CERTIFICATIONS & AWARDS

Saudi Cable Company announces the Board of Directors’ recommendation to reduce the company’s capital and then increase the company’s capital by offering rights shares

ELEMENT LISTEXPLANATION
IntroductionThe Saudi Cable Company announces that the Board of Directors decided, by passing on Wednesday 10/19/2022, to recommend to the Extraordinary General Assembly to reduce the company’s capital and then increase it through priority rights shares according to the following details:
Date of Board Meeting2022-10-19 Corresponding to 1444-03-23
Capital before decrease66,729,060
Capital after decrease7,000,000
Percentage of Capital decrease89.5 %
Number of Shares before Decrease6672906
Number of Shares after Decrease700000
Reasons for the Capital DecreaseRestructuring of the capital in order to write-off (89.5%) of the accumulated losses, an amount of (59,729,060) Saudi Riyal.
Method of Capital DecreaseCancellation a number of (5,972,906) of the Company’s shares, such that, 0.895 share will be reduced for every 1 share
Impact of the Capital Decrease on the Company’s Obligations, Operations or Operational, Financial or Organizational Performance of the CompanyCapital decrease will not impact the Company financial obligations
Date of reductionThe End of the Second Trading Day after the Extra Ordinary General Assembly Meeting in which Decrease was Resolved
ApprovalsThe approval of the relevant official authorities and the extraordinary general assembly
Appointment of a Financial Advisor and the Submission of the Application for Capital Decrease to CMAAn announcement will be made when a financial advisor is appointed as well as when the capital reduction application file is submitted to the Capital Market Authority for approval
Additional InformationThe company’s board of directors also recommended, at the same meeting of the extraordinary general assembly, and after the completion of the capital reduction process, to increase the company’s capital through a rights issue of 400,000,000 million riyals, so that the capital after the increase becomes 466,729,060 million riyals, the details of which are as follows:

Capital before the increase: 7,000,000 riyals

Capital after the increase: 287,000,000riyals

Capital increase percentage: 4000%

Number of shares before the increase: 700,000 shares

Number of shares after the increase: 28,700,00 shares

The reason for the capital increase: Restructuring of the Company’s capital in order to inject new capital to secure working capital to enable the Company to increase operational capacity and support its future activities.

Method of capital increase: Offering and listing of rights issue (28,000,000) Shares.

Eligibility to subscribe: The eligibility to subscribe will be to the shareholders who own the shares on the day of the extraordinary general assembly which decided to increase the capital by offering rights shares and whose names appear in the company’s shareholders register at the Depository Center at the end of the second trading day following the date of the extraordinary general assembly which It will be scheduled at a later time

Saudi Cable Company invites its Shareholders to attend several meetings via modern technology to discuss the Company’s developments.

ELEMENT LISTEXPLANATION
Announcement DetailSaudi Cable Company announces that it has organized several meetings via means of modern technology with its valued Shareholders at specific dates for the rest of the year, in compliance with what previously promised, to discuss the Company’s updates and to answer the queries of Shareholders by the Managing Director, Mr. Nael S. Fayez.

Please note that the September and October meetings were merged to bring greater benefit to the respectful shareholders.

According to the dates below, each Shareholder registered in the Company’s shareholders register in (EDAA) is entitled to attend the meetings by the end of the trading session prior to each meeting.

Link:

http://www.any-meeting.com

The next meeting will take place on Wednesday 16/03/1444H, corresponding to 12/10/2022 from 5pm – 7pm.

2nd monthly meeting

Wednesday 12/10/20223rd monthly meeting

Monday 28/11/20224th monthly meeting

Wednesday 28/12/2022

Saudi Cable Company Announces The Incorporation of Saudi Cable Company-Bahrain

ELEMENT LISTEXPLANATION
Announcement Detail9/06/2022 was a historic day for the Saudi Cable Group.

Mr. Nael Samir Fayez, Managing Director, signed the incorporation commercial registration of “Saudi Cable Company – Bahrain” as standalone legal company.

This incorporation comes as a step in the direction of the Group’s restructuring efforts and as a enablement to the Group’s +20 years operations in Bahrain.

Establishing this new stand-alone legal entity at this key market, will support the financial stability of operations and contributes to SCC’s positioning and regional leadership, which will reflect positively on its sales and shareholders equity.

Saudi Cable Company announces a decrease in its accumulated losses by (69.4%) as a result of the capital reduction. This is equivalent to 89.6% of its capital after the reduction.

ELEMENT LISTEXPLANATION
IntroductionWith reference to the announcement of Saudi Cable Company on Tadawul website on 27/12/1443 H corresponding to 26/07/2022, regarding to results of the Extraordinary General Assembly Meeting, which included the approval of the capital reduction of the company (Third Meeting), Saudi Cable Company announces the reduction of its accumulated losses to 89.6%.
Date of accumulated losses decrease2022-07-25 Corresponding to 1443-12-26
Amount of the Accumulated LossesSaudi Riyals 195,582,000
Measures Taken by the Company to Decrease Accumulated LossesAccording to the company’s restructuring plan for capital and accumulated losses, the company has reduced the capital from SAR 262,311,060 to SAR 66,792,060 based on the approval of the Extraordinary General Assembly held on Monday 26/12/1443H corresponding to 25/07/2022. Accordingly, the accumulated losses as at 31 March 2022 of SAR 195,582,000 amortized of losses by 74% of the capital at that time (SAR 262,311,060), to become SAR 59,814,904 at 89.6% of the current capital (SAR 66,792,060).
Auditor’s Report showing the Financial Position of the Company after the Decrease of the Accumulated Losses
Additional InformationThe company’s capital decreased from SAR 262,311,060 to SAR 66,729,060 with a decrease in accumulated losses from SAR 195,582,000 to SAR 59,814,904 as at 31 July 2022. The Auditor’s report also indicated that on the date of the Extraordinary General Assembly Resolution corresponding to July 25, 2022, the company’s losses amounted to SAR 255,397,904 at 97.4% of capital before amortization to become SAR 59,814,904 at 89.6% of capital after reduction.

Saudi Cable Company invites the shareholders to attend a meeting via modern technology to discuss the company’s developments and the current recovery plan

ELEMENT LISTEXPLANATION
Announcement DetailSaudi Cable Company announces that it has organized a meeting via modern technology with the honorable shareholders to discuss the company’s developments and the current recovery plan and to answer the shareholders’ inquiries by the Chairman of the Board, Mr. Abdulrahman I. Al Khayal & Managing Director Mr. Nael S. Fayez on Monday 29/08/2022, from (05:00) pm until (07:00) pm. Each shareholder registered in the company’s shareholder register at EDAA is entitled to attend at the end of the trading session preceding the meeting. Link to attend the meeting:

http://www.any-meeting.com

Saudi Cable Co. announces its Interim Financial Results for the Period Ending on 2022-06-30 ( Six Months )

ELEMENT LISTCURRENT QUARTERSIMILAR QUARTER FOR PREVIOUS YEAR%CHANGEPREVIOUS QUARTER% CHANGE
Sales/Revenue25,02641,349-39.4835,357-29.22
Gross Profit (Loss)-18,308-20,965-12.67-26,737-31.52
Operational Profit (Loss)-36,057-31,50414.45-42,071-14.29
Net Profit (Loss) after Zakat and Tax-44,489-19,186131.88-37,15519.74
Total Comprehensive Income-84,159-26,551216.97-18,531354.15
All figures are in (Thousands) Saudi Arabia, Riyals
  •  
ELEMENT LISTCURRENT PERIODSIMILAR PERIOD FOR PREVIOUS YEAR%CHANGE
Sales/Revenue60,383105,204-42.6
Gross Profit (Loss)-45,045-38,22217.85
Operational Profit (Loss)-78,128-68,33614.33
Net Profit (Loss) after Zakat and Tax-81,644-55,06848.26
Total Comprehensive Income-102,690-63,41861.92
Total Share Holders Equity (after Deducting Minority Equity)-21,584222,724
Profit (Loss) per Share-2.82-1.53
All figures are in (Thousands) Saudi Arabia, Riyals
  •  

ACCUMULATED LOSSES
CAPITALPERCENTAGE %
-240,071262,31191.52
All figures are in (Thousands) Saudi Arabia, Riyals
  •  
ELEMENT LISTEXPLANATION
The reason of the increase (decrease) in the net profit during the current quarter compared to the same quarter of the last year isThe Group made a net loss of SR 44.5 million in current quarter as compared to the net loss of SR 19.2 million in the same quarter of the previous year and the change in net losses of the current quarter compared with net loss of the same quarter of the previous year are mainly due to following impacts:

• Lower volumes in current quarter as compared to same quarter of previous year.

• Increased expenses in current quarter as compared to same quarter of the previous year.

• Decreased share of profit from associates in current quarter as compared to same quarter of the previous year.

• Decreased other income in current quarter as compared to same quarter of the previous year.
The reason of the increase (decrease) in the net profit during the current quarter compared to the previous quarter of the current year isThe Group made a net loss of SR 44.5 million in current quarter as compared to the net loss of SR 37.2 million in the previous quarter and the change in net losses of the current quarter compared with net loss of the previous quarter are mainly due to following impacts:

• Lower volumes in current quarter as compared to the previous quarter.

• Increased expenses in current quarter as compared to the previous quarter.

• Decreased share of profit from associates in current quarter as compared to the previous quarter.

• Decreased other income in current quarter as compared to the previous quarter.
The reason of the increase (decrease) in the net profit during the current period compared to the same period of the last year isThe Group made a net loss of SR 81.6 million in current period as compared to the net loss of SR 55.1 million in the same period of the previous year and the change in net losses of the current period compared with net loss of the same period of the previous year are mainly due to following impacts:

• Lower volumes in current period as compared to same period of previous year.

• Increased expenses in current period as compared to same period of the previous year.• Decreased share of profit from associates in current period as compared to net losses in same period of the previous year.

• Decreased other income in current period as compared to same period of the previous year.
Statement of the type of external auditor’s reportDisclaimer of conclusion
Modification, Qualification or Emphasis of a Matter as Stated within the External Auditor OpinionBasis for Disclaimer of Conclusion• The Group incurred a net loss of SAR 82.4 million for the six-month period ended June 30, 2022, and as of that date, the Group’s accumulated losses have reached SAR 240.1 million, representing 91.52% of the share capital as at June 30, 2022. Further, the Group current liabilities exceeded its current assets by SAR 539.3 million as at June 30, 2022 (as at December 31, 2021: SAR 476.4 million). These events or conditions, along with other matters, indicate a significant doubt about Group’s ability to continue as a going concern and its ability to meet its obligations when it becomes due. The Group’s management is aware of the risks related to going concern but has prepared the interim condensed consolidated financial statements undergoing concern basis.

• As stated in note 17, the Group received assessments from the Zakat, Tax and Customs Authority (ZATCA), claiming additional Zakat liabilities of SAR 234.6 million in respect of the assessment for prior years against which the Group has filed appeals. It is management’s assertion that they have grounds to contest against items included in the assessments raised by ZATCA, that the outcome of the appeals is uncertain at this stage and, therefore, it is not possible to determine the potential Zakat liability. No provision has been made in these interim condensed consolidated financial statements for the items under appeal and for any potential exposure relating to open years not yet assessed by ZATCA. We have not been provided details or basis of certain appeals the assessments, including details of zakat computation and appeals in respect of certain open years for the Company and of certain subsidiaries. We were, therefore, unable to determine whether any adjustments are necessary to the Group’s current or prior years’ / periods’ zakat charges.

• The Group has property, plant and equipment amounted of SAR 264 million as at June 30, 2022 and there are some indicators (i.e. reduction in revenue, gross losses, negative operating cash flows etc.) that the recoverable value of them is less than its book value, we were unable to obtain sufficient evidence regarding the recoverable amount of them as the Group’s management hasn’t provided us with sufficient data related to the recoverable amount of the property, plant and equipment and the extent to recognize any impairment losses the book value of property, plant and equipment as at June 30, 2022. The Group’s management will prepare a future study to determine the recoverable value subsequently after approval date of the interim condensed consolidated financial statements of the Group.

• As stated in note 6, the interim condensed consolidated financial statements include investment in an associate (50% ownership) with a carrying value of SAR 278.5 million and share of results of SAR 4 million as at and for the six-month period ended June 30, 2022. The associate had trade receivables amounting to SAR 54.4 million, out of which the Group’s share is SAR 27.2 million; that are overdue for more than one year, against which management has not recognized any allowance for expected credit losses. Management was unable to provide us with appropriate support to ensure the possibility of recoverability of those trade receivables balances. Consequently, we were unable to determine whether any adjustments to the Group’s share of results of an associate and the carrying value of the investment in an associate were necessary as of and for the six-month period ended June 30, 2022.

Disclaimer of Conclusion

Due to the significance of the matters described in the Basis for disclaimer of conclusion section above, we were unable to obtain sufficient appropriate evidence to form a conclusion on the interim condensed consolidated financial st3atements. Accordingly, we do not express a conclusion on these interim condensed consolidated financial statements.

Other Matter

The financial statements for the year ended December 31, 2021 and the interim condensed consolidated financial statements for the three-month period ended March 31, 2022 were Audited and reviewed by another Auditor who expressed a modified Audit opinion and review conclusion on May 15, 2022 and May 23, 2022 respectively.
Reclassification of Comparison ItemsCertain prior period figures have been reclassified to conform to current period presentation, which are not material in nature.
Additional InformationThe loss per share during this period amounts to SR 2.82 against loss per share of SR 1.53 for the same period of last year.

Loss per share for the current period was calculated based on the average of 29,001 thousand shares compared to 36,061 thousand shares for the same period of previous year.

In line with IAS 33 Earnings per share, Basic EPS is calculated by dividing profit or loss attributable to ordinary equity holders of the parent entity by the weighted average number of ordinary shares outstanding during the period. As there was a capital reduction that took place as approved in the Extraordinary General Assembly by the shareholders, on February 20, 2022, the weighted average structure changed since then, affecting weighted average number of ordinary shares of six-month period ended June 30, 2022.

The number of shares prior to capital reduction was 36,061 thousand where as the number of shares post capital reduction is 26,231 thousand.

Subsequent events

Subsequent to the date of the interim condensed consolidated statement of financial position, on July 25, 2022, the shareholders of the parent company approved capital reduction amounting to SAR 195.6 million to absorb the accumulated losses as of March 31, 2022.

Saudi Cable Co. Announces Appointment of a Managing Director

ELEMENT LISTEXPLANATION
IntroductionSaudi Cable Company announces that its Board of Directors issued its decision on 28-12-1443 H corresponding to 27-07-2022 AD and based on the recommendation of the Nominations and Remunerations Committee approving the appointment of a member of the Board of Directors (independent member) Mr. Nael S. Fayez the managing director of the company and amending the membership status to be an executive member as of the date 01-08-2022 until the end of the current session of the Board on 13-01-2024.
ELEMENT LISTEXPLANATION
Appointed Member NameNael S. Fayez
Membership TypeExecutive
Membership Start Date2021-01-14 Corresponding to 1442-06-01
Brief Resume of the Appointed MemberHolds a Bachelor’s and an Executive Master’s degree in Business Administration – Macroeconomics, Former General Manager of Corporate Governance at NEOM, Co-founder and CEO of Strong Solutions Consulting Company, Founding CEO of INJAZ Saudi Program previously, has 10 years previous experience in Saudi Aramco- Treasury Department, director and leader of a large number of government projects in the areas of strategy and sustainability, and he is considered an economist at both the macro and micro levels.
ELEMENT LISTEXPLANATION
Date of Board Meeting in which Appointed New Member(s) were Appointed2022-07-27 Corresponding to 1443-12-28
Board ApprovalThe Board approved the appointment of the Managing Director on 27-07-2022
Additional InformationThe Chairman and members of the Company’s Board of Directors also wish the Managing Director success in his upcoming duties.

Saudi Cable Co. Announces Resignation Audit Committee Member

ELEMENT LISTEXPLANATION
IntroductionSaudi Cable Company announces the resignation of a member of the Audit Committee, Mr. Nael S. Fayez, provided that the resignation will take effect on Wednesday 28-12-1443 AH corresponding to 07-27-2022 AD.
ELEMENT LISTEXPLANATION
Name of Resigning MemberNael S. Fayez
Resignation Submission Date2022-07-27 Corresponding to 1443-12-28
Resignation Effective Date2022-07-27 Corresponding to 1443-12-28
Reasons for ResignationBecause of his appointment as Managing Director
Resigning Member Start Date2021-02-17 Corresponding to 1442-07-05

Saudi Cable Co. Announces Resignation of a Board Member

ELEMENT LISTEXPLANATION
IntroductionSaudi Cable Company announces the resignation of Board Member, Mrs. Noha A. Sulaimani from her position as Board Member, Vice Chairman and Managing Director. She submitted her resignation, on Wednesday 28-12-1443 AH corresponding to 27-07-2022 AD, due to the recommendation of the Nominations and Remunerations Committee to assign another Managing Director, and the Board of Directors approved by passing this resignation.

In this regard, the Chairman and members of the Board of Directors would like to extend their sincere thanks and appreciation to Mrs. Noha for the blessed efforts she made during her membership in the Board, wishing him success and payment.
ELEMENT LISTEXPLANATION
Resigned Member NameMrs. Noha A. Sulaimani
Membership TypeExecutive
Resignation Submission Date2022-07-27 Corresponding to 1443-12-28
Resignation Acceptance Date2022-07-27 Corresponding to 1443-12-28
Resignation Effective Date2022-07-27 Corresponding to 1443-12-28
Membership Starting Date for the Resigned Member2021-01-14 Corresponding to 1442-06-01
Reasons of ResignationBecause of the recommendation of the Nomination and Remuneration Committee to assign another Managing Director