| Share capital |
9Share capital a. Share capital: In 2023, the Group restructured its authorized shares and issued ordinary shares as detailed below: | (a) | The number of ordinary shares which the Group is authorized to issue has been decreased to 20,000,000 ordinary shares by the consolidation of every 25 ordinary shares of US$0.0001 par value each currently in issue into 1 ordinary share of US$0.0025 par value each; and |
| (b) | the issued ordinary shares have been combined into a small number of shares, resulting in every 25 issued ordinary share being combined into 1 ordinary share with a par value of US$0.0025 each. |
Following the restructuring, the Group is authorized to issue 20,000,000 ordinary shares and 55,000,000 preference shares. The restructuring was approved on 4 January 2023 and became effective on 25 January 2023. 9Share capital (Continued) a. Share capital: (Continued) The below table sets out the Group’s share structure during the period ended 30 June 2025 and the year ended 31 December 2024: | | | | | | | | | | | At 30 June 2025 | | At 31 December 2024 | | | Authorized | | Issued | | Authorized | | Issued | Class A ordinary shares | | 20,000,000 | | 9,964,344 | | 20,000,000 | | 9,898,516 | Preferred shares | | 55,000,000 | | — | | 55,000,000 | | — | | | 75,000,000 | | 9,964,344 | | 75,000,000 | | 9,898,516 |
| | | | | | | | | | | At 30 June 2025 | | At 31 December 2024 | | | Number | | Share | | Number | | Share | | | of shares | | capital | | of shares | | capital | Issuance of shares in the normal course of business | | 5,191,300 | | 12,978 | | 5,125,472 | | 12,812 | Issuance of shares to Swvl Inc. shareholders | | 3,411,410 | | 8,529 | | 3,411,410 | | 8,529 | Issuance of shares to SPAC shareholders | | 557,960 | | 1,395 | | 557,960 | | 1,395 | Conversion of convertible notes | | 645,018 | | 1,613 | | 645,018 | | 1,613 | Issuance of shares to PIPE investors | | 158,656 | | 397 | | 158,656 | | 397 | Other shares | | — | | — | | — | | 0 | | | 9,964,344 | | 24,912 | | 9,898,516 | | 24,746 |
b. Share premium: | | | | | At 30 June 2025 | | | Share Premium | Issuance of shares to shareholders | | 88,873,188 | Conversion of convertible notes | | 145,952,505 | Issuance of share to PIPE investors | | 39,663,603 | Recapitalization costs | | 121,077,329 | Other shares issued during the period | | — | | | 395,566,625 | Less: | | | Costs attributable to the issuance of shares in connection with the business combination | | (8,467,766) | Fair value of earnout shares | | (75,550,455) | | | 311,548,404 | Issuance of shares in the normal course of business | | 42,630,923 | | | 354,179,327 |
| | | | | At 31 December 2024 | | | Share Premium | Issuance of shares to shareholders | | 88,873,188 | Conversion of convertible notes | | 145,952,505 | Issuance of share to PIPE investors | | 39,663,603 | Recapitalization costs | | 121,077,329 | | | 395,566,625 | Less: | | | Costs attributable to the issuance of shares in connection with the business combination | | (8,467,766) | Fair value of earnout shares | | (75,550,455) | | | 311,548,404 | Issuance of shares in the normal course of business | | 42,335,364 | | | 353,883,768 |
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