Interim report
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Quarterly Condensed Consolidated Interim Financial Information For the period ended 30 June 2025 (unaudited)
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T able of Contents Fertiglobe plc >> Directors' Report 3 Independent Auditor's Review Report 4 Condensed Consolidated Interim Statement of Financial Position 5 Condensed Consolidated Interim Statement of Profit or Loss 7 Condensed Consolidated Interim Statement of Comprehensive Income 8 Condensed Consolidated Interim Statement of Changes in Equity 9 Condensed Consolidated Interim Statement of Cash Flows 10 Notes to the quarterly condensed consolidated interim financial information 12 2 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Quarterly condensed consolidated interim financial information Directors' Report Company overview Fertiglobe is the world’s largest seaborne exporter of urea and ammonia combined, an d an early mover in clean ammonia. Fertiglobe’s production capacity comprises of 6.6 million tons of urea and merchant ammonia, produced at four subsidiaries in the UAE, Egypt and Algeria, making it the largest producer of nitrogen fertilizers in the Middle East and North Africa (MENA), and benefits from direct access to six key ports and distribution hubs on the Mediterranean Sea, Red Sea, and the Arab Gulf. Headquartered in Abu Dhabi and incorporated in Abu Dhabi Global Market (ADGM), Fertiglobe employs more than 2,700 employees and was formed as a strategic partnership between OCI N.V. (“OCI”) and the Abu Dhabi National Oil Company (“ADNOC”). Fertiglobe was listed on the Abu Dhabi Securities Exchange (“ADX”) on 27 October 2021 under the symbol “FERTIGLB” and ISIN “AEF000901015”. On 15 October 2024, Abu Dhabi National Oil Company ("ADNOC") completed the ac quisition of OCI N.V.'s entire shareholding in Fertiglobe. As a result of this transaction, ADNOC now owns 86.2% of Fertiglobe's shares, establishing itself as the controlling entity. The remaining 13.8% of shares continue to be publicly traded as free float on Abu Dhabi Securities Exchange ("ADX"). Members of the Board of Directors: The Fertiglobe Plc Board of Directors consists of seven Directors, all of which are no n-executive independent Directors appointed on 24 October 2024, as follows: • H.E. Dr. Sultan Ahmed Al Jaber (Chairman of the Board of Directors). • Mr. Nassef Sawiris. • Mr. Khaled Salmeen. • Mr. Mohammad Saif Ali Alaryani. • Dr. Rainer Seele. • Dr. Mike Baker. • Ms. Corrine Ricard. Results for the six-month period ended 30 June 2025: The company achieved USD 1,260.7 million in revenues during the period (six-month pe riod ended 30 June 2024: USD 1,047.6 million) by selling 2.3 million tons of urea (s ix-month period ended 30 June 2024: 2.3 million tons) and 0.9 million tons of am monia (six-month period ended 30 June 2024: 0.7 million tons), resulting in total ne t profit of USD 153.6 million on a consolidated basis (six-month period ended 30 June 2024: USD 197.0 million). Total assets increased to USD 4,552.9 million at 30 June 2025 (31 December 2024: USD 4,410.6 million). On 9 April 2025, the shareholders approved dividends of USD 125.0 million (e quivalent to USD 0.015 per share) for the second half of the financial year ended on 31 December 2024. These dividends were approved by the Board in April 2025 an d paid in May 2025. On behalf of the board, H.E. Dr. Sultan Ahmed Al Jaber Chairman of the Board 3 Fertiglobe Q2 2025 Quarterly Financial Information
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PricewaterhouseCoopers Limited Partnership (ADGM Branch), ADGM License no. 000000256 Al Khatem Tower, Abu Dhabi Global Market, 25th Floor, PO Box 45263 Abu Dhabi - United Arab Emirates Tel: +971 2 694 6800, fax: +971 2 6456610 www.pwc.com/me PricewaterhouseCoopers Limited Partnership is registered in the Abu Dhabi Global Market. Review report on the condensed consolidated interim financial information to the Board of Directors of Fertiglobe plc Introduction We have reviewed the accompanying condensed consolidated interim st atement of financial position of Fertiglobe plc (the ‘Compan y’) and its subsidiaries (the ‘Group’) as at 30 June 2025 and the related condensed consolidated interim statements of profit or loss, comprehensive income for the three-month and six-month periods then ended, and condensed consolidated interim statements of changes in equity and cash flows for the six-month period then ended, and other explan atory notes. Management is responsible for the preparation and presentation of this condensed consolidated interim financial information in accordance with In ternational Accounting Standard 34 Interim Financial Reporting (“IAS 34”). Our responsibility is to express a conclusion on this condensed consolidated interim financial information based on our review. Scope of review We conducted our review in accordance with International Standar d on Review Engagements 2410, “Review of interim financial info rmation performed by the independent auditor of the ent ity”. A review of interim financial information consists of making inquiries, pr imarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Conclusion Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed consolidated interim financial information is not prepared, in all material respects, in accordance with International Accounting Standard 34 “Interim Financial Reporting.” For and on behalf of PricewaterhouseCoopers Limited Partnership (ADGM Branch) Rami Abdelraouf Saleh Sarhan …………………………… 1 August 2025 ………… …
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Fertiglobe plc >> Quarterly condensed consolidated interim financial information Condensed Consolidated Interim Statement of Financial Position A S AT $ millions Note 30 June 2025 31 December 2024 Assets Non-current assets Property, plant and equipment 8 2,537.5 2,596.8 Right-of-use assets 60.2 68.6 Goodwill and other intangible assets 9 631.7 626.8 Deferred tax assets 5.9 2.0 Trade and other receivables 10 34.2 27.8 Total non-current assets 3,269.5 3,322.0 Current assets Inventories 159.0 164.0 Trade and other receivables 10 344.8 290.7 Cash and cash equivalents 11 779.6 633.9 Total current assets 1,283.4 1,088.6 Total assets 4,552.9 4,410.6 The notes on pages 12 to 28 are an integral part of this quarterly condensed consolidated interim financial information. 5 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Quarterly condensed consolidated interim financial information Condensed Consolidated Interim Statement of Financial Position continued AS AT $ millions Note 30 June 2025 31 December 2024 Equity Share capital 1,328.2 1,328.2 Treasury shares 21 (32.4) - Reserves (1,122.0) (1,129.0) Retained earnings 1,010.4 1,042.6 Equity attributable to owners of the Company 1,184.2 1,241.8 Non-controlling interest 322.1 295.9 Total equity 1,506.3 1,537.7 Liabilities Non-current liabilities Loans and borrowings 12 1,393.1 1,425.5 Lease obligations 60.9 63.1 Trade and other payables 13 9.7 7.3 Provisions 14 25.8 22.0 Deferred tax liabilities 301.0 310.0 Total non-current liabilities 1,790.5 1,827.9 Current liabilities Loans and borrowings 12 295.2 256.7 Lease obligations 18.4 23.8 Trade and other payables 13 628.5 481.0 Provisions 14 9.0 29.1 Income tax payables 305.0 254.4 Total current liabilities 1,256.1 1,045.0 Total liabilities 3,046.6 2,872.9 Total equity and liabilities 4,552.9 4,410.6 The notes on pages 12 to 28 are an integral part of this quarterly condensed consolidated interim financial information. To the best of our knowledge, the condensed consolidated interim financial information is prepared, in all material respects, in accordance with IAS 34. __________________________________ H.E. Dr. Sultan Ahmed Al Jaber (Chairman of the Board) 6 Fertiglobe Q2 2025 Quarterly Financial Information _______________________ Ahmed El-Hoshy (CEO) _______________________ Andrew Tait (CFO)
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Fertiglobe plc >> Quarterly condensed consolidated interim financial information Condensed Consolidated Interim Statement of Profit or Loss F OR THE SIX-MONTH PERIOD ENDED $ millions Note Three-month period ended 30 June 2025 Three-month period ended 30 June 2024 Six-month period ended 30 June 2025 Six-month period ended 30 June 2024 Revenues 18 565.8 495.7 1,260.7 1,047.6 Cost of sales 15 (425.0) (376.5) (897.9) (750.9) Gross profit 140.8 119.2 362.8 296.7 Selling, general and administrative expenses 15 (28.6) (34.3) (66.9) (65.5) Operating profit 112.2 84.9 295.9 231.2 Finance income 16 4.6 4.9 8.9 8.2 Finance cost 16 (28.8) (34.0) (61.6) (68.8) Net foreign exchange (loss)/gain 16 (7.8) 4.6 (9.8) (2.6) Net finance cost (32.0) (24.5) (62.5) (63.2) Profit before income tax 80.2 60.4 233.4 168.0 Income tax 17 (41.9) (17.8) (79.8) 29.0 Profit for the period 38.3 42.6 153.6 197.0 Profit attributable to: Owners of the Company 20.2 14.3 92.8 130.6 Non-controlling interest 18.1 28.3 60.8 66.4 Profit for the period 38.3 42.6 153.6 197.0 Earnings per share (in USD) Basic earnings per share 19 0.002 0.002 0.011 0.016 Diluted earnings per share 19 0.002 0.002 0.011 0.016 The notes on pages 12 to 28 are an integral part of this quarterly condensed consolidated interim financial information. 7 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Quarterly condensed consolidated interim financial information Condensed Consolidated Interim Statement of Comprehensive Income F OR THE SIX-MONTH PERIOD ENDED $ millions Note Three-month period ended 30 June 2025 Three-month period ended 30 June 2024 Six-month period ended 30 June 2025 Six-month period ended 30 June 2024 Profit for the period 38.3 42.6 153.6 197.0 Other comprehensive income: Items that are or may be reclassified subsequently to profit or loss Foreign operations - foreign currency translation differences 6.7 0.1 13.8 (8.9) Other comprehensive income, net of tax 6.7 0.1 13.8 (8.9) Total comprehensive income 45.0 42.7 167.4 188.1 Total comprehensive income attributable to: Owners of the Company 23.6 14.3 99.8 126.1 Non-controlling interest 21.4 28.4 67.6 62.0 Total comprehensive income 45.0 42.7 167.4 188.1 The notes on pages 12 to 28 are an integral part of this quarterly condensed consolidated interim financial information. 8 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Quarterly condensed consolidated interim financial information Condensed Consolidated Interim Statement of Changes in Equity FO R THE SIX-MONTH PERIOD ENDED $ millions Note Share capital Treasury Shares Reserves Retained Earnings Equity attributable to owners of the Company Non-controlling interest Total Equity Balance at 1 January 2024 1,328.2 - (1,119.1) 1,235.6 1,444.7 425.0 1,869.7 Profit for the period - - - 130.6 130.6 66.4 197.0 Other comprehensive income, net of tax - - (4.5) - (4.5) (4.4) (8.9) Total comprehensive income - - (4.5) 130.6 126.1 62.0 188.1 Transactions with owners in their capacity as owners: Impact difference in profit sharing no n-controlling interest1 - - - (2.9) (2.9) 20.6 17.7 Dividends to non- co ntrolling interests 21 - - - - - (186.9) (186.9) Dividends to shareholders 21 - - - (200.0) (200.0) - (200.0) Other - - (3.2) - (3.2) - (3.2) Balance at 30 June 2024 1,328.2 - (1,126.8) 1,163.3 1,364.7 320.7 1,685.4 Balance at 1 January 2025 1,328.2 - (1,129.0) 1,042.6 1,241.8 295.9 1,537.7 Profit for the period - - 92.8 92.8 60.8 153.6 Other comprehensive income, net of tax - 7.0 - 7.0 6.8 13.8 Total comprehensive income - - 7.0 92.8 99.8 67.6 167.4 Transactions with owners in their capacity as owners: Impact difference in profit sharing no n-controlling interest1 - - - - 17.6 17.6 Purchase of treasury shares 22 (32.4) - - (32.4) - (32.4) Dividends to non- co ntrolling interests 21 - - - - (59.0) (59.0) Dividends to shareholders 21 - - (125.0) (125.0) - (125.0) Balance at 30 June 2025 1,328.2 (32.4) (1,122.0) 1,010.4 1,184.2 322.1 1,506.3 1 In the partnership agreement of Sorfert between the Group and the partner, a profit-sharing arrangement is agreed, where the other partner will receive a relatively higher portion of dividends in co mpensation for lower natural gas prices arranged for by the partner. 9 Fertiglobe Q2 2025 Quarterly Financial Information The notes on pages 12 to 28 are an integral part of this quarterly condensed consolidated interim financial information.
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Fertiglobe plc >> Quarterly condensed consolidated interim financial information Condensed Consolidated Interim Statement of Cash Flows F OR THE SIX-MONTH PERIOD ENDED $ millions Note 30 June 2025 30 June 2024 Profit for the period 153.6 197.0 Adjustments for: Depreciation, amortization and impairment 15 151.7 138.3 Finance income 16 (8.9) (8.2) Finance cost 16 61.6 68.8 Net foreign exchange loss 16 9.8 2.6 Impact difference in profit-sharing non-controlling interest 17.6 17.7 Income tax 79.8 (29.0) Changes in: Inventories 7.1 (6.5) Trade and other receivables (69.1) 18.5 Trade and other payables 71.6 12.8 Provisions (20.4) (10.8) Cash flows: Interest paid (55.8) (64.2) Lease interest paid (2.1) (2.2) Transaction costs paid on new borrowings 12 (0.9) - Interest received 8.9 8.3 Income taxes paid (24.7) (28.4) Withholding tax paid on subsidiary dividends - (9.7) Cash flows from operating activities 379.8 305.0 Investments in property, plant and equipment and intangible assets (65.5) (44.2) Cash used in investing activities (65.5) (44.2) The notes on pages 12 to 28 are an integral part of this quarterly condensed consolidated interim financial information. 10 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Quarterly condensed consolidated interim financial information Condensed Consolidated Interim Statement of Cash Flows c ontinued FOR THE SIX-MONTH PERIOD ENDED $ millions Note 30 June 2025 30 June 2024 Proceeds from borrowings 12 528.1 116.7 Repayment of borrowings 12 (508.8) (174.6) Payment of lease liabilities (11.3) (9.5) Dividends paid to non-controlling interest 21 (10.2) (24.4) Dividends paid to shareholders 21 (125.0) (200.0) Acquisition of treasury shares 22 (32.4) - Cash used in financing activities (159.6) (291.8) Net cash flows 154.7 (31.0) Net increase/(decrease) in cash and cash equivalents 154.7 (31.0) Cash and cash equivalents at beginning of period 11 618.4 759.8 Effect of exchange rate fluctuations on cash held 6.5 (2.6) Cash and cash equivalents at end of period 11 779.6 726.2 The notes on pages 12 to 28 are an integral part of this quarterly condensed consolidated interim financial information. 11 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information 1. General Fertiglobe plc ("Fertiglobe" or "the Company") is a public company limited by shares p ursuant to Abu Dhabi Global Market ("ADGM") Companies Regulations 2020 (as amended). The Company was re-registered from a private limited company to a public limited company on 5 September 2021. The Company was previously e stablished on 23 December 2018 as a private company limited by shares under t he name Fertiglobe Holding Limited. The Company’s registered office is located at 2475-2476, 20th floor, Al Sila Tower, A bu Dhabi Global Market Square, Al Maryah Island, Abu Dhabi, United Arab Emirates. The Company is registered in the ADGM commercial register under no. 000001911. This quarterly condensed consolidated interim financial information comprises of the financial information of the Company and its subsidiaries (together referred to as "the Group"). Fertiglobe was listed on the Abu Dhabi Securities Exchange (“ADX”) on 27 October 2021 under the symbol “FERTIGLB” and ISIN “AEF000901015”. On 15 October 2024, Abu Dhabi National Oil Company ("ADNOC") completed the a cquisition of OCI N.V.'s entire shareholding in Fertiglobe. As a result of this transaction, ADNOC (wholly owned by the Emirate of Abu Dhabi) now holds 86.2% of Fertiglobe’s shares, establishing itself as the controlling entity. The remaining 13.8% of shares continue to be publicly traded as free float on Abu Dhabi Securities Exchange ("ADX"). The principal activity of the Group is the production and sale of nitrogen b ased products. This quarterly condensed consolidated interim financial information was approved a nd authorized for issuance on 1 August 2025. 2. Basis of preparation General This quarterly condensed consolidated interim financial information for the period e nded 30 June 2025 has been prepared in accordance with IAS 34 ‘Interim financial r eporting’ and does not include all the information and disclosure 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 the last annual consolidated financial statements as at and for the year ended 31 December 2024. The quarterly c ondensed consolidated interim financial information should be read in conjunction with the consolidated financial statements for the year ended 31 December 2024 w hich have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board ("IASB") and in compliance with the applicable provisions of the Group’s Article of Association and the requirements of the Abu Dhabi Global Market Companies Regulation of 2020 as amended, and the ADGM Companies Regulations (International Accounting Standards) Rules 2015. The quarterly condensed consolidated interim financial information as at and for t he period ended 30 June 2025 is not audited. The financial year of the Group c ommences on 1 January and ends on 31 December. 12 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued This quarterly condensed consolidated interim financial information is presented i n US Dollar ("USD"), which is the Company’s functional and presentational currency. All amounts have been recorded to the nearest USD 0.1 million except otherwise indicated. Going Concern The Directors have, at the time of approving the quarterly condensed consolidated i nterim financial information, a reasonable expectation that the Group has adequate resources to continue in operational existence for at least 12 months from the date of approval of this condensed consolidated interim financial information. Therefore, the Directors continue to adopt the going concern basis of accounting in preparing the quarterly condensed consolidated interim financial information. 3. Material accounting policies The accounting policies applied in this quarterly condensed consolidated interim f inancial information are the same as those applied in the Group’s consolidated financial statements as at and for the year ended 31 December 2024, except for the a pplication of amendments to the standard effective as of 1 January 2025 and the a doption of new accounting policies applicable from 1 January 2025 as listed below: New and revised IFRS Accounting Standards Standards Amendments Amendments to IAS 21 Lack of Exchangeability 2. Basis of preparation continued General continued The adoption is effective from 1 January 2025 and this amendment did not have a m aterial impact on the Group's quarterly condensed consolidated interim financial information. The change in accounting policies will also be reflected in the Group’s consolidated financial statements as at and for the year ending 31 December 2025. The Group has not early adopted any other standard, interpretation or amendment t hat has been issued but is not yet effective. IFRS Accounting standards and interpretations thereof not yet in force which may apply to the future Group’s consolidated financial statements are being assessed for their potential impact. Accounting policies Treasury shares Own equity instruments that are reacquired by the Group (treasury shares) are d educted from equity and recognised at weighted average cost. These instruments are not classified as financial assets, regardless of the reason for reacquisition. No gain or loss is recognised in the consolidated statement of profit or l oss on the purchase, sale, issue, or cancellation of the Group’s own equity instruments. Any difference between the carrying amount and the consideration received upon reissuance is recognised directly in equity, under the appropriate equity component. Voting rights related to treasury shares are suspended, and no dividends are a llocated to them. 13 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued 4. Seasonality of operations Our product portfolio is diversified primarily by geography. The nitrogen fertilizer i ndustry is inherently dependent on fundamental supply and demand drivers, including global population growth, crop yields, feedstock costs, and seasonality of crop planting and harvesting seasons. These and other long-term and short-term drivers result in cyclical nitrogen fertilizer pricing trends. The global sales and the seasonality mitigate the impact of any region’s seasonal fluctuations. 5. Critical accounting judgments, estimates and assumptions The preparation of the quarterly condensed consolidated interim financial i nformation requires management to make judgments, estimates and assumptions that affect amounts reported in the quarterly condensed consolidated interim financial information. The estimates and assumptions are based on experience and various other factors that are believed to be reasonable under the circumstances and are used to judge the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are reviewed on an ongoing basis. R evisions to accounting estimates are recognized in the period in which the estimate is revised or in the revision period and future periods, if the changed estimates affect both current and future periods. Compared to the consolidated financial statements for the year ended 31 December 2024, there were no significant changes to the critical accounting j udgements, estimates and assumptions that could result in significantly different amounts than those recognized in the consolidated financial statements. 6. Significant rates The following significant exchange rates applied during the period: Average during the six-month period ended 30 June 2025 Average during the six-month period ended 30 June 2024 Closing as at 30 June 2025 Closing as at 31 December 2024 Euro 1.0936 1.0810 1.1419 1.0349 Egyptian pound 0.0198 0.0251 0.0201 0.0197 Algerian dinar 0.0075 0.0074 0.0076 0.0074 7 . Financial risk and capital management 7 .1. Financial risk management The objectives and policies of financial risk and capital management are consistent w ith those disclosed in the consolidated financial statements for the year ended 31 December 2024. 14 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued Financial assets and liabilities The following table represents the financial assets and financial liabilities of t he Group: $ millions Note 30 June 2025 31 December 2024 Assets Trade and other receivables1 10 321.9 277.9 Cash and cash equivalents 11 779.6 633.9 Total 1,101.5 911.8 Liabilities Loans and borrowings 12 1,688.3 1,682.2 Lease obligations 79.3 86.9 Trade and other payables2 13 634.6 485.0 Total 2,402.2 2,254.1 1 Excluding prepayments and supplier advance payments. 2 Excluding deferred income. The group does not have any derivative financial instruments as at 30 June 2025 a nd 31 December 2024. With respect to financial instruments, there has not been any reclassification b etween categories of financial instruments compared to the consolidated financial statements for the year ended 31 December 2024. 7 . Financial risk and capital management continued 7 .1. Financial risk management continued 7 .2. Capital management The Board’s policy is to maintain a strong capital base so as to maintain investor, c reditor and market confidence and to sustain future development of the business. Capital consists of ordinary shares, retained earnings, reserves 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 is required by external financial institutions to maintain certain capital requirements in relation to its debt. The Group’s net debt to equity ratio at the reporting date was as follows: $ millions Note 30 June 2025 31 December 2024 Loans and borrowings 12 1,688.3 1,682.2 Less: cash and cash equivalents 11 779.6 633.9 Net debt 908.7 1,048.3 Total equity 1,506.3 1,537.7 Net debt to equity ratio 0.60 0.68 15 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued 8. Property, plant and equipment 2025 $ millions Land and buildings Plant and equipment Fixtures and fittings Under construction Total At 1 January 2025 164.7 2,244.2 9.0 178.9 2,596.8 Movements in the carrying amount: Additions 0.3 34.0 0.5 30.3 65.1 Depreciation a nd impairment (4.8) (132.2) (1.6) - (138.6) Transfers - 46.9 1.3 (49.5) (1.3) Effect of movement i n exchange rates 1.2 13.3 0.2 0.8 15.5 At 30 June 2025 161.4 2,206.2 9.4 160.5 2,537.5 Cost 309.1 5,574.6 47.4 161.8 6,092.9 Accumulated d epreciation and impairment (147.7) (3,368.4) (38.0) (1.3) (3,555.4) At 30 June 2025 161.4 2,206.2 9.4 160.5 2,537.5 Assets under construction primarly consist of costs associated with plant t urnarounds and costs incurred on the low-carbon ammonia plant in Ruwais. The amount of borrowing costs capitalized during the six-month period ended 30 June 2025 was USD 1.2 million (31 December 2024: USD 2.1 million) and mainly r elated to the capital expenditure for low-carbon ammonia plant in Ruwais. The effect of movement in exchange rates in 2025 mainly relates to Sorfert, w hich has a different functional currency (Algerian dinar), to the Group’s presentational currency. 2024 $ millions Land and buildings Plant and equipment Fixtures and fittings Under construction Total Cost 305.4 5,429.3 43.9 89.9 5,868.5 Accumulated d epreciation and impairment (132.6) (3,002.6) (33.7) - (3,168.9) At 1 January 2024 172.8 2,426.7 10.2 89.9 2,699.6 Movements in the carrying amount: Additions 0.2 20.7 1.4 141.5 163.8 Depreciation a nd impairment (9.6) (243.4) (3.3) (1.3) (257.6) Transfers 1.9 48.2 0.8 (50.9) - Effect of movement i n exchange rates (0.6) (8.0) (0.1) (0.3) (9.0) At 31 December 2024 164.7 2,244.2 9.0 178.9 2,596.8 Cost 306.2 5,457.6 45.2 180.2 5,989.2 Accumulated d epreciation and impairment (141.5) (3,213.4) (36.2) (1.3) (3,392.4) At 31 December 2024 164.7 2,244.2 9.0 178.9 2,596.8 16 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued 9. Goodwill and other intangible assets $ millions 30 June 2025 31 December 2024 Goodwill 604.8 604.8 Other intangible assets 26.9 22.0 Total 631.7 626.8 The Group has assessed its goodwill balances for indications of impairment, i nclusive of the changes in market prices. Based on the assessment performed, no impairment indicators were identified and as a result, no impairment test was performed. The annual goodwill impairment test will be performed in the fourth quarter. 10. Trade and other receivables $ millions Note 30 June 2025 31 December 2024 Trade receivables (net) 108.8 120.5 Trade receivables from related p arties (net) 20 0.3 0.2 Prepayments 31.3 23.8 Other tax receivables 78.6 73.1 Income tax receivables 0.2 0.2 Supplier advance payments 25.8 16.8 Other receivables1 63.4 37.3 Other receivables related parties 20 70.6 46.6 Total 379.0 318.5 Non-current 34.2 27.8 Current 344.8 290.7 Total 379.0 318.5 1 Other receivables as of 30 June 2025 include USD 11.9 million related to the receivable from market m aker and a receivable of USD 6.4 million related to the share buyback arrangement. (Refer to note 22). The carrying amount of trade and other receivables approximates its fair value. 17 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued 11. Cash and cash equivalents $ millions 30 June 2025 31 December 2024 Cash on hand 0.1 0.1 Bank balances 779.5 633.8 Total 779.6 633.9 Reconciliation to cash flow statement The above figures reconcile to the amount of cash shown in the condensed c onsolidated interim statement of cash flows at the end of the financial period as follows: $ millions 30 June 2025 31 December 2024 Balances as above 779.6 633.9 Bank overdraft - (15.5) Balance as per statement of cash flows 779.6 618.4 12. Loans and borrowings $ millions 30 June 2025 31 December 2024 At the beginning of the period/year 1,682.2 1,665.1 Proceeds from bank overdraft facility 20.2 15.5 Repayment of bank overdraft facility (35.7) - Proceeds from borrowings1 528.1 365.5 Repayment of borrowings1 (508.8) (381.7) Amortization of transaction costs 2.3 3.8 Incurred transaction costs (0.9) - Net movement in accrued interest (1.5) 16.3 Effect of movement in exchange rates 2.4 (2.3) At the end of the period/year 1,688.3 1,682.2 Non-current 1,393.1 1,425.5 Current 295.2 256.7 Total 1,688.3 1,682.2 1 On 27 March 2025, the Group executed a drawdown of USD 300 million under a new term loan a greement with ADNOC. The funds received were utilised in full to settle an outstanding facility with a local bank. During the period ended 30 June 2025, the Group renegotiated the terms of its t erm loan facilities which resulted in a decrease in spread from 150 bps and 140 bps to 90 bps. There was no significant impact on the condensed consolidated interim statement of profit or loss as a result of this renegotiation. 18 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued Related party facility On 27 March 2025, the Group executed a drawdown of USD 300.0 million under a new unsecured term loan agreement with ADNOC. The facility is at a rate of SOFR + 1.05% per annum and is repayable in March 2028. The funds received were utilised in full to settle an outstanding facility with a local bank., refer note 19. Total t ransaction costs in relation to the facility were USD 0.9 million. The effect of movement in exchange rate mainly relates to loans denominated in D ZD, which is different from the Group’s presentational currency. The carrying amount of loans and borrowings approximates its fair value. Covenants The Fertiglobe plc and Sorfert Algerie SPA loan agreements include f inancial covenants. As at 30 June 2025 all financial covenants were met. In the event the Group did not c omply with the covenant requirements, the loans will become immediately due. The external borrowings include change in control clauses that enable the lenders to call the financing provided. 12. Loans and borrowings continued Undrawn facilities As at 30 June 2025, the Group has the following undrawn facilities: • Revolving cash facility of USD 600.0 million • Trade finance facility USD 14.8 million • 2023 Working capital facility of USD 25.0 million • Supply chain finance facility of USD 0.3 million • 2022 Working capital facility of USD 50.0 million • Overdraft of USD 50.0 million 13. Trade and other payables $ millions Note 30 June 2025 31 December 2024 Trade payables 34.2 41.7 Trade payables due to related parties 20 4.7 4.6 Dividends payable 21 46.3 - Amounts payable under the s ecuritization program 31.1 29.1 Accrued expenses 458.5 351.8 Deferred income 3.6 3.3 Other tax payable 7.2 0.7 Other payables 22.7 25.8 Other payables to related parties 20 29.9 31.3 Total 638.2 488.3 Non-current 9.7 7.3 Current 628.5 481.0 Total 638.2 488.3 The carrying amount of trade and other payables approximates its fair value. 19 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued Accrued expenses include accrual related to Sorfert increased gas cost amounting t o USD 287.3 million as at 30 June 2025 (31 December 2024: USD 182.8 million). 14. Provisions On 5 May 2025, the Egyptian President approved Labor Law No. 14 of 2025, which r eplaces Law No. 12 of 2003 and revises obligations related to the Labour Ministry’s Training and Qualification Fund. Under the new law, the Group is no longer required to pay outstanding amounts related to the 1% annual contribution of earnings to the training fund for its Egyptian subsidiaries. The Group had a provision of USD 12.8 million related to this obligation which was entirely reversed during the period. 13. Trade and other payables continued 20 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued 15. Cost of sales and selling, general and administrative expenses $ millions Note Three-month period ended 30 June 2025 Three-month period ended 30 June 2024 Six-month period ended 30 June 2025 Six-month period ended 30 June 2024 Raw materials, consumables and finished goods 206.0 158.8 466.4 312.8 Raw materials, consumables and finished goods - related party 20 57.5 61.3 115.1 123.5 Freight costs 32.5 34.8 60.5 71.2 Employee benefit expenses 64.8 56.7 123.1 115.6 Employee benefit expenses - related party 20 0.2 0.7 0.6 1.5 Depreciation, amortization and impairment 75.7 69.4 151.7 138.3 Maintenance and repair 8.3 6.3 17.4 17.1 Consultancy expenses 5.6 4.8 11.5 7.2 Other1 2.0 17.4 15.3 26.6 Other - related party 20 1.0 0.6 3.2 2.6 Total 453.6 410.8 964.8 816.4 Cost of sales 425.0 376.5 897.9 750.9 Selling, general and administrative expenses 28.6 34.3 66.9 65.5 Total 453.6 410.8 964.8 816.4 1 Includes reversal of training fund provision of USD 12.8 million for the period ended 30 June 2025. (Refer note 14). 21 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued 16. Net finance cost $ millions Note Three- month period ended 30 June 2025 Three- month period ended 30 June 2024 Six- month period ended 30 June 2025 Six- month period ended 30 June 2024 Interest income 4.5 4.8 8.7 8.0 Interest income from r elated party 20 0.1 0.1 0.2 0.2 Finance income 4.6 4.9 8.9 8.2 Interest expense and other f inancing costs on financial liabilities measured at amortized cost (24.1) (33.3) (56.1) (67.4) Interest expense r elated parties 20 (4.7) (0.7) (5.5) (1.4) Finance cost (28.8) (34.0) (61.6) (68.8) Net foreign exchange (loss)/gain (7.8) 4.6 (9.8) (2.6) Net finance cost recognised in profit or loss (32.0) (24.5) (62.5) (63.2) 17 . Income taxes $ millions Three- month period ended 30 June 2025 Three- month period ended 30 June 2024 Six- month period ended 30 June 2025 Six- month period ended 30 June 2024 Current tax (45.6) (28.9) (92.8) 4.1 Deferred tax 3.7 11.1 13.0 24.9 Total income tax in profit or loss (41.9) (17.8) (79.8) 29.0 On 6 March 2024, the Central Bank of Egypt announced a substantial increase t o the interest rate and a transition to a floating exchange rate for the currency. This resulted in the devaluation of the Egyptian Pound against the US Dollar to approximately 0.0203 USD per EGP. The Group’s consolidated effective tax rate for the six-month period ended 30 June 2025 was 34.2% (six-month period ended 30 June 2024: -17.3%) with the change in e ffective tax rate caused mainly due to positive foreign exchange impact of USD 81.2 million in the comparative period. Pillar Two Global Minimum Tax Law For the six-month period ended 30 June 2025, the Group recognized USD 3.0 million o f Pillar II income tax expense in relation to profits generated in Algeria. Aforesaid top-up tax computed is based on the group’s economic ownership in Sorfert. 22 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued 18. Segment reporting 30 June 2025 $ millions Production and marketing of owned produced volumes Third party trading Other Elimination Total Total external revenues 1,095.4 165.3 - - 1,260.7 Adjusted EBITDA 456.8 4.0 (23.4) - 437.4 Depreciation, a mortization and impairment (149.7) - (2.0) - (151.7) Finance income 28.6 0.8 11.7 (32.2) 8.9 Finance expense (27.2) (1.7) (64.9) 32.2 (61.6) Net foreign exchange g ain/(loss) (9.1) 0.2 (0.9) - (9.8) Income tax (75.1) (0.3) (4.4) - (79.8) Other ( including provisions) 11.7 - (1.5) 10.2 Profit for the period 236.0 3.0 (85.4) - 153.6 Capital expenditures 38.7 - 33.9 - 72.6 Total assets 4,182.3 25.3 345.3 - 4,552.9 30 June 2024 $ millions Production and marketing of owned produced volumes Third party Trading Other Elimination Total Total external revenues1 963.1 84.5 - - 1,047.6 Adjusted EBITDA1 399.7 1.4 (23.1) - 378.0 Depreciation, a mortization and impairment1 (136.7) - (1.6) - (138.3) Finance income1 86.1 3.9 64.2 (146.0) 8.2 Finance expense1 (71.3) (3.1) (140.4) 146.0 (68.8) Net foreign exchange g ain/(loss)1 (18.6) (1.2) 17.2 - (2.6) Income tax1 33.8 - (4.8) - 29.0 Other ( including provisions)1 (7.4) - (1.1) - (8.5) Profit for the period1 285.6 1.0 (89.6) - 197.0 Capital expenditures2 134.3 - 42.7 - 177.0 Total assets2 4,167.8 22.6 220.2 - 4,410.6 1 For the six-month period ended 30 June 2024. 2 As at 31 December 2024. 23 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued Fertiglobe uses Alternative Performance Measures (‘APMs’) to provide a better u nderstanding of the underlying developments of the performance of the business. The APMs are not defined in IFRS Accounting standards and should be used as supplementary information in conjunction with the most directly comparable IFRS Accounting standards measures. Adjusted EBITDA is defined as EBITDA (total net profit before interest, income tax e xpenses, depreciation and amortization, foreign exchange gains and losses and income from equity accounted investees), adjusted for additional items and costs that management considers not reflective of its core operations. Additionally, other adjustments are made to reallocate accounted income/costs w hen related to prior periods for material items in order to enable comparability with other periods. 18. Segment reporting continued 19. Earnings per share Three- month period ended 30 June 2025 Three- month period ended 30 June 2024 Six- month period ended 30 June 2025 Six- month period ended 30 June 2024 i. Basic Net profit attributable to shareholders ( $ million) 20.2 14.3 92.8 130.6 Weighted average number of ordinary s hares (million) 8,177.9 8,301.3 8,285.5 8,301.3 Basic earnings per ordinary share ($) 0.002 0.002 0.011 0.016 ii. Diluted Net profit attributable to shareholders ( $ million) 20.2 14.3 92.8 130.6 Weighted average number of ordinary s hares (million) 8,177.9 8,301.3 8,285.5 8,301.3 Diluted earnings per ordinary share ($) 0.002 0.002 0.011 0.016 Weighted average number of ordinary shares calculation: $ millions 30 June 2025 30 June 2024 Number of ordinary shares at beginning and end of the period 8,285.5 8,301.3 The weighted average number of ordinary shares for the current period has c hanged due to the impact of acquisition of treasury shares. (Refer note 22). There are no potential dilutive shares. 24 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued 20. Related party balances and transactions The following is a list of significant related party transactions and outstanding a mounts as at 30 June 2025: 30 June 2025 Related party $ millions Relation Trade and other receivables Trade and other payables Loans and borrowings Revenue and other income Purchases and net recharges Net Finance cost ADNOC ADNOC G roup 66.4 26.5 304.3 - (95.0) (5.5) ADNOC r efining ADNOC G roup - 7.8 - - (23.0) - ADNOC G as processing ADNOC G roup - - - - (0.8) - Abu D habi Polymers Ltd. (Borouge) ADNOC G roup - - - 0.2 - - ADNOC s ubsidiaries ADNOC G roup 0.4 0.3 - 0.4 (0.1) - Egypt G reen Hydrogen Associate 4.1 - - 0.1 - 0.2 Total 70.9 34.6 304.3 0.7 (118.9) (5.3) The Group leases land, office space and employee accommodation from the Abu D habi National Oil Company - "ADNOC", the lease obligations are USD 52.4 million as at 30 June 2025 (31 December 2024: USD 56.4 million). In addition to the related party transactions in the table above, the Company i ncurs certain operating expenses for immaterial amounts in relation to services provided by related parties. Due to the related party nature of the above transactions, the terms and c onditions may not necessarily be the same as transactions negotiated between third parties. Management believes that the terms and conditions of all transactions with our related parties are generally no less favorable to either party than those that could have been negotiated with unaffiliated parties with respect to similar services. 25 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued 2024 Related party $ millions Relation Trade and other receivables1 Trade and other payables1 Revenue and other income2 Purchases and net recharges2 Net Finance cost2 OCI Nitrogen OCI Group - - 25.0 (0.5) - N-7 LLC OCI Group - - 44.2 - - OCI F ertilizer B.V. OCI Group - - - - - OCI N.V. OCI Group - - - (0.4) - ADNOC ADNOC 42.7 27.4 - (103.2) (1.4) ADNOC refining ADNOC - 8.3 - (22.5) - ADNOC G as processing ADNOC - - Abu Dhabi P olymers Ltd. (Borouge) ADNOC - - - (0.1) - ADNOC s ubsidiaries ADNOC 0.1 0.2 - (0.9) - Egypt Green H ydrogen Associate 4.0 - - - 0.2 Total 46.8 35.9 69.2 (127.6) (1.2) 1 As at 31 December 2024. 2 For the six-month period ended 30 June 2024. Board Remuneration At the Annual General Meeting ("AGM") held on 9 April 2025, the shareholders a pproved the payment of USD 1.4 million (AED 5.2 million) to the Board of Directors as remuneration for the financial year ended 31 December 2024. 20. Related party balances and transactions continued At the Annual General Meeting ("AGM") held on 30 April 2024, the shareholders a pproved the payment of USD 2.6 million (AED 9.7 million) to the Board of Directors as remuneration for the financial year ended 31 December 2023. 21. Dividends Dividends to non-controlling interests For the six-month period ending 30 June 2025: Dividends to non-controlling interest represents the dividend declared by Egypt B asic Industries Corporation S.A.E on 19 March 2025 and dividends declared by S orfert Algeria SPA on 24 April 2025. (30 June 2024: Dividends to non-controlling i nterest represents the dividend declared by Sorfert Algeria SPA on 28 May 2024 a nd dividends declared by Egypt Basic Industries Corporation S.A.E on 26 February 2024). Total dividends paid to NCI as of 30 June 2025 amounted to USD 10.2 million ( 2024: USD 193.9 million). The remaining amount of dividend is recorded as dividend payable. (Refer note 13). Dividends to shareholders For the six-month period ending 30 June 2025: On 9 April 2025, the shareholders approved dividends of USD 125.0 million ( equivalent to USD 0.015 per share) for the second half of the financial year ended on 31 December 2024. These dividends were approved by the Board in April 2025 a nd paid in May 2025. (30 June 2024: On 30 April 2024, the shareholders approved d ividends of USD 200.0 million related to the second half of the year ended 31 December 2023. These dividends were approved by the Board in February 2024 a nd paid in May 2024). 26 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued 22. Treasury shares Liquidity provider During the period, the Group appointed a licensed Market Maker on the Abu Dhabi S ecurities Exchange (ADX) that offers liquidity provision services, to place buy and sell orders of the Group's shares with the objective of reducing bid/ask spreads as well as reducing price and volume volatility. The shares are purchased for the Group’s account by the Market Maker. The Market Maker trades and operates within the predetermined parameters a pproved by the Group. As of 30 June 2025 the Group has provided total funding o f USD 13.6 million to the Market Maker to trade the Group's shares and carries all risks and rewards associated with the arrangement (Refer note 10). Given the nature and substance of the arrangement, the shares have been c lassified as 'Treasury Shares' in Equity. At 30 June 2025, the Market Maker held 3.2 million shares (31 December 2024: nil) o n behalf of the Group, which are classified in equity under treasury shares at an average purchase price amounting to USD 2.1 million (31 December 2024: nil). A cumulative net gain of USD 0.3 million has been recognized at 30 June 2025 u nder treasury shares in the condensed consolidated interim financial statement of changes in equity. Share buyback On 9 April 2025, the shareholders approved a share buyback program allowing the G roup to repurchase its own shares in the open market. The program is intended to enhance shareholder value. The shares will be held as treasury shares until the B oard of Directors approves a cancellation, reissuance or other means. During the six-month period ended 30 June 2025, the Group repurchased a total o f 46.9 million ordinary shares for an aggregate consideration of USD 30.6 million. The shares were acquired through a broker and are held as treasury shares. As of 30 June 2025 the Group has provided total funding of USD 37.0 million to the broker t o facilitate purchases under the program. (Refer note 10). 23. Commitments and Contingencies Commitments $ millions 30 June 2025 31 December 2024 UAE 162.3 229.0 Algeria 28.2 34.9 Egypt 41.1 34.1 Total 231.6 298.0 Contingencies There have been no significant changes in contingencies as compared to the s ituation as described in the consolidated financial statements for the year ended 31 December 2024 except below: Letters of guarantee / letters of credit: The Group has performance bonds and letters of guarantee provided by Mashreq b ank and HSBC amounting to USD 6.1 million for its strategic customers (2024: USD 29.4 million), and they have performance bonds with governments issued by HSBC, QNB, CIB and Arab Bank for an amount of USD 11.8 million as at 30 June 2025 (2024: USD 11.8 million). 27 Fertiglobe Q2 2025 Quarterly Financial Information
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Fertiglobe plc >> Notes to the quarterly condensed consolidated interim financial information Notes to the quarterly condensed consolidated interim financial information c ontinued 24. Wengfu Australia Pty Limited acquisition On 11 May 2025, Fertiglobe agreed to acquire the distribution assets of Wengfu A ustralia Pty Limited, through an asset sale purchase agreement, expanding downstream reach and enhancing access to supplying Australian customers. The purchase price will be based on the net asset value plus a premium of approximately USD 8 million, with the final amount to be determined at closing. This transaction is subject to regulatory and legal approvals which are identified as conditions precedents in the asset sale purchase agreement. As of 30 June 2025, all t he conditions precedents are not met, as such no control has been obtained over these assets. 25. Subsequent events The Group performed a review of events subsequent to the reporting period up to t he date the quarterly condensed consolidated interim financial information were issued and determined that there were no material events requiring recognition or disclosure in the quarterly condensed consolidated interim financial information. 28 Fertiglobe Q2 2025 Quarterly Financial Information