Washington, D.C. 20549
Indicate by check mark whether the registrant files
or will file annual reports under cover Form 20-F or Form 40-F.
Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
AENZA S.A.A. |
|
|
|
|
By: |
/s/ FREDY CHALCO |
|
Name: |
Fredy Chalco Aguilar |
|
Title: |
VP of Corporate Finance |
|
Date: |
March 1, 2023 |
|
AENZA S.A.A. AND SUBSIDIARIES
CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2021 AND DECEMBER 31, 2022
(UNAUDITED)
(Free
translation from the original in Spanish)
AENZA S.A.A. AND SUBSIDIARIES
CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2021 AND DECEMBER 31, 2022
(UNAUDITED)
US$ | = |
United States dollar |
AENZA S.A.A. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(All amounts are expressed in thousands of S/ unless otherwise stated)
| |
| |
As of December 31, | |
| |
Note | |
2021 | | |
2022 | |
ASSETS | |
| |
| | |
| |
Current assets | |
| |
| | |
| |
Cash and cash equivalents | |
8 | |
| 957,178 | | |
| 917,554 | |
Trade accounts receivable, net | |
9 | |
| 590,280 | | |
| 1,083,816 | |
Work in progress | |
10 | |
| 309,063 | | |
| - | |
Accounts receivable from related parties | |
11 | |
| 20,817 | | |
| 27,744 | |
Other accounts receivable | |
12 | |
| 487,058 | | |
| 402,741 | |
Inventories, net | |
| |
| 488,326 | | |
| 367,255 | |
Prepaid expenses | |
| |
| 32,142 | | |
| 28,098 | |
Total current assets | |
| |
| 2,884,864 | | |
| 2,827,208 | |
| |
| |
| | | |
| | |
Non-current assets | |
| |
| | | |
| | |
Trade accounts receivable, net | |
9 | |
| 683,306 | | |
| 717,136 | |
Accounts receivable from related parties | |
11 | |
| 643,897 | | |
| 542,392 | |
Prepaid expenses | |
| |
| 23,607 | | |
| 17,293 | |
Other accounts receivable | |
12 | |
| 201,360 | | |
| 285,730 | |
Inventories, net | |
| |
| - | | |
| 65,553 | |
Investments in associates and joint ventures | |
13 | |
| 31,173 | | |
| 14,917 | |
Investment property | |
14 | |
| 63,011 | | |
| 60,417 | |
Property, plant and equipment, net | |
14 | |
| 303,170 | | |
| 285,972 | |
Intangible assets, net | |
14 | |
| 743,391 | | |
| 787,336 | |
Right-of-use assets, net | |
14 | |
| 47,717 | | |
| 50,207 | |
Deferred tax asset | |
| |
| 275,076 | | |
| 292,654 | |
Total non-current assets | |
| |
| 3,015,708 | | |
| 3,119,607 | |
| |
| |
| | | |
| | |
Total assets | |
| |
| 5,900,572 | | |
| 5,946,815 | |
| |
| |
| | | |
| | |
LIABILITIES AND EQUITY | |
| |
| | | |
| | |
| |
| |
| | | |
| | |
Current liabilities | |
| |
| | | |
| | |
Borrowings | |
15 | |
| 241,340 | | |
| 574,262 | |
Bonds | |
16 | |
| 69,838 | | |
| 77,100 | |
Trade accounts payable | |
17 | |
| 980,767 | | |
| 1,035,291 | |
Accounts payable to related parties | |
11 | |
| 51,004 | | |
| 53,444 | |
Current income tax | |
| |
| 94,958 | | |
| 69,575 | |
Other accounts payable | |
18 | |
| 754,981 | | |
| 720,010 | |
Other provisions | |
19 | |
| 154,829 | | |
| 131,729 | |
Total current liabilities | |
| |
| 2,347,717 | | |
| 2,661,411 | |
| |
| |
| | | |
| | |
Non-current liabilities | |
| |
| | | |
| | |
Borrowings | |
15 | |
| 338,560 | | |
| 305,631 | |
Bonds | |
16 | |
| 1,191,084 | | |
| 792,813 | |
Other accounts payable | |
18 | |
| 92,369 | | |
| 102,317 | |
Accounts payable to related parties | |
11 | |
| 50,712 | | |
| 27,293 | |
Other provisions | |
19 | |
| 329,497 | | |
| 570,224 | |
Deferred tax liability | |
| |
| 97,367 | | |
| 128,308 | |
Total non-current liabilities | |
| |
| 2,099,589 | | |
| 1,926,586 | |
Total liabilities | |
| |
| 4,447,306 | | |
| 4,587,997 | |
| |
| |
| | | |
| | |
Equity | |
20 | |
| | | |
| | |
Capital | |
| |
| 871,918 | | |
| 1,196,980 | |
Legal reserve | |
| |
| 132,011 | | |
| 132,011 | |
Voluntary reserve | |
| |
| 29,974 | | |
| 29,974 | |
Share Premium | |
| |
| 1,131,574 | | |
| 1,142,092 | |
Other reserves | |
| |
| (135,947 | ) | |
| (95,036 | ) |
Retained earnings | |
| |
| (829,714 | ) | |
| (1,336,542 | ) |
Equity attributable to controlling interest in the Company | |
| |
| 1,199,816 | | |
| 1,069,479 | |
Non-controlling interest | |
| |
| 253,450 | | |
| 289,339 | |
Total equity | |
| |
| 1,453,266 | | |
| 1,358,818 | |
Total liabilities and equity | |
| |
| 5,900,572 | | |
| 5,946,815 | |
The accompanying notes on pages 6 to 42 are an
integral part of the consolidated financial statements.
AENZA S.A.A. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF INCOME
(All amounts are expressed in thousands of S/ unless otherwise
stated)
| |
| |
For the year ended | |
| |
| |
December 31, | |
| |
Note | |
2021 | | |
2022 | |
| |
| |
| | |
| |
| |
| |
| | |
| |
Revenues from construction activities | |
| |
| 2,272,561 | | |
| 2,433,775 | |
Revenues from services provided | |
| |
| 1,094,439 | | |
| 1,104,900 | |
Revenue from real estate and sale of goods | |
| |
| 579,482 | | |
| 849,157 | |
| |
| |
| 3,946,482 | | |
| 4,387,832 | |
| |
| |
| | | |
| | |
Cost of construction activities | |
| |
| (2,178,648 | ) | |
| (2,465,428 | ) |
Cost of services provided | |
| |
| (918,212 | ) | |
| (928,473 | ) |
Cost of real estate and sale of goods | |
| |
| (454,484 | ) | |
| (543,788 | ) |
| |
21 | |
| (3,551,344 | ) | |
| (3,937,689 | ) |
Gross profit | |
| |
| 395,138 | | |
| 450,143 | |
| |
| |
| | | |
| | |
Administrative expenses | |
21 | |
| (179,613 | ) | |
| (162,598 | ) |
Other income and expenses | |
22 | |
| (4,477 | ) | |
| (287,715 | ) |
Operating profit (loss) | |
| |
| 211,048 | | |
| (170 | ) |
| |
| |
| | | |
| | |
Financial expenses | |
23 | |
| (262,574 | ) | |
| (254,249 | ) |
Financial income | |
23 | |
| 5,773 | | |
| 25,854 | |
Share of the profit or loss of associates and joint ventures accounted for using the equity method | |
13 | |
| (861 | ) | |
| 1,907 | |
Loss before income tax | |
| |
| (46,614 | ) | |
| (226,658 | ) |
Income tax expense | |
| |
| (43,700 | ) | |
| (129,869 | ) |
Loss from continuing operations | |
| |
| (90,314 | ) | |
| (356,527 | ) |
Loss from discontinued operation, net of tax | |
| |
| (26,774 | ) | |
| - | |
Loss for the year | |
| |
| (117,088 | ) | |
| (356,527 | ) |
| |
| |
| | | |
| | |
(Loss) profit attributable to: | |
| |
| | | |
| | |
Owners of the Company | |
| |
| (153,210 | ) | |
| (455,244 | ) |
Non-controlling interest | |
| |
| 36,122 | | |
| 98,717 | |
| |
| |
| (117,088 | ) | |
| (356,527 | ) |
| |
| |
| | | |
| | |
Loss per share attributable to owners of the Company during the year | |
26 | |
| (0.176 | ) | |
| (0.398 | ) |
| |
| |
| | | |
| | |
Loss per share from continuing operations attributable to owners of the Company
during the year | |
26 | |
| (0.145 | ) | |
| (0.398 | ) |
The accompanying notes on pages 6 to 42 are an
integral part of the consolidated financial statements.
AENZA S.A.A. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(All amounts are expressed in thousands of S/ unless otherwise stated)
| |
For the year ended | |
| |
December 31, | |
| |
2021 | | |
2022 | |
| |
| | |
| |
Loss for the year | |
| (117,088 | ) | |
| (356,527 | ) |
Other comprehensive income: | |
| | | |
| | |
Items that may be subsequently reclassified to profit or loss | |
| | | |
| | |
Other comprehensive income recycled | |
| - | | |
| (7,460 | ) |
Foreign currency translation adjustment, net of tax | |
| (5,987 | ) | |
| (23,613 | ) |
Exchange difference from net investment in a foreign operation, net of tax | |
| (428 | ) | |
| (289 | ) |
Other comprehensive income for the year, net of tax | |
| (6,415 | ) | |
| (31,362 | ) |
Total comprehensive income for the year | |
| (123,503 | ) | |
| (387,889 | ) |
| |
| | | |
| | |
Comprehensive income attributable to: | |
| | | |
| | |
Owners of the Company | |
| (159,592 | ) | |
| (486,483 | ) |
Non-controlling interest | |
| 36,089 | | |
| 98,594 | |
| |
| (123,503 | ) | |
| (387,889 | ) |
| |
| | | |
| | |
Comprehensive income for the year attributable to owners of the Company: | |
| | | |
| | |
Continuing operations | |
| (132,818 | ) | |
| (486,483 | ) |
Discontinued operations | |
| (26,774 | ) | |
| - | |
| |
| (159,592 | ) | |
| (486,483 | ) |
The accompanying notes on pages 6 to 42 are an
integral part of the consolidated financial statements.
AENZA S.A.A. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED DECEMBER 31, 2021 AND 2022
(All amounts are expressed in thousands of S/ unless otherwise
stated)
| |
Attributable to the controlling interests of the Company | | |
| | |
| |
| |
Number | | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| |
of shares | | |
| | |
Legal | | |
Voluntary | | |
Share | | |
Other | | |
Retained | | |
| | |
Non-controlling | | |
| |
| |
In thousands | | |
Capital | | |
reserve | | |
reserve | | |
premium | | |
reserves | | |
earnings | | |
Total | | |
interest | | |
Total | |
| |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Balances as of January 1, 2021 | |
| 871,918 | | |
| 871,918 | | |
| 132,011 | | |
| 29,974 | | |
| 1,131,574 | | |
| (169,234 | ) | |
| (728,637 | ) | |
| 1,267,606 | | |
| 327,690 | | |
| 1,595,296 | |
(Loss) profit for the year | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (153,210 | ) | |
| (153,210 | ) | |
| 36,122 | | |
| (117,088 | ) |
Foreign currency translation adjustment | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (5,957 | ) | |
| - | | |
| (5,957 | ) | |
| (30 | ) | |
| (5,987 | ) |
Exchange difference from net investment in a foreign operation | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (425 | ) | |
| - | | |
| (425 | ) | |
| (3 | ) | |
| (428 | ) |
Comprehensive income of the year | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (6,382 | ) | |
| (153,210 | ) | |
| (159,592 | ) | |
| 36,089 | | |
| (123,503 | ) |
Transactions with shareholders: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
- Dividend distribution | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (42,974 | ) | |
| (42,974 | ) |
- Acquisition of (profit distribution to) non-controlling interests, net | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (27,104 | ) | |
| (27,104 | ) |
- Additional acquisition of non-controlling | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 39,669 | | |
| - | | |
| 39,669 | | |
| (39,669 | ) | |
| - | |
- Deconsolidation Adexus S.A. | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 52,133 | | |
| 52,133 | | |
| - | | |
| 52,133 | |
- Dilution of non-controlling shareholders | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (582 | ) | |
| (582 | ) |
Total transactions with shareholders | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 39,669 | | |
| 52,133 | | |
| 91,802 | | |
| (110,329 | ) | |
| (18,527 | ) |
Balances as of December 31, 2021 | |
| 871,918 | | |
| 871,918 | | |
| 132,011 | | |
| 29,974 | | |
| 1,131,574 | | |
| (135,947 | ) | |
| (829,714 | ) | |
| 1,199,816 | | |
| 253,450 | | |
| 1,453,266 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Balances as of January 1, 2022 | |
| 871,918 | | |
| 871,918 | | |
| 132,011 | | |
| 29,974 | | |
| 1,131,574 | | |
| (135,947 | ) | |
| (829,714 | ) | |
| 1,199,816 | | |
| 253,450 | | |
| 1,453,266 | |
(Loss) profit for the period | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (455,244 | ) | |
| (455,244 | ) | |
| 98,717 | | |
| (356,527 | ) |
Foreign currency translation adjustment | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (23,492 | ) | |
| - | | |
| (23,492 | ) | |
| (121 | ) | |
| (23,613 | ) |
Other comprehensive income recycled | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (7,460 | ) | |
| - | | |
| (7,460 | ) | |
| - | | |
| (7,460 | ) |
Exchange difference from net investment in a foreign operation | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (287 | ) | |
| - | | |
| (287 | ) | |
| (2 | ) | |
| (289 | ) |
Comprehensive income of the period | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (31,239 | ) | |
| (455,244 | ) | |
| (486,483 | ) | |
| 98,594 | | |
| (387,889 | ) |
Transactions with shareholders: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
- Dividend distribution | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (19,847 | ) | |
| (19,847 | ) |
- Acquisition of (profit distribution to) non-controlling interests, net | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (36,879 | ) | |
| (36,879 | ) |
- Reclasification of PUT option Morelco | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 72,150 | | |
| (72,150 | ) | |
| - | | |
| - | | |
| - | |
- Capital increase | |
| 325,062 | | |
| 325,062 | | |
| - | | |
| - | | |
| 10,518 | | |
| - | | |
| - | | |
| 335,580 | | |
| - | | |
| 335,580 | |
- Dilution of non-controlling shareholders | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 2,598 | | |
| 2,598 | | |
| (6,152 | ) | |
| (3,554 | ) |
- Prior year adjustments | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 17,968 | | |
| 17,968 | | |
| 173 | | |
| 18,141 | |
Total transactions with shareholders | |
| 325,062 | | |
| 325,062 | | |
| - | | |
| - | | |
| 10,518 | | |
| 72,150 | | |
| (51,584 | ) | |
| 356,146 | | |
| (62,705 | ) | |
| 293,441 | |
Balances as of December 31, 2022 | |
| 1,196,980 | | |
| 1,196,980 | | |
| 132,011 | | |
| 29,974 | | |
| 1,142,092 | | |
| (95,036 | ) | |
| (1,336,542 | ) | |
| 1,069,479 | | |
| 289,339 | | |
| 1,358,818 | |
The accompanying notes on
pages 6 to 42 are an integral part of the consolidated financial statements.
AENZA S.A.A. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(All amounts are expressed in thousands of S/ unless otherwise
stated)
| |
| |
For the year ended | |
| |
| |
December 31, | |
| |
Note | |
2021 | | |
2022 | |
| |
| |
| | |
| |
OPERATING ACTIVITIES | |
| |
| | |
| |
Loss before income tax | |
| |
| (78,350 | ) | |
| (226,658 | ) |
Adjustments to profit not affecting cash flows from | |
| |
| | | |
| | |
operating activities: | |
| |
| | | |
| | |
Depreciation | |
14 a) | |
| 98,795 | | |
| 74,988 | |
Amortization of intangible assets | |
14 b) | |
| 106,512 | | |
| 102,035 | |
Impairment of inventories | |
| |
| 2,984 | | |
| 1,437 | |
Impairment of accounts receivable and other accounts receivable | |
| |
| 29,389 | | |
| 182,288 | |
Reversal of impairment of inventories | |
| |
| - | | |
| (3,409 | ) |
Debt condonation | |
| |
| - | | |
| (6,858 | ) |
Impairment of property, plant and equipment | |
| |
| 8,088 | | |
| 8,200 | |
Impairment of intangible assets | |
| |
| - | | |
| 2,530 | |
Other comprehensive income recycled | |
| |
| - | | |
| (7,460 | ) |
Decrease due to renegotiation of PUT Morelco | |
| |
| - | | |
| (3,706 | ) |
Other provisions | |
| |
| 62,246 | | |
| 299,058 | |
Renegotiation of liability for acquisition of non-controlling Morelco | |
| |
| (70,322 | ) | |
| - | |
Financial expense,net | |
| |
| 222,453 | | |
| 158,485 | |
Impairment of investment | |
| |
| - | | |
| 14,804 | |
Share of the profit and loss of associates and joint ventures accounted for using the equity method | |
13 | |
| 861 | | |
| (1,907 | ) |
Reversal of provisions | |
| |
| (13,027 | ) | |
| (15,935 | ) |
Disposal (reversal) of assets | |
| |
| 2,410 | | |
| 3,490 | |
Loss (profit) on sale of property, plant and equipment | |
| |
| (3,937 | ) | |
| (3,889 | ) |
Loss on remeasurement of accounts receivable | |
| |
| 106,613 | | |
| 81,130 | |
Net variations in assets and liabilities: | |
| |
| | | |
| | |
Trade accounts receivable and working in progress | |
| |
| (82,527 | ) | |
| (317,316 | ) |
Other accounts receivable | |
| |
| 41,626 | | |
| (154,014 | ) |
Other accounts receivable from related parties | |
| |
| (57,258 | ) | |
| 22,573 | |
Inventories | |
| |
| 59,201 | | |
| 58,427 | |
Pre-paid expenses and other assets | |
| |
| (11,681 | ) | |
| 33,174 | |
Trade accounts payable | |
| |
| (55,131 | ) | |
| 130,817 | |
Other accounts payable | |
| |
| 72,991 | | |
| (71,716 | ) |
Other accounts payable to related parties | |
| |
| 7,703 | | |
| (10,192 | ) |
Other provisions | |
| |
| (27,964 | ) | |
| (41,000 | ) |
Interest paid | |
| |
| (146,369 | ) | |
| (144,236 | ) |
Payments for purchases of intangibles - Concessions | |
| |
| (5,157 | ) | |
| - | |
Income tax paid | |
| |
| (75,641 | ) | |
| (124,047 | ) |
Net cash provided by operating activities | |
| |
| 194,508 | | |
| 41,093 | |
| |
| |
| | | |
| | |
INVESTING ACTIVITIES | |
| |
| | | |
| | |
Proceeds from sale of property, plant and equipment | |
| |
| 9,162 | | |
| 11,274 | |
Interest received | |
| |
| 2,474 | | |
| 12,894 | |
Dividends received | |
| |
| 3,445 | | |
| 380 | |
Acquisition of investment property | |
| |
| (152 | ) | |
| (52 | ) |
Acquisition of intangible assets | |
| |
| (53,808 | ) | |
| (165,157 | ) |
Loss of deconsolidation of investment | |
| |
| (11,223 | ) | |
| - | |
Acquisition of property, plant and equipment | |
| |
| (38,087 | ) | |
| (64,626 | ) |
Net cash applied to investing activities | |
| |
| (88,189 | ) | |
| (205,287 | ) |
| |
| |
| | | |
| | |
FINANCING ACTIVITIES | |
| |
| | | |
| | |
Borrowing received | |
| |
| 281,079 | | |
| 492,961 | |
Bonds issued | |
| |
| 357,424 | | |
| - | |
Borrowing paid | |
| |
| (548,360 | ) | |
| (224,979 | ) |
Amortization of bonds issued | |
| |
| (48,858 | ) | |
| (56,745 | ) |
Transaction costs related to loans and borrowings | |
| |
| (5,681 | ) | |
| (13,736 | ) |
Dividends paid to non-controlling interest | |
| |
| (25,693 | ) | |
| (34,477 | ) |
Cash received (return of contributions) from non-controlling shareholders | |
| |
| (27,104 | ) | |
| (36,879 | ) |
Acquisition or sale of interest in a subsidiary of non-controlling shareholders | |
| |
| (33,232 | ) | |
| - | |
Net cash (applied to) provided by financing activities | |
| |
| (50,425 | ) | |
| 126,145 | |
Net increase in cash | |
| |
| 55,894 | | |
| (38,049 | ) |
Exchange difference | |
| |
| 1,116 | | |
| (1,575 | ) |
Cash and cash equivalents at the beginning of the year | |
| |
| 900,168 | | |
| 957,178 | |
Cash and cash equivalents at the end of the year | |
8 | |
| 957,178 | | |
| 917,554 | |
| |
| |
| | | |
| | |
NON-CASH TRANSACTIONS: | |
| |
| | | |
| | |
Capitalization of interests | |
| |
| 1,244 | | |
| 937 | |
Acquisition of assets through finance leases | |
| |
| 104 | | |
| 70 | |
Dividends declared to non-controlling interest | |
| |
| 17,281 | | |
| 17,969 | |
Acquisition of right-of-use assets | |
| |
| 7,988 | | |
| 18,829 | |
Capitalization of convertible bonds | |
| |
| - | | |
| 335,580 | |
The accompanying notes on pages 6 to 42 are an
integral part of the consolidated financial statements.
AENZA S.A.A. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS AT DECEMBER 31, 2021 AND DECEMBER 31, 2022 (UNAUDITED)
| a) | Company’s incorporation and operations |
AENZA S.A.A., (hereinafter the “Company”
or “AENZA”) is the parent Company of the AENZA Corporation which comprise the Company and its subsidiaries (hereinafter, the
“Corporation”) and is mainly engaged in holding investments in its subsidiaries. Additionally, the Company provides services
of strategic and functional advice and office leases space to the Corporation companies.
The Corporation is a conglomerate of companies
with operations including different business activities, the most significant are engineering and construction, energy, infrastructure
(public concession ownership and operation) and real estate businesses. See details of operating segments in Note 7.
| b) | Authorization for the issue of the financial statements |
The consolidated financial statements for the
year ended December 31, 2022, have been prepared and issued with authorization of Management and the Board of Directors on March 1, 2023
and will be submitted for the consideration and approval of the General Shareholders’ Meeting to be held within the term established by
law. In Management’s opinion, the financial statements as of December 31, 2022 will be approved without modifications.
The consolidated financial statements for the
year ended December 31, 2021, were prepared and issued with authorization of Management and the Board of Directors on March 4, 2022 and
were approved on the General Shareholders’ Meeting held on March 31, 2022.
| c) | Collaboration and Benefits Agreement – “The Agreement” |
On September 15, 2022, the Collaboration and Benefits
Agreement (the “Agreement” hereinafter) was signed by the Public Ministry, the Ad Hoc Public Attorney’s Office and the
Company. Through this document, AENZA accepts it was utilized by certain former executives to commit illicit acts until 2016, and commits
to pay a civil penalty to the Peruvian State of S/488.9 million (S/333.3 million and US$40.7 million) under the scope of application of
the Law No. 30737 implementing regulation.
Pursuant to the Agreement signed the payment will
be made within a term of 12 years, under a legal interest rate in Soles and US Dollars (3.03% and 1.15% effective interest annual rate
as of December 31, 2022, respectively); in addition, the Company compromise to establish a package of guarantees after court’s approval
i) a trust that includes shares issued by a subsidiary of AENZA; ii) a real state asset and iii) a guaranty account with funds equivalent
to the annual fees corresponding to the following year. Among other conditions, the Agreement includes a restriction for Aenza and the
subsidiaries Cumbra Peru S.A., and Unna Transporte S.A.C. to participate in public construction and road maintenance contracts with the
Peruvian State for two (2) years, counted from the court approval. The other companies of the Corporation are not subject to any impediment
or prohibition to contract with the Peruvian State. As of December 31, 2022, the Company registered the full amount of the liability associated
with the Agreement for S/488.9 million (see, Note 19-a).
As of December 31, 2022, issuance date of the
condensed interim consolidated financial statements, in opinion of Corporate Management and its legal advisors, the civil penalty covers
the total contingency to which the Company is exposed as a consequence of the investigations revealed in notes to the consolidated financial
statements since year 2017. Nevertheless, the Agreement is subject to court approval and its terms and conditions are subject to confidentiality
provisions in such agreement.
The Agreement includes a reserve clause to readjust
the amount of civil damages determined with respect to three projects, as well as the payment schedule resulting from such readjustment.
This clause is to be implemented, before the approval of the agreement, or within a maximum sixty (60) days term from the date of this
agreement. The Company’s Management estimates that if this reserve is to be applied, the provision for civil damages could increase up
to 5%.
| d) | Investigation and administrative proceeding initiated by INDECOPI
in connection with the labor contracting market |
On February 7, 2022, Cumbra Perú S.A. (formerly
“GyM”) and Unna Transporte S.A.C. (formerly Concar) were notified with Resolution N° 038-2021/DLC-INDECOPI, whereby the
Commission for the Defense of Free Competition of INDECOPI resolved to initiate an administrative sanctioning procedure regarding the
alleged conduct of a horizontal collusive practice in the modality of concerted sharing of suppliers in the market for hiring workers
in the construction sector at the national level between the years 2011 and 2017.
On April 7, 2022, Cumbra Peru S.A.
and Unna Transporte S.A.C. submitted a proposal for a cease and desist commitment for the early termination of the administrative
sanctioning procedure, in which (i) they acknowledged the imputed conduct, (ii) they committed to maintain in the years 2022, 2023
and 2024 a program of compliance with free competition rules, and (iii) they agreed to pay a compensation amounting to S/2,696.8
thousands in two installments (one after 60 days and the second after 12 months). By Resolution No. 054-2022/CLC-INDECOPI of August
19, 2022, the Commission for the Defense of Free Competition of INDECOPI approved the proposed cease and desist commitment and
concluded the sanctioning procedure.
| e) | New measures for the State of Emergency due to COVID-19 |
Through Supreme Decree No. 044-2020-PCM dated
March 15, 2020, a State of National Emergency was declared in Peru due to the outbreak of the coronavirus (COVID-19) in the country. Since
COVID-19 has been classified as a pandemic by the World Health Organization as it has spread to more than one hundred countries simultaneously,
the Peruvian State took as a measure a period of mandatory social immobilization until June 30, 2020.
Subsequently, Supreme Decrees were issued extending
the state of emergency, the last extension in 2020 was through Supreme Decree N° 184-2020-PCM, which extended the State of National
Emergency for a period of 31 calendar days ending on December 31, 2020. During 2021 and 2022, Supreme Decrees continued to be issued extending
the state of emergency, thus Supreme Decree N° 015-2022 extended the state of emergency until February 25, 2023.
The Corporation has adopted all measures deemed
necessary and appropriate for operational continuity, ensuring the safety and health protection of its employees and customers in accordance
with the measures ordered by the competent authorities for the control of COVID-19.
The condensed interim consolidated financial statements
for the year ended as of December 31, 2022 have been prepared in accordance with IAS 34 “Interim Financial Reporting”. The condensed
interim consolidated financial statements provide comparative information regarding prior year; however, they do not include all the information
and disclosures required in the annual consolidated financial statements, so they must be read together with the audited consolidated
financial statements for the year ended as of December 31, 2021, which have been prepared in accordance with International Standards of
Financial Information (hereinafter “IFRS”).
The condensed interim consolidated financial statements
are presented in thousands of Peruvian Soles, unless otherwise stated.
| 3. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
The accounting policies used in the preparation
of these condensed interim consolidated financial statements are consistent with those applied in the preparation of the consolidated
financial statements as of December 31, 2021.
| 3.1. | Standards, amendments, and interpretation adopted by the
Group |
Standards, amendments and interpretation that
have entered in force as of January 1, 2022, have not had impact on the condensed interim consolidated financial statements as of December
31, 2022, and for this reason they have not been disclosed. The Corporation has not adopted in advance any amendment and modification
that are not yet effective.
| 4. | FINANCIAL RISK MANAGEMENT |
Financial risk management is carried out by Corporation’s
Management which oversees risks in specific areas, such as foreign exchange rate risk, price risk, cash flow and fair value interest rate
risk, credit risk, the use of derivative and non-derivative financial instruments and the investment of liquidity in excess, which is
supervised and monitored on periodic bases.
| 4.1 | Financial risk factors |
Corporation’s activities are exposed to
a variety of financial risks: market risk (including foreign exchange risk, price risk, fair value interest rate risk and cash flow interest
rate risk), credit risk and liquidity risk. The Corporation’s overall risk management program focuses on the unpredictability of
financial markets and seeks to minimize potential adverse effects on the Corporation’s financial performance.
Corporation is exposed to exchange
rate risk as a result of the transactions carried out locally in foreign currency and due to its operations abroad. As of December 31,
2021 and 2022, this exposure is mainly concentrated in fluctuations of Peruvian soles, Chilean and Colombian Pesos compared to U.S. dollar.
The balances of financial assets and
liabilities denominated in foreign currencies correspond to balances in U.S. dollars, which are expressed at the published bid and ask
exchange rate updated as of the report date, according to the type of currency:
| |
As of | | |
As of | |
| |
December 31, | | |
December 31, | |
| |
2021 | | |
2022 | |
| |
| | |
| |
Soles (a) | |
| 3.998 | | |
| 3.820 | |
Chilean Pesos (b) | |
| 844.69 | | |
| 855.86 | |
Colombian Pesos (c) | |
| 3,981.16 | | |
| 4,810.20 | |
| (a) | Soles published by the Superintendencia de Bancos, Seguros y
Administradoras de Fondos de Pensiones (“SBS” by its acronym in Spanish). |
| (b) | Chilean pesos published by the Banco Central de Chile. |
| (c) | Colombian pesos published by Banco de la Republica de Colombia. |
The consolidated statement of financial
position as of December 31, includes the following:
| |
2021 | | |
2022 | |
| |
USD(000) | | |
USD(000) | |
| |
| | |
| |
Assets | |
| 519,448 | | |
| 539,249 | |
Liabilities | |
| 512,947 | | |
| 541,589 | |
For the year ended as of December 31,
2021 and 2022, the Corporation’s exchange gains and losses for the Peruvian Sol, the Chilean and Colombian Pesos exposure against
the U.S. dollar were:
| |
2021 | | |
2022 | |
| |
| | |
| |
Gain | |
| 383,199 | | |
| 449,864 | |
Loss | |
| (430,410 | ) | |
| (450,133 | ) |
Management considers that the exposure
of the Corporation to the price risk of its investments in mutual funds, and equity securities is low since the invested amounts are not
significant. Any fluctuation in their fair value will not have any significant impact on the balances reported in the consolidated financial
statements.
| iii) | Cash flow and fair
value interest rate risk |
The Corporation’s interest rate
risk mainly arises from its long-term borrowings. Borrowings issued at variable rates expose the Corporation to cash flow interest rate
risk. Borrowings issued at fixed rates expose the Corporation to fair value interest rate risk.
Credit risk arises from cash and cash equivalents
and deposits with banks and financial institutions, as well as customer credit counterparties, including the outstanding balance of accounts
receivable and committed transactions.
Concerning to loans provided to related parties,
the Corporation has measures in place to ensure the recovery of these loans through the controls maintained by Corporate Finance Management
and performance evaluation conducted by the Board of Directors.
Management does not expect the Corporation to
incur in losses arisen from the performance of these counterparties, except for those already recorded at the financial statements.
Prudent management of liquidity risk involves
maintaining sufficient cash and cash equivalents, the availability of financing through an adequate number of committed sources of credit
facilities and the ability to close market positions. Historically, cash flows produced by the Corporation has enabled them it to meet
their obligations. The Corporation has implemented several measures to reduce its exposure to liquidity risk, and developed a financial
plan based in different stages, which were designed assuming the commitment to comply within a reasonable time frame. The Financial Plan
aims to enable compliance with multiply obligations by corporate and it subsidiaries.
Corporate Finance Management supervise cash flow
projections performed on liquidity requirements of the Corporation to ensure there is sufficient cash to cover operational needs so that
Corporation does not breach the limits of indebtedness or guarantees (covenants), if applicable, on any of its borrowing facilities. Minor
financing operations are controlled by Finance Management of each subsidiary.
Such projections take into consideration Corporation’s
debt financing plans, covenant compliance, internal ratio targets compliance in the consolidated statement of financial position and,
if applicable, external regulatory or legal requirements, for example, foreign currency restrictions.
Surplus cash over the balance required for working
capital management is invested in interest-bearing bank accounts or time deposits, selecting instruments with adequate maturities and
sufficient liquidity.
The table below analyzes Corporation’s financial
liabilities grouped on the basis of the period remaining as of the reporting date of these consolidated statement of financial position
in regard of the date of its maturity. The amounts disclosed in the table are the contractual undiscounted cash flows, which include interest
to be accrued according to the established schedule.
| |
Less than | | |
1-2 | | |
2-5 | | |
More than | | |
| |
As of December 31, 2021 | |
1 year | | |
years | | |
years | | |
5 years | | |
Total | |
| |
| | |
| | |
| | |
| | |
| |
Other financial liabilities (except for finance leases and lease liability for right-of-use asset) | |
| 224,503 | | |
| 52,751 | | |
| 173,392 | | |
| 124,320 | | |
| 574,966 | |
Finance leases | |
| 5,624 | | |
| 4,613 | | |
| 296 | | |
| - | | |
| 10,533 | |
Lease liability for right-of-use asset | |
| 18,817 | | |
| 24,295 | | |
| 21,993 | | |
| 8,086 | | |
| 73,191 | |
Bonds | |
| 137,852 | | |
| 206,476 | | |
| 837,931 | | |
| 792,037 | | |
| 1,974,296 | |
Trade accounts payables (except non-financial
liabilities) | |
| 912,826 | | |
| - | | |
| - | | |
| - | | |
| 912,826 | |
Accounts payables to related parties | |
| 51,004 | | |
| 50,712 | | |
| - | | |
| - | | |
| 101,716 | |
Other accounts payables and other
provisions (except non-financial liabilities) | |
| 323,070 | | |
| 22,941 | | |
| 109,383 | | |
| 422,666 | | |
| 878,060 | |
| |
| 1,673,696 | | |
| 361,788 | | |
| 1,142,995 | | |
| 1,347,109 | | |
| 4,525,588 | |
| |
Less than | | |
1-2 | | |
2-5 | | |
More than | | |
| |
As of December 31, 2022 | |
1 year | | |
years | | |
years | | |
5 years | | |
Total | |
| |
| | |
| | |
| | |
| | |
| |
Other financial liabilities (except for finance leases and lease liability for right-of-use asset) | |
| 599,310 | | |
| 71,732 | | |
| 216,392 | | |
| - | | |
| 887,434 | |
Finance leases | |
| 873 | | |
| - | | |
| - | | |
| - | | |
| 873 | |
Lease liability for right-of-use asset | |
| 19,075 | | |
| 31,706 | | |
| 23,386 | | |
| 112 | | |
| 74,279 | |
Bonds | |
| 141,246 | | |
| 185,114 | | |
| 419,969 | | |
| 707,800 | | |
| 1,454,129 | |
Trade accounts payables (except non-financial liabilities) | |
| 1,035,142 | | |
| - | | |
| - | | |
| - | | |
| 1,035,142 | |
Accounts payables to related parties | |
| 53,444 | | |
| 25,420 | | |
| 697 | | |
| 1,176 | | |
| 80,737 | |
Other accounts payables and other provisions (except non-financial liabilities) | |
| 252,902 | | |
| 26,199 | | |
| 155,552 | | |
| 470,129 | | |
| 904,782 | |
| |
| 2,101,992 | | |
| 340,171 | | |
| 815,996 | | |
| 1,179,217 | | |
| 4,437,376 | |
| 4.2 | Capital management risk |
Corporation’s objectives regarding capital
management is to safeguard Corporation’s ability to continue operations as a going concern basis in order to provide returns for
their shareholders, benefits for other stakeholders and maintain an optimal capital structure to minimize capital cost. Since 2017 Corporation
context and situation has lead Management to monitor deviations that may cause non-compliance with covenants and hinder liabilities renegotiation
(see, Note 15). In extraordinary events, Corporation identifies possible deviations, requirements and establishes a plan.
In order to maintain or adjust capital structure,
Corporation may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to
reduce their debt.
Corporation monitors its capital on the basis
of the leverage ratio. This ratio is calculated by dividing net debt into total capital. Net debt corresponds to the total of financial
obligations (including current and non-current borrowings), less cash and cash equivalents. Total capital corresponds to the ‘equity’
as shown in the consolidated statement of financial position plus net debt.
As of December 31, 2021 and 2022, the leverage
ratio is presented below.
| |
2021 | | |
2022 | |
Total financial liabilities and bonds (Note 15 and Note 16) | |
| 1,840,822 | | |
| 1,749,806 | |
Less: Cash and cash equivalents (Note 8) | |
| (957,178 | ) | |
| (917,554 | ) |
Net debt (a) | |
| 883,644 | | |
| 832,252 | |
Total equity | |
| 1,453,266 | | |
| 1,358,818 | |
Total capital (b) | |
| 2,336,910 | | |
| 2,191,070 | |
| |
| | | |
| | |
Leverage ratio (a/b) | |
| 0.38 | | |
| 0.38 | |
The following levels of measurement have been
established in order to classify the type of valuation used by Corporation for on their financial instruments at fair value.
| - | Level 1: Measurement based on quoted prices in active markets for identical assets or
liabilities. |
| - | Level 2: Measurement based on inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices). |
| - | Level 3: Measurement based on inputs for the asset or liability that are not based on observable
market data (that is, unobservable inputs, generally based on internal estimates and assumptions of the Corporation). |
The table below shows Corporation’s liabilities
measured at fair value:
| |
Level 3 | |
As of December 31, 2021 | |
| |
| |
| |
Financial liabilities | |
| |
Other financial entities (Note 15-b) | |
| 165,878 | |
| |
| | |
As of December 31, 2022 | |
| | |
| |
| | |
Financial liabilities | |
| | |
Other financial entities (Note 15-b) | |
| 162,750 | |
| 5. | CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS |
Estimates and judgments used are continuously
evaluated and are based on historical experience among other factors, including expectations of future events that are believed to be
reasonable under current circumstances.
In preparing these condensed interim consolidated
financial statements, the significant judgements made by management in applying Corporation’s accounting policies and the key sources
of uncertainty were the same as those that applied to the consolidated financial statements for the year ended December 31, 2021.
| 6. | SEASONALITY OF OPERATIONS |
The Corporation does not present seasonality in
the operations of any of its subsidiaries; and develop its business during the normal course of the year.
Operating segments are reported consistently with
the internal reports that are reviewed by Corporation’s, chief decision-maker; that is the Executive Committee, which is led by
the Chief Executive Officer. This Committee acts as the highest authority in making operational decisions, responsible for allocating
resources and evaluating the performance of each operating segment.
Corporation’s operating segments are assessed
by the activities of the following business units: (i) engineering and construction, (ii) energy, (iii) infrastructure, and (iv) real
estate.
As set forth under IFRS 8, reportable segments
by significance of income are: ‘engineering and construction’, ‘energy’ and ‘infrastructure’. However,
Management has voluntarily decided to report on all its operating segments.
Inter-segmental sales transactions are entered
into prices similar to those that would have been agreed with unrelated third parties. Revenues from external customers reported are measured
in a consistent manner under the basis for preparation of the consolidated financial statements. Sales of goods are related to real estate
segment. Revenues from services are related to other segments.
Corporation sales and receivables are not concentrated
on a few customers. There is no external customer that represents 10% or more of Corporation’s revenue.
The table below shows Corporation’s consolidated
financial statements by operating segments:
Operating segments financial position
Segment reporting
| |
| | |
| | |
Infrastructure | | |
| | |
| | |
| | |
| |
As of December 31, 2021 | |
Engineering and construction | | |
Energy | | |
Toll roads | | |
Transportation | | |
Water treatment | | |
Real estate | | |
Parent Company operations | | |
Eliminations | | |
Consolidated | |
| |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Assets | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Cash and cash equivalent | |
| 303,925 | | |
| 121,873 | | |
| 114,100 | | |
| 182,607 | | |
| 7,499 | | |
| 109,828 | | |
| 117,346 | | |
| - | | |
| 957,178 | |
Trade accounts receivables, net | |
| 366,299 | | |
| 67,662 | | |
| 38,418 | | |
| 106,856 | | |
| 1,003 | | |
| 9,958 | | |
| 84 | | |
| - | | |
| 590,280 | |
Work in progress | |
| 309,063 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 309,063 | |
Accounts receivable from related parties | |
| 95,390 | | |
| 121 | | |
| 48,012 | | |
| 4,309 | | |
| - | | |
| 3,166 | | |
| 52,644 | | |
| (182,825 | ) | |
| 20,817 | |
Other accounts receivable | |
| 390,133 | | |
| 31,092 | | |
| 30,057 | | |
| 18,734 | | |
| 960 | | |
| 3,783 | | |
| 12,297 | | |
| 2 | | |
| 487,058 | |
Inventories, net | |
| 48,192 | | |
| 35,489 | | |
| 7,662 | | |
| 31,949 | | |
| 13 | | |
| 366,650 | | |
| - | | |
| (1,629 | ) | |
| 488,326 | |
Prepaid expenses | |
| 15,838 | | |
| 3,575 | | |
| 6,531 | | |
| 344 | | |
| 52 | | |
| - | | |
| 5,802 | | |
| - | | |
| 32,142 | |
Total current assets | |
| 1,528,840 | | |
| 259,812 | | |
| 244,780 | | |
| 344,799 | | |
| 9,527 | | |
| 493,385 | | |
| 188,173 | | |
| (184,452 | ) | |
| 2,884,864 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Long-term trade accounts receivable, net | |
| 851 | | |
| - | | |
| 15,654 | | |
| 666,801 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 683,306 | |
Long-term accounts receivable from related parties | |
| 335,150 | | |
| - | | |
| 19,700 | | |
| 42 | | |
| 11,536 | | |
| - | | |
| 584,596 | | |
| (307,127 | ) | |
| 643,897 | |
Prepaid expenses | |
| - | | |
| 981 | | |
| 20,558 | | |
| 1,894 | | |
| 684 | | |
| - | | |
| - | | |
| (510 | ) | |
| 23,607 | |
Other long-term accounts receivable | |
| 10,448 | | |
| 86,815 | | |
| - | | |
| - | | |
| 7,346 | | |
| 57,243 | | |
| 39,508 | | |
| - | | |
| 201,360 | |
Investments in associates and joint ventures | |
| 108,038 | | |
| 8,951 | | |
| - | | |
| - | | |
| - | | |
| 5,443 | | |
| 1,559,672 | | |
| (1,650,931 | ) | |
| 31,173 | |
Investment property | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 22,416 | | |
| 42,558 | | |
| (1,963 | ) | |
| 63,011 | |
Property, plant and equipment, net | |
| 142,228 | | |
| 153,456 | | |
| 7,056 | | |
| 749 | | |
| 181 | | |
| 6,845 | | |
| 1,653 | | |
| (8,998 | ) | |
| 303,170 | |
Intangible assets, net | |
| 142,499 | | |
| 257,580 | | |
| 322,625 | | |
| 351 | | |
| - | | |
| 733 | | |
| 14,575 | | |
| 5,028 | | |
| 743,391 | |
Right-of-use assets, net | |
| 3,825 | | |
| 3,890 | | |
| 5,308 | | |
| 61 | | |
| 17 | | |
| 1,888 | | |
| 40,789 | | |
| (8,061 | ) | |
| 47,717 | |
Deferred income tax asset | |
| 179,319 | | |
| 4,717 | | |
| 21,304 | | |
| - | | |
| 644 | | |
| 16,960 | | |
| 47,038 | | |
| 5,094 | | |
| 275,076 | |
Total non-current assets | |
| 922,358 | | |
| 516,390 | | |
| 412,205 | | |
| 669,898 | | |
| 20,408 | | |
| 111,528 | | |
| 2,330,389 | | |
| (1,967,468 | ) | |
| 3,015,708 | |
Total assets | |
| 2,451,198 | | |
| 776,202 | | |
| 656,985 | | |
| 1,014,697 | | |
| 29,935 | | |
| 604,913 | | |
| 2,518,562 | | |
| (2,151,920 | ) | |
| 5,900,572 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Liabilities | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Borrowings | |
| 136,512 | | |
| 27,046 | | |
| 3,687 | | |
| 45 | | |
| 18 | | |
| 69,065 | | |
| 13,573 | | |
| (8,606 | ) | |
| 241,340 | |
Bonds | |
| 4,896 | | |
| - | | |
| 36,637 | | |
| 24,496 | | |
| - | | |
| - | | |
| 3,809 | | |
| - | | |
| 69,838 | |
Trade accounts payable | |
| 767,792 | | |
| 67,686 | | |
| 44,210 | | |
| 30,637 | | |
| 464 | | |
| 30,401 | | |
| 38,894 | | |
| 683 | | |
| 980,767 | |
Accounts payable to related parties | |
| 130,848 | | |
| 1,079 | | |
| 47,340 | | |
| 42,185 | | |
| 19 | | |
| 19,155 | | |
| 13,623 | | |
| (203,245 | ) | |
| 51,004 | |
Current income tax | |
| 59,407 | | |
| 15,748 | | |
| 17,920 | | |
| - | | |
| 347 | | |
| 1,058 | | |
| 478 | | |
| - | | |
| 94,958 | |
Other accounts payable | |
| 560,920 | | |
| 23,116 | | |
| 38,198 | | |
| 9,104 | | |
| 791 | | |
| 91,342 | | |
| 31,510 | | |
| - | | |
| 754,981 | |
Provisions | |
| 70,585 | | |
| 25,498 | | |
| 4,158 | | |
| - | | |
| - | | |
| 560 | | |
| 54,028 | | |
| - | | |
| 154,829 | |
Total current liabilities | |
| 1,730,960 | | |
| 160,173 | | |
| 192,150 | | |
| 106,467 | | |
| 1,639 | | |
| 211,581 | | |
| 155,915 | | |
| (211,168 | ) | |
| 2,347,717 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Borrowings | |
| 5,382 | | |
| 121,693 | | |
| 1,721 | | |
| 15 | | |
| - | | |
| 5,315 | | |
| 205,244 | | |
| (810 | ) | |
| 338,560 | |
Long-term bonds | |
| 21,386 | | |
| - | | |
| 215,296 | | |
| 602,201 | | |
| - | | |
| - | | |
| 352,201 | | |
| - | | |
| 1,191,084 | |
Other long-term accounts payable | |
| 54,026 | | |
| - | | |
| 8,163 | | |
| 219 | | |
| 2,862 | | |
| 24,427 | | |
| 2,672 | | |
| - | | |
| 92,369 | |
Long-term accounts payable to related parties | |
| 25,957 | | |
| - | | |
| 1,006 | | |
| 88,213 | | |
| 24,671 | | |
| - | | |
| 197,844 | | |
| (286,979 | ) | |
| 50,712 | |
Provisions | |
| 56,362 | | |
| 55,279 | | |
| 33,188 | | |
| 3,039 | | |
| - | | |
| - | | |
| 181,629 | | |
| - | | |
| 329,497 | |
Deferred income tax liability | |
| 18,665 | | |
| 31,187 | | |
| - | | |
| 47,515 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 97,367 | |
Total non-current liabilities | |
| 181,778 | | |
| 208,159 | | |
| 259,374 | | |
| 741,202 | | |
| 27,533 | | |
| 29,742 | | |
| 939,590 | | |
| (287,789 | ) | |
| 2,099,589 | |
Total liabilities | |
| 1,912,738 | | |
| 368,332 | | |
| 451,524 | | |
| 847,669 | | |
| 29,172 | | |
| 241,323 | | |
| 1,095,505 | | |
| (498,957 | ) | |
| 4,447,306 | |
Equity attributable to controlling interest in the Company | |
| 524,807 | | |
| 378,653 | | |
| 149,904 | | |
| 125,271 | | |
| 763 | | |
| 139,728 | | |
| 1,420,221 | | |
| (1,539,531 | ) | |
| 1,199,816 | |
Non-controlling interest | |
| 13,653 | | |
| 29,217 | | |
| 55,557 | | |
| 41,757 | | |
| - | | |
| 223,862 | | |
| 2,836 | | |
| (113,432 | ) | |
| 253,450 | |
Total liabilities and equity | |
| 2,451,198 | | |
| 776,202 | | |
| 656,985 | | |
| 1,014,697 | | |
| 29,935 | | |
| 604,913 | | |
| 2,518,562 | | |
| (2,151,920 | ) | |
| 5,900,572 | |
Operating segments financial position
Segment reporting
| |
| | |
| | |
Infrastructure | | |
| | |
| | |
| | |
| |
As of December 31, 2022 | |
Engineering and construction | | |
Energy | | |
Toll roads | | |
Transportation | | |
Water treatment | | |
Real estate | | |
Parent Company operations | | |
Eliminations | | |
Consolidated | |
| |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Assets | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Cash and cash equivalent | |
| 209,737 | | |
| 104,553 | | |
| 130,213 | | |
| 171,747 | | |
| 2,910 | | |
| 111,487 | | |
| 186,907 | | |
| - | | |
| 917,554 | |
Trade accounts receivables, net | |
| 697,512 | | |
| 80,245 | | |
| 34,183 | | |
| 124,208 | | |
| 791 | | |
| 146,316 | | |
| 561 | | |
| - | | |
| 1,083,816 | |
Accounts receivable from related parties | |
| 86,145 | | |
| 68 | | |
| 54,876 | | |
| 4,455 | | |
| 52 | | |
| 378 | | |
| 115,736 | | |
| (233,966 | ) | |
| 27,744 | |
Other accounts receivable | |
| 298,784 | | |
| 39,921 | | |
| 38,448 | | |
| 15,229 | | |
| 30 | | |
| 5,380 | | |
| 7,294 | | |
| (2,345 | ) | |
| 402,741 | |
Inventories, net | |
| 41,933 | | |
| 29,935 | | |
| 9,655 | | |
| 39,780 | | |
| - | | |
| 247,539 | | |
| - | | |
| (1,587 | ) | |
| 367,255 | |
Prepaid expenses | |
| 10,945 | | |
| 2,055 | | |
| 5,496 | | |
| 369 | | |
| 162 | | |
| 448 | | |
| 8,623 | | |
| - | | |
| 28,098 | |
Total current assets | |
| 1,345,056 | | |
| 256,777 | | |
| 272,871 | | |
| 355,788 | | |
| 3,945 | | |
| 511,548 | | |
| 319,121 | | |
| (237,898 | ) | |
| 2,827,208 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Long-term trade accounts receivable, net | |
| 2,806 | | |
| - | | |
| 16,215 | | |
| 694,146 | | |
| - | | |
| 3,969 | | |
| - | | |
| - | | |
| 717,136 | |
Long-term accounts receivable from related parties | |
| 299,268 | | |
| - | | |
| 15,858 | | |
| 42 | | |
| 14,015 | | |
| - | | |
| 602,004 | | |
| (388,795 | ) | |
| 542,392 | |
Prepaid expenses | |
| - | | |
| 826 | | |
| 14,549 | | |
| 1,731 | | |
| 632 | | |
| - | | |
| 65 | | |
| (510 | ) | |
| 17,293 | |
Other long-term accounts receivable | |
| 101,366 | | |
| 89,782 | | |
| - | | |
| - | | |
| 7,346 | | |
| 55,347 | | |
| 31,889 | | |
| - | | |
| 285,730 | |
Inventories, net | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 65,553 | | |
| - | | |
| - | | |
| 65,553 | |
Investments in associates and joint ventures | |
| 975 | | |
| 12,049 | | |
| - | | |
| - | | |
| - | | |
| 2,752 | | |
| 1,632,881 | | |
| (1,633,740 | ) | |
| 14,917 | |
Investment property | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 19,823 | | |
| 40,594 | | |
| - | | |
| 60,417 | |
Property, plant and equipment, net | |
| 102,822 | | |
| 176,596 | | |
| 6,193 | | |
| 2,355 | | |
| 150 | | |
| 7,531 | | |
| 1,286 | | |
| (10,961 | ) | |
| 285,972 | |
Intangible assets, net | |
| 131,431 | | |
| 363,066 | | |
| 274,597 | | |
| 238 | | |
| - | | |
| 615 | | |
| 13,414 | | |
| 3,975 | | |
| 787,336 | |
Right-of-use assets, net | |
| 8,745 | | |
| 12,795 | | |
| 7,106 | | |
| 23 | | |
| 143 | | |
| 2,580 | | |
| 38,485 | | |
| (19,670 | ) | |
| 50,207 | |
Deferred income tax asset | |
| 175,703 | | |
| 4,572 | | |
| 26,787 | | |
| - | | |
| 680 | | |
| 20,531 | | |
| 59,316 | | |
| 5,065 | | |
| 292,654 | |
Total non-current assets | |
| 823,116 | | |
| 659,686 | | |
| 361,305 | | |
| 698,535 | | |
| 22,966 | | |
| 178,701 | | |
| 2,419,934 | | |
| (2,044,636 | ) | |
| 3,119,607 | |
Total assets | |
| 2,168,172 | | |
| 916,463 | | |
| 634,176 | | |
| 1,054,323 | | |
| 26,911 | | |
| 690,249 | | |
| 2,739,055 | | |
| (2,282,534 | ) | |
| 5,946,815 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Liabilities | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Borrowings | |
| 19,191 | | |
| 38,612 | | |
| 3,844 | | |
| 17 | | |
| 6 | | |
| 43,118 | | |
| 480,735 | | |
| (11,261 | ) | |
| 574,262 | |
Bonds | |
| 4,554 | | |
| - | | |
| 41,343 | | |
| 31,203 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 77,100 | |
Trade accounts payable | |
| 740,292 | | |
| 124,259 | | |
| 52,916 | | |
| 62,049 | | |
| 223 | | |
| 34,067 | | |
| 16,950 | | |
| 4,535 | | |
| 1,035,291 | |
Accounts payable to related parties | |
| 297,505 | | |
| 2,734 | | |
| 46,257 | | |
| 22,421 | | |
| 296 | | |
| 12,183 | | |
| 23,645 | | |
| (351,597 | ) | |
| 53,444 | |
Current income tax | |
| 11,779 | | |
| 247 | | |
| 8,607 | | |
| 2,433 | | |
| 105 | | |
| 45,730 | | |
| 674 | | |
| - | | |
| 69,575 | |
Other accounts payable | |
| 491,210 | | |
| 19,724 | | |
| 58,733 | | |
| 9,146 | | |
| 699 | | |
| 115,661 | | |
| 24,837 | | |
| - | | |
| 720,010 | |
Provisions | |
| 81,288 | | |
| 20,535 | | |
| 1,722 | | |
| - | | |
| - | | |
| 540 | | |
| 27,644 | | |
| - | | |
| 131,729 | |
Total current liabilities | |
| 1,645,819 | | |
| 206,111 | | |
| 213,422 | | |
| 127,269 | | |
| 1,329 | | |
| 251,299 | | |
| 574,485 | | |
| (358,323 | ) | |
| 2,661,411 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Borrowings | |
| 6,480 | | |
| 100,597 | | |
| 3,462 | | |
| - | | |
| 138 | | |
| 10,852 | | |
| 192,435 | | |
| (8,333 | ) | |
| 305,631 | |
Long-term bonds | |
| 16,719 | | |
| - | | |
| 177,341 | | |
| 598,753 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 792,813 | |
Other long-term accounts payable | |
| 94,261 | | |
| - | | |
| 2,243 | | |
| 189 | | |
| 2,930 | | |
| - | | |
| 2,694 | | |
| - | | |
| 102,317 | |
Long-term accounts payable to related parties | |
| 7,886 | | |
| 57,300 | | |
| 1,176 | | |
| 27,294 | | |
| 21,663 | | |
| - | | |
| 189,451 | | |
| (277,477 | ) | |
| 27,293 | |
Provisions | |
| 11,453 | | |
| 49,701 | | |
| 11,463 | | |
| 6,144 | | |
| - | | |
| - | | |
| 491,463 | | |
| - | | |
| 570,224 | |
Deferred income tax liability | |
| 16,670 | | |
| 53,242 | | |
| - | | |
| 58,396 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 128,308 | |
Total non-current liabilities | |
| 153,469 | | |
| 260,840 | | |
| 195,685 | | |
| 690,776 | | |
| 24,731 | | |
| 10,852 | | |
| 876,043 | | |
| (285,810 | ) | |
| 1,926,586 | |
Total liabilities | |
| 1,799,288 | | |
| 466,951 | | |
| 409,107 | | |
| 818,045 | | |
| 26,060 | | |
| 262,151 | | |
| 1,450,528 | | |
| (644,133 | ) | |
| 4,587,997 | |
Equity attributable to controlling interest in the Company | |
| 363,206 | | |
| 417,970 | | |
| 170,031 | | |
| 177,208 | | |
| 851 | | |
| 287,306 | | |
| 1,285,548 | | |
| (1,632,641 | ) | |
| 1,069,479 | |
Non-controlling interest | |
| 5,678 | | |
| 31,542 | | |
| 55,038 | | |
| 59,070 | | |
| - | | |
| 140,792 | | |
| 2,979 | | |
| (5,760 | ) | |
| 289,339 | |
Total liabilities and equity | |
| 2,168,172 | | |
| 916,463 | | |
| 634,176 | | |
| 1,054,323 | | |
| 26,911 | | |
| 690,249 | | |
| 2,739,055 | | |
| (2,282,534 | ) | |
| 5,946,815 | |
Operating
segment performance
Segment reporting
| |
| | |
| | |
Infrastructure | | |
| | |
| | |
| | |
| |
For
the period ended
December 31, 2021 | |
Engineering
and construction | | |
Energy | | |
Toll
roads | | |
Transportation | | |
Water
treatment | | |
Real
estate | | |
Parent
Company operations | | |
Elimination | | |
Consolidated | |
| |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Revenue | |
| 2,559,071 | | |
| 541,859 | | |
| 515,382 | | |
| 348,915 | | |
| 3,650 | | |
| 239,391 | | |
| 67,202 | | |
| (328,988 | ) | |
| 3,946,482 | |
Gross
profit (loss) | |
| 121,058 | | |
| 110,078 | | |
| 81,964 | | |
| 81,993 | | |
| 1,322 | | |
| 42,025 | | |
| 3,372 | | |
| (46,674 | ) | |
| 395,138 | |
Administrative
expenses | |
| (125,094 | ) | |
| (14,575 | ) | |
| (14,460 | ) | |
| (14,267 | ) | |
| (449 | ) | |
| (14,911 | ) | |
| (46,193 | ) | |
| 50,336 | | |
| (179,613 | ) |
Other
income and expenses, net | |
| 40,301 | | |
| (4,400 | ) | |
| (3,683 | ) | |
| 1,537 | | |
| 4 | | |
| 1,337 | | |
| (38,705 | ) | |
| (868 | ) | |
| (4,477 | ) |
Operating
Profit (loss) | |
| 36,265 | | |
| 91,103 | | |
| 63,821 | | |
| 69,263 | | |
| 877 | | |
| 28,451 | | |
| (81,526 | ) | |
| 2,794 | | |
| 211,048 | |
Financial
expenses | |
| (121,712 | ) | |
| (14,705 | ) | |
| (29,442 | ) | |
| (8,298 | ) | |
| (124 | ) | |
| (11,947 | ) | |
| (118,676 | ) | |
| 42,330 | | |
| (262,574 | ) |
Financial
income | |
| 1,870 | | |
| 1,034 | | |
| 2,544 | | |
| 520 | | |
| 510 | | |
| 2,269 | | |
| 40,740 | | |
| (43,714 | ) | |
| 5,773 | |
Dividends | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 20,008 | | |
| (20,008 | ) | |
| - | |
Share
of profit or loss in associates and joint ventures | |
| (1,794 | ) | |
| 2,833 | | |
| - | | |
| - | | |
| - | | |
| 831 | | |
| 11,280 | | |
| (14,011 | ) | |
| (861 | ) |
(Loss)
profit before income tax | |
| (85,371 | ) | |
| 80,265 | | |
| 36,923 | | |
| 61,485 | | |
| 1,263 | | |
| 19,604 | | |
| (128,174 | ) | |
| (32,609 | ) | |
| (46,614 | ) |
Income
tax | |
| (11,435 | ) | |
| (22,469 | ) | |
| (10,012 | ) | |
| (19,382 | ) | |
| (500 | ) | |
| (6,644 | ) | |
| 26,808 | | |
| (66 | ) | |
| (43,700 | ) |
(Loss)
profit from continuing operations | |
| (96,806 | ) | |
| 57,796 | | |
| 26,911 | | |
| 42,103 | | |
| 763 | | |
| 12,960 | | |
| (101,366 | ) | |
| (32,675 | ) | |
| (90,314 | ) |
Loss
from discontinuing operations | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (26,716 | ) | |
| (58 | ) | |
| (26,774 | ) |
(Loss)
profit for the period | |
| (96,806 | ) | |
| 57,796 | | |
| 26,911 | | |
| 42,103 | | |
| 763 | | |
| 12,960 | | |
| (128,082 | ) | |
| (32,733 | ) | |
| (117,088 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
(Loss)
profit from attributable to: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Owners
of the Company | |
| (93,600 | ) | |
| 51,294 | | |
| 15,946 | | |
| 31,577 | | |
| 763 | | |
| 794 | | |
| (128,035 | ) | |
| (31,949 | ) | |
| (153,210 | ) |
Non-controlling
interest | |
| (3,206 | ) | |
| 6,502 | | |
| 10,965 | | |
| 10,526 | | |
| - | | |
| 12,166 | | |
| (47 | ) | |
| (784 | ) | |
| 36,122 | |
| |
| (96,806 | ) | |
| 57,796 | | |
| 26,911 | | |
| 42,103 | | |
| 763 | | |
| 12,960 | | |
| (128,082 | ) | |
| (32,733 | ) | |
| (117,088 | ) |
Operating
segment performance
Segment reporting
| |
| | |
| | |
Infrastructure | | |
| | |
| | |
| | |
| |
For the Period ended
December 31, 2022 | |
Engineering and construction | | |
Energy | | |
Toll roads | | |
Transportation | | |
Water treatment | | |
Real estate | | |
Parent Company operations | | |
Elimination | | |
Consolidated | |
| |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Revenue | |
| 2,661,906 | | |
| 633,792 | | |
| 614,525 | | |
| 388,811 | | |
| 4,412 | | |
| 367,276 | | |
| 68,091 | | |
| (350,981 | ) | |
| 4,387,832 | |
Gross profit (loss) | |
| (40,734 | ) | |
| 118,934 | | |
| 105,400 | | |
| 119,729 | | |
| 2,209 | | |
| 174,185 | | |
| 11,702 | | |
| (41,282 | ) | |
| 450,143 | |
Administrative expenses | |
| (126,844 | ) | |
| (13,942 | ) | |
| (12,861 | ) | |
| (10,806 | ) | |
| (947 | ) | |
| (15,932 | ) | |
| (35,543 | ) | |
| 54,277 | | |
| (162,598 | ) |
Other income and expenses, net | |
| 75,282 | | |
| 3,538 | | |
| 25,291 | | |
| (3,042 | ) | |
| - | | |
| (5,014 | ) | |
| (332,399 | ) | |
| (51,371 | ) | |
| (287,715 | ) |
Operating (loss) profit | |
| (92,296 | ) | |
| 108,530 | | |
| 117,830 | | |
| 105,881 | | |
| 1,262 | | |
| 153,239 | | |
| (356,240 | ) | |
| (38,376 | ) | |
| (170 | ) |
Financial expenses | |
| (76,460 | ) | |
| (20,280 | ) | |
| (26,922 | ) | |
| (7,235 | ) | |
| (153 | ) | |
| (15,212 | ) | |
| (166,160 | ) | |
| 58,173 | | |
| (254,249 | ) |
Financial income | |
| 2,234 | | |
| 3,447 | | |
| 2,119 | | |
| 2,440 | | |
| 223 | | |
| 9,507 | | |
| 68,901 | | |
| (63,017 | ) | |
| 25,854 | |
Dividends | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 22,302 | | |
| (22,302 | ) | |
| - | |
Share of profit or loss in
associates and joint ventures | |
| 17,342 | | |
| 3,098 | | |
| - | | |
| - | | |
| - | | |
| 626 | | |
| (12,510 | ) | |
| (6,649 | ) | |
| 1,907 | |
(Loss) profit before income tax | |
| (149,180 | ) | |
| 94,795 | | |
| 93,027 | | |
| 101,086 | | |
| 1,332 | | |
| 148,160 | | |
| (443,707 | ) | |
| (72,171 | ) | |
| (226,658 | ) |
Income tax | |
| (10,654 | ) | |
| (30,905 | ) | |
| (19,587 | ) | |
| (31,836 | ) | |
| (481 | ) | |
| (46,773 | ) | |
| 10,397 | | |
| (30 | ) | |
| (129,869 | ) |
(Loss) profit from continuing operations | |
| (159,834 | ) | |
| 63,890 | | |
| 73,440 | | |
| 69,250 | | |
| 851 | | |
| 101,387 | | |
| (433,310 | ) | |
| (72,201 | ) | |
| (356,527 | ) |
(Loss) profit for the period | |
| (159,834 | ) | |
| 63,890 | | |
| 73,440 | | |
| 69,250 | | |
| 851 | | |
| 101,387 | | |
| (433,310 | ) | |
| (72,201 | ) | |
| (356,527 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
(Loss) profit from attributable to: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Owners of the Company | |
| (157,961 | ) | |
| 56,800 | | |
| 59,262 | | |
| 51,937 | | |
| 851 | | |
| 39,899 | | |
| (433,451 | ) | |
| (72,581 | ) | |
| (455,244 | ) |
Non-controlling interest | |
| (1,873 | ) | |
| 7,090 | | |
| 14,178 | | |
| 17,313 | | |
| - | | |
| 61,488 | | |
| 141 | | |
| 380 | | |
| 98,717 | |
| |
| (159,834 | ) | |
| 63,890 | | |
| 73,440 | | |
| 69,250 | | |
| 851 | | |
| 101,387 | | |
| (433,310 | ) | |
| (72,201 | ) | |
| (356,527 | ) |
| 8. | CASH AND CASH EQUIVALENTS |
As of December 31, this account comprises:
| |
2021 | | |
2022 | |
| |
| | |
| |
Cash on hand | |
| 936 | | |
| 727 | |
Deposits in-transit | |
| 2,222 | | |
| 2,955 | |
Bank accounts | |
| | | |
| | |
Current accounts | |
| 142,029 | | |
| 363,130 | |
Banco de la Nacion | |
| 19,847 | | |
| 19,280 | |
Time deposits and mutual funds (a) | |
| 205,364 | | |
| 114,998 | |
| |
| 367,240 | | |
| 497,408 | |
Escrow account (b) | |
| | | |
| | |
Operational funds | |
| 261,001 | | |
| 229,165 | |
Reserve funds | |
| 163,939 | | |
| 71,966 | |
Consortium funds | |
| 78,589 | | |
| 114,050 | |
Guarantee funds | |
| 83,251 | | |
| 1,283 | |
| |
| 586,780 | | |
| 416,464 | |
Total Cash and cash equivalents | |
| 957,178 | | |
| 917,554 | |
| (a) | The Corporation maintains current accounts with local and foreign financial institution that include time
deposits with maturities less than 90 days and may be renewed upon maturity. As of December 31, 2022, these deposits earn interest that
fluctuated between 3.4% and 7.6% (0.26% and 1.75%, as of December 31, 2021). |
| (b) | The Corporation maintains trust accounts in local and foreign financial institutions for the exclusive
use of operations in projects and join operations. |
The reserve funds for the payments
of bonds issued and other obligations of the Corporation corresponds to:
| |
2021 | | |
2022 | |
| |
| | |
| |
Tren Urbano de Lima S.A. | |
| 103,269 | | |
| 49,397 | |
Red Vial 5 S.A. | |
| 22,531 | | |
| 22,569 | |
AENZA S.A.A. | |
| 7,386 | | |
| - | |
Cumbra Ingenieria S.A. | |
| 12,760 | | |
| - | |
Unna Energia S.A. | |
| 17,993 | | |
| - | |
| |
| 163,939 | | |
| 71,966 | |
| 9. | TRADE ACCOUNTS RECEIVABLE, NET |
As of December 31, this caption comprises the
following:
| |
Total | | |
Current | | |
Non-current | |
| |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Receivables (net) (a) | |
| 773,575 | | |
| 894,571 | | |
| 269,427 | | |
| 366,007 | | |
| 504,148 | | |
| 528,564 | |
Unbilled receivables (net) - Subsidiaries (b) | |
| 209,258 | | |
| 584,217 | | |
| 209,258 | | |
| 584,217 | | |
| - | | |
| - | |
Unbilled receivables (net) - Concessions (c) | |
| 290,753 | | |
| 322,164 | | |
| 111,595 | | |
| 133,592 | | |
| 179,158 | | |
| 188,572 | |
| |
| 1,273,586 | | |
| 1,800,952 | | |
| 590,280 | | |
| 1,083,816 | | |
| 683,306 | | |
| 717,136 | |
The fair value of current accounts receivable
it is similar to their carrying value because their average collection period is less than 60 days. These accounts receivable do not accrue
interest and do not have specific guarantees.
As of December 31, trade accounts receivable corresponds
to:
| |
2021 | | |
2022 | |
Tren Urbano de Lima S.A. | |
| 773,657 | | |
| 818,354 | |
Cumbra Peru S.A. | |
| 323,455 | | |
| 647,113 | |
Viva Negocio Inmobiliario S.A. (i) | |
| 9,958 | | |
| 150,285 | |
Unna Energia S.A. | |
| 67,662 | | |
| 80,245 | |
Cumbra Ingeniería S.A. | |
| 43,695 | | |
| 53,205 | |
Red Vial 5 S.A. | |
| 22,458 | | |
| 24,072 | |
Carretera Andina del Sur S.A.C. | |
| 12,686 | | |
| 13,035 | |
Unna Transporte S.A.C. | |
| 14,439 | | |
| 9,852 | |
Carretera Sierra Piura S.A.C. | |
| 4,489 | | |
| 3,439 | |
Concesionaria La Chira S.A. | |
| 1,003 | | |
| 791 | |
Others | |
| 84 | | |
| 561 | |
| |
| 1,273,586 | | |
| 1,800,952 | |
| i) | As of December 31, 2022, the invoices receivable correspond
mainly to the sale of the land to SEDAPAL in Inmobiliaria Almonte 2 S.A.C. (located in the district of Lurin, province of Lima, with
an area of 209.59 hectares) for S/140 million, which will be payable in 7 installments, the last installment will be in August 2023. |
| (a) | Accounts
Receivables are shown net of impairment of S/44.7 million and discounted at present value
for S/0.7 million. (S/44.4 million for impairment, and S/0.9 million for present value, as
of December 31, 2021). Aging is breakdown as follows: |
| |
2021 | | |
2022 | |
Current | |
| 683,921 | | |
| 853,531 | |
Past due up to 30 days | |
| 41,222 | | |
| 29,078 | |
Past due from 31 days up to 90 days | |
| 11,668 | | |
| 2,049 | |
Past due from 91 days up to 120 days | |
| 15,814 | | |
| 1,437 | |
Past due from 121 days up to 360 days | |
| 7,070 | | |
| 4,100 | |
Past due over 360 days | |
| 13,880 | | |
| 4,376 | |
| |
| 773,575 | | |
| 894,571 | |
As of December 31, 2022, overdue
amount over 360 days mainly includes invoices receivable from subsidiaries: Cumbra Peru S.A. for S/3.4 million, Cumbra Ingenieria S.A.
for S/0.9 million (Cumbra Peru S.A. for S/9.5 million, Unna Transporte S.A.C. for S/2.7 million and Cumbra Ingenieria S.A. for S/1.6
million, as of December 31, 2021).
| (b) | The unbilled amounts correspond to Engineering and Construction segment, based on estimates of completion
percentage of progress for services rendered not billed yet, and provided services pending to be billed, these are presented net of impairment
for S/3.8 million, and discounted to present value for S/2.8 million (S/5.2 million for impairment, and S/5.9 million for present value,
as of December 31, 2021), and detailed by subsidiary: |
| |
2021 | | |
2022 | |
Cumbra Peru S.A. | |
| 170,063 | | |
| 533,389 | |
Cumbra Ingenieria S.A. | |
| 24,177 | | |
| 38,922 | |
Unna Transporte S.A.C. | |
| 10,291 | | |
| 6,192 | |
Unna Energia S.A. | |
| 4,718 | | |
| 5,617 | |
Others | |
| 9 | | |
| 97 | |
| |
| 209,258 | | |
| 584,217 | |
Below are the
unbilled receivables of subsidiaries grouped by the main projects:
| |
2021 | | |
2022 | |
Infrastructure | |
| | |
| |
Operation and maintenance of roads | |
| 9,192 | | |
| 5,440 | |
Others | |
| 1,099 | | |
| 752 | |
| |
| 10,291 | | |
| 6,192 | |
| |
| | | |
| | |
Energy | |
| 4,718 | | |
| 5,617 | |
| |
| | | |
| | |
Engineering and Construction | |
| | | |
| | |
Cumbra Peru S.A. - Inti Punku Consortium | |
| 16,873 | | |
| 167,360 | |
Vial y Vives - DSD S.A. - Engineering and Construction Works | |
| 40,714 | | |
| 151,690 | |
Cumbra Peru S.A. - Talara Refinery | |
| 43,677 | | |
| 77,448 | |
Morelco S.A.S. - Engineering and Construction Works | |
| 5,751 | | |
| 58,075 | |
Cumbra Peru S.A. - Concentrator Plant and tunnel of Quellaveco | |
| 50,148 | | |
| 54,996 | |
Cumbra Ingenieria S.A. - Mina Gold Fields La Cima S.A. Project | |
| 3,872 | | |
| 22,455 | |
Cumbra Peru S.A. - Toquepala Concentrator Maintenance Project | |
| - | | |
| 11,213 | |
Cumbra Peru S.A. - Rio Urubamba Consortium | |
| - | | |
| 7,417 | |
Cumbra Peru S.A. - Quebrada Honda Test Plant Project | |
| 346 | | |
| 5,417 | |
Cumbra Peru S.A. - Gasoducto Piura Project | |
| 13,220 | | |
| 2,320 | |
Others | |
| 19,639 | | |
| 13,920 | |
| |
| 194,240 | | |
| 572,311 | |
| |
| | | |
| | |
Parent Company Operation | |
| 9 | | |
| 97 | |
| |
| | | |
| | |
| |
| 209,258 | | |
| 584,217 | |
| (c) | Unbilled receivables from concessions correspond to
future invoice according to Concession Contract terms, as detailed below: |
| |
2021 | | |
2022 | |
Tren Urbano de Lima S.A. | |
| 256,526 | | |
| 281,487 | |
Carretera Andina del Sur S.A.C. | |
| 12,667 | | |
| 12,796 | |
Red Vial 5 S.A. | |
| 16,451 | | |
| 24,072 | |
Carretera Sierra Piura S.A.C. | |
| 4,489 | | |
| 3,018 | |
Concesionaria La Chira S.A. | |
| 620 | | |
| 791 | |
| |
| 290,753 | | |
| 322,164 | |
As of 2021, work in progress includes those costs
incurred related to future activities under engineering and construction contracts and according to management’s estimates all costs incurred
would be billed and collected. As of December 31, 2021 the balance was S/309.1 million.
The methodology established that contract revenue was
recognized based on the performance of a physical portion of the contract compared to the total committed. In the financial statements,
the net position of the contract was presented as either an asset or a liability. The contract is considered an asset when the amount
of costs incurred, plus recognized gains, estimated losses and approved valuations was greater than the amount billed. This asset was
presented as “Work in Progress”. If the resulting amount was less than the invoiced amount, it was presented as a liability
under “Accounts payable – Provision for estimated contract costs by stage of completion” (See Note 17 (a)-ii).
During the year 2022, the Company identified an
error in the application of its revenue and cost recognition in the subsidiaries of the “Engineering and Construction”
segment in relation to the IFRS 15 accounting standard “Revenue from Contracts with Customers”. Thus, the adjustments to the
aforementioned revenue and cost recognition methodology have an impact on the accounting and allocation of considerations to performance
obligations and related costs for the years ended December 31, 2021. The total effect of this adjustment is shown in the Accumulated Results
account as of December 31, 2022 for a total of S/17,968. The Company evaluated the application of its methodology and the adjustments
implemented to it, determining that the related impact was not material to the Company’s consolidated financial statements for the year
ended December 31, 2021.
The following is a detail and description
of the differences identified as of December 31, 2021, which will be included in the closing financial statements as of December 31,
2022:
As of December 31, 2021 | |
Statement of financial position | | |
Statement
of income | |
| |
Assets | | |
Liabilities | | |
Retained earnings | | |
Profit of the year | |
i) Revenue shortfall from ordinary activities | |
| 261,644 | | |
| - | | |
| 61,059 | | |
| 200,585 | |
ii) Construction cost deficit - work in progress | |
| (309,063 | ) | |
| - | | |
| (173,701 | ) | |
| (135,362 | ) |
iii) Construction cost overruns - provision for contract costs | |
| - | | |
| (67,937 | ) | |
| 95,697 | | |
| (27,760 | ) |
iv) Tax effect of identified adjustments | |
| - | | |
| 5,589 | | |
| 3,440 | | |
| (9,029 | ) |
v) Translation adjustment and effect on non-controlling interests | |
| 3,039 | | |
| - | | |
| 3,039 | | |
| - | |
Sub total | |
| (44,380 | ) | |
| (62,348 | ) | |
| (10,466 | ) | |
| 28,434 | |
Total effect on shareholders’ equity as of December 31, 2021 | |
| | | |
| | | |
| | | |
| 17,968 | |
| 11. | TRANSACTIONS WITH RELATED PARTIES |
| a) | Transactions with related parties |
Major transactions for the year ended December
31, 2021, and 2022 between the Company and its related parties are summarized as follows:
| |
2021 | | |
2022 | |
Revenue from sales of goods and services: | |
| | |
| |
- Joint operations | |
| 22,374 | | |
| 48,042 | |
| |
| 22,374 | | |
| 48,042 | |
Inter-company services are agreed based on market
terms and conditions as if they had been agreed with third parties.
| b) | As of December 31, this balances comprises the following: |
| |
2021 | | |
2022 | |
| |
Receivable | | |
Payable | | |
Receivable | | |
Payable | |
Current portion: | |
| | |
| | |
| | |
| |
Joint operations | |
| | |
| | |
| | |
| |
Consorcio Rio Urubamba | |
| 9,792 | | |
| - | | |
| 9,606 | | |
| - | |
Consorcio Rio Mantaro | |
| - | | |
| 7,043 | | |
| - | | |
| 12,247 | |
Consorcio Constructor Chavimochic | |
| - | | |
| 9,301 | | |
| - | | |
| 9,421 | |
Consorcio Manperan | |
| 1,389 | | |
| 4,968 | | |
| 603 | | |
| 4,064 | |
Consorcio TNT Vial y Vives - DSD Chile Ltda | |
| - | | |
| 633 | | |
| 8,664 | | |
| 3,153 | |
Consorcio Inti Punku | |
| 1,865 | | |
| 1,733 | | |
| 4,030 | | |
| 3,104 | |
Consorcio Peruano de Conservación | |
| 654 | | |
| 2,392 | | |
| 752 | | |
| 2,629 | |
Consorcio Vial Quinua | |
| - | | |
| 1,947 | | |
| - | | |
| 1,945 | |
Consorcio Italo Peruano | |
| 1,394 | | |
| 106 | | |
| 1,524 | | |
| - | |
Consorcio GyM Conciviles | |
| 1,479 | | |
| 1,074 | | |
| - | | |
| 1,426 | |
Terminales del Perú | |
| 92 | | |
| 399 | | |
| 88 | | |
| 600 | |
Consorcio Ermitaño | |
| 1,028 | | |
| 515 | | |
| 547 | | |
| - | |
Consorcio Norte Pachacutec | |
| 125 | | |
| 282 | | |
| 57 | | |
| 246 | |
Consorcio GyM-Stracon | |
| - | | |
| 143 | | |
| - | | |
| 160 | |
Consorcio Huacho Pativilca | |
| 5 | | |
| 82 | | |
| 51 | | |
| 39 | |
Consorcio CDEM | |
| - | | |
| 1,545 | | |
| - | | |
| - | |
Consorcio La Gloria | |
| 150 | | |
| - | | |
| 160 | | |
| - | |
Otros menores | |
| 133 | | |
| 1,721 | | |
| 1,662 | | |
| 1,056 | |
| |
| 18,106 | | |
| 33,884 | | |
| 27,744 | | |
| 40,090 | |
| |
| | | |
| | | |
| | | |
| | |
Other related parties | |
| | | |
| | | |
| | | |
| | |
Ferrovias S.A. | |
| - | | |
| 15,513 | | |
| - | | |
| 13,354 | |
Peru Piping Spools S.A.C. | |
| 2,711 | | |
| 1,607 | | |
| - | | |
| - | |
| |
| 2,711 | | |
| 17,120 | | |
| - | | |
| 13,354 | |
Current portion | |
| 20,817 | | |
| 51,004 | | |
| 27,744 | | |
| 53,444 | |
| |
| | | |
| | | |
| | | |
| | |
Non-current portion | |
| | | |
| | | |
| | | |
| | |
Gasoducto Sur Peruano S.A. | |
| 643,897 | | |
| - | | |
| 542,392 | | |
| - | |
Ferrovias S.A. | |
| - | | |
| 14,690 | | |
| - | | |
| 15,054 | |
Ferrovias Participaciones S.A. | |
| - | | |
| 36,022 | | |
| - | | |
| 12,239 | |
Non-current | |
| 643,897 | | |
| 50,712 | | |
| 542,392 | | |
| 27,293 | |
Accounts receivable and payable are mainly of
current maturity, except for accounts receivable from Gasoducto Sur Peruano S.A. (hereinafter “GSP”), Ferrovias S.A. and Ferrovias
Participaciones S.A.; which have no specific guarantees. These balances do not generate interest considering their maturity in short term.
The non-current account receivable mainly corresponds
to the obligations arising from the early termination of the GSP project. As of December 31, 2022, the balance include: (i) account receivable
book value net of impairment recorded by the parent Company for S/383 million, and present value of S/140 million (S/400 million and S/77
million, as of December 31, 2021, respectively) using the discounted cash flow method, at a rate of 5.86% (2.73% in 2021), (ii) in Cumbra
Peru S.A. accounts receivable and unbilled receivables balances from Consorcio Constructor Ductos del Sur (CCDS) to GSP for S/299 million,
which includes S/275 million receivables from CCDS and S/24 million for loss of profits (as of December 31, 2021, S/321 million which
includes S/289 million and S/32 million, respectively).
| 12. | OTHER ACCOUNTS RECEIVABLE |
As of December 31, this caption comprises the
following:
| |
Total | | |
Current | | |
Non-Current | |
| |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
Guarantee deposits | |
| 198,670 | | |
| 227,822 | | |
| 184,872 | | |
| 143,444 | | |
| 13,798 | | |
| 84,378 | |
Credit from public institutions and recoverable taxes | |
| 133,428 | | |
| 141,891 | | |
| 93,981 | | |
| 102,689 | | |
| 39,447 | | |
| 39,202 | |
Petroleos del Peru S.A.- Petroperu S.A. | |
| 106,077 | | |
| 105,073 | | |
| 19,262 | | |
| 15,291 | | |
| 86,815 | | |
| 89,782 | |
Claims to third parties | |
| 151,346 | | |
| 76,432 | | |
| 124,724 | | |
| 32,611 | | |
| 26,622 | | |
| 43,821 | |
Advances to suppliers | |
| 33,769 | | |
| 56,987 | | |
| 33,769 | | |
| 56,987 | | |
| - | | |
| - | |
Restricted funds | |
| 7,346 | | |
| 52,014 | | |
| - | | |
| 44,668 | | |
| 7,346 | | |
| 7,346 | |
Inversiones Majes S.A. | |
| 27,193 | | |
| 21,081 | | |
| - | | |
| - | | |
| 27,193 | | |
| 21,081 | |
Accounts receivable from personneel | |
| 16,864 | | |
| 2,359 | | |
| 16,864 | | |
| 2,359 | | |
| - | | |
| - | |
Other minors | |
| 13,726 | | |
| 4,813 | | |
| 13,587 | | |
| 4,693 | | |
| 139 | | |
| 120 | |
| |
| 688,418 | | |
| 688,471 | | |
| 487,058 | | |
| 402,741 | | |
| 201,360 | | |
| 285,730 | |
The fair value of the other short-term accounts
receivable is similar to their book value due to their short-term maturity. The non-current portion corresponds mainly to non-financial
assets such as claims to third parties and tax credits. Other non-current accounts receivable maintain maturities that vary between 2
and 5 years.
The maximum exposure to credit risk as of the
reporting date is the carrying amount of each class of other accounts receivable mentioned.
| 13. | INVESTMENTS IN ASSOCIATES AND JOINT VENTURES |
As of December 31, this caption comprises the
following:
| |
2021 | | |
2022 | |
Associates | |
| 22,047 | | |
| 2,754 | |
Joint ventures | |
| 9,126 | | |
| 12,163 | |
| |
| 31,173 | | |
| 14,917 | |
Movement of our investments in associates for
the year ended December 31, 2021, and 2022 is as follows:
| |
2021 | | |
2022 | |
Balance as of January 1 | |
| 35,516 | | |
| 31,173 | |
Equity interest in results | |
| (861 | ) | |
| 1,907 | |
Dividends received | |
| (3,445 | ) | |
| (380 | ) |
Capital reduction | |
| - | | |
| (2,937 | ) |
Investment impairment | |
| - | | |
| (14,526 | ) |
Investment disposal | |
| - | | |
| (278 | ) |
Conversion adjustment | |
| (37 | ) | |
| (42 | ) |
Balance as of December 31 | |
| 31,173 | | |
| 14,917 | |
The most relevant associates are described below:
| i. | Gasoducto Sur Peruano
S.A |
In November
2015, the Company acquired a 20% interest in GSP and in turn, obtained a 29% interest in Consorcio Constructor Ductos del Sur (hereinafter
“CCDS”) through its subsidiary Cumbra Peru S.A.
On July
22, 2014, GSP signed the concession contract with the Peruvian State for the construction, operation and maintenance of a natural gas
pipeline transportation system to meet the demand of the cities in southern Peru (hereinafter the “Concession Contract”). Additionally,
GSP signed an engineering, procurement and construction contract with CCDS.
The Company
made an investment in GSP of US$242.5 million, and agreed to assume 20% of the performance bond established in the Concession Contract
(for a total amount of US$262.5 million), and 21.49% of the guarantee for a bridge loan of US$600 million.
Early
termination of the Concession Contract
On January
24, 2017, the Peruvian Ministry of Energy and Mines (hereinafter “MINEM”) declared the early termination of the Concession Contract,
relying on the provisions of clause 6.7, as a consequence of not having accredited the financial closure within the contractual term,
proceeding with the immediate execution of the entirety of the faithful performance guarantee.
The situation
described in the previous paragraph generated the execution of the counter-guarantees granted by Aenza in favor of the issuer of the guarantees:
US$52.5 million in the case of the performance bond and US$129 million for the corporate guarantee on the bridge loan granted to GSP.
According to the Concession Contract, the guarantees were paid on behalf of GSP, therefore, the Company recognized the right to collect
for US$181.5 million, which were recorded in 2016 as Receivables from Related Parties.
On October
11, 2017, the deed of agreement for the delivery of the assets of the Southern Peruvian gas pipeline concession was signed between GSP
and MINEM. The assets included the works, equipment, facilities and engineering studies provided for the execution of the project.
Upon termination
of the Concession Contract, and in accordance with the provisions of clause 20 thereof, the Peruvian State had the obligation to hire
an internationally recognized auditing entity to calculate the net book value of the concession assets (hereinafter “NCV”),
and to call up to three auctions on GSP’s assets. However, to date, the Peruvian State continues to fail to comply with these contractual
obligations. The amount of the VCN was calculated at US$2,602 million by an independent auditing firm hired by GSP as of December 31,
2016.
AENZA
S.A.A. Collection Actions.
On December
21, 2018, the Company filed with the Peruvian State a request for direct treatment, whereby it required the payment of the VCN in favor
of GSP. On October 18, 2019, the Company filed with ICSID a request for arbitration. On December 27, 2019, the Company withdrew from the
arbitration in compliance with the preliminary agreement of effective collaboration signed with the Public Prosecutor’s Office and the
Ad hoc Prosecutor’s Office on the same date (Note 1). The withdrawal of the request for arbitration before ICSID does not imply the loss
of the Company’s collection rights against GSP, nor does it restrict, limit or obstruct GSP’s ability to exercise its rights against the
State.
The Company
and its internal and external legal advisors consider that the payment owed by the State to GSP for the NCV of the concession assets is
not within the scope of the withholding provided for in Law 30737, since such payment does not include a net profit margin and does not
correspond to the sale of assets.
GSP’s
Insolvency Proceedings
On December
4, 2017, GSP entered into bankruptcy proceedings before the Peruvian National Institute for the Defense of Competition and Protection
of Intellectual Property (“INDECOPI”). Aenza recorded the claim for accounts receivable of US$ 0.4 million and US$ 169.3 million,
the latter held in trust in favor of the Company’s creditors. As of the date of this report, GSP is in the process of liquidation and
Aenza is chairing the Board of Creditors. The approval of the Liquidation Agreement, which provides the framework for the liquidator’s
work, is still pending.
As of December
31, 2022, the present value of accounts receivable from GSP is US$81.1 million, equivalent to S/ 322.6 million (as of December 31, 2021
it was US$ 88.6 million, equivalent to S/320 million) and maintains an accumulated impairment of US$82.8 million (S/329 million). The
Company’s management maintains the recovery estimate at 8 years. However, it has updated the discount rate used in its estimates from
1.6% to 2.73%, resulting in a loss from discount restatement under amortized cost of US$7.5 million (S/29.8 million).
| ii. | Concesionaria Chavimochic S.A.C. |
In May 2014, Concesionaria Chavimochic S.A.C.
(hereinafter, the “Concessionaire”) - in which Aenza has a 26.5% interest, entered into a Concession Contract (hereinafter,
the “Concession Contract”) with the Peruvian State for the design, construction, operation and maintenance of the major hydraulic
works of the Chavimochic Project (hereinafter, the “Project”). The construction of the Project started in 2015, with a concession
term of 25 years and an investment amount of approximately US$647 million.
Pursuant to the Concession Contract, the works
of the third stage of the Project were structured in two phases. To date, the works of the first phase (Palo Redondo Dam) are 70% complete.
However, since the beginning of 2017, the early termination procedure of the Concession Contract was initiated due to contractual breach
by the Grantor, having suspended all activities in December 2017. Not having reached an agreement, the Concessionaire initiated an arbitration
process before the United Nations International Commercial Law Commission (CNUDI by its acronym in Spanish).
On October 4, 2022, the Arbitral Award notified
the parties with the award, which provided for the early termination of the Concession Contract and ordered, among others, that the Grantor
pay the Concessionaire US$25.3 million as a consequence of its failure to provide the Project Control Delivery and, the execution of 70%
of the Performance Bond or the payment of US$25 million for the Concessionaire’s failure to obtain financial closure.
Despite the Concessionaire’s requests for exclusion and integration
of the award, the Tribunal did not issue a decision within the deadline, and the award was consented to.
| 14. | INVESTMENT PROPERTY, PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE
ASSETS AND RIGHT-OF-USE ASSETS |
The movement in investment property, property,
plant and equipment, intangible assets and right-of-use assets accounts for the year ended December 31, 2021 and 2022, are as follows:
| |
| | |
Property, | | |
| | |
| |
| |
Investment | | |
plant and | | |
Intangibles | | |
Right-of-use | |
| |
property | | |
equipment | | |
assets | | |
assets | |
| |
(a) | | |
(a) | | |
(b) | | |
(a) | |
| |
| | |
| | |
| | |
| |
Net cost as of January 1, 2021 | |
| 26,073 | | |
| 405,469 | | |
| 791,990 | | |
| 64,518 | |
Additions | |
| 152 | | |
| 38,191 | | |
| 67,741 | | |
| 13,931 | |
Deconsolidation, net | |
| - | | |
| (7,935 | ) | |
| (751 | ) | |
| (6,632 | ) |
Reclassifications and disposals | |
| 41,150 | | |
| (50,839 | ) | |
| (2,080 | ) | |
| - | |
Conversion adjustments | |
| (48 | ) | |
| (5,252 | ) | |
| (6,997 | ) | |
| (401 | ) |
Deductions for sale of assets | |
| - | | |
| (5,684 | ) | |
| - | | |
| - | |
Depreciation, amortization | |
| (4,316 | ) | |
| (70,780 | ) | |
| (106,512 | ) | |
| (23,699 | ) |
Net cost as of December 31, 2021 | |
| 63,011 | | |
| 303,170 | | |
| 743,391 | | |
| 47,717 | |
| |
| | | |
| | | |
| | | |
| | |
Net cost as oft January 1, 2022 | |
| 63,011 | | |
| 303,170 | | |
| 743,391 | | |
| 47,717 | |
Additions | |
| 52 | | |
| 64,696 | | |
| 165,157 | | |
| 21,567 | |
Reclassifications and disposals | |
| 1,291 | | |
| (15,778 | ) | |
| (3,164 | ) | |
| (256 | ) |
Conversion adjustments | |
| - | | |
| (6,389 | ) | |
| (16,013 | ) | |
| (112 | ) |
Deductions for sale of assets | |
| - | | |
| (7,385 | ) | |
| - | | |
| - | |
Depreciation, amortization | |
| (3,937 | ) | |
| (52,342 | ) | |
| (102,035 | ) | |
| (18,709 | ) |
Net cost as of December 31, 2022 | |
| 60,417 | | |
| 285,972 | | |
| 787,336 | | |
| 50,207 | |
| (a) | Investment property, property, plant and equipment and right-of-use assets |
As of December 31, 2022, additions in property,
plant and equipment, mainly correspond to energy segment, due to work in progress, machinery, buildings, other equipment, furniture and
fixtures and vehicles in S/49.9 million. Additionally, additions in engineering and construction segment, for machinery, other equipment
for S/8 million; additions in real estate segment, for work in progress, machinery and other equipment for S/3.4 million and additions
in infrastructure segment, for buildings, machinery, furniture and fixtures and other equipment for S/3.3 million (As of December 31,
2021, correspond mainly to additions in engineering and construction, for machinery, other equipment, vehicles, furniture and fixture
and buildings for a total of S/20.2 million, as well as additions in energy segment, for works in progress, replacement units, machinery,
furniture and fixture, land and buildings in S/16.8 million).
During the last quarter of 2021, the net value
corresponding to the property located at Av Paseo de la Republica 4675 has been reclassified to Investment Properties due to management’s
decision to lease the building to third parties.
As of December 31, 2022, additions to right-of-use
assets mainly correspond to lease agreements in energy segment, for the acquisition of real estate, vehicles, machinery, and equipment
for a total of S/13.4 million; and additions in infrastructure segment for vehicles for S/4.1 million (as of December 31, 2021, mainly
correspond to additions in infrastructure segment for vehicles for a total of S/3.4 million).
For the year ended December 31, 2021 and 2022,
depreciation of property, plant and equipment, investment property and right-of-use assets is presented in the consolidated statement
of income as follows:
| |
2021 | | |
2022 | |
| |
| | |
| |
Cost of sale of goods and services (Note 21) | |
| 82,063 | | |
| 72,421 | |
Administrative expenses (Note 21) | |
| 5,425 | | |
| 2,567 | |
Depreciation from discontinued operations | |
| 11,307 | | |
| - | |
Total depreciation | |
| 98,795 | | |
| 74,988 | |
(-) Depreciation related to investment property (Note 14) | |
| (4,316 | ) | |
| (3,937 | ) |
(-) Depreciation related to right-of-use assets (Note 14) | |
| (23,699 | ) | |
| (18,709 | ) |
Total depreciation of property, plant and equipment | |
| 70,780 | | |
| 52,342 | |
As of December 31, 2022, additions mainly correspond
to energy segment due to investments in the preparation of wells and other assets for S/148.1 million; additions to engineering and construction
segment due to investment in software and development expenses for S/9.8 million and additions to infrastructure segment due to concessions
and licenses for S/7 million; (as of December 31, 2021, additions mainly correspond to energy segment due to investments in the preparation
of wells for S/51.3 million; additions to engineering and construction segment due to investment in software and development expenses
for S/8.5 million; and additions to infrastructure segment due to concessions and licenses for S/6.2 million).
For the year ended December
31, 2021 and 2022, the breakdown of intangible amortization included in the consolidated statement of income is as follows:
| |
2021 | | |
2022 | |
Cost of sale of goods and services (Note 21) | |
| 101,578 | | |
| 99,210 | |
Administrative expenses (Note 21) | |
| 3,642 | | |
| 2,825 | |
Amortization from discontinued operations | |
| 1,292 | | |
| - | |
Total amortization | |
| 106,512 | | |
| 102,035 | |
Goodwill
Management reviews businesses
results based on the type of economic activity developed. The cash-generating units are distributed in the following segments:
| |
2021 | | |
2022 | |
Engineering and construction | |
| 36,345 | | |
| 28,741 | |
Electromechanical | |
| 20,735 | | |
| 20,736 | |
| |
| 57,080 | | |
| 49,477 | |
As of December 31, this caption comprises the
following:
| |
Total | | |
Current | | |
Non-current | |
| |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Bank loans (a) | |
| 343,679 | | |
| 657,223 | | |
| 217,935 | | |
| 551,823 | | |
| 125,744 | | |
| 105,400 | |
Other financial entities (b) | |
| 165,878 | | |
| 162,750 | | |
| 3,746 | | |
| 8,725 | | |
| 162,132 | | |
| 154,025 | |
Lease liability for right-of-use asset | |
| 60,507 | | |
| 59,085 | | |
| 14,541 | | |
| 12,879 | | |
| 45,966 | | |
| 46,206 | |
Finance leases | |
| 9,836 | | |
| 835 | | |
| 5,118 | | |
| 835 | | |
| 4,718 | | |
| - | |
| |
| 579,900 | | |
| 879,893 | | |
| 241,340 | | |
| 574,262 | | |
| 338,560 | | |
| 305,631 | |
As of December 31, 2021 and 2022, this item comprises
bank loans in local and foreign currencies for working capital purposes. These obligations accrue fixed interest rates which fluctuate
between 0.5% and 13.5% in 2022 (between 0.9% and 11% in 2021).
| |
Interest rate | |
Date of
maturity | |
2021 | | |
2022 | |
| |
| |
| |
| | |
| |
AENZA S.A.A. (i) | |
Term SOFR 3M + from 6.26% to 8.51% | |
2023 | |
| - | | |
| 463,773 | |
Unna Energia S.A. (ii) | |
6.04% / 7.68% | |
2027 | |
| 143,986 | | |
| 126,064 | |
Viva Negocio Inmobiliario S.A. (iii) | |
7.00% / 11.35% | |
2024 | |
| 65,262 | | |
| 51,314 | |
Morelco S.A.S. (iv) | |
9.95% / 10.93% | |
2023 | |
| - | | |
| 10,674 | |
Vial y Vives - DSD S.A. (v) | |
0.52% / 13.54% | |
2025 | |
| 22,990 | | |
| 5,398 | |
Cumbra Peru S.A. (vi-vii) | |
8.00% | |
2023 | |
| 111,441 | | |
| - | |
| |
| |
| |
| 343,679 | | |
| 657,223 | |
| i) | AENZA S.A.A. Bridge Loan Agreement |
On March 17, 2022, the Company entered into a
bridge loan credit agreement for up to US$120 million, with a group of financial entities comprised by Banco BTG Pactual S.A. - Cayman
Branch, Banco Santander Peru S.A., HSBC Mexico, S.A., Institucion de Banca Multiple, Grupo Financiero HSBC, and Natixis, New York Branch.
The financing will be repaid over a period of 18 months, in quarterly payments, and will be secured, subject to the fulfillment of certain
precedent conditions, by a cash flow trust (first lien), a pledge on our shares in Unna Energia S.A. (first lien), and a trust fund over
the shares of Viva Negocio Inmobiliario S.A. (second lien). On April 5, 2022, the Company received the full amount of the financing for
US$120 million. The loan bears interest at the following interest rates: (i) for the first and second payment, Term SOFR + 6.26%; (ii)
for the third and fourth payment, Term SOFR + 6.76%; (iii) for the fifth payment, Term SOFR + 7.51%; and (iv) for the sixth payment, Term
SOFR + 7.51%. As of December 31, 2022, the total amount payable is S/463.8 million, includes principal of S/458.4 million, plus interest
and net deferred charges of S/5.4 million. As of December 31, 2022, the Company has complied with the corresponding covenants established
in the contract loan.
| ii) | Unna Energia S.A. Loan |
Terminales del Peru (hereinafter “TP”),
a joint operation of the subsidiary Unna Energia S.A., has a medium-term loan agreement with Banco de Credito del Peru (hereinafter “BCP”)
up to US$30 million to finance the investments committed and up to US$70 million to finance the additional investments from the operation
contract of the North and Center terminals for the period 2015 to 2019, its period of availability is until December 31, 2022, with a
maximum exposure limit of US$80 million. These loans are repaid within 8 years. During 2022 additional cash transfer of US$8.5 million
(equivalent to S/32.7 million) was requested for the additional investments. As of December 31, 2022, the amount of financing equivalent
to the 50% interest held by the subsidiary Unna Energia S.A. amounts to US$26.2 million, equivalent to S/100.2 million (US$27.2 million,
equivalent to S/108.7 million, as of December 31, 2021).
In addition, during November 2019, TP signed a
loan agreement to finance the additional investments from 2019 to 2023, for a credit line amounting to US$46 million with BCP. The contract
confirmed the participation of an assignee, so BD Capital (BDC) acquired 50% of the BCP contractual position through the subscription
of the accession contract. As of December 31, 2022, the amount of financing equivalent to the 50% interest held by the subsidiary Unna
Energia S.A. amounts to US$7.4 million, equivalent to S/28.1 million (US$9.2 million, equivalent to S/36.8 million, as of December 31,
2021).
As of December 31, 2021, and 2022, TP is in compliance
with the ratios established in the contract loan.
| iii) | Viva Negocio Inmobiliario S.A. Loan |
As of December 31, the balance includes the following:
| |
Interest rate | | |
Date of
maturity | | |
2021 | | |
2022 | |
| |
| | |
| | |
| | |
| |
Banco de Credito del Peru | |
| 7.00% / 7.94 | % | |
| 2023 | | |
| 35,679 | | |
| 36,562 | |
Banco Interamericano de Finanzas | |
| 11.35 | % | |
| 2024 | | |
| 18,456 | | |
| 12,636 | |
BBVA Continental | |
| 7.94 | % | |
| 2024 | | |
| 9,742 | | |
| 2,116 | |
Eldo Peru S.A.C. | |
| 11.00 | % | |
| 2022 | | |
| 1,385 | | |
| - | |
| |
| | | |
| | | |
| 65,262 | | |
| 51,314 | |
As of December 31, the balance includes the following:
| |
Interest rate | | |
Date of
maturity | | |
2022 | |
| |
| | |
| | |
| |
Bancolombia S.A. | |
| 10.39 | % | |
| 2023 | | |
| 4,330 | |
Banco de Bogota | |
| 9.95% / 10.93 | % | |
| 2023 | | |
| 6,344 | |
| |
| | | |
| | | |
| 10,674 | |
| |
| | | |
| | | |
| | |
| v) | Vial y Vives - DSD S.A. Loan |
As of December 31, the balance includes the following:
| |
Interest rate | | |
Date of
maturity | | |
2021 | | |
2022 | |
| |
| | |
| | |
| | |
| |
Eurocapital | |
| 13.54 | % | |
| 2025 | | |
| 4,352 | | |
| 3,389 | |
Tanner | |
| 5.94 | % | |
| 2023 | | |
| 6,390 | | |
| 1,077 | |
BCI Asset Management | |
| 0.52 | % | |
| 2023 | | |
| 7,055 | | |
| 473 | |
Finameris Servicios Financieros | |
| 1.50 | % | |
| 2023 | | |
| 978 | | |
| 459 | |
E. Capital S.A. | |
| 1.50 | % | |
| 2022 | | |
| 1,983 | | |
| - | |
Capital Express | |
| 1.25 | % | |
| 2022 | | |
| 1,488 | | |
| - | |
Finmas S.A. | |
| 1.50 | % | |
| 2022 | | |
| 744 | | |
| - | |
| |
| | | |
| | | |
| 22,990 | | |
| 5,398 | |
| vi) | Financial Stability Framework Agreement |
In July 2017, the Company and its subsidiaries
(Cumbra Peru S.A., Construyendo Pais S.A., Vial y Vives - DSD S.A. and Concesionaria Via Expresa Sur S.A.) signed a Financial Stability
Framework Agreement with the following financial entities: Scotiabank Peru S.A., Banco Internacional del Peru S.A.A., BBVA Banco Continental,
Banco de Credito del Peru, Citibank del Peru S.A. and Citibank N.A. The objectives of the Financial Stability Framework Agreement were
to guarantee Cumbra Peru S.A. a syndicated revolving line for working capital, a non-revolving line of credit to finance repayment commitments
subject to performance bonds; guarantee lines of credit for the issuance of the performance bond and undertake to maintain the existing
letters of credit issued at the request of Cumbra Peru S.A. As of December 31, 2021, the Company complied with the obligations and covenants
established in the Financial Stability Framework Agreement.
On March 29, 2022, S/28.2 million and US$0.3 million
corresponding to the total balance of the Financial Stability Framework Agreement were fully paid (as of December 31, 2021, the balance
payable was US$7.4 million, equivalent to S/29.5 million).
| vii) | Banco Santander Peru S.A. Loan |
On December 28, 2020, Tecnicas Reunidas enforced
two letters of credit for a total amount of US$23.7 million, which had been issued by Banco Santander Peru S.A. on behalf of our subsidiary
Cumbra Peru S.A. as security pursuant to a construction contract. As a result, Cumbra Peru S.A. subscribed a loan with Banco Santander
for principal amount of US$23.7 million (equivalent to S/85.9 million). The loan accrued interest at an annual effective interest rate
of Libor + 8%. As of December 31, 2021, the debt balance was US$20.2 million, equivalent to S/80.8 million, Cumbra Peru S.A. complied
with the covenants under the Loan Agreement with Banco Santander Peru S.A.
In April 2022, Cumbra Peru S.A. paid the entire
debt amounting to US$20.2 million.
| (b) | Other financial entities |
Corresponds to the monetization of Red Vial
5 S.A. dividends, operation carried out on May 29, 2018, for the subscription of an investment contract between the Company and
Inversiones Concesiones Vial S.A.C. (“BCI Peru”) - whith the intervention of Fondo de Inversiones BCI NV (“Fondo
BCI”) and BCI Management Administradora General de Fondos S.A. (“BCI” Asset Management”) - to monetize
future dividends from Red Vial 5 S.A. to the Company. With the signing of this agreement, the Company obligated itself to indirectly
transfer its economic rights over 48.8% of the share capital of Red Vial 5 S.A. by transferring its class B shares (equivalent to
48.8% of the capital of Red Vial S.A.) to a vehicle specially constituted for such purposes named Inversiones en Autopistas S.A. The
amount of the transaction was US$42.3 million (equivalent to S/138 million) and was completed on June 11, 2018.
Likewise, it has been agreed that the Company
will have purchase options on 48.8% of Red Vial 5 S.A.’s economic rights that BCI Peru will maintain through its participation in Inversiones
en Autopistas S.A. These options will be subject to certain conditions such as the expiration of different terms, recovery of the investment
made with the funds of the BCI Fund (according to different economic calculations) and/or that a change of control occurs.
In 2020, the Company recognized at fair value
the liability amounting to US$42.1 million (equivalent to S/152.5 million).
As of December 31, 2022, the balance to be paid
amounted to US$42.6 million, equivalent to S/162.8 million (as of December 31, 2021, balance was US$41.5 million, equivalent to S/165.8
million) and includes the effect of the fair value of S/16.6 million (as of December 31, 2021, S/12.4) (Note 23-b.ii). Accrued interest
amounted to S/9.3 million (in 2021, S/10 million).
| (c) | Fair value of borrowings |
As of December 31, the carrying amount and fair
value of borrowings are detailed as follows:
| |
Carrying amount | | |
Fair value | |
| |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| |
| | |
| | |
| | |
| |
Bank loans | |
| 343,679 | | |
| 657,223 | | |
| 372,270 | | |
| 644,018 | |
Other financial entities | |
| 165,878 | | |
| 162,750 | | |
| 165,878 | | |
| 162,750 | |
Lease liability for right-of-use asset | |
| 60,507 | | |
| 59,085 | | |
| 66,943 | | |
| 58,719 | |
Finance leases | |
| 9,836 | | |
| 835 | | |
| 9,097 | | |
| 776 | |
| |
| 579,900 | | |
| 879,893 | | |
| 614,188 | | |
| 866,263 | |
As of December 31, 2022, the fair value is based
on cash flows discounted using debt rates between 4.7% and 17.6% (between 3.9% and 10% as of December 31, 2021) and are included as Level
2 in the level of measurement, except for other financial entities which is measured within level 3.
As of December 31, this caption comprised the
following:
| |
Total | | |
Current | | |
Non-current | |
| |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Tren Urbano de Lima S.A. (a) | |
| 626,697 | | |
| 629,956 | | |
| 24,496 | | |
| 31,203 | | |
| 602,201 | | |
| 598,753 | |
Red Vial 5 S.A. (b) | |
| 251,933 | | |
| 218,684 | | |
| 36,637 | | |
| 41,343 | | |
| 215,296 | | |
| 177,341 | |
Cumbra Peru S.A. (c) | |
| 26,282 | | |
| 21,273 | | |
| 4,896 | | |
| 4,554 | | |
| 21,386 | | |
| 16,719 | |
AENZA S.A.A. (d) | |
| 356,010 | | |
| - | | |
| 3,809 | | |
| - | | |
| 352,201 | | |
| - | |
| |
| 1,260,922 | | |
| 869,913 | | |
| 69,838 | | |
| 77,100 | | |
| 1,191,084 | | |
| 792,813 | |
| (a) | Tren Urbano de Lima S.A. |
During February 2015, the subsidiary Tren Urbano de Lima S.A. issue corporate bonds under Regulation S of the United States of America.
The issuance was made in VAC soles (adjusted for the Constant Update Value) for an amount of S/629 million. The bonds have a maturity
ended in November 2039 and accrue an annual effective interest rate of 4.75% (plus the VAC adjustment), present a risk rating of AA+ (local
scale) granted by Apoyo & Asociados Internacionales Clasificadora de Riesgo. As of December 30, 2022, an accumulated amortization
amounting to S/126.8 million has been made (S/106.9 million as of December 31, 2021).
As of December 31, 2022, the balance
includes VAC adjustments and interest payable for S/143.3 million (S/121.1 million as of December 31, 2021).
The account movement of such corporate
bonds for the years ended December 31, 2021 and 2022 is as follows:
| |
2021 | | |
2022 | |
| |
| | |
| |
Balance as of January, 1 | |
| 624,454 | | |
| 626,697 | |
Amortization | |
| (16,376 | ) | |
| (19,848 | ) |
Accrued interest | |
| 49,013 | | |
| 54,918 | |
Interest paid | |
| (30,394 | ) | |
| (31,811 | ) |
Balance as of December, 31 | |
| 626,697 | | |
| 629,956 | |
As of December 31, 2021, and 2022,
Tren Urbano de Lima S.A. has complied with the corresponding covenants.
As of December
31, 2022, the fair value amounts to S/630.7 million (S/626.8 million, as of December 31, 2021), this is based on discounted cash flows
using an annual effective interest rate of 5.9% (cash flows using an annual effective interest rate of 4.9% as of December 31, 2021) and
corresponds to level 3 of the fair value hierarchy.
Between 2015 and 2016, the subsidiary
Red Vial 5 S.A. issued the First Corporate Bond Program on the Lima Stock Exchange for a total S/365 million. Risk rating agencies Apoyo
& Asociados Internacionales graded this debt instrument AA+.
The capital raised was used to finance
the construction of the second phase of Red Vial No.5 and the financing of VAT arising from a project-related expenses.
The account movement for the years
ended December 31, 2021, and 2022 is as follows:
| |
2021 | | |
2022 | |
| |
| | |
| |
Balance as of January, 1 | |
| 280,848 | | |
| 251,933 | |
Amortization | |
| (28,836 | ) | |
| (33,085 | ) |
Accrued interest | |
| 22,315 | | |
| 19,744 | |
Interest paid | |
| (22,394 | ) | |
| (19,908 | ) |
Balance as of December, 31 | |
| 251,933 | | |
| 218,684 | |
As of December 31, 2021, and 2022,
Red Vial 5 S.A. has complied with the covenants.
As of December
31, 2022, the fair value amounts to S/224.8 million (as of December 31, 2021, S/260 million), is based on discounted cash flows using
an annual effective interest rate 8.1% (8.1% as of December 31, 2021) and is within level 2 of the fair value hierarchy.
At the beginning of 2020, the subsidiary
Cumbra Peru S.A. prepared the First Private Bond Program, up to a maximum amount of US$8 million.
In the first quarter of the year 2020,
bonds issued amounts to US$7.8 million (equivalent to S/25.9 million) under the debt swap modality, related to its outstanding trade accounts.
The bonds mature in December 2027 and
bear an annual effective interest rate of 8.5%, payment is semi-annual and have a risk rating of B-, granted by the rating company Moody’s
Peru. As of December 30, 2022, the balance includes accrued interest payable for US$0.2 million, equivalent to S/0.8 million (US$0.3 million,
equivalent to S/1 million, as of December 31, 2021).
The account movement for the years
ended December 31, 2021, and 2022 is as follows:
| |
2021 | | |
2022 | |
| |
| | |
| |
Balance as of January, 1 | |
| 27,457 | | |
| 26,282 | |
Amortization | |
| (3,687 | ) | |
| (3,812 | ) |
Exchange difference | |
| 2,561 | | |
| (1,030 | ) |
Accrued interest | |
| 2,219 | | |
| 1,858 | |
Interest paid | |
| (2,268 | ) | |
| (2,025 | ) |
Balance as of December, 31 | |
| 26,282 | | |
| 21,273 | |
As of December 31, 2022, the fair value
amounts to S/19.7 million (S/27.1 million as of December 31, 2021), is based on discounted cash flows using a rate of 11.4% (7.4% as of
December 31, 2021) and is within level 3 of the fair value hierarchy.
On August
13, 2021, AENZA S.A.A. issued bonds convertible (hereinafter, the “Bonds”) into common shares with voting rights. The total
amount of the issue was US$89.9 million, issuing 89,970 bonds, each with a nominal value of US$ 1,000.
The placement
of these bonds was executed locally and were made available to investors only in Peru pursuant to the provisions of the applicable current
Peruvian legislation. The bonds maturity date was February 2024, bear an annual effective interest rate of 8%, and were payable on a quarterly
basis.
Pursuant to
the terms and conditions of the convertible bonds, issued, these may be converted into shares as of the sixth months from the date of
issuance, according to the following procedure: 1) the conversion day was the last business day of each month; 2) the conversion may be
totally or partially; 3) the conversion notice must be sent to the Bondholders’ Representative no later than 5 business days prior
to the conversion date; and 4) the conversion price would be the minimum between (i) US$0.33 (Zero and 33/100 United States Dollars) per
Share, and (ii) 80% of the average price of the transactions occurring thirty (30) days prior to the Conversion Date, weighted by the
volume of each transaction. The conversion will be made by dividing the current nominal value of each bond by the conversion price.
As of December
31, 2021, the debt balance net of costs incurred amounted to US$89.9 million equivalent to S/356 million. Thereafter the Corporation converted
entirely all the bonds into common shares in two tranches, first on February 28, 2022, 11,000 bonds and secondly on March 31, 2022, 78,970
bonds(see, Note 20); due the conversion, the balance of the debt was fully paid.
| 17. | TRADE ACCOUNTS PAYABLE |
As of December 31, this
caption is comprised by the following:
| |
2021 | | |
2022 | |
| |
| | |
| |
Invoices payable | |
| 506,798 | | |
| 523,175 | |
Cost provision (a) | |
| 468,360 | | |
| 506,726 | |
Notes payable | |
| 5,609 | | |
| 5,390 | |
| |
| 980,767 | | |
| 1,035,291 | |
| (a) | The cost provision include the following: |
| i) | Goods and services received not invoiced amounting to S/385.6 million for the engineering and construction
segment, S/47.6 million for the infrastructure segment, S/37 million for the energy segment, S/19 million for the real estate and S/12.8
million for operations of the parent company (S/296.6 million, S/42.3 million, S/24.2 million, S/20.6 million and S/16 million, respectively,
as of December 31, 2021). |
| ii) | Provision for estimated contract costs by stage of completion related mainly to projects of the engineering
and construction segment for S/68.6 million, as of December 31, 2021. See explanation of the change in the methodology for revenue and
cost recognition in Note 10. |
| 18. | OTHER ACCOUNTS PAYABLE |
As of December 31, this caption is comprised by the following:
| |
Total | | |
Current | | |
Non-current | |
| |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Advances received from customers (a) | |
| 322,680 | | |
| 365,730 | | |
| 315,644 | | |
| 350,194 | | |
| 7,036 | | |
| 15,536 | |
Other taxes payable | |
| 124,004 | | |
| 166,547 | | |
| 112,737 | | |
| 138,535 | | |
| 11,267 | | |
| 28,012 | |
Salaries and other payable to personnel | |
| 126,466 | | |
| 99,225 | | |
| 126,466 | | |
| 99,225 | | |
| - | | |
| - | |
Arbitration payable | |
| 58,502 | | |
| 73,348 | | |
| 58,502 | | |
| 34,560 | | |
| - | | |
| 38,788 | |
Consorcio Ductos del Sur - payable (b) | |
| 77,665 | | |
| 25,652 | | |
| 29,242 | | |
| 12,921 | | |
| 48,423 | | |
| 12,731 | |
Guarantee deposits | |
| 26,017 | | |
| 18,552 | | |
| 26,017 | | |
| 18,552 | | |
| - | | |
| - | |
Share purchase agreement - Inversiones Sur | |
| 15,992 | | |
| 15,280 | | |
| - | | |
| 15,280 | | |
| 15,992 | | |
| - | |
Acquisition of additional non-controlling interest | |
| 25,253 | | |
| 9,344 | | |
| 25,253 | | |
| 9,344 | | |
| - | | |
| - | |
Royalties payable | |
| 5,668 | | |
| 9,303 | | |
| 5,668 | | |
| 9,303 | | |
| - | | |
| - | |
Put option liability on Morelco acquisition | |
| 27,986 | | |
| 4,905 | | |
| 27,986 | | |
| 4,905 | | |
| - | | |
| - | |
Other accounts payable | |
| 37,117 | | |
| 34,441 | | |
| 27,466 | | |
| 27,191 | | |
| 9,651 | | |
| 7,250 | |
| |
| 847,350 | | |
| 822,327 | | |
| 754,981 | | |
| 720,010 | | |
| 92,369 | | |
| 102,317 | |
| (a) | Advances received from customers mainly correspond to construction
projects, and are applied to progress billings, in accordance with contract terms. The increase is mainly due to advances received from
the client Lima Airport Partners S.R.L. for the Intipunku consortium in S/65 million and advances received from Buenaventura San Gabriel
Project in S/33 million, and the decrease corresponds to the creditor Celulosa Arauco for the Evaporadores Mapa project S/51 million.
respectively. |
| |
Total | | |
Current | | |
Non-current | |
| |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Customer advances from Consortiums | |
| 27,568 | | |
| 100,650 | | |
| 27,568 | | |
| 100,650 | | |
| - | | |
| - | |
Pebbles Quebrada Blanca Phase 2 Project | |
| 120,642 | | |
| 91,107 | | |
| 120,642 | | |
| 91,107 | | |
| - | | |
| - | |
Customer advances for real estate projects | |
| 80,188 | | |
| 85,741 | | |
| 80,188 | | |
| 85,741 | | |
| - | | |
| - | |
Special National Transportation Infrastructure Project | |
| 19,582 | | |
| 33,879 | | |
| 12,765 | | |
| 32,995 | | |
| 6,817 | | |
| 884 | |
San Gabriel - Buenaventura Project | |
| - | | |
| 33,206 | | |
| - | | |
| 18,743 | | |
| - | | |
| 14,463 | |
Quellaveco Project | |
| 10,841 | | |
| 5,984 | | |
| 10,841 | | |
| 5,984 | | |
| - | | |
| - | |
Evaporadores Modernización y ampliación de la Planta Arauco Project (MAPA) | |
| 52,063 | | |
| 1,531 | | |
| 52,063 | | |
| 1,531 | | |
| - | | |
| - | |
Gasoducto Piura Construction | |
| 5,745 | | |
| - | | |
| 5,745 | | |
| - | | |
| - | | |
| - | |
Others | |
| 6,051 | | |
| 13,632 | | |
| 5,832 | | |
| 13,443 | | |
| 219 | | |
| 189 | |
| |
| 322,680 | | |
| 365,730 | | |
| 315,644 | | |
| 350,194 | | |
| 7,036 | | |
| 15,536 | |
| (b) | The balance of other accounts payable from Consorcio Constructor Ductos del Sur mainly corresponds to
payment obligations to vendors and main subcontractors for S/25.6 million (S/77.6 million as of December 31, 2021) arisen by the subsidiary
Cumbra Peru S.A. due to the termination of Gasoducto Sur Peruano S.A. operations (see, Note 11). |
The fair value of current accounts is approximate
to their book value due to short-term maturities. The non-current part mainly includes non-financial liabilities such as advances received
from customers; the remaining balance is not significant in the financial statements.
As of December 31, this caption is comprised by
the following:
| |
Total | | |
Current | | |
Non-current | |
| |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Legal claims (a) | |
| 364,385 | | |
| 580,216 | | |
| 117,520 | | |
| 86,751 | | |
| 246,865 | | |
| 493,465 | |
Tax claims | |
| 37,466 | | |
| 53,577 | | |
| 16,776 | | |
| 33,127 | | |
| 20,690 | | |
| 20,450 | |
Provision for closure (b) | |
| 82,475 | | |
| 68,160 | | |
| 20,533 | | |
| 11,851 | | |
| 61,942 | | |
| 56,309 | |
| |
| 484,326 | | |
| 701,953 | | |
| 154,829 | | |
| 131,729 | | |
| 329,497 | | |
| 570,224 | |
| (a) | Legal contingencies are comprised by the following: |
Civil compensation to Peruvian Government
Corresponds to the legal contingency
estimated by management for exposure of the Company to a probable compensation in relation to their participation as minority partners
in certain entities that developed infrastructure projects in Peru with companies belonging to the Odebrecht group and projects related
to “Club de la Construccion”. As indicated in Note 1-c) on September 15, 2022, the collaboration and benefits agreement is
signed, through which AENZA recognizes it was utilized by certain former executives to commit illicit acts until 2016, and commits to
pay a civil penalty to the Peruvian State of S/488.9 million. The civil penalty will be made within a term of 12 years, under a legal
interest rate in Soles and US Dollars (3.03% and 1.15% effective interest annual rate as of September 30, 2022, respectively); in addition,
the Company compromise to establish a package of guarantees after the court approval i) a trust that includes shares issued by a subsidiary
of AENZA; ii) a mortgage on a real state asset and iii) guaranty account with funds equivalent to the annual fees corresponding to the
following year. Among other conditions, the Agreement includes a restriction for Aenza and the subsidiaries Cumbra Peru S.A., and Unna
Transporte S.A. to participate in public construction and road maintenance contracts with the Peruvian State for two (2) years, counted
from court’s approval. As of December 31, 2022, the Company recognized in its financial statements the integrity of the liability
associated with the Agreement for S/488.9 million (S/333.3 million and US$40.7 million), in the caption “Other Provisions” within
the consolidated statement of financial position, affecting results for the period, equivalent to the remaining portion of the total imputed,
for approximately S/258.3 million in the caption “Other expenses” within the consolidated income statement. (As of December
31, 2021 was S/164.6 million and US$18.9 million equivalent to S/240.1 million).
Administrative process INDECOPI
| i) | On March 9, 2021, Cumbra Peru S.A. was notified with a Final instruction
Report prepared by the Technical Secretary of the National Institute of Competence, Protection and Intellectual Property - INDECOPI (by
its acronym in Spanish and INDECOPI hereinafter) in relation to the administrative sanction process against 33 construction companies
and other 26 of their executives for allegedly arranging a coordination system to illegally distribute several contract tenders conducted
by Provias Nacional and other govenmental entities. On November 15, 2021 INDECOPI’s – Free Competence Defense Commission,
through Resolution N°080-021-CLC-INDECOPI, ruled in favor to sanction the companies and their executives, included Cumbra Peru S.A.
On December 9, 2021, Cumbra Peru filed an appeal against such ruling, suspending its application including the payment of imposed fines
and compliance of corrective measures dictated. The Company and its legal advisors estimated a provision amounting to S/52.4 million that
was recognized as of December 31, 2022 (S/52.6 million as of December 31, 2021). |
| ii) | On February 7, 2022, Cumbra Peru S.A. and Unna Transporte S.A.C. were notified by INDECOPI under File 003-2020/CLC-IP, issued on Resolution 038-2021/DLC-INDECOPI of December 28, 2021, through which initiate a sanctioning administrative procedure for the alleged execution of a horizontal collusive practice in the form of concerted distribution of suppliers in the contracting market of construction workers industry across nation-wide, during the period comprehended between years 2011 to 2017.
On April 7, 2022, Cumbra Peru S.A. and Unna Transporte S.A.C. submitted a proposal for a cease and desist agreement for the early termination of the administrative sanctioning procedure, in which (i) they acknowledged the alleged conduct, (ii) they committed to maintain in the years 2022, 2023 and 2024 a program of compliance with free competition rules, and (iii) they agreed to pay a compensation amounting to S/2.7 million in two installments (one after 60 days and the second after 12 months). By Resolution No. 054-2022/CLC-INDECOPI dated August 19, 2022, the Commission for the Defense of Free Competition of INDECOPI approved the proposed cease and desist commitment and concluded the sanctioning procedure. As of December 31, 2022, the Company and its legal advisors estimated a provision amounting to S/1.4 million recognized as of December 31, 2022 (S/4.8 million as of December 31, 2021). |
Shareholder class action lawsuits
in the Eastern District Court of New York, United States of America
During the first quarter of 2017 two
collective demands were filed against the Company, and certain former employees in the Eastern District of New York attending Securities
Act legislation.
On
July 2, 2020, the Company signed the definitive settlement agreement with plaintiffs’ counsel, whereby the parties agree to terminate
the collective demand subject to Court’s approval and payment of the settlement amount by the Company. The amount settled for the
termination of the class action is equivalent to US$20 million. On September 14, 2021, the settlement agreement was approved by
the Eastern District Court of New York. During 2020, a payment of US$0.3 million (equivalent to
S/1.1 million) and US$5 million was made and covered by the Company and by the professional liability assurance policy in accordance with
the agreement signed with the insurer, respectively. The term of the agreement stablishes that the remaining US$14.7 million, plus 5%
annual effective interest rate and 8% after June 30, 2021, must be paid by the Company before September 30, 2021.
On June 30, 2021, a first amendment
to the agreement was signed, in which is stablished a payment of US$0.6 million (equivalent to S/2.2 million), amortization of the outstanding
balance on September 30, 2021, and an annual effective interest rate of 8%. On October 1, 2021, the second amendment to the agreement
was signed, whereby US$5.5 million (equivalent to S/22.7 million) was paid plus accrued interest of US$0.9 million (equivalent to S/3.6
million), established as a new expiration date June 30, 2022, plus accrued interest per year at an annual effective interest rate of 9%
was set.
As of December 31, 2021, the Company
maintains a provision of US$8.6 million, equivalent to S/34.4 million, plus interests. This provision of S/33.3 million was full paid
on April 8, 2022.
| (b) | Provision for closure corresponds mainly to: |
| i) | Provisions for closure of wells of Unna Energia S.A. for S/56.5 million and contractual compliance with
Petroperu for S/3.3 million (as of December 31, 2021, S/71.1 million and S/3.4 million, respectively); |
| ii) | Provision for costs associated of the subsidiary Red Vial 5 S.A., related to the closing of the concession
contract and the process of claiming the tariff guarantee for toll suspension for S/5.6 million (as of December 31, 2021, S/5.1 million). |
The account movement for the year ended as of
December 31, 2021 and 2022 are as follows:
| |
Legal | | |
Tax | | |
Provision | | |
| |
| |
claims | | |
claims | | |
for closure | | |
Total | |
| |
| | |
| | |
| | |
| |
As of January 1, 2021 | |
| 326,868 | | |
| 8,176 | | |
| 52,949 | | |
| 387,993 | |
Additions | |
| 59,109 | | |
| 30,505 | | |
| 10,815 | | |
| 100,429 | |
Present value | |
| 19,627 | | |
| - | | |
| 9,780 | | |
| 29,407 | |
Reversals of provisions | |
| (13,027 | ) | |
| - | | |
| (2,957 | ) | |
| (15,984 | ) |
Transfers | |
| 466 | | |
| (299 | ) | |
| 716 | | |
| 883 | |
Reclasification and compensation | |
| (11,876 | ) | |
| - | | |
| 3,335 | | |
| (8,541 | ) |
Desconsolidation of subsidiary | |
| (1,657 | ) | |
| - | | |
| - | | |
| (1,657 | ) |
Payments | |
| (26,863 | ) | |
| (916 | ) | |
| (185 | ) | |
| (27,964 | ) |
Translation adjustments / Exchange difference | |
| 11,738 | | |
| - | | |
| 8,022 | | |
| 19,760 | |
As of December 31, 2021 | |
| 364,385 | | |
| 37,466 | | |
| 82,475 | | |
| 484,326 | |
| |
| | | |
| | | |
| | | |
| | |
As of January 1, 2022 | |
| 364,385 | | |
| 37,466 | | |
| 82,475 | | |
| 484,326 | |
Additions | |
| 282,451 | | |
| 16,607 | | |
| - | | |
| 299,058 | |
Present value | |
| 1,042 | | |
| - | | |
| (2,496 | ) | |
| (1,454 | ) |
Reversals of provisions | |
| (5,807 | ) | |
| (434 | ) | |
| (9,694 | ) | |
| (15,935 | ) |
Reclasification | |
| (5,587 | ) | |
| (62 | ) | |
| - | | |
| (5,649 | ) |
Payments | |
| (40,253 | ) | |
| - | | |
| (747 | ) | |
| (41,000 | ) |
Translation adjustments / Exchange difference | |
| (16,015 | ) | |
| - | | |
| (1,378 | ) | |
| (17,393 | ) |
As of December 31, 2022 | |
| 580,216 | | |
| 53,577 | | |
| 68,160 | | |
| 701,953 | |
On February 28, 2022,
according with terms and conditions of the convertible bond, the holders of 11,000 Convertible Bonds,
each with a nominal value of US$1,000 each and for a principal amount equivalent to US$11 million, communicated the decision to execute
their conversion rights. As consequence, AENZA issued provisional certificates for 37,801,073 new common shares, with a nominal
value of S/1.00 each, with voting rights, and they are fully subscribed and paid. Therefore, the Company increased its capital stock from
S/871,917,855 to S/ 909,718,928.
Additionally, on March
31, 2022, holders of 78,970 convertible bonds, each with a nominal value of US$1,000 each and for a principal amount equivalent to US$78.9
million, communicated their decision to execute their conversion rights. As consequence AENZA converted the bonds, as well as paid the
accrued interest to the bondholders who have exercised their conversion rights. The Company issued provisional certificates for 287,261,051
new common shares. Therefore, the capital stock of the Company has increased from S/909,718,928 to S/1,196,979,979. After this last operation,
the convertible bonds have been fully paid (see, Note 16-d).
As
of December 31, 2022, the total capital stock of the Company corresponds a total of 130,025,625 shares
represented in ADS, equivalent to 26,005,125 ADSs at a rate of 5 shares per ADS.
As of December
31, 2021, the total capital stock of the Company corresponds a total of 136,637,740 shares
represented in ADS, equivalent to 27,327,548 ADSs at a rate of 5 shares per ADS.
For the year ended December 31, 2021, and 2022,
this caption comprises the following:
| |
Cost of goods and services | | |
Administrative expenses | | |
Total | |
2021 | |
| | |
| | |
| |
Salaries, wages and fringe benefits | |
| 1,297,352 | | |
| 97,682 | | |
| 1,395,034 | |
Services provided by third-parties | |
| 1,118,929 | | |
| 56,462 | | |
| 1,175,391 | |
Purchase of goods | |
| 705,000 | | |
| 43 | | |
| 705,043 | |
Other management charges | |
| 222,648 | | |
| 16,203 | | |
| 238,851 | |
Depreciation (Note 14.a) | |
| 82,063 | | |
| 5,425 | | |
| 87,488 | |
Amortization (Note 14.b) | |
| 101,578 | | |
| 3,642 | | |
| 105,220 | |
Impairment of accounts receivable | |
| 9,420 | | |
| 2 | | |
| 9,422 | |
Taxes | |
| 5,691 | | |
| 154 | | |
| 5,845 | |
Impairment of property, plant and equipment | |
| 5,679 | | |
| - | | |
| 5,679 | |
Impairment of Inventory | |
| 2,984 | | |
| - | | |
| 2,984 | |
| |
| 3,551,344 | | |
| 179,613 | | |
| 3,730,957 | |
| |
| | | |
| | | |
| | |
2022 | |
| | | |
| | | |
| | |
Salaries, wages and fringe benefits | |
| 1,254,006 | | |
| 97,914 | | |
| 1,351,920 | |
Services provided by third-parties | |
| 1,364,793 | | |
| 42,158 | | |
| 1,406,951 | |
Purchase of goods | |
| 633,963 | | |
| - | | |
| 633,963 | |
Other management charges | |
| 323,775 | | |
| 9,580 | | |
| 333,355 | |
Depreciation (Note 14.a) | |
| 72,421 | | |
| 2,567 | | |
| 74,988 | |
Amortization (Note 14.b) | |
| 99,210 | | |
| 2,825 | | |
| 102,035 | |
Impairment of accounts receivable | |
| 174,083 | | |
| 24 | | |
| 174,107 | |
Taxes | |
| 16,479 | | |
| 261 | | |
| 16,740 | |
Impairment of property, plant and equipment | |
| 931 | | |
| 7,269 | | |
| 8,200 | |
Recovery of inventory | |
| (1,972 | ) | |
| - | | |
| (1,972 | ) |
| |
| 3,937,689 | | |
| 162,598 | | |
| 4,100,287 | |
| 22. | OTHER INCOME AND EXPENSES |
For the year ended December 31, 2021, and 2022,
this item comprises:
| |
2021 | | |
2022 | |
Other income: | |
| | |
| |
Sale of fixed assets | |
| 9,618 | | |
| 11,274 | |
Accounts payable reversal | |
| - | | |
| 5,244 | |
Valuation of well retairment provision | |
| - | | |
| 2,155 | |
Change in contract of the call option | |
| 70,322 | | |
| 3,706 | |
Recovery of provisions and impairments | |
| 6,070 | | |
| 2,067 | |
Penalty income | |
| 1,883 | | |
| 4,715 | |
Insurance compensation | |
| 3,728 | | |
| 209 | |
Others | |
| 5,593 | | |
| 7,678 | |
| |
| 97,214 | | &nbs |