UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15b-16 OF
THE SECURITIES EXCHANGE
ACT OF 1934
For the month of October 2023
Commission File Number 001-35991
AENZA S.A.A.
(Exact name of registrant as specified in its
charter)
N/A
(Translation of registrant’s name into English)
Republic of Peru
(Jurisdiction of incorporation or organization)
Av. Petit Thouars 4957
Miraflores
Lima 34, Peru
(Address of principal executive offices)
Indicate by check mark whether the registrant
files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒
Form 40-F ☐
October 31, 2023
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/ CRISTIAN RESTREPO HERNANDEZ |
|
Name: |
Cristian Restrepo Hernandez |
|
Title: |
VP of Corporate Finance |
|
Date: |
October 31, 2023 |
|
AENZA
S.A.A. AND SUBSIDIARIES
UNAUDITED INTERIM CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2023
(Free translation from the original
in Spanish)
AENZA S.A.A. AND SUBSIDIARIES
UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
AS OF SEPTEMBER 30, 2023 AND FOR THE THREE AND
NINE-MONTHS PERIODS THEN ENDED
S/ |
= Peruvian
Sol |
US$ |
= United
States dollar |
AENZA
S.A.A. and Subsidiaries |
Interim
Condensed Consolidated Statement of Financial Position |
As
of December 31, 2022 and September 30, 2023 |
| |
| |
As of | | |
As of | |
| |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
Note | |
2022 | | |
2023 | |
Assets | |
| |
| | |
| |
Current assets | |
| |
| | |
| |
Cash and cash equivalents | |
9 | |
| 917,554 | | |
| 888,615 | |
Trade accounts receivable, net | |
10 | |
| 1,078,582 | | |
| 1,107,306 | |
Accounts receivable from related parties | |
11 | |
| 27,745 | | |
| 34,879 | |
Other accounts receivable, net | |
12 | |
| 393,195 | | |
| 415,154 | |
Inventories, net | |
13 | |
| 346,783 | | |
| 393,932 | |
Prepaid expenses | |
| |
| 28,098 | | |
| 38,893 | |
Total current assets | |
| |
| 2,791,957 | | |
| 2,878,779 | |
| |
| |
| | | |
| | |
Non-current assets | |
| |
| | | |
| | |
Trade accounts receivable, net | |
10 | |
| 723,869 | | |
| 764,738 | |
Accounts receivable from related parties | |
11 | |
| 542,392 | | |
| 551,429 | |
Other accounts receivable, net | |
12 | |
| 285,730 | | |
| 316,365 | |
Inventories, net | |
13 | |
| 65,553 | | |
| 70,233 | |
Prepaid expenses | |
| |
| 17,293 | | |
| 17,873 | |
Investments in associates and joint ventures | |
14 | |
| 14,916 | | |
| 12,173 | |
Investment property, net | |
15 | |
| 61,924 | | |
| 59,045 | |
Property, plant and equipment, net | |
15 | |
| 284,465 | | |
| 301,982 | |
Right-of-use assets, net | |
15 | |
| 50,207 | | |
| 43,204 | |
Intangible assets, net | |
15 | |
| 787,336 | | |
| 778,665 | |
Deferred tax asset | |
22 | |
| 295,638 | | |
| 255,616 | |
Total non-current assets | |
| |
| 3,129,323 | | |
| 3,171,323 | |
Total assets | |
| |
| 5,921,280 | | |
| 6,050,102 | |
Liabilities | |
| |
| | | |
| | |
Current liabilities | |
| |
| | | |
| | |
Borrowings | |
16 | |
| 574,262 | | |
| 606,114 | |
Bonds | |
17 | |
| 77,100 | | |
| 83,634 | |
Trade accounts payable | |
18 | |
| 1,027,256 | | |
| 1,153,391 | |
Accounts payable to related parties | |
11 | |
| 53,488 | | |
| 48,313 | |
Current income tax | |
| |
| 69,652 | | |
| 52,880 | |
Other accounts payable | |
19 | |
| 705,442 | | |
| 700,259 | |
Other provisions | |
20 | |
| 132,926 | | |
| 107,534 | |
Total current liabilities | |
| |
| 2,640,126 | | |
| 2,752,125 | |
| |
| |
| | | |
| | |
Non-current liabilities | |
| |
| | | |
| | |
Borrowings | |
16 | |
| 305,631 | | |
| 343,149 | |
Bonds | |
17 | |
| 792,813 | | |
| 752,420 | |
Trade accounts payable | |
18 | |
| 9,757 | | |
| 6,472 | |
Accounts payable to related parties | |
11 | |
| 27,293 | | |
| 28,243 | |
Other accounts payable | |
19 | |
| 102,319 | | |
| 538,495 | |
Other provisions | |
20 | |
| 569,027 | | |
| 101,112 | |
Deferred tax liability | |
22 | |
| 128,308 | | |
| 171,046 | |
Total non-current liabilities | |
| |
| 1,935,148 | | |
| 1,940,937 | |
Total liabilities | |
| |
| 4,575,274 | | |
| 4,693,062 | |
| |
| |
| | | |
| | |
Equity | |
21 | |
| | | |
| | |
Capital | |
| |
| 1,196,980 | | |
| 1,196,980 | |
Legal reserve | |
| |
| 132,011 | | |
| 132,011 | |
Voluntary reserve | |
| |
| 29,974 | | |
| 29,974 | |
Share Premium | |
| |
| 1,142,092 | | |
| 1,142,092 | |
Other reserves | |
| |
| (97,191 | ) | |
| (74,588 | ) |
Retained earnings | |
| |
| (1,342,362 | ) | |
| (1,309,785 | ) |
Equity attributable to controlling interest in the
Company | |
| |
| 1,061,504 | | |
| 1,116,684 | |
Non-controlling interest | |
29 | |
| 284,502 | | |
| 240,356 | |
Total equity | |
| |
| 1,346,006 | | |
| 1,357,040 | |
Total liabilities and equity | |
| |
| 5,921,280 | | |
| 6,050,102 | |
The notes on pages 6
to 55 are an integral part of these interim condensed consolidated financial statements.
AENZA S.A.A. and Subsidiaries
Interim Condensed Consolidated Statement of Profit or Loss
For the three and nine-month period ended September 30, 2022 and September
30, 2023
| |
| |
For the three-month
period ended | | |
For the nine-month
period ended | |
| |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
Note | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
Revenue | |
| |
| | |
| | |
| | |
| |
Revenue from construction activities | |
| |
| 642,555 | | |
| 703,862 | | |
| 1,891,188 | | |
| 1,741,900 | |
Revenue from services provided | |
| |
| 282,224 | | |
| 304,127 | | |
| 778,716 | | |
| 820,470 | |
Revenue from real estate and sale
of goods | |
| |
| 173,657 | | |
| 207,242 | | |
| 476,129 | | |
| 539,920 | |
Total revenue
from ordinary activities arising from contracts with customers | |
23 | |
| 1,098,436 | | |
| 1,215,231 | | |
| 3,146,033 | | |
| 3,102,290 | |
Cost | |
| |
| | | |
| | | |
| | | |
| | |
Cost of construction activities | |
| |
| (630,582 | ) | |
| (542,932 | ) | |
| (1,816,262 | ) | |
| (1,562,079 | ) |
Cost of services provided | |
| |
| (238,106 | ) | |
| (227,135 | ) | |
| (610,465 | ) | |
| (627,068 | ) |
Cost of real estate and sale of
goods | |
| |
| (126,397 | ) | |
| (158,376 | ) | |
| (350,380 | ) | |
| (411,147 | ) |
Cost of sales
and services | |
24 | |
| (995,085 | ) | |
| (928,443 | ) | |
| (2,777,107 | ) | |
| (2,600,294 | ) |
Gross profit | |
| |
| 103,351 | | |
| 286,788 | | |
| 368,926 | | |
| 501,996 | |
Administrative expenses | |
24 | |
| (51,878 | ) | |
| (53,209 | ) | |
| (147,487 | ) | |
| (156,132 | ) |
Other income and expenses, net | |
25 | |
| (260,693 | ) | |
| 6,208 | | |
| (264,117 | ) | |
| 7,209 | |
Operating (loss) profit | |
| |
| (209,220 | ) | |
| 239,787 | | |
| (42,678 | ) | |
| 353,073 | |
Financial expenses | |
26.A | |
| (34,513 | ) | |
| (55,775 | ) | |
| (111,303 | ) | |
| (142,212 | ) |
Financial income | |
26.A | |
| 2,173 | | |
| (2,966 | ) | |
| 10,785 | | |
| 23,198 | |
Interests for present value of financial asset or liability | |
26.B | |
| (16,564 | ) | |
| (18,652 | ) | |
| (84,829 | ) | |
| 1,511 | |
Share of the profit or loss of
associates and joint ventures accounted for using the equity method | |
14 | |
| 617 | | |
| 781 | | |
| 1,686 | | |
| 2,437 | |
(Loss) profit before income tax | |
| |
| (257,507 | ) | |
| 163,175 | | |
| (226,339 | ) | |
| 238,007 | |
Income tax expense | |
27 | |
| (33,895 | ) | |
| (91,858 | ) | |
| (55,063 | ) | |
| (164,271 | ) |
(Loss) profit
for the period | |
| |
| (291,402 | ) | |
| 71,317 | | |
| (281,402 | ) | |
| 73,736 | |
| |
| |
| | | |
| | | |
| | | |
| | |
(Loss) profit attributable to: | |
| |
| | | |
| | | |
| | | |
| | |
Controlling interest in the Company | |
| |
| (307,013 | ) | |
| 55,139 | | |
| (322,226 | ) | |
| 32,577 | |
Non-controlling interest | |
| |
| 15,611 | | |
| 16,178 | | |
| 40,824 | | |
| 41,159 | |
| |
| |
| (291,402 | ) | |
| 71,317 | | |
| (281,402 | ) | |
| 73,736 | |
| |
| |
| | | |
| | | |
| | | |
| | |
(Loss) profit per share attributable to controlling interest
in the Company during the period | |
31 | |
| (0.280 | ) | |
| 0.046 | | |
| (0.295 | ) | |
| 0.027 | |
Diluted (loss) profit per share
attributable to controlling interest in the Company during the period | |
31 | |
| (0.256 | ) | |
| 0.046 | | |
| (0.269 | ) | |
| 0.027 | |
notes on pages 6
to 55 are an integral part of these interim condensed consolidated financial statements.
AENZA S.A.A. and Subsidiaries
Interim Condensed Consolidated Statement of Other Comprehensive Income
For the three-month and nine-month period ended September 30, 2022
and September 30, 2023
| |
For the three-month
period ended | | |
For the nine-month
period ended | |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
(Loss) profit for the period | |
| (291,402 | ) | |
| 71,317 | | |
| (281,402 | ) | |
| 73,736 | |
Other comprehensive income: | |
| | | |
| | | |
| | | |
| | |
Items that may be subsequently reclassified
to profit or loss | |
| | | |
| | | |
| | | |
| | |
Cash flow hedge, net of tax | |
| (163 | ) | |
| - | | |
| - | | |
| - | |
Foreign currency translation adjustment, net of tax | |
| (310 | ) | |
| 13,742 | | |
| (10,083 | ) | |
| 22,915 | |
Exchange difference from net investment
in a foreign operation, net of tax | |
| 43 | | |
| (247 | ) | |
| (627 | ) | |
| (168 | ) |
Other comprehensive
income for the period, net of tax | |
| (430 | ) | |
| 13,495 | | |
| (10,710 | ) | |
| 22,747 | |
Total comprehensive
income for the period | |
| (291,832 | ) | |
| 84,812 | | |
| (292,112 | ) | |
| 96,483 | |
Comprehensive income attributable to: | |
| | | |
| | | |
| | | |
| | |
Controlling interest in the Company | |
| (307,496 | ) | |
| 68,525 | | |
| (332,865 | ) | |
| 55,180 | |
Non-controlling interest | |
| 15,664 | | |
| 16,287 | | |
| 40,753 | | |
| 41,303 | |
| |
| (291,832 | ) | |
| 84,812 | | |
| (292,112 | ) | |
| 96,483 | |
The notes on pages 6
to 55 are an integral part of these interim condensed consolidated financial statements.
AENZA S.A.A. and Subsidiaries
Interim Condensed Consolidated Statement of Changes in Equity
For the three and nine-month period ended September 30, 2022 and September
30, 2023
| |
| |
Number
of | | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
Non- | | |
| |
| |
| |
shares
in | | |
| | |
Legal | | |
Voluntary | | |
Share | | |
Other | | |
Retained | | |
| | |
controlling | | |
| |
In
thousands of soles | |
Note | |
Thousands | | |
Capital | | |
reserve | | |
reserve | | |
premium | | |
reserves | | |
earnings | | |
Total | | |
interest | | |
Total | |
Balances
as of January 1, 2022 | |
| |
| 871,918 | | |
| 871,918 | | |
| 132,011 | | |
| 29,974 | | |
| 1,131,574 | | |
| (68,629 | ) | |
| (893,803 | ) | |
| 1,203,045 | | |
| 252,965 | | |
| 1,456,010 | |
(Loss)
profit for the period | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (322,226 | ) | |
| (322,226 | ) | |
| 40,824 | | |
| (281,402 | ) |
Foreign
currency translation adjustment | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (10,016 | ) | |
| - | | |
| (10,016 | ) | |
| (67 | ) | |
| (10,083 | ) |
Exchange
difference from net investment in a foreign operation | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (623 | ) | |
| - | | |
| (623 | ) | |
| (4 | ) | |
| (627 | ) |
Comprehensive
income of the period | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (10,639 | ) | |
| (322,226 | ) | |
| (332,865 | ) | |
| 40,753 | | |
| (292,112 | ) |
Transactions
with shareholders: | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Dividend
distribution | |
25 | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (7,111 | ) | |
| (7,111 | ) |
Acquisition
of (profit distribution to) non-controlling interests, net | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (29,835 | ) | |
| (29,835 | ) |
Capital
increase | |
| |
| 325,062 | | |
| 325,062 | | |
| - | | |
| - | | |
| 10,518 | | |
| - | | |
| - | | |
| 335,580 | | |
| - | | |
| 335,580 | |
Dilution
of non-controlling shareholders | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 2,597 | | |
| 2,597 | | |
| (6,241 | ) | |
| (3,644 | ) |
Total
transactions with shareholders | |
| |
| 325,062 | | |
| 325,062 | | |
| - | | |
| - | | |
| 10,518 | | |
| - | | |
| 2,597 | | |
| 338,177 | | |
| (43,187 | ) | |
| 294,990 | |
Balances
as of September 30, 2022 | |
| |
| 1,196,980 | | |
| 1,196,980 | | |
| 132,011 | | |
| 29,974 | | |
| 1,142,092 | | |
| (79,268 | ) | |
| (1,213,432 | ) | |
| 1,208,357 | | |
| 250,531 | | |
| 1,458,888 | |
Balances
as of January 1, 2023 | |
| |
| 1,196,980 | | |
| 1,196,980 | | |
| 132,011 | | |
| 29,974 | | |
| 1,142,092 | | |
| (97,191 | ) | |
| (1,342,362 | ) | |
| 1,061,504 | | |
| 284,502 | | |
| 1,346,006 | |
Profit
for the period | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 32,577 | | |
| 32,577 | | |
| 41,159 | | |
| 73,736 | |
Foreign
currency translation adjustment | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 22,770 | | |
| - | | |
| 22,770 | | |
| 145 | | |
| 22,915 | |
Exchange
difference from net investment in a foreign operation | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (167 | ) | |
| - | | |
| (167 | ) | |
| (1 | ) | |
| (168 | ) |
Comprehensive
income of the period | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 22,603 | | |
| 32,577 | | |
| 55,180 | | |
| 41,303 | | |
| 96,483 | |
Transactions
with shareholders: | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Dividend
distribution | |
25 | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (73,271 | ) | |
| (73,271 | ) |
Acquisition
of (profit distribution to) non-controlling interests, net | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (12,178 | ) | |
| (12,178 | ) |
Total
transactions with shareholders | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (85,449 | ) | |
| (85,449 | ) |
Balances
as of September 30, 2023 | |
| |
| 1,196,980 | | |
| 1,196,980 | | |
| 132,011 | | |
| 29,974 | | |
| 1,142,092 | | |
| (74,588 | ) | |
| (1,309,785 | ) | |
| 1,116,684 | | |
| 240,356 | | |
| 1,357,040 | |
The notes on pages 6
to 55 are an integral part of these interim condensed consolidated financial statements.
AENZA S.A.A. and Subsidiaries
Interim Condensed Consolidated Statement of Cash Flows
For the three and nine-month period ended September 30, 2022 and September
30, 2023
|
| |
For the three-month period | | |
For the nine-month period | |
|
| |
ended September 30, | | |
ended September 30, | |
In thousands of soles |
|
Note | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
Operating activities |
| | |
| | | |
| | | |
| | | |
| | |
(Loss) profit before income tax |
| | |
| (257,507 | ) | |
| 163,175 | | |
| (226,339 | ) | |
| 238,007 | |
Adjustments to profit not affecting cash flows from operating activities: |
| | |
| | | |
| | | |
| | | |
| | |
Depreciation |
| 15 | |
| 19,299 | | |
| 18,176 | | |
| 56,482 | | |
| 53,554 | |
Amortization of intangible assets |
| 15 | |
| 26,729 | | |
| 40,054 | | |
| 74,466 | | |
| 115,115 | |
Impairment (reversal) of inventories |
| | |
| (100 | ) | |
| - | | |
| (1 | ) | |
| - | |
Impairment of accounts receivable and other accounts receivable |
| | |
| 5,780 | | |
| (188 | ) | |
| 5,826 | | |
| 1,992 | |
Debt condonation |
| | |
| (5,296 | ) | |
| 34 | | |
| (5,296 | ) | |
| (158 | ) |
Impairment of property, plant and equipment |
| | |
| (396 | ) | |
| (1,001 | ) | |
| (632 | ) | |
| 317 | |
Impairment of intangible assets |
| | |
| 2,403 | | |
| - | | |
| 3,064 | | |
| - | |
Reversal of impairment of accounts receivable |
| | |
| (804 | ) | |
| - | | |
| (804 | ) | |
| - | |
Other provisions |
| | |
| 290,899 | | |
| 13,088 | | |
| 312,311 | | |
| 22,210 | |
Renegotiation of liability for acquisition of non-controlling Morelco |
| | |
| (7,412 | ) | |
| - | | |
| (3,706 | ) | |
| - | |
Financial expense,net |
| | |
| 73,037 | | |
| 85,336 | | |
| 142,493 | | |
| 132,133 | |
Impairment of investment |
| | |
| 7,767 | | |
| - | | |
| 7,767 | | |
| - | |
Share of the profit and loss of associates and joint ventures accounted for using the equity method |
| 14. A and B | |
| (617 | ) | |
| (781 | ) | |
| (1,686 | ) | |
| (2,437 | ) |
Reversal of provisions |
| | |
| 1,912 | | |
| (14,032 | ) | |
| (1,720 | ) | |
| (18,758 | ) |
Disposal (reversal) of assets |
| | |
| (1,572 | ) | |
| (4,191 | ) | |
| (1,566 | ) | |
| (5,449 | ) |
Profit on sale of property, plant and equipment |
| | |
| (2,525 | ) | |
| (4,729 | ) | |
| (3,163 | ) | |
| (3,848 | ) |
Loss (profit) on remeasurement of accounts receivable and accounts payable |
| | |
| 23,433 | | |
| 18,811 | | |
| 93,636 | | |
| (1,511 | ) |
Net variations in assets and liabilities: |
| | |
| | | |
| | | |
| | | |
| | |
Trade accounts receivable |
| | |
| (118,992 | ) | |
| (71,526 | ) | |
| (146,825 | ) | |
| (69,806 | ) |
Other accounts receivable |
| | |
| (46,602 | ) | |
| 15,180 | | |
| (123,324 | ) | |
| (880 | ) |
Other accounts receivable from related parties |
| | |
| (20,710 | ) | |
| (1,431 | ) | |
| (4,234 | ) | |
| (8,744 | ) |
Inventories |
| | |
| (14,373 | ) | |
| (3,542 | ) | |
| (4,490 | ) | |
| (49,636 | ) |
Prepaid expenses and other assets |
| | |
| 24,575 | | |
| 9,508 | | |
| 20,119 | | |
| (6,182 | ) |
Trade accounts payable |
| | |
| 95,261 | | |
| 131,810 | | |
| 33,845 | | |
| 123,011 | |
Other accounts payable |
| | |
| (7,013 | ) | |
| (215,306 | ) | |
| (37,080 | ) | |
| (68,143 | ) |
Other accounts payable to related parties |
| | |
| (1,985 | ) | |
| (2,469 | ) | |
| (4,485 | ) | |
| (8,084 | ) |
Other provisions |
| | |
| (4,278 | ) | |
| (2,676 | ) | |
| (34,275 | ) | |
| (7,636 | ) |
Interest paid |
| | |
| (41,106 | ) | |
| (39,800 | ) | |
| (103,817 | ) | |
| (119,332 | ) |
Payments for purchases of intangible assets - Concessions |
| | |
| - | | |
| (3,681 | ) | |
| - | | |
| (3,681 | ) |
Income tax paid |
| | |
| (23,949 | ) | |
| (28,002 | ) | |
| (100,281 | ) | |
| (116,476 | ) |
Net cash provided by (applied to) operating activities |
| | |
| 15,858 | | |
| 101,817 | | |
| (53,715 | ) | |
| 195,578 | |
Investing activities |
| | |
| | | |
| | | |
| | | |
| | |
Proceeds from sale of property, plant and equipment |
| | |
| 3,308 | | |
| 5,811 | | |
| 8,187 | | |
| 6,854 | |
Interest received |
| | |
| 4,776 | | |
| 9,219 | | |
| 8,710 | | |
| 23,001 | |
Dividends received |
| | |
| 380 | | |
| 1,523 | | |
| 380 | | |
| 5,175 | |
Acquisition of investment property |
| | |
| (42 | ) | |
| (12 | ) | |
| (53 | ) | |
| (14 | ) |
Acquisition of intangible assets |
| | |
| (57,663 | ) | |
| (13,522 | ) | |
| (101,952 | ) | |
| (98,896 | ) |
Acquisition of property, plant and equipment |
| | |
| (17,737 | ) | |
| (25,315 | ) | |
| (41,049 | ) | |
| (47,626 | ) |
Net cash applied to investing activities |
| | |
| (66,978 | ) | |
| (22,296 | ) | |
| (125,777 | ) | |
| (111,506 | ) |
Financing activities |
| | |
| | | |
| | | |
| | | |
| | |
Borrowing received |
| | |
| 25,019 | | |
| 40,299 | | |
| 489,069 | | |
| 211,365 | |
Amortization of borrowings received |
| | |
| (25,286 | ) | |
| (86,324 | ) | |
| (187,232 | ) | |
| (191,117 | ) |
Amortization of bonds issued |
| | |
| (15,209 | ) | |
| (17,514 | ) | |
| (42,046 | ) | |
| (51,359 | ) |
Payment for debt transaction costs |
| | |
| (5 | ) | |
| (6 | ) | |
| (13,737 | ) | |
| (23 | ) |
Dividends paid to non-controlling interest |
| | |
| (9,551 | ) | |
| (22,536 | ) | |
| (18,606 | ) | |
| (69,580 | ) |
Cash received (return of contributions) from non-controlling shareholders |
| | |
| (7,000 | ) | |
| (2,289 | ) | |
| (29,835 | ) | |
| (12,178 | ) |
Net cash (applied to) provided by financing activities |
| | |
| (32,032 | ) | |
| (88,370 | ) | |
| 197,613 | | |
| (112,892 | ) |
(Net decrease) net increase in cash |
| | |
| (83,152 | ) | |
| (8,849 | ) | |
| 18,121 | | |
| (28,820 | ) |
Exchange difference |
| | |
| 13,957 | | |
| 6,239 | | |
| 22,951 | | |
| (119 | ) |
Cash and cash equivalents at the beginning of the period |
| | |
| 1,067,445 | | |
| 891,225 | | |
| 957,178 | | |
| 917,554 | |
Cash and cash equivalents at the end of the period |
| 9 | |
| 998,250 | | |
| 888,615 | | |
| 998,250 | | |
| 888,615 | |
Non-cash transactions: |
| | |
| | | |
| | | |
| | | |
| | |
Capitalization of interests |
| | |
| 674 | | |
| 271 | | |
| 1,172 | | |
| 561 | |
Acquisition of right-of-use assets |
| | |
| 5,960 | | |
| (1,530 | ) | |
| 14,578 | | |
| 6,458 | |
Capitalization of convertible bonds |
| 21 | |
| - | | |
| - | | |
| 335,580 | | |
| - | |
The notes on pages 6
to 55 are an integral part of these interim condensed consolidated financial statements.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
A. 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 Company registered office is at Av. Petit
Thouars N° 4957, Miraflores, Lima.
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 Financial
Statements Issuance
The interim condensed consolidated
financial statements for the period ended September 30, 2023 have been prepared and issued with authorization of Management and approved
by the Board of Directors on October 31, 2023.
The consolidated financial statements
for the year ended December 31, 2022 were prepared and issued with the authorization of Management and approved by the Board of Directors
on May 15, 2023 and were approved by the General Shareholders’ Meeting on June 12, 2023.
C. Compliance with laws and
regulations
As a result of the investigations into
the cases known as Club de la Construccion and Lava Jato, AENZA has entered into an effective collaboration process. On September 15,
2022, the Agreement was entered into between the Public Prosecutor’s Office, the Attorney General’s Office and the Company,
whereby AENZA accepted they were utilized by certain former executives to commit illicit acts in a series of periods until 2016 and
committed to pay a civil penalty to the Peruvian Government of approximately S/488 million (approximately S/333.3 million and US$ 40.7
million). The Agreement was homologated by judgment dated August 11, 2023.
According to the Agreement, payment
shall be made within twelve (12) years at a legal interest rate in soles and dollars (3.9% and 1.8% annual interest as of September 30,
2023, respectively). The Company also undertakes to establish a series of guarantees after the approval of the Agreement, composed of
i) a trust agreement that includes shares issued by a subsidiary of the Company, ii) mortgage on a property owned by the Company, and
iii) a guarantee account with funds equivalent to the annual installment for the following year. Among other conditions, the Agreement
includes a restriction for AENZA and subsidiaries Cumbra Peru S.A. and Unna Transporte S.A.C. to participate in public infrastructure
and construction, and road maintenance contracts for two (2) years from the approval of the Agreement.
The other member companies of the Corporation are not subject to any impediment or prohibition to contract with the Peruvian Government.
As of September 30, 2023, the Company
maintains in its financial statements the total liability associated to the Agreement for S/488 million (As of December 31, 2022, the
balance was S/488.9 million) (see Note 19.a).
The interim condensed consolidated
financial statements for the period ended September 30, 2023 have been prepared in accordance with IAS 34 “Interim Financial Reporting”.
The interim condensed consolidated financial statements provide comparative information regarding prior year; however, they do not include
all the information and disclosures required in the consolidated financial statements, so they must be read together with the annual
consolidated financial statements, which have been prepared in accordance with International Standards of Financial Information (hereinafter
“IFRS”). The interim condensed consolidated financial statements are presented in thousands of Peruvian Soles, unless otherwise
stated.
Management continues to have a reasonable
expectation that the Corporation has adequate resources to continue in operation for a reasonable period of time and that the going concern
basis of accounting remains appropriate. Management believes that there are no material uncertainties that may cause significant doubt
about this assumption, and that there is a reasonable expectation that the Corporation has adequate resources to continue operations
for the expected future, and not less than 12 months from the end of the reporting period.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
A. Immaterial corrections
of previously reported balances as of September 30, 2022
In connection with the preparation
of its consolidated financial statements, the Corporation identified an error in the interpretation and application of the accounting
treatment of revenue and cost recognition arising from contracts with customers in the engineering and construction segment in prior
periods. Management of the Corporation has evaluated and concluded that the correction of this error has resulted in non-material adjustment
to the net income previously reported in the interim condensed consolidated financial statements as of September 30, 2022. It should
be noted that the aforementioned adjustments had no impact on total cash flows from operating, investing or financing activities. A reconciliation
between the previously reported amounts and the revised amounts as of September 30, 2022, and for the period then ended is presented
below:
Interim Condensed Consolidated Statement of Financial
Position:
| |
As of September 30,
2022 | |
In thousands of soles | |
Reported | | |
Adjustment | | |
Revised | |
ASSETS | |
| | |
| | |
| |
Current assets | |
| | |
| | |
| |
Trade accounts receivables, net | |
| 763,642 | | |
| 191,956 | (a) | |
| 955,598 | |
Work in progress, net | |
| 207,938 | | |
| (207,938 | )(b) | |
| - | |
Other current assets | |
| 1,877,222 | | |
| - | | |
| 1,877,222 | |
Total current assets | |
| 2,848,802 | | |
| (15,982 | ) | |
| 2,832,820 | |
| |
| | | |
| | | |
| | |
Non-current assets | |
| | | |
| | | |
| | |
Deferred tax asset | |
| 299,744 | | |
| (7,203 | )(c) | |
| 292,541 | |
Other non-current assets | |
| 2,931,635 | | |
| - | | |
| 2,931,635 | |
Total non-current assets | |
| 3,231,379 | | |
| (7,203 | ) | |
| 3,224,176 | |
Total assets | |
| 6,080,181 | | |
| (23,185 | ) | |
| 6,056,996 | |
| |
| | | |
| | | |
| | |
LIABILITIES AND EQUITY | |
| | | |
| | | |
| | |
Current liabilities | |
| | | |
| | | |
| | |
Trade accounts payable | |
| 975,449 | | |
| (35,572 | )(b) | |
| 939,877 | |
Current income tax | |
| 22,102 | | |
| (2,003 | )(c) | |
| 20,099 | |
Other provisions | |
| 117,540 | | |
| 5,296 | (b) | |
| 122,836 | |
Other current liabilities | |
| 1,569,465 | | |
| - | | |
| 1,569,465 | |
Total current liabilities | |
| 2,684,556 | | |
| (32,279 | ) | |
| 2,652,277 | |
| |
| | | |
| | | |
| | |
Non-current liabilities | |
| | | |
| | | |
| | |
Other non-current liabilities | |
| 1,945,831 | | |
| - | | |
| 1,945,831 | |
Total non-current liabilities | |
| 1,945,831 | | |
| - | | |
| 1,945,831 | |
Total liabilities | |
| 4,630,387 | | |
| (32,279 | ) | |
| 4,598,108 | |
| |
| | | |
| | | |
| | |
Equity | |
| | | |
| | | |
| | |
Equity attributable to controlling interest in the Company | |
| 1,198,866 | | |
| 9,491 | | |
| 1,208,357 | |
Non-controlling interest | |
| 250,928 | | |
| (397 | ) | |
| 250,531 | |
Total equity | |
| 1,449,794 | | |
| 9,094 | | |
| 1,458,888 | |
Total liabilities and equity | |
| 6,080,181 | | |
| (23,185 | ) | |
| 6,056,996 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
Interim Condensed Consolidated statements of
profit or loss:
| |
For the three-month
period ended | | |
For the nine-month
period ended | |
| |
September 30, 2022 | | |
September 30,
2022 | |
In thousands of soles | |
Reported | | |
Adjustment | | |
Revised | | |
Reported | | |
Adjustment | | |
Revised | |
Revenue | |
| | |
| | |
| | |
| | |
| | |
| |
Revenue from construction activities | |
| 625,168 | | |
| 17,387 | (a) | |
| 642,555 | | |
| 1,925,218 | | |
| (34,030 | )(a) | |
| 1,891,188 | |
Revenue from services provided | |
| 282,224 | | |
| - | | |
| 282,224 | | |
| 778,716 | | |
| - | | |
| 778,716 | |
Revenue from real estate and sale
of goods | |
| 173,657 | | |
| - | | |
| 173,657 | | |
| 476,129 | | |
| - | | |
| 476,129 | |
Total revenue
from ordinary activities arising from contracts with customers | |
| 1,081,049 | | |
| 17,387 | | |
| 1,098,436 | | |
| 3,180,063 | | |
| (34,030 | ) | |
| 3,146,033 | |
Cost | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Cost of construction activities | |
| (610,489 | ) | |
| (20,093 | )(b) | |
| (630,582 | ) | |
| (1,876,399 | ) | |
| 60,137 | (b) | |
| (1,816,262 | ) |
Cost of services provided | |
| (251,957 | ) | |
| 13,851 | (b) | |
| (238,106 | ) | |
| (640,028 | ) | |
| 29,563 | (b) | |
| (610,465 | ) |
Cost of real estate and sale of
goods | |
| (126,397 | ) | |
| - | | |
| (126,397 | ) | |
| (350,380 | ) | |
| - | | |
| (350,380 | ) |
Cost of sales
and services | |
| (988,843 | ) | |
| (6,242 | ) | |
| (995,085 | ) | |
| (2,866,807 | ) | |
| 89,700 | | |
| (2,777,107 | ) |
Gross profit | |
| 92,206 | | |
| 11,145 | | |
| 103,351 | | |
| 313,256 | | |
| 55,670 | | |
| 368,926 | |
Administrative expenses | |
| (39,156 | ) | |
| (12,722 | ) | |
| (51,878 | ) | |
| (108,931 | ) | |
| (38,556 | ) | |
| (147,487 | ) |
Other income and expenses, net | |
| (258,458 | ) | |
| (2,235 | ) | |
| (260,693 | ) | |
| (256,075 | ) | |
| (8,042 | ) | |
| (264,117 | ) |
Operating (loss) profit | |
| (205,408 | ) | |
| (3,812 | ) | |
| (209,220 | ) | |
| (51,750 | ) | |
| 9,072 | | |
| (42,678 | ) |
Financial expenses | |
| (59,939 | ) | |
| - | | |
| (59,939 | ) | |
| (207,044 | ) | |
| (1,035 | ) | |
| (208,079 | ) |
Financial income | |
| 8,800 | | |
| 2,235 | | |
| 11,035 | | |
| 18,950 | | |
| 3,782 | | |
| 22,732 | |
Share of the profit or loss of
associates and joint ventures accounted for using the equity method | |
| 617 | | |
| - | | |
| 617 | | |
| 1,686 | | |
| - | | |
| 1,686 | |
(Loss) profit before income tax | |
| (255,930 | ) | |
| (1,577 | ) | |
| (257,507 | ) | |
| (238,158 | ) | |
| 11,819 | | |
| (226,339 | ) |
Income tax expense | |
| (35,077 | ) | |
| 1,182 | (c) | |
| (33,895 | ) | |
| (52,669 | ) | |
| (2,394 | )(c) | |
| (55,063 | ) |
(Loss) profit
for the period | |
| (291,007 | ) | |
| (395 | ) | |
| (291,402 | ) | |
| (290,827 | ) | |
| 9,425 | | |
| (281,402 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
(Loss) profit attributable to: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Controlling interest in the Company | |
| (306,777 | ) | |
| (236 | ) | |
| (307,013 | ) | |
| (331,544 | ) | |
| 9,318 | | |
| (322,226 | ) |
Non-controlling interest | |
| 15,770 | | |
| (159 | ) | |
| 15,611 | | |
| 40,717 | | |
| 107 | | |
| 40,824 | |
| |
| (291,007 | ) | |
| (395 | ) | |
| (291,402 | ) | |
| (290,827 | ) | |
| 9,425 | | |
| (281,402 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Loss per share attributable to controlling interest in
the Company during the period | |
| (0.271 | ) | |
| (0.009 | ) | |
| (0.280 | ) | |
| (0.294 | ) | |
| (0.001 | ) | |
| (0.295 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Comprehensive income attributable to: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Controlling interest in the Company | |
| (307,559 | ) | |
| 63 | | |
| (307,496 | ) | |
| (339,127 | ) | |
| 6,262 | | |
| (332,865 | ) |
Non-controlling interest | |
| 15,645 | | |
| 19 | | |
| 15,664 | | |
| 40,665 | | |
| 88 | | |
| 40,753 | |
| |
| (291,914 | ) | |
| 82 | | |
| (291,832 | ) | |
| (298,462 | ) | |
| 6,350 | | |
| (292,112 | ) |
Segment information by geographic area:
| |
For the three-month
period ended | | |
For the nine-month
period ended | |
| |
September 30, 2022 | | |
September 30, 2022 | |
In thousands of soles | |
Reported | | |
Adjustment | | |
Revised | | |
Reported | | |
Adjustment | | |
Revised | |
Revenue | |
| | |
| | |
| | |
| | |
| | |
| |
Peru | |
| 908,671 | | |
| (5,470 | ) | |
| 903,201 | | |
| 2,502,942 | | |
| 2,837 | | |
| 2,505,779 | |
Chile | |
| 134,906 | | |
| 22,723 | | |
| 157,629 | | |
| 592,520 | | |
| (36,841 | ) | |
| 555,679 | |
Colombia | |
| 37,472 | | |
| 134 | | |
| 37,606 | | |
| 84,601 | | |
| (26 | ) | |
| 84,575 | |
| |
| 1,081,049 | | |
| 17,387 | | |
| 1,098,436 | | |
| 3,180,063 | | |
| (34,030 | ) | |
| 3,146,033 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
As a result of this process, the balances in
the interim condensed consolidated statement of cash flows were revised as follows:
| |
For the three-month
period ended | | |
For the nine-month
period ended | |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
Reported | | |
Adjustment | | |
Revised | | |
Reported | | |
Adjustment | | |
Revised | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Operating activities | |
| | |
| | |
| | |
| | |
| | |
| |
(Loss) profit before income tax | |
| (255,930 | ) | |
| (1,577 | ) | |
| (257,507 | ) | |
| (238,158 | ) | |
| 11,819 | | |
| (226,339 | ) |
Adjustments to profit not affecting
cash flows from operating activities: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Other adjustments | |
| 432,537 | | |
| - | | |
| 432,537 | | |
| 677,471 | | |
| - | | |
| 677,471 | |
Net variations
in assets and liabilities: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Trade accounts receivable and working in progress | |
| (130,784 | ) | |
| 11,792 | | |
| (118,992 | ) | |
| (98,096 | ) | |
| (48,729 | ) | |
| (146,825 | ) |
Other accounts receivable | |
| (60,922 | ) | |
| 14,320 | | |
| (46,602 | ) | |
| (126,360 | ) | |
| 3,036 | | |
| (123,324 | ) |
Trade accounts payable | |
| 120,274 | | |
| (25,013 | ) | |
| 95,261 | | |
| 1,476 | | |
| 32,369 | | |
| 33,845 | |
Other accounts payable | |
| (7,491 | ) | |
| 478 | | |
| (7,013 | ) | |
| (34,005 | ) | |
| (3,075 | ) | |
| (37,080 | ) |
Other provisions | |
| (4,278 | ) | |
| - | | |
| (4,278 | ) | |
| (38,855 | ) | |
| 4,580 | | |
| (34,275 | ) |
Other variations | |
| (77,548 | ) | |
| - | | |
| (77,548 | ) | |
| (197,188 | ) | |
| - | | |
| (197,188 | ) |
Net cash provided
by (applied to) operating activities | |
| 15,858 | | |
| - | | |
| 15,858 | | |
| (53,715 | ) | |
| - | | |
| (53,715 | ) |
Investing activities | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net cash applied
to investing activities | |
| (66,978 | ) | |
| - | | |
| (66,978 | ) | |
| (125,777 | ) | |
| - | | |
| (125,777 | ) |
Financing activities | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net cash (applied
to) provided by financing activities | |
| (32,032 | ) | |
| - | | |
| (32,032 | ) | |
| 197,613 | | |
| - | | |
| 197,613 | |
(Net decrease) net increase in cash | |
| (83,152 | ) | |
| - | | |
| (83,152 | ) | |
| 18,121 | | |
| - | | |
| 18,121 | |
Exchange difference | |
| 13,957 | | |
| - | | |
| 13,957 | | |
| 22,951 | | |
| - | | |
| 22,951 | |
Cash and cash
equivalents at the beginning of the period | |
| 1,067,445 | | |
| - | | |
| 1,067,445 | | |
| 957,178 | | |
| - | | |
| 957,178 | |
Cash and cash
equivalents at the end of the period | |
| 998,250 | | |
| - | | |
| 998,250 | | |
| 998,250 | | |
| - | | |
| 998,250 | |
Non-cash transactions: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Capitalization of convertible bonds | |
| - | | |
| - | | |
| - | | |
| 335,580 | | |
| - | | |
| 335,580 | |
Acquisition of right-of-use assets | |
| 5,960 | | |
| - | | |
| 5,960 | | |
| 14,578 | | |
| - | | |
| 14,578 | |
Capitalization of interests | |
| 674 | | |
| - | | |
| 674 | | |
| 1,172 | | |
| - | | |
| 1,172 | |
(a) Revenue from engineering and
construction contracts is recognized over time as the Corporation fulfills its obligations, as there is a continuous transfer of control
of the deliverable to the customer and revenue is recognized using the percentage-of-completion method for each contract through the
date of the consolidated financial statements.
Revenue from additional work resulting
from a modification or instruction received from the customer to make a change in the scope of work, price, or both will result in an
increase in contract revenue which is also recognized using the percentage-of-completion method when the Corporation concludes that it
is highly probable that there will not be a significant reversal of such revenue. Before the immaterial correction, the Corporation recognized
a lower proportion of this additional revenue at the date of the consolidated financial statements depending on the status or stage in
the process of obtaining formal, written approval for the additional work. After the immaterial correction, the Corporation recognized
additional revenue based on the percentage of completion of the additional work, as long as the Corporation can conclude from its dealings
with its clients that it is highly probable that there will not be a significant reversal of such revenue.
(b) Before the immaterial correction,
the Corporation presented the net position of construction contracts as either an asset or a liability. The contract was considered an
asset when the gross margin earned at the measurement date was less than the Corporation’s estimated gross margin at contract completion.
This asset was presented as “Work in progress”. If the gross margin obtained was greater than the estimated gross margin at
completion, it was presented as a liability under “Accounts payable - Provision for estimated contract costs” by stage of
completion, both with an effect on the cost of construction activities account.
In order to correct the immaterial
error, the Corporation reversed the balances of the work in progress account from assets and the provision for construction contract
costs from liabilities, recognized the costs incurred in the consolidated statement of profit or loss.
(c) Corresponds to the recognition
of the tax effects related to the adjustments described in (a) and (b) above.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| 3. | Summary of Significant
Accounting Policies |
The accounting policies used in the
preparation of these interim condensed consolidated financial statements are consistent with those applied in the preparation of the
consolidated financial statements as of December 31, 2022.
Standards, amendments, and interpretation
adopted by the Corporation
Standards, amendments and interpretation
that have entered in force as of January 1, 2023, have not had impact on the interim condensed consolidated financial statements as of
September 30, 2023, 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 |
The Corporation’s Management is responsible
for managing financial risks. The corporation Management manages the general administration of financial risks such risks include currency
risk, price risk, fair-value and cash-flow interest rate risks, credit risk, the use of derivative and non-derivative financial instruments,
and investment of liquidity surplus, as well as financial risks; all of which are regularly supervised and monitored.
The Corporation’s activities expose it to
a variety of financial risks: market risks (including currency risk, price risk, fair-value and cash-flow interest rate risks), credit
risk, and liquidity risk.
The Corporation’s general program for risk
management is mainly focused on financial market unpredictability and seeks to minimize potential adverse effects on the Corporation’s
financial performance.
Market risk is the risk that the fair value or
future cash flows of a financial instrument will fluctuate due to changes in market prices. Market prices involve four types of risk:
interest rate risk, exchange rate risk, commodity price risk and other price risks. Financial instruments affected by market risk include
bank deposits, trade accounts receivable, other accounts receivable, other financial liabilities, bonds, trade accounts payable, other
accounts payable and accounts receivable from and payable to related parties.
Foreign exchange risk is the risk that the fair
value of future cash flows of a financial instrument will be reduced by adverse fluctuations in exchange rates. Management is responsible
for identifying, measuring, controlling and reporting the exposure to foreign exchange risk.
The Corporation is exposed to foreign exchange
risk arising from local transactions in foreign currencies and from its foreign operations. As of December 31, 2022 and as of September
30, 2023, this exposure is focused mainly on fluctuations of the U.S. dollar, Chilean peso, and Colombian peso. The Corporation’s management
monitors this risk by analyzing the country’s macroeconomic variables.
The balances of financial assets and liabilities
denominated in foreign currencies correspond to balances in U.S. Dollars, Chilean pesos and Colombian pesos, which are stated exchange
rate published on that date, according to the currency type:
| |
As of
December 31, | | |
As of
September 30, | |
| |
2022 | | |
2023 | |
| |
Suppley | | |
Demand | | |
Suppley | | |
Demand | |
U.S. Dollars (a) | |
| 3.808 | | |
| 3.820 | | |
| 3.790 | | |
| 3.797 | |
Chilean Peso (b) | |
| 0.004449 | | |
| 0.004463 | | |
| 0.004232 | | |
| 0.004240 | |
Colombian Peso (c) | |
| 0.000792 | | |
| 0.000794 | | |
| 0.000935 | | |
| 0.000937 | |
(a) | U.S. DolLar as published by the Superintendencia de Bancos, Seguros y Administradoras de Fondos de Pensiones
(hereinafter “SBS”). |
| |
(b) | Chilean peso as published by the Banco Central de Chile. |
| |
(c) | Colombian peso as published by Banco de la Republica de Colombia. |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
The consolidated statement of financial position
includes the following:
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of US dollars | |
2022 | | |
2023 | |
Assets | |
| | |
| |
Cash and cash equivalents | |
| 58,280 | | |
| 76,142 | |
Trade accounts receivable, net | |
| 124,593 | | |
| 188,696 | |
Accounts receivable from related parties | |
| 142,435 | | |
| 145,347 | |
Other accounts receivable | |
| 75,536 | | |
| 87,713 | |
| |
| 400,844 | | |
| 497,898 | |
| |
| | | |
| | |
Liabilities | |
| | | |
| | |
Borrowings | |
| (215,076 | ) | |
| (240,424 | ) |
Bonds | |
| (5,569 | ) | |
| (4,466 | ) |
Trade accounts payable | |
| (119,104 | ) | |
| (146,144 | ) |
Accounts payable to related parties | |
| (3,171 | ) | |
| (3,171 | ) |
Other accounts payable | |
| (88,012 | ) | |
| (78,129 | ) |
Other provisions | |
| (42,241 | ) | |
| (2,039 | ) |
| |
| (473,173 | ) | |
| (474,373 | ) |
The Corporation assumes foreign exchange risk
because it does not use derivative financial instruments to mitigate exchange rate fluctuations.
For the periods ended September 30, 2022 and 2023,
the Corporation’s exchange gains and losses for the exposure of U.S. Dollar, the Chilean peso and the Colombian peso against the
Peruvian Sol was:
| |
For the nine-month
period ended | |
| |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Gain | |
| 425,168 | | |
| 88,179 | |
Loss | |
| (423,093 | ) | |
| (102,794 | ) |
| |
| 2,075 | | |
| (14,615 | ) |
The consolidated statement of changes in equity
comprises a foreign currency translation adjustment originated by its subsidiaries. The consolidated statement of financial position includes
the following assets and liabilities in its currency (in thousands):
| |
As of
December 31, | | |
As of
September 30, | |
| |
2022 | | |
2023 | |
| |
Assets | | |
Liabilities | | |
Assets | | |
Liabilities | |
Chilean Peso | |
| 60,684,971 | | |
| 81,864,810 | | |
| 50,408,562 | | |
| 63,043,767 | |
Colombian Peso | |
| 96,944,436 | | |
| 59,114,296 | | |
| 174,814,614 | | |
| 93,177,194 | |
The Corporation’s foreign currency translation
adjustment for the nine-month period ended September 30, 2023 was positive by S/22.9 million (negative by S/10.1 million for the same
period in 2022).
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
The Corporation is exposed to the risk of hydrocarbon
price fluctuations which impacts on the selling price of the products that it commercializes, which are significantly affected by changes
in global economic conditions, resource availability, and the cycles of related industries. Management considers reasonable these possible
fluctuations in the hydrocarbons prices, based in the Corporation´s economic market environment.
| iii) | Fair-value and cash flow interest
rate risk |
Interest rate risk is the risk that the fair value
or future cash flows of a financial instrument will fluctuate due to changes in market interest rates.
The Corporation’s interest rate risk arises
mainly from its long-term borrowings. Variable rate long-term financial liabilities expose the Corporation to cash-flow interest rate
risk. Fixed-rate financial liabilities expose the Corporation to fair-value interest rate risk.
The Corporation assumes the interest rate risk,
due to they do not use financial derivative instruments for mitigate variations in the interest rate risk.
Credit risk is the risk that a counterparty will
not meet its obligations under a financial instrument or commercial contract, resulting in a financial loss.
Credit risk for the Corporation arises from its
operating activities due to credit exposure to customers and from its financial activities, including deposits with banks and financial
institutions, foreign exchange transactions, and other financial instruments. The maximum exposure to credit risk for the consolidated
financial statements as of December 31, 2022 and as of September 30, 2023 is represented by the sum of cash and cash equivalents (Note
9), trade accounts receivable (Note 10), accounts receivable from related parties (Note 11) and other accounts receivable (Note 12).
Customer credit risk is managed by Management
subject to the Corporation’s established policies, procedures and control related to customer credit risk management. The credit quality
of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined based on this assessment.
The maximum credit risk exposure at the reporting date is the carrying value of each class of financial assets disclosed in Note 10.
The Corporation assesses the concentration of
risk with respect to trade accounts receivable as low risk because sales are not concentrated in small customer groups and no customers
account for 10% or more of the Corporation’s revenues.
Management monitors the credit risk of other receivables
on an ongoing basis and assesses those receivables that show evidence of impairment to determine the required allowance for doubtful accounts.
Concerning loans 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 the performance
evaluation conducted by the Board of Directors (Note 11).
Management does not expect the Corporation to
incur in losses arisen from the performance of these counterparties, except for the ones already recorded at the consolidated financial
statements.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
Prudent liquidity risk management implies holding
enough cash and cash equivalent, and financing available through a proper number of credit sources, and the ability to close positions
in the market. Historically, the Corporation’s cash flows from operations have enabled it to meet its obligations. The Corporation has
implemented various actions to reduce its exposure to liquidity risk and has developed a Financial Plan based on several steps, which
were designed with a commitment to compliance within a reasonable period of time. The Financial Plan is intended to meet the various obligations
at the Company and Corporation entities levels.
The Corporate Finance Office monitors the cash
flow projections made on liquidity requirements of the Corporation to ensure it exists sufficient cash to meet operational needs so that
the Corporation does not breach borrowing limits or covenants, where applicable, on any of its borrowing facilities. Less significant
financing transactions are controlled by the Finance Management of each subsidiary.
Such forecasting takes into consideration the
Corporation’s debt financing plans, covenant compliance, compliance with ratio targets in the statement of financial position and,
if applicable, with external regulatory or legal requirements.
As of September 30, 2023, the Company has significant
current payment obligations arising from the Plea Agreement (Note 1.C) and the Bridge Loan (Note 16.A.i). For this purpose, Management
is developing a financial plan with the aim of covering the short-term part of these obligations.
Cash surplus on the amounts required for the administration
of working capital are invested in checking accounts that generate interest and time deposits, selecting instruments with appropriate
maturities or sufficient liquidity.
The table below analyzes the Corporation’s
financial liabilities grouped according to the remaining period from the date of the statement of financial position to the date of maturity.
The amounts disclosed in the table below are the contractual undiscounted cash flows, which include interest to be accrued according to
the established schedule.
| |
|
|
Contractual cash flows | |
| |
Carrying | | |
Less than | | |
1-2 | | |
2-5 | | |
More than | | |
| |
In thousands of soles | |
amount | | |
1 year | | |
years | | |
years | | |
5 years | | |
Total | |
As of December 31, 2022 | |
| | |
| | |
| | |
| | |
| | |
| |
Other financial liabilities (except for finance leases and lease liability for right-of-use asset) | |
| 819,973 | | |
| 599,310 | | |
| 71,732 | | |
| 216,392 | | |
| - | | |
| 887,434 | |
Finance leases | |
| 835 | | |
| 873 | | |
| - | | |
| - | | |
| - | | |
| 873 | |
Lease liability for right-of-use asset | |
| 59,085 | | |
| 19,075 | | |
| 31,705 | | |
| 23,386 | | |
| 113 | | |
| 74,279 | |
Bonds | |
| 869,913 | | |
| 141,246 | | |
| 185,114 | | |
| 419,969 | | |
| 707,800 | | |
| 1,454,129 | |
Trade accounts payables (except non-financial
liabilities) | |
| 1,037,013 | | |
| 1,027,256 | | |
| 9,757 | | |
| - | | |
| - | | |
| 1,037,013 | |
Accounts payables to related parties | |
| 80,781 | | |
| 53,488 | | |
| 25,420 | | |
| 697 | | |
| 1,176 | | |
| 80,781 | |
Other accounts payables and other provisions (except non-financial liabilities) | |
| 712,071 | | |
| 186,326 | | |
| 64,307 | | |
| 89,868 | | |
| 470,129 | | |
| 810,630 | |
| |
| 3,579,671 | | |
| 2,027,574 | | |
| 388,035 | | |
| 750,312 | | |
| 1,179,218 | | |
| 4,345,139 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| |
|
|
|
|
Contractual cash flows | |
| |
Carrying | | |
Less than | | |
1-2 | | |
2-5 | | |
More than | | |
| |
In thousands of soles | |
amount | | |
1 year | | |
years | | |
years | | |
5 years | | |
Total | |
As of September 30, 2023 | |
| | |
| | |
| | |
| | |
| | |
| |
Other financial liabilities (except lease liability for right-of-use asset) | |
| 897,934 | | |
| 613,831 | | |
| 170,664 | | |
| 193,629 | | |
| - | | |
| 978,124 | |
Lease liability for right-of-use asset | |
| 51,329 | | |
| 19,636 | | |
| 27,346 | | |
| 13,787 | | |
| 75 | | |
| 60,844 | |
Bonds | |
| 836,054 | | |
| 144,563 | | |
| 180,663 | | |
| 372,037 | | |
| 674,622 | | |
| 1,371,885 | |
Trade accounts payables (except non-financial liabilities) | |
| 1,159,863 | | |
| 1,153,391 | | |
| 6,472 | | |
| - | | |
| - | | |
| 1,159,863 | |
Accounts payables to related parties | |
| 76,556 | | |
| 48,313 | | |
| 28,243 | | |
| - | | |
| - | | |
| 76,556 | |
Other accounts payables and other provisions (except non-financial liabilities) | |
| 711,455 | | |
| 195,714 | | |
| 71,921 | | |
| 87,603 | | |
| 488,296 | | |
| 843,534 | |
| |
| 3,733,191 | | |
| 2,175,448 | | |
| 485,309 | | |
| 667,056 | | |
| 1,162,993 | | |
| 4,490,806 | |
The Corporation’s objective in managing
capital is to safeguard its ability to continue operations as a going concern basis in order to generate returns to its shareholders,
benefits to stakeholders and keep an optimal capital structure to reduce capital cost. Since 2017, due to the situation of the Corporation,
Management has monitored deviations that might cause the non-compliance of covenants and may renegotiation of liabilities (Note 16.a).
In special situations and events, the Corporation identifies potential deviations, requirements and establishes a plan.
The Corporation may adjust the amount of dividends
payable to shareholders, return capital to shareholders, issue new shares or sell assets to reduce its debt to maintain or adjust the
capital structure.
The Corporation monitors its capital based on
the leverage ratio. This ratio is calculated as net debt divided by the sum of net debt plus equity. The net debt corresponds to the total
financial liabilities (including current and non-current indebtedness) adding the provision for civil compensation less cash and cash
equivalents.
As of December 31, 2022 and as of September 30,
2023, the leverage ratio is as follows:
| |
| |
As of | | |
As of | |
| |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
Note | |
2022 | | |
2023 | |
Total borrowing, bonds and civil compensation (*) | |
16 and 17 | |
| 2,238,699 | | |
| 2,273,274 | |
Less: Cash and cash equivalents | |
9 | |
| (917,554 | ) | |
| (888,615 | ) |
Net debt (a) | |
| |
| 1,321,145 | | |
| 1,384,659 | |
Total equity (b) | |
| |
| 1,346,006 | | |
| 1,357,040 | |
Total net debt plus equity (a) + (b) | |
| |
| 2,667,151 | | |
| 2,741,699 | |
Gearing ratio | |
| |
| 0.50 | | |
| 0.51 | |
(*) | The civil compensation to the Peruvian State is S/488 million as of September 31, 2023 (S/4889
as of December 31, 2022). |
During the periods ended December 31, 2022 and
as of September 30, 2023, there were no changes in the objectives, policies or processes related to capital management.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
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 interim condensed 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, 2022.
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 period.
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.
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.
The Corporation has identified four reportable
segments. These operating segments are components of an enterprise for which separate financial information is available and periodically
evaluated by the Corporate Governance Board to decide how to allocate resources and assess performance.
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.
The operations of Corporation in each reportable
segment are as follows:
| (a) | Engineering and construction: This segment includes traditional engineering services such as architectural
planning, structural, civil and design engineering for advanced specialties including process design, simulation, and environmental services,
as well as construction at three divisions: i) civil works, such as the construction of hydroelectric power stations and other large infrastructure
facilities; (ii) electromechanical construction, such as concentrator plants, oil and natural gas pipelines, and electric transmission
lines; iii) building construction, such as offices, residential buildings, hotels, and affordable housing projects, shopping centers,
and industrial facilities. |
| (b) | Energy: This segment includes oil exploration, exploitation, production, treatment, and trade in four
oil deposits, separation and trade of natural gas and its byproducts at the gas processing plant, as well as the construction and assembly
of oil facilities or those linked to the oil and gas industry. It also includes storage and dispatch of fuel and oil byproducts. |
| (c) | Infrastructure: The Corporation has long-term concessions or similar contractual arrangements in Peru
for three highways with tolls, Lima Metro, a sewage treatment plant in Lima, and operation and maintenance services for infrastructure
assets. |
| (d) | Real Estate: The Corporation mainly develops and sells properties for low- and middle-resource sectors,
which are experiencing a significant increase in available income, as well as luxury properties to a lesser degree. It also develops commercial
spaces and offices. |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
Management uses the Adjusted EBITDA (earnings
before interest, tax, depreciation, and amortization) as the primary relevant measure to understand the Corporation’s operating
performance and allocate resources and its operating segments.
Adjusted EBITDA is not a measurement of results
based on International Financial Reporting Standards. The Corporation’s definition related to adjusted EBITDA may not be comparable
to similar performance measures and disclosures from other entities.
The adjusted EBITDA is reconciled to profit as
follows:
| |
For the three-month period ended | | |
For the nine-month
period ended | |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
Net (loss) profit | |
| (291,402 | ) | |
| 71,317 | | |
| (281,402 | ) | |
| 73,736 | |
Financial income and expenses | |
| 32,340 | | |
| 58,741 | | |
| 100,518 | | |
| 119,014 | |
Interests for present value of financial asset or liability | |
| 16,564 | | |
| 18,652 | | |
| 84,829 | | |
| (1,511 | ) |
Income tax | |
| 33,895 | | |
| 91,858 | | |
| 55,063 | | |
| 164,271 | |
Depreciation and amortization | |
| 46,028 | | |
| 58,228 | | |
| 130,948 | | |
| 168,667 | |
Adjusted EBITDA | |
| (162,575 | ) | |
| 298,796 | | |
| 89,956 | | |
| 524,177 | |
Adjustments to adjusted EBITDA for Other items | |
| | | |
| | | |
| | | |
| | |
Impairment of accounts receivables and other accounts receivable | |
| 7,349 | | |
| - | | |
| 7,349 | | |
| - | |
Impairment of investments | |
| 7,489 | | |
| - | | |
| 7,489 | | |
| - | |
Impairment of goodwill | |
| 2,403 | | |
| - | | |
| 2,403 | | |
| - | |
Provisions: civil compensation and legal claims | |
| 244,708 | | |
| - | | |
| 244,708 | | |
| - | |
Adjusted EBITDA for other items | |
| 99,374 | | |
| 298,796 | | |
| 351,905 | | |
| 524,177 | |
The adjusted EBITDA per segment is as follows:
| |
For the three-month
period ended | | |
For the nine-month
period ended | |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
Engineering and construction | |
| (24,317 | ) | |
| 140,217 | | |
| (1,779 | ) | |
| 110,836 | |
Energy | |
| 53,517 | | |
| 66,683 | | |
| 135,945 | | |
| 167,524 | |
Infrastructure | |
| 61,550 | | |
| 76,861 | | |
| 191,100 | | |
| 195,575 | |
Real estate | |
| 11,222 | | |
| 11,560 | | |
| 32,469 | | |
| 42,705 | |
Parent company operations | |
| 55,020 | | |
| 103,819 | | |
| 105,847 | | |
| 103,676 | |
Intercompany eliminations | |
| (57,618 | ) | |
| (100,344 | ) | |
| (111,677 | ) | |
| (96,139 | ) |
| |
| 99,374 | | |
| 298,796 | | |
| 351,905 | | |
| 524,177 | |
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.
AENZA
S.A.A. and Subsidiaries
Notes to
the Interim Condensed Consolidated Financial Statements
As of December
31, 2022 and September 30, 2023 and 2022
Operating
segments financial position
| |
Engineering | | |
| | |
Infrastructure | | |
| | |
Parent | | |
| | |
| |
In thousands
of soles | |
and
construction | | |
Energy | | |
Toll
roads | | |
Transportation | | |
Water
treatment | | |
Realestate | | |
Company
operations | | |
Eliminations | | |
Consolidated | |
As of December 31, 2022 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
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 | | |
| 118,867 | | |
| 898 | | |
| 146,316 | | |
| 561 | | |
| - | | |
| 1,078,582 | |
Accounts
receivable from related parties | |
| 86,146 | | |
| 68 | | |
| 51,523 | | |
| 4,455 | | |
| 52 | | |
| 378 | | |
| 115,736 | | |
| (230,613 | ) | |
| 27,745 | |
Other
accounts receivable | |
| 298,784 | | |
| 39,921 | | |
| 28,902 | | |
| 15,229 | | |
| 30 | | |
| 5,380 | | |
| 7,294 | | |
| (2,345 | ) | |
| 393,195 | |
Inventories,
net | |
| 41,933 | | |
| 29,935 | | |
| 9,655 | | |
| 39,780 | | |
| - | | |
| 227,067 | | |
| - | | |
| (1,587 | ) | |
| 346,783 | |
Prepaid
expenses | |
| 10,945 | | |
| 2,055 | | |
| 5,496 | | |
| 369 | | |
| 160 | | |
| 448 | | |
| 8,625 | | |
| - | | |
| 28,098 | |
Total
current assets | |
| 1,345,057 | | |
| 256,777 | | |
| 259,972 | | |
| 350,447 | | |
| 4,050 | | |
| 491,076 | | |
| 319,123 | | |
| (234,545 | ) | |
| 2,791,957 | |
Long-term
trade accounts receivable, net | |
| 2,806 | | |
| - | | |
| 16,215 | | |
| 699,487 | | |
| 1,392 | | |
| 3,969 | | |
| - | | |
| - | | |
| 723,869 | |
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 | | |
| 1,509,790 | | |
| (1,510,650 | ) | |
| 14,916 | |
Investment
property, net | |
| - | | |
| - | | |
| - | | |
| 1,507 | | |
| - | | |
| 19,823 | | |
| 40,594 | | |
| - | | |
| 61,924 | |
Property,
plant and equipment, net | |
| 102,822 | | |
| 176,596 | | |
| 6,193 | | |
| 848 | | |
| 150 | | |
| 7,531 | | |
| 1,286 | | |
| (10,961 | ) | |
| 284,465 | |
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 | |
| 175,702 | | |
| 4,572 | | |
| 26,787 | | |
| - | | |
| 415 | | |
| 23,781 | | |
| 59,316 | | |
| 5,065 | | |
| 295,638 | |
Total
non-current assets | |
| 823,115 | | |
| 659,686 | | |
| 361,305 | | |
| 703,876 | | |
| 24,093 | | |
| 181,951 | | |
| 2,296,843 | | |
| (1,921,546 | ) | |
| 3,129,323 | |
Total
assets | |
| 2,168,172 | | |
| 916,463 | | |
| 621,277 | | |
| 1,054,323 | | |
| 28,143 | | |
| 673,027 | | |
| 2,615,966 | | |
| (2,156,091 | ) | |
| 5,921,280 | |
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 | |
| 740,142 | | |
| 124,259 | | |
| 52,916 | | |
| 52,292 | | |
| 223 | | |
| 35,939 | | |
| 16,950 | | |
| 4,535 | | |
| 1,027,256 | |
Accounts
payable to related parties | |
| 297,505 | | |
| 2,734 | | |
| 46,257 | | |
| 22,421 | | |
| 296 | | |
| 12,227 | | |
| 20,291 | | |
| (348,243 | ) | |
| 53,488 | |
Current
income tax | |
| 12,495 | | |
| 247 | | |
| 8,609 | | |
| 2,433 | | |
| 104 | | |
| 45,092 | | |
| 672 | | |
| - | | |
| 69,652 | |
Other
accounts payable | |
| 490,494 | | |
| 19,724 | | |
| 49,187 | | |
| 9,146 | | |
| 1,298 | | |
| 115,661 | | |
| 24,837 | | |
| (4,905 | ) | |
| 705,442 | |
Provisions | |
| 81,288 | | |
| 20,535 | | |
| 1,722 | | |
| 1,197 | | |
| - | | |
| 540 | | |
| 27,644 | | |
| - | | |
| 132,926 | |
Total
current liabilities | |
| 1,645,669 | | |
| 206,111 | | |
| 203,878 | | |
| 118,709 | | |
| 1,927 | | |
| 252,577 | | |
| 571,129 | | |
| (359,874 | ) | |
| 2,640,126 | |
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 | |
Long-term
trade accounts payable | |
| - | | |
| - | | |
| - | | |
| 9,757 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 9,757 | |
Other
long-term accounts payable | |
| 94,261 | | |
| - | | |
| 2,243 | | |
| 189 | | |
| 2,932 | | |
| - | | |
| 2,694 | | |
| - | | |
| 102,319 | |
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 | | |
| 4,947 | | |
| - | | |
| - | | |
| 491,463 | | |
| - | | |
| 569,027 | |
Deferred
income tax liability | |
| 16,670 | | |
| 53,242 | | |
| - | | |
| 58,396 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 128,308 | |
Total
non-current liabilities | |
| 153,469 | | |
| 260,840 | | |
| 195,685 | | |
| 699,336 | | |
| 24,733 | | |
| 10,852 | | |
| 876,043 | | |
| (285,810 | ) | |
| 1,935,148 | |
Total
liabilities | |
| 1,799,138 | | |
| 466,951 | | |
| 399,563 | | |
| 818,045 | | |
| 26,660 | | |
| 263,429 | | |
| 1,447,172 | | |
| (645,684 | ) | |
| 4,575,274 | |
Equity
attributable to controlling interest in the Company | |
| 363,404 | | |
| 417,970 | | |
| 166,678 | | |
| 177,208 | | |
| 1,483 | | |
| 278,501 | | |
| 1,165,811 | | |
| (1,509,551 | ) | |
| 1,061,504 | |
Non-controlling
interest | |
| 5,630 | | |
| 31,542 | | |
| 55,036 | | |
| 59,070 | | |
| - | | |
| 131,097 | | |
| 2,983 | | |
| (856 | ) | |
| 284,502 | |
Total
liabilities and equity | |
| 2,168,172 | | |
| 916,463 | | |
| 621,277 | | |
| 1,054,323 | | |
| 28,143 | | |
| 673,027 | | |
| 2,615,966 | | |
| (2,156,091 | ) | |
| 5,921,280 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
Operating segments financial position
| |
Engineering | | |
| | |
Infrastructure | | |
| | |
Parent | | |
| | |
| |
In
thousands of soles | |
and
construction | | |
Energy | | |
Toll
roads | | |
Transportation | | |
Water
treatment | | |
Real
estate | | |
Company
operations | | |
Eliminations | | |
Consolidated | |
As
of September 30, 2023 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Assets | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Cash
and cash equivalent | |
| 197,953 | | |
| 39,288 | | |
| 130,440 | | |
| 135,694 | | |
| 3,119 | | |
| 199,729 | | |
| 182,392 | | |
| - | | |
| 888,615 | |
Trade
accounts receivables, net | |
| 845,322 | | |
| 105,788 | | |
| 26,412 | | |
| 125,279 | | |
| 960 | | |
| 2,621 | | |
| 924 | | |
| - | | |
| 1,107,306 | |
Accounts
receivable from related parties | |
| 74,894 | | |
| 506 | | |
| 60,812 | | |
| 3,578 | | |
| 494 | | |
| 537 | | |
| 326,354 | | |
| (432,296 | ) | |
| 34,879 | |
Other
accounts receivable | |
| 331,051 | | |
| 29,264 | | |
| 27,927 | | |
| 13,416 | | |
| - | | |
| 10,458 | | |
| 5,383 | | |
| (2,345 | ) | |
| 415,154 | |
Inventories,
net | |
| 58,006 | | |
| 41,865 | | |
| 10,341 | | |
| 45,042 | | |
| - | | |
| 238,692 | | |
| - | | |
| (14 | ) | |
| 393,932 | |
Prepaid
expenses | |
| 17,861 | | |
| 3,431 | | |
| 5,796 | | |
| 697 | | |
| 265 | | |
| 86 | | |
| 10,756 | | |
| 1 | | |
| 38,893 | |
Total
current assets | |
| 1,525,087 | | |
| 220,142 | | |
| 261,728 | | |
| 323,706 | | |
| 4,838 | | |
| 452,123 | | |
| 525,809 | | |
| (434,654 | ) | |
| 2,878,779 | |
Long-term
trade accounts receivable, net | |
| 889 | | |
| - | | |
| 19,986 | | |
| 738,873 | | |
| 1,312 | | |
| 3,678 | | |
| - | | |
| - | | |
| 764,738 | |
Long-term
accounts receivable from related parties | |
| 314,519 | | |
| - | | |
| 16,805 | | |
| 42 | | |
| 14,015 | | |
| - | | |
| 441,523 | | |
| (235,475 | ) | |
| 551,429 | |
Prepaid
expenses | |
| - | | |
| 480 | | |
| 15,666 | | |
| 1,644 | | |
| 593 | | |
| - | | |
| - | | |
| (510 | ) | |
| 17,873 | |
Other
long-term accounts receivable | |
| 98,771 | | |
| 86,229 | | |
| - | | |
| - | | |
| 7,346 | | |
| 58,057 | | |
| 65,962 | | |
| - | | |
| 316,365 | |
Inventories,
net | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 70,233 | | |
| - | | |
| - | | |
| 70,233 | |
Investments
in associates and joint ventures | |
| 968 | | |
| 9,963 | | |
| - | | |
| - | | |
| - | | |
| 2,103 | | |
| 1,546,618 | | |
| (1,547,479 | ) | |
| 12,173 | |
Investment
property, net | |
| - | | |
| - | | |
| - | | |
| 1,447 | | |
| - | | |
| 18,477 | | |
| 39,121 | | |
| - | | |
| 59,045 | |
Property,
plant and equipment, net | |
| 91,738 | | |
| 196,893 | | |
| 5,354 | | |
| 839 | | |
| 223 | | |
| 5,969 | | |
| 966 | | |
| - | | |
| 301,982 | |
Intangible
assets, net | |
| 139,465 | | |
| 388,584 | | |
| 236,934 | | |
| 162 | | |
| - | | |
| 605 | | |
| 12,915 | | |
| - | | |
| 778,665 | |
Right-of-use
assets, net | |
| 5,778 | | |
| 10,022 | | |
| 4,128 | | |
| 37 | | |
| 124 | | |
| 1,617 | | |
| 33,817 | | |
| (12,319 | ) | |
| 43,204 | |
Deferred
income tax asset | |
| 146,257 | | |
| 3,172 | | |
| 27,461 | | |
| - | | |
| 450 | | |
| 21,010 | | |
| 57,250 | | |
| 16 | | |
| 255,616 | |
Total
non-current assets | |
| 798,385 | | |
| 695,343 | | |
| 326,334 | | |
| 743,044 | | |
| 24,063 | | |
| 181,749 | | |
| 2,198,172 | | |
| (1,795,767 | ) | |
| 3,171,323 | |
Total
assets | |
| 2,323,472 | | |
| 915,485 | | |
| 588,062 | | |
| 1,066,750 | | |
| 28,901 | | |
| 633,872 | | |
| 2,723,981 | | |
| (2,230,421 | ) | |
| 6,050,102 | |
Liabilities | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Borrowings | |
| 27,542 | | |
| 35,719 | | |
| 15,600 | | |
| 38 | | |
| 5 | | |
| 13,927 | | |
| 524,485 | | |
| (11,202 | ) | |
| 606,114 | |
Bonds | |
| 4,031 | | |
| - | | |
| 47,655 | | |
| 31,948 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 83,634 | |
Trade
accounts payable | |
| 937,700 | | |
| 89,503 | | |
| 53,189 | | |
| 31,193 | | |
| 178 | | |
| 24,891 | | |
| 14,645 | | |
| 2,092 | | |
| 1,153,391 | |
Accounts
payable to related parties | |
| 313,057 | | |
| 62,209 | | |
| 41,042 | | |
| 34,499 | | |
| 10 | | |
| 11,217 | | |
| 12,942 | | |
| (426,663 | ) | |
| 48,313 | |
Current
income tax | |
| 27,866 | | |
| 560 | | |
| 3,769 | | |
| 10,082 | | |
| 68 | | |
| 6,639 | | |
| 3,896 | | |
| - | | |
| 52,880 | |
Other
accounts payable | |
| 434,379 | | |
| 32,613 | | |
| 43,442 | | |
| 9,236 | | |
| 1,461 | | |
| 137,207 | | |
| 41,921 | | |
| - | | |
| 700,259 | |
Provisions | |
| 80,666 | | |
| 14,730 | | |
| 1,064 | | |
| 1,208 | | |
| - | | |
| 197 | | |
| 9,669 | | |
| - | | |
| 107,534 | |
Total
current liabilities | |
| 1,825,241 | | |
| 235,334 | | |
| 205,761 | | |
| 118,204 | | |
| 1,722 | | |
| 194,078 | | |
| 607,558 | | |
| (435,773 | ) | |
| 2,752,125 | |
Borrowings | |
| 2,143 | | |
| 93,979 | | |
| 1,267 | | |
| - | | |
| 124 | | |
| 74,713 | | |
| 173,603 | | |
| (2,680 | ) | |
| 343,149 | |
Long-term
bonds | |
| 12,925 | | |
| - | | |
| 142,449 | | |
| 597,046 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 752,420 | |
Long-term
trade accounts payable | |
| - | | |
| - | | |
| - | | |
| 6,472 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 6,472 | |
Other
long-term accounts payable | |
| 58,483 | | |
| - | | |
| 1,358 | | |
| 144 | | |
| 2,803 | | |
| - | | |
| 475,707 | | |
| - | | |
| 538,495 | |
Long-term
accounts payable to related parties | |
| 7,491 | | |
| - | | |
| 1,006 | | |
| 28,246 | | |
| 23,146 | | |
| - | | |
| 212,678 | | |
| (244,324 | ) | |
| 28,243 | |
Provisions | |
| 11,667 | | |
| 53,475 | | |
| 12,131 | | |
| 2,278 | | |
| - | | |
| - | | |
| 21,561 | | |
| - | | |
| 101,112 | |
Deferred
income tax liability | |
| 46,112 | | |
| 61,295 | | |
| - | | |
| 63,639 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 171,046 | |
Total
non-current liabilities | |
| 138,821 | | |
| 208,749 | | |
| 158,211 | | |
| 697,825 | | |
| 26,073 | | |
| 74,713 | | |
| 883,549 | | |
| (247,004 | ) | |
| 1,940,937 | |
Total
liabilities | |
| 1,964,062 | | |
| 444,083 | | |
| 363,972 | | |
| 816,029 | | |
| 27,795 | | |
| 268,791 | | |
| 1,491,107 | | |
| (682,777 | ) | |
| 4,693,062 | |
Equity
attributable to controlling interest in the Company | |
| 353,921 | | |
| 437,548 | | |
| 167,910 | | |
| 188,042 | | |
| 1,106 | | |
| 285,083 | | |
| 1,229,855 | | |
| (1,546,781 | ) | |
| 1,116,684 | |
Non-controlling
interest | |
| 5,489 | | |
| 33,854 | | |
| 56,180 | | |
| 62,679 | | |
| - | | |
| 79,998 | | |
| 3,019 | | |
| (863 | ) | |
| 240,356 | |
Total
liabilities and equity | |
| 2,323,472 | | |
| 915,485 | | |
| 588,062 | | |
| 1,066,750 | | |
| 28,901 | | |
| 633,872 | | |
| 2,723,981 | | |
| (2,230,421 | ) | |
| 6,050,102 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
Operating
segment performance Segment Reporting
| |
Engineering | | |
| | |
Infrastructure | | |
| | |
Parent | | |
| | |
| |
In
thousands of soles | |
and
construction | | |
Energy | | |
Toll
roads | | |
Transportation | | |
Water
treatment | | |
Real
estate | | |
Company
operations | | |
Elimination | | |
Consolidated | |
For
the three-month period ended September 30, 2022 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Revenue | |
| 713,277 | | |
| 171,400 | | |
| 138,717 | | |
| 95,607 | | |
| 1,096 | | |
| 40,752 | | |
| 17,398 | | |
| (79,811 | ) | |
| 1,098,436 | |
Gross
(loss) profit | |
| (1,379 | ) | |
| 35,030 | | |
| 24,896 | | |
| 27,298 | | |
| 542 | | |
| 11,576 | | |
| 4,135 | | |
| 1,253 | | |
| 103,351 | |
Administrative
expenses | |
| (29,678 | ) | |
| (3,223 | ) | |
| (4,261 | ) | |
| (2,638 | ) | |
| (186 | ) | |
| (3,651 | ) | |
| (8,364 | ) | |
| 123 | | |
| (51,878 | ) |
Other
income and expenses, net | |
| 40,748 | | |
| 388 | | |
| 27,103 | | |
| (537 | ) | |
| - | | |
| (3,971 | ) | |
| (321,211 | ) | |
| (3,213 | ) | |
| (260,693 | ) |
Operating
profit (loss) | |
| 9,691 | | |
| 32,195 | | |
| 47,738 | | |
| 24,123 | | |
| 356 | | |
| 3,954 | | |
| (325,440 | ) | |
| (1,837 | ) | |
| (209,220 | ) |
Financial
expenses | |
| (18,188 | ) | |
| (4,465 | ) | |
| (5,519 | ) | |
| (2,413 | ) | |
| (35 | ) | |
| (1,357 | ) | |
| (32,139 | ) | |
| 29,603 | | |
| (34,513 | ) |
Financial
income | |
| (379 | ) | |
| 263 | | |
| 809 | | |
| 759 | | |
| 44 | | |
| 256 | | |
| 29,959 | | |
| (29,538 | ) | |
| 2,173 | |
Interests
for present value of financial asset or liability | |
| (1,042 | ) | |
| 1,919 | | |
| 1,317 | | |
| - | | |
| - | | |
| (166 | ) | |
| (19,964 | ) | |
| 1,372 | | |
| (16,564 | ) |
Share
of profit or loss in associates and
joint ventures | |
| (1,101 | ) | |
| 825 | | |
| - | | |
| - | | |
| - | | |
| (9 | ) | |
| 55,233 | | |
| (54,331 | ) | |
| 617 | |
(Loss)
profit before income tax | |
| (11,019 | ) | |
| 30,737 | | |
| 44,345 | | |
| 22,469 | | |
| 365 | | |
| 2,678 | | |
| (292,351 | ) | |
| (54,731 | ) | |
| (257,507 | ) |
Income
tax | |
| (7,918 | ) | |
| (10,617 | ) | |
| (7,449 | ) | |
| (7,088 | ) | |
| (109 | ) | |
| (1,358 | ) | |
| 645 | | |
| (1 | ) | |
| (33,895 | ) |
(Loss)
profit for the period | |
| (18,937 | ) | |
| 20,120 | | |
| 36,896 | | |
| 15,381 | | |
| 256 | | |
| 1,320 | | |
| (291,706 | ) | |
| (54,732 | ) | |
| (291,402 | ) |
(Loss)
profit from attributable to: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Owners
of the Company | |
| (20,511 | ) | |
| 17,929 | | |
| 32,635 | | |
| 11,536 | | |
| 256 | | |
| (1,364 | ) | |
| (291,690 | ) | |
| (55,804 | ) | |
| (307,013 | ) |
Non-controlling
interest | |
| 1,574 | | |
| 2,191 | | |
| 4,261 | | |
| 3,845 | | |
| - | | |
| 2,684 | | |
| (16 | ) | |
| 1,072 | | |
| 15,611 | |
| |
| (18,937 | ) | |
| 20,120 | | |
| 36,896 | | |
| 15,381 | | |
| 256 | | |
| 1,320 | | |
| (291,706 | ) | |
| (54,732 | ) | |
| (291,402 | ) |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
Operating segment performance
Segment Reporting
| |
Engineering | | |
| | |
Infrastructure | | |
| | |
Parent | | |
| | |
| |
In
thousands of soles | |
and
construction | | |
Energy | | |
Toll
roads | | |
Transportation | | |
Water
treatment | | |
Real
estate | | |
Company
operations | | |
Elimination | | |
Consolidated | |
For
the three-month period ended September 30, 2023 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Revenue | |
| 767,100 | | |
| 190,366 | | |
| 177,573 | | |
| 104,007 | | |
| 1,146 | | |
| 53,231 | | |
| 23,732 | | |
| (101,924 | ) | |
| 1,215,231 | |
Gross
profit (loss) | |
| 166,241 | | |
| 34,474 | | |
| 31,768 | | |
| 35,180 | | |
| 672 | | |
| 13,348 | | |
| 1,781 | | |
| 3,324 | | |
| 286,788 | |
Administrative
expenses | |
| (29,886 | ) | |
| (3,970 | ) | |
| (4,953 | ) | |
| (2,980 | ) | |
| (233 | ) | |
| (4,195 | ) | |
| (3,126 | ) | |
| (3,866 | ) | |
| (53,209 | ) |
Other
income and expenses, net | |
| (767 | ) | |
| 161 | | |
| 196 | | |
| 1,846 | | |
| - | | |
| 982 | | |
| (781 | ) | |
| 4,571 | | |
| 6,208 | |
Operating
profit (loss) | |
| 135,588 | | |
| 30,665 | | |
| 27,011 | | |
| 34,046 | | |
| 439 | | |
| 10,135 | | |
| (2,126 | ) | |
| 4,029 | | |
| 239,787 | |
Financial
expenses | |
| (27,013 | ) | |
| (4,614 | ) | |
| (676 | ) | |
| (1,876 | ) | |
| (118 | ) | |
| (1,769 | ) | |
| (32,429 | ) | |
| 12,720 | | |
| (55,775 | ) |
Financial
income | |
| (135 | ) | |
| (3,409 | ) | |
| 2,303 | | |
| 700 | | |
| 174 | | |
| 333 | | |
| 11,226 | | |
| (14,158 | ) | |
| (2,966 | ) |
Interests
for present value of financial asset or liability | |
| (1,545 | ) | |
| (1,100 | ) | |
| (114 | ) | |
| - | | |
| - | | |
| 128 | | |
| (16,021 | ) | |
| - | | |
| (18,652 | ) |
Share
of profit or loss in associates and
joint ventures | |
| - | | |
| 781 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 102,422 | | |
| (102,422 | ) | |
| 781 | |
Profit(loss)
before income tax | |
| 106,895 | | |
| 22,323 | | |
| 28,524 | | |
| 32,870 | | |
| 495 | | |
| 8,827 | | |
| 63,072 | | |
| (99,831 | ) | |
| 163,175 | |
Income
tax | |
| (62,810 | ) | |
| (6,537 | ) | |
| (7,113 | ) | |
| (9,837 | ) | |
| (148 | ) | |
| (3,867 | ) | |
| 3,542 | | |
| (5,088 | ) | |
| (91,858 | ) |
Profit
(loss) for the period | |
| 44,085 | | |
| 15,786 | | |
| 21,411 | | |
| 23,033 | | |
| 347 | | |
| 4,960 | | |
| 66,614 | | |
| (104,919 | ) | |
| 71,317 | |
Profit
(loss) from attributable to: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Owners
of the Company | |
| 43,781 | | |
| 13,908 | | |
| 17,054 | | |
| 17,275 | | |
| 347 | | |
| 1,081 | | |
| 66,620 | | |
| (104,927 | ) | |
| 55,139 | |
Non-controlling
interest | |
| 304 | | |
| 1,878 | | |
| 4,357 | | |
| 5,758 | | |
| - | | |
| 3,879 | | |
| (6 | ) | |
| 8 | | |
| 16,178 | |
| |
| 44,085 | | |
| 15,786 | | |
| 21,411 | | |
| 23,033 | | |
| 347 | | |
| 4,960 | | |
| 66,614 | | |
| (104,919 | ) | |
| 71,317 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
Operating segment performance
Segment Reporting
| |
Engineering | | |
| | |
Infrastructure | | |
| | |
Parent | | |
| | |
| |
In
thousands of soles | |
and
construction | | |
Energy | | |
Toll
roads | | |
Transportation | | |
Water
treatment | | |
Real
estate | | |
Company
operations | | |
Elimination | | |
Consolidated | |
For
the nine-month period ended September 30, 2022 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Revenue | |
| 2,050,849 | | |
| 464,289 | | |
| 384,180 | | |
| 292,796 | | |
| 3,234 | | |
| 125,167 | | |
| 51,461 | | |
| (225,943 | ) | |
| 3,146,033 | |
Gross
profit (loss) | |
| 64,816 | | |
| 88,183 | | |
| 69,418 | | |
| 97,627 | | |
| 1,704 | | |
| 34,218 | | |
| 12,065 | | |
| 895 | | |
| 368,926 | |
Administrative
expenses | |
| (83,104 | ) | |
| (10,090 | ) | |
| (11,958 | ) | |
| (7,779 | ) | |
| (557 | ) | |
| (10,132 | ) | |
| (26,531 | ) | |
| 2,664 | | |
| (147,487 | ) |
Other
income and expenses, net | |
| 34,441 | | |
| 1,747 | | |
| 24,101 | | |
| (842 | ) | |
| - | | |
| (2,902 | ) | |
| (318,224 | ) | |
| (2,438 | ) | |
| (264,117 | ) |
Operating
profit (loss) | |
| 16,153 | | |
| 79,840 | | |
| 81,561 | | |
| 89,006 | | |
| 1,147 | | |
| 21,184 | | |
| (332,690 | ) | |
| 1,121 | | |
| (42,678 | ) |
Financial
expenses | |
| (48,954 | ) | |
| (13,355 | ) | |
| (17,522 | ) | |
| (5,819 | ) | |
| (85 | ) | |
| (7,076 | ) | |
| (61,089 | ) | |
| 42,597 | | |
| (111,303 | ) |
Financial
income | |
| 1,391 | | |
| 509 | | |
| 1,982 | | |
| 1,889 | | |
| 103 | | |
| 786 | | |
| 49,864 | | |
| (45,739 | ) | |
| 10,785 | |
Interests
for present value of financial asset or liability | |
| (6,357 | ) | |
| 2,858 | | |
| (198 | ) | |
| - | | |
| - | | |
| 560 | | |
| (81,691 | ) | |
| (1 | ) | |
| (84,829 | ) |
Share
of profit or loss in associates and
joint ventures | |
| 121 | | |
| 2,347 | | |
| - | | |
| - | | |
| - | | |
| 703 | | |
| 106,458 | | |
| (107,943 | ) | |
| 1,686 | |
(Loss)
profit before income tax | |
| (37,646 | ) | |
| 72,199 | | |
| 65,823 | | |
| 85,076 | | |
| 1,165 | | |
| 16,157 | | |
| (319,148 | ) | |
| (109,965 | ) | |
| (226,339 | ) |
Income
tax | |
| (3,164 | ) | |
| (23,375 | ) | |
| (12,818 | ) | |
| (26,520 | ) | |
| (404 | ) | |
| (5,481 | ) | |
| 16,731 | | |
| (32 | ) | |
| (55,063 | ) |
(Loss)
profit for the period | |
| (40,810 | ) | |
| 48,824 | | |
| 53,005 | | |
| 58,556 | | |
| 761 | | |
| 10,676 | | |
| (302,417 | ) | |
| (109,997 | ) | |
| (281,402 | ) |
(Loss)
profit from attributable to: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Owners
of the Company | |
| (40,897 | ) | |
| 43,226 | | |
| 42,981 | | |
| 43,917 | | |
| 761 | | |
| 190 | | |
| (302,421 | ) | |
| (109,983 | ) | |
| (322,226 | ) |
Non-controlling
interest | |
| 87 | | |
| 5,598 | | |
| 10,024 | | |
| 14,639 | | |
| - | | |
| 10,486 | | |
| 4 | | |
| (14 | ) | |
| 40,824 | |
| |
| (40,810 | ) | |
| 48,824 | | |
| 53,005 | | |
| 58,556 | | |
| 761 | | |
| 10,676 | | |
| (302,417 | ) | |
| (109,997 | ) | |
| (281,402 | ) |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
Operating segment performance
Segment Reporting
| |
Engineering | | |
| | |
Infrastructure | | |
| | |
Parent | | |
| | |
| |
In
thousands of soles | |
and
construction | | |
Energy | | |
Toll
roads | | |
Transportation | | |
Water
treatment | | |
Real
estate | | |
Company
operations |
| |
Elimination | | |
Consolidated | |
For
the nine-month period ended September 30, 2023 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Revenue | |
| 1,905,784 | | |
| 501,358 | | |
| 436,173 | | |
| 308,685 | | |
| 3,625 | | |
| 147,604 | | |
| 72,512 | | |
| (273,451 | ) | |
| 3,102,290 | |
Gross
profit (loss) | |
| 185,658 | | |
| 77,675 | | |
| 71,381 | | |
| 97,173 | | |
| 2,155 | | |
| 48,765 | | |
| 12,279 | | |
| 6,910 | | |
| 501,996 | |
Administrative
expenses | |
| (84,148 | ) | |
| (11,915 | ) | |
| (14,741 | ) | |
| (8,628 | ) | |
| (704 | ) | |
| (13,222 | ) | |
| (17,581 | ) | |
| (5,193 | ) | |
| (156,132 | ) |
Other
income and expenses, net | |
| (5,723 | ) | |
| 800 | | |
| 605 | | |
| 1,897 | | |
| (41 | ) | |
| 2,570 | | |
| 3,251 | | |
| 3,850 | | |
| 7,209 | |
Operating
profit (loss) | |
| 95,787 | | |
| 66,560 | | |
| 57,245 | | |
| 90,442 | | |
| 1,410 | | |
| 38,113 | | |
| (2,051 | ) | |
| 5,567 | | |
| 353,073 | |
Financial
expenses | |
| (56,559 | ) | |
| (15,222 | ) | |
| (16,235 | ) | |
| (5,504 | ) | |
| (337 | ) | |
| (7,709 | ) | |
| (76,222 | ) | |
| 35,576 | | |
| (142,212 | ) |
Financial
income | |
| 839 | | |
| 1,838 | | |
| 5,596 | | |
| 4,993 | | |
| 504 | | |
| 4,629 | | |
| 41,063 | | |
| (36,264 | ) | |
| 23,198 | |
Interests
for present value of financial asset or liability | |
| 87 | | |
| (1,537 | ) | |
| (1,716 | ) | |
| - | | |
| - | | |
| 3,281 | | |
| 1,396 | | |
| - | | |
| 1,511 | |
Share
of profit or loss in associates and
joint ventures | |
| (1 | ) | |
| 2,366 | | |
| - | | |
| - | | |
| - | | |
| 73 | | |
| 95,406 | | |
| (95,407 | ) | |
| 2,437 | |
Profit
(loss) before income tax | |
| 40,153 | | |
| 54,005 | | |
| 44,890 | | |
| 89,931 | | |
| 1,577 | | |
| 38,387 | | |
| 59,592 | | |
| (90,528 | ) | |
| 238,007 | |
Income
tax | |
| (74,549 | ) | |
| (16,261 | ) | |
| (13,348 | ) | |
| (27,488 | ) | |
| (471 | ) | |
| (20,723 | ) | |
| (6,353 | ) | |
| (5,078 | ) | |
| (164,271 | ) |
(Loss)
profit for the period | |
| (34,396 | ) | |
| 37,744 | | |
| 31,542 | | |
| 62,443 | | |
| 1,106 | | |
| 17,664 | | |
| 53,239 | | |
| (95,606 | ) | |
| 73,736 | |
(Loss)
profit from attributable to: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Owners
of the Company | |
| (34,100 | ) | |
| 32,529 | | |
| 22,232 | | |
| 46,832 | | |
| 1,106 | | |
| 6,582 | | |
| 53,200 | | |
| (95,804 | ) | |
| 32,577 | |
Non-controlling
interest | |
| (296 | ) | |
| 5,215 | | |
| 9,310 | | |
| 15,611 | | |
| - | | |
| 11,082 | | |
| 39 | | |
| 198 | | |
| 41,159 | |
| |
| (34,396 | ) | |
| 37,744 | | |
| 31,542 | | |
| 62,443 | | |
| 1,106 | | |
| 17,664 | | |
| 53,239 | | |
| (95,606 | ) | |
| 73,736 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
Financial assets related to concession contracts are presented in the
consolidated statement of financial position as “trade accounts receivable current” and “trade accounts receivable non-current”.
The classification of financial assets and liabilities by category
is as follows:
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Financial assets according to the consolidated statement of financial position | |
| | |
| |
Loans and accounts receivable at amortized cost: | |
| | |
| |
- Cash and cash equivalents | |
| 917,554 | | |
| 888,615 | |
- Trade accounts receivable and other accounts receivable (excluding non-financial assets) (i) | |
| 1,452,606 | | |
| 1,489,468 | |
- Financial assets related to concession agreements (ii) | |
| 861,190 | | |
| 902,692 | |
- Accounts receivable from related parties | |
| 570,137 | | |
| 586,308 | |
| |
| 3,801,487 | | |
| 3,867,083 | |
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Financial liabilities according to the consolidated statement of financial position | |
| | |
| |
Other financial liabilities at amortized cost: | |
| | |
| |
- Other financial liabilities | |
| 819,973 | | |
| 897,934 | |
- Finance leases | |
| 835 | | |
| - | |
- Lease liability for right-of-use asset | |
| 59,085 | | |
| 51,329 | |
- Bonds | |
| 869,913 | | |
| 836,054 | |
- Trade and other accounts payable (excluding non-financial liabilities) (iii) | |
| 1,207,739 | | |
| 1,814,875 | |
- Accounts payable to related parties | |
| 80,781 | | |
| 76,556 | |
| |
| 3,038,326 | | |
| 3,676,748 | |
Other financial liabilities: | |
| | | |
| | |
- Other provisions (iv) | |
| 541,345 | | |
| 56,443 | |
| (i) | The following non-financial assets are excluded: advances
to suppliers for S/103.4 million and tax receivable for S/108 million (S/53.7 million and S/141.9 million, respectively, as of December
31, 2022). |
| (ii) | Included in the trade accounts receivable item. |
| (iii) | The following non-financial liabilities are excluded: advances
received from customers for S/290.2 million, taxes payable for S/166.6 million, salaries and other personnel payable for S/114 million
and others for S/12.9 million (S/365.7 million, S/165.8 million, S/99.2 million and S/6.2 million, respectively, as of December 31, 2022). |
| (iv) | Includes administrative process INDECOPI for S/56.4 million
(S/488.9 million and S/52.5 million, respectively, as of December 31, 2022). |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
9. | Cash and Cash Equivalents |
This account comprises:
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Cash on hand | |
| 727 | | |
| 822 | |
Remittances in-transit | |
| 2,955 | | |
| 2,344 | |
Current accounts | |
| 382,414 | | |
| 331,839 | |
Trust account - specific use founds (a) | |
| 416,464 | | |
| 262,712 | |
Time deposits (b) | |
| 114,994 | | |
| 290,898 | |
Total Cash and Cash equivalents | |
| 917,554 | | |
| 888,615 | |
Current accounts are denominated in local and
foreign currency, deposited in local and foreign banks with a high credit rating and are freely available. These accounts earn interest
at market rates.
| (a) | The Corporation maintains trust accounts in local and foreign
banks for the administration of funds for specific uses that are classified as: i) operating funds and consortium funds for the exclusive
management of project cash flows; and ii) reserve and guarantee funds for the payment of bonds issued and other obligations of the Corporation. |
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Operational funds | |
| 229,165 | | |
| 173,369 | |
Consortium funds | |
| 114,050 | | |
| 63,788 | |
Reserve funds (i) | |
| 71,966 | | |
| 24,284 | |
Guarantee funds | |
| 1,283 | | |
| 1,271 | |
| |
| 416,464 | | |
| 262,712 | |
| (i) | The trust accounts with reserve funds for the payment of bonds issued and other obligations of the Corporation are as follows: |
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Tren Urbano de Lima S.A. | |
| 49,397 | | |
| 1,069 | |
Red Vial 5 S.A. | |
| 22,569 | | |
| 23,215 | |
| |
| 71,966 | | |
| 24,284 | |
| (b) | Time deposits have maturities of less than ninety (90) days
and are renewable at maturity. As of September 30, 2023, these deposits bear interest ranging from 0.9% to 7.4% (0.26% to 7.4% as of
December 31, 2022). |
Cash and cash equivalents do not represent a significant
credit or interest rate risk; therefore, their carrying amounts approximate their fair value.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
10. | Trade Accounts Receivable, net |
This caption comprises the following:
| |
Total | | |
Current | | |
Non-current | |
| |
As of | | |
As of | | |
As of | | |
As of | | |
As of | | |
As of | |
| |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Receivables (a) | |
| 357,704 | | |
| 261,185 | | |
| 350,929 | | |
| 256,618 | | |
| 6,775 | | |
| 4,567 | |
Unbilled receivables - Subsidiaries (b) | |
| 584,217 | | |
| 708,831 | | |
| 584,217 | | |
| 705,763 | | |
| - | | |
| 3,068 | |
Unbilled receivables - Concessions (c) | |
| 860,530 | | |
| 902,028 | | |
| 143,436 | | |
| 144,925 | | |
| 717,094 | | |
| 757,103 | |
| |
| 1,802,451 | | |
| 1,872,044 | | |
| 1,078,582 | | |
| 1,107,306 | | |
| 723,869 | | |
| 764,738 | |
As of December 31, 2022 and September 30, 2023,
trade accounts receivable are denominated in local and foreign currency, have current maturities, do not accrue interest and do not have
specific guarantees. The fair value of current accounts receivable is similar to their carrying value because their average collection
period is less than sixty (60) days.
The balance of accounts receivable corresponds
to:
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Tren Urbano de Lima S.A. | |
| 818,354 | | |
| 864,152 | |
Cumbra Peru S.A. (i) | |
| 647,113 | | |
| 796,582 | |
Unna Energia S.A. | |
| 80,245 | | |
| 105,788 | |
Cumbra Ingenieria S.A. | |
| 53,205 | | |
| 49,629 | |
Red Vial 5 S.A. | |
| 24,072 | | |
| 16,244 | |
Carretera Andina del Sur S.A.C. | |
| 13,035 | | |
| 14,236 | |
Unna Transporte S.A.C. | |
| 9,852 | | |
| 10,130 | |
Viva Negocio Inmobiliario S.A. (ii) | |
| 150,285 | | |
| 6,299 | |
Carretera Sierra Piura S.A.C. | |
| 3,439 | | |
| 5,788 | |
Concesionaria La Chira S.A. | |
| 2,290 | | |
| 2,272 | |
Others | |
| 561 | | |
| 924 | |
| |
| 1,802,451 | | |
| 1,872,044 | |
(i) | The increase at the end of September 2023 corresponds to the activities of the new project “Santa
Monica” of its subsidiary Morelco, and additions in the EPC LAP3 project, related to the construction of the Jorge Chavez airport
terminal (Consorcio Inti Punku). |
(ii) | As of December 31, 2022 invoices receivable mainly corresponds to the sale of a land to SEDAPAL by Inmobiliaria
Almote 2 S.A.C. for S/140 million (located in the district of Lurin, province of Lima, with an area of 209.59 hectares). As of September
30, 2023, collections has been made according to the schedule stipulated in the contract. |
| (a) | As of September 30, 2023, invoices receivable are recognized
net of impairment for S/43.8 million, and at current value for S/0.2 million (S/44.7 million for impairment and S/0.7 million at current
value, as of December 31, 2022). |
The
aging analysis of trade receivables is as follows:
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Current | |
| 316,664 | | |
| 217,158 | |
Past due up to 30 days | |
| 29,078 | | |
| 11,062 | |
Past due from 31 days up to 90 days | |
| 2,049 | | |
| 14,450 | |
Past due from 91 days up to 120 days | |
| 1,437 | | |
| 5,751 | |
Past due from 121 days up to 360 days | |
| 4,100 | | |
| 5,138 | |
Past due over 360 days | |
| 4,376 | | |
| 7,626 | |
| |
| 357,704 | | |
| 261,185 | |
As of September 30, 2023, the amount
of due debts over three hundred and sixty (360) days mainly includes invoices receivable from subsidiaries: Unna Transporte S.A.C. for
S/3.8 million, Cumbra Peru S.A. for S/3.3 million, and Cumbra Ingenieria S.A. for S/0.5 million (Cumbra Peru S.A. for S/3.4 million and
Cumbra Ingenieria S.A. for S/0.9 million as of December 31, 2022). As of December 31, 2022 and September 30, 2023, Management performed
the assessment of credit risk exposure on trade accounts receivable.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| (b) | Contract Assets by the subsidiaries correspond to documents related
to estimates for services provided and valuations that were not invoiced. These
rights are recognized net of impairment for S/3.3 million and discounted at current value for S/2.6 million (S/3.8 million for
impairment, and S/2.8 million at current value, as of December 31, 2022). The following is a breakdown by subsidiary: |
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Cumbra Peru S.A. | |
| 533,389 | | |
| 659,345 | |
Cumbra Ingenieria S.A. | |
| 38,922 | | |
| 39,660 | |
Unna Transporte S.A.C. | |
| 6,192 | | |
| 6,319 | |
Unna Energia S.A. | |
| 5,617 | | |
| 3,381 | |
Others | |
| 97 | | |
| 126 | |
| |
| 584,217 | | |
| 708,831 | |
| (c) | Contract Assets for Concessions correspond to future collections to the
Grantor according to the terms of the concession agreement, as detailed below: |
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Tren Urbano de Lima S.A. | |
| 818,354 | | |
| 864,152 | |
Red Vial 5 S.A. | |
| 24,072 | | |
| 16,243 | |
Carretera Andina del Sur S.A.C. | |
| 12,796 | | |
| 14,236 | |
Carretera Sierra Piura S.A.C. | |
| 3,018 | | |
| 5,603 | |
Concesionaria La Chira S.A. | |
| 2,290 | | |
| 1,794 | |
| |
| 860,530 | | |
| 902,028 | |
Management, after evaluating the balances receivable
at the date of the interim condensed consolidated financial statements, considers that, except for the accounts receivable provisioned,
there are no accounts at risk of uncollectibility.
In the opinion of Corporate Management, the expected
credit loss and allowance for trade receivables adequately cover the risk of uncollectibility as of December 31, 2022 and September 30,
2023.
11. | Transactions with Related Parties |
| A. | Transactions with related parties |
Major transactions for the period ended September
30, 2022 and 2023 between the Company and its related parties are summarized as follows:
| |
For the three-month period ended | | |
For the nine-month
period ended | |
| |
September 30 | | |
September 30 | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
Revenue from sales of goods and services: | |
| | |
| | |
| | |
| |
- Joint operations | |
| 11,741 | | |
| 12,016 | | |
| 34,353 | | |
| 40,379 | |
| |
| 11,741 | | |
| 12,016 | | |
| 34,353 | | |
| 40,379 | |
Transactions among related parties are made based
on current price lists and according to the terms and conditions similar to those agreed with third parties.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| B. | Balances with Related parties |
Balances breakdown were the following:
| |
As of December 31, 2022 | | |
As of September 30, 2023 | |
In thousands of soles | |
Receivable | | |
Payable | | |
Receivable | | |
Payable | |
Current portion: | |
| | | |
| | | |
| | | |
| | |
Joint operations | |
| | | |
| | | |
| | | |
| | |
Consorcio Inti Punku | |
| 4,030 | | |
| 3,104 | | |
| 15,273 | | |
| 112 | |
Consorcio Rio Mantaro | |
| - | | |
| 12,247 | | |
| - | | |
| 7,516 | |
Consorcio Constructor Chavimochic | |
| - | | |
| 9,421 | | |
| - | | |
| 9,759 | |
Consorcio Rio Urubamba | |
| 9,606 | | |
| - | | |
| 9,578 | | |
| - | |
Consorcio Manperan | |
| 603 | | |
| 4,064 | | |
| 1,706 | | |
| 446 | |
Consorcio TNT Vial y Vives - DSD Chile Ltda | |
| 8,664 | | |
| 3,153 | | |
| - | | |
| 2,383 | |
Consorcio Peruano de Conservacion | |
| 752 | | |
| 2,629 | | |
| 800 | | |
| 2,753 | |
Consorcio Vial Quinua | |
| - | | |
| 1,945 | | |
| - | | |
| 1,945 | |
Consorcio GyM Conciviles | |
| - | | |
| 1,426 | | |
| 12 | | |
| 339 | |
Terminales del Peru | |
| 88 | | |
| 600 | | |
| 59 | | |
| 609 | |
Consorcio Italo Peruano | |
| 1,524 | | |
| - | | |
| 1,607 | | |
| - | |
Consorcio Ermitaño | |
| 547 | | |
| - | | |
| 529 | | |
| - | |
Consorcio Morelco Latamges | |
| - | | |
| - | | |
| - | | |
| 2,388 | |
Others | |
| 1,931 | | |
| 1,545 | | |
| 5,315 | | |
| 3,863 | |
| |
| 27,745 | | |
| 40,134 | | |
| 34,879 | | |
| 32,113 | |
| |
| | | |
| | | |
| | | |
| | |
Other related parties | |
| | | |
| | | |
| | | |
| | |
Ferrovias S.A. | |
| - | | |
| 13,354 | | |
| - | | |
| 16,200 | |
| |
| - | | |
| 13,354 | | |
| - | | |
| 16,200 | |
Current portion | |
| 27,745 | | |
| 53,488 | | |
| 34,879 | | |
| 48,313 | |
| |
| | | |
| | | |
| | | |
| | |
Non-current portion | |
| | | |
| | | |
| | | |
| | |
Gasoducto Sur Peruano S.A. (Note 14.i) | |
| 542,392 | | |
| - | | |
| 550,904 | | |
| - | |
Ferrovias S.A. | |
| - | | |
| 15,054 | | |
| - | | |
| 12,662 | |
Ferrovias Participaciones S.A. | |
| - | | |
| 12,239 | | |
| - | | |
| 15,581 | |
Others | |
| - | | |
| - | | |
| 525 | | |
| - | |
Non-current | |
| 542,392 | | |
| 27,293 | | |
| 551,429 | | |
| 28,243 | |
As of December 31, 2022 and September 30, 2023
accounts receivable and payable are mainly of current maturity which have no specific guarantees. These balances do not generate interest
considering their maturity in short term.
The Corporation conducts its operations with related
companies under the same conditions as those with third parties; consequently, there are no differences in pricing policies or in the
basis for tax settlement; with respect to payment terms, these do not differ from policies granted to third parties.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
12. | Other Accounts Receivable, net |
This caption comprises the following:
| |
Total | | |
Current | | |
Non-current | |
| |
As of | | |
As of | | |
As of | | |
As of | | |
As of | | |
As of | |
| |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Claims and accounts receivable from third parties (a) | |
| 251,339 | | |
| 256,026 | | |
| 68,687 | | |
| 41,237 | | |
| 182,652 | | |
| 214,789 | |
Guarantee deposits (b) | |
| 194,885 | | |
| 225,199 | | |
| 110,507 | | |
| 141,220 | | |
| 84,378 | | |
| 83,979 | |
Credits and recoverable taxes (c) | |
| 113,923 | | |
| 108,029 | | |
| 102,689 | | |
| 97,896 | | |
| 11,234 | | |
| 10,133 | |
Advances to suppliers (d) | |
| 53,658 | | |
| 103,375 | | |
| 53,658 | | |
| 103,375 | | |
| - | | |
| - | |
Restricted funds (e) | |
| 52,014 | | |
| 26,790 | | |
| 44,668 | | |
| 19,444 | | |
| 7,346 | | |
| 7,346 | |
Accounts receivable from personnel | |
| 2,359 | | |
| 4,338 | | |
| 2,359 | | |
| 4,338 | | |
| - | | |
| - | |
Others | |
| 10,747 | | |
| 7,762 | | |
| 10,627 | | |
| 7,644 | | |
| 120 | | |
| 118 | |
| |
| 678,925 | | |
| 731,519 | | |
| 393,195 | | |
| 415,154 | | |
| 285,730 | | |
| 316,365 | |
| a) | Claims and accounts receivable from third parties are as follows |
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
| |
| | |
| |
Additional investments for operating contracts | |
| 105,073 | | |
| 104,952 | |
Claims to the tax authorities | |
| 27,968 | | |
| 29,061 | |
Real estate project receivable | |
| 26,084 | | |
| 28,507 | |
Accounts receivable from joint ventures | |
| 21,100 | | |
| 21,835 | |
Account receivable from out-of-court settlement with third parties (a.1) | |
| 36,266 | | |
| - | |
Account receivable to the Ministry of Agriculture Development and Irrigation (a.2) | |
| - | | |
| 34,011 | |
Settlement agreement with third parties | |
| 21,081 | | |
| 21,175 | |
Others | |
| 13,767 | | |
| 16,485 | |
| |
| 251,339 | | |
| 256,026 | |
| a.1) | Account receivable from out-of-court settlement with third
parties: Talara Refinery - Cumbra Peru S.A.
As of December 2022, Cumbra Peru S.A. had a lawsuit pending against Tecnicas Reunidas de
Talara S.A.C. (TRT) for approximately US$ 78 million as compensation for damages suffered as a result of various contractual breaches.
In turn, TRT filed a counterclaim for approximately US$ 81 million alleging that Cumbra Peru S.A. had breached the subcontract entered
into between the two companies. On the other hand, on December 28, 2020, TRT executed two letters of guarantee issued by Banco Santander,
the first for US$ 16 million for Fidelity Performance and the second letter of guarantee for US$ 7.7 million for advance payment of work,
despite the fact that the obligations guaranteed by the letter of guarantee were being litigated in the process described in this paragraph. |
In December 2022, the Company signed
an agreement with TRT, in order to solve claims of both parties. As a result of this agreement, the Company impaired account receivables
rights for US$ 29.6 million equivalent to S/113 million. In addition, the Company would receive payments for outstanding invoices in the
amount of US$ 10.3 million (equivalent to S/36.3 million). As of January 31, 2023, the Company received full payment of the outstanding
invoices.
| a.2) | Account receivable to the Ministry of Agriculture Development and Irrigation - Concesionaria Chavimochic
The balance corresponds to the claim to the Ministry of Agrarian Development and Irrigation (hereinafter, MIDAGRI) for US$9.5 million equivalent to S/34.1 million for the execution of the total amount of the Performance Bond, derived from the arbitration process followed against the Regional Government of La Libertad and MIDAGRI for the early termination of the Concession Contract due to breach of contract by the Grantor (Note 14.i).
|
| b) | Guarantees deposits correspond to funds retained by customers
for work contracts, mainly of the subsidiary Cumbra Peru S.A. These deposits are retained by customers in order to guarantee that the
subsidiary performs its obligations under the contracts. The amounts withheld will be recovered upon completion of the work. |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| c) | Credits and recoverable taxes are classified as follows: |
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
| |
| | |
| |
VAT credit | |
| 50,172 | | |
| 47,661 | |
Income tax on-account payments | |
| 48,729 | | |
| 46,627 | |
ITAN and other recoverable taxes | |
| 15,022 | | |
| 13,741 | |
| |
| 113,923 | | |
| 108,029 | |
| d) | Advances to suppliers are classified as follows: |
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
| |
| | |
| |
Cumbra Peru S.A. - Aeropuerto Jorge Chavez | |
| 18,353 | | |
| 57,846 | |
Cumbra Peru S.A. - Projects and Consortiums | |
| 15,220 | | |
| 22,186 | |
Tren Urbano de Lima S.A. - Alstom Transporte | |
| 3,691 | | |
| 5,467 | |
Otros | |
| 16,394 | | |
| 17,876 | |
| |
| 53,658 | | |
| 103,375 | |
| e) | Al 30 de setiembre de 2023, los fondos restringidos corresponden
a certificados bancarios en garantía compuestos por Cumbra Ingeniería S.A por S/ 19.4 millones y un fondo restringido de
la Concesionaria La Chira S.A. por S/7.3 millones. (Al 31 de diciembre de 2022, Cumbra Perú S.A. por S/29.9 millones EPC Talara,
Cumbra Ingeniería S.A por S/14.7 millones y Concesionaria La Chira S.A. por S/7.3 millones, otros S/1.7 millones). |
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.
This caption comprises the following:
| |
As of
December 31, | | |
As of
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Land | |
| 114,111 | | |
| 117,177 | |
Work in progress - Real estate | |
| 131,090 | | |
| 156,899 | |
Finished properties | |
| 47,643 | | |
| 35,282 | |
Construction materials | |
| 42,475 | | |
| 59,469 | |
Merchandise and supplies | |
| 83,512 | | |
| 100,927 | |
| |
| 418,831 | | |
| 469,754 | |
Allowance for inventory write-downs | |
| (6,495 | ) | |
| (5,589 | ) |
| |
| 412,336 | | |
| 464,165 | |
Current | |
| 346,783 | | |
| 393,932 | |
Non-current | |
| 65,553 | | |
| 70,233 | |
As of September 30, 2023, the
non-current portion of inventories of S/70.2 million corresponds to land for real estate projects to be executed in the long term
(S/56.6 million located in the district of San Isidro in Lima and S/13.6 million located in the district of Barranco in Lima). As of
December 31, 2022, the non-current portion of inventories for projects to be executed in the long term amounts to S/65.6 million
(S/52 million located in the district of San Isidro in Lima and S/13.5 million located in the district of Barranco in Lima).
Management has analyzed the inventories and has
determined that there are no major indications of impairment.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
14. | Investments in Associates and Joint Ventures |
This caption comprises the following:
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Associates | |
| 2,753 | | |
| 2,103 | |
Joint ventures | |
| 12,163 | | |
| 10,070 | |
| |
| 14,916 | | |
| 12,173 | |
Movement of our investments in associates for
the periods ended September 30, 2022, and 2023 is as follows:
| |
As of | | |
As of | |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Balance as of January 1 | |
| 31,173 | | |
| 14,916 | |
Equity interest in results | |
| 1,686 | | |
| 2,437 | |
Dividends received | |
| (380 | ) | |
| (5,175 | ) |
Capital reduction | |
| (2,937 | ) | |
| - | |
Investment impairment | |
| (7,489 | ) | |
| - | |
Investment disposal | |
| (278 | ) | |
| - | |
Conversion adjustment | |
| (50 | ) | |
| (5 | ) |
Balance as of September 30 | |
| 21,725 | | |
| 12,173 | |
The most relevant associates are described below:
| i. | Gasoducto Sur Peruano S.A |
In November
2015, the Company acquired a 20% interest in Gasoducto Sur Peruano S.A. and 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 a concession agreement with the Peruvian Government to build, operate, and maintain a pipeline transportation system
of natural gas to meet the demand of cities in the south of Peru (hereinafter the “Concession Agreement”). Additionally, GSP
signed an engineering, procurement and construction agreement with CCDS.
The Company
made an investment of US$ 242.5 million (equivalent to S/811 million) and had to assume 20% of the performance bond established in the
concession agreement for US$ 262.5 million and 21.49% of the guarantee for a bridge loan of US$ 600 million.
Early
termination of the Concession Agreement
On January
24, 2017 the Peruvian Ministry of Energy and Mines (hereinafter “MEM”) notified the early termination of the Concession Agreement
under Clause 6.7 for the failure of the concessionaire to accredit 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 caused Management to recognize the impairment between 2016 and 2019 of its total investment (US$242.5
million), and required the register of the account receivable resulting from the execution of the counter-guarantees granted by AENZA
in favor of the entity issuing the guarantees: for US$ 52.5 million corresponding to the performance bond and US$ 129 million corresponding
to the corporate guarantee on the bridge loan granted to GSP. According to the Concession Agreement, the guarantees were paid on behalf
of GSP, therefore, AENZA recognized the right to collect from GSP for US$181.5 million, which were recorded in 2016 as accounts receivable
from related parties. Likewise, Cumbra Peru recognized the value of accounts receivable from CCDS for US$73.5 million and lost profits
for US$10 million, which correspond to receivables from GSP.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
On October
11, 2017, the agreement deed for the delivery of the assets of the south Peruvian gas pipeline concession between GSP and MEM was signed.
The assets include the works, equipment, facilities and engineering studies provided for the execution of the project.
Upon termination
of the Concession Agreement, and in accordance with the provisions of clause 20 thereof, the Peruvian Government had the obligation to
hire an internationally recognized auditing firm to calculate the Net Book Value (hereinafter “NBV”) of the concession assets,
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, this figure was subsequently adjusted to US$2,110 million as a result of variations in the balances related to the works carried
out by the consortium, which in turn is reported in its audited financial statements as of December 31, 2017.
Collection
Actions of AENZA S.A.A.
On December
21, 2018, the Company asked the Peruvian Government for direct treatment and requested the payment of NBV in favor of GSP. On October
18, 2019, the Company filed with CIADI an arbitration request. On December 27, 2019 the Company withdrew the arbitration in compliance
with a preliminary plea agreement signed with the Attorney General´s Office and Ad-hoc Peruvian Public Prosecutor’s Office
on the same date (Note 1). Withdrawing the arbitration before CIADI does not involve the loss of collection rights of the Company against
GSP and does not restrict, limit, or impede GSP from asserting its rights against the Peruvian Government.
The Company
and its internal and external legal advisors consider that the payment owed by the Government to GSP for the NBV are not within the withholding
scope under Law 30737 that ensures the immediate payment of civil compensation in favor of the Peruvian Government in cases of corruption
and related crimes, since this payment does not include any profit margin and/or not correspond to the sale of assets related to the project,
but to a reimbursement for the investment made by the Concessionaire.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
Bankruptcy
of GSP
On December
4, 2017, GSP started a bankruptcy proceeding before the INDECOPI. The Company maintains receivable recognized by INDECOPI of US$0.4 million
and US$169.3 million, the latter held under trust in favor of the creditors of the Company. In addition, it has indirectly recognized
claims of US$11.8 million. On the other hand, the debt of Cumbra Peru S.A. is recognized in INDECOPI indirectly through the Constructor
Ductos del Sur of US$88.7 million. As of the date of this report, GSP is under liquidation and AENZA S.A.A. chairs the Board of Creditors.
On April
11, 2023, the Liquidation Agreement was approved, which defines the framework for the liquidator’s actions. The Liquidation Agreement
includes the granting of powers to the liquidator with respect to representation, administrative, contractual and other relevant powers
that allow him to comply with the obligations for which he was appointed, as well as the actions he is allowed to take in order to recover
GSP’s assets and in accordance with the mechanisms set forth in the General Law of the Insolvency System.
On April
13, 2023, and under the powers granted to him by the Liquidation Agreement, the Liquidator requested the MEM to initiate the Direct Treatment
procedure stipulated in the Concession Agreement.
On September
12, 2023, INDECOPI notified GSP the resolution No. 4069-2023/CCO-INDECOPI which resolved to declare null and void the Board’s agreement
approving the Liquidation Agreement because the Agreement does not expressly state that GSP does not have assets subject to realization
as part of the asset liquidation process, On the contrary, the aforementioned definition implies the possibility that GSP has assets subject
to realization by the liquidator, so the Agreement should have mentioned how such assets would be realized (direct sale, auction, dation,
etc.).
In view
of the above, INDECOPI has instructed its Technical Secretariat to grant new dates for the Meeting, so that the creditors may approve
a new Liquidation Agreement and thus correct the defect declared in the aforementioned resolution. INDECOPI has assigned November 16 and
21 as the dates for the first and second call for the Creditors’ Meeting, respectively.
Amounts
recognized in the interim condensed consolidated financial statements (note 11).
As of September
30, 2023, the net value of the account receivable from GSP is approximately US$145.3 million, equivalent
to S/550.9 million (US$142.4 million equivalent to S/542.4 million at December 31, 2022), which comprises the recognition in the following
entities of the Corporation: i) AENZA S.A.A. holds US$64.3 million (equivalent to S/243.9 million) discounted to present value net of
impairment and the effect of the exchange difference (US$63.9 million equivalent to S/243.2 million at December 31, 2022) and; ii) Cumbra
Peru S.A. holds US$81 million (equivalent to S/307 million) discounted to present value, net of the effect of the exchange difference
(US$78.5 million equivalent to S/299.2 million at December 31, 2022).
The Company’s
management maintains the recovery estimate in 8 years, applying a discount rate of 5.75% (recovery term of 8 years with a discount rate
of 5.73% as of September 30, 2022). These estimates generated during 2023 a gain from present
value effect of approximately S/1.9 million (S/63.3 million, loss from present value as of September 30,
2022) which has been recognized in the consolidated statement of profit or loss under the caption “Gain (loss) from present value
of financial assets or liabilities” (Note 26.B).
Based on
management’s assessment and in conjunction with the opinion of the internal legal department and external legal counsel, the estimate
of recoverability, impairment allowances and the net recognized value of the account receivable from GSP as of December 31, 2022 and as
of September 30, 2023 is reasonable and sufficient as of the reporting date of the Corporation’s
consolidated financial statements.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| ii. | Concesionaria Chavimochic S.A.C. |
In May 2014, Concesionaria Chavimochic S.A.C.
(hereinafter the “Concessionaire”), in which AENZA has 26.5% of interest, signed an agreement with the Peruvian Government
(hereinafter the “Concession Agreement”) for the design, construction, operation, and maintenance of major hydraulic works
of Chavimochic Project (hereinafter the “Project”). The construction of the work started in 2015 with a concession term of
twenty-five (25) years and a total investment of about US$ 647 million.
According to the Concession Agreement, 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% in progress.
However, at the beginning of 2017, the procedure for early termination of the Concession Agreement was initiated due to the breach of
contract by the Grantor, and all activities were suspended in December 2017. Due to the fact that no agreement was made, the Concessionaire
initiated an arbitration process before the Comision de las Naciones Unidas para el Derecho Mercantil Internacional (CNUDMI).
On October 4, 2022, the Arbitration Court notified
the parties with the award, which provided for the early termination of the Concession Agreement and ordered, among other things, that
the Grantor pay the Concessionaire the amount of 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 evidence
of financial closing.
Despite the requests for exclusion and integration
of the award filed by the Concessionaire, the Court did not issue a decision within the deadline, and the award was consented to. As of
December 31, 2022, an impairment of its total investment amounting to S/ 14.5 million was recorded.
In February 2023, the Grantor partially executed
the Concessionaire’s performance bond, where AENZA was required to assume a total of US$7.5 million. Likewise, in May 2023, the
Grantor requested the execution of the balance of the Concessionaire’s performance bond, where AENZA is responsible for US$2 million.
The Concessionaire is currently coordinating the necessary legal actions for the full execution of the award so that the Grantor complies
with the obligations arising therefrom. Likewise, the Concessionaire will initiate legal actions against the Grantor for what it considers
an arbitrary execution of the balance of the performance bond without the arbitration court having granted the possibility of executing
the bond for a higher amount and without a breach of contract having been attributed to the Concessionaire that would justify such execution
(Note 12.b).
15. | Investments 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 period ended September 30, 2022 and 2023, are as follows:
| |
| | |
Property, | | |
| | |
| |
| |
Investment | | |
plant and | | |
Right-of-use | | |
Intangibles | |
| |
property | | |
equipment | | |
assets | | |
assets | |
In thousands of soles | |
(a) | | |
(a) | | |
(a) | | |
(b) | |
| |
| | |
| | |
| | |
| |
Cost | |
| | |
| | |
| | |
| |
Balance at January 1, 2022 | |
| 87,222 | | |
| 1,261,098 | | |
| 98,391 | | |
| 1,453,556 | |
Additions | |
| 53 | | |
| 41,095 | | |
| 14,578 | | |
| 101,952 | |
Sale of assets | |
| - | | |
| (27,658 | ) | |
| - | | |
| - | |
Disposals | |
| (2,950 | ) | |
| (17,194 | ) | |
| - | | |
| (3,076 | ) |
Transfers | |
| - | | |
| (917 | ) | |
| 460 | | |
| 456 | |
Translations adjustments | |
| - | | |
| (19,790 | ) | |
| (259 | ) | |
| (17,782 | ) |
Balance at September 30, 2022 | |
| 84,325 | | |
| 1,236,634 | | |
| 113,170 | | |
| 1,535,106 | |
Balance at January 1, 2023 | |
| 99,557 | | |
| 1,234,208 | | |
| 119,495 | | |
| 1,586,462 | |
Additions | |
| 14 | | |
| 47,625 | | |
| 6,458 | | |
| 102,697 | |
Sale of assets | |
| - | | |
| (24,489 | ) | |
| - | | |
| - | |
Disposals | |
| - | | |
| (5,059 | ) | |
| (2,642 | ) | |
| (8,968 | ) |
Reclassifications | |
| - | | |
| (1,938 | ) | |
| - | | |
| (24,859 | ) |
Transfers | |
| - | | |
| - | | |
| - | | |
| (3 | ) |
Translations adjustments | |
| (1 | ) | |
| 580 | | |
| 130 | | |
| 6,424 | |
Balance at September 30, 2023 | |
| 99,570 | | |
| 1,250,927 | | |
| 123,441 | | |
| 1,661,753 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| |
| | |
Property, | | |
| | |
| |
| |
Investment | | |
plant and | | |
Right-of-use | | |
Intangibles | |
| |
property | | |
equipment | | |
assets | | |
assets | |
In thousands of soles | |
(a) | | |
(a) | | |
(a) | | |
(b) | |
Accumulated depreciation and impairment | |
| | | |
| | | |
| | | |
| | |
Balance at January 1, 2022 | |
| (24,211 | ) | |
| (957,928 | ) | |
| (50,674 | ) | |
| (710,165 | ) |
Depreciation / amortization | |
| (2,989 | ) | |
| (39,863 | ) | |
| (13,630 | ) | |
| (74,466 | ) |
Sale of assets | |
| - | | |
| 23,729 | | |
| - | | |
| - | |
Disposals | |
| 2,277 | | |
| 16,731 | | |
| - | | |
| 2,536 | |
Transfers | |
| - | | |
| 649 | | |
| (49 | ) | |
| (271 | ) |
Impairment | |
| - | | |
| - | | |
| - | | |
| (2,530 | ) |
Translations adjustments | |
| - | | |
| 12,235 | | |
| 206 | | |
| 4,141 | |
Balance at September 30, 2022 | |
| (24,923 | ) | |
| (944,447 | ) | |
| (64,147 | ) | |
| (780,755 | ) |
Balance at January 1, 2023 | |
| (37,633 | ) | |
| (949,743 | ) | |
| (69,288 | ) | |
| (799,126 | ) |
Depreciation / amortization | |
| (2,891 | ) | |
| (37,065 | ) | |
| (13,596 | ) | |
| (115,115 | ) |
Sale of assets | |
| - | | |
| 21,483 | | |
| - | | |
| - | |
Disposals | |
| - | | |
| 14,444 | | |
| 2,630 | | |
| 5,926 | |
Reclassifications | |
| - | | |
| 1,938 | | |
| - | | |
| 24,859 | |
Impairment | |
| - | | |
| (317 | ) | |
| - | | |
| - | |
Translations adjustments | |
| (1 | ) | |
| 315 | | |
| 17 | | |
| 368 | |
Balance at September 30, 2023 | |
| (40,525 | ) | |
| (948,945 | ) | |
| (80,237 | ) | |
| (883,088 | ) |
| |
| | | |
| | | |
| | | |
| | |
Carrying amounts | |
| | | |
| | | |
| | | |
| | |
At January 1, 2022 | |
| 63,011 | | |
| 303,170 | | |
| 47,717 | | |
| 743,391 | |
At September 30, 2022 | |
| 59,402 | | |
| 292,187 | | |
| 49,023 | | |
| 754,351 | |
At January 1, 2023 | |
| 61,924 | | |
| 284,465 | | |
| 50,207 | | |
| 787,336 | |
At September 30, 2023 | |
| 59,045 | | |
| 301,982 | | |
| 43,204 | | |
| 778,665 | |
| (a) | Investment property, property, plant and equipment and right-of-use assets |
As of September 30, 2023, additions to property,
plant and equipment correspond mainly to the energy segment, for machinery, replacement units, work in progress, facilities other equipment
furniture and fixtures for a total of S/43.9 million. Also, additions in the engineering and construction segment, for other equipment,
machinery, furniture and fixtures, and buildings for S/2.6 million; and additions in the real estate and infrastructure segments for S/1.1
million (as of September 30, 2022, additions to property, plant and equipment correspond mainly to the energy segment, for machinery,
works in progress, replacement units, buildings, miscellaneous equipment and furniture and fixtures totaling S/30.6 million. Also, additions
in the engineering and construction segment for machinery, miscellaneous equipment, furniture and fixtures and buildings for S/5.9 million;
and additions in the infrastructure and real estate segments for S/4.6 million).
As of September 30, 2023, the additions of assets
for right of use correspond mainly to the price adjustment to the Company’s real estate lease contract for S/3.6 million and to the acquisition
of machinery and equipment in the energy segment for S/2.8 million (as of September 30, 2022, it corresponds mainly to the energy segment,
for lease contracts for the acquisition of vehicles, machinery and equipment for S/10.1 million, also, in the infrastructure segment for
the acquisition of vehicles for S/3.7 million).
For the period ended September 30, 2022 and 2023, depreciation of property,
plant and equipment, investment property and right-of-use assets is presented in the interim condensed consolidated statement of income
as follows:
In thousands of soles | |
2022 | | |
2023 | |
| |
| | |
| |
Cost of sale of goods and services (Note 24) | |
| 52,148 | | |
| 43,718 | |
Administrative expenses (Note 24) | |
| 4,334 | | |
| 9,834 | |
Total depreciation | |
| 56,482 | | |
| 53,552 | |
(-) Depreciation related to investment property | |
| (2,989 | ) | |
| (2,891 | ) |
(-) Depreciation related to right-of-use assets | |
| (13,630 | ) | |
| (13,596 | ) |
Total depreciation of property, plant and equipment | |
| 39,863 | | |
| 37,065 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
As of September 30, 2023, the additions correspond
mainly to the energy segment for investments in the preparation of wells and other assets for a total of S/95 million, additions in the
infrastructure segment for investments in concessions for a total of S/4.6 million and additions in the engineering and construction segment
for investments in software for S/3 million. (As of September 30, 2022, the additions correspond mainly to investments in the preparation
of wells and other assets of the energy segment for S/89.7 million, software development in the engineering and construction segment for
S/6.2 million; and additions in concessions and licenses corresponding to the infrastructure segment for S/6 million).
For the period ended
September 30, 2022 and 2023, the breakdown of intangible amortization included in the consolidated statement of income is as follows:
In thousands of soles | |
2022 | | |
2023 | |
Cost of sale of goods and services (Note 24) | |
| 72,288 | | |
| 111,907 | |
Administrative expenses (Note 24) | |
| 2,178 | | |
| 3,208 | |
Total amortization | |
| 74,466 | | |
| 115,115 | |
Goodwill
Management reviews businesses results
based on the type of economic activity developed. The cash-generating units are distributed in the following segments:
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Engineering and construction | |
| 28,741 | | |
| 33,899 | |
Electromechanical | |
| 20,736 | | |
| 20,736 | |
| |
| 49,477 | | |
| 54,635 | |
This caption comprises the following:
| |
Total | | |
Current | | |
Non-current | |
| |
As of | | |
As of | | |
As of | | |
As of | | |
As of | | |
As of | |
| |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Bank loans | |
| 651,825 | | |
| 727,808 | | |
| 548,372 | | |
| 563,025 | | |
| 103,453 | | |
| 164,783 | |
Other financial entities | |
| 168,148 | | |
| 170,126 | | |
| 12,176 | | |
| 27,922 | | |
| 155,972 | | |
| 142,204 | |
Lease liability for right-of-use asset | |
| 59,085 | | |
| 51,329 | | |
| 12,879 | | |
| 15,167 | | |
| 46,206 | | |
| 36,162 | |
Finance leases | |
| 835 | | |
| - | | |
| 835 | | |
| - | | |
| - | | |
| - | |
| |
| 879,893 | | |
| 949,263 | | |
| 574,262 | | |
| 606,114 | | |
| 305,631 | | |
| 343,149 | |
As of December 31, 2022 and as of September 30,
2023, this item comprises bank loans in local and foreign currencies for working capital purposes. These obligations accrue fixed interest
rates which fluctuate between 6% and 23.8% in 2023 (between 6% and 11.4% in 2022).
| |
| |
| |
As of | | |
As of | |
| |
Interest | |
Date of | |
December 31, | | |
September 30, | |
In thousands of soles | |
rate | |
maturity | |
2022 | | |
2023 | |
| |
| |
| |
| | |
| |
AENZA S.A.A. (i) | |
Term SOFR 3M + de 6.26% a 8.51% | |
2023 | |
| 463,773 | | |
| 501,006 | |
Unna Energia S.A.(ii) | |
6.04% / 7.68% | |
2027 | |
| 126,064 | | |
| 119,542 | |
Viva Negocio Inmobiliario S.A.C. (iii) | |
7.84% / 12.50% | |
2032 | |
| 51,314 | | |
| 86,974 | |
Morelco S.A.S. (iv) | |
17.63% / 23.84% | |
2024 | |
| 10,674 | | |
| 20,286 | |
| |
| |
| |
| 651,825 | | |
| 727,808 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| i) | AENZA S.A.A. Bridge Loan Agreement |
On March 17, 2022, the Company entered into a
bridge loan agreement for up to US$ 120 million, with a group of financial institutions 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 eighteen (18) months, in quarterly interest installments and is secured, subject to the fulfillment
of certain precedent conditions, by a flow trust (first lien), a pledge over the shares in Unna Energia S.A. (first lien), and a trust
on the shares of Viva Negocio Inmobiliario S.A.C. (second lien). On April 5, 2022, the Company received a bridge loan for up to US$120
million. The loan bears interest at the following interest rates: (i) for the first and second installments, Term SOFR + 6.26%; (ii) for
the third and fourth installments, Term SOFR + 6.76%; (iii) for the fifth installment, Term SOFR + 7.51%; and (iv) for the sixth installment,
Term SOFR + 7.51%. As of September 30, 2023, the total amount payable is US$120 million, equivalent to S/470.7 million, which includes
principal of S/455.6 million, plus interest and net deferred charges of S/15 million (as of December 31, 2022, the total amount payable
was US$ 120 million, equivalent to S/463.8 million, which included principal of S/458.4 million, plus interest and net deferred charges
of S/5.4 million).
On October 5,
2023, the term extension of the bridge loan agreement was subscribed for up to US$112 million for a twelve months period, and the
prepayment of US$8 million (equivalent to S/30.5 million) was made.
As of December 31, 2022 and as of September 30,
2023, the Company has complied with the covenants established in the loan agreement.
| ii) | Unna Energia S.A. Loan |
Terminales del Peru (hereinafter “TP”),
a joint operation of the subsidiary Unna Energia S.A., has a medium-term loan agreement with Banco de Credito del Peru S.A. (hereinafter
BCP) to finance investments arising from the operation agreement of North and Center terminals for 2015 to 2019 period, available up to
December 31, 2022 with a maximum exposure limit of US$ 80 million. This funding is repaid within eight (8) years. In 2022 additional
disbursements amounting to US$ 8.5 million (equivalent to S/ 32.7 million) were requested for additional investments.
In addition, in November 2019, TP signed a loan
agreement to finance the additional investments from 2019 to 2023 for a credit line of US$ 46 million with BCP. This agreement includes
an assignee as interest holder, so BD Capital (BDC) acquired 50% of the BCP contractual position through the signature of an accession
agreement.
As of September 30, 2023, the amount recorded
for loans equivalent to 50% of interest owned by the subsidiary Unna Energia S.A. amounts to S/119.5 million, principal net of interest
and deferred charges (S/126.1 million, as of December 31, 2022).
As of December 31, 2022 and as of September 30,
2023, TP is in compliance with the covenants established in the loan agreement.
| iii) | Viva Negocio Inmobiliario S.A.C. Loan |
The balance includes the following:
| |
| |
| |
As of | | |
As of | |
| |
| |
Date of | |
December 31, | | |
September 30, | |
In thousands of soles | |
Interest rate | |
maturity | |
2022 | | |
2023 | |
| |
| |
| |
| | |
| |
Banco Interamericano de Desarrollo | |
7.84% | |
2032 | |
| - | | |
| 75,442 | |
Banco de Credito del Peru S.A. | |
12.50% | |
2023 | |
| 36,562 | | |
| 8,013 | |
Banco BBVA Peru S.A. | |
7.94% / 10.70% | |
2024 | |
| 2,116 | | |
| 3,519 | |
Banco Interamericano de Finanzas S.A. | |
11.35% | |
2024 | |
| 12,636 | | |
| - | |
| |
| |
| |
| 51,314 | | |
| 86,974 | |
In December
2022, Viva Negocio Inmobiliario S.A.C. signed a loan agreement with the Banco Interamericano de Desarrollo, for the purpose of
building social housing. The loan was fully disbursed in January 2023, for US$20 million, equivalent to S/72.2 million, for ten (10) years and with two (2) years grace period for principal amortization.
AS of September 30, 2023, the total debt with
Banco Intercamericano de Finanzas for S/12.6 million was paid in full and the debt with Banco de Credito del Peru was partially repaid
for S/28.5 million.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
The balance includes the following:
| |
| |
| |
| |
As of | | |
As of | |
| |
Interest | |
Date of | |
Currency | |
December 31, | | |
September 30, | |
In thousands of soles | |
rate | |
maturity | |
Type | |
2022 | | |
2023 | |
| |
| |
| |
| |
| | |
| |
Bancolombia S.A. | |
17.63% / 23.84% | |
2024 | |
COP | |
| 6,344 | | |
| 15,209 | |
Banco de Bogota | |
19.88% | |
2023 | |
COP | |
| 4,330 | | |
| 5,077 | |
| |
| |
| |
| |
| 10,674 | | |
| 20,286 | |
| B. | Other financial entities |
The balance is mainly composed of 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 Concesion 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.
As of September 30, 2023, the balance to be paid
amounted to US$42.5 million, equivalent to S/155.3 million (as of December 31, 2022, balance was US$42.6 million, equivalent to S/162.8
million) and includes the effect of the fair value of S/0.5 million (as of December 31, 2022, S/16.6 million).
| C. | Fair value of borrowings |
The carrying amount and fair value of borrowings
are detailed as follows:
| |
Carrying amount | | |
Fair value | |
| |
As of | | |
As of | | |
As of | | |
As of | |
| |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| |
Bank loans | |
| 651,825 | | |
| 727,808 | | |
| 638,620 | | |
| 720,222 | |
Other financial entities | |
| 168,148 | | |
| 170,126 | | |
| 168,148 | | |
| 170,580 | |
Lease liability for right-of-use asset | |
| 59,085 | | |
| 51,329 | | |
| 53,394 | | |
| 50,602 | |
Finance leases | |
| 835 | | |
| - | | |
| 776 | | |
| - | |
| |
| 879,893 | | |
| 949,263 | | |
| 860,938 | | |
| 941,404 | |
As of September 30, 2023, the fair value is based
on cash flows discounted using debt rates between 4.7% and 22.6% (between 4.7% and 17.6% as of December 31, 2022) and are included as
Level 2 in the level of measurement.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
This caption comprised the following:
| |
Total | | |
Current | | |
Non-current | |
| |
As of | | |
As of | | |
As of | | |
As of | | |
As of | | |
As of | |
| |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Tren Urbano de Lima S.A. (a) | |
| 629,956 | | |
| 628,994 | | |
| 31,203 | | |
| 31,948 | | |
| 598,753 | | |
| 597,046 | |
Red Vial 5 S.A. (b) | |
| 218,684 | | |
| 190,104 | | |
| 41,343 | | |
| 47,655 | | |
| 177,341 | | |
| 142,449 | |
Cumbra Peru S.A. (c) | |
| 21,273 | | |
| 16,956 | | |
| 4,554 | | |
| 4,031 | | |
| 16,719 | | |
| 12,925 | |
| |
| 869,913 | | |
| 836,054 | | |
| 77,100 | | |
| 83,634 | | |
| 792,813 | | |
| 752,420 | |
| (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).
As of September 30, 2023, an accumulated
amortization amounting to S/146.3 million has been made (S/126.8 million as of December 31, 2022). As of September 30, 2023, the balance
includes VAC adjustments and interest payable for S/139 million (S/126.5 million as of December 31, 2022).
The account movement of such corporate
bonds for the periods ended September 30, 2022 and 2023 is as follows:
In thousands of soles | |
2022 | | |
2023 | |
| |
| | |
| |
Balance at January, 1 | |
| 626,697 | | |
| 629,956 | |
Amortization | |
| (14,716 | ) | |
| (19,407 | ) |
Accrued interest | |
| 40,608 | | |
| 43,189 | |
Interest paid | |
| (23,677 | ) | |
| (24,744 | ) |
Balance at September, 30 | |
| 628,912 | | |
| 628,994 | |
As of December 31, 2022, and as of
September 30, 2023, Tren Urbano de Lima S.A. has complied with the corresponding covenants.
As of September
30, 2023, the fair value amounts to S/628.8 million (S/630.7 million, as of December 31, 2022), this is based on discounted cash flows
using an annual effective interest rate of 4.46% (cash flows using an annual effective interest rate of 5.9% as of December 31, 2022)
and corresponds to level 2 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. The bonds mature in January
2027 and bear interest at a rate of 8.38%.
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.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
The account movement for the periods ended September 30,
2022, and 2023 is as follows:
In thousands of soles | |
2022 | | |
2023 | |
| |
| | |
| |
Balance at January, 1 | |
| 251,933 | | |
| 218,684 | |
Amortization | |
| (23,518 | ) | |
| (28,334 | ) |
Accrued interest | |
| 15,044 | | |
| 12,730 | |
Interest paid | |
| (15,182 | ) | |
| (12,976 | ) |
Balance at September, 30 | |
| 228,277 | | |
| 190,104 | |
As of December 31, 2022, and as of
September 30, 2023, Red Vial 5 S.A. has complied with the covenants.
As of September
30, 2023, the fair value amounts to S/195 million (as of December 31, 2022, S/224.8 million), is based on discounted cash flows using
an annual effective interest rate 8.1% as of December 31, 2022 and as of September 30, 2023 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. As of September 30, 2023, the balance includes accrued interest
payable for US$32 thousand, equivalent to S/117 thousand (US$0.2 million, equivalent to S/0.8 million, as of December 31, 2022).
The account movement for the periods
ended September 30, 2022, and 2023 is as follows:
In thousands of soles | |
2022 | | |
2023 | |
| |
| | |
| |
Balance at January, 1 | |
| 26,282 | | |
| 21,273 | |
Amortization | |
| (3,812 | ) | |
| (3,618 | ) |
Exchange difference | |
| (128 | ) | |
| (214 | ) |
Accrued interest | |
| 1,403 | | |
| 1,131 | |
Interest paid | |
| (2,025 | ) | |
| (1,616 | ) |
Balance at September, 30 | |
| 21,720 | | |
| 16,956 | |
As of September 30, 2023, the fair
value amounts to S/15.6 million (S/19.7 million as of December 31, 2022), is based on discounted cash flows using a rate of 13.5% (11.4%
as of December 31, 2022) and is within level 2 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.
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.
The Corporation
converted entirely all the bonds into common shares in two tranches, first on February 28, 2022, and the second on March 31, 2022 for
11,000 and 78,970 bonds, respectively (See Note 21); due the conversion, the debt was fully paid as of March 31, 2022.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| 18. | Trade Accounts Payable |
This item comprises:
| |
Total | | |
Current | | |
Non-current | |
| |
As of | | |
As of | | |
As of | | |
As of | | |
As of | | |
As of | |
| |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Invoices payable | |
| 523,175 | | |
| 505,502 | | |
| 513,418 | | |
| 499,030 | | |
| 9,757 | | |
| 6,472 | |
Unbilled goods and services received | |
| 508,448 | | |
| 648,095 | | |
| 508,448 | | |
| 648,095 | | |
| - | | |
| - | |
Notes payable | |
| 5,390 | | |
| 6,266 | | |
| 5,390 | | |
| 6,266 | | |
| - | | |
| - | |
| |
| 1,037,013 | | |
| 1,159,863 | | |
| 1,027,256 | | |
| 1,153,391 | | |
| 9,757 | | |
| 6,472 | |
As of September 30, 2023, unbilled goods and services
received amounting to S/557.7 million for the engineering and construction segment, S/44.6 million for the infrastructure segment, S/17.9
million for the energy segment, S/18.2 million for the real estate segment and S/9.6 million for operations of the parent company (S/390.2
million for the engineering and construction segment, S/47.6 million for the infrastructure segment, S/37 million for the energy segment,
S/20.9 million for the real estate segment and S/12.8 million for operations of the parent company, as of December 31, 2022).
| 19. | Other Accounts Payable |
This caption is comprised by the following:
| |
Total | | |
Current | | |
Non-current | |
| |
As of | | |
As of | | |
As of | | |
As of | | |
As of | | |
As of | |
| |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Civil compensation to Peruvian Government (a) | |
| - | | |
| 487,957 | | |
| - | | |
| 14,959 | | |
| - | | |
| 472,998 | |
Advances received from customers (b) | |
| 365,730 | | |
| 290,249 | | |
| 350,194 | | |
| 284,833 | | |
| 15,536 | | |
| 5,416 | |
Taxes payable | |
| 165,831 | | |
| 166,568 | | |
| 137,819 | | |
| 156,099 | | |
| 28,012 | | |
| 10,469 | |
Salaries and other payable to personnel | |
| 99,225 | | |
| 113,980 | | |
| 99,225 | | |
| 113,980 | | |
| - | | |
| - | |
Arbitration payable | |
| 73,348 | | |
| 71,034 | | |
| 34,560 | | |
| 28,292 | | |
| 38,788 | | |
| 42,742 | |
Accounts payable for project completion | |
| 25,652 | | |
| 27,559 | | |
| 12,921 | | |
| 27,559 | | |
| 12,731 | | |
| - | |
Guarantee deposits | |
| 18,552 | | |
| 19,951 | | |
| 18,552 | | |
| 19,914 | | |
| - | | |
| 37 | |
Account payable under agreements with third parties | |
| 15,280 | | |
| 15,188 | | |
| 15,280 | | |
| 15,188 | | |
| - | | |
| - | |
Acquisition of additional non-controlling interest | |
| 9,344 | | |
| 8,196 | | |
| 9,344 | | |
| 8,196 | | |
| - | | |
| - | |
Royalties payable | |
| 9,303 | | |
| 12,782 | | |
| 9,303 | | |
| 12,782 | | |
| - | | |
| - | |
Other accounts payable | |
| 25,496 | | |
| 25,290 | | |
| 18,244 | | |
| 18,457 | | |
| 7,252 | | |
| 6,833 | |
| |
| 807,761 | | |
| 1,238,754 | | |
| 705,442 | | |
| 700,259 | | |
| 102,319 | | |
| 538,495 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| (a) | Civil compensation to Peruvian Government |
Corresponds to the 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 was 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/333.3 million and US$40.7 million. The
civil penalty will be made within a term of 12 years, under a legal interest rate in Soles and US Dollars 3.9% and 1.8%, 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.C. to participate in public construction and road maintenance contracts with the Peruvian State for two (2) years
from the approval of the Agreement.
As of September 30, 2023, the balance
reclassified from Other provisions (note 1.C), amounts to S/488 million
(S/333.3 million and US$40.7 million).
| (b) | Advances received from customers correspond mainly to projects of the Engineering and Construction and Real Estate segments and are
discounted from the invoicing made, as established in the contracts. |
| |
As of | | |
As of | |
| |
December 31, | | |
September 30, | |
In
thousands of soles | |
2022 | | |
2023 | |
| |
| | |
| |
Vial y Vives - DSD S.A. - Quebrada Blanca Project (i) | |
| 91,107 | | |
| 31,790 | |
Cumbra Peru S.A. - Jorge Chávez Airport | |
| 88,114 | | |
| 91,731 | |
Viva Negocio Inmobiliario S.A.C. - Real estate projects | |
| 85,741 | | |
| 107,450 | |
Proyecto Especial de Infraestructura de Transporte Nacional (ii) | |
| 33,879 | | |
| 20,333 | |
Cumbra Peru S.A. - San Gabriel - Buenaventura Project | |
| 33,206 | | |
| 27,059 | |
Vial y Vives - DSD S.A. - Minera Spence | |
| 12,536 | | |
| 3,123 | |
Vial y Vives - DSD S.A. - Refineria ENAP | |
| 9,472 | | |
| 4,434 | |
Cumbra Peru S.A. - Concentrator Plant and Quellaveco Tunnel (iii) | |
| 5,984 | | |
| - | |
Cumbra Ingenieria S.A. - Mina Gold Fields La Cima S.A. Project | |
| 1,986 | | |
| 1,542 | |
Otros | |
| 3,705 | | |
| 2,787 | |
| |
| 365,730 | | |
| 290,249 | |
| |
| | | |
| | |
Current | |
| 350,194 | | |
| 284,833 | |
Non-current | |
| 15,536 | | |
| 5,416 | |
| |
| 365,730 | | |
| 290,249 | |
The main variation corresponds to: i)
a decrease in Vial y Vives DSD for S/59.3 million in the Quebrada Blanca project; ii) a decrease in Provías Nacional for S/13.5
million; iii) a decrease in Cumbra Peru S.A. for S/5.9 million in the Quellaveco project.
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.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
This item comprises:
| |
Total | | |
Current | | |
Non-current | |
| |
As of | | |
As of | | |
As of | | |
As of | | |
As of | | |
As of | |
| |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | | |
December 31, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Legal claims (a) | |
| 580,215 | | |
| 92,161 | | |
| 87,947 | | |
| 77,319 | | |
| 492,268 | | |
| 14,842 | |
Tax claims (b) | |
| 53,578 | | |
| 49,319 | | |
| 33,128 | | |
| 24,406 | | |
| 20,450 | | |
| 24,913 | |
Provision for well closure (c) | |
| 68,160 | | |
| 67,166 | | |
| 11,851 | | |
| 5,809 | | |
| 56,309 | | |
| 61,357 | |
| |
| 701,953 | | |
| 208,646 | | |
| 132,926 | | |
| 107,534 | | |
| 569,027 | | |
| 101,112 | |
| (a) | Legal contingencies are comprised by the following: |
Civil compensation to Peruvian Government
The Agreement accrual amounting to S/333.3 million and US$40.7 million was reclassified to Other accounts payable (note 1.C).
Administrative process INDECOPI
On March 9, 2021, Cumbra Perú S.A. was
notified with the Final Instruction Report prepared by the Technical Secretariat of the INDECOPI Commission, related to the administrative
sanctioning procedure against 33 construction companies and 26 of their executives for having adopted a coordination system through which
they agreed to share several bids called by Provías Nacional and other entities of the Peruvian State. On November 15, 2021, the
Commission by Resolution N°080-021-CLC-INDECOPI resolved to sanction in first administrative instance the above mentioned companies
and their executives, including Cumbra Peru S.A. On December 9, 2021, Cumbra Peru S.A. filed an appeal against the referred
resolution, suspending any execution of the resolution, including the payment of the fine imposed and the compliance with the corrective
measures ordered. As of September 30, 2023, the Company maintains a provision that was recognized amounting to S/56.4 million (S/52.4
million as of December 31, 2022).
Other legal proceedings
The corporation maintains administrative lawsuits
for S/14.4 million, civil lawsuits for S/11 million, labor lawsuits for S/6.3 million and administrative lawsuits for S/4.1 million.
| (b) | Tax contingencies correspond mainly to: |
| (i) | Appeal Process before the Tax Court for S/31.7 million belonging to AENZA S.A.A. for income tax for the
years 2011, 2014, 2015 and 2016 for S/21.6 million; Cumbra Ingenieria S.A. for income tax for the years 2013, 2014 and 2016 for S/6.7
million; Cumbra Peru S.A. for income tax for the year 2012 for S/1.4 million; Consorcio Constructor Chavimochic for income tax for the
year 2016 for S/1.1 million and Consorcio Vial Quinua for S/0.9 million for income tax for the year 2015. |
| (ii) | Claims before the Judiciary for S/9.5 million belonging to AENZA S.A.A. for income tax and VAT
tax for the years 1998 to 2010. |
| (iii) | Claims before SUNAT for S/2.7 million corresponding to Cumbra Ingenieria S.A. for income tax for the year
2015. |
| (iv) | Non-contentious proceedings for S/5.4 million related to Cumbra Ingenieria S.A. for S/5.3 million; and
Carretera Andina del Sur S.A. for S/0.1 million. |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| (c) | Provision for closure corresponds mainly to: |
| i) | As of December 31, 2022 and as of September 30, 2023, the provisions for well closure of the subsidiary
Unna Energia S.A. are S/56.5 million and S/53.5 million, respectively; and a provision for contractual compliance with Perupetro S.A.
for S/3.3 million and S/3.6 million, respectively; and |
| 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/7.3 million (as of December 31, 2022, S/5.6 million). |
The account movement for the period ended September
30, 2022 and 2023 are as follows:
| |
| | |
| | |
Provision | | |
| |
| |
Legal | | |
Tax | | |
for well | | |
| |
In thousands of soles | |
claims | | |
claims | | |
closure | | |
Total | |
| |
| | |
| | |
| | |
| |
As of January 1, 2022 | |
| 364,385 | | |
| 37,466 | | |
| 82,475 | | |
| 484,326 | |
Additions | |
| 308,816 | | |
| 3,495 | | |
| - | | |
| 312,311 | |
Present value | |
| (207 | ) | |
| - | | |
| (3,304 | ) | |
| (3,511 | ) |
Reversals of provisions | |
| (1,286 | ) | |
| (434 | ) | |
| - | | |
| (1,720 | ) |
Reclasification | |
| (39,588 | ) | |
| - | | |
| - | | |
| (39,588 | ) |
Payments | |
| (38,639 | ) | |
| - | | |
| (216 | ) | |
| (38,855 | ) |
Translation adjustments / Exchange difference | |
| (9,011 | ) | |
| - | | |
| (231 | ) | |
| (9,242 | ) |
As of September 30, 2022 | |
| 584,470 | | |
| 40,527 | | |
| 78,724 | | |
| 703,721 | |
| |
| | | |
| | | |
| | | |
| | |
As of January 1, 2023 | |
| 580,215 | | |
| 53,578 | | |
| 68,160 | | |
| 701,953 | |
Additions | |
| 14,265 | | |
| 1,574 | | |
| 6,700 | | |
| 22,539 | |
Present value | |
| 740 | | |
| - | | |
| 3,568 | | |
| 4,308 | |
Reversals of provisions | |
| (7,533 | ) | |
| (1,637 | ) | |
| (9,917 | ) | |
| (19,087 | ) |
Reclasification | |
| (488,018 | ) | |
| (4,196 | ) | |
| - | | |
| (492,214 | ) |
Payments | |
| (6,523 | ) | |
| - | | |
| (1,113 | ) | |
| (7,636 | ) |
Translation adjustments / Exchange difference | |
| (985 | ) | |
| - | | |
| (232 | ) | |
| (1,217 | ) |
As of September 30, 2023 | |
| 92,161 | | |
| 49,319 | | |
| 67,166 | | |
| 208,646 | |
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, the Company issued 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 commitments 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 the Company converted the bonds, as well as paid
the accrued interest to the bondholders who have exercised their conversion rights. The Company issued 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 17-d).
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
On December 1, 2022,
the capital increases were registered and the statutes were amended, confirming that the Company’s capital was S/1,196,979,979, the par
value of the shares was S/1.00 each, fully subscribed and paid and with voting rights.
As of September
30, 2023, a total of 128,849,775 shares are represented in ADSs, equivalent to 8,589,985 ADSs at
a ratio of 15 shares per ADS.
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 8,668,375 ADSs at a rate of 15 shares per ADS.
The changes in deferred income taxes are as follows:
| |
As of | | |
As of | |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | |
Opening balance | |
| 177,939 | | |
| 167,330 | |
Debit (credit) to income statement (Note 27) | |
| (13,564 | ) | |
| (76,025 | ) |
Reclassification | |
| (4,399 | ) | |
| - | |
Other movements | |
| 10,169 | | |
| (6,735 | ) |
Total | |
| 170,145 | | |
| 84,570 | |
| 23. | Revenue from Contracts with Customers |
The corporation’s income is derived principally from the following:
| |
For the three-month
period ended | | |
For the nine-month
period ended | |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| |
Construction activities | |
| 642,555 | | |
| 703,862 | | |
| 1,891,188 | | |
| 1,741,900 | |
Services rendered | |
| 282,224 | | |
| 304,127 | | |
| 778,716 | | |
| 820,470 | |
Sale of real estate and goods | |
| 173,657 | | |
| 207,242 | | |
| 476,129 | | |
| 539,920 | |
Revenue from contracts with customers | |
| 1,098,436 | | |
| 1,215,231 | | |
| 3,146,033 | | |
| 3,102,290 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
A. Revenues from contracts
with customers are mainly broken down by the following periods:
For the three-month period ended September 30,
In thousands | Engineering and construction | | |
Energy | | |
Infrastructure | | |
Real estate | | |
Parent Company operations | | |
Total | |
of
soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
Primary geographical markets | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Peru | |
| 511,686 | | |
| 461,865 | | |
| 171,400 | | |
| 190,366 | | |
| 175,475 | | |
| 202,391 | | |
| 40,752 | | |
| 53,132 | | |
| 3,888 | | |
| 6,897 | | |
| 903,201 | | |
| 914,651 | |
Chile | |
| 157,629 | | |
| 114,203 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 157,629 | | |
| 114,203 | |
Colombia | |
| 37,606 | | |
| 186,377 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 37,606 | | |
| 186,377 | |
| |
| 706,921 | | |
| 762,445 | | |
| 171,400 | | |
| 190,366 | | |
| 175,475 | | |
| 202,391 | | |
| 40,752 | | |
| 53,132 | | |
| 3,888 | | |
| 6,897 | | |
| 1,098,436 | | |
| 1,215,231 | |
Major products/ service lines | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Construction activities | |
| 642,555 | | |
| 703,862 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 642,555 | | |
| 703,862 | |
Engineering services | |
| 64,366 | | |
| 58,583 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 64,366 | | |
| 58,583 | |
Oil and gas extraction, storage and dispatching services | |
| - | | |
| - | | |
| 37,330 | | |
| 35,056 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 37,330 | | |
| 35,056 | |
Transportation services | |
| - | | |
| - | | |
| - | | |
| - | | |
| 95,114 | | |
| 103,471 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 95,114 | | |
| 103,471 | |
Road concession services | |
| - | | |
| - | | |
| - | | |
| - | | |
| 79,265 | | |
| 97,774 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 79,265 | | |
| 97,774 | |
Water treatment service | |
| - | | |
| - | | |
| - | | |
| - | | |
| 1,096 | | |
| 1,146 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 1,096 | | |
| 1,146 | |
Property rental | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 1,165 | | |
| 1,200 | | |
| - | | |
| - | | |
| 1,165 | | |
| 1,200 | |
Parent company services and others | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 3,888 | | |
| 6,897 | | |
| 3,888 | | |
| 6,897 | |
Sale of real estate and lots | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 39,587 | | |
| 51,932 | | |
| - | | |
| - | | |
| 39,587 | | |
| 51,932 | |
Sale of oil and gas | |
| - | | |
| - | | |
| 134,070 | | |
| 155,310 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 134,070 | | |
| 155,310 | |
| |
| 706,921 | | |
| 762,445 | | |
| 171,400 | | |
| 190,366 | | |
| 175,475 | | |
| 202,391 | | |
| 40,752 | | |
| 53,132 | | |
| 3,888 | | |
| 6,897 | | |
| 1,098,436 | | |
| 1,215,231 | |
Timing of revenue recognition | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Transferred at a point in time | |
| - | | |
| - | | |
| 171,400 | | |
| 190,366 | | |
| - | | |
| - | | |
| 40,752 | | |
| 53,132 | | |
| 3,888 | | |
| 6,897 | | |
| 216,040 | | |
| 250,395 | |
Transferred over time | |
| 706,921 | | |
| 762,445 | | |
| - | | |
| - | | |
| 175,475 | | |
| 202,391 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 882,396 | | |
| 964,836 | |
| |
| 706,921 | | |
| 762,445 | | |
| 171,400 | | |
| 190,366 | | |
| 175,475 | | |
| 202,391 | | |
| 40,752 | | |
| 53,132 | | |
| 3,888 | | |
| 6,897 | | |
| 1,098,436 | | |
| 1,215,231 | |
Revenue from contracts with customers | |
| 706,921 | | |
| 762,445 | | |
| 171,400 | | |
| 190,366 | | |
| 175,475 | | |
| 202,391 | | |
| 40,752 | | |
| 53,132 | | |
| 3,888 | | |
| 6,897 | | |
| 1,098,436 | | |
| 1,215,231 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
For the nine-month period ended September 30,
In thousands | |
Engineering and construction | | |
Energy | | |
Infrastructure | | |
Real estate | |
Parent Company operations | | |
Total | |
of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
Primary geographical markets | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Peru | |
| 1,393,804 | | |
| 1,050,207 | | |
| 464,289 | | |
| 501,358 | | |
| 510,310 | | |
| 543,295 | | |
| 125,167 | | |
| 147,328 | | |
| 12,209 | | |
| 18,592 | | |
| 2,505,779 | | |
| 2,260,780 | |
Chile | |
| 555,679 | | |
| 463,749 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 555,679 | | |
| 463,749 | |
Colombia | |
| 84,575 | | |
| 377,761 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 84,575 | | |
| 377,761 | |
| |
| 2,034,058 | | |
| 1,891,717 | | |
| 464,289 | | |
| 501,358 | | |
| 510,310 | | |
| 543,295 | | |
| 125,167 | | |
| 147,328 | | |
| 12,209 | | |
| 18,592 | | |
| 3,146,033 | | |
| 3,102,290 | |
Major products/ service lines | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Construction activities | |
| 1,891,188 | | |
| 1,741,900 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 1,891,188 | | |
| 1,741,900 | |
Engineering services | |
| 142,870 | | |
| 149,817 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 142,870 | | |
| 149,817 | |
Oil and gas extraction, storage and dispatching services | |
| - | | |
| - | | |
| 108,419 | | |
| 105,309 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 108,419 | | |
| 105,309 | |
Transportation services | |
| - | | |
| - | | |
| - | | |
| - | | |
| 291,517 | | |
| 307,078 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 291,517 | | |
| 307,078 | |
Road concession services | |
| - | | |
| - | | |
| - | | |
| - | | |
| 215,559 | | |
| 232,592 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 215,559 | | |
| 232,592 | |
Water treatment service | |
| - | | |
| - | | |
| - | | |
| - | | |
| 3,234 | | |
| 3,625 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 3,234 | | |
| 3,625 | |
Property rental | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 4,908 | | |
| 3,457 | | |
| - | | |
| - | | |
| 4,908 | | |
| 3,457 | |
Parent company services and others | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 12,209 | | |
| 18,592 | | |
| 12,209 | | |
| 18,592 | |
Sale of real estate and lots | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 120,259 | | |
| 143,871 | | |
| - | | |
| - | | |
| 120,259 | | |
| 143,871 | |
Sale of oil and gas | |
| - | | |
| - | | |
| 355,870 | | |
| 396,049 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 355,870 | | |
| 396,049 | |
| |
| 2,034,058 | | |
| 1,891,717 | | |
| 464,289 | | |
| 501,358 | | |
| 510,310 | | |
| 543,295 | | |
| 125,167 | | |
| 147,328 | | |
| 12,209 | | |
| 18,592 | | |
| 3,146,033 | | |
| 3,102,290 | |
Timing of revenue recognition | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Transferred at a point in time | |
| - | | |
| - | | |
| 464,289 | | |
| 501,358 | | |
| - | | |
| - | | |
| 125,167 | | |
| 147,328 | | |
| 12,209 | | |
| 18,592 | | |
| 601,665 | | |
| 667,278 | |
Transferred over time | |
| 2,034,058 | | |
| 1,891,717 | | |
| - | | |
| - | | |
| 510,310 | | |
| 543,295 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 2,544,368 | | |
| 2,435,012 | |
| |
| 2,034,058 | | |
| 1,891,717 | | |
| 464,289 | | |
| 501,358 | | |
| 510,310 | | |
| 543,295 | | |
| 125,167 | | |
| 147,328 | | |
| 12,209 | | |
| 18,592 | | |
| 3,146,033 | | |
| 3,102,290 | |
Revenue from contracts with customers | |
| 2,034,058 | | |
| 1,891,717 | | |
| 464,289 | | |
| 501,358 | | |
| 510,310 | | |
| 543,295 | | |
| 125,167 | | |
| 147,328 | | |
| 12,209 | | |
| 18,592 | | |
| 3,146,033 | | |
| 3,102,290 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
B. Balances of contract assets
and liabilities is primarily comprised of:
| |
| |
As of | | |
As of | |
| |
| |
December 31, | | |
September 30, | |
In thousands of soles | |
Note | |
2022 | | |
2023 | |
| |
| |
| | |
| |
Receivables | |
10.a | |
| 357,704 | | |
| 261,185 | |
Unbilled receivables | |
10.b and c | |
| 1,444,747 | | |
| 1,610,859 | |
Guarantee deposits | |
12.a | |
| 194,885 | | |
| 225,199 | |
Advances received from customers | |
19.a | |
| (365,730 | ) | |
| (290,249 | ) |
Contract assets primarily relate to rights to
consideration for work performed, but not billed at the reporting date. Contract liabilities relate primarily to advance consideration
received from customers for which revenue is recognized over time.
The following is a detail of the movement of contract
liabilities:
| |
For the three-month
period ended | | |
For the nine-month
period ended | |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| |
Initial balance | |
| - | | |
| - | | |
| 322,680 | | |
| 365,730 | |
Advances received from customers | |
| 133,886 | | |
| 121,542 | | |
| 474,903 | | |
| 435,405 | |
Compensation of customer advances | |
| (62,092 | ) | |
| (302,455 | ) | |
| (373,647 | ) | |
| (510,886 | ) |
Final balance | |
| 71,794 | | |
| (180,913 | ) | |
| 423,936 | | |
| 290,249 | |
Revenue from contract liabilities recognized as of September 30, 2023
is S/510.8 million (S/373.6 million as of September 30, 2022).
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
For the periods ended September 30, 2022, and
2023, this caption comprises the following:
| |
| |
For the three-month
period ended | | |
For the nine-month
period ended | |
| |
| |
September 30 | | |
September 30 | |
| |
| |
Cost | | |
| | |
| | |
Cost | | |
| | |
| |
| |
| |
of goods | | |
Administrative | | |
| | |
of goods | | |
Administrative | | |
| |
In thousands of soles | |
Note | |
and services | | |
expenses | | |
Total | | |
and services | | |
expenses | | |
Total | |
2022 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Salaries, wages and fringe benefits | |
| |
| 314,217 | | |
| 8,968 | | |
| 323,185 | | |
| 989,510 | | |
| 69,344 | | |
| 1,058,854 | |
Services provided by third-parties | |
| |
| 387,180 | | |
| 43,051 | | |
| 430,231 | | |
| 962,682 | | |
| 64,471 | | |
| 1,027,153 | |
Purchase of goods | |
| |
| 140,140 | | |
| - | | |
| 140,140 | | |
| 427,916 | | |
| - | | |
| 427,916 | |
Other management charges | |
| |
| 101,091 | | |
| 2,435 | | |
| 103,526 | | |
| 263,264 | | |
| 6,993 | | |
| 270,257 | |
Depreciation | |
15.a | |
| 22,559 | | |
| (3,260 | ) | |
| 19,299 | | |
| 52,148 | | |
| 4,334 | | |
| 56,482 | |
Amortization | |
15.b | |
| 25,860 | | |
| 869 | | |
| 26,729 | | |
| 72,288 | | |
| 2,178 | | |
| 74,466 | |
Impairment of accounts receivable | |
| |
| (180 | ) | |
| - | | |
| (180 | ) | |
| - | | |
| 24 | | |
| 24 | |
Taxes | |
| |
| 4,307 | | |
| (185 | ) | |
| 4,122 | | |
| 9,299 | | |
| 143 | | |
| 9,442 | |
Impairment of inventory | |
| |
| (89 | ) | |
| - | | |
| (89 | ) | |
| - | | |
| - | | |
| - | |
| |
| |
| 995,085 | | |
| 51,878 | | |
| 1,046,963 | | |
| 2,777,107 | | |
| 147,487 | | |
| 2,924,594 | |
| |
| |
Cost | | |
| | |
| | |
Cost | | |
| | |
| |
| |
| |
of goods | | |
Administrative | | |
| | |
of goods | | |
Administrative | | |
| |
In thousands of soles | |
Note | |
and services | | |
expenses | | |
Total | | |
and services | | |
expenses | | |
Total | |
2023 | |
| |
| | |
| | |
| | |
| | |
| | |
| |
Salaries, wages and fringe benefits | |
| |
| 227,918 | | |
| 32,458 | | |
| 260,376 | | |
| 735,796 | | |
| 93,538 | | |
| 829,334 | |
Services provided by third-parties | |
| |
| 348,536 | | |
| 14,135 | | |
| 362,671 | | |
| 955,389 | | |
| 40,409 | | |
| 995,798 | |
Purchase of goods | |
| |
| 187,310 | | |
| - | | |
| 187,310 | | |
| 446,971 | | |
| - | | |
| 446,971 | |
Other management charges | |
| |
| 100,801 | | |
| 4,175 | | |
| 104,976 | | |
| 284,768 | | |
| 8,589 | | |
| 293,357 | |
Depreciation | |
15.a | |
| 16,230 | | |
| 1,944 | | |
| 18,174 | | |
| 43,718 | | |
| 9,834 | | |
| 53,552 | |
Amortization | |
15.b | |
| 38,824 | | |
| 1,230 | | |
| 40,054 | | |
| 111,907 | | |
| 3,208 | | |
| 115,115 | |
Impairment of accounts receivable | |
| |
| (168 | ) | |
| (891 | ) | |
| (1,059 | ) | |
| 1,121 | | |
| - | | |
| 1,121 | |
Taxes | |
| |
| 8,992 | | |
| 158 | | |
| 9,150 | | |
| 20,624 | | |
| 554 | | |
| 21,178 | |
| |
| |
| 928,443 | | |
| 53,209 | | |
| 981,652 | | |
| 2,600,294 | | |
| 156,132 | | |
| 2,756,426 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| 25. | Other Income and Expenses, Net |
For the periods ended September 30, 2022, and
2023, this item comprises:
| |
For the three-month period ended | | |
For the nine-month period ended | |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
Other income: | |
| | |
| | |
| | |
| |
Insurance compensation | |
| 98 | | |
| 4 | | |
| 144 | | |
| 2,982 | |
Recovery of provisions and impairments | |
| 376 | | |
| 3,529 | | |
| 1,849 | | |
| 5,429 | |
Sale of assets | |
| 3,308 | | |
| 2,902 | | |
| 8,187 | | |
| 6,902 | |
Change in contract of the call option | |
| - | | |
| - | | |
| 3,706 | | |
| - | |
Penalty income | |
| 12 | | |
| 288 | | |
| 762 | | |
| 614 | |
Supplier debt forgiveness | |
| (5 | ) | |
| - | | |
| 5,048 | | |
| 158 | |
Others | |
| 1,587 | | |
| 6,068 | | |
| 4,295 | | |
| 8,825 | |
| |
| 5,376 | | |
| 12,791 | | |
| 23,991 | | |
| 24,910 | |
| |
| | | |
| | | |
| | | |
| | |
Other expenses: | |
| | | |
| | | |
| | | |
| | |
Civil penalty recognized from the Agreement and fine INDECOPI | |
| 246,855 | | |
| - | | |
| 246,855 | | |
| - | |
Administrative sanctions and legal processes | |
| (228 | ) | |
| 2,639 | | |
| 13,153 | | |
| 9,486 | |
Net cost of fixed assets disposal | |
| 1,070 | | |
| 2,296 | | |
| 5,267 | | |
| 4,434 | |
Impairment of accounts receivable | |
| 5,826 | | |
| 855 | | |
| 5,826 | | |
| 871 | |
Impairment of Intangible Assets | |
| 2,403 | | |
| - | | |
| 3,064 | | |
| - | |
Impairment of Investments | |
| 7,767 | | |
| - | | |
| 7,767 | | |
| - | |
Disposal of property, plant and equipment | |
| 1,030 | | |
| 13 | | |
| 1,964 | | |
| 593 | |
Renegotiation of contract with suppliers | |
| (34 | ) | |
| - | | |
| 1,807 | | |
| - | |
Others | |
| 1,380 | | |
| 780 | | |
| 2,405 | | |
| 2,317 | |
| |
| 266,069 | | |
| 6,583 | | |
| 288,108 | | |
| 17,701 | |
Other income and expenses, net | |
| (260,693 | ) | |
| 6,208 | | |
| (264,117 | ) | |
| 7,209 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| 26. | Financial Income and Expenses |
| A. | Financial Income and Expenses |
For the periods ended September 30, 2022 and 2023,
this caption comprises the following:
| |
For the three-month
period ended | | |
For the nine-month
period ended | |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| |
Financial income: | |
| | |
| | |
| | |
| |
Interest on short-term bank deposits | |
| 3,983 | | |
| 8,287 | | |
| 7,317 | | |
| 21,474 | |
Exchange difference gain, net (Note 4.A.a.i) | |
| (2,228 | ) | |
| (12,379 | ) | |
| 2,075 | | |
| - | |
Others | |
| 418 | | |
| 1,126 | | |
| 1,393 | | |
| 1,724 | |
| |
| 2,173 | | |
| (2,966 | ) | |
| 10,785 | | |
| 23,198 | |
| |
| | |
| | |
| | |
| |
Financial expenses: | |
| | |
| | |
| | |
| |
Interest expense on: | |
| | |
| | |
| | |
| |
- Bank loans (a) | |
| 18,545 | | |
| 24,398 | | |
| 43,609 | | |
| 69,106 | |
- Bonds (b) | |
| 5,355 | | |
| 4,438 | | |
| 29,690 | | |
| 13,855 | |
- Loans from third parties | |
| (1,274 | ) | |
| 956 | | |
| 4,047 | | |
| 5,775 | |
- Financial lease right-of-use | |
| 1,147 | | |
| 1,235 | | |
| 3,091 | | |
| 3,711 | |
- Financial lease | |
| 115 | | |
| - | | |
| 402 | | |
| 9 | |
Commissions and collaterals | |
| 5,035 | | |
| 3,309 | | |
| 15,300 | | |
| 12,234 | |
Interests from Tax Administration | |
| 4,444 | | |
| 5,885 | | |
| 11,666 | | |
| 16,368 | |
Exchange difference loss, net | |
| - | | |
| 14,615 | | |
| - | | |
| 14,615 | |
Other financial expenses | |
| 1,146 | | |
| 939 | | |
| 3,498 | | |
| 6,539 | |
| |
| 34,513 | | |
| 55,775 | | |
| 111,303 | | |
| 142,212 | |
| a) | The increase in interest with respect to the three-month period ended September 30, 2022 corresponds to
the Bridge Loan for US$120 million (Note 16.a.i), due to an increase in the effective quarterly rate from 2.14% to 3.52%. |
| b) | For the nine months ended September 30, 2022, includes interest corresponding to AENZA bonds for US$89.9
million, which were converted into shares during the first quarter of 2022 (Note 17.d). |
| B. | Gain (loss) from present value of financial assets or liabilities |
For the periods ended September 30, 2022 and 2023,
this caption comprises the following:
| |
For the three-month
period ended | | |
For the nine-month
period ended | |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| |
Profit for present value of financial asset or liability | |
| 8,862 | | |
| (16,929 | ) | |
| 11,947 | | |
| 7,620 | |
Loss for present value of financial asset or liability | |
| (25,426 | ) | |
| (1,723 | ) | |
| (96,776 | ) | |
| (6,109 | ) |
| |
| (16,564 | ) | |
| (18,652 | ) | |
| (84,829 | ) | |
| 1,511 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
For the nine months ended September 30, 2023,
there was a net increase compared to the same period of the previous year, mainly due to:
| (i) | Gain from the adjustment in the present value of the account receivable from Gasoducto Sur Peruano S.A.
for S/1.9 million due to the decrease in the discount rate applied from 5.86% to 5.75% (loss of S/63.3 million due to the increase in
the rate from 2.73% to 5.73% as of September 30, 2022). |
| (ii) | Gain on fair value adjustment of BCI’s loan in Inversiones en Autopistas S.A. for S/ 0.4 million due to
the decrease in the discount rate applied from 9.97% to 9.44% (loss of S/ 15.7 million due to the increase in the rate from 8.39% to 9.95%
as of September 30, 2022). |
| A. | IR expense shown in the consolidated statement of income comprises: |
| |
For the three-month
period ended | | |
For the nine-month
period ended | |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| |
Current income tax | |
| (1,500 | ) | |
| 40,944 | | |
| 41,500 | | |
| 88,247 | |
Deferred income tax | |
| 35,395 | | |
| 50,914 | | |
| 13,563 | | |
| 76,024 | |
Income tax expense | |
| 33,895 | | |
| 91,858 | | |
| 55,063 | | |
| 164,271 | |
| B. | The Corporation’s income tax differs from the notional amount
that would result from applying the Corporation’s weighted average corporate income tax rate to consolidated pretax income as follows: |
| |
For the three-month
period ended | | |
For the nine-month
period ended | |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| | |
| | |
| | |
| |
Loss before income tax | |
| (257,507 | ) | |
| 163,175 | | |
| (226,339 | ) | |
| 238,007 | |
Income tax by applying local applicable tax | |
| - | | |
| - | | |
| - | | |
| - | |
rates on profit generated in the respective countries | |
| (75,916 | ) | |
| 51,420 | | |
| (67,173 | ) | |
| 74,717 | |
Tax effect on: | |
| - | | |
| - | | |
| - | | |
| - | |
- Non-deductible expenses | |
| 96,381 | | |
| 38,974 | | |
| 100,871 | | |
| 47,409 | |
- Unrecognized deferred income tax asset | |
| 15,301 | | |
| (2,626 | ) | |
| 22,450 | | |
| 28,771 | |
- Equity method (profit) loss | |
| (182 | ) | |
| (229 | ) | |
| (497 | ) | |
| (718 | ) |
- Provision of tax contingencies | |
| 236 | | |
| - | | |
| 678 | | |
| 4,724 | |
- Change in prior years estimations | |
| (1,925 | ) | |
| 4,319 | | |
| (1,266 | ) | |
| 9,368 | |
Income tax | |
| 33,895 | | |
| 91,858 | | |
| 55,063 | | |
| 164,271 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| 28. | Contingencies, Commitments and Guarantees |
Under Management’s opinion and of its legal
advisors, provisions recognized mainly for civil lawsuits, labor disputes, tax claims, contentious and administrative processes are sufficient
to cover the results of these probable contingencies (Note 20), and the balance of possible contingencies is S/410.9 million (S/390.1
million as of December 31, 2022).
The Corporation’s maximum exposure for tax contingencies
amounts to S/325.3 million (S/311 million at year-end 2022) and is substantially the same as at December 31, 2022.
| i) | Appeal Process before the Tax Court totaling S/315.6 million, corresponding to: (i) Aenza S.A.A., income
tax for the years 2013, 2014 and 2015 for S/161.4 million; (ii) Cumbra Peru S.A., income tax for the years 2012, 2014 and 2016 for S/111.6
million; (iii) Consorcio Constructor Ductos del Sur, income tax for the year 2014 for S/14.8 million; (iv) Cumbra Ingenieria S.A., income
tax 2013, 2014 and 2016 for S/12.7 million; (v) Consorcio Constructor Chavimochic, income tax 2014, 2015 and 2016 for S/9.3 million; (iv)
Viva Negocio Inmobiliario S.A.C., income tax 2009 for S/5 million; and (vii) Unna Transporte S.A.C., income tax and general sales tax
for 2015 for S/0.8 million. |
| ii) | Claim process before SUNAT for S/8.5 million for income tax for 2015 of Cumbra Ingeniería S.A. |
| iii) | Claim proceeding before the Judicial Power for S/1.2 million for income tax for the year 2010 of Aenza
S.A.A. |
In the opinion of the Corporation’s management,
as of September 30, 2023, all claims will be favorable considering their characteristics and the assessment of its legal advisors.
As of September 30, 2023, the Company considers
that the Corporation’s maximum exposure for other contingencies amounts to S/85.6 million (S/79.1 million at the end of 2022), as follows:
| i) | Civil lawsuits, corresponding mainly to indemnities for damages, contract terminations and obligations
to give a sum of money amounting to S/25.2 million (S/26.9 million at year-end 2022), mainly by Cumbra Peru S.A. for S/14.7 million, Morelco
S.A.S. for S/3.1 million, Unna Transporte S.A.C. for S/2.4 million, Ecologia y Tecnologia Ambiental S.A. for S/2 million, Cumbra Ingenieria
S. A. for S/1.8 million, Red Vial 5 S.A. for S/0.6 million, Unna Energia S.A. for S/0.4 million, and Viva Negocio Inmobiliario S.A.C.
for S/0.2 million (in 2022 mainly by Cumbra Peru S.A. for S/20.1 million, Cumbra Ingenieria S.A. for S/3.8 million, and Unna Transporte
S.A.C. for S/1.9 million, Red Vial 5 S.A. for S/0.6 million, Viva Negocio Inmobiliario S.A.C. for S/0.3 million and Morelco S.A.S. for
S/0.2 million). |
| ii) | Labor lawsuits for S/28.4 million (S/22.2 million in 2022), mainly by Morelco S.A.S for S/25.7 million,
Unna Energia S.A. for S/1.3 million, Unna Transporte S.A.C for S/1.3 million and Viva Negocio Inmobiliario S. A.C. for S/0.1 million (in
2022 mainly by Morelco S.A.S for S/19 million, Unna Energia S.A. for S/1.6 million, Unna Transporte S.A.C for S/1.3 million and Cumbra
Peru S.A. for S/0.3 million). |
| iii) | Administrative lawsuits amounting to S/25.2 million (S/15.3 million in 2022), related to the subsidiaries
Unna Energia S.A. for S/17.8 million, Tren Urbano de Lima S.A. for S/6.8 million, and Morelco S.A.S. for S/0.6 million (in 2022, Unna
Energia S.A. for S/12.8 million and Morelco S.A.S. for S/2.5 million). |
| iv) | Administrative proceedings amounting to S/6.8 million (S/14.7 million in 2022), mainly related to AENZA
S.A.A. for S/3.5 million, to the subsidiaries Tren Urbano de Lima S.A. for S/2.3 million, Cumbra Peru S.A. for S/0.5 million, and Viva
Negocio Inmobiliario S.A.C. for S/0.5 million (in 2022, Cumbra Perú S.A. for S/6 million, Tren Urbano de Lima S.A. for S/4.8 million,
AENZA S.A.A. for S/3.5 million and Viva Negocio Inmobiliario S.A.C. for S/0.4 million). |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
| c) | Letters bonds and guarantees |
As of September 30, 2023, the Corporation maintains
guarantees and letters of credit in force in several financial entities guaranteeing operations for US$538.8 million (US$574.6 million,
as of December 31, 2022).
| 29. | Non-Controlling Interests |
The following table summarizes information regarding each of the Corporation’s
subsidiaries that have significant noncontrolling interests, prior to any intragroup elimination. any intragroup elimination.
At September 30, 2022 | |
VIVA Negocio
inmobiliario
S.A. and
subsidiaries | | |
Red Vial 5 S.A. | | |
Tren Urbano
de Lima S.A. | | |
Cumbra
Ingenieria S.A.
and subsidiaries | | |
Unna Energia
S.A. | | |
Cumbra Peru
S.A. and
subsidiaries | | |
Promotora
Larcomar S.A. | | |
Other
individually
immaterial
subsidiaries | | |
Intra-group
eliminations | | |
Total | |
In thousands of soles | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Percentage of non-controlling interest | |
| 43.78 | % | |
| 33.00 | % | |
| 25.00 | % | |
| 10.59 | % | |
| 5.00 | % | |
| 0.61 | % | |
| 53.45 | % | |
| | | |
| | | |
| | |
Current assets | |
| 449,009 | | |
| 109,184 | | |
| 351,871 | | |
| 168,912 | | |
| 310,540 | | |
| 1,143,298 | | |
| 302 | | |
| | | |
| | | |
| | |
Non-current assets | |
| 167,603 | | |
| 335,855 | | |
| 682,488 | | |
| 7,785 | | |
| 597,033 | | |
| 1,067,571 | | |
| 13,368 | | |
| | | |
| | | |
| | |
Current liabilities | |
| (260,161 | ) | |
| (72,166 | ) | |
| (108,795 | ) | |
| (143,545 | ) | |
| (172,910 | ) | |
| (1,634,594 | ) | |
| (315 | ) | |
| | | |
| | | |
| | |
Non-current liabilities | |
| (12,020 | ) | |
| (193,671 | ) | |
| (699,980 | ) | |
| - | | |
| (288,169 | ) | |
| (121,887 | ) | |
| (7,776 | ) | |
| | | |
| | | |
| | |
Net assets | |
| 344,431 | | |
| 179,202 | | |
| 225,584 | | |
| 33,152 | | |
| 446,494 | | |
| 454,388 | | |
| 5,579 | | |
| | | |
| | | |
| | |
Net assets atributable to non-controlling interest | |
| 96,877 | | |
| 59,137 | | |
| 56,396 | | |
| 3,505 | | |
| 34,305 | | |
| 3,388 | | |
| 2,982 | | |
| (137 | ) | |
| (5,922 | ) | |
| 250,531 | |
Revenues | |
| 125,167 | | |
| 171,278 | | |
| 292,796 | | |
| 157,140 | | |
| 464,289 | | |
| 1,893,709 | | |
| - | | |
| | | |
| | | |
| | |
Profit of the period | |
| 10,676 | | |
| 30,841 | | |
| 58,556 | | |
| (8,509 | ) | |
| 48,824 | | |
| (32,301 | ) | |
| - | | |
| | | |
| | | |
| | |
Other comprehensive income | |
| - | | |
| - | | |
| - | | |
| (6 | ) | |
| - | | |
| (8,287 | ) | |
| - | | |
| (2,417 | ) | |
| - | | |
| (10,710 | ) |
Total comprehensive income for the period | |
| 10,676 | | |
| 30,841 | | |
| 58,556 | | |
| (8,515 | ) | |
| 48,824 | | |
| (40,588 | ) | |
| - | | |
| | | |
| | | |
| | |
Profit of the year, allocated to non-controlling interest | |
| 10,486 | | |
| 10,178 | | |
| 14,639 | | |
| (922 | ) | |
| 5,598 | | |
| 841 | | |
| 1 | | |
| 17 | | |
| (14 | ) | |
| 40,824 | |
Other comprehensive income, allocated to non-controlling interest | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (71 | ) | |
| - | | |
| - | | |
| - | | |
| (71 | ) |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
At September 30, 2023 | |
VIVA Negocio
inmobiliario
S.A. and
subsidiaries | | |
Red Vial 5 S.A. | | |
Tren Urbano
de Lima S.A. | | |
Cumbra
Ingenieria S.A.
and subsidiaries | | |
Unna Energia
S.A. | | |
Cumbra Peru
S.A. and
subsidiaries | | |
Promotora
Larcomar S.A. | | |
Other
individually
immaterial
subsidiaries | | |
Intra-group
eliminations | | |
Total | |
In thousands of soles | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Percentage of non-controlling interest | |
| 0.46 | % | |
| 33.00 | % | |
| 25.00 | % | |
| 10.59 | % | |
| 5.00 | % | |
| 0.61 | % | |
| 53.45 | % | |
| | | |
| | | |
| | |
Current assets | |
| 452,123 | | |
| 99,218 | | |
| 323,706 | | |
| 127,758 | | |
| 246,773 | | |
| 1,397,329 | | |
| 298 | | |
| | | |
| | | |
| | |
Non-current assets | |
| 181,749 | | |
| 285,327 | | |
| 743,044 | | |
| 7,473 | | |
| 695,343 | | |
| 790,912 | | |
| 13,368 | | |
| | | |
| | | |
| | |
Current liabilities | |
| (194,078 | ) | |
| (63,654 | ) | |
| (118,204 | ) | |
| (101,444 | ) | |
| (261,965 | ) | |
| (1,723,797 | ) | |
| (52 | ) | |
| | | |
| | | |
| | |
Non-current liabilities | |
| (74,713 | ) | |
| (150,649 | ) | |
| (697,825 | ) | |
| (766 | ) | |
| (208,749 | ) | |
| (138,055 | ) | |
| (7,750 | ) | |
| | | |
| | | |
| | |
Net assets | |
| 365,081 | | |
| 170,242 | | |
| 250,721 | | |
| 33,021 | | |
| 471,402 | | |
| 326,389 | | |
| 5,864 | | |
| | | |
| | | |
| | |
Net assets atributable to non-controlling interest | |
| 79,998 | | |
| 56,180 | | |
| 62,680 | | |
| 3,493 | | |
| 33,854 | | |
| 1,136 | | |
| 3,134 | | |
| (110 | ) | |
| (9 | ) | |
| 240,356 | |
Revenues | |
| 147,604 | | |
| 157,312 | | |
| 308,685 | | |
| 161,752 | | |
| 501,358 | | |
| 1,744,032 | | |
| - | | |
| | | |
| | | |
| | |
Profit of the period | |
| 17,664 | | |
| 28,813 | | |
| 62,443 | | |
| 1,443 | | |
| 37,744 | | |
| (35,839 | ) | |
| 35 | | |
| | | |
| | | |
| | |
Other comprehensive income | |
| - | | |
| - | | |
| - | | |
| (53 | ) | |
| - | | |
| 23,671 | | |
| - | | |
| (871 | ) | |
| - | | |
| 22,747 | |
Total comprehensive income for the period | |
| 17,664 | | |
| 28,813 | | |
| 62,443 | | |
| 1,390 | | |
| 37,744 | | |
| (12,168 | ) | |
| 35 | | |
| | | |
| | | |
| | |
Profit (loss) of the period, allocated to non-controlling interest | |
| 11,082 | | |
| 9,508 | | |
| 15,611 | | |
| 151 | | |
| 5,215 | | |
| (447 | ) | |
| 19 | | |
| (178 | ) | |
| 198 | | |
| 41,159 | |
Other comprehensive income, allocated to non-controlling interest | |
| - | | |
| - | | |
| - | | |
| (6 | ) | |
| - | | |
| 150 | | |
| - | | |
| - | | |
| - | | |
| 144 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2022 and September 30, 2023 and 2022
In compliance with certain
covenants applicable as of to this date produced by agreements subscribed by the corporation, the Company will not pay, except for transactions
with non-controlling interests. Certain of our debt or other contractual obligations may restrict our ability to pay dividends in the
future. Additionally, the Collaboration and Benefits Agreement does not allow the distribution of dividends until 40% of the total amount
of the committed civil penalty described in Note 1.C has been paid.
For the period ended
September 30, 2023, the Corporation’s subsidiaries have paid dividends to its non-controlling interests of S/73.3 million (for year
ended on December 31, 2022, the subsidiaries paid S/7.1 million).
The basic (loss) gain per common
share has been calculated by dividing the loss of the period attributable to the Corporate’s common shareholders by the weighted
average of the number of common shares outstanding during that period.
For the periods ended
September 30, 2022 and 2023, the basic (loss) gain per common share is as follows:
| |
| |
For the three-month period
ended | | |
For the nine-month period
ended | |
| |
| |
September 30, | | |
September 30, | |
In thousands of soles | |
| |
2022 | | |
2023 | | |
2022 | | |
2023 | |
| |
| |
| | |
| | |
| | |
| |
(Loss) profit attributable to owners of the Company during the period | |
| |
| (307,013 | ) | |
| 55,139 | | |
| (322,226 | ) | |
| 32,577 | |
Weighted average number of shares in issue at S/1.00 each, at September
30, | |
(*) | |
| 1,094,109,072 | | |
| 1,196,979,979 | | |
| 1,094,109,072 | | |
| 1,196,979,979 | |
Basic (loss) profit per share (in S/) | |
(**) | |
| (0.280 | ) | |
| 0.046 | | |
| (0.295 | ) | |
| 0.027 | |
Weighted average number of shares (diluted) in issue at S/1.00 each, at
September 30, | |
| |
| 1,196,979,979 | | |
| 1,196,979,979 | | |
| 1,196,979,979 | | |
| 1,196,979,979 | |
Diluted (loss) profit per share (in S/) | |
| |
| (0.256 | ) | |
| 0.046 | | |
| (0.269 | ) | |
| 0.027 | |
(*) | The weight average of the shares in 2022, considers the bond capitalization effect in common shares issued,
performed in two tranches (February 28th and March 31st of 2022), disclosed in note 21 (weight: 59 days with 188,436,460 shares, 31 days
with 103,301,417 shares and 91 days with 802,371,195 shares). |
(**) | The Corporation does not have common shares with dilutive effects
as of September 30, 2022 and 2023. |
| 32. | Events after the date of the interim condensed financial statement |
Between October 1, 2023 and the date of issuance
of this report, the following significant event has occurred:
| 1. | Capital increase by new monetary contributions and consequent amendment of the Company’s by-laws |
On October 24, 2023, it was approved to increase
the capital stock by new monetary contributions in local currency up to an amount equivalent to US$22.5 million, with a nominal value
of S/ 1.00 each, at a placement value per unit equal to S/ 0.4971, in order to use the proceeds of such capital increase for the partial
repayment of the Company’s financial obligations and, in general, to strengthen the equity of the Company and/or its subsidiaries.
| 2. | Extension of the bridge loan agreement |
On October 5, 2023, the Company signed an extension
of the term of the bridge loan agreement for up to US$112 million for a period of twelve months, committing to prepay US$8 million.
- 55 -
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