May & Baker Nigeria : AND BAKER- QUARTER 3 - FINANCIAL STATEMENT FOR 2023

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May & Baker Nig Plc RC. 558

UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR NINE MONTHS ENDED 30th SEPTEMBER, 2023

1

UNAUDITED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND

OTHER COMPREHENSIVE INCOME

FOR NINE MONTHS ENDED 30TH SEPTEMBER, 2023.

		The Group				The Company
	3 Months to	9 Months	3 Months to	9 Months		3 Months to	9 Months	3 Months to	9 Months
	Sept, 2023	Sept,2023	Sept, 2022	Sept,2022		Sept, 2023	Sept,2023	Sept, 2022	Sept,2022
Note	N'000	N'000	N'000	N'000			N'000	N'000	N'000

Continuing operations

Revenue	5	5,518,068	14,301,720	3,573,467	10,346,733	5,236,003	13,500,991	3,340,934	9,847,784
Cost of sales		(3,549,000)	(9,581,280)	(2,802,139)	(7,521,817)		(3,497,797)	(9,286,503)	(2,682,227)	(7,275,073)
Gross profit		1,969,068	4,720,440	771,327	2,824,916	1,738,206	4,214,488	658,706	2,572,711
Other operating income/(Loss)	7	(792,178)	(842,140)	1,263,733	1,459,619	(778,344)	(755,709)	1,259,504	1,455,353
Distribution, sales and marketing expense		(700,090)	(1,702,053)	(636,166)	(1,524,038)	(638,224)	(1,556,126)	(582,513)	(1,382,111)
Administrative expenses		(382,911)	(1,100,598)	(297,521)	(851,835)	(362,200)	(1,039,053)	(282,019)	(814,768)
Operating profit/(loss)		93,888	1,075,649	1,101,373	1,908,661		(40,563)	863,600	1,053,678	1,831,184
Interest income	8	32,586	222,106	41,322	87,472	32,576	222,084	41,322	87,472
Finance costs	10	(88,531)	(245,769)	(118,298)	(232,204)	(71,375)	(219,626)	(116,303)	(226,847)
Share of Loss of Joint Venture	17.2	2,889	(5,180)	(1,006)	(16,506)		-	-	-	-
Profit/(Loss) before tax		40,832	1,046,807	1,023,391	1,747,423	(79,362)	866,059	978,697	1,691,809
Provision for Tax	13.1	(13,066)	(334,978)	(85,485)	(317,175)	25,396	(277,139)	(71,183)	(299,379)
Profit after tax for the Period
11	27,766	711,828	937,906	1,430,248	(53,966)	588,920	907,514	1,392,430
Other comprehensive income:
Items that will not be reclassified
Asset revaluation gain net of tax		-	-	-	-		-		-
Total comprehensive income		27,766	711,828	937,906	1,430,248	(53,966)	588,920	907,514	1,392,430
Earnings per share	14.
Basic (kobo per share) from continuing operation		1.61	41.26	54.36	82.90	(3.13)	34.14	52.60	80.71
Diluted (kobo per share) from continuing operation
	1.61	41.26	54.36	82.90	(3.13)	34.14	52.60	80.71

All the profit of the Group is attributable to Owners of the Company as there are no non-controlling interests.

The accompanying notes form an integral part of these consolidated financial statements.

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MAY & BAKER NIGERIA PLC

UNAUDITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30th SEPTEMBER, 2023

Note

ASSETS

Non-current assets

The Group			The Company
September	December	September		September	December	September
2023	2022	2022		2023	2022	2022
N'000	N'000	N'000		N'000	N'000	N'000

Property, plant and equipment	16
Intangible assets	15
Right of use assets	17
Investment in Joint Venture	17
Investment in subsidiaries	18
Asset held for sale	19
Total non-current assets
Current assets
Inventories	20
Trade and other receivables	21
Other assets	23
Cash and cash equivalents	22
Total current assets
Total assets
Equity and Liabilities

5,302,790	5,011,612	4,303,507
5,913	11,315	13,945
	738
1,136,379	1,141,559	1,150,618
-	-	-
-	-	-
6,445,082	6,165,224	5,468,070
4,655,903	5,342,018	4,410,760
1,340,805	1,068,944	648,723
1,806,316	2,474,626	4,407,017
3,453,281	2,906,798	3,508,870
11,256,305	11,792,386	12,975,370
17,701,387	17,957,610	18,443,440

5,191,516	4,969,007	4,265,215
5,753	11,110	13,725
	738
1,326,886	1,326,886	1,326,886
3,000	3,000	3,000
-	-	-
6,527,154	6,310,741	5,608,826
4,451,287	5,228,008	4,164,595
1,149,893	1,030,697	579,330
1,796,719	2,451,557	4,374,301
3,289,139	2,864,683	3,272,982
10,687,038	11,574,945	12,391,209
17,214,192	17,885,686	18,000,034

Share capital	24
Share premium account	25
Retained earnings	26
Asset revaluation reserve	26.1
Total equity
Non-current liabilities
Borrowings	27
Employee benefits	29
Deferred Income	30
Deferred tax liabilities	13
Total non-current liabilities
Current liabilities
Trade and other payables	28
Current tax liabilities	13
Borrowings	27
Deferred Income	30

Total current liabilities

Total liabilities

Total equity and liabilities

862,617	862,617	862,617
3,012,065	3,012,065	3,012,065
4,156,088	3,961,830	3,901,468
408,144	408,144	408,144
8,438,915	8,244,656	8,184,294
1,724,743	2,322,768	2,516,445
31,542	37,409	36,330
305,555	414,711	431,830
840,324	840,320	784,980
2,902,164	3,615,208	3,769,585
2,233,396	2,167,360	1,060,590
331,953	542,991	338,658
3,648,346	3,235,680	4,916,613
146,612	151,715	173,700
6,360,307	6,097,746	6,489,561
9,262,472	9,712,954	10,259,146
17,701,386	17,957,610	18,443,440

862,617	862,617	862,617
3,012,065	3,012,065	3,012,065
3,912,240	3,840,900	3,751,374
408,144	408,144	408,144
8,195,066	8,123,726	8,034,201
1,724,743	2,322,768	2,774,953
31,542	37,409	36,330
305,555	414,711	431,830
833,721	833,721	781,300
2,895,561	3,608,609	4,024,413
2,055,817	2,246,667	926,719
292,158	519,289	347,710
3,628,977	3,235,680	4,493,292
146,612	151,715	173,700
6,123,564	6,153,351	5,941,421
9,019,125	9,761,960	9,965,834
17,214,192	17,885,686	18,000,034

Mr. Ayodeji S. Aboderin

Finance Director/CFO

FRC/2014/ICAN/00000008270

Mr. Patrick Ajah

Managing Director/CEO

FRC/2021/003/00000023215

These Financial Statements were approved by the Board on 27 October, 2023 (Lagos)

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MAY & BAKER NIGERIA PLC

UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR NINE MONTHS ENDED 30TH SEPTEMBER, 2023.

			Share
	Share		premium		Retained		Revaluation
	capital		account		earnings		Surplus	Total
	N'000		N'000		N'000		N'000	N'000
Equity attributable to equity
holders of the Group
At 1 January 2022	862,617	3,012,065	2,988,790	408,144	7,271,616
Right issue		-			-	-
Profit for the period		-	1,430,248	-	1,430,248
Dividends paid	-	-	(517,570)	-	(517,570)
	-	-	-	-	-
At 30th September, 2022	862,617	3,012,065	3,901,468	408,144	8,184,294
At 1 January 2023	862,617	3,012,065	3,961,830	408,144	8,244,656
Right Issue		-			-	-
Adjustment		-			-	-
Profit for the period	-	-	711,828	-	711,828
Dividends paid	-	-	(517,570)	-	(517,570)
At 30th September, 2023
862,617		3,012,065		4,156,088		408,144	8,438,915
				-
Equity attributable to equity
holders of the Company
At 1 January 2022	862,617	3,012,065	2,876,514	408,144	7,159,340
Right issue	-	-	-	-	-
Profit for the Period	-	-	1,392,430	-	1,392,430
Dividends paid	-	-	(517,570)	-	(517,570)
						-
As at 30th September, 2022	862,617	3,012,065	3,751,374	408,144	8,034,201
At 1 January 2023
862,617	3,012,065	3,840,890	408,144	8,123,716
Adjustment
-	-			-	-
Profit for the Period	-	-	588,920	-	588,920
Dividends paid	-	-	(517,570)	-	(517,570)
At 30th September, 2023	862,617	3,012,065	3,912,240	408,144	8,195,066

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MAY & BAKER NIGERIA PLC

UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS

FOR NINE MONTHS ENDED 30TH SEPTEMBER, 2023.

	The Group			The Company
	September	December	September		September	December	September
	2023	2022	2022		2023	2022	2022
	N'000	N'000	N'000		N'000	N'000	N'000
Cash flows from operating activities
Cash received from customers	14,092,362	14,844,327	10,824,208	13,443,474	14,029,869	10,333,542
Cash paid to suppliers and employees	(11,202,649)	(12,423,267)	(10,152,849)	(10,843,787)	(11,544,000)	(9,716,145)
Taxes paid	(525,649)	(359,288)	(342,498)	(504,270)	(298,757)	(256,769)
Net cash from operating activities	2,364,065	2,061,772	328,862	2,095,417	2,187,112	360,628
Cash flows from Investing activities
Proceed from contract manufacturing	71,516	-	55,035	71,516	-	55,035
Rent received	3,000	-	3,200	3,000	-	3,200
Other sundry income	30,051	-	31,627	30,051	-	31,627
Proceeds from sale of fixed assets	25,158	1,219,586	1,211,104	25,158	1,218,490	1,210,754
Interest received	222,106	231,476	87,520	222,084	231,411	87,472
Purchases of Intangible assets	(2,561)	-	-	(2,561)	-	-
Purchases of property, plant and equipment	(1,068,767)	(1,741,610)	(985,964)	(981,138)	(1,706,764)	(962,692)
Net cash used in investing activities	(719,497)	(290,548)	402,522	(631,890)	(256,863)	425,396
Cash flows from financing activities
Dividends paid	(517,570)	(517,570)	(517,570)	(517,570)	(517,570)	(517,570)
Additions to/(Repayment of) import facility	223,311	(198,549)	1,032,112	256,180	(199,472)	936,945
Loan received	-	-	-	-	-	-
Loans repaid	(669,167)	(677,099)	(291,667)	(669,167)	(677,099)	(291,667)
Pay down on overdraft	-	-	-	-		-
Unclaimed dividend returned	-	37,200	37,186	-	37,200	37,186
Net proceeds from right issue	-	-	-	-	-	-
Finance cost	(245,769)	(286,034)	(232,204)		(219,626)	(285,532)	(226,847)
Net cash used in financing activities	(1,209,195)	(1,642,052)	27,857	(1,150,183)	(1,642,473)	(61,953)
Net increase/(decrease) in cash and cash
equivalents	435,373	129,172	759,241	313,345	287,776	724,071
Cash and cash equivalents at 1 January	2,878,801	2,749,629	2,749,629	2,836,687	2,548,911	2,548,911
Cash and cash equivalents at 30th Sept	3,314,174	2,878,801	3,508,870	3,150,032	2,836,687	3,272,982
Reconciliation of cash and bank
balances to cash and cash equivalents
Cash and bank balance	3,453,281	2,906,797	3,508,870	3,289,139	2,864,683	3,272,982
Bank overdrafts and commercial papers	(139,107)	(27,996)	-		(139,107)	(27,996)	-
	3,314,174	2,878,801	3,508,870		3,150,032	2,836,687	3,272,982

5

Free Float Computation

	Company Name:	May & Baker Nigeria Plc
	Board Listed :	Main Board
	Year End:	December
	Reporting Period:	Quarter 3 Ended 30 September 2023
	Share Price at end of reporting period:	N5.15k (2022: N4.10K)
Shareholding Structure /Free Float Status
Description		30-Sep-23		30-Sep-22
	Unit		Percentage	Unit	Percentage
Issued Share Capital		1,725,234,886		100.00%	1,725,234,886	100%
Substantial Shareholdings (5% and above)
Sen.Daisy Danjuma representing T.Y.Holdings	720,878,543		41.78%	720,878,543	41.78%
Onyishi Maduka samuel		266,564,690		15.45%	257,264,668	14.91%
Total Substantial Shareholdings	987,443,233		57.24%	978,143,211	56.70%
Other Directors' Shareholdings (direct and indirect), excluding directors with substantial interest
Senator Daisy Danjuma	Representing Oil Tech Nigeria Ltd	14,874,759		0.86%	14,874,759	0.86%
(Indirect)	Representing Osis Yukiv Ltd, Oil Tech Nigeria Ltd)	11,088,000		0.64%	11,088,000	0.64%
Mr. Patrick Ajah		-		-	-	0.00%
Dr. E. Abebe		2,012,551		0.12%	-	0.00%
Durojaiye Kolawole Olalekan		370,480		0.02%	139,570	0.01%
Mr.Michael Odumodu (Indirec	Representing Seravac Nigeria Ltd	54,134,958		3.14%	54,134,958	3.14%
	Representing J.I. Odumodu	3,617,198		0.21%	3,617,198	0.21%
Aboderin A.S		93,500		0.01%	93,500	0.01%
Dr. Rahila Ilegbodu		-		-	-	0.00%
Other Directors' Shareholdings	86,191,446		5.00%	83,947,985	4.87%
Total Directors' Shareholdings	1,073,634,679		62.23%	1,062,091,196	61.56%
Free Float in Units and Percentage	651,600,207		37.77%	663,143,690	38.44%
Free Float in Value (N)		3,355,741,066.05		2,718,889,129.00

Declaration:

May & Baker Nigeria Plc with a free float percentage of 37.77% as at 30th September, 2023, is compliant with The Exchange's free float requirements for companies listed on the Main Board.

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MAY & BAKER NIGERIA PLC

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR NINE MONTHS ENDED 30TH SEPTEMBER, 2023.

1 Description of business

May & Baker Nigeria Plc. was incorporated as a private limited liability company in Nigeria on September 4, 1944 and commenced business on the same date. It was listed on the Nigerian stock exchange in 1994. The company is involved in the manufacture, sale and distribution of human pharmaceuticals, human vaccines and consumer products. Registered business address is 3/5 Sapara street, Industrial Estate, Ikeja, Lagos, Nigeria

2. Basis of preparation

2.1 Statement of compliance

These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs) as issued by the International Accounting Standards Board (IASB), and in compliance with Financial Reporting Council of Nigeria Act No 6 2011. Additional information required by national regulations has been included where appropriate.

These consolidated financial statements comprise of the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of financial position, the consolidated and separate statement of changes in equity, the consolidated and separate statement of cashflows and notes to the consolidated financial statements.

2.2 Going concern status

These consolidated financial statements have been prepared on a going concern basis, which assumes that the entity will be able to meet its financial obligations as at when they fall due. There are no significant financial obligations that will impact on the entity's resources which will affect the going concern of the entity. Management is satisfied that the entity has adequate resources to continue in operational existence for the foreseeable future. For this reason, the going concern basis has been adopted in preparing these consolidated financial statements.

2.3 Basis of measurement

These consolidated financial statements have been prepared in accordance with the going concern principle under the historical cost convention, except for financial assets (liabilities) which were measured at fair value. The liability for defined benefit obligations is recognized as the present value of the defined benefit obligation less the total of the plan assets, plus unrecognized actuarial gains, less unrecognized past service cost and unrecognized actuarial losses while the plan assets for defined benefit obligations are measured at fair value.

These consolidated financial statements are presented in the Nigerian Naira (NGN), which is the Company's functional currency for presentation.

2.3.1 Functional and presentation currency

Items included in these consolidated financial statements are measured using the currency of the primary economic environment in which the Group operates ("the functional currency"). The consolidated financial statements are presented in Nigerian Naira (N) which is the Group's functional currency and presentation currency.

2.4 Use of estimates and judgements

The preparation of these consolidated financial statements in conformity with IFRS requires the use of certain critical accounting estimates, it also requires management to exercise its judgment in the process of applying the company's accounting policies. Changes in assumptions may have a significant impact on these consolidated financial statements in the period the assumptions changed. Management believes that the underlying assumptions are appropriate and therefore the Group's financial statements present the financial position and results fairly.

2.5. Summary of Standards and Interpretations effective for the first time

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MAY & BAKER NIGERIA PLC

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR NINE MONTHS ENDED 30TH SEPTEMBER, 2023.

IFRIC 23 Uncertainty over Income Tax Treatments

The interpretation specifies how an entity should reflect the effects of uncertainties in accounting for income taxes.

2.5.1 Standards Issued and Effective on or after 1 January 2022 a) IFRS 17 Insurance Contracts

IFRS 17 creates one accounting model for all insurance contracts in all jurisdictions that apply IFRS.

This standard replaces IFRS 4 - Insurance contracts.

The key principles in IFRS 17 are that an entity:

1. identifies as insurance contracts those contracts under which the entity accepts significant insurance risk from another party (the policyholder) by agreeing to compensate the policyholder if a specified uncertain, future event (the insured event) adversely affects the policyholder;
2. separates specified embedded derivatives, distinct investment components and distinct performance obligations from the insurance contracts;
3. divides the contracts into groups it will recognise and measure;
4. recognises and measures groups of insurance contracts at a risk-adjusted present value of the future cash flows (the fulfilment cash flows) that incorporates all the available information about the fulfilment cash flows in a way that is consistent with observable market information plus (if this value is a liability) or minus (if this value is an asset) an amount representing the unearned profit in the group of contracts (the contractual service margin);
5. recognises the profit from a group of insurance contracts over the period the entity provides insurance coverage, and as the entity is released from risk, if a group of contracts is or becomes loss-making, an entity recognises the loss immediately;
6. presents separately insurance revenue, insurance service expenses and insurance finance income or expenses;
7. discloses information to enable users of financial statements to assess the effect that contracts within the scope of IFRS 17 have on the financial position, financial performance and cash flows of the entity. To do this, an entity discloses qualitative and quantitative information about:
8. • the amounts recognised in its financial statements from insurance contracts;
   • the significant judgements, and changes in those judgements, made when applying the Standard; and
   • the nature and extent of the risks from contracts within the scope of this Standard.

2.5.2 Narrow Scope Amendments deferred until further notice a) IFRS 10 consolidated financial statements

Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10 and IAS 28): Narrow scope amendment address an acknowledged inconsistency between the requirements in IFRS 10 and those in IAS 28 (2011), in dealing with the sale or contribution of assets between an investor and its associate or joint venture.

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MAY & BAKER NIGERIA PLC

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR NINE MONTHS ENDED 30TH SEPTEMBER, 2023.

b) IAS 28 Investments in Associates and Joint Ventures

Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10 and IAS 28): Narrow scope amendment to address an acknowledged inconsistency between the requirements in IFRS 10 and those in IAS 28 (2011), in dealing with the sale or contribution of assets between an investor and its associate or joint venture.

2.5.3 New standards, amendments and interpretations issued but without an effective date At the date of authorisation of these financial statements the following standards, amendments to

Amendments to IFRS 10 and IAS 28 consolidated financial statements and Investments in Amends IFRS 10 consolidated financial statements and IAS 28 Investments in Associates and Joint

• Require full recognition in the investor's financial statements of gains and losses arising on the
• Require the partial recognition of gains and losses where the assets do not constitute a

These requirements apply regardless of the legal form of the transaction, e.g. whether the sale or

3 Significant accounting policies

The principal accounting policies adopted are set out below.

3.1 Foreign currency translation

Foreign currency transactions are booked in the functional currency of the Group (naira) at the exchange rate ruling on the date of transaction. Foreign currency monetary assets and liabilities are retranslated into the functional currency at rates of exchange ruling at the reporting period. Exchange differences are included in the Statement of profit or loss and other comprehensive income. Non- monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

3.2 Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries) made up to 31 December each year. Control is achieved where the Company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities.

The results of subsidiary acquired or disposed of during the year are included in the consolidated income statement from the effective date of acquisition or up to the effective date of disposal, as appropriate.

Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the group. All intra-group transactions, balances, income and expenses are eliminated on consolidation.

3.3 Business combinations

Acquisitions of subsidiaries are accounted for using the acquisition method. The consideration for each acquisition is measured at the aggregate of the fair values (at the date of exchange) of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquire. Acquisition-related costs are recognised in profit or loss as incurred.

Where a business combination is achieved in stages, the Group's previously-held interests in the acquired entity are re-measured to fair value at the acquisition date (i.e. the date the Group attains control) and the resulting gain or loss, if any, is recognised in profit or loss. Amounts arising from

9

MAY & BAKER NIGERIA PLC

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR NINE MONTHS ENDED 30TH SEPTEMBER, 2023.

interests in the acquiree prior to the acquisition date that have previously been recognised in other comprehensive income are reclassified to profit or loss, where such treatment would be appropriate if that interest were disposed of.

The acquiree's identifiable assets, liabilities and contingent liabilities that meet the conditions for

recognition under IFRS 3(2008) are recognised at their fair value at the acquisition date, except that:

• Deferred tax assets or liabilities and liabilities or assets related to employee benefit arrangements are recognised and measured in accordance with IAS 12 Income Taxes and IAS 19 Employee Benefits respectively;
• assets (or disposal groups) that are classified as held for sale in accordance with IFRS 5 Non- current Assets Held for Sale and Discontinued Operations are measured in accordance with that Standard.

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the Group reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted during the measurement period (see below), or additional assets or liabilities are recognised, to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the amounts recognised as of that date.

The measurement period is the period from the date of acquisition to the date the Group obtains complete information about facts and circumstances that existed as of the acquisition date, and is subject to a maximum of one year.

3.4 Revenue recognition

Revenue is measured at the fair value of the consideration received or receivable. Revenue is reduced for estimated customer returns, rebates and other similar allowances.

a) Sale of goods

Revenue from the sale of goods is recognised when the goods are delivered and titles have passed, at which time all the following conditions are satisfied:

1. the Group has transferred to the buyer the significant risks and rewards of ownership of the
2. the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
3. the amount of revenue can be measured reliably;
4. it is probable that the economic benefits associated with the transaction will flow to the Group;
5. the costs incurred or to be incurred in respect of the transaction can be measured reliably;
6. the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold.

b) Interest income

Interest income from a financial asset is recognised when it is probable that the economic benefits will flow to the Group and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on initial recognition.

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