| ELEMENT LIST | EXPLANATION |
|---|---|
| Announcement Detail | Saudi 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 |
CERTIFICATIONS & AWARDS
Saudi Cable Co. announces its Interim Financial Results for the Period Ending on 2022-06-30 ( Six Months )
| ELEMENT LIST | CURRENT QUARTER | SIMILAR QUARTER FOR PREVIOUS YEAR | %CHANGE | PREVIOUS QUARTER | % CHANGE |
|---|---|---|---|---|---|
| Sales/Revenue | 25,026 | 41,349 | -39.48 | 35,357 | -29.22 |
| Gross Profit (Loss) | -18,308 | -20,965 | -12.67 | -26,737 | -31.52 |
| Operational Profit (Loss) | -36,057 | -31,504 | 14.45 | -42,071 | -14.29 |
| Net Profit (Loss) after Zakat and Tax | -44,489 | -19,186 | 131.88 | -37,155 | 19.74 |
| Total Comprehensive Income | -84,159 | -26,551 | 216.97 | -18,531 | 354.15 |
| All figures are in (Thousands) Saudi Arabia, Riyals |
| ELEMENT LIST | CURRENT PERIOD | SIMILAR PERIOD FOR PREVIOUS YEAR | %CHANGE |
|---|---|---|---|
| Sales/Revenue | 60,383 | 105,204 | -42.6 |
| Gross Profit (Loss) | -45,045 | -38,222 | 17.85 |
| Operational Profit (Loss) | -78,128 | -68,336 | 14.33 |
| Net Profit (Loss) after Zakat and Tax | -81,644 | -55,068 | 48.26 |
| Total Comprehensive Income | -102,690 | -63,418 | 61.92 |
| Total Share Holders Equity (after Deducting Minority Equity) | -21,584 | 222,724 | – |
| Profit (Loss) per Share | -2.82 | -1.53 | |
| All figures are in (Thousands) Saudi Arabia, Riyals |
ACCUMULATED LOSSES | CAPITAL | PERCENTAGE % |
|---|---|---|
| -240,071 | 262,311 | 91.52 |
| All figures are in (Thousands) Saudi Arabia, Riyals |
| ELEMENT LIST | EXPLANATION |
|---|---|
| The reason of the increase (decrease) in the net profit during the current quarter compared to the same quarter of the last year is | The 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 is | The 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 is | The 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 report | Disclaimer of conclusion |
| Modification, Qualification or Emphasis of a Matter as Stated within the External Auditor Opinion | Basis 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 Items | Certain prior period figures have been reclassified to conform to current period presentation, which are not material in nature. |
| Additional Information | The 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 LIST | EXPLANATION |
|---|---|
| Introduction | Saudi 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 LIST | EXPLANATION |
|---|---|
| Appointed Member Name | Nael S. Fayez |
| Membership Type | Executive |
| Membership Start Date | 2021-01-14 Corresponding to 1442-06-01 |
| Brief Resume of the Appointed Member | Holds 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 LIST | EXPLANATION |
|---|---|
| Date of Board Meeting in which Appointed New Member(s) were Appointed | 2022-07-27 Corresponding to 1443-12-28 |
| Board Approval | The Board approved the appointment of the Managing Director on 27-07-2022 |
| Additional Information | The 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 LIST | EXPLANATION |
|---|---|
| Introduction | Saudi 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 LIST | EXPLANATION |
|---|---|
| Name of Resigning Member | Nael S. Fayez |
| Resignation Submission Date | 2022-07-27 Corresponding to 1443-12-28 |
| Resignation Effective Date | 2022-07-27 Corresponding to 1443-12-28 |
| Reasons for Resignation | Because of his appointment as Managing Director |
| Resigning Member Start Date | 2021-02-17 Corresponding to 1442-07-05 |
Saudi Cable Co. Announces Resignation of a Board Member
| ELEMENT LIST | EXPLANATION |
|---|---|
| Introduction | Saudi 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 LIST | EXPLANATION |
|---|---|
| Resigned Member Name | Mrs. Noha A. Sulaimani |
| Membership Type | Executive |
| Resignation Submission Date | 2022-07-27 Corresponding to 1443-12-28 |
| Resignation Acceptance Date | 2022-07-27 Corresponding to 1443-12-28 |
| Resignation Effective Date | 2022-07-27 Corresponding to 1443-12-28 |
| Membership Starting Date for the Resigned Member | 2021-01-14 Corresponding to 1442-06-01 |
| Reasons of Resignation | Because of the recommendation of the Nomination and Remuneration Committee to assign another Managing Director |
Saudi Cable Co. Announces the Results of the Extra Ordinary General Assembly’s Meeting Approving Decrease ( Third Meeting )
| ELEMENT LIST | EXPLANATION |
|---|---|
| Introduction | Saudi Cable Company announces the results of the Extraordinary General Assembly Meeting (3rd Meeting), which was held at the Company Head Office in Jeddah, through the means of modern technology using Tadawulaty website, at 6:30 pm, on Monday, 25/07/2022 headed by the Chairman of the Board, Mr. Abdulrahman I. Alkhayal. |
| City and Location of the Extraordinary General Assembly’s Meeting | Through modern technology from the company’s main headquarters in Jeddah |
| Date of the Extraordinary General Assembly’s Meeting | 2022-07-25 Corresponding to 1443-12-26 |
| Time of the Extraordinary General Assembly’s Meeting | 18:30 |
| Percentage of Attending Shareholders | 13.88% |
| Names of the Board of Directors’ Members Present at the General Assembly’s Meeting and Names of the Absentees | Names of the Board Members who attended the meeting: – Abdulrahman I. Alkhayal (Chairman of the Board) – Noha A. Sulaimani (V. Chairman & Managing Director) – Abdulhadi A. Abulkhair (CEO) – Saleh A. Al Shathry – Azhar M. Kenji – Nael S. Fayez – Ali M. Al Attas – Khaled M. Bawazeer Apologize from the attendance is the following: -Meyassar A. Nowailati |
| Names of the Chairmen of the Committees Present at the General Assembly’s Meeting or Names of Those Attending on their Behalf | All chairpersons of the following committees attended: Mr. Saleh Al Shathry (Chairman of the Nomination & Remuneration Committee) Mr. Ghaith R. Fayez (Chairman of the Audit Committee). |
| Voting Results on the Items of the General Assembly’s Meeting Agenda’s | 1- Approval of the appointment of AlKharashi & Co. Certified Accountants and Auditor to certified accountants and the company’s auditor consultants from among the candidates based on the recommendation of the Audit Committee; This is for examining, reviewing and auditing the financial statements for the second, third, fourth and annual quarters of the fiscal year 2022 AD and the first quarter of the fiscal year 2023, and determining its fees. 2- Approval of the Board of Directors’ recommendation to reduce the company’s capital according to the following: – The company’s capital before the reduction: (262,311,060) Saudi riyals – The company’s capital after reduction: (66,729.060) Saudi riyals – Number of shares before the reduction: (26,231,106) shares – Number of shares after reduction: (6,672,906) shares – Reduction rate: -74.6% of the company’s capital- Reason for capital reduction: To restructure the capital and amortize (100%) of the accumulated losses as on March 31, 2022, at a value of (195.582.000) Saudi riyals – Capital reduction method: canceling (19,558,200) shares of the company’s shares, 0.7456 shares will be reduced for every 1 share – Effective date of reduction: at the end of the second trading day following the date of the Extraordinary General Assembly in which it was decided to reduce the capital – The effect of the capital reduction on the company’s obligations: there is no effect of reducing the company’s capital on its financial obligations – Amending Article (7) of the company’s articles of association related to capital – Amending Article (8) of the company’s articles of association related to subscription for shares |
| Additional Information | N/A |
Saudi Cable Co. Invites its Shareholders to Attend the Extraordinary General Assembly Meeting for Capital Decrease ( Third Meeting ) (Reminder announcement)
Saudi Cable Co. Invites its Shareholders to Attend the Extraordinary General Assembly Meeting for Capital Decrease ( Third Meeting )
Saudi Cable Co. Announces the Non convenience of its (First & Second Meeting ) Extraordinary General Assembly’s Meeting Resolving Capital Change Meeting
| ELEMENT LIST | EXPLANATION |
|---|---|
| Introduction | The Saudi Cable Company announces that the Extraordinary General Assembly meeting (the second meeting) will not be held on Wednesday 20/07/2022, via modern technology, due to the lack of the quorum required for the meeting, as the attendance percentage for the meeting reached the first meeting (13.37%) and the attendance percentage for the second meeting (13.51%). |
| Indicate the date of the non-convened assembly | 2022-07-20 Corresponding to 1443-12-21 |
| City and Location of the General Assembly’s Meeting | By means of modern technology from the company’s headquarters |
| Time of the General Assembly’s Meeting | 19:30 |
| The reason behind non-convening the assembly | Due to the lack of the quorum required for the meeting, as the attendance percentage for the meeting reached the first meeting (13.37%) and the attendance percentage for the second meeting (13.51%). |
| Percentage of Attending Shareholders | %13.51 |
| The impact of non-convening the assembly upon matters relating to the recommendations of the board of directors on profits or on the work of the External Auditor (where applicable). | N/A |
| The impact of non-convening the assembly upon matters relating to the recommendations of the board of directors capital alterations | The company would like to clarify that the effect of the non-convening of the Assembly meeting regarding the recommendations of the board of directors about the change in the capital is that the company will later invite the third meeting to be held with the shareholders who attended. If the shareholders of the company agree at the Extraordinary General Assembly’s Meeting to reduce the capital, the reduction decision will be effective on the shareholders of the company who own shares on the day of the extraordinary general assembly who are registered in the company’s shareholders register with the Securities Depository Center Company (Edaa) at the end of the second trading day following the date of the Extraordinary General Assembly that was decided in which the capital reduction. |
| Additional Information | Accordingly, the Extraordinary General Assembly meeting was postponed, and will call for a third meeting which will be determined and announced later after obtaining the approval of the relevant authorities. |