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Makkah & Madinah Holdings (MAMP)

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Thursday 25 September, 2014

Makkah & Madinah Holdings

Interim Results from 1-1-2014 to 30-6-2014


                         CHAIRMAN'S INTERIM STATEMENT                          

                       MAKKAH & MADINAH HOLDINGS LIMITED                       
                           ("MMH" or the "Company")                            

I am pleased to present MMH's financial results for the first half of 2014. The
condensed consolidated interim financial information which follows is unaudited
but the accounts from which it is derived have been reviewed by the Group's
auditor.

Financial Results

The underlying results continue the positive trend witnessed in the same period
of last year. Comprehensive income for the six month period ended 30 June 2014
was USD 12.76 million (H1, 2013: USD 19.00 million) and the net profit was USD
9.34 million (H1, 2013: USD 16.45 million), giving rise to diluted earnings per
share of 0.7 US cents (H1, 2013: 1.3 US cents). This profit derived mainly from
the USD 9.18 million contribution attributable to its associate, Makkah &
Madinah Commercial Investment Company JSC ("MMCI"), of which MMH currently owns
34.12%. The decrease of USD 7.11 million in the profit during the first half of
the current year vs. the same period of last year are attributable to the
non-recurrence of a USD 7.07 million one-off credit in the first half of 2013,
which arose from negative goodwill on MMCI's acquisition of a further 50%
interest in the Jebal Al Noor development in Makkah. Other comprehensive income
consists of USD 3.43 million, which represents the Company's share of fair
value change in MMCI's available for sale investment.

An increase in the value of MMH's investment in MMCI by 5.6 percent to USD
485.39 million (H1, 2013: USD 459.25 million) resulted in net assets standing
at the end of the period at USD 485.12 million (H1, 2013: USD 458.72 million);
or US cents 38 per share (H1, 2013: US cents 36 per share).

Business Environment and Outlook

The positive economic factors outlined in the outgoing Chairman's, Dr. Noor
Atatreh's, Annual Statement in respect of the year to 31 December 2013 appear
intact. The International Monetary Fund during the period under review upwardly
revised its forecast for growth in 2014 in the Kingdom of Saudi Arabia (KSA) to
over 4 percent. Much commercial activity in KSA centres on the principal port
city of Jeddah, where the majority of MMCI's property portfolio is. Demand for
well-located development land for commercial and residential use is expected to
increase.

Land values in the Holy city of Makkah remain buoyant. Any limitation this year
in the number of foreign tourist visas to visit the Holy cities of Makkah and
Al-Madinah during the Hajj pilgrimage (occurring in October 2014) is temporary
and is attributable to public safety considerations pending completion of the
major expansion works designed to increase visitor capacity at the Masjid
Al-Haram (Grand Mosque) in Makkah; and, to a minor extent, to restrictions on
travel to KSA from parts of West Africa owing to the Ebola epidemic there. The
long-term trend in religious tourism to KSA is rising strongly, which is
expected, in turn, to underpin property values.

Elsewhere in the Gulf Peninsula, there are property markets which are presently
benefitting from economic growth rates above the global average; and from
rising populations. My predecessor mentioned in his review of financial 2013
that the Company was evaluating other investment opportunities within the
region; this continues to be the case and I look forward in due course to
reporting to shareholders any initiatives, which arise from the Directors'
evaluation of such opportunities.

Board Changes

On 23 June 2014 immediately after the Company's AGM, I became a Director and
Chairman of MMH; at the same time, Mr. Khaled (Nicholas) Majdalani was
appointed to the Board and serves as an independent, non-executive Director. I
would like to convey my gratitude to the previous Chairman, Dr. Noor Atatreh,
and to Mr. Abdullah Al Hamiri, who each retired as Directors at the AGM, for
their valuable guidance and insights over past years.

Following the end of the period under review, it was announced that Dr.
Abdulaziz Alongary, a non-executive Director, had left the Board. I wish
likewise to thank Dr. Abdulaziz for his contribution to the Company since 2011.

Conclusion

The Directors remain committed to their vision of MMH as a property investment
and development company providing shareholders with solid, Shari'ah compliant,
long-term returns. I wish to thank the management and staff of MMH for their
continued efforts during the period under review; and the shareholders for
their support.

Khaled Al-Husseini,

Chairman,

Dubai, 24 September 2014

Important: the Notes numbered 1 to 8 which appear after the condensed
consolidated statement of cash flows below are an integral part of the
condensed consolidated interim financial information, which should be read in
the context of these Notes.



  Condensed consolidated statement of profit or loss and other comprehensive income
                    for the six month period ended 30 June 2014                  

                                   Note     Six month    Six month   Year ended
                                               period       period           31
                                             ended 30     ended 30     December
                                            June 2014    June 2013         2013
                                          (unaudited)  (unaudited)    (audited)
                                                                               
                                                  USD          USD          USD
                                                                               
Revenue                              8      1,000,000    1,089,918    2,289,918
                                                                               
Employee costs                              (534,441)    (467,510)    (322,858)
                                                                               
Share based payment expense                         -      683,675            -
                                                                               
Other operating expenses                    (247,327)    (295,596)    (578,910)
                                                                               
Legal and professional fees                  (42,367)    (898,681)  (1,276,785)
                                                                               
Depreciation                                  (3,882)      (3,754)      (7,646)
                                                                               
Operating profit                              171,983      108,052      103,719
                                                                               
Share of profit from associate       6      9,178,194   16,342,917   25,353,976
                                                                               
Finance expense                              (13,895)            -     (47,140)
                                                                               
Profit for the period                       9,336,282   16,450,969   25,410,555
                                                                               
Other comprehensive income                                                     
Items that are or may be                                                       
reclassified subsequently to the                                               
profit or loss                                                                 
                                                                               
Share of fair value change in                                                  
available for sale investment held          3,427,524    2,552,131    7,078,900
by an associate                                                                
                                                                               
Total comprehensive income for the         12,763,806   19,003,100   32,489,455
period                                                                         

Earnings per share attributable to                                            
the equity holders of the parent                                              
during the period                                                             
                                                                              
Basic earnings per share for the      5         0.007        0.013       0.0200
period                                                                        
                                                                              
Diluted earnings per share for the    5         0.007        0.013       0.0200
period                                                                        



            Condensed consolidated statement of financial position             
                              as at 30 June 2014                               

                                    Note      30 June     30 June   31 December
                                                 2014        2013          2013
                                          (unaudited) (unaudited)     (audited)
                                                                               
                                                  USD         USD           USD
                                                                               
ASSETS                                                                         
                                                                               
Non-current assets                                                             
                                                                               
Investment in an associate             6  485,394,063 459,250,517   472,788,345
                                                                               
Property, plant and equipment                  20,759      27,853        24,641
                                                                               
                                          485,414,822 459,278,370   472,812,986
                                                                               
Current assets                                                                 
                                                                               
Trade receivables                      8      428,100     261,053       224,523
                                                                               
Prepayments, advances and other                                                
receivables                                   798,558     771,080       770,574
                                                                               
Cash and cash equivalents                      62,631     339,310       340,134
                                                                               
                                            1,289,289   1,371,443     1,335,231
                                                                               
Total assets                              486,704,111 460,649,813   474,148,217
                                                                               
EQUITY                                                                         
                                                                               
Share capital                          7   10,226,655  10,220,614    10,226,655
                                                                               
Share premium                          7  395,146,685 395,001,706   395,146,685
                                                                               
Reverse acquisition reserve                         -   1,636,894     1,636,894
                                                                               
Available for sale fair valuation          20,994,264  13,039,971    17,566,740
reserve                                                                        
                                                                               
Retained earnings                          58,758,002  38,825,240    47,784,826
                                                                               
                                          485,125,606 458,724,425   472,361,800
                                                                               
LIABILITIES                                                                    
                                                                               
Non-current liabilities                                                        
                                                                               
Provision for employees' end of                                                
service benefits                              128,208      73,513       100,448
                                                                               
                                              128,208      73,513       100,448
                                                                               
Current liabilities                                                            
                                                                               
Trade and other payables               8    1,450,297   1,851,875     1,685,969
                                                                               
                                            1,450,297   1,851,875     1,685,969
                                                                               
Total liabilities                           1,578,505   1,925,388     1,786,417
                                                                               
Total equity and liabilities              486,704,111 460,649,813   474,148,217




             Condensed consolidated statement of changes in equity             
                  for the six month period ended 30 June 2014                  

                                                          Available                       
                                                 Reverse   for sale                        
                           Share       Share acquisition       fair   Retained            
                         capital     premium     reserve  valuation   earnings       Total
                                                            reserve                       
                                                                                          
                             USD         USD         USD        USD        USD         USD
                                                                                          
At 1 January 2013     10,220,614 395,001,706   1,636,894 10,487,840 23,057,946 440,405,000
(audited)                                                                                 
                                                                                          
Total comprehensive                                                                       
income for the period                                                                     
                                                                                          
Profit for the period          -           -           -          - 16,450,969  16,450,969
                                                                                          
Other comprehensive            -           -           -  2,552,131          -   2,552,131
income for the period                                                                     
                                                                                          
Other movement                                                                            
Share based payment            -           -           -          -  (683,675)   (683,675)
                                                                                          
Balance at 30 June    10,220,614 395,001,706   1,636,894 13,039,971 38,825,240 458,724,425
2013 (unaudited)                                                                          
                                                                                          
At 1 January 2014     10,226,655 395,146,685   1,636,894 17,566,740 47,784,826 472,361,800
(audited)                                                                                 
                                                                                          
Total comprehensive                                                                       
income for the period                                                                     
                                                                                          
Profit for the period          -           -           -          -  9,336,282   9,336,282
                                                                                          
Other comprehensive            -           -           -  3,427,524          -   3,427,524
income for the period                                                                     
                                                                                          
Other movement                                                                            
                                                                                          
Transferred to                 -           - (1,636,894)          -  1,636,894           -
retained earnings                                                                         
                                                                                          
Balance at 30 June    10,226,655 395,146,685           - 20,994,264 58,758,002 485,125,606
2014 (unaudited)                                                                          
                                                                                          


                Condensed consolidated statement of cash flows                 
                  for the six month period ended 30 June 2014                  

                                        Six month     Six month      Year ended
                                     period ended  period ended     31 December
                                     30 June 2014  30 June 2013            2013
                                      (unaudited)   (unaudited)       (audited)
                                                                               
                                              USD           USD             USD
                                                                               
Profit for the period                   9,336,282    16,450,969      25,410,555
                                                                               
Adjustments for non-cash items:                                                
                                                                               
Share of profit from associate        (9,178,194)  (16,342,917)    (25,353,976)
                                                                               
Depreciation                                3,882         3,754           7,646
                                                                               
Professional fees settled by issues                                            
of ordinary shares                              -             -         151,020
                                                                               
Share based payment expense                     -     (683,675)       (683,675)
                                                                               
Working capital changes:                                                       
                                                                               
Trade and other receivables             (231,561)       396,673         433,710
                                                                               
Trade and other payables                (207,912)        54,581        (84,390)
                                                                               
Cash used in operations                 (277,503)     (120,615)       (119,110)
                                                                               
Cash flows from investing activity                                             
                                                                               
Purchase of property, plant and                 -       (1,009)         (1,690)
equipment                                                                      
                                                                               
Net cash used in investing activity             -       (1,009)         (1,690)
                                                                               
Net decrease in cash and cash           (277,503)     (121,624)       (120,800)
equivalents                                                                    
                                                                               
Cash and cash equivalents at                                                   
beginning of the period                   340,134       460,934         460,934
                                                                               
Cash and cash equivalents at end of                                            
the period                                 62,631       339,310         340,134



       Notes to the condensed consolidated interim financial information       
                  for the six month period ended 30 June 2014                  


 1. Legal status and activity
   
Makkah & Madinah Holdings Limited ("the Company") was incorporated on 29 May
2007 under the International Business Companies Act, 2000, in the Commonwealth
of the Bahamas under registration number 148728 (B) on 29 May 2007.

The registered office address of the Company is Ocean Centre, East Bay Street,
P.O. Box SS19084, Nassau, Bahamas.

The condensed consolidated interim financial information of the Company for the
period ended 30 June 2014 comprise the Company and its subsidiaries
(collectively referred to as the "the Group"). There has been no change in the
Group structure since the date of most recent annual consolidated financial
statements for the year ended 31 December 2013.

The principal activities of the Group are property and real estate investments,
development and advisory services for projects related to the real estate and
infrastructure sectors.


 2. Basis of preparation
   
The condensed consolidated interim financial information for the six month
ended 30 June 2014 has been prepared in accordance with IAS 34, `Interim
Financial Reporting'. The condensed consolidated interim financial information
should be read in conjunction with the annual consolidated financial statements
for the year ended 31 December 2013, which have been prepared in accordance
with International Financial Reporting Standards.


 3. Estimates and assumptions
   
The preparation of condensed consolidated interim financial information
requires management to make judgements, estimates and assumptions that affect
the application of accounting policies and the reported amounts of assets and
liabilities, income and expenses. Actual results may differ from these
estimates.

In preparing the condensed consolidated interim financial information, the
significant judgements made by the management in applying the Group's
accounting policies and the key sources of estimation uncertainty were the same
as those that were applied to the consolidated financial statements for the
year ended 31 December 2013.


 4. Significant accounting policies
   
The accounting policies adopted in the preparation of the condensed
consolidated interim financial information are consistent with those followed
in the preparation of the Group's annual consolidated financial statements for
the year ended 31 December 2013.


 5. Earnings per share
   
 a. Basic earnings per share
   
Basic earnings per share is calculated by dividing the profit attributable to
equity holders of the parent by the weighted average number of ordinary shares
in issue during the period.

                                           30 June       30 June    31 December
                                              2014          2013           2013
                                                                               
                                       (unaudited)   (unaudited)      (audited)
                                                                               
Profit attributable to equity                                                  
holders of the parent (USD)              9,336,282    16,450,969     25,410,555
                                                                               
Weighted average number of ordinary                                            
shares in issue                      1,268,049,125 1,267,249,125  1,267,623,920

 b. Diluted earnings per share
   
Diluted earnings per share is calculated by adjusting the weighted average
number of ordinary shares outstanding to assume conversion of all dilutive
ordinary shares. The Company has two categories of dilutive potential ordinary
shares: share warrants and share options. For the share warrants and share
options, a calculation is performed to determine the number of shares that
could have been acquired at fair value (determined as the average annual market
share price of the Company's shares) based on the monetary value of the
subscription rights attached to outstanding share warrants and share options.
The number of shares calculated is compared with the number of share that would
have been issued assuming the exercise of the share warrants and share options.

                                           30 June       30 June    31 December
                                              2014          2013           2013
                                                                               
                                       (unaudited)   (unaudited)      (audited)
                                                                               
Profit attributable to equity                                                  
holders of the parent (USD)              9,336,282    16,450,969     25,410,555
                                                                               
Weighted average number of ordinary                                            
shares in issue                      1,268,049,125 1,267,249,125  1,267,623,920
                                                                               
Adjustments for:                                                               
                                                                               
Assumed conversion of share warrants                                           
                                                 -    12,853,983              -
                                                                               
Assumed conversion of share options              -     1,335,435              -
                                                                               
Weighted average number of ordinary                                            
shares for diluted earnings per      1,268,049,125 1,281,438,543  1,267,623,920
share                                                                          


 6. Investment in associate
   
Name                                        Country of     Proportion of voting  
                                         incorporation        rights held at     
                                                                               
                                                           30 June  31 December
                                                                               
                                                              2014         2013
                                                                               
Makkah & Madinah Commercial Investment    Saudi Arabia      34.121 %   34.121 %  
Company (MMCI)                                                                 

The Group's investment in associate accounted for on the equity basis is
summarised as follows:

                                                         30 June    31 December
                                                            2014           2013
                                                                               
                                                             USD            USD
                                                     (unaudited)      (audited)
                                                                               
Opening balance                                      472,788,345    440,355,469
                                                                               
Share of profit from associate                         9,178,194     25,353,976
                                                                               
Share of fair value change of associate's                                      
available for sale investment (refer note (i)          3,427,524      7,078,900
below)                                                                         
                                                                               
Closing balance                                      485,394,063    472,788,345

 i. The Company's associate has invested in the equity of an entity, which has
    been classified as available for sale. Share of fair value change of
    associate's available for sale investment represents change in fair value
    of this investment as at 30 June 2014.
   

 7. Share capital and share premium
   
Movement in share capital during the year:

The share capital of the Company has been allotted and issued of the following
classes of shares:

                                  Number of    Ordinary        Share            
                                     shares      shares      premium       Total
                                                                                
                                                    USD          USD         USD
                                                                                
                                                                                
At 1 January 2013 (audited)   1,267,249,125  10,220,614  395,001,706 405,222,320
                                                                                
Additional capital issued           800,000       6,041      144,979     151,020
                                                                                
At 31 December 2013 (audited) 1,268,049,125  10,226,655  395,146,685 405,373,340
                                                                                
At 30 June 2014 (unaudited)   1,268,049,125  10,226,655  395,146,685 405,373,340

The nominal value per share is GBP 0.005.

Share warrants

No share warrants were exercised by the share warrant holders and no new share
warrants were issued by the Group during the period ended 30 June 2014.


 8. Related party transactions and balance
   
The Group enters into transactions in the normal course of business with
related parties at market rates and terms agreed between the parties.

During the period, the Group entered into the following transactions with
related parties:

                                                          30 June       30 June
                                                             2014          2013
                                                                               
                                                      (unaudited)   (unaudited)
                                                                               
                                                              USD           USD
                                                                               
Real estate advisory and consultancy fee                1,000,000     1,089,918

Key management compensation

                                                          30 June       30 June
                                                             2014          2013
                                                                               
                                                      (unaudited)   (unaudited)
                                                                               
                                                              USD           USD
                                                                               
Salaries and other short term benefits                    352,500       281,250
                                                                               
Consultancy services                                            -        68,748

Included in the statement of financial position are the following balances with
related parties:

                                                          30 June   31 December
                                                             2014          2013
                                                                               
                                                      (unaudited)     (audited)
                                                                               
                                                              USD           USD
                                                                               
Prepayments, advances and other receivables               717,751       698,452
                                                                               
Trade receivables                                         428,100       224,523
                                                                               
Trade and other payables                                  272,480       272,480

This announcement has been made after due and careful enquiry; the directors of
MMH accept responsibility for its content.

Enquiries:

Makkah & Madinah Holdings Ltd:

Victoria Arscott, Investor Relations Manager: tel: +971 (0)4 423 9033; e-mail:
[email protected]; further information on Makkah & Madinah Holdings Ltd. is
available from the Company's website: www.mm-holdings.com

Keith Bayley Rogers & Co. Limited:

Graham Atthill-Beck: tel: +44 (0)20 7464 4092; mobile: +971 (0)50 856 9408;
e-mail: [email protected]

Hugh Oram: tel: +44 (0)20 7464 4096; e-mail: [email protected]

a d v e r t i s e m e n t