3,190              3,561

 

During 2017, CHEO (Koryolink) the Company's subsidiary located at North Korea
declared and distributed dividends amounting to EUR 46.7 million. The
Company's share amounted to EUR 35 million, out of which EUR 29.2 million were
directly transferred to the Company from North Korea to its bank account in
Egypt. Therefore, as shown in Table 2 below, we will assume a 50% likelihood
that it will also be able to transfer the existing bank balance of EUR 5,63
million (cash balance in NK as of Dec 21); this implies a PD of 0% ("Scenario
1"). We will also assume that there is a likelihood that the Company will not
be able to transfer the money out of North Korea due to the sanctions and 50%
given that Management do not have any plans to utilize this cash balance
within the country, this implies a PD of 100% ("Scenario 2")  that the
valuation is performed with Level 3 assumptions .

 

                                           As of December 31, 2021  As of December 31, 2020
 (In thousands of US$)
 Opening Balance                           3,561                    -
 Formed                                    -                        3,543
 No longer needed                          (378)                    -
 Foreign currency translation differences  7                        18
 Total                                     3,190                    3,561

 

18. Deferred taxes

18-1 Recognized deferred tax assets and liabilities

Deferred income tax assets and liabilities are offset when there is a legally
enforceable right to offset current tax assets and liabilities and when the
deferred income tax assets and liabilities relate to income taxes due to the
same tax authority.

 (In thousands of US$)                               As of              As of

                                                     December 31,2021   December 31, 2020
 Deferred tax liabilities                            (4,812)            (10,945)
 Deferred tax assets                                 -                  471
 Net position of the deferred tax (liabilities)      (4,812)            (10,474)

 

The movement in deferred tax liabilities is as follows:

 

 (In thousands of US$)                                       2021      2020

 As of January 1,2021                                        (10,474)  (12,450)
 (Charged) to the income statement                           (3,043)   (37)
 (Charged) to the income statement (discontinued Operation)  3,213      (575)
 Change in scope due to demerging                            -         1,584
 Liabilities held for sale                                   4,687     -
 Foreign currency translation differences                    805       1,004
 As of December 31,2021                                      (4,812)   (10,474)

 

 

A breakdown of the movement in deferred tax liabilities during 2021 and 2020,
is provided in the tables below:

 Deferred tax liabilities                                                                     Depreciation and amortization     Unremitted earnings     Forex     Other    Total
 (In thousands of US$)
 As of January 1, 2021                                                                        (9,196)                           (1,156)                 (434)     312      (10,474)
 (Charged) /debating to the statement of profit or loss                                       (116)                             (51)                    -         (2,876)  (3,043)
 (Charged) to the income statement (discontinued Operations)                                  3,042                             -                       -         171      3,213
 Liabilities related to assets held for sale                                                  5,131                             -                       -         (444)    4,687
 Foreign currency translation differences                                                     898                                                                 (93)     805
 As of December 31, 2021                                                                      (241)                             (1,207)                 (434)     (2,930)  (4,812)
 Deferred tax liabilities                                     Depreciation and amortization                    Unremitted earnings          Forex            Other                Total
 (In thousands of US$)
 As of January 1, 2020                                        (12,424)                                         (1,831)                      (255)            2,060                (12,450)
 (Charged) to the statement of profit or loss                 -                                                (149)                        112              -                    (37)
 (Charged) to the income statement (discontinued Operations)  (211)                                            269                          8                (641)                (575)
 Change in scope due to the demerger                          1,291                                            590                          (297)            -                    1,584
 Adjustment due to investment property                        828                                              (1)                          (1)              (826)                -
 Foreign currency translation differences                     1,320                                            (34)                         (1)              (281)                1,004
 As of December 31, 2020                                      (9,196)                                          (1,156)                      (434)            312                  (10,474)

 

No deferred tax liability has been recognized in respect of temporary
differences associated with investments in subsidiaries, branches, and
associates, where the Group is in a position to control the timing of the
reversal of the temporary differences, and it is probable that such
differences will not reverse in the foreseeable future.

Should additional information arise in future periods resulting in differences
between the tax base and accounting base of recorded assets and liabilities in
the financial statements as of December 31, 2021, Management will reassess its
estimate in a way that might result in the recognition of deferred taxes
related to those assets and liabilities.

18-2 Unrecognized deferred tax assets

The following schedule illustrates the unrecognized deferred tax assets for
the group:

 (In thousands of US$)              As of              As of

                                    December 31,2021   December 31,2020
 Carried forward income tax losses  -                  70
 Unrealized forex losses            1,572              1,153
 Total                              1,572              1,223

Carried forward losses should be utilized within a period of 5-6 years at
maximum. The management of the Group followed a prudent approach and didn't
recognize a deferred tax asset for unused tax losses as of December 31, 2020,
and December 31, 2021, as the management does not expect sufficient taxable
results will be generated in the respective countries. The ability of the
Group to settle these tax losses against future taxable profits is not
impacted by not recording an asset.

Generally, the Group does not recognize deferred tax assets for temporary
differences related to accruals for provisions, due to uncertainties in
connection with the tax treatment of such expenses, as they might be
challenged by local tax authorities.

 

19. Trade receivables

 

 (In thousands of US$)                     As of              As of
                                           December 31, 2021  December 31, 2020
 Receivable due from government            18,571             31,791
 Receivables due from telephone operators  23,773             23,572
 Other trade receivables                   1162               589
 Allowance for doubtful receivables (ECL)  (35,465)           (35,530)
 Total                                     8,041              20,422

 

The following table shows the movement in the allowance for doubtful
receivables:

 (In thousands of US$)                                     As of              As of
                                                           December 31, 2021  December 31, 2020
 Opening balance                                           35,530             35,939
 Additions (allowances recognized as an expense)           (305)              (286)
 No-longer required (including in discontinued operation)  590                (228)
 Assets held for sale                                      (617)              -
 Change in scope due to demerging process                  -                  (1,224)
 Reclassification                                          (235)              470
 Foreign currency translation differences                  502                859
 Ending balance                                            35,465             35,530

The following table shows the ageing analysis of trade receivables as of
December 31, 2021, and 2020, net of the relevant allowance for doubtful
receivables:

 

                              As of December 31, 2021     As of December 31, 2021
 (In thousands of US$)        Gross         Allowance     Gross         Allowance
 Not past due                 873           -             224           -
 Past due 0-30 days           54            -             4,626         (2,430)
 Past due 31-120 days         -             -             2,870         -
 Past due 121 - 150 days      -             -             757           -
 Past due more than 150 days  42,579        (35,465)      47,475        (33,100)
 Trade receivables            43,506        (35,465)      55,952        (35,530)

The maximum exposure to credit risk at the reporting date is the carrying
value of the receivable. The Group does not hold any collateral as security
and the decrease mainly relating to reclassification of the TWA assets to be
presented as an asset held for sale.

20. Other assets

 (In thousands of US$)                     As of December 31, 2021          As of December 31, 2020
                                           Non-current  Current   Total     Non-current  Current   Total
 Prepaid expenses *                        -            144       144       14,790       2,448     17,238
 Contract costs                                                   -         766          509       1,275
 Advances to suppliers                     -            468       468       -            473       473
 Receivables due from tax authority        -            411       411       -            1,258     1,258
 Assets from current tax                   -            90        90        -            3,267     3,267
 Other non-trade assets                    255          1,098     1,353     255          1,414     1,669
 Allowance for doubtful of current assets  -            (390)     (390)     -            (194)     (194)
 Total                                     255          1,821     2,076     15,811       9,175     24,986

 

*Prepaid cost mainly from TWA related to amounts paid to the telecommunication
authority

 

                        As of               As of

                        December 31, 2021   December 31, 2020
 (In thousands of US$)
 Opening Balance        194                 194
 Formed -Current        196                 -
 Total                  390                 194

 

 

 

21. Cash and cash equivalents

 (In thousands of US$)               As of               As of

                                     December 31, 2021   December 31, 2020
 Bank accounts and gross deposits *  71,028              21,791
 Cash on hand                        21                  74
                                     71,049              21,865
 Impairment cash and equivalents     (1,827)             -
 Total                               69,222              21,865

* Bank account and deposit as of December 31, 2021, includes an amount of US$
1.3 Million (December 31, 2020, includes an amount of US$ 4.8 Million)
represent cash held in Lebanon bank accounts, in accordance with the
restrictions imposed by the Lebanese government on local banks in Lebanon and
restrictions on cash transfers outside the country.

 

Total ECLs calculation as of December 31, 2021, amounted to US$1,827 thousand
as presented below:

 (In thousands of US$)                         As of               As of

                                               December 31, 2021   December 31, 2020

 Opening Balance                               -                   -
 Additional impairment                         1,827               -
 Foreign currency translation differences      -                   -
 Total                                         1,827               -

22. Equity attributable to the owners of the Company

Share capital

On November 29, 2011, the Company was incorporated with an authorised and
issued share capital amounting to EGP 2,203,190,060 million (equivalent to US$
366,148 thousand at date of transactions) distributed over 5,245,690,620
shares, each with a nominal value of EGP 0.42.

According to the decision of the Extraordinary General Assembly of Orascom
Investment Holding dated

October 19, 2020, and the approval of the General Investment Authority dated
November 17, 2020, on demerging the company (refer to note no. 33), Orascom
Investment Holding's share of the issued capital was EGP 577,025,968
(equivalent to US$ 95,890 thousand) divided on 5,245,690,620 shares with a
nominal value of EGP 0.11 per share and the authorized amount of shares became
EGP 2.885 billion. (Equivalent to US$ 95,890 thousand)

 

The following table lists the largest shareholders in the Company, in addition
to the other remaining shares as of December 31, 2021:

 Shareholder                    Ordinary shares  The percentage of ordinary shares that have the voting right
 Bank of New York Mellon        2,846,499,353    54.264%
 Other                          2,399,191,267    45.736%
 Total available common shares  5,245,690,620    100%

Nature and purpose of reserves

 

i.    Translation reserve

The translation reserve comprises all foreign currency differences arising
from the translation of the financial statements of foreign operations. The
translation reserve is a component of equity that reflects the cumulative
exchange differences arising from the translation of foreign currency assets
and liabilities of our foreign operations. These differences are recognized in
the translation reserve at the balance sheet date using the closing exchange
rate. The translation reserve is not recognized in profit or loss but is
presented as a separate component of equity. Any exchange differences arising
on the disposal of a foreign operation are recognized in profit or loss.

ii.   Legal reserve

According to the company's articles of association, 5% of the net profits are
set aside to form the legal reserve, and these amounts may be stopped when the
balance of this reserve reaches 50% of the value of the issued capital, and
the retainer process is resumed when the reserve balance falls below this
limit, and this reserve can be used to cover losses and can also be used to
increase the company's capital, subject to the approval of the ordinary
general assembly of the company's shareholders. Non-distributable earnings

Retained earnings include an amount of US$ 2.49 million as of December 31,2021
compared to US$ 1.88 million as of December 31,2020, which is not available
for distribution representing a legal and special reserves at the subsidiaries
level.

Dividends declared to non-controlling interest

On November 2, 2020, TWA - subsidiary declared dividends total of US$ 1.8
represent US$ 0.1444 per share, where the NCI's share was US$ 877 thousand,
and the amount paid during the year was US$ 697 thousands.

No dividend was declared in 2021

23. Borrowings

 

                          As of December 31, 2021          As of December 31, 2020
 (In thousands of US$)    Current   Non-current  Total     Current   Non-current  Total
 Bank loans               17        10,173       10,190    9,673     18,330       28,003
 Finance lease liability  -         -            -         1,474     3,819        5,293
 Sale and lease back      -         -            -         10        5,167        5,177
 Other borrowings         -         -            -         559       490          1,049
 Total                    17        10,173       10,190    11,716    27,806       39,522

 

The following table shows the ageing of borrowings:

 

 (In thousands of US$)    Due within one year  Due between one and five years  Due beyond five years  Total

 Bank loans               17                   6,782                           3,391                  10,190
 As of December 31, 2021  17                   6,782                           3,391                  10,190

 

 (In thousands of US$)    Due within one year  Due between one and five years  Due beyond five years  Total
 Bank loans               9,673                15,905                          2,425                  28,003
 Finance lease liability  1,474                3,269                           550                    5,293
 Sale and lease back *    10                   2,202                           2,965                  5,177
 Other borrowings         559                  490                             -                      1,049
 As of December 31, 2020  11,716               21,866                          5,940                  39,522

* Stating that even though payment was not less than 1 year however management
decided to pay early an amount       of US$ 5,226 , which explains the
difference with the cashflow statement  .

 

The following table provides the breakdown of total borrowings by currency of
issue:

 

 (In thousands of US$)    US$    Egyptian Pound  Pakistan Rupee  Total

 As of December 31, 2021  -      10,190          --              10,190
 As of December 31, 2020  1,051  7,874           30,597          39,522

 

 

The following table illustrates the movements in the borrowings during the
year

 

 (In thousands of US$)                                       As of               As of

                                                             December 31, 2021   December 31, 2020
 Balance at the beginning of the year                        39,522              71,492
 of which:
 Current borrowings                                          11,716              47,485
 Non-current borrowings                                      27,806              24,007
 Payments of loans                                           (5,226)             (22,725)
 Payments of loans from discontinued operations              (12,566)            (567)
 Proceeds from loans                                         6,957               9,443
 Proceeds from loans from discontinued operations            2,460               13,963
 Transferred to Liabilities related to assets held for sale  (22,833)            -
 Interest paid                                               (834)               (3,494)
 Change in scope due to demerging (note 33) *                -                   (32,482)
 Finance lease liabilities additions                         -                   3,199
 Foreign exchange translation differences                    2,710               693
 Balance at the end of the year                              10,190              39,522
 of which:
 Current borrowings                                          17                  11,716
 Non-current borrowings                                      10,173              27,806

* Change in scope due to demerging represents the borrowings balances related
to Beltone Financial Holding which was transferred to the new company. Orascom
Financial Holding S.A.E  following the demerger of the company in 2020.

 Description                                                        Company                               Book Value  Book Value  Currency   Nominal amount in currency  Maturity   Nominal interest rate                            Security   Assets secured

                                                                                                                                  US$, 000
                                                                    2021                                              2020
 Foreign Bank Loan                                                  OIH Loans                             -           -           US$        33,413                      21-Oct-24  LIBOR+1.25%                                      Secured    Time deposit
 Local bank loan                                                    OIH Loans                             -           16          EGP        4,738                       20-Jun-24  Bank certificate rate of return + 2% min. 12%    Secured    Time deposit
 Local bank loan                                                    OIH Loans                             -           78          EGP        4,710                       22-Jun-24  Bank certificate rate of return + 1.5% min. 11%  Secured    Time deposit
 Finance lease liabilities-Pak Oman                                 TWA Loans                             -           210         PKR        33,394                      23-Dec-24  6M KIBOR+2%                                      Secured    Against future current assets and fixed assets (excluding land and buildings)
 Long term syndicated finance facility-MCB                          TWA Loans                             -           4,216       PKR        666,665                     23-Apr-24  6M KIBOR+2.50%                                   Secured
 Long term syndicated finance facility-Pak Oman Investment Company  TWA Loans                             -           2,801       PKR        450,000                     23-May-24  6M KIBOR + 2.50%                                 Secured
 Long term loan finance facility-Habib Bank Limited                 TWA Loans                             -           2,490       PKR        391,665                     23-Apr-24  6M KIBOR + 1.50%                                 Secured
 Long term loan finance facility-MBC Bank                           TWA Loans                             -           11,316      PKR        1,778,000                   23-Oct-24  6M KIBOR + 1.25%                                 Secured
 Long term loan finance facility-Pak Oman Investment                TWA Loans                             -           2550        PKR        400,000                     26-Dec-24  3M KIBOR + 1.9%                                  Secured
 Current facility from Meezan Bank Ltd                              TWA Loans                             -           1,685       PKR        264,751                     21-Aug-24  3M KIBOR + 1.45%                                 Secured
 Credit Facilities                                                  Belton holding                        -           -           EGP        440,000                     Current    Corridor+,75%:2%:8%
 Credit Facilities                                                  Orascom Pyramids Entertainment (OPE)  10,190      2641        EGP        230,000                     28-Oct-24  1% over corridor                                 Unsecured
 Total bank loans as of December 31,                                                                      10,190      28,003

 Bank Loans

 The following table shows a breakdown of bank loans by financial
institution:

Loans for Trans World Associate:-

* The following loan related to TWA for FY 2020 and in 2021 it was included in
liabilities held for sale as the operation was sold in 2022.

Bank loans include loans obtained from the shareholders of Trans World
Associate private by an amount of US$ 1 Million of which US$ 0.5 Million due
within one year and US$ 0.5 Million due after more than one year with an
interest rate of 3M Libor +1 per annum.

Bank loans also include loans obtained from banks amounted to US$ 25.2 Million
from which US$ 9.6 Million due within one year and US$ 15.6 Million due after
more than one year. These bank loans were obtained by Trans World Associate
Private during 2020 .

Loan for the purpose of financing the acquisition of Victoire Group

On September 28, 2015 the company borrowed non-current loan from a foreign
bank by a maximum amount of US$ 35 Million for the sole purpose of financing
50% of the purchase price of seven floors in the "Patio Malzoni Faria Lima
Tower A" in Sao Paolo, Brazil through the direct or indirect acquisition of
the shares of the following companies incorporated in Brazil: Victoire 2,
Victoire 9, Victoire 11, Victoire 13, Victoire 17, Victoire 18, and Victoire
19.

In January 2020, the Company made an early settlement for the rest of the loan
granted to finance the acquisition of Victoire amounted to US$  23.4 million
(equivalent to EGP 313 million) and that resulted in a gain of US$ 3.9 million
recorded in finance income in the consolidated statement of profit or loss and
other comperhensive income. during 2020.

 Loan (Orascom Pyramids Entertainment (OPE)

On 30 September 2020, a long-term loan contract was signed between the Bank of
the Arab International Banking Company and Orascom Pyramids for Entertainment
Projects (LLC), provided that the Bank of the Arab International Banking
Company grants the company financing in the form of a long-term loan amounting
to EGP 230 million equivalent US$ 14,65 million. This is for the purpose of
contributing to the financing of the remaining part of the investment costs of
the project to develop and provide services in the visit area of  Giza
Pyramids and the adjacent and associated areas according to the usufruct
licensing contract dated December 13, 2018, concluded between the Supreme
Council of Antiquities and Orascom Investment Holding Company, as follows:and
associated areas according to the Orascom Investment Holding dated December
13, 2018, concluded between the Supreme Council of Antiquities and Orascom
Investment Holding Company, as follows:usufruct licensing contract dated
December 13, 2018, concluded between the Supreme Council of Antiquities and -
An amount of EGP 80 million equivalent US$ 5,1 million for the civil works for
the restaurant complex and the connection of utilities.

- An amount of EGP 52 million equivalent US$ 3,3 million for the
infrastructure works for the information network information systems and the
accounting system for the project.

- An amount of EGP 90 million equivalent US$ 5,7 million for the civil works,
renovations and improvements to the visitors' building, the VIP building "the
current student building", the site of the visit, the organization of the area
for the stables "horses - camels - karts" and for the electric vans, the
charging station and its maintenance.

- An amount of EGP 8 million equivalent US$ ,51 million for the field work of
The Nile Pyramids Lounge.

Current borrowing - Local bank (Orascom Investment Holding)

A credit facility contract in the form of a medium-term loan to finance the
purchase of assets related to the company was signed with an Egyptian bank on
July 27, 2015, according to which a facility of EGP 5 million is available for
a period of sixty-seven months ending on February 27, 2021.

On August 9, 2015, an addendum to the previously mentioned financing contract
was signed with an increase of EGP 600,000.Withdrawal period: It is scheduled
for six months starting from the date of signing this contract and ending on
January 23, 2016.

Repayment period: the company is obligated to pay to the bank's order each
sub-loan to be used within the limits of the credit facility amount in sixty
monthly instalments with equal value.

Interest and payment periods: A return of 2% per annum above the rate of
return established on the certificates with the bank, and the return is due to
be paid every month, so that the applicable return in any case during the term
of this contract and until it is fully paid out of the original returns
commissions and expenses is not less than 12%.

Non-current and current borrowing - Local bank (Orascom Investment Holding)

On January 27, 2016, a credit facility contract was signed in the form of a
medium-term loan to finance the purchase of assets related to the company with
an Egyptian bank, according to which a facility of EGP 2 million is provided
for a period of sixty-seven months ending on August 26, 2021.

Withdrawal period: It is scheduled for six months starting from the date of
signing this contract and ending on July 27, 2016.Repayment period: the
company is obligated to pay to the bank's order each sub-loan to be used
within the limits of the credit facility amount in sixty monthly instalments
of equal value.

On July 21, 2016, an addendum to the previously mentioned financing contract
was signed with an increase of EGP 3 million.Withdrawal period: The withdrawal
period for the previously mentioned loan has been extended for another six
months to end on January 26, 2017, instead of July 27, 2016.

Interest and payment periods: A return of 1.5% per annum above the rate of
return established on the certificates with the bank, and the return is due to
be paid every month, so that the applicable return in any case during the term
of this contract and until it is fully paid out of the origin returns
commissions and expenses is not less than 11% .

Finance lease liabilities

The following table the amount of finance lease liabilities as of December 31,
2021:

Sale and leaseback (OIH)

During 2020, the company sold its headquarters located in 2005A south Nile
city tower with value of EGP 91 Million (equivalent to US$ 5.8 Million) to
Beltone Financial 'Leasing' and Global Corp. for financial service for
purposes to lease it back, the lessor agree to lease it back to the company
for period of 7 years started from December 25, 2020 till September 25, 2027
with total rental value of EGP 142.5 Million (equivalent to US$ 9 Million).

The lessor deducts down payment from total rents with amount of US$ 0.6, the
rent will be paid for Beltone and Global Corp as below:

 Lessor                              Total due rent equivalent to US$, 000  Percentage
 Beltone Financial leasing           2,803                                  30.86 %
 Global Corp. for financial service  6,280                                  69.14 %

The lessee has the right to purchase the according to the below conditions:

-  Purchasing the assets with value of one Egyptian pound after paying all
the due amount under this contract.

-  Early settlement of rent by paying additional 3% from unpaid rent till the
end of the contract.

 Book value  Currency  Maturity        Nominal interest rate  Security  Assets secured
 5,138       EGP       September 2027  12%                    Secured   Company's premises

On November 4, 2021, the company made an accelerated payment of the entire
balance of the financial lease in addition to the accrued interests related to
it, with a total amount of US$ 5,8 million, which was related to mortgaging
the asset owned by the company in favor of Beltone Financial Leasing Company
and Global Corp for Financial Services, where the company implemented the
right of expedited payment for the total amount referred above, and the legal
procedures for releasing the mortgage on the asset are being completed.

 

Other Borrowings

Other borrowings mainly include loans from non-controlling shareholders in
subsidiaries.

The following table shows a breakdown of other borrowings by financial
institution:

 Description                                         Company    Book Value in US$, 000  Currency  Nominal in PKR, 000  Maturity  Nominal interest rate  Security
 Total other borrowings ad of December 31, 2021                 -                       -         -                    -         -                      -
 Description                                         Company    Book Value in US$, 000  Currency  Nominal in PKR, 000  Maturity  Nominal interest rate  Security
 Long term loan from sponsor's (Orastar)             TWA Loans  702                     US$       112,161              Dec-22    3M LIBOR+1%            Unsecured
 Long term loan from sponsor's (Dr. Omar Zawawi)     TWA Loans  235                     US$       36,748               Dec-22    3M LIBOR+1%            Unsecured
 Short term loan-2 from sponsor's (Dr. Omar Zawawi)  TWA Loans  112                     US$       17,944               Dec-20    3M LIBOR+1%            Unsecured
 Total other borrowings ad of December 31, 2020                 1,049

 

 

 

 

24.       Trade payables and other liabilities

 

                                             As of December 31, 2021          As of December 31, 2020
 (In thousands of US$)                       Current   Non-current  Total     Current   Non-current  Total
 Trade payables
 Capital expenditure payables                          -            -         4,876     -            4,876
 Trade payables due to suppliers             11,026    -            11,026    19,566    -            19,566
 Customers credit balance financial sector   136       -            136       -         -            -
 Trade payables to Telephone operator                               -         5,112     -            5,112
 Other trade payables                        459                    459       340       -            340
 Total                                       11,621    -            11,621    29,894    -            29,894
 Other liabilities
 Prepaid traffic and deferred income         4         -            4         719       893          1,612
 Contract liabilities                        -         179          179       332       6,890        7,222
 Due to local authorities                    17        -            17        5,413     -            5,413
 Personnel payables                          2,925     -            2,925     3,781     -            3,781
 Dividends payable                           -         -            -         181                    181
 Subscriber deposits                         23        -            23        37        -            37
 Other credit balances *                     9,089     -            9,089     12,800    -            12,800
 Total other liabilities                     12,058    179          12,237    23,263    7,783        31,046
 Total trade payables and other liabilities  23,679    179          23,858    53,157    7,783        60,940

 

* The other credit balance includes the balance of employee benefits where OIH
by virtue of the Management Agreement signed with the Ministry of
Telecommunications manages MIC1 SAL on behalf of the republic of Lebanon owner
of both mobile network operators. Orascom Telecom Lebanon SAL (OTL) is created
to manage the personnel of MIC, as employer, yet all personnel costs are
charged to and reimbursed by the Lebanese Government as per the term of the
management agreement. The amount which is included in the other credit
balances - current as of December 31, 2021, is US$ 989 thousand (US$ 2,357
thousand) and regarding to the remaining amount of other credit balance is
comprised by accrued bonuses and other payable towards governments by US$ 5,4
thousand and US$ 2,7 thousand respectively.

 

 

 

 

 

 

 

 

 

25. Provisions

 

 (In thousands of US$)                            As of December 31, 2021  As of December 31, 2020
 Opening balance                                  10,423                   29,862
 Additions                                        1,385                    3,581
 Additions (included in discontinued operations)  -                        533
 Reversed (no-longer required)                    -                        (15,586)
 Foreign currency translation differences         22                       275
 Change in scope due to the demerger              -                        (3,395)
 Reclassifications                                -                        (470)
 Used during the year                             (61)                     (4,377)
 Ending balance                                   11,769                   10,423

 

Provisions are related to expected claims resulting from the Group companies'
ordinary course of business. The required information about these provisions
were not disclosed, because the management of the Group believes that doing
so, will strongly affect the final settlement of these provisions for claims.

26. (Losses) / earnings per share

Basic and diluted

Basic (losses) / earnings per share is calculated by dividing the profit
attributable to equity holders of the Company by the weighted average number
of ordinary shares outstanding during the year. For the purposes of the
(losses) / earnings per share calculation, it has been assumed that the number
of issued shares at the date of incorporation (5,245,690 thousand) had been
outstanding during the year.

Diluted (losses) / earnings per share is calculated by adjusting the weighted
average number of ordinary shares outstanding to assume conversion of all
dilutive potential ordinary shares. During the period covered by the report,
the Company did not have any dilutive potential ordinary shares and as such
diluted and basic (losses) / earnings per share from continuing operations and
from discontinued operations are equal.

26-1 (Losses) per share from continuing operation - Basic and diluted (in US$)

 

 (In thousands of US$)                                                       For the year ended  For the year ended
                                                                             December 31, 2021   December 31, 2020

                                                                                                 Restated
 (Loss) /gain attributable to equity holders of the Company from continuing  (3,729)             481
 operations (in thousands of US$)
 Weighted average number of shares (in thousands of shares)                  5,245,691           5,245,691
 (Losses) / gain per share - basic and diluted (in US$)                      (0.0007)            0.00009

 

26-2 (Losses) / earnings per share from discontinuing operation - Basic and
diluted (in US$)

                                                                         For the year ended  For the year ended
                                                                         December 31, 2021   December 31, 2020

                                                                                             Restated
 Earnings / (Losses) attributable to equity holders of the Company from  18,708              (496)
 discontinuing operations (in thousands of US$)
 Weighted average number of shares (In thousands of shares)              5,245,691           5,245,691
 Earnings /(Losses) per share - basic and diluted (in US$)               0.0036              (0.00009)

 

 

 

27. Assets and liabilities held for sale and discontinued operations

27-A Assets and liabilities held for sale

On April 27, 2021, the company's board of directors approved the sale of all
the shares amounted to 51% owned by the company in Trans World Associates, to
Orastar Limited. Accordingly, the assets and liabilities of Trans World
Associates (Private) Ltd. have been reclassified into assets held for sale and
liabilities related to assets held for sale, and the sale process has been
completed in Jan after 2022 The assets and liabilities held for sale are as
follows:

Assets held for sale

                                                         As of December 31, 2021  As of December 31, 2020
 (In thousands of US$)
 Fixed assets                                            59,053                   60,094
 Intangible assets                                       2,543                    2,383
 Other assets                                            13,326                   11,677
 Inventory                                               964                      775
 Accounts receivables                                    13,328                   11,060
 Debtors and other debit balances                        9,356                    7,895
 Cash and cash equivalent.                               2,713                    5,875
 Total Assets held for sale                              101,284                  99,759
 Liabilities associated with assets held for sale                                 -
 Financial liability                                     22,833                   31,648
 Other liability                                         11,185                   7,783
 Deferred tax                                            18,707                   4,972
 Creditors and other credit balance                      5,133                    20,054
 The proceeds from the sale of TWA *                     2,999                    -
 Total liabilities associated with assets held for sale  60,858                   64,457

* Obligations related to assets held for sale are the amount collected from
the company's sale account for investments in one of its subsidiaries (Trans
World Associates (Private) Limited - Pakistan) equivalent to

 3 million US dollars and within January 2022 the company has completed the
sale process, and the procedures for transferring the ownership of the shares
are being completed.

27-B Discontinued operations

Discontinued operations represent as following:

 (In thousands of US$)                                                           For the year ended December 31, 2021  For the year ended December 31, 2020
 Net results of discontinued operations from the disposal of TWA (27-B-1)        8,442                                 5.252
 Discontinuing operations resulting from disposals of floors in Brazil (27-B-2)  15,298                                (2,746)
 Discontinued operation from Beltone 27-B-3                                      -                                     (7,304)
 Discontinued operation from Contact Financial Holding (formerly, Sarwa Capital  -                                     5,820
 Financial Holding) 27-B-5
 (Loss) from discontinued operation (net of income tax)                          23,740                                1,022

 

(27-B-1) Discontinued operations result from TWA:

During 2021 the Company has announced the sale of all shares of TWA, Orascom
Investment Holding owns 51% of total TWA and the sale transaction is completed
on 21 January 2022 and the share of Orascom Investment Holding amounted about
US$ 35.5 million and the shares ownership has been transferred on that date
mentioned above.

it is worth to be mentioned during the year 2023, the final selling price has
been agreed to be around 35 million US$  and according to this adjustment,
Orascom Investment Holding settled around US$ 500 thousands as adjustments to
the transaction of subsidiary's selling

 

 (In thousands of US$)           December 31, 2021  December 31, 2020
 Operating revenue               52,703             42,830
 Operating cost                  (40,916)           (35,023)
 Profit for the year before tax  11,787             7,807
 Income Tax                      (3,346)            (2,555)
 Net profit for the year         8,442              5,252

27-B-2 Discontinued operations result from Disposal of investment properties
in Brazil:

During the month of October 2021, Orascom Investment Holding Company sold the
floors owned by it in Brazil through one of its subsidiaries, Victoire BV
Holding Company, for a total amount of 79 million dollars. The contract
stipulates the guarantee of Orascom Investment Holding Company . "For the
seller to obtain a fixed annual return for a period of 24 months from the
date of selling the above-mentioned floors, with a total amount of 847
thousand US$, whereby Orascom Investment Holding Company will transfer the
difference to the return to the seller in the event that the fixed return
stipulated in the contract is not reached, The company has agreed with the
seller to open an escrow account for the full amount previously mentioned. The
sales contract also stipulates a guarantee for the payment of any amounts
resulting from cases brought due to real estate taxes on floors, which are
estimated at a total value of 866 thousand US$.

The following is the company's share of the net profit related to the
exclusion of floors in Brazil for the fiscal year ending in:

 (In thousands of US$)                 December 31, 2021      December 31, 2020
 Operating revenues                    2,590                  3,906
 Depreciation                          (742)                  (1,097)
 Gain on sale of investment property*  19,176                 -
 Provisions                            (201)                  -
 Other Income                          277                    -
 Other operating expenses              (2,826)                (4,636)
 Net finance cost                      6                      212
 The loss of the year before tax       18,278                 (1,614)
 income tax                            (2,981)                (1,132)
 Net Income of the year                15,298                 (2,746)

 

* This gain related to sale investment property of Brazilin tower during year
2021 as motioned in note 16.

27-B-3 Discontinued operations from Beltone Group

At October 2020, the extraordinary general assembly meeting agreed with
majority voting for demerging the company according to horizontal approach
with its book value into Orascom Investment Holding OIH (demerging company)
and Orascom Financial Holding OFH (demerged company) which had been
established in December 2020 (note 33).Demerging project keeps all assets and
liabilities under OIH except for Beltone investment (subsidiary company) and
Sarwa Capital (associate company) (note 27-B-5)to be moved under OFH,.
Accordingly, statement of profit or loss had been represented for Beltone
group as discontinued operations as it was done by cost without gain/loss.

Beltone (loss) for the year presented as following:

 (In thousands of US$)                           December 31, 2021  December 31, 2020
 Operating revenue                               -                  35,907
 Other revenue                                   -                  133
 Total revenues                                  -                  36,040
 Personnel costs                                 -                  (15,215)
 Brokerage commissions                           -                  (9,087)
 Depreciation                                    -                  (848)
 Amortization                                    -                  (327)
 Other expenses                                  -                  (11,171)
 Losses from Selling Auerbach Grayson            -                  (5,536)
 Net foreign currencies translation differences  -                  (3)
 Net (loss) before income tax                    -                  (6,147)
 Income tax expense                              -                  (1,157)
 Net (loss) for the year                         -                  (7,304)
 Attributable to:
 Owners of the company                           -                  (5,445)
 Non-controlling interests                       -                  (1,859)

27-B-4 Discontinued operations from Orascom Investment Holding

Discontinued operation from OIH related to foreign currency exchange due to
translation of foreign currencies of intercompany balances between Orascom
Investment Holding and Beltone which deconsolidated during 2020 according to
demerging project as discussed before.

27-B-5 Discontinued operations from Contact Financial Holding (formerly Sarwa
Capital Financial Holding)

During October 2020, the extraordinary general assembly meeting agreed with
majority voting for demerging the Company according to horizontal approach
with its book value into Orascom Investment Holding OIH (demerging company)
and Orascom Financial Holding "OFH" (demerged company) which had been
established in December 2020. Demerging project keeps all assets and
liabilities under OIH except for Beltone investment (subsidiary company) and
Contact Financial Holding (formerly Sarwa Capital) (Equity accounted investee)
which was moved to OFH; accordingly, statement of profit or loss had been
represented for Contact Financial Holding group as discontinued operations.

The below table shown share of profit from Contact Financial Holding:

 (In thousands of US$)             December 31,2021  December 31,2020
 Group share of profit             -                 5,900
 Deferred tax                      -                 (80)
 Net share of profit for the year  -                 5,820

27-B-6 The below table shown cash flow for discontinued operation (TWA and
INCA Group): -

 In thousands of US$))                                      December 31, 2021

 Gain for the year before tax                               30,074
 Adjustments for :
  Depreciation                                              7,891
  Depreciation Investment property                          743
  Amortization                                              239
  Amortization of contract liability                        (1,408)
  Amortization of advance from customer                     (1,436)
  Amortization of long-term prepayments                     2,088
  Amortization of contract cost                             744
 Gain on sale of investment property                        (19,176)
  Gain on sale of property, plant and equipment - net       (29)
  Gain on termination of lease                              (63)
  Impairment of financial assets                            590
 Changes in provision                                       280
  Exchange loss - net                                       359
  Interest income                                           (155)
  Finance Cost                                              4,066
  Stock- in-trade and other inventory                       (280)
  Depreciation                                              598
 receivables, and other assets                              (236)
  Trade payables, accrued and other liabilities             (1,244)
  Cash generated from operating activities                  23,645
  Increase in long term prepayments and deposits            (671)
  Increase in contract cost                                 (1,555)
  Increase in contract liability                            184
  Increase in advance from customers against services       1,595
  Taxes paid                                                (5,939)
  Interest collected                                        165
  Intercompany amounts                                      (920)
  Net cash generated from operating activities              16,504
  Cash flows from investing activities:                     -
  Capital expenditure                                       (6,781)
  Purchase of intangible assets                             (932)
  Advance for capital expended                              (382)
  Proceeds from disposal of property, plant and equipment   173
  cash proceed from sale process                            82,100
  Net cash used in investing activities                     74,178
  Cash from financing activities
  Proceeds from long term loan                              2,460
  Repayment of long-term loan                               (7,476)
  Repayment of long-term loan from sponsors                 (980)
  Repayment of short-term loan from sponsors                (107)
  Proceeds repayment of short-term loan                     (876)
  Finance cost paid                                         (2,209)
  Repayment of lease liability                              (4,082)
  Net cash used in financing activities                     (13,270)
  Net increase in cash and cash equivalents                 77,412

 

28. Subsidiaries

Represent non-wholly owned subsidiaries with material non-controlling interest
(TWA)

 Company                      Country        Percentage of non-controlling ownership         Value of non-controlling ownership
 (In thousands of US$)                       2021            2020                            2021                    2020
 Trans World Associate (TWA)  Pakistan       49%             49%                             18,710                  18,769
                                                                             Trans World Associates (Pvt) Ltd.
 (In thousands of US$)                                                       As of December 31,
                                                                             2021                        2020
 Current assets                                                              26,163                      26,521
 Current liabilities                                                         (33,928)                    (32,078)
 Total current net assets                                                    (7,765)                     (5,557)
 Non-current assets *                                                        74,720                      78,063
 Non-current liabilities                                                     (23,931)                    (33,747)
 Total non-curent net assets                                                 50,789                      44,316
 Net assets                                                                  43,024                      38,759
 NCI balance on the level of TWA                                             35                          105
 Net assets after adding NCI balance on OIH level                            43,059                      38,864
 NCI balance before adjustments                                              21,099                      19,043
 NCI balance on the level of TWA                                             (35)                        (105)
 NCI balance before consolidation adjustments                                18,938                      18,938
 Consolidation adjustments on NCI balance                                    (228)                       (169)
 Ending NCI balance                                                          18,710                      18,769

 

* Differences with the balance sheet amounting of US$ 400,000 relating to
goodwill arising at the consolidation level  .

All subsidiary undertakings are included in the consolidation. The proportion
of the voting rights in the subsidiary undertakings held directly by the
Company do not differ from the proportion of ordinary shares held. The Company
does not have any shareholdings in preference share of subsidiaries included
in the Group.

Summarised financial information of non-wholly owned subsidiaries with
material non-controlling interests are represented in the following:

Summarised statement of financial position:

Summarised statement of consolidated profit or loss and other comprehensive
income:

                                                    Trans World Associates (Pvt) Ltd.
                                                    For the year ended December 31, 2021  For the year ended December 31, 2020,
 (In thousands of US$)
 Revenue                                            52,697                                42,815
 Profit before income tax                           11,788                                7,807
 Income tax expense                                 (3,345)                               (2,555)
 Post tax profit (loss) from continuing operations  8,442                                 5,252
 Loss from discontinued operation                   -                                     -
 Other comprehensive (loss)                         -                                     (1,257)
 Total comprehensive income                         8,442                                 3,995
 Total comprehensive income allocated to NCI        2,005                                 2,005

29. Commitments

The commitments as of December 31, 2021, and December 31, 2020, are provided
in the table below:

 (In thousands of US$)               As of            As of
                                     December31,2021  December31,2020
 Purchase of property and equipment  4,303            3,791
 Others                              1,788            2,455
 Total                               6,091            6,246

 

 

 

30. Related party transactions and balances

Transactions with, associates, affiliate, and other related parties with the
Group throughout the year are not considered atypical or unusual, as they fall
within the Group's normal course of business.

The main related party transactions and balances resulted from these
transactions are summarised as follows:

 

                                               Year ended December 31, 2021                          Year ended December 31, 2020
 (In thousands of US$)
                                               Selling of services and goods  Investing expenditure  Selling of services and goods  Investing expenditure
 OIH
 CHEO Technology JV - associate                150                            -                      233                            -
 Others
 Orastar - shareholder of a subsidiary LTD     -                              -                      -                              (29)
 Dr Omar Zawawy - shareholder of a subsidiary  -                              -                      -                              (7)
 Orascom Financial Holding                     508                            -                      -                              -

 

 

                                               As of                    As of
 (In thousands of US$)                         December 31, 2021,       December 31, 2020,
                                               Receivables  Payables    Receivables  Payables
 Orastar - shareholder of a subsidiary LTD     21           -           -            (702)
 Omar Zawawy - shareholder of a subsidiary     (21)         -           -            348
 CHEO Technology JV - associate *              -            8,335       17,753       8,956
 OFH - formed due to the demerger - affiliate  -            -           -            6,135

 

* Balances receivables from CHEO Technology JV are fully impaired.
Furthermore, the Group didn't offset balances receivables against the payables
relating to CHEO, due to the Group not intending to settle the recognized
amounts on a net basis or to realize the asset should be settle the liability
simultaneously.

 

Key management compensation

Key management includes executive and non-executive directors, the chief
financial officer and other managing directors considered key personnel.

The compensation paid or payable to key management for employee services
amounted to US$ ,264 thousand and US$ 1,617thousand, respectively for the
years ended December 31, 2021, and December 31, 2020.

 

31. Contingent assets and liabilities

The contingent liabilities, are represented in guarantees issued by the
holding company and related to the activities of its subsidiaries, as follows:

Orascom Pyramids for Entertainment Projects

 - There are letters of guaranteed equivalent to US$ 810 thousand in favour of
 the Bank of the International Arab Banking Company.

 Orascom Investment Holding Company
 -  There is letter of credit equivalent to US$ 2,660 thousand in favour of
 the National Bank.

 Transworld Associates (Subsidiary)

-  Bank guarantee issued in favour of Higher Education Commission (HEC)
 amounting to Rs. 5,800,000 (equivalent to US$ 36K) valid till December 31,
 2021.
 -  Bank guarantee issued in favour of Inbox Business Technologies (Pvt) Ltd
 amounting to Rs. 54,210,000 (equivalent to US$ 339K) valid till May 9, 2021
 -  Bank guarantee issued in favour of Infinite Links (Pvt) Ltd amounting to
 Rs. 10,000,000 (equivalent to US$ 63K) valid till January 7, 2021.
 -  Letter of credit issued in favour of EZY Infotech ME FZE amounting to US$
 239 K for purchase of telecommunication equipment.

 -  Letter of credit issued in favour of Subcom LLC amounting to US$ 2 K.

-

-

32. . Representation of comparative figures relating to the discontinued
operations

 

The following schedule summarize the Representation of comparative figures of
the consolidated profit or loss for the year ended December 31, 2020, to be
consistent with current year classifications, Twa and Victoire were
discontinued during the year however OTL was reclassified from discontinued in
2020 to continued operation  in 2021due to the current circumstances and the
absence of a definitive liquidation plan or timeline, we have determined that
it is appropriate to reclassify OTL - Lebanon as a continued operation in
2021. Therefore, we represent 2020 as a continued operation in accordance with
the current classification.

 In thousands of US$, except per share amounts            December 31, 2020,                                          December 31, 2020,
                                                          as issued           Represented to Discontinued operations  After Representation
 Continuing operations
 Revenues                                                 47,018              (42,131)                                4,887
 other income                                             15                  (3,400)                                 (3,385)
 Purchases and services                                   (20,416)            18,810                                  (1,606)
 Other expenses                                           (1,398)             13,403                                  12,005
 (formed)/Reversal of provisions                          12,005              (23,247)                                (11,242)
 Personnel cost                                           (13,526)            13,103                                  (423)
 Depreciation and amortization                            (7,385)             3,556                                   (3,829)
 Impairment loss of other financial assets                (7,684)             7,684                                   -
 Gains from disposal of non-current assets                186                 36                                      222
 Operating (loss)                                         8,815               (12,186)                                (3,371)
 Finance income                                           4,697               (542)                                   4,155
 Finance expense                                          (5,277)             4,960                                   (317)
 Net foreign currencies translation differences           (455)               198                                     (257)
 Profit before income tax                                 7,780               ((7,570                                 210
 Income tax expense                                       (4,703)             4,191                                   (512)
 (loss) for the year from continued operations            3,077               (3,379)                                 (302)
 Discontinued operations
 Profit from discontinuing operation (net of income tax)  ((2,357             3,379                                   1,022
 Profit for the year                                      720                 -                                       720

 

 

 

 

 

 

33. Demerging effect

On October 2020, the extraordinary general assembly meeting decided with a
majority voting to demerge the company into two entities, Orascom Investment
Holding OIH (demerging company) and Orascom Financial Holding OFH (demerged
company) which was established in December 2020. The Demerging entity (OIH)
kept all of its assets and liabilities except for the assets and liabilities
associated with Beltone investment Holding (subsidiary company) and Contact
Financial Holding (formerly Sarwa Capital) (associate company) which were
transferred to Orascom Financial Holding "OFH" for their carrying amount, the
demerged entity. The table below illustrates the balances moved to OFH:

 (In thousands of US$)                                 Orascom Investment Holding              Orascom Financial Holding  Orascom Investment Holding
                                                       Before Demerging                        Demerged company           Demerging company
                                                       December31,2020                         December31,2020            December31,2020
 Assets
 Property and equipment                                             77,458                     10,760                            66,698
 Intangible assets                                                  25,290                     22,907                              2,383
 Investment property                                                42,578                     -                                 42,578
 Equity accounted investees                                       152,018                      112,908                           39,110
 Other financial assets                                               9,803                    4,113                               5,690
 Other assets                                                       15,811                     -                                 15,811
 Total non-current assets                                         322,958                      150,688                         172,270

 Inventories                                                             775                                                          775
 Trade receivables                                                  70,802                     50,380                            20,422
 Other financial assets                                               8,124                    3,383                               4,741
 Other assets                                                         9,794                    619                                 9,175
 Cash and cash equivalents                                          43,316                     21,451                            21,865
 Total current assets                                             132,811                      75,833                            56,978
 Total assets                                                     455,769                      226,521                         229,248

 Equity and liabilities
 Share capital                                                    366,148                      270,258                           95,890
 Reserves                                                       (150,228)                      -127,940                        (22,288)
 Retained earnings                                                  34,649                     18,643                            16,006
 Equity attributable to equity holders of the Company             250,569                      160,961                           89,608
 Non-controlling interests                                          25,878                     7,818                             18,060
 Total equity                                                     276,447                      168,779                         107,668

 Liabilities
 Borrowings                                                         29,681                     1,875                             27,806
 Other liabilities                                                    7,783                    -                                   7,783
 Deferred tax liabilities                                             8,815                    1,584                               7,231
 Total non-current liabilities                                      46,279                     3,459                             42,820
 Borrowings                                                         42,323                     30,607                            11,716
 Trade payables and other liabilities                               72,221                     19,064                            53,157
 Income tax liabilities                                               4,681                    1,217                               3,464
 Provisions                                                         13,818                     3,395                             10,423
 Total current liabilities                                        133,043                      54,283                            78,760
 Total liabilities                                                179,322                      57,742                          121,580
 Total equity and liabilities                                     455,769                      226,521                         229,248

 

 

34. Subsequent events

 

-During May 2022, the Board of Victoire Investment Cooperative approved
investment in a fund investing into renewable energies through OTMT Brazil of
EUR 20 million (US$ 23 million), out of a total fund size of EUR 626 million
(US$ 712 million)

-On May 12, 2022, OTMT Brazil Holdings S.à r.l. changed its name to OIH
Renewables S.à r.l. and increased its share capital by US$ 23,111 thousands
up to US$ 23,131 thousands.

-During September 2022, OIH completed the tax inspection for the years from
2015 to 2020, A total of EGP 27 million (US$ 1.7 million) were paid, which
included the value of the corporate tax due for those years. Furthermore,
according to the estimates of the tax advisor, it is expected that an amount
of EGP 11.5 million (US$ 0.7 million) will be paid as late payment penalties,
accordingly the Group revered an amount of US$ 15.6 million from provisions
balance in 2020.

-During August 2022, Koryolink Company called for a capital increase by a
value of Euro 20 million. The Korea Post and Telecommunications Corporation
(KPTC) subscribed to capital increase with 100%. As a result, OIH'S
shareholding was diluted from %75% to %60.

- Based on a request from one of Koryolink's shareholders, the management of
Koryolink decided during the month of August 2022 to grant both of its
shareholders a non-interest-bearing loan, in accordance with the Democratic
People's Republic of Korea (DPRK) local laws and rules, accordingly, Koryolink
transferred about Euro 82 million (equivalent to US$ 93 )OIH in OIH bank
account in the DPRK, as non-interest-bearing loan between the two parties.

- During 2022, OIH started a lawsuit against the purchaser of the shares in
Riza Capital. As a result, management considered that the credit risk of this
financial receivable has increased compared to prior years. The Group
reflected the risk increase in the ECL computation. While performing this
assessment, management took into consideration a legal opinion obtained from
the OIH's lawyers during 2022. This legal opinion states that the purchaser's
assets serve as a guarantee against the outstanding receivable balance.

- During the month of March 2023, the company sold the company's headquarters
for the purpose of re-leasing to GB Auto Leasing Company for an amount of 157
million Egyptian pounds(equivalent to US$5,1 ), where the developers agreed to
lease the original owned for a period of 5 years starting from March 15, 2023
and ending on March 15, 2027 The original was leased with a total value of 257
million Egyptian pounds (equivalent toUS$8,3 ).

 

-During the month of April 2023, the Board of Directors unanimously approved
two investment projects in (1) renewable energy (electric vehicles), and (2)
trade platform to serve the commercial projects in Africa. The council
approved the establishment of the necessary companies and approved the
procedures for establishing an Egyptian company called "OTL for Trade and
Logistics".

 

- On 1st March 2023, Inca Re 2, Inca Re 11, Inca Re 13, Inca Re 17, and Inca
Re 18 were merged into Inca Re 19 and therefore, they no longer exist.

 

-On 27 March 2023, OIH S.A.E. incorporated with Hamed El Ghoul the company O
Trade & Logistics, whereas OIH S.A.E. holds 89% in the company. OIH S.A.E.
invested EGP 84 thousand in this company.

-On 3 April 2023, OIH S.A.E. approved the investment in the Electrical
Mobility Sector catering for the 2 and 3 wheelers Electrical vehicles and the
establishment of a trading platform to mainly enhance intra- Africa trading
and logistics services.

 

-On 3 August 2023, O-trade & Logistics incorporated a Kenyan subsidiary
called O-Trade & Logistics Limited with a share capital of KES 4,000,000
(US$ 32,627.36).

 

-On 28 September 2023, OIH (Egypt) Group finalized the sell process of TWA and
adjusted the total price by US$ 0.5 million (total sell value US$ 35 million
instead of US$ 35.5 million). Thus, the loss from the sale of TWA will be
adjusted according to the new value.

 

-During September 2023, OIH (Egypt) Group sold the investment property in
Brazil. The sale proceeds amount to BRL 90 million (US$ 16.5 million).

 

- On 2 October 2023, OIH (Egypt) Group incorporated Nubay FZO with a share
capital of AED 500,000 (US$ 135,595). OIH (Egypt) Group holds 285,000 shares
(57%) in this entity that will operate in the field of investment in Nubay,
Africa.

 

-On 17 November 2023, OIH renewable S.à r.l. incorporated BlueV Holding
Limited in Abu Dhabi with a share capital of AED 1,000,000 (US$ 271,190).

 

-In November 2023, the Board of Directors approved the sale of 62,924,478, the
total number of treasury shares acquired during 2023.

 

-During March 2024, Orascom Investment Holding Company has made an early
settlement for the sale and leaseback process for the 29th floor with an
amount of approximately EGP 159 million (equivalent toUS$5,1)., and several
legal procedures are still in process.

Orascom Investment Holding S.A.E.
Appendix A - Subsidiaries and investment in Equity accounted investees as of December 31, 2021

 

 Segment               Country of incorporation and place of business  Entity name                                    Nature of business          Proportion of ordinary shares held by the Company (%)  Proportion of ordinary shares held by OIH Group (%)  Proportion of ordinary shares held by the non-controlling interest / other  Investment type

                                                                                                                                                                                      shareholders (%)

 Media and Technology  Egypt                                           Oracap Holding Co. (Free zone)                 Other                       100%                                                   100%                                                 0.00%                                                                       Subsidiary
 Media and Technology  Malta                                           Oracap Far East Ltd                            Other                       100%                                                   100%                                                 0.00%                                                                       Subsidiary
 Management services   Lebanon                                         Orascom Telecom Lebanon                        Management services         99,8%                                                  99,8%                                                0.20%                                                                       Subsidiary
 Other                 Luxembourg                                      OIH-Renewables                                 Other                       100%                                                   100%                                                 0.00%                                                                       Subsidiary
 Other                 North Korea                                     Osorcon                                        Other                       100%                                                   100%                                                 0.00%                                                                       Subsidiary
 Investment Property   Netherlands                                     Victoire coop Investment Holding               Investment Property         100.00%                                                100.00%                                              0.00%                                                                       Subsidiary
 Investment Property   Netherlands                                     Victoire BV                                    Investment Property         100.00%                                                100.00%                                              0.00%                                                                       Subsidiary
 Investment Property   Brazil                                          INCA 2 (Brazil)                                Investment Property         100.00%                                                100.00%                                              0.00%                                                                       Subsidiary
 Investment Property   Brazil                                          INCA 9 (Brazil)                                Investment Property         100.00%                                                100.00%                                              0.00%                                                                       Subsidiary
 Investment Property   Brazil                                          INCA 11 (Brazil)                               Investment Property         100.00%                                                100.00%                                              0.00%                                                                       Subsidiary
 Investment Property   Brazil                                          INCA 13 (Brazil)                               Investment Property         100.00%                                                100.00%                                              0.00%                                                                       Subsidiary
 Investment Property   Brazil                                          INCA 17 (Brazil)                               Investment Property         100.00%                                                100.00%                                              0.00%                                                                       Subsidiary
 Investment Property   Brazil                                          INCA 18 (Brazil)                               Investment Property         100.00%                                                100.00%                                              0.00%                                                                       Subsidiary
 Investment Property   Brazil                                          INCA 19 (Brazil)                               Investment Property         100.00%                                                100.00%                                              0.00%                                                                       Subsidiary
 Energy                Egypt                                           O Capital for energy                           Energy                      99,2%                                                  99,99%                                               0.01%                                                                       Subsidiary
 Energy                Egypt                                           O Capital for services and construction        Energy                      99,2%                                                  99,99%                                               0.01%                                                                       Subsidiary
 Media and Technology  Egypt                                           Orascom Telecom Venture co. "S.A.E"            Other                       99,99%                                                 99,99%                                               0.01%                                                                       Subsidiary
 Entertainment         Egypt                                           Orascom Pyramids Entertainment "S.A.E"         Entertainment               100%                                                   100%                                                 0.00%                                                                       Subsidiary
 Entertainment         Egypt                                           Orascom Prisme Pyramids Entertainment "S.A.E"  Entertainment               70%                                                    70%                                                  30%                                                                         Subsidiary
 Entertainment         Egypt                                           Orascom Pyramids for Touristic Establishment   Entertainment               100%                                                   100%                                                 0.00%                                                                       Subsidiary
 GSM North Korea       North Korea                                     CHEO Technology JV Company                     Telecommunication operator  60%                                                    60.00%                                               40.00%                                                                      Associate

 

 

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