Makhazen (MKHZN) Earnings Call Transcript & Summary

Hello all and welcome to Agility's Full Year 2023 Earnings Webcast. My name is Lydia, and I will be your operator today. [Operator Instructions] I now hand you over to your host, Sidharth Saboo to begin.

Thank you, Lydia. Good afternoon, ladies and gentlemen, and thank you for joining us today. This is Sidharth Saboo. And on behalf of Arqaam Capital, I would like to welcome you to Agility's Full Year 2023 Earnings Webcast. With us here today, I have Mr. Ehab Aziz, Agility's Chief Financial Officer; and Agility's Investor Relations team. Without further delay, I'll now turn over the call to Soriana from Agility's Investor Relations team.

Thank you, Sidharth, and welcome, everyone, to Agility's Full Year 2023 Earnings Webcast. Our CFO, Mr. Ehab Aziz will talk you through the presentation you can see on your screen, and we'll be ready to answer all your questions at the end of the session. [Operator Instructions] Before we begin, I would like to draw your attention to the disclaimer available on the second page of this presentation. If you can take a moment to read it. And then I will hand it over to Ehab. Thank you.

Thank you, Soriana. And good afternoon, everyone. Welcome to our year-end investor call. I will walk you through the business update for the year and then the financials. We'll talk about the dividends. And then I'm sure you have many questions that we will try to address as much as possible. So I would like to start with a telescopic view of what the company has been doing, particularly since it was privatized in 1997. And I think the reason for that is that for us to understand the current situation and the current drivers and decisions and activities that the company went through over the past, I would say, since COVID over the past 4 years, roughly and most recently, the dividends and the listing of Agility Global and ADX, I think it's very critical to understand the big picture and see at a high level what the company has been doing and what we went through over the journey, the 27-year journey that we have been managing the company. So as you might know, the company was privatized in 1997. And in 1997, it was a very prominent good company, but it's financials and profile was very limited to one country, proudly in Kuwait, and the financials of the company at the time was basically KWD 8 million or KWD 9 million of EBITDA and it was -- although it was a local hero, it lacked the regional or the global expansion. And when the company was privatized in 1997, the company embarked on a very rewarding journey to where we have transformed the company from being a very small local warehousing company to what Agility is today. However, that went through different cycles and different operations throughout the year. And as you can see from this slide, in 1997 by the end of 2002, the company was very limited in size and scope. By 2002, the management was able to expand to 7 countries, and that was mostly regional countries. And then our profitability at that time was very, very small, around KWD 8 million -- KWD 8.7 million. And as a result, also the market cap back then was KWD 123 million. Then we embarked on the mega phase of expansion that was when the military business came to the region when the company decided to expand inorganically and grow by acquisitions. And as a result, we made about 40-plus acquisition globally, and we created what we called ultimately GIL, which is Global Integrated Logistics. And as a result, also the scope and the scale of the company expanded significantly. And I mean this on paper sounds very -- it might sound natural and easy, but you have to keep in mind, this was not like we are buying minority stakes in companies. This was a real operation, expanding our management team, our talent capacity, our financial flexibility, our balance sheet, our funding to grow the company. So it was a very, very difficult and very hard period of time. Then in 2010, the company was significantly larger. Market cap reached KWD 500 million, 22,000 employees and our EBITDA went to KWD 115 million by the end of 2010. In 2010, the whole world was suffering. The company by then was a global company and the whole world was suffering from the global financial crisis. And also, we got our legal issues with the U.S. government, which were later on settled and cleared. And we refocused the company from 2011 to 2020 on being a global and commercial company. From 2003 to 2010, it was mainly military business and acquisitions. Then by 2010, we had no military business and the focus shifted on the commercial and the platform that we have built in the previous 7 years. And as a result, by 2020, which was, I think, back then the perception of the company by 2010 that the company will not survive without the military business and the company will have major issues. And as a result, the market cap went down. It was like a very difficult period with a lot of bad perception and in addition to the global hardship, which every company faced. But in addition to that, we had our own issues to fight the legal battle where we generally believed that we have done nothing wrong and faced like a global crisis of the magnitude of the global financial prices. So we became relevant globally, and hence, we became also vulnerable to global events and as I said, in addition to our own issues. So we spent the next 10 years from 2011 to 2020, focusing on our core businesses, the logistics, the industry real estate, turning every corner in every stone, cleaning up, resizing, refocusing the company. And by the end of 2020, the market cap reached about KWD 1.4 billion and our employees continued to grow to 28,000, 100 countries and EBITDA also continued to grow to KWD 162 million. So I think that was like a very hard period because of dependency on the military business, and the main source of cash over the previous 7 years has disappeared, but not only that, we are faced with a legal battle with the U.S. government. And in addition, the financial -- global financial crisis is hitting our logistics -- global logistics business. And despite that, we have managed to prevail and grow the company and preserve the wealth of our shareholders. And then in 2020, as we all know, the crisis of the pandemic hit everyone, and we got paralyzed. Everyone at the personal level, at the company level, at nation's level, everything stopped, and it was a shock initially. But then we realized very quickly that this could be an opportunity to actually monetize our logistics business. And we managed in 2021 to sell our logistics business, $44.2 billion deal to DSV and exchange that for the stake in DSV. And at the same time, we also realized that the company is now after setting the logistics business, which is our global presence, we are becoming a best regional company and maybe a holding company with like a bunch of assets and a bunch of shares, but we lost our identity, which is being a logistics -- global logistics player. And I think it was exactly a year after that, when we acquired Menzies. And by the -- through the acquisition of Menzies, we managed to get back to a global platform, being a global player, owning operating asset. And in addition, we have this a very precious asset, which is called DSV, our stake in DSV, which we are very proud of having and we believe the company is the best in its lead and has a lot of potential. So from the time the pandemic hit in 2020 until 2023, those 4 years were very, very tough and very, very rewarding at the same time for the company and its shareholders, where we managed to shuffle our portfolio of businesses by selling GIL, we got a stake in one of the best players in the same things. We are still indirectly invested in logistics. We got, at the same time, our hands in a very good time when the aviation industry was at its lowest as a result of the pandemic. We got our hands on Menzies, which was a public listed company in the U.K. And then we reshuffled our portfolio where now we have controlled businesses, where we have Menzies, we have Tristar, and we have also our industrial real estate. And then on the other side, we have investments, the biggest part of that investment segment is DSV. And of course, we did that by leveraging. So we have to leverage -- we didn't sell for cash. And you can imagine, and I'm sure all of you went through that is that we went from this ultra-low interest rate environment to this very high interest rate in a relatively short period of time. And we were sitting on about $2 billion, $2.5 billion of debt. And as a result of that also, the market started to go down because interest rates go up, the markets go down, the value of assets go down. And hence, our stake in DSV went down. And I think we have been trying to hedge that since early on since we have got the stake. But for practical reasons, we couldn't get that on time. And then ultimately, last year, we managed to hedge our stake, 75% of our stake in DSV is now hedged and basically we bought an insurance policy through the funded collar. And at the same time, we got -- through the funded collar, we got relatively cheap debt capacity, where we could take that relatively cheap debt and settle our existing more expensive commercial debt and put the debt with the color so the maturity and the currency and everything goes hand in hand. So I think between the sale of GIL, the acquisition of Menzies, which was almost a year after, the hedge of the DSV shares, the reorganization of our financing, all that in the last 4 years. And then on the top, we got some legal issues in Kuwait. You can imagine the environment we have been operating in. However, despite all of that, we continue to see our profitability and our EBITDA and our EBIT growth. Our business is becoming more and more resilient. Our business model, and we, as a company, going from KWD 9 million 27 years ago to being the KWD 257 million EBITDA by 2023, I think it's something that we stop at least once a year and reflect, and we look forward to continuing this journey. I think it is critical for us to put that in perspective because that telescopic view, gives you a sense of how the company is being managed, not just by words but through facts and history throughout the years. So you can get a sense of how this company could potentially be managed in the future and the amount of value creation that we are very much as a management team focused on. We work for the best interest of our shareholders and nothing else. And I think we have proven by our track record over an extended period of time that, that value despite all the challenges and despite all the different twists and turns that we have been through, but we have been able to come ultimately with the value to our shareholders. So from that perspective, this is just a slide that shows you the EBITDA and how it has evolved over the years. I mean you can see the KWD 9 million in 1997, going to KWD 257 million, which is the orange bar. And what we have done here hypothetically only for the purpose of business exercise because DSV, we own almost 9% today, doesn't get reflected anywhere in our income statement. It only gets reflected in -- because of the accounting treatment, that's reflected into our equity and any change in the stock price goes there, but effectively being a strategic investor in DSV, we think as an owner of a business, and we own 9% of that business. And the 9% today of that business translates into around KWD 90 million of EBITDA, which is our hypothetical pro rata stake in DSV. So if we don't -- if our percent of ownership is not 9%, we could account for it differently. But since it's only 9%, we can only take that through the P&L or through the equity and we opted for the equity treatment. So -- but this is just to show you that from a P&L perspective, you, as a shareholder, today own in DSV KWD 90 million worth of annual profitability. And when you add that to the KWD 257 million, our EBITDA today is about KWD 357 million and again, this is a strategic exercise. It's not an accounting exercise or we're not trying to mislead you to think that our profitability is higher. But this is just to give you a sense of the magnitude of the underlying profitability of the investment sector as well as the controlled businesses. So you can see from this slide that DSV alone today -- our stake in DSV is almost 10x the EBITDA in 1997 when the company was privatized. So when the company was privatized in 1997, the shareholders were getting KWD 9 million. Today, the shareholders had a claim on KWD 90 million of DSV EBITDA, which is almost [ alone ] 10x of the whole profitability in 1997. And then the KWD 257 million we will talk about in the next few slides. So now we move from the telescopic view to maybe microscopic view. So I move to the performance of 2023. And I think this is just a list of the different events that have been announced, and I think the major event here was the multicollar funded equity. As I explained, I think by doing this, we did -- we actually hedged so we've got protection on the DSV stake, but also we provided stable and cheaper liquidity to fund our operating businesses. There is a big section in our financial statement about the legal claims in Kuwait and outside Kuwait. And I think it's quite comprehensive. And you can read that on your own, I mean it's basically everything is in detail from the lawyers, describing exactly what is happening, all the steps, what actions have been taken, et cetera. So I think if you need to know more about that, you will find a very comprehensive note in the financial statement. In terms of the key numbers for the quarter, I mean, revenues were flat. Net revenues were up 15%, EBITDA was up 22% and then net profit was down around 2%. And you have to keep in mind the increase in financing cost has been quite significant over the past year or 1.5 years, and I think it's -- going forward, it should level down as a result of, hopefully, a declining interest rate environment, but also the cheaper debt that we got through the funded collar. I want to remind you that the funded collar took place in 2 tranches, one was in April and one was in July. So the impact of that funded collar lower interest rate will -- should be clear in the next few quarters. In terms of the full year, I think we had an impressive year and the year was extremely positive year for our operating businesses. You can see revenues up 57%, and that is a function of the full year effect of the acquisitions, the consolidation of Menzies and HG storage, but also due to the recovery in the business, particularly in the aviation space. I think we are very close to the 2019 numbers in terms of Aviation recovery. And we are very pleased and very happy with the performance of Menzies so far as well as Tristar and definitely the logistics part of the business, which is predominantly in Saudi today. Net revenue was up 73%, EBITDA is 43% and net profit is at a slower pace of 23%. And that's, again, the function of interest rate increase and mainly due to that. This is a slide that we started putting in our presentation since we did the DSV and the Menzies deal to show how much the P&L impact on the control and the investment. And you can see that the controlled business has an even much higher performance because of the negative impact of the investment on the overall results. Again, this is our balance sheet. We continue to enjoy a strong balance sheet, total assets of around KWD 3.8 billion and the equity attributable to the shareholders is about [ KWD 1.8 billion ]. I think if you look at the right side, you can see how much of our assets is controlled and how much is the investment. And you can see that it's 60-40 split and that also signify the importance of the investment segment in our financials, which due to the accounting treatment doesn't get reflected into the P&L. So if you look at the company going forward and you want to assign a value to the company, you cannot ignore any more in the investment side, which is predominantly the DSV stake. However, the controlled portion is about 60% and that has been growing over the last couple of years. You can also see that our net debt to EBITDA has improved and that's more improvement due to the increased EBITDA because you can see the net debt has increased by about KWD 86 million, but the net debt-to-EBITDA metric went down from 4.4% to 3.5% as a result of the increased EBITDA. I think this is an important slide because it shows the debt and I know that the debt optically and generally is at a high level, but I think the way that we have restructured our debt today, we feel very comfortable about it. I wasn't the same -- I wasn't comfortable 1.5 years ago or almost a year ago at the beginning of 2023 because, as I said, interest rate was going up. So almost every 1% increase in interest rate translates into roughly $50 million of additional interest. We needed cash to transform the company over the past several years. We had to borrow. We believe DSV is still a very good asset to own for the medium and long term. And hence, we didn't want to send any stake of DSV as a result -- or 8%. We got 8% initially when we did the deal with DSV today, that 8% became 9% in DSV because DSV has been buying its own shares, and we have not been participating in that. So overall, a year ago or 1.5 years ago, I was quite nervous because of the level of debt, the higher interest rate, as I mentioned, each percent roughly translate into $50 million. And at the same time, because of the interest rate environment, the market has been extremely volatile. So optically, our share in DSV has been going through a lot of volatility up and down. That volatility is reflected in our equity. And then we are unhedged. So I think this year, given that we have been able to hedge 75% of our stake in DSV. So we have an insurance policy on the downside. And as a result, we got the debt on the back of that. So now the debt is linked to the shares and it's medium term. I think, as you can see here, 58% will mature in 2026 and then 51% in 2027, then 11% in 2029. That gives us flexibility because we can always extend the hedge because now it's [indiscernible] with the banks, and we can go and extend the hedge if we want to. And as a result, the debt can also automatically be extended. So it is much more flexible and much more safer to structure it this way. And at the same time, we locked the interest rate, which was relatively lower than what we were paying previously. So that gave us also ease of mind in terms of the P&L impact. Of course, we have to pay that upfront as an upfront prepaid interest. And as a result, you won't see that in the cash flow, but then we amortize that on the P&L. But that's more of a cash flow issue rather than the P&L issue. But anyway, so lower interest rates, more alignment of debt to asset. But more importantly, also, we got most of our debt in euro because the underlying asset, which is DSV is euro-based. So we hedged 87% of our debt, got it linked to the euro. And then also in terms of maturity, we have the flexibility now as and when we need to extend our hedge, our funded collar, we can also extend the debt. So this slide, the importance of it is that we are in a much better and much more stable place today than we were a year ago or 2 years ago. Again, this is the cash flow. I think you can see that our free cash flow has been positive this year. We spoke about this since 2015 when we embarked on the investment. And that's also you realize that our debt level has been increasing over the years since 2015. I think we have -- we are done for now for any major investment. I think the focus now is to focus on managing the key 3 businesses that we have, the control businesses, organically and inorganically. And I think each business has its own capacity to continue to grow. And I feel very optimistic about the future for these businesses. They are in a very strong sectors and a very robust cash flow ability -- generating ability. And I think they will not put a major burden on the corporate and our ability to maybe paying dividends in the future. And then if you look at the CapEx and the investment, you realize, again, 2023 has 58% controlled and 42% investment. Again, this is not -- we are not investing in buying shares in DSV or any additional shares. But this is mainly the funding to Reem Mall because Reem Mall today is funded through convertible debt at Agility level. And hence, for now, it is classified as an investment. And hence, you can see the 22% of the CapEx for 2023 is mainly the investment in the Reem Mall [Technical Difficulty] from our side. I think this is just a snapshot that shows the significant year-over-year performance in the aviation, on the top line and the EBITDA line and also on the fuel, which is mainly Tristar and then all the other controlled businesses. Again, Aviation has been a significant recovery. We are almost back to the pre-COVID levels. I think the company is much more fit today. And I think we feel very optimistic about the future of that investment that we have made in Menzies. And I think it has a lot of potential going forward. Same with Tristar, Tristar continues -- we bought this company from Eugene in 2003, we bought 80%. Today, we own 65%. And it's just amazing to see the amount of progress and the amount of value creation that has taken place over the years, over the past 21 years. And then the controlled -- the other controlled businesses, that's the ALP, that's GCS, that's still very strong businesses. Revenue is up 10% and EBITDA is almost flat to last year. I think dividends, we need to talk about dividends. Of course, if you look at the Agility's history over the past 20-plus years, I think we have paid dividends in every single year and except in 2022. And I think it's worth maybe repeating what we tried to explain last year about not paying dividends because I think there has been a lot of misperception, a lot of speculation about the reason why we did not pay dividends last year. But I mean if you think about what I just explained last year, the situation last year was higher inflation. So everybody last year expected a recession. And as a result, higher interest rate and for us, with the amount of debt we had back then at the group level, this meant significant amount of cost, cash and expense to the group P&L. And then on the top, we got one of our major assets, which is DSV. The stock price of such asset has been declining along with the whole market because when interest rate goes up, asset values go down and DSV is no exception. So the DSV's stock price has been going down significantly. And then we are hit by a legal dispute in Kuwait, which we didn't know how this whole environment, the macro and the micro environment in Kuwait, how would it evolve. And I think it was only prudent not to pay dividends last year because when you are dealing with such uncertainties, I think you have to be very prudent and think about the best interest of the company. In the Board, which is only natural, some board members were for distributing dividends, and there was a debate, but I think the right decision was made from the Board last year that it is prudent not to pay any dividends to the shareholders. So it wasn't like we're not like penalizing or trying to punish as some boomers had it, the shareholders because end of the day, the company belongs to the shareholders, the dividends belong to the shareholders. And if the dividends are retained in the company, it retains for the benefit of the shareholders, not to the benefit of anyone else. So it was a bit puzzling to read some comments about the management or the Board trying to punish the shareholders because that's, I think, very ridiculous, to be honest and frank. And I think it was only prudent. It was the right step to take not to distribute particularly cash dividends. So the company is in a much more resilient place to be able to thrive and continue to face the challenges that we were facing in a more resilient way. So this year, as I explained, now inflation forecast is probably -- no analyst today is expecting recession, which was not the case a year ago. Inflation expectation is lower and hence, interest rate has been stable and expected to go down. And as a result, asset prices have gone up, including DSV. And when that happened, we were ready to transact with the funded collar. So we took advantage of the surge in the stock price of DSV and we locked our insurance policy and our funded collar at a very good rate. And as a result, we were able to get a cheaper loan to repay our relatively expensive commercial debt. So we are definitely today, in a much better position compared to last year. And as a result, the Board decided to distribute cash dividends. And as we have announced, there is an interim dividend distribution, which I think the record date of which will be 18th of April. And then for the full year financials, there is a cash dividend of additional 10 fils. So in total, they would be around 20 fils in total. And then I think we got into this in-kind dividends, which we fully understand this is probably the first time it happens and it's not common. But in essence, we are giving the shareholders their part of their company in the form of an in-kind dividends. And that part of the company is the international operation that has been put under Agility Global PLC, and that company is being listed in ADX. Now I know there has been lots of questions about putting at that price to this company. And unfortunately, no one would be able to answer that question until the listing date where the supply and demand dynamic in ADX will determine how much this company is worth. So our view as management is that today, this in particular part, the in-kind part, is not necessarily technically adding any value. We're not giving anything that the shareholders do not own today. It is not a transaction where we have acquired something or sold something. It is distribution of part of the company that the shareholders already have. So the question then becomes, why would you do this? I mean, if you note this in the first slide, the market cap and the value creation because we believe value creation for the shareholders is actually coming from 2 parts. Part is the price appreciation of the stock and the market cap increase, not just the per share price, of course, and the dividends, the cash dividends. I think -- if you look at historically, I think 20% to 25% of the value creation that we have generated, which is about 20x the value of the company at listing -- sorry, at privatization, 25% of that value is in cash, so we distributed cash dividends and then 75% to 80% is coming from market cap appreciation. But if you notice in the last year because of the legal situation, because of the perception that this is becoming a holding company, and it has many assets where the market is unable to assign clear value to each piece. And as a result, there is a discount to holding companies, we believe the best way to crystalize and unlock that value by showing how much this piece of the business is worse. And hence, any listing of such an asset will, over time, because of the supply and demand, the market will be able to assign a value. And hence, once that value is crystallized, the owners of the parent can easily now figure out what is the sum of the parts of their holding in Agility is worth. It's a bit technical. I know many of you understand that. But in essence, this step is meant to crystallize the value of the underlying assets that we have, the international assets that we have. And by doing so, we hope that the sum of the parts post listing far exceed the sum of the parts pre-listing. That's the hope. And that's -- we believe that is going to be the case, maybe not initially because there will be maybe supply and demand imbalances, there will be some volatility initially. But ultimately, the market will, as Buffet says, it's a weighing machine, and we believe the market will weigh that asset and assign the true value of such assets that is definitely discounted being part today of what is perceived as a holding company. So that's the intent and that's the thinking process behind that. So basically, the other key issue is that this in-kind distribution Agility Public Warehousing Company, which is the K.S.C.P. The parent company will have a controlling stake of 51% of Agility Global PLC. And as a result of that, Agility Global PLC, numbers will be consolidated to Agility Public Warehousing company. So yes, the equity of Agility Public Warehousing Company will be lower. The carrying value of agility, the 49% of Agility Global is KWD 800 million, and that is definitely going to be classified from equity to minority, but mind you, which is a very, very important point, the 49% is going to the existing shareholders. There is no external capital. There is no capital increase. There is no valuation whatsoever. Every single shareholder in Agility today will get the same exact treatment and share of Agility Global without any additional third-party money coming in, which means what which means we are -- yes, the equity is going down by KWD 800 million, which is the estimated carrying value today or that number would be clear at the time of distribution. So that is going from equity to minority. But who's the minority here, the minority is all the shareholders of Agility. So -- and I think that's the best way for us to make sure that there is fairness and we avoid any perception of valuation or mistreatment to anyone. So everyone is getting the same treatment. We are going to work with investment banks to make the company going forward, the global -- Agility Global PLC. There would be a road show. We will try to make clear the market and the analysts are -- do understand the value of Agility Global PLC. So when the listing happens, there should be a clear value crystallization for our shareholders. So there would be a road show, Agility Global PLC will also have its own dividend policy, and it is likely that Agility Global PLC will distribute dividends in 2024, but that dividend is subject to the approval of its Board and it's -- the regulatory approval. But it's [ likely ] Agility Global would have its own life. And the management is doing its best to make sure that this asset when it gets listed gets assigned its fair value, which should be reflected on Agility's K.S.C.P. shareholders. Maybe we did not mention that in our announcement, but we are working with several banks, international banks on this project, Morgan Stanley, Citi and [indiscernible] are involved in this. And I think we have the best advice that we can get for such a transaction. So I think rest assured that we are doing everything possible to make this a success. There might be some volatility initially because it's predominantly Kuwaiti shareholders trying to trade in ADX and Abu Dhabi, and we have also appointed [indiscernible] to help facilitate the opening of accounts and NIMs. And I think there could be some imbalances between supply and demand, and that supply and demand, hopefully, over time, will balance and the real value of the company through the education and through raising the awareness of Agility Global in ADX and beyond gets the right traction, which hopefully will get reflected on Agility K.S.C.P. shareholders. So -- I mean this presentation is available, so we can read through the different points. In terms of timing, the Board approval was March 27, the record date is April 18. That's the record date. So the last trading date is April 15. And then we expect the listing and the distribution of shares to take place on May 2. So that's -- these are the key dates concerning the in-kind dividends. I think with that, I'm done. This was a longer call than our usual call. I'll try to address questions and then conclude. Also, the IR team and myself will be ready to take any calls to answer any of your questions if need be over the next several weeks.

So there is a question about the equity and then the impact of in-kind over -- on the financial statement. Yes. So I think it's about how we will deal with that and the decrease. So I want to reiterate what I just mentioned about the in-kind. The accounting will be as such that KWD 800 million, that's an estimated amount will move from equity to minority interest. But again, mind you, the minority interest is the existing shareholders of Agility. There is no external capital coming here. There is no -- the company is not being sold to anyone. The company is being distributed to its owners. So technically, there isn't much. So today, if you are an Agility owner -- shareholder, you have one share of Agility. Tomorrow, we will have one share of Agility and one share for -- or actually 2 shares of Agility Global because the ratio is 2:1. So we will get that. And then the value of the 2 should be the same. We hope that post listing and over time, the market will understand better the value of Agility Global and hence, some of the 2 parts that you have over time will increase. So the step is meant to crystallize the value of Agility Global, which we believe is discounted today as it is under what is perceived as a holding structure. And by doing that, we hope that the value will increase. But technically, actually, if you hold the shares -- if you hold the share, the economic value that you are receiving today is not going to change. The market value might change over time, but the economic value in terms of profitability and everything would remain the same, okay? And from an Agility perspective, balance sheet, everything will be consolidated in Agility. Now there's a question about financing and all of that. As of today, there are certain arrangements between the parent company, Agility K.S.C.P. and the subsidiary, Agility Global on the financing, but the intent and the plan is once the transaction takes place and the listing takes place, each company will go and have its own financing structure based on the merits and the underlying profitability and assets of each structure. So there shouldn't be -- in the short term, there might be some dependencies, but longer term, that dependency should not exist. Okay? There is also a question about the KWD 150 million from the final decision about court I assume because it's not mentioned. I think we got the court decision, and now we are in the process of the execution and the implementation of it. And we believe after so long period of time and a lot of legal efforts, I think we are finally prevailing, and we are finally getting back our shareholder right from that. We believe we have been extremely unfairly treated and received, which has been proven through the legal actions we have taken. And I think finally, the court is seeing that. And now it's a material executing, and we believe we are able and capable of executing that decision. So but again, we cannot take any of that or P&L or anything at this point of time. As and when we execute and based on the amount collected, that gets reflected in our financial statement. Okay? So another question about what if Reem Mall is included in other associate GWC get segmented. So Reem Mall will be part of Agility Global which, again, I want to remind you that Agility Global will be consolidated ultimately because Agility K.S.C.P. owns 51%. So Reem Mall is part of Agility Global and the update on Reem Mall, I think today, we are at roughly 70% occupancy. The more I think is gaining momentum day by day, month by month. And again, it's a long-term investment. We believe, ultimately, it will work out. That's something that we believe will ultimately work on it, but it is a long and it's not an easy investment. Of course, today, the upbeat environment in the UAE and the improved economics and the lower, hopefully, interest rate. All these are positive factors that contribute to the success of the mall. But again, for us, as Agility, our investment is done through the convertible debt. We have the right to convert that debt based on certain criteria. We believe for now, it's compared to -- we're not consolidating the asset and we're not taking control of the assets, but I think for the best interest of Agility's shareholders. But I think over time, time will come where we convert and then consolidate the asset onto our financial statement. I addressed the question about the debt. The debt -- a big chunk of the debt is going to Agility Global. So that's factored because, as I said, it's structured along with the funded collar, which is in DSV, and DSV sits under Agility Global. So a big chunk of the debt is going to Agility Global. Agility K.S.C.P. will have some debt, but both debts will be refinanced. Both companies will refinanced in the next -- in the very near future. I mean, we don't intend to keep the current structure as is. It's also a very -- I think it has an extremely orderly spin, but I think there are [Technical Difficulty] that we need to deal with over the next year or so. And debt is one of those. I think there is -- so I think there is a finance cost paid for 2023 is quite significant versus 2022. So I assume you are -- because you are mentioning the finance costs paid, so you're looking at the cash flow and yes, that is attributable to the funded collar. So as I said, the interest from the funded collar gets paid in advance. Of course, if we close the collar -- the funded color earlier than its maturity, we pay only the pro rata portion of the interest so it's not gone. But the result of it is that you get a significant cash outflow, which I think is shown in the cash flow statement for the year-end 2023, and then we amortize that from an accounting perspective over the next 3 years or so, which is the period of the debt. Okay. So I think there is -- will there be a lockup? I don't think there is a lockup because, again, we are -- the company is a technical listing in ADX. And again, I want to remind you that the 49% is actually going to the existing shareholders. There is no money coming from outside. There is no third party. There is no external -- so it's absolutely balanced from a shareholder perspective, it's absolutely balanced and fair. All shareholders get the same exact treatment regardless of their [ size ]. So there is no lockup. I think all the shareholders will be free to trade the shares upon listing. And there is a question -- another part of the question about the purpose demand trading Agility Strategies Holding. I mean, don't read too much into the different legal entities because the legal entities are meant either for financing reasons or we segment some of the shares for DSV in certain buckets because of the funded collar. So Agility Strategies Holding, I think, was a subsidiary that we used to put some of the Agility -- the DSV shares in it that might not be related to the existing financing structure. So there is no -- I mean, there is no -- I think we're trying to be very transparent when it comes to any substantive subsidiary or anything. But we have so many subsidiaries as any other company, and we do that either for legal reasons or for financing reasons. So there is nothing behind operating strategies, Agility Strategies Holding. Yes. So the idea is that, again, all -- this is a question about our international operation of Agility will transfer to Agility Global Abu Dhabi or will there be some international assets held by Agility Kuwait. So most of the international operations are now held by Agility Global and Agility Global is helped by Agility Kuwait, 51% is owned by Agility Kuwait. And although we have done some reorganization, but that has been anyway the legal structure predominantly from the beginning. So nothing is changing. Agility Kuwait never owned this asset directly. It was always through international subsidiaries. So we just reorganized things in a way to allow Agility Global to be listed. And as I explained to unlock value for shareholders by improving visibility and by improving the understanding of Agility Global. And the hope here is that the sum of the 2 shares for Agility shareholders exceeds the sum of the 2 shares today for some of -- the value of the one share that you have today in Agility K.S.C.P. There is a question about split of debt. I think I explained that. When you say recognize the value of Agility [ Holdco ] from the listing on the ADX, do you mean the sum of the parts being Agility Global and DSV stake also with Agility Global on the military contracts in Kuwait or will there be under Kuwait? Okay. So I think these are like multiple questions. And so what I mean by recognize the value of Agility [ Holdco ] technically, and I'm sure all of you guys are financially savvy guys that today, the distributing part of the company to the shareholders is exactly the same. It doesn't in itself create any value. There is nothing incremental being added here. So technically, you own everything under one share. Now we will own everything, which is the same time under one share in K.S.C.P. and 2 shares in ADX and Agility Global. So technically, it's not going to -- if the market is so efficient and understand everything, it should be exactly the same. But since we believe that the international operation of Agility is misunderstood because it's part of what is perceived as a holding company and usually holding companies are traded at a discount. One way to unlock value for the shareholder is to take part of it, which we are doing, in this case, Agility Global, listing it, so this particular piece has a better visibility and better understanding and hence, the market can assign the higher value to it and that value, we believe, should be higher when it's independent and perceived as an independent, separate company, it will be higher than it is part of a basket of assets, which is Agility K.S.C.P. But since Agility K.S.C.P. is a 51% owner of that company and since Agility Global is being distributed to the same exact existing shareholders, the beneficiary of that split is the existing shareholders of Agility, for the shareholders as of the record date, which is April 18. So we are not -- there is no leak. There is no asset that is going for a value that is subjective or being assigned a higher or a lower value. We make sure that we do this in a very transparent way and in a very technical way that all the shareholders and their rights and their value is being protected. So our hope is that once this piece is crystallized and put in a different light, the value of that piece is higher and then accordingly, the value of the existing piece also is better appreciated. There is a question around if the stock will be -- like the stock price in the market will be adjusted post listing. I don't know how the market will -- the stock market will treat it. My understanding -- and this needs a validation from the regulators and the stock market, my understanding is this distribution will be treated the same way the cash distribution is treated. And accordingly, the market -- the stock price the following day will not be adjusted automatically. However, the market might decide otherwise, the supply and demand of the market might decide otherwise. So technically, it should be treated as a cash dividend. But the market might actually perceive that as now the part that is being traded in Kuwait is not the same. And since I, as a shareholder, have that part in Kuwait and another part in Abu Dhabi, the sum of the 2 should be the same, but the single stock in K.S.C.P. should maybe not be the same. But again, that's the supply and demand and the perception of the market and how people will perceive Agility Global PLC trading and what value it is being created at and accordingly, they can make the judgment if the stock price in Kuwait should be lower or not. So -- but that -- my understanding is not going to be an automatic adjustment from the market. And again, this is my personal view and based on what I got from our legal advisers, that this will be treated as the cash dividends and accordingly, the price will not be adjusted automatically. However, that needs to be confirmed and validated by the regulators and versa. And hence, it will be left to the market to decide what is the value of that piece in Kuwait today should work and hence the market price [ worth ]. Yes, I think I addressed the debt of Agility, the parent. Most of the debt is moving to Agility Global. So Agility Kuwait will have a portion of that, that is much, much smaller than the total debt. And so that part will remain in Agility Kuwait. But since the company will be consolidating everything optically, you will get the debt on the balance sheet. But Agility Kuwait will not probably be responsible for the majority of the debt that it has today. Because the debt, as I said and explained, is related to the funded collar, and that funded collar sits under Agility Global, and Agility Global today will have its own financing arrangement. Going forward, post listing, both companies will reach out to our banking group, which has been extremely helpful over the past several years and also particularly understanding this transaction, we reach out to the group of banks and then work on specific financing for Agility Global and specific financing for Agility Kuwait. I think I have answered most of the questions. Again, if I missed anything or you have further questions, you can always reach out to our IR, myself and the IR team will be more than happy to engage with you, answer any questions. I know there has been a lot of speculation, lot of confusion. That's not due to lack of communication. I think it's because this transaction is new, it's unique. It didn't -- we don't have any precedent before. So I think everybody is trying to get their head around it and make sure they understand not the transaction itself because I think the transaction is well understood, but the impact of the transaction on the existing share. I hope I have explained as much as I can with the available information I have today, how this will impact because end of the day, the ultimate test is going to be 6 months or 1 year from now when Agility Global is listed. We have done the work with the analysts, with the investment community and the market is able to put a fair price to Agility Global, and that surprise, we hope and we believe it should be higher than what it is today. And then hopefully, over time, the market will have a better appreciation of the combined value of Agility today and assign the fair value for the combined entity. So again, we will try to address any questions and explain anything. The thing that we cannot answer is what would be the price of listing because that will depend on the supply and demand. Also, supply and demand will take time to pick up because it's mainly great investors who -- I mean 90% of our shareholders today are great investors. So we have maybe 10% or so non-Kuwaiti and that is being listed in ADX and ADX will take time for the demand to pick up and also for the supply to be available. So accordingly, hopefully, the amount of volatility and the length of the time it takes to settle on a good price is a -- fair price, not a good price, fair price is as short as possible. And the management is doing everything possible with its advisers to tackle this and make sure we have a successful listing. And again, I want to finally put this in the context of the first couple of slides I shared with you, this is a journey of value creation for our shareholders. This is not a tactical move. This is not very active move. This is part of our story. And I think that's why I wanted to share that long 27-year story with you to understand how the management behaved and the amount of value creation that has been created. And that step is just an additional step in that journey of value creation. With that, I think I have concluded my presentation and addressed more to the questions. And as I said, we'll be more than happy to address any further questions you might have.

This concludes today's call. Thank you for joining. You may now disconnect your lines.