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ORASCOM CONSTRUCTION PLC — Interim / Quarterly Report 2025
Nov 13, 2025
66578_rns_2025-11-14_256bd624-7fd8-4294-9b9b-67725a610d27.pdf
Interim / Quarterly Report
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ORASCOM CONSTRUCTION PLC Consolidated Financial Statements
For the nine month period ended 30 September 2025
TABLE OF CONTENTS
| Independent Auditors' Report on Review of Interim Consolidated Financial Statements | 1 - 2 |
|---|---|
| Consolidated statement of financial position | 3 |
| Consolidated statement of profit or loss and other comprehensive income | 4 |
| Consolidated statement of changes in equity | 5 |
| Consolidated statement of cash flows | 6 |
| Notes to the interim consolidated financial statements | 7 - 29 |


| \$ millions | Note | 30 September 2025 (reviewed) |
31 December 2024 (audited) |
|---|---|---|---|
| Assets | |||
| Non-current assets | |||
| Property, plant and equipment | (6) | 157.7 | 141.8 |
| Goodwill | (7) | 27.7 | 27.7 |
| Trade and other receivables | (8) | 27.9 | 16.0 |
| Equity accounted investees | (9) | 537.0 | 450.0 |
| Deferred tax assets | (10) | 64.5 | 63.2 |
| Total non-current assets | 814.8 | 698.7 | |
| Current assets | |||
| Inventories | (11) | 259.6 | 232.4 |
| Trade and other receivables | (8) | 1,943.3 | 1,422.8 |
| Contracts work in progress | (12) | 549.5 | 575.7 |
| Current income tax receivables | 1.0 | 0.4 | |
| Cash and cash equivalents | (13) | 1,289.7 | 1,041.3 |
| Total current assets | 4,043.1 | 3,272.6 | |
| Total assets | 4,857.9 | 3,971.3 | |
| Equity | |||
| Share capital | (14) | 110.2 | 110.2 |
| Share premium | 467.3 | 467.3 | |
| Reserves | (15) | (503.8) | (534.0) |
| Retained earnings | 684.5 | 578.0 | |
| Equity attributable to owners of the Company | 758.2 | 621.5 | |
| Non-controlling interest | (16) | 24.0 | 26.0 |
| Total equity | 782.2 | 647.5 | |
| Liabilities | |||
| Non-current liabilities | |||
| Loans and borrowings | (17) | 19.9 | 7.5 |
| Trade and other payables | (18) | 63.1 | 53.5 |
| Deferred tax liabilities | 2.4 | 4.3 | |
| Total non-current liabilities | 85.4 | 65.3 | |
| Current liabilities | |||
| Loans and borrowings | (17) | 430.8 | 305.7 |
| Trade and other payables | (18) | 1,963.8 | 1,460.6 |
| Advanced payments from construction contracts | 704.3 | 873.2 | |
| Billing in excess of construction contracts | (12) | 786.3 | 555.6 |
| Provisions | (19) | 76.0 | 37.3 |
| Income tax payables | 29.1 | 26.1 | |
| Total current liabilities | 3,990.3 | 3,258.5 | |
| Total liabilities | 4,075.7 | 3,323.8 | |
| Total equity and liabilities | 4,857.9 Λ |
3,971.3 |
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
for the nine month period ended
| \$ millions | Note | the nine months ended 30 September 2025 (reviewed) |
the three months ended 30 September 2025 (reviewed) |
the nine months ended 30 September 2024 (reviewed) |
the three months ended 30 September 2024 (reviewed) |
|---|---|---|---|---|---|
| Revenue | (24) | 3,428.3 | 1,472.4 | 2,319.9 | 842.5 |
| Cost of sales | (20) | (3,091.2) | (1,337.9) | (2,105.1) | (768.8) |
| Gross profit | 337.1 | 134.5 | 214.8 | 73.7 | |
| Other income | (21) | 4.9 | (0.7) | 13.9 | 7.8 |
| Selling, general and administrative expenses |
(20) | (143.4) | (58.3) | (139.3) | (45.9) |
| Operating profit | 198.6 | 75.5 | 89.4 | 35.6 | |
| Finance income | (22) | 20.8 | 5.6 | 125.6 | 33.9 |
| Finance cost | (22) | (91.5) | (38.7) | (101.4) | (44.4) |
| Net finance (cost) / income | (70.7) | (33.1) | 24.2 | (10.5) | |
| Income from equity accounted investees | (9) | 33.8 | 11.2 | 18.3 | 6.5 |
| Profit before income tax | 161.7 | 53.6 | 131.9 | 31.6 | |
| Income tax | (10) | (24.5) | (5.7) | (35.9) | (6.3) |
| Net profit | 137.2 | 47.9 | 96.0 | 25.3 | |
| Other comprehensive income / (loss): Items that are or may be reclassified to profit or loss |
|||||
| Foreign currency translation differences | 31.1 | 10.4 | (102.6) | (44.4) | |
| Other comprehensive income / (loss), net of tax |
31.1 | 10.4 | (102.6) | (44.4) | |
| Total comprehensive income / (loss) | 168.3 | 58.3 | (6.6) | (19.1) | |
| Profit attributable to: | |||||
| Owners of the Company | 133.3 | 50.6 | 87.0 | 21.6 | |
| Non-controlling interests | (16) | 3.9 | (2.7) | 9.0 | 3.7 |
| Net profit | 137.2 | 47.9 | 96.0 | 25.3 | |
| Total comprehensive income attributable to: |
|||||
| Owners of the Company | 163.5 | 60.4 | (9.4) | (20.6) | |
| Non-controlling interests | (16) | 4.8 | (2.1) | 2.8 | 1.5 |
| Total comprehensive income | 168.3 | 58.3 | (6.6) | (19.1) | |
| Earnings per share (in USD) | |||||
| Basic and diluted earnings per share | (23) | 1.21 | 0.46 | 0.79 | 0.20 |
The notes on pages 7 to 29 are an integral part of these interim consolidated financial statements.
| Orascom Construction PLC |
|---|
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the nine month period ended
| \$ millions | Note | Share capital |
Share premium |
Reserves | Retained earnings |
Equity Company attributable to owners of the |
Non controlling interests |
equity Total |
|---|---|---|---|---|---|---|---|---|
| Balance at 1 January 2024 (audited) | 110.2 | 467.3 | (421.7) | 533.3 | 689.1 | 22.3 | 711.4 | |
| Net profit | - | - | - | 87.0 | 87.0 | 9.0 | 96.0 | |
| Other comprehensive loss | - | - | (96.4) | - | (96.4) | (6.2) | (102.6) | |
| Total comprehensive (loss) / income | - | - | (96.4) | 87.0 | (9.4) | 2.8 | (6.6) | |
| Dividends | (30) | - | - | - | (42.9) | (42.9) | (3.1) | (46.0) |
| Other | - | - | - | (1.2) | (1.2) | - | (1.2) | |
| Balance at 30 September 2024 (reviewed) | 110.2 | 467.3 | (518.1) | 576.2 | 635.6 | 22.0 | 657.6 | |
| Balance at 1 January 2025 (audited) | 110.2 | 467.3 | (534.0) | 578.0 | 621.5 | 26.0 | 647.5 | |
| Net profit | - | - | - | 133.3 | 133.3 | 3.9 | 137.2 | |
| Other comprehensive income | - | - | 30.2 | - | 30.2 | 0.9 | 31.1 | |
| Total comprehensive income | - | - | 30.2 | 133.3 | 163.5 | 4.8 | 168.3 | |
| Dividends | - | - | - | (27.6) | (27.6) | (6.8) | (34.4) | |
| Other | - | - | - | 0.8 | 0.8 | - | 0.8 | |
| Balance at 30 September 2025 (reviewed) | 110.2 | 467.3 | (503.8) | 684.5 | 758.2 | 24.0 | 782.2 | |
The notes on pages 7 to 29 are an integral part of these interim consolidated financial statements.
CONSOLIDATED STATEMENT OF CASH FLOWS
for the nine month period ended
| 30 September | 30 September | ||
|---|---|---|---|
| \$ millions | Note | 2025 (reviewed) |
2024 (reviewed) |
| Net profit | 137.2 | 96.0 | |
| Adjustments for: | |||
| Depreciation | (6) | 25.4 | 23.2 |
| Interest income | (22) | (17.9) | (14.0) |
| Interest expense | (22) | 72.5 | 54.9 |
| Net foreign exchange loss / (gain) | (22) | 16.1 | (65.1) |
| Share in income of equity accounted investees | (9) | (33.8) | (18.3) |
| Net gain on sale of property, plant and equipment | (21) | (0.2) | (3.7) |
| Income tax expense | (10) | 24.5 | 35.9 |
| Changes in: | |||
| Inventories | (11) | (12.9) | (64.3) |
| Trade and other receivables | (8) | (454.7) | (692.9) |
| Contract work in progress | (12) | 55.0 | 104.9 |
| Trade and other payables | (18) | 421.5 | 398.2 |
| Advanced payments construction contracts | (212.2) | 213.7 | |
| Billing in excess of construction contracts | (12) | 202.1 | 236.8 |
| Provisions | (19) | 36.3 | 4.4 |
| Cash flows: | |||
| Interest paid | (22) | (72.5) | (54.9) |
| Interest received | (22) | 17.9 | 14.0 |
| Dividend from equity accounted investees | 14.3 | 8.7 | |
| Income taxes paid | (7.5) | (19.1) | |
| Cash flow generated from operating activities | 211.1 | 258.4 | |
| Investment in associate | (9) | (35.1) | - |
| Investments in property, plant and equipment | (6) | (34.0) | (48.6) |
| Proceeds from sale of property, plant and equipment | 2.5 | 4.4 | |
| Cash flow used in investing activities | (66.6) | (44.2) | |
| Proceeds from borrowings | (17) | 164.4 | 90.7 |
| Repayment of borrowings | (17) | (41.8) | (41.7) |
| Lease payments | (18.1) | (5.4) | (4.2) |
| Dividends paid to shareholders | (30) | (51.8) | (42.9) |
| Dividends paid to non-controlling interest | (6.8) | (3.1) | |
| Cash flow generated from / (used in) financing activities | 58.6 | (1.2) | |
| Net change in cash and cash equivalents | 203.1 | 213.0 | |
| Cash and cash equivalents at 1 January | (13) | 1,041.3 | 696.6 |
| Currency translation adjustments | 45.3 | (191.7) | |
| Cash and cash equivalents at 30 September | (13) | 1,289.7 | 717.9 |
The notes on pages 7 to 29 are an integral part of these interim consolidated financial statements.
1. General
Orascom Construction PLC ("OC PLC" or the "Company") is a public company limited by shares, continued pursuant to the Abu Dhabi Global Market (ADGM) Companies Regulations 2020 (as amended) with registered number 31025. The Company is deemed to have been continued in the ADGM effective 30 October 2025, from the Dubai International Financial Centre (DIFC), United Arab Emirates, where it was formerly registered as Orascom Construction PLC under registered number 1752. The Company's registered head office is located at 1501, Floor 15, Tamouh Tower, Al Reem Island, Abu Dhabi, United Arab Emirates. The Company's ordinary shares are dual listed on the Abu Dhabi Securities Exchange (ADX) and the Egyptian Exchange (EGX) (previously dual listed on NASDAQ Dubai and the Egyptian Exchange). The accompanying interim consolidated financial statements for the nine-month period ended 30 September 2025 comprise the financial statements of OC PLC, its subsidiaries, and joint operations (together referred to as the "Group"), as well as the Group's interests in associates and joint ventures.
OC PLC was originally incorporated on 18 January 2015 as Orascom Construction Limited, a private company limited by shares under the laws of the DIFC, and was subsequently converted into a public company pursuant to DIFC Law No. 5 of 2018. On 30 October 2025, the Company completed its transfer of incorporation from the DIFC to the ADGM continuing as a company registered under the ADGM Companies Regulations.
OC PLC is primarily engaged as an international engineering and construction contractor focused on large-scale infrastructure, complex industrial and high-end commercial projects in the United States, Middle East, Africa and Central Asia for public and private clients.
2. Basis of preparation
2.1 General
The interim consolidated financial statements for the nine month period ended 30 September 2025 have been prepared in accordance with IAS 34 'Interim Financial Reporting' and do not have all information and disclosures required in the annual financial statements. Selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group's financial position and performance since 1 January 2025.
The interim consolidated financial statements should be read in conjuction with the consolidated financial statements for the year ended 31 December 2024. The accounting principles used are the same as those used in the consolidated financial statements for the year ended 31 December 2024.
These interim consolidated financial statements have been prepared on the historical cost basis, except when otherwise indicated.
The financial year of OC PLC commences on 1 January and ends on 31 December.
These interim consolidated financial statements are presented in US dollars ('USD'), which is OC PLC's presentation currency. All values are rounded to the nearest million (in millions of USD), except when stated otherwise.
These interim consolidated financial statements have been authorised for issue by the Company's Board of Directors on 13 November 2025.
3. New accounting standards and policies
The accounting policies applied in these interim consolidated financial statements are the same as those applied in the Group's consolidated financial statements as at and for the year ended 31 December 2024.
4. Critical accounting judgements, estimates and assumptions
There were no significant changes in critical accounting judgements, estimates and assumptions compared to the consolidated financial statements for the year ended 31 December 2024.
5. Financial risk and capital management
Overview
The Group has exposure to the following risks arising from financial instruments:
- Credit risk
- Liquidity risk
- Market risk
These risks arise from exposures that occur in the normal course of business and are managed on a consolidated company basis. This note presents information about the Group's exposure to each of the above risks, the Group's objectives, policies and processes for measuring and managing risk, and the Group's management of capital.
Risk management framework
Senior management has an overall responsibility for the establishment and oversight of the Group's risk management framework. The Board is responsible for developing and monitoring the Group's risk management policies.
The Group's risk management policies are established to identify and analyze the risks faced by the Group, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group's activities. The Group through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.
The Audit Committee oversees how management monitors compliance with the Group's risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Group. The Audit Committee is assisted in its oversight role by the Internal Audit Department. The Internal Audit Department undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.
5.1 Exposure to credit risk
The Group establishes an allowance for impairment that represents its estimate of expected losses in respect of trade and other receivables. The main components of this allowance are a specific loss component that relates to individually significant exposures. The carrying amount of financial assets represents the maximum credit exposure. With respect to transactions with financial institutions, the group sets limits to the credit worthiness rating of the counterparty. The maximum credit risk is the carrying amount of financial instruments, for an overview, reference is made to the tables of financial instruments by category.
The major exposure to credit risk at the reporting date was as follows:
| \$ millions | Note | 30 September 2025 |
31 December 2024 |
|---|---|---|---|
| Trade and other receivables (excluding prepayments and supplier and subcontractor advance payments) |
(8) | 1,530.7 | 1,103.7 |
| Contract work in progress | (12) | 549.5 | 575.7 |
| Cash and cash equivalents (excluding cash on hand) | (13) | 1,287.8 | 1,039.9 |
| Total | 3,368.0 | 2,719.3 |
The major exposure to credit risk for trade and other receivables by geographic region was as follows:
| \$ millions | 30 September 2025 |
31 December 2024 |
|---|---|---|
| Middle East and Africa | 909.3 | 616.6 |
| Asia and Oceania | 29.1 | 53.7 |
| Europe and United States | 592.3 | 433.4 |
| Total | 1,530.7 | 1,103.7 |
Impairment losses
The following table provides the information above the exposure to credit risk and ECLs for trade receivables as at 31 December 2024:
| At 31 December 2024 \$ millions |
Weighted average loss rate |
Gross | Loss allowance |
|---|---|---|---|
| Not due | - %* | 470.2 | - |
| 0 - 30 days | - %* | 53.5 | - |
| 31 - 90 days | - %* | 31.2 | - |
| More than 90 days | 9.9 % | 108.7 | (10.8) |
| Total | 663.6 | (10.8) |
The following table provides the information above the exposure to credit risk and ECLs for trade receivables as at 30 September 2025:
| At 30 September 2025 | Weighted | ||
|---|---|---|---|
| \$ millions | average loss rate | Gross | Loss allowance |
| Not due | - %* | 717.1 | - |
| 0 - 30 days | - %* | 67.1 | - |
| 31 - 90 days | - %* | 108.0 | - |
| More than 90 days | 11.5% | 109.2 | (12.6) |
| Total | 1,001.4 | (12.6) |
*Based on the Group's assessment, the ECL impairment loss on trade receivables is immaterial to the interim consolidated financial statements.
5.2 Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group's reputation. This is also safeguarded by using multiple financial institutions in order to mitigate any concentration of liquidity risk.
The availability of cash is monitored internally at Group level, on an ongoing basis by the corporate treasury department. In addition management prepared at closing date a cash flow projection to assess the ability of the Group to meet its obligations.
The following are the contractual maturities of financial liabilities, including estimated interest payments and exclude the impact of netting arrangements.
| At 31 December 2024 \$ millions |
Note | Carrying amount |
Contractual cash flow |
6 months or less |
6–12 months |
1–5 years |
|---|---|---|---|---|---|---|
| Financial liabilities | ||||||
| Loans and borrowings | (17) | 313.2 | 337.5 | 160.8 | 168.7 | 8.0 |
| Trade and other payables (excluding lease obligations, other tax payables and deferred |
||||||
| revenues) | (18) | 1,465.4 | 1,465.4 | 1,433.4 | - | 32.0 |
| Lease obligation | (18.1) | 27.4 | 32.5 | 0.2 | 5.6 | 26.7 |
| Total | 1,806.0 | 1,835.4 | 1,594.4 | 174.3 | 66.7 |
| At 30 September 2025 | Carrying | Contractual | 6 months | 6–12 | ||
|---|---|---|---|---|---|---|
| \$ millions | Note | amount | cash flow | or less | months | 1–5 years |
| Financial liabilities | ||||||
| Loans and borrowings | (17) | 450.7 | 483.9 | 226.0 | 236.6 | 21.3 |
| Trade and other payables (excluding lease obligations, other tax payables and deferred |
||||||
| revenues) | (18) | 1,987.2 | 1,987.2 | 1,943.1 | - | 44.1 |
| Lease obligation | (18.1) | 25.3 | 28.3 | 1.0 | 5.8 | 21.5 |
| Total | 2,463.2 | 2,499.4 | 2,170.1 | 242.4 | 86.9 |
The interest on floating rate loans and borrowings is based on forward interest rates at period-end. This interest rate may change as the market interest rate changes.
5.3 Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates will affect the Group's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.
Management is mindful of risks and uncertainties that the Company may face. While the Company takes necessary steps to mitigate risks and capitalize on opportunities, the principal uncertainties over the next six months relate to macroeconomic and market conditions, customary project execution, and legal proceedings. The Company remains committed to proactive risk management.
The Group is exposed to foreign currency risk arising in separate ways:
Foreign exchange translation exposure
Due to the Group's international presence, OC PLC's interim consolidated financial statements are exposed to foreign exchange fluctuations as these affect the translation of the subsidiaries' assets and liabilities presented in foreign currencies to the US dollar (the Group's presentation currency). The currencies concerned are mainly Egyptian Pound and Euro. Foreign exchange translation exposure is considered a part of doing business on an international level; this risk is not actively managed, nor is it hedged.
Exchange rates used by the Group in the consolidated financial statements are based on the prevailing exchange rates in the market at the time of transactions.
OC PLC is not exposed to Saudi Riyal, UAE Dirham and Qatar Riyal. These currencies are pegged to the US dollar.
The Group entities predominantly execute their activities in their respective functional currencies. Some Group subsidiaries are, however, exposed to foreign currency risks in connection with the scheduled payments in currencies that are not their functional currencies. In general this relates to foreign currency denominated supplier payables due to project procurement, capital expenditures and receivables. The Group monitors the exposure to foreign currency risk arising from operating activities.
The Group is exposed to foreign exchange transaction exposure to the extent that there is a mismatch between the currencies in which sales, purchases and borrowings are denominated and the respective functional currencies of Group companies. The functional currencies of Group companies are primarily Euro, US Dollar, Egyptian Pound, Saudi Riyal, Algerian Dinar and UAE Dirham.
The Group uses foreign exchange contracts to manage its foreign exchange transaction exposure. No hedge accounting is applied; therefore all fair value changes are recognised in profit and loss.
The summary of quantitative data about the Group's exposure to foreign exchange transaction exposure provided to management of the Group based on its risk management policy for the main currencies was as follows:
| At 31 December 2024 \$ millions |
EUR | EGP |
|---|---|---|
| Cash and cash equivalents (including loans and borrowings) | 196.4 | (209.3) |
| Trade and other receivables | 2.9 | 628.4 |
| Trade and other payables | (0.2) | (629.0) |
| At 30 September 2025 \$ millions |
EUR | EGP |
|---|---|---|
| Cash and cash equivalents (including loans and borrowings) | 266.4 | (337.1) |
| Trade and other receivables | 3.5 | 912.4 |
| Trade and other payables | - | (1,266.3) |
| Notional value of forward contracts | (40.0) | - |
Significant rates
The following significant exchange rates were applied during the period ended 30 September 2025:
| Average 2025 |
Closing 30 September 2025 |
Opening 1 January 2025 |
|
|---|---|---|---|
| Egyptian Pound | 0.0201 | 0.0209 | 0.0197 |
| Saudi Riyal | 0.2666 | 0.2667 | 0.2662 |
| UAE Dirham | 0.2723 | 0.2723 | 0.2723 |
| Euro | 1.1127 | 1.1747 | 1.0410 |
The following tables demonstrate the sensitivity to a reasonably possible change in EUR and EGP exchange rates, with all other variables held constant. The impact on the Group's profit before tax is due to changes in the fair value of monetary assets and liabilities, including inter company positions. The Group's exposure to foreign currency changes for all other currencies is not material.
As of 30 September 2025, if the functional currencies had strengthened/weakened by 10 percent against the Euro and 10 percent against the Egyptian Pound with all other variables held constant, the translation of foreign currency receivables, cash and cash equivalents, payables and loans and borrowings that would have resulted in an increase/decrease of USD 24.3 million of the profit / loss of the nine month period ended 30 September 2025 (31 December 2024: USD 20.0 million).
| 31 December 2024 \$ millions |
Change in FX rate* |
Effect on profit before tax |
Effect on equity |
|---|---|---|---|
| EUR - USD | 10% | 19.9 | 19.9 |
| EGP - USD | 10% | 0.1 | (21.0) |
| 30 September 2025 \$ millions |
Change in FX rate* |
Effect on profit before tax |
Effect on equity |
|---|---|---|---|
| EUR - USD | 10% | 23.0 | 23.0 |
| EGP - USD | 10% | 1.3 | (69.1) |
* Determined based on the volatility of last year for the respective currencies.
Interest rate risk
The Group's cash flow interest rate risks arise from the exposure to variability in future cash flows of floating rate financial instruments. The Group reviews its exposure in light of global interest rate environment after consulting with a consortium of global banks.
The Group calculates the impact on profit or loss of a defined interest rate shift. The same interest rate shift is used for all currencies. The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of borrowings affected. With all other variables held constant, the Group's profit before tax is affected through the impact on floating rate borrowings, as follows:
As of 30 September 2025, if the interest rate had strengthened/weakened by 10 percent with all other variables held constant, the interest cost that would have resulted in an increase/decrease of USD 7.3 million of the profit of the nine month period ended 30 September 2025 (31 December 2024 : USD 7.6 million)
| \$ millions | Change in interest rate |
30 September 2025 |
31 December 2024 |
|---|---|---|---|
| Effect on profit before tax | 10% increase | (7.3) | (7.6) |
| 10% decrease | 7.3 | 7.6 |
Categories of financial instruments
| 30 September 2025 | 31 December 2024 | ||||
|---|---|---|---|---|---|
| \$ millions | Note | Financial assets / liabilities at amortized cost |
Derivatives at fair value |
Financial assets / liabilities at amortized cost |
Derivatives at fair value |
| Assets | |||||
| Trade and other receivables (excluding prepayments and supplier and subcontractor advance payments) |
(8) | 1,530.7 | - | 1,103.7 | - |
| Contracts work in progress | (12) | 549.5 | - | 575.7 | - |
| Cash and cash equivalents | (13) | 1,289.7 | - | 1,041.3 | - |
| Total | 3,369.9 | - | 2,720.7 | - | |
| Liabilities | |||||
| Loans and borrowings | (17) | 450.7 | - | 313.2 | - |
| Trade and other payables (excluding lease obligation) | (18) | 2,001.6 | - | 1,486.7 | - |
| Billing in excess of construction contracts | (12) | 786.3 | - | 555.6 | - |
| Total | 3,238.6 | - | 2,355.5 | - |
5.4 Capital Management
The Board of Director's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of ordinary shares, share premium, reserves, retained earnings and non-controlling interest of the Group. The Board of Directors monitors the return on capital as well as the level of dividends to ordinary shareholders. The Group's net debt to equity ratio at the reporting date was as follows:
| \$ millions | Note | 30 September 2025 |
31 December 2024 |
|---|---|---|---|
| Loans and borrowings | (17) | 450.7 | 313.2 |
| Less: cash and cash equivalents | (13) | (1,289.7) | (1,041.3) |
| Net debt / (cash) | (839.0) | (728.1) | |
| Total equity | 782.2 | 647.5 | |
| Net debt / (cash) to equity ratio | (1.07) | (1.12) |
6. Property, plant and equipment
| \$ millions | Land | Buildings | Equipment | Fixtures and fittings |
Under construction |
Total |
|---|---|---|---|---|---|---|
| Cost as of 1 January 2024 | 9.6 | 89.2 | 218.1 | 100.7 | 5.5 | 423.1 |
| Additions during the year | - | 19.3 | 40.1 | 15.7 | 13.6 | 88.7 |
| Disposals | - | (3.0) | (8.6) | (9.1) | (2.7) | (23.4) |
| Transfers | - | 1.8 | 2.9 | 0.2 | (4.9) | - |
| Disposal of subsidiaries | - | - | (1.5) | (0.6) | - | (2.1) |
| Effect of movement in exchange rates | (3.4) | (12.2) | (68.7) | (21.8) | (2.4) | (108.5) |
| Cost as of 31 December 2024 | 6.2 | 95.1 | 182.3 | 85.1 | 9.1 | 377.8 |
| Accumulated depreciation as of 1 January 2024 | - | (44.4) | (166.6) | (85.7) | - | (296.7) |
| Depreciation | - | (6.2) | (18.2) | (7.0) | - | (31.4) |
| Disposals | - | 3.0 | 7.2 | 8.8 | - | 19.0 |
| Disposal of subsidiaries | - | - | 1.5 | 0.6 | - | 2.1 |
| Effect of movement in exchange rates | - | 7.6 | 48.6 | 14.8 | - | 71.0 |
| Accumulated depreciation as of 31 December 2024 | - | (40.0) | (127.5) | (68.5) | - | (236.0) |
| As of 31 December 2024 | 6.2 | 55.1 | 54.8 | 16.6 | 9.1 | 141.8 |
| \$ millions | Land | Buildings | Equipment | Fixtures and fittings |
Under construction |
Total |
|---|---|---|---|---|---|---|
| Cost as of 1 January 2025 | 6.2 | 95.1 | 182.3 | 85.1 | 9.1 | 377.8 |
| Additions during the period | - | 1.4 | 12.2 | 5.9 | 17.0 | 36.5 |
| Disposals | - | (4.1) | (3.8) | (1.7) | (0.2) | (9.8) |
| Transfers | - | 0.1 | (0.4) | 0.6 | (0.2) | 0.1 |
| Effect of movement in exchange rates | 0.3 | 2.1 | 8.0 | 1.1 | 1.7 | 13.2 |
| Cost as of 30 September 2025 | 6.5 | 94.6 | 198.3 | 91.0 | 27.4 | 417.8 |
| Accumulated depreciation as of 1 January 2025 | - | (40.0) | (127.5) | (68.5) | - | (236.0) |
| Depreciation | - | (5.9) | (13.8) | (5.7) | - | (25.4) |
| Disposals | - | 3.9 | 1.9 | 1.7 | - | 7.5 |
| Effect of movement in exchange rates | - | (1.2) | (4.2) | (0.8) | - | (6.2) |
| Accumulated depreciation as of 30 September 2025 | - | (43.2) | (143.6) | (73.3) | - | (260.1) |
| As of 30 September 2025 | 6.5 | 51.4 | 54.7 | 17.7 | 27.4 | 157.7 |
Property, plant and equipment' comprise owned and leased assets:
| \$ millions | 30 September 2025 |
31 December 2024 |
|---|---|---|
| Owned assets | 134.3 | 115.9 |
| Right to use | 23.4 | 25.9 |
| At 30 September / 31December | 157.7 | 141.8 |
The information about 'Right to use' for assets of the Group is presented below:
| \$ millions | Buildings | Equipment | Total |
|---|---|---|---|
| Cost as of 1 January 2024 | 30.7 | 7.2 | 37.9 |
| Additions during the year | 11.4 | 2.2 | 13.6 |
| Lease modification | (0.2) | - | (0.2) |
| Effect of movement in exchange rates | (5.0) | (1.7) | (6.7) |
| Cost at 31 December 2024 | 36.9 | 7.7 | 44.6 |
| Accumulated depreciation as of 1 January 2024 | (14.0) | (5.0) | (19.0) |
| Depreciation | (4.0) | (1.7) | (5.7) |
| Lease modification | 0.2 | - | 0.2 |
| Effect of movement in exchange rates | 4.1 | 1.7 | 5.8 |
| Accumulated depreciation at 31 December 2024 | (13.7) | (5.0) | (18.7) |
| As of 31 December 2024 | 23.2 | 2.7 | 25.9 |
| \$ millions | Buildings | Equipment | Total |
|---|---|---|---|
| Cost as of 1 January 2025 | 36.9 | 7.7 | 44.6 |
| Additions during the period | 1.3 | 1.2 | 2.5 |
| Lease modification | (3.1) | (0.9) | (4.0) |
| Effect of movement in exchange rates | 0.1 | 0.2 | 0.3 |
| Cost at 30 September 2025 | 35.2 | 8.2 | 43.4 |
| Accumulated depreciation as of 1 January 2025 | (13.7) | (5.0) | (18.7) |
| Depreciation | (3.9) | (1.1) | (5.0) |
| Lease modification | 3.0 | 1.2 | 4.2 |
| Effect of movement in exchange rates | (0.2) | (0.3) | (0.5) |
| Accumulated depreciation at 30 September 2025 | (14.8) | (5.2) | (20.0) |
| As of 30 September 2025 | 20.4 | 3.0 | 23.4 |
7. Goodwill
| \$ millions | Goodwill |
|---|---|
| Cost | 27.7 |
| At 1 January 2025 | 27.7 |
| Movements in the carrying amount: | - |
| At 30 September 2025 | 27.7 |
On 31 July 2012, the Group acquired the Weitz Company LLC, a United States general contractor based in Des Moines, Iowa, resulting in USD 12.4 million of goodwill. The transaction was completed on 12 December 2012.
On 2 April 2015, the Group acquired Integrated Facade Solutions (previously known as "Alico") resulting in USD 1.4 million of goodwill.
On 2 January 2022, the Group acquired 100% of the total shares "Orascom Trading Company, Orascom Free Zone, National Equipment Company", resulting in USD 13.9 million of goodwill.
Goodwill is tested for impairment in the fourth quarter of the year or earlier if there are significant changes in the indicators of impairment.
8. Trade and other receivables
| \$ millions | 30 September 2025 |
31 December 2024 |
|---|---|---|
| Trade receivables (gross) | 1,001.4 | 663.6 |
| Less: Allowance for trade receivables | (12.6) | (10.8) |
| Trade receivables (net) | 988.8 | 652.8 |
| Trade receivables due from related parties (Note 27) | - | 4.6 |
| Prepayments | 21.1 | 19.8 |
| Other tax receivable | 65.3 | 37.3 |
| Supplier and subcontractor advance payments | 419.4 | 315.3 |
| Retentions | 248.0 | 249.8 |
| Other receivables | 228.6 | 159.2 |
| Total | 1,971.2 | 1,438.8 |
| Non-current | 27.9 | 16.0 |
| Current | 1,943.3 | 1,422.8 |
| Total | 1,971.2 | 1,438.8 |
The carrying amount of 'Trade and other receivables' as at 30 September 2025 approximates its fair value.
Prepayments relate for the largest part to the amounts prepaid to sub-contractors, retentions related for the largest part to the amounts withheld by customers resulting from contractual clauses.
The aging of gross trade receivables at the reporting date is as follows:
| \$ millions | 30 September 2025 |
31 December 2024 |
|---|---|---|
| Neither past due nor impaired | 717.1 | 470.2 |
| Past due 1 - 30 days | 67.1 | 53.5 |
| Past due 31 - 90 days | 108.0 | 31.2 |
| Past due 91 - 360 days | 63.2 | 44.8 |
| More than 360 days | 46.0 | 63.9 |
| Total | 1,001.4 | 663.6 |
Management believes that the unimpaired amounts that are past due by more than 30 days are collectible in full, based on historic payment behavior and extensive analysis of customer credit risk, including underlying customers' credit ratings if they are available.
The movement in the allowance for impairment in respect of trade receivables during the nine month period ended 30 September 2025 was as follows:
| \$ millions | 30 September 2025 |
31 December 2024 |
|---|---|---|
| At 1 January | (10.8) | (11.6) |
| Provision formed | (4.1) | (3.5) |
| Provision no longer required | 2.8 | - |
| Disposal of subsidiary | - | 0.9 |
| Exchange rate differences and other | (0.5) | 3.4 |
| At 30 September / 31 December | (12.6) | (10.8) |
14 Orascom Construction PLC Third Quarter Report 2025
9. Equity accounted investees
The following table shows the movement in the carrying amount of the Group's associates and joint ventures:
| \$ millions | 30 September 2025 |
31 December 2024 |
|---|---|---|
| At 1 January | 450.0 | 464.7 |
| Additions (refer to (i) below) | 35.1 | - |
| Share in results | 33.8 | 30.0 |
| Dividends | (14.3) | (14.2) |
| Disposal | - | (1.8) |
| Effect of movement in exchange rates | 32.4 | (28.7) |
| At 30 September / 31 December | 537.0 | 450.0 |
The entity disclosed under 'Equity accounted investees' that is significant to the Group is BESIX.
BESIX Group (BESIX)
Established in 1909 in Belgium, BESIX is a global multi-service group offering engineering, procurement and construction (EPC) services. BESIX operates in the construction, real estate and concession sectors in 15 countries focusing on Europe, Africa, the Middle East and Australia. Their core construction competencies include buildings, infrastructure and environmental projects, industrial civil engineering, maritime and port works and real estate development. In addition to EPC services, BESIX is active in real estate development and holds concessions in several Public Private Partnerships (PPP) and design, build, finance, and maintain/operate (DBFM) contracts, through which it develops, operates and maintains projects.
The below table summarizes the financial information of BESIX:
| \$ millions | 2025 100% |
2025 Group Share 50% |
2024 100% |
2024 Group Share 50% |
|---|---|---|---|---|
| Non-current asset | 936.4 | 468.2 | 877.2 | 438.6 |
| Current asset | 3,285.8 | 1,642.9 | 2,794.0 | 1,397.0 |
| Non-current liabilities | (813.0) | (406.5) | (646.8) | (323.4) |
| Current liabilities | (2,493.8) | (1,246.9) | (2,189.8) | (1,094.9) |
| Net assets at 30 September / 31 December | 915.4 | 457.7 | 834.6 | 417.3 |
| Construction revenue | 3,408.0 | 1,704.0 | 2,655.8 | 1,327.9 |
| Construction cost | (3,364.2) | (1,682.1) | (2,629.2) | (1,314.6) |
| Net profit for the nine month period ended 30 September | 43.8 | 21.9 | 26.6 | 13.3 |
The Group has interests in a number of equity accounted investees. The following are the significant interest as of 30 September 2025 :
| Name | Parent | Country | Participation % |
Net Assets at Group Share \$ millions |
|---|---|---|---|---|
| BESIX Group SA | OC IHC 3 B.V. | Belgium | 50.0 | 457.7 |
| Red Sea Wind Energy SAE | Orascom Egypt Wind II | Egypt | 25.0 | 43.7 |
| National Pipe Company | Orascom Construction SAE OCI Construction Egypt |
Egypt | 40.0 | 14.8 |
| Ras Ghareb Wind Energy SAE | Orascom Egypt Wind BV | Egypt | 20.0 | 7.1 |
| Orasqualia for the Development of the Wastewater Treatment Plant (S.A.E.) and Orasqualia for Operation and Maintenance (S.A.E.) |
Orascom Construction SAE | Egypt | 50.0 | 5.5 |
| Al Ahly for Industrial Development SAE | Orascom Industrial Parks Company | Egypt | 25.0 | 3.7 |
| Clark, Weitz, and Clarkson | The Weitz Group | USA | 30.0 | 2.7 |
| Wave Co Development SPV Limited | OC Investments Holding Limited | UAE | 33.3 | 1.6 |
Orascom Construction PLC Third Quarter Report 2025 15
The following table summarizes the financial information of the Orascom Construction Group's share on equity accounted investees:
| \$ millions | 2025 100% |
2025 Group Share |
2024 100% |
2024 Group Share |
|---|---|---|---|---|
| Non-current asset | 1,987.5 | 721.7 | 1,732.2 | 642.2 |
| Current asset | 3,444.9 | 1,696.5 | 2,916.1 | 1,440.1 |
| Non-current liabilities | (1,632.0) | (602.4) | (1,257.7) | (466.9) |
| Current liabilities | (2,614.3) | (1,278.8) | (2,467.4) | (1,165.4) |
| Net assets at 30 September / 31 December | 1,186.1 | 537.0 | 923.2 | 450.0 |
| Income | 3,523.4 | 1,738.0 | 2,761.4 | 1,361.6 |
| Expense | (3,438.0) | (1,704.2) | (2,724.7) | (1,343.3) |
| Net profit for the nine month period ended 30 September | 85.4 | 33.8 | 36.7 | 18.3 |
Transaction between Group entities and associates / joint ventures
(i) During the period, the Group made an additional capital contribution to Red Sea Wind Energy SAE amounting to USD 35.1 million.
There are no other significant transactions between entities of the group and the associates / joint ventures, except for the investments in and the dividends received from these associates and joint ventures.
10. Income taxes
10.1 Income tax in the statement of profit or loss
The income tax on profit before income tax amounts to USD 24.5 million (30 September 2024 : USD 35.9 million) and can be summarized as follows:
| the nine | the three | the three | ||
|---|---|---|---|---|
| months ended | months ended | months ended | months ended | |
| 30 September | 30 September | 30 September | 30 September | |
| \$ millions | 2025 | 2025 | 2024 | 2024 |
| Current tax | 27.7 | 11.1 | 19.8 | 7.4 |
| Deferred tax | (3.2) | (5.4) | 16.1 | (1.1) |
| Total income tax in profit or loss | 24.5 | 5.7 | 35.9 | 6.3 |
10.2 Reconciliation of effective tax rate
OC PLC's operations are subject to income taxes in various foreign jurisdictions, the statutory income tax rates vary from 0.0% to 32.0%.
Reconciliation of the effective tax rate can be summarized as follows:
| \$ millions | 30 September 2025 % |
30 September 2024 |
% | |
|---|---|---|---|---|
| Profit before income tax | 161.7 | 131.9 | ||
| Tax calculated at weighted average group tax rate | (32.2) | 19.9 | (42.8) | 32.4 |
| Recognition of deferred tax asset | 3.2 | (2.0) | (16.1) | 12.2 |
| Other | 4.5 | (2.8) | 23.0 | (17.4) |
| Total income tax in profit or loss | (24.5) | 15.2 | (35.9) | 27.2 |
UAE Corporate Tax and Minimum Top-up Tax
The UAE has enacted the Pillar Two legislation by way of a Domestic Minimum Top-up Tax ("DMTT") that became effective from 1 January 2025. OC PLC is considered to be in scope of the Pillar Two rules.
OC PLC has assessed the impact of the UAE DMTT for interim reporting for the constituent entities. Based on the assessment, the Group is not liable for any DMTT as the UAE Group meets the transitional safe harbours (effective tax rate above 16%) at interim reporting date.
Management is closley monitoring further developments that could impact its overall Pillar Two tax position on a going-forward basis. OC PLC applies the IAS 12 exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes.
10.3 Deferred income tax assets and liabilities
The majority of the deferred tax assets of USD 64.5 million (31 December 2024: USD 63.2 million) relates to carried forward tax losses. The deferred tax assets recognized in the statement of financial position is expected to be realized in the period 2025 - 2030.
Deferred tax assets have not been recognized in respect to the carried forward tax losses amounting to USD 702.9 million with a tax effect of USD 182.8 million. The deferred tax was not recognized since the Group assessed that it is not probable that future taxable profit will be available against which the Group can use the benefits therefrom. These tax losses will expire as follows:
| \$ millions | 30 September 2025 |
Expiry date | 31 December 2024 |
Expiry date |
|---|---|---|---|---|
| Expire | 627.6 | 2034-2038 | 627.6 | 2034 - 2038 |
| Never Expire | 75.3 | - | 75.3 | - |
11. Inventories
| \$ millions | 30 September 2025 |
31 December 2024 |
|---|---|---|
| Finished goods | 22.5 | 17.5 |
| Raw materials and consumables | 214.7 | 204.6 |
| Fuels and others | 5.9 | 5.2 |
| Others | 16.5 | 5.1 |
| Total | 259.6 | 232.4 |
As at 30 September 2025, the total write-downs amount to USD 2.7 million (31 December 2024: USD 2.1 million), of which USD 1.9 million related to raw materials and USD 0.8 million related to finished goods.
12. Contracts work in progress / billing in excess of construction contracts
| \$ millions | 30 September 2025 |
31 December 2024 |
|---|---|---|
| Costs incurred on contracts (including estimated earnings) | 25,738.1 | 21,439.3 |
| Less: billings to date (net) | (25,974.9) | (21,419.2) |
| Total | (236.8) | 20.1 |
| Presented in the consolidated statement of financial position as follows: | ||
| Construction contracts in progress - current assets | 549.5 | 575.7 |
| Less: Billing in excess of construction contracts - current liabilities | (786.3) | (555.6) |
| Total | (236.8) | 20.1 |
Contract balances
Contract assets primarily relate to the Group's right to consideration for work completed but not yet billed at the reporting date. Contract liabilities relate to the billings in excess of revenue and the advances from customers. Advances from customers pertain to the advance consideration received from customers for the services for which revenue is recognised on performance obligation. The contract assets becomes trade receivables when the rights become unconditional.
The following table provides information about contract assets and contract liabilities from contracts with customers:
| \$ millions | 30 September 2025 |
31 December 2024 |
|---|---|---|
| Contract assets (contract work-in-progress) | 549.5 | 575.7 |
| Contract liabilities (billings in excess of revenue) | (786.3) | (555.6) |
| Contract liabilities (advances from customers) | (704.3) | (873.2) |
13. Cash and cash equivalents
| \$ millions | 30 September 2025 |
31 December 2024 |
|---|---|---|
| Cash on hand | 1.9 | 1.4 |
| Bank balances | 1,269.0 | 1,028.3 |
| Restricted funds | 2.7 | 3.8 |
| Restricted cash | 16.1 | 7.8 |
| Total | 1,289.7 | 1,041.3 |
Restricted funds
The restricted amounts relates to letters of guarantees of Imagro Construction Algeria SPA (USD 0.3 million), United Holding Company (USD 0.4 million), Orascom Free Zone (USD 1.1 million) and Orascom Trading Company (USD 0.7 million).
Restricted cash
Restricted cash amounting to USD 16.1 million relates to amounts restricted for use and withheld as collateral against certain loans and trade finance obligations.
14. Share capital
The movements in the number of shares (nominal value USD 1 per share) can be summarized as follows:
| 30 September 2025 |
31 December 2024 |
|
|---|---|---|
| At 1 January | 110,243,935 | 110,243,935 |
| At 30 September / 31 December - fully paid | 110,243,935 | 110,243,935 |
| At 30 September / 31 December (\$ millions) | 110.2 | 110.2 |
15. Reserves
| \$ millions | 30 September 2025 |
31 December 2024 |
|---|---|---|
| At 1 January | (534.0) | (421.7) |
| Currency translation differences | 30.2 | (112.3) |
| At 30 September / 31 December | (503.8) | (534.0) |
16. Non-controlling interest
| \$ million | United Holding Company - Egypt |
Orascom Saudi - KSA |
Orascom Industrial Parks - Egypt |
Other individual insignificant entities |
Total |
|---|---|---|---|---|---|
| Non-controlling interest percentage | 43.5% | 40.0% | 39.5% | ||
| Non-current assets | 0.1 | - | 4.4 | 13.2 | 17.7 |
| Current assets | 8.8 | 96.4 | 10.5 | 2.1 | 117.8 |
| Non-current liabilities | - | (0.2) | (2.0) | - | (2.2) |
| Current liabilities | (4.4) | (96.2) | (4.4) | (2.3) | (107.3) |
| Net assets as of 31 December 2024 | 4.5 | - | 8.5 | 13.0 | 26.0 |
| Revenue | 4.8 | 0.6 | 1.8 | 0.9 | 8.1 |
| Profit | 1.4 | (1.2) | 1.2 | 7.6 | 9.0 |
| Other comprehensive loss | (2.3) | - | (3.9) | - | (6.2) |
| Total comprehensive (loss) / income for the nine month period ended 30 September 2024 |
(0.9) | (1.2) | (2.7) | 7.6 | 2.8 |
| \$ million | United Holding Company - Egypt |
Orascom Saudi - KSA |
Orascom Industrial Parks - Egypt |
Other individual insignificant entities |
Total |
|---|---|---|---|---|---|
| Non-controlling interest percentage | 43.5% | 40.0% | 39.5% | ||
| Non-current assets | 0.2 | - | 8.2 | 16.2 | 24.6 |
| Current assets | 10.9 | 29.2 | 14.0 | - | 54.1 |
| Non-current liabilities | - | (0.2) | (2.8) | - | (3.0) |
| Current liabilities | (5.4) | (34.9) | (11.4) | - | (51.7) |
| Net assets as of 30 September 2025 | 5.7 | (5.9) | 8.0 | 16.2 | 24.0 |
| Revenue | 6.3 | 0.7 | 1.1 | - | 8.1 |
| Profit | 1.4 | (5.9) | (0.4) | 8.8 | 3.9 |
| Other comprehensive income | 0.3 | - | 0.5 | 0.1 | 0.9 |
| Total comprehensive income for the nine month period ended 30 September 2025 |
1.7 | (5.9) | 0.1 | 8.9 | 4.8 |
17. Loans and borrowings
| Borrowing Company | Interest rate | Date of maturity |
Long term portion |
Short term portion |
Bank facilities |
Total |
|---|---|---|---|---|---|---|
| Orascom Construction SAE | Multiple rates | Annual | - | - | 235.9 | 235.9 |
| Orascom Road Construction | Multiple rates | Multiple | - | - | 32.7 | 32.7 |
| The Weitz Group, LLC | Multiple rates | Multiple | 0.6 | 22.0 | - | 22.6 |
| National Steel Fabrication | Multiple rates | Multiple | - | - | 12.5 | 12.5 |
| Fayoum for Warehouse and Depots |
Multiple rates | Multiple | 6.9 | - | - | 6.9 |
| Others | Multiple rates | Multiple | - | - | 2.6 | 2.6 |
| Total as of 31 December 2024 | 7.5 | 22.0 | 283.7 | 313.2 |
| Borrowing Company | Interest rate | Date of maturity |
Long term portion |
Short term portion |
Bank facilities |
Total |
|---|---|---|---|---|---|---|
| Orascom Construction SAE | Multiple rates | Annual | - | - | 355.8 | 355.8 |
| Orascom Road Construction | Multiple rates | Multiple | - | - | 23.2 | 23.2 |
| The Weitz Group, LLC | Multiple rates | Multiple | 0.5 | 33.6 | - | 34.1 |
| National Steel Fabrication | Multiple rates | Multiple | - | - | 13.9 | 13.9 |
| Fayoum for Warehouse and Depots |
Multiple rates | Multiple | 19.4 | - | - | 19.4 |
| Others | Multiple rates | Multiple | - | - | 4.3 | 4.3 |
| Total as of 30 September 2025 | 19.9 | 33.6 | 397.2 | 450.7 |
Information about the Group's exposure to interest rate, foreign currency and liquidity risk is disclosed in the financial risk and capital management paragraph in Note 5. The fair value of loans and borrowings approximates the carrying amount as at the reporting date.
Movements of liabilities to cash flow arising from financing activities:
| \$ million | Loans & Borrowings |
Bank Overdraft |
Lease Obligation |
Retained Earnings |
NCI | Total |
|---|---|---|---|---|---|---|
| Balance as at 1 January 2024 | 22.8 | 227.0 | 20.7 | 533.3 | 22.3 | 826.1 |
| Proceeds from borrowings | 65.9 | 56.7 | - | - | - | 122.6 |
| Repayment of borrowings | (59.2) | - | - | - | - | (59.2) |
| Lease payments | - | - | (5.9) | - | - | (5.9) |
| Dividends paid to shareholders | - | - | - | (43.0) | - | (43.0) |
| Dividends paid to non-controlling interest |
- | - | - | - | (5.0) | (5.0) |
| Other | - | - | - | (6.1) | - | (6.1) |
| Total changes from financing cashflow | 29.5 | 283.7 | 14.8 | 484.2 | 17.3 | 829.5 |
| Liability-related other changes | - | - | 12.6 | - | - | 12.6 |
| Equity-related other changes | - | - | - | 93.8 | 8.7 | 102.5 |
| Balance as at 31 December 2024 | 29.5 | 283.7 | 27.4 | 578.0 | 26.0 | 944.6 |
| Loans & | Bank | Lease | Retained | |||
|---|---|---|---|---|---|---|
| \$ million | Borrowings | Overdraft | Obligation | Earnings | NCI | Total |
| Balance as at 1 January 2025 | 29.5 | 283.7 | 27.4 | 578.0 | 26.0 | 944.6 |
| Proceeds from borrowings | 72.1 | 92.3 | - | - | - | 164.4 |
| Repayment of borrowings | (41.8) | - | - | - | - | (41.8) |
| Lease payments | - | - | (5.4) | - | - | (5.4) |
| Dividends paid to shareholders | - | - | - | (51.8) | - | (51.8) |
| Dividends paid to non-controlling interest | - | - | - | - | (6.8) | (6.8) |
| Total changes from financing cashflow | 59.8 | 376.0 | 22.0 | 526.2 | 19.2 | 1,003.2 |
| Liability-related other changes | (6.3) | 21.2 | 3.3 | - | - | 18.2 |
| Equity-related other changes | - | - | - | 158.3 | 4.8 | 163.1 |
| Balance as at 30 September 2025 | 53.5 | 397.2 | 25.3 | 684.5 | 24.0 | 1,184.5 |
18. Trade and other payables
| \$ millions | 30 September 2025 |
31 December 2024 |
|---|---|---|
| Trade payables | 617.5 | 523.2 |
| Trade payables due to related party (Note 27) | 0.4 | 6.9 |
| Other payables | 282.4 | 248.7 |
| Accrued costs | 920.3 | 528.8 |
| Deferred revenues | 3.1 | 0.5 |
| Other tax payables | 11.3 | 20.8 |
| Lease obligation (Note 18.1) | 25.3 | 27.4 |
| Retentions payables | 165.8 | 156.6 |
| Employee benefit payables | 0.8 | 1.2 |
| Total | 2,026.9 | 1,514.1 |
| \$ millions | 30 September 2025 |
31 December 2024 |
|---|---|---|
| Non-current | 63.1 | 53.5 |
| Current | 1,963.8 | 1,460.6 |
| Total | 2,026.9 | 1,514.1 |
Information about the Group's exposure to currency and liquidity risk is included in Note 5. The carrying amount of 'Trade and other payables' approximated the fair value as at the reporting date.
Retentions payable relate to amounts withheld from sub-contractors.
18.1 Lease obligations
| \$ millions | Non-current lease obligations |
Current lease obligations |
Total |
|---|---|---|---|
| At 1 January 2024 | 15.9 | 4.8 | 20.7 |
| Movements in the carrying amount: | |||
| Payments | (0.1) | (5.8) | (5.9) |
| Accretion of interest | - | 0.9 | 0.9 |
| Additions | 10.6 | 2.0 | 12.6 |
| Transfers | (3.9) | 3.9 | - |
| Effect of movement in exchange rates | (0.7) | (0.2) | (0.9) |
| As of 31 December 2024 | 21.8 | 5.6 | 27.4 |
| \$ millions | Non-current lease obligations |
Current lease obligations |
Total |
|---|---|---|---|
| At 1 January 2025 | 21.8 | 5.6 | 27.4 |
| Movements in the carrying amount: | |||
| Payments | (0.3) | (5.1) | (5.4) |
| Accretion of interest | - | 0.9 | 0.9 |
| Additions | 1.8 | 0.8 | 2.6 |
| Transfers | (4.1) | 4.1 | - |
| Effect of movements in exchange rates | (0.1) | (0.1) | (0.2) |
| As of 30 September 2025 | 19.1 | 6.2 | 25.3 |
19. Provisions
| \$ millions | Warranties | Onerous contracts |
Other (including claims) |
Total |
|---|---|---|---|---|
| At 1 January 2024 | 2.0 | 5.2 | 33.8 | 41.0 |
| Provision formed | 0.8 | 9.5 | 5.2 | 15.5 |
| Provision used | - | (2.0) | - | (2.0) |
| Provision no longer required | - | (0.5) | (0.2) | (0.7) |
| Effect of movement in exchange rates | (0.9) | (2.8) | (8.5) | (12.2) |
| Other | - | - | (4.3) | (4.3) |
| At 31 December 2024 | 1.9 | 9.4 | 26.0 | 37.3 |
| \$ millions | Warranties | Onerous contracts |
Other (including claims) |
Total |
|---|---|---|---|---|
| At 1 January 2025 | 1.9 | 9.4 | 26.0 | 37.3 |
| Provision formed | 11.1 | 5.3 | 21.2 | 37.6 |
| Provision used | (0.2) | - | - | (0.2) |
| Provision no longer required | - | (0.2) | (0.1) | (0.3) |
| Effect of movement in exchange rates | 0.1 | 0.8 | 1.4 | 2.3 |
| Other | (0.1) | - | (0.6) | (0.7) |
| At 30 September 2025 | 12.8 | 15.3 | 47.9 | 76.0 |
Warranties
The warranties are based on historical warranty data and a weighting of possible outcomes against their associated probabilities.
Other (including claims)
The Group is involved in various litigations and project related disputes. In cases where it is probable that the outcome of the proceedings will be unfavorable, and the financial outcome can be measured reliably, a provision has been recognized. This provision includes USD 7.2 million related to a litigation in the US. Reference is made to Note 26 for detailed information with respect to major ongoing litigations and claims.
20. Cost of sales and selling, general and administrative expenses
i. Expenses by nature
| \$ millions | the nine months ended 30 September 2025 |
the three months ended 30 September 2025 |
the nine months ended 30 September 2024 |
the three months ended 30 September 2024 |
|---|---|---|---|---|
| Changes in raw materials and consumables, finished goods and work in progress | 2,625.9 | 1,138.0 | 1,740.8 | 656.7 |
| Employee benefit expenses (ii) | 495.8 | 185.5 | 425.3 | 123.1 |
| Depreciation, amortization | 25.4 | 9.1 | 23.2 | 9.0 |
| Maintenance and repairs | 24.6 | 9.7 | 17.8 | 6.5 |
| Consultancy expenses | 16.0 | 6.7 | 10.9 | 5.9 |
| Donation expenses | - | - | 1.4 | 1.4 |
| Other | 46.9 | 47.2 | 25.0 | 12.1 |
| Total | 3,234.6 | 1,396.2 | 2,244.4 | 814.7 |
The expenses by nature comprise 'cost of sales' and 'selling and general and administrative expenses'.
ii. Employee benefit expenses
| \$ millions | the nine months ended 30 September 2025 |
the three months ended 30 September 2025 |
the nine months ended 30 September 2024 |
the three months ended 30 September 2024 |
|---|---|---|---|---|
| Wages and salaries | 400.7 | 145.4 | 361.3 | 100.9 |
| Social securities | 0.8 | 0.3 | 0.8 | 0.2 |
| Employee profit sharing | 21.3 | 12.4 | 14.0 | 4.1 |
| Pension cost | 5.6 | 2.1 | 6.7 | 3.1 |
| Other employee expenses | 67.4 | 25.3 | 42.5 | 14.8 |
| Total | 495.8 | 185.5 | 425.3 | 123.1 |
As of 30 September 2025, the number of permanent and temporary staff employed by the Group is 23,793 (30 September 2024: 21,364) and 36,689 (30 September 2024: 29,891), respectively.
A Long-Term Incentive Plan ("LTIP") to attract, motivate and retain key employees in the organization by providing market competitive compensation packages has been put in place in June 2016. Under the plan target awards will be granted annually to executives and senior management and employees in critical positions or high performers. These awards will carry a 3-year vesting period. They will be focused on EBITDA, cash flow from operations and share performance. The plan is cash-settled; no transfer of equity instruments will take place under this plan.
Some of the Group's subsidiaries in the United States of America contribute to multi-employer defined benefit plans administered by unions that provide pension and post-retirement health and welfare benefits to employees, based on a defined dollar amount per hour. The Group has availed the exemption of IAS 19, para 34, to account for the contributions to these multiemployer defined benefit plans as defined contribution plans, as sufficient financial information is not publicly available with regards to these plans. The contribution to these plans for the nine month period ended 30 September 2025 is USD 5.9 million and the expected contribution to these plans for the financial year 2025 is USD 8.0 million. The average contribution by Group's subsidiaries to multiemployer benefit plans is assessed to be less than 5% of the total contributions of the respective plans.
21. Other income
| the nine months ended 30 September |
the three months ended 30 September |
the nine months ended 30 September |
the three months ended 30 September |
|
|---|---|---|---|---|
| \$ millions | 2025 | 2025 | 2024 | 2024 |
| Other income | 4.7 | (0.7) | 10.2 | 4.7 |
| Net gain on sale of property, plant and equipment | 0.2 | - | 3.7 | 3.1 |
| Total | 4.9 | (0.7) | 13.9 | 7.8 |
22. Net finance (cost) / income
| \$ millions | the nine months ended 30 September 2025 |
the three months ended 30 September 2025 |
the nine months ended 30 September 2024 |
the three months ended 30 September 2024 |
|---|---|---|---|---|
| Interest income on financial assets measured at amortized cost | 17.9 | 6.5 | 14.0 | 4.2 |
| Foreign exchange gain | 2.9 | (0.9) | 111.6 | 29.7 |
| Finance income | 20.8 | 5.6 | 125.6 | 33.9 |
| Interest expense on financial liabilities measured at amortized cost | (72.5) | (25.8) | (54.9) | (18.9) |
| Foreign exchange loss | (19.0) | (12.9) | (46.5) | (25.5) |
| Finance cost | (91.5) | (38.7) | (101.4) | (44.4) |
| Net finance (cost) / income recognized in profit or loss | (70.7) | (33.1) | 24.2 | (10.5) |
The above finance income and finance cost include the following interest income and expense in respect of assets / (liabilities) not measured at fair value through profit or loss:
| the nine | the three | the nine | the three | |
|---|---|---|---|---|
| months ended | months ended | months ended | months ended | |
| 30 September | 30 September | 30 September | 30 September | |
| \$ millions | 2025 | 2025 | 2024 | 2024 |
| Total interest income on financial assets | 17.9 | 6.5 | 14.0 | 4.2 |
| Total interest expense on financial liabilities | (72.5) | (25.8) | (54.9) | (18.9) |
23. Earnings per share
| 30 September 2025 |
30 September 2025 |
30 September 2024 |
30 September 2024 |
|
|---|---|---|---|---|
| Net profit attributable to shareholders (\$ millions) | 133.3 | 50.6 | 87.0 | 21.6 |
| Weighted average number of ordinary share (million) | 110.2 | 110.2 | 110.2 | 110.2 |
| Basic and diluted earnings per ordinary share (USD) | 1.21 | 0.46 | 0.79 | 0.20 |
24. Revenue
| \$ millions | the nine months ended 30 September 2025 |
the three months ended 30 September 2025 |
the nine months ended 30 September 2024 |
the three months ended 30 September 2024 |
|---|---|---|---|---|
| Revenue from contracts with customers Primary geographical market |
3,428.3 | 1,472.4 | 2,319.9 | 842.5 |
| MENA | 2,028.5 | 873.2 | 1,076.0 | 394.8 |
| USA | 1,399.8 | 599.2 | 1,243.9 | 447.7 |
| Total revenue | 3,428.3 | 1,472.4 | 2,319.9 | 842.5 |
| \$ millions | the nine months ended 30 September 2025 |
the three months ended 30 September 2025 |
the nine months ended 30 September 2024 |
the three months ended 30 September 2024 |
|---|---|---|---|---|
| Major products and service lines | ||||
| Construction revenue | 3,160.1 | 1,264.3 | 2,239.8 | 817.5 |
| Revenue from sale of goods | 232.5 | 195.8 | 42.5 | 15.0 |
| Revenue from sale of services | 29.9 | 12.3 | 24.1 | 7.8 |
| Others | 5.8 | - | 13.5 | 2.2 |
| Total revenue | 3,428.3 | 1,472.4 | 2,319.9 | 842.5 |
| Timing of revenue recognition | ||||
| Products and services transferred overtime | 3,160.1 | 1,264.3 | 2,239.8 | 817.5 |
| Products and services transferred at a point in time | 268.2 | 208.1 | 80.1 | 25.0 |
| Total revenue | 3,428.3 | 1,472.4 | 2,319.9 | 842.5 |
25. Segment reporting
The Group determines and presents operating segments on the information that internally is provided to the Chief Executive Officer during the period. The Group has three reportable segments, as described below. Each of the segments is managed separately because they require different operating strategies and use their own assets and employees. Factors used to identify The Group's reportable segments, are a combination of factors and whether operating segments have been aggregated and types of products and services from which each reportable segment derives its revenues.
Business information for the nine month period ended 30 September 2024 / and as at 31 December 2024
| \$ millions | MENA | USA | Besix | Total |
|---|---|---|---|---|
| Products and services transferred overtime | 995.9 | 1,243.9 | - | 2,239.8 |
| Products and services transferred at a point in time | 80.1 | - | - | 80.1 |
| Total revenue | 1,076.0 | 1,243.9 | - | 2,319.9 |
| Construction revenue | 995.9 | 1,243.9 | - | 2,239.8 |
| Revenue from sale of goods | 42.5 | - | - | 42.5 |
| Revenue from sale of services | 24.1 | - | - | 24.1 |
| Others | 13.5 | - | - | 13.5 |
| Total revenue | 1,076.0 | 1,243.9 | - | 2,319.9 |
Business information for the nine month period ended 30 September 2024 / and as at 31 December 2024 (continued)
| \$ millions | MENA | USA | Besix | Total |
|---|---|---|---|---|
| Share in income of equity accounted investees | 5.0 | - | 13.3 | 18.3 |
| Depreciation and amortization | (18.0) | (5.2) | - | (23.2) |
| Interest income | 13.4 | 0.6 | - | 14.0 |
| Interest expense | (54.9) | - | - | (54.9) |
| Profit before tax for the nine month period ended 30 September | 83.8 | 34.8 | 13.3 | 131.9 |
| Investment in PP&E (including right of use asset) as at 31 December |
68.2 | 20.5 | - | 88.7 |
| Equity accounted investee | 30.0 | 2.7 | 417.3 | 450.0 |
| Non-current assets as at 31 December | 156.3 | 125.1 | 417.3 | 698.7 |
| Total assets as at 31 December | 2,674.3 | 879.7 | 417.3 | 3,971.3 |
| Total liabilities as at 31 December | 2,764.9 | 558.9 | - | 3,323.8 |
Business information for the nine month period ended and as at 30 September 2025
| \$ millions | MENA | USA | Besix | Total |
|---|---|---|---|---|
| Products and services transferred overtime | 1,760.3 | 1,399.8 | - | 3,160.1 |
| Products and services transferred at a point in time | 268.2 | - | - | 268.2 |
| Total revenue | 2,028.5 | 1,399.8 | - | 3,428.3 |
| Construction revenue | 1,760.3 | 1,399.8 | - | 3,160.1 |
| Revenue from sale of goods | 232.5 | - | - | 232.5 |
| Revenue from sale of services | 29.9 | - | - | 29.9 |
| Others | 5.8 | - | - | 5.8 |
| Total revenue | 2,028.5 | 1,399.8 | - | 3,428.3 |
| Share in income of equity accounted investees | 11.9 | - | 21.9 | 33.8 |
| Depreciation and amortization | (18.6) | (6.8) | - | (25.4) |
| Interest income | 17.3 | 0.6 | - | 17.9 |
| Interest expense | (70.3) | (2.2) | - | (72.5) |
| Profit before tax for the nine month period ended 30 September | 100.1 | 39.7 | 21.9 | 161.7 |
| Investment in PP&E (including right of use asset) | 34.0 | 2.5 | - | 36.5 |
| Equity accounted investee | 76.6 | 2.7 | 457.7 | 537.0 |
| Non-current assets as at 30 September | 236.3 | 120.8 | 457.7 | 814.8 |
| Total assets as at 30 September | 3,635.9 | 764.3 | 457.7 | 4,857.9 |
| Total liabilities as at 30 September | 3,433.9 | 641.8 | - | 4,075.7 |
Segment revenues have been presented based on the location of the entity which is managing the contracts.
BESIX is presented as part of 'equity accounted investees', therefore in the above schedule only the income from equity accounted investees and the asset value are reflected. For further information with respect to liabilities, revenues and cost, reference is made to note 9.
The geographic information above analyses the Group's revenue and non-current assets by the Company where the activities are being operated. The Orascom Construction Group has the following customers that represent 10 percent or more of revenues:
| 30 September | 30 September | |
|---|---|---|
| Percentage | 2025 | 2024 |
| Egyptian Government | 31.4% | 29.3% |
26. Contingencies
26.1 Contingent liabilities
26.1.1 Letters of guarantee / letters of credit
Letters of guarantee issued by the banks for the Group as at 30 September 2025 amount to USD 2,127.4 million (31 December 2024: USD 1,744.4 million). Outstanding letters of credit as at 30 September 2025 (uncovered portion) amount to USD 54.8 million (31 December 2024: USD 84.2 million).
The Holding Company and other sub-holdings have provided general performance guarantees for the execution of major projects by our subsidiaries.
As of 30 September 2025, mechanic liens have been received in respect of one of our US project for a total of USD 17.3 million (31 December 2024: USD 1.9 million).
26.1.2 Litigations and claims
The Group entities and joint ventures, are engaged in various legal disputes, acting either as defendants or claimants. These cases are closely monitored by management and legal counsel, who evaluate them for potential impacts, taking into account possible insurance recoveries and thirdparty claims. Provisions for potential financial impacts from unfavorable outcomes are recognized in the interim consolidated financial statements in accordance with the requirements of IAS 37 "Provisions, Contingent Liabilities, and Contingent Assets", specifically under note 19 'Provisions,'. However, due to uncertainties such as potential new lawsuits, settlements, or court decisions, the Group cannot determine any additional financial loss with certainty. Despite this, based on legal consultations, the management believes these legal matters will not substantially affect the Group's financial position as of 30 September 2025, though they may significantly impact operational results or cash flows in specific periods.
Furthermore, the Group faces potential claims from customers and claims from subcontractors and accordingly sets aside adequate provisions, with these reserves being periodically reviewed to account for any significant claims or litigation risks. Legal assessments suggest that these provisions are sufficient, and no significant additional cash outflows are anticipated beyond what has already been accounted for. In adherence to IAS 37 guidelines on "Provisions, Contingent Liabilities, and Contingent Assets," the Group has chosen not to disclose full details of these legal disputes. This decision is driven by the belief that such disclosures could compromise the Group's position in ongoing and contested legal matters, prioritizing the protection of their legal strategy while managing litigation risks within the framework of IAS 37.
26.1.3 Sidra Medical Center
The contract for the design and build of the Sidra Medical and Research Centre in Doha, Qatar, was awarded by Qatar Foundation for Education, Science & Community Development (the "Foundation") in February 2008 to Obrascón Huarte Lain (55%) and Contrack Cyprus Limited (45%), hereinafter referred to as the "JV", for a total contract value of approximately USD 2.4 billion. Contrack Cyprus Limited is ultimately wholly owned by OC PLC.
In July 2014, when the project was approx. 95% complete, the JV received a Notice of Termination from the Foundation. The Foundation also commenced arbitration proceedings against the JV by serving a Request for Arbitration with the ICC (seat in London).
On 1 July 2025, the ICC issued an award in the case which, in addition to confirming the Foundation's entitlement to keep the amounts received in 2014 with the encashment of the JV's guarantees, finds the JV liable to pay the Foundation the net sum of QAR 104,622,023 (equivalent to US\$ 28.7 million). Contrack Cyprus is liable to pay 45% of that sum and has sufficient cash to meet this obligation. This award may still be subject to corrections under section 35 of the ICC Arbitration rules. The necessary provisions were created in relation to the award issued.
The arbitral tribunal has now ruled on all claims submitted by the parties except for interest and legal costs. An award for interest and legal costs is expected in the second quarter of 2026.
In August 2017, the Foundation again served a Request for Arbitration, this time in parallel proceedings against OCI SAE with the ICC (seat in London). The claims made by the Foundation in this new arbitration arise in connection with a Parent Company Guarantee (the "PCG") issued by OCI SAE on 7 February 2008. The Foundation alleged that the terms of the PCG protect it in respect of liabilities and obligations of Contrack (Cyprus) Limited on the Project. This arbitration is on hold since March 2020 pending decision in the main arbitration in the paragraph above.
26.1.4 USA Claims
In addition to the cases identified above, the Group is involved in other disputes of a lower value, namely in the United States, either as defendants or claimants. Provisions are considered in the Group's accounts when deemed appropriate.
27. Related party transactions and balances
The following is a list of significant related party transactions and outstanding amounts:
| Related party \$ millions |
Relation | Revenue transactions during the nine month period ended 30 September 2024 |
AR and loan outstanding at year ended 31 December 2024 |
Purchases transactions during the nine month period ended 30 September 2024 |
AP and advances outstanding at year ended 31 December 2024 |
|---|---|---|---|---|---|
| Besix Group SA | Equity accounted Investee | 5.4 | - | - | - |
| Egypt Green Hydrogen 1 BV | Equity Accounted Investee | 1.5 | - | - | - |
| Ras Ghareb Wind Energy | Equity accounted investee | 0.3 | - | - | - |
| Red Sea Wind Energy | Equity accounted investee | 1.6 | 1.6 | - | - |
| National Pipe Company | Equity accounted investee | - | - | - | 4.3 |
| Nile City Investment | Related via Key Management personnel |
- | - | 1.5 | 2.5 |
| Other | - | 3.0 | - | 0.1 | |
| Total | 8.8 | 4.6 | 1.5 | 6.9 |
| Related party \$ millions |
Relation | Revenue transactions during the nine month period ended 30 September 2025 |
AR and loan outstanding at period ended 30 September 2025 |
Purchases transactions during the nine month period ended 30 September 2025 |
AP and advances outstanding at period ended 30 September 2025 |
|---|---|---|---|---|---|
| Besix Group SA | Equity accounted Investee | 11.7 | - | - | - |
| Ras Ghareb Wind Energy | Equity accounted investee | - | - | - | - |
| Egypt Green Hydrogen 1 BV | Equity accounted investee | 0.4 | - | - | - |
| Red Sea Wind Energy | Equity accounted investee | 0.3 | - | - | - |
| National Pipe Company | Equity accounted investee | - | - | 1.4 | 0.3 |
| Nile City Investment | Related via Key Management personnel |
- | - | - | - |
| Other | - | - | 0.1 | 0.1 | |
| Total | 12.4 | - | 1.5 | 0.4 |
In addition to the related party transactions in the table above, the company incurs certain operating expenses for immaterial amounts in relation to services provided by related parties.
27.1 OCI Foundation and Sawiris Foundation
The OCI Foundation invests company resources in educational programs that improve the communities in which the company operates. OCI has cultivated strong ties with several leading universities, including the University of Chicago (Onsi Sawiris Scholars Exchange Program), Stanford (The American Middle Eastern Network Dialogue) and Yale (Master of Advanced Management program and Global Network for Advanced Management program).
Furthermore, the Sawiris Foundation for Social Development also provides grants to fund projects implemented by charitable organizations, educational institutions, local government and private business.
28. Remuneration of the Board of Directors (Key management personnel)
During the period ended 30 September 2025, we considered the members of the Board of Directors (Executive and Non-executive) and the senior management to be the key management personnel as defined in IAS 24 'Related parties'. The total remuneration of the key-management personnel amounts for the nine month period ended 30 September 2025 to an amount of around USD 41.3 million (30 September 2024: USD 18.0 million).
Key management personnel compensation comprise of the following:
| \$ millions | 30 September 2025 |
30 September 2024 |
|---|---|---|
| Short-term employee benefits | 11.5 | 9.5 |
| Other long-term benefits | 29.8 | 8.5 |
| Total | 41.3 | 18.0 |
29. List of principal subsidiaries, associates and joint ventures
| Companies | Country | Percentage of interest |
Consolidation method |
|---|---|---|---|
| Imagro Construction Algeria (SPA) | Algeria | 99.99 | Full |
| BESIX Group SA | Belgium | 50.00 | Equity |
| Integrated Facade Solutions (Alico) | Egypt | 100.00 | Full |
| National Equipment Company | Egypt | 100.00 | Full |
| National Pipe Company | Egypt | 40.00 | Equity |
| National Steel Fabrication | Egypt | 100.00 | Full |
| Orascom Construction SAE | Egypt | 100.00 | Full |
| Orascom Free Zone | Egypt | 100.00 | Full |
| Orascom Industrial Parks Company | Egypt | 60.50 | Full |
| Orascom Road Construction | Egypt | 100.00 | Full |
| Orascom Trading Company | Egypt | 100.00 | Full |
| Orasqualia for the Development of the Wastewater Treatment Plant | Egypt | 50.00 | Equity |
| Ras Ghareb Wind Energy SAE | Egypt | 20.00 | Equity |
| Red Sea Wind Energy SAE | Egypt | 25.00 | Equity |
| IMAGRO Construction SRL | Italy | 49.90 | Full |
| OCI Saudi Arabia Ltd. Co. | KSA | 100.00 | Full |
| Orascom Saudi Company | KSA | 60.00 | Full |
| Orascom Construction Trading - FZCO | UAE | 100.00 | Full |
| Orascom Structures Contracting L.L.C. S.O.C. | UAE | 100.00 | Full |
| Contrack Watts Inc | USA | 100.00 | Full |
| Orascom Construction USA Inc | USA | 100.00 | Full |
| Orascom E&C USA | USA | 100.00 | Full |
| The Weitz Group LLC | USA | 100.00 | Full |
Furthermore, OC PLC has various holding companies in the Netherlands and the countries it operates in.
30. Dividends
On 6 February 2024, the board of directors approved an interim dividend of USD 0.19 per share amounting to USD 20.9 million which had been paid on 22 February 2024.
On 20 May 2024, at the Annual General Meeting, the shareholders approved a dividend of USD 0.20 per share amounting to USD 22.0 million which had been paid on 21 August 2024.
On 31 December 2024, the board of directors approved an interim dividend of USD 0.22 per share amounting to USD 24.2 million which had been paid on 15 January 2025.
On 27 July 2025, the board of directors approved an interim dividend of USD 0.25 per share amounting to USD 27.6 million which had been paid on 13 August 2025.
31. Potential Strategic Merger
On 22 September 2025, OCI Global (listed on Euronext Amsterdam) and Orascom Construction PLC (listed on ADX and EGX) jointly announced that they are exploring a potential strategic merger (the "Combination"). Subject to ongoing negotiations on the structure of the potential Combination, Orascom Construction would be the acquiring ADGM-incorporated and ADX-primary listed entity, and OCI shareholders would receive new Orascom Construction shares at a ratio to be determined after completion of reciprocal due diligence and valuation. The proposed transaction remains subject to multiple approvals, including board approvals of both parties, shareholder approval and regulatory consents. Given this conditional nature, the announcement of the transaction has no effect on these interim consolidated financial statements.
32. Subsequent events
On 30 October 2025, Orascom Construction PLC (the "Company") successfully completed the transfer of its incorporation from the Dubai International Financial Centre (DIFC) to the Abu Dhabi Global Market (ADGM).
The Company continues as a public company limited by shares under registration number 31025, with its registered office located at Office 1501, Floor 15, Tamouh Tower, Al Reem Island, Abu Dhabi, United Arab Emirates.
The redomiciliation constitutes a change in the Company's place of registration only and does not affect its legal standing, share capital, ownership structure, or the operations of the Company or its subsidiaries. Accordingly, the redomiciliation has no impact on the Group's consolidated financial position or results as at 30 September 2025 or for the period then ended.
Abu Dhabi, UAE, 13 November 2025
The Orascom Construction PLC Board of Directors,
| Jérôme Guiraud | Chairman |
|---|---|
| Osama Bishai | Chief Executive Officer |
| Sami Haddad | Member |
| Johan Beerlandt | Member |
| Nada Shousha | Member |
| Renad Younes | Member |
| Hassan Badrawi | Member |
| Bjorn Schuurmans | Member |