1. General Information
A. Incorporation and Operations
AENZA S.A.A., (hereinafter the “Company”
or “AENZA”) is the parent of the AENZA Corporation that includes the Company and its subsidiaries (hereinafter, the “Corporation”)
and is mainly engaged in its investments in the different companies of the Corporation. In addition, the Company provides strategic and
functional services and office leases to the companies of the Corporation. The Company registered office is at Av. Petit Thouars n.o
4957, Miraflores, Lima.
The Corporation is a conglomerate of companies
whose operations encompass different business activities such as engineering and construction, energy, infrastructure (public concession
ownership and operation) and real estate business. See details of the Corporation’s operating segments in Note 7.
B. Authorization for the Financial Statements Issuance
The consolidated financial statements for the
year ended December 31, 2022 have been prepared and issued with authorization of Management and approved by the Board of Directors on
May 15, 2023 and will be presented for consideration and approval to the General Shareholders’ Meeting that will be held within
the terms established by Law. In Management’s opinion, the financial statements as of December 31, 2022, will be approved without
any modifications.
The consolidated financial statements for the
year ended December 31, 2021 were prepared and issued with the authorization of Management and approved by the Board of Directors on March
4, 2022 and were approved by the General Shareholders’ Meeting on March 31, 2022.
As indicated in note 2.AA, from the date the financial
statements for the year ended December 31, 2021 were submitted to the shareholders for approval, the Company revised the balances
previously presented as of December 31, 2021.
The revised consolidated financial
statements for the year ended December 31, 2021 have been prepared and issued with the authorization of Management and the Board of
Directors on May 15, 2023 and will be submitted for consideration and approval by the General Shareholders’ Meeting to be
convened promptly.
C. Compliance
with laws and regulations
The Company is involved in a series of criminal
investigations conducted by the Public Ministry of Peru and administrative proceedings conducted by the National Institute for the Defense
of Competition and Protection of Intellectual Property (INDECOPI, for its Spanish Acronym) based on events that occurred between years
2003 and 2016. Such situations led to significant changes in the Company’s corporate governance structure, the opening of independent
investigations and the adoption of measures to address and clarify these situations.
In connection with the Lava Jato case, the Company
participated as a minority partner in six infrastructure projects with Odebrecht Group, directly or through its subsidiaries, in entities
or consortia. The resulting contingency from these proceedings has been determined in the Final Collaboration and Benefits Agreement (“the
Agreement”) signed with the Peruvian Public Prosecutor’s Office and Attorney General’s Office and includes the following
projects: IIRSA Sur Tranches 2 and 3, IIRSA Norte, the Electric Train Construction Project (Tranches 1 and 2) and Gasoducto Sur Peruano
(GSP)
Cumbra Peru S.A. has been included, along with
other construction companies, in the criminal investigation that the Public Ministry of Peru has been carrying out for the alleged crime
of corruption of officials in relation to the so-called ‘Construction Club’. The resulting contingency from these proceedings has been
determined in the Agreement with the Peruvian Public Prosecutor’s Office and the Attorney General’s Office.
Moreover, at the end of February 2020, the Public
Ministry of Peru requested Unna Transporte S.A.C., be included in such criminal investigation. That request was approved in October 2021.
Just like other executives of other construction companies, a former commercial manager of Cumbra Peru S.A., a former president of the
Board of Directors, a former Director, and the former Corporate General Manager of the Company have been included in these criminal investigations.
The Company’s Management cannot guarantee
the finding nor rule out the possibility of authorities or third parties finding additional adverse evidence not currently known with
respect to other projects executed during the period under investigation. If applicable, these new facts could be included in the Agreement
entered into with the Peruvian Public Prosecutor’s Office and the Attorney General’s Office.
On May 21, 2021, the Company entered into an Agreement
with the Special Team of Peruvian prosecutors who are committed to full dedication to the knowledge of investigations related to corruption
offenses of officials and related personnel, in which the company Odebrecht and others would have incurred (the “Prosecutor’s
Office”) and with the ad hoc Public Prosecutor’s Office for investigations and processes related to crimes corruption of officials,
money laundering and related activities allegedly committed by the Odebrecht company and others (the “Attorney General’s Office”).
On September 15, 2022, the Agreement was entered
into between the Peruvian Public Prosecutor’s Office, the Attorney General’s Office and the Company, whereby AENZA S.A.A.
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 compensation to the Peruvian Government of approximately S/ 488.9 million (approximately S/ 333.3 million and US$ 40.7 million,
respectively) calculated according to the formulae established by Law 30737.
According to the Agreement, payment shall be
made within twelve (12) years at a legal interest rate in soles and dollars (3% and 1% annual interest as of December 31, 2022,
respectively). The Company also undertakes to establish a series of guarantees after the approval (by which the judge verify that
the agreement are in accordance with Law) 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 S.A.A. and
subsidiaries Cumbra Peru S.A. and Unna Transporte S.A.C. to participate in public construction and road maintenance contracts for 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 December 31, 2022, the Company recognized in its financial statements
the total liabilities associated to the Agreement for S/488.9 million (Note 21.a) recognizing an expense of S/258.3 million under
“Other Income and Expenses” and an exchange difference income of S/9.5 million under “Financial Expenses” in
2022 (Note 26.A) (As of December 31, 2021, the balance is S/240.1 million).
As of December 31, 2022, and as of the reporting
date of the consolidated financial statements, in the opinion of the Company’s Management and legal advisors, the civil compensation
covers the total contingency to which the Company is exposed to as a result of the investigations revealed since 2017. Nevertheless, the
Agreement enforceability is subject to court approval and its terms and conditions are subject to confidentiality provisions.
On July 11, 2017, the INDECOPI initiated an investigation
against several Peruvian construction companies (including Cumbra Peru S.A.), about the existence of an alleged cartel called the Construction
Club.
On February 11, 2020, the subsidiary Cumbra Peru
S.A. was notified by the Technical Secretariat (the “TS”) of the Free Competition Defense Commission of INDECOPI with the
resolution that begins a sanctioning administrative procedure involving a total of 35 companies and 28 natural persons, for alleged anticompetitive
conduct in the market of Public Works.
On November 17, 2021, the Commission imposed a
fine of approximately S/67 million against Cumbra Peru S.A., which is currently being challenged and is pending of resolution by the final
administrative instance within the INDECOPI Court. As of December 31, 2022, Cumbra Peru S.A. recorded an provision amounting to S/52.4
million (as of December 31, 2021 a present value equivalent to S/52.6 million was recorded).
On February 7, 2022, Cumbra Peru S.A. and Unna
Transporte S.A.C. were notified with Resolution 038-2021/CLC-INDECOPI, by means of which the National Directorate of Research and Promotion
of Free Competition of INDECOPI decided to initiate an administrative sanctioning procedure regarding the alleged horizontal collusive
practice in the modality of concerted sharing of suppliers in the market of hiring workers in the construction sector at national level
from 2011 to 2017.
On April 7, 2022, Cumbra Peru S.A. and Unna Transporte
S.A.C. proposed a cease-and-desist agreement for the early termination of the sanctioning administrative procedure, where they (i) accepted
the alleged conduct, (ii) committed to comply with a free competition rules compliance program during years 2022, 2023, and 2024, and
(iii) committed to paying a compensation amounting to S/ 2.7 million in two installments (the first one within 60 days after the notification
of the Resolution approving the cessation undertaking and the second one within 12 months). By means of Resolution 054-2022/CLC-INDECOPI
dated August 19, 2022, the INDECOPI approved the proposed cease-and-desist agreement and concluded the sanctioning procedure.
2. Basis of Preparation and Significant Accounting Policies
Significant accounting policies applied to prepare
the consolidated financial statements are detailed below. These policies have been applied consistently to all years presented in these
financial statements; unless otherwise indicated.
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. Following the Post Covid stabilization process initiated in 2021, the Corporation was able to regain
operational control of all its operations in 2022. As of December 31, 2022 AENZA’s consolidated backlog amounted to S/5,327.6 million
(US$1,394.7 million). Corporation believes that backlog provides visibility for potential growth in the coming years and that is strategically
targeted to key end-markets such as mining, infrastructure, power, energy and real estate. As a leading Peruvian conglomerate in Infrastructure,
Energy, Real Estate, and Engineering & Construction segments with a diversified and difficult-to-replicate portfolio of best-in-class
assets and an attractive growth strategy, the Corporation is well-positioned to capitalize upon the significant infrastructure deficit
and other business opportunities in Latin America.
For the year ended 2022, the Corporation’s current assets as of December 31, 2022 were S/2,792 million and the Corporation’s cash and cash equivalents were S/917.6 million.
As of December 31, 2022, Corporation had a total outstanding indebtedness of S/1,690.7 million (US$442.6 million). In 2022, the Corporation
recognized a loss of the year of S/362.1 million, which were affected primarily by non-recurring costs in relation to past projects in
the E&C segment and the provision related to the Plea Agreement signed on September 15, 2022. For the year ended December 31, 2022,
the Company recognized in its financial statements the total liabilities associated with the Plea Agreement recognizing an expense of
S/258.3 million. In this sense, AENZA is committed to pay a civil compensation to the Peruvian Government of approximately S/488.9 million.
Additionally, on March 17, 2022, the Corporation entered into a bridge loan credit agreement for up to US$120 million that matures in
October 2023.
The appropriateness of the going concern basis
of accounting is dependent on the continued availability of borrowings. Management has the ability to take the following mitigation actions
to preserve liquidity and optimize the Group’s cash flow:
Based on these factors, Management has a reasonable expectation that
the Corporation has adequate resources headroom.
A. Basis of preparation
The consolidated financial statements
of the Company and its Subsidiaries have been prepared in accordance with International Financial Reporting Standards (IFRS) issued by
the International Accounting Standard Board (IASB) effective as of December 31, 2022.
These consolidated financial
statements have been prepared on the historical cost basis, according to the Corporation’s accounting records, except for derivative financial
instruments and investment property, which are measured at fair value.
The information contained in these financial statements
is the responsibility of the Management of the Corporation that expressly states that all the principles and criteria included in the
IFRSs as issued by the IASB, effective as of December 31, 2021 and 2022, have been applied.
These consolidated financial
statements are presented in soles (S/), which is the Corporation’s functional currency. All amounts have been rounded to the nearest
thousand, unless otherwise indicated. The functional currencies of the Subsidiaries domiciled in Chile and Colombia are CLP (Chilean Pesos)
and COP (Colombian Pesos), respectively.
In preparing these consolidated financial statements,
Management has made judgments and estimates that affect the application of the accounting policies and the reported amounts of assets,
liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on
an ongoing basis. Revisions to accounting estimates are recognized prospectively.
Information about judgments made in applying accounting
policies that have the most significant effects on the amounts recognized in the consolidated financial statements is included in the
following notes:
Information about assumptions and estimation uncertainties
as of December 31, 2021 and 2022, that have a significant risk of resulting in a material adjustment to the carrying amounts of assets
and liabilities is included in the following notes:
A number of the Corporation’s accounting
policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities.
The Company has an established control framework
with respect to the measurement of fair values. If third party information, such as broker quotes or pricing services, is used to measure
fair values, then the Company assesses the evidence obtained from the third parties to support the conclusion that these valuations meet
the requirements of IFRS, including the level in the fair value hierarchy in which the valuations should be classified. The Company regularly
reviews significant unobservable inputs and valuation adjustments.
When measuring the fair value of an asset or a
liability, the Corporation uses observable market data as far as possible. Fair values are categorized into different levels in a fair
value hierarchy based on the inputs used in the valuation techniques as follows:
If the inputs used to measure the fair value of
an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorized in its
entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.
The Corporation recognizes transfers
between levels of the fair value hierarchy at the end of the reporting period during the period which the change occurred.
B. Consolidation of financial statements
The Company ‘controls’ an entity when
it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns
through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from
the date on which control commences until the date on which control ceases.
Business acquisition-related costs are expensed
as incurred. Balances, income, and expenses from transactions between Corporation companies are eliminated. Profits and losses resulting
from inter-group transactions that are recognized as assets are also eliminated.
The Corporation accounts for business combinations
using the acquisition method when control is transferred to the Corporation. The consideration transferred in the acquisition is generally
measured at fair value, as are the identifiable net assets acquired. Any goodwill that arises is tested annually for impairment. Any gain
on a bargain purchase is recognized in profit or loss immediately. Transaction costs are expensed as incurred.
For each business combination,
the Corporation shall select between measuring the non-controlling interests in the acquiree at fair value or at their proportionate share
of the acquiree’s identifiable net assets at the acquisition date. Changes in the Corporation’s interest in a subsidiary that
do not result in a loss of control are accounted for as equity transactions.
Associates are those entities in which the Corporation
has significant influence, but not control or joint control, over the financial and operating policies. A joint venture is an arrangement
in which the Corporation has joint control, whereby the Corporation has rights to the net assets of the arrangement, rather than rights
to its assets and obligations for its liabilities.
Interests in associates and the joint venture
are accounted for using the equity method. They are initially recognized at cost, which includes transaction costs. Subsequent to initial
recognition, the consolidated financial statements include the Corporation’s share of the profit or loss and OCI of equity-accounted
investees, until the date on which significant influence or joint control ceases.
Under IFRS 11, investments in joint arrangements
are classified as either a joint operation or as a joint venture depending upon each investor’s rights and obligations arising from the
arrangement. The Corporation has assessed the nature of its joint arrangements and determined that they are joint ventures.
Joint ventures are accounted for using the equity
method. Under the equity method, interest in joint ventures is initially recognized at cost and adjusted thereafter to recognize the Corporation’s
share of post-acquisition profits and losses, as well as movements in other comprehensive income. When the Corporation’s share in
the losses of a joint venture equals or exceeds its interest in such joint venture (including any long-term share that is substantially
part of the Corporation’s net investment in the joint venture), the Corporation does not recognize additional losses, unless it
has assumed obligations or made payments on behalf of the joint ventures.
Unrealized gains on transactions between the Corporation
and its joint ventures are eliminated to the extent of the Corporation’s interest in such joint ventures. Unrealized losses are
also eliminated, unless the transaction provides evidence of an impairment of the transferred asset. Gains arising from the application
of the equity of accounting method are recognized in the consolidated statement of profit or loss and other comprehensive income.
In the Corporation, joint operations mainly relate
to consortia (entities without legal personality) created for the development of construction contracts. Considering that the only objective
of this type of consortium is to develop a specific project, all revenue and costs are included within revenue from construction activities
and cost of construction activities, respectively.
Transactions with non-controlling shareholders
that do not result in loss of control are accounted for as equity transactions, i.e. as transactions with owners in their capacity as
owners. The difference between the fair value of any consideration paid and the relevant share acquired of the carrying amount of net
assets of the subsidiary is recorded in equity. Gains or losses on disposals of shares to non-controlling shareholders are also recorded
in equity at the time of disposal.
When the Corporation loses control of a subsidiary,
any interest retained in said entity is remeasured at its fair value at the date it loses control of the subsidiary, and any change in
respect to the carrying amount is recognized in profit or loss. Subsequently, said fair value is considered the initial carrying amount
for purposes of accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amounts previously
recognized in other comprehensive income in respect of that entity are accounted for as if the Corporation had directly disposed of the
related assets or liabilities. This means that the amount previously recognized in other comprehensive income could be reclassified to
profit or loss for the year.
Intra-group balances and transactions, and any
unrealized income and expenses arising from intra-group transactions, are eliminated. Unrealized gains arising from transactions with
equity-accounted investees are eliminated against the investment to the extent of the Corporation’s interest in the investee. Unrealized
losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment.
C. Foreign currency translation
These consolidated financial statements are presented
in soles (S/), which is the Corporation’s functional and presentation currency. All subsidiaries, joint arrangements, and associates
use the Peruvian sol as their functional currency, except for foreign subsidiaries, for which the functional currency is the currency
of the country in which they operate.
Transactions in foreign currency are translated
into functional currency at the exchange rates at the dates of the transactions or the valuation date in the case of items that are remeasured.
Foreign exchange gains and losses resulting from the settlement of such transactions are recognized in the statement of profit or loss,
except when deferred in other comprehensive income. Foreign exchange gains and losses of all monetary items are included in the statement
of other comprehensive income under ‘Exchange difference, net’.
Exchange differences arising from foreign currency
loans granted by the Company to its subsidiaries are recognized in profit or loss both in the consolidated financial statements of the
Company and in the separate financial statements of the subsidiaries. In the consolidated financial statements, such exchange differences
are recognized in other comprehensive income and are reclassified to profit or loss in the event of the disposal of the subsidiary or
debt repayment to the extent such loans qualify as part of the “net investment in a foreign operation.”
The results and financial position of the Corporation
entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the Corporation’s
presentation currency are translated into the presentation currency as follows:
Goodwill and fair value adjustments arising from
the acquisition of a foreign operation are treated as assets and liabilities of the foreign entity and are translated at the closing exchange
rate. Exchange differences are recognized in other comprehensive income.
D. Operating segments
Operating segments are reported in a manner consistent
with the internal reporting provided to the Corporation’s Management.
If there are changes in the internal organization
in a manner that causes the identification of operating segments to change, the Corporation shall restate the comparative information
for earlier periods unless the information is not available.
E. Public service concessions
Concession agreements entered into between the
Corporation and the Peruvian government whereby the Corporation, acting in its capacity as concessionaire, assumes obligations for the
construction and improvement of infrastructure, and which qualify as public service concessions are accounted as defined by IFRIC 12 Service
Concession Arrangements. Under these arrangements, the government controls and regulates the infrastructure services provided by the
Company and establishes to whom these services are to be provided and at what prices. The concession agreement establishes the obligation
to return the infrastructure to the grantor at the end of the concession term or when there is any expiration event. This feature gives
the grantor the control over the risks and rewards of the residual value of the assets at the end of the concession term. For this reason,
the Company will not recognize infrastructure as part of its premises, plant, and equipment. The consideration to be received from the
Peruvian government for public infrastructure construction or improvement activities is recognized as a financial asset, intangible asset,
or both, as set forth below:
F. Financial instruments
Trade accounts receivable are initially recognized
when they are originated. All other financial assets and financial liabilities are initially recognized when the Corporation becomes a
party to the contractual provisions of the instrument.
A financial asset (unless it is a trade account
receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not
measured at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. An
account receivable without a significant financing component is initially measured at the transaction price.
On initial recognition, assets are classified
as measured at amortized cost or Fair Vale Through Profit and Loss (“FVTPL”). The classification depends on the purpose for
which the financial assets were acquired based on the Company’s business model for managing the financial assets and the characteristics
of the contractual cash flows of the financial asset.
Management determines the classification of its
financial assets at the date of initial recognition and reevaluates this classification as of the date of each consolidated financial
statement closing. As of December 31, 2021 and 2022, the Company only holds financial assets at amortized cost.
A financial asset is measured at amortized cost
if both of the following conditions are met and is not measured at FVTPL:
All financial assets not classified as measured
at amortized cost or fair value through other comprehensive income as described above are measured at FVTPL. This includes all derivative
financial assets that are not cash flow hedge. On initial recognition, the Corporation may irrevocably designate a financial asset that
otherwise meets the requirements to be measured at amortized cost or at fair value through other comprehensive income as at FVTPL if doing
so eliminates or significantly reduces an accounting mismatch or recognition that would otherwise arise.
The Corporation classified its financial assets
at amortized cost.
Financial liabilities are classified as measured
at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative
or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses,
including any interest expense, and are recognized in profit or loss. Other financial liabilities are subsequently measured at amortized
cost using the effective interest method. Interest income and foreign exchange gains and losses are recognized in profit or loss. Any
gain or loss on derecognition is also recognized in profit or loss.
The Corporation derecognizes a financial asset when the contractual
rights to the cash flows from financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction
in which substantially all of the risks and rewards of ownership of the financial asset are transferred, or it neither transfers nor retains
substantially all of the risks and rewards of ownership and does not retain control over the transferred asset.
The Corporation enters into transactions whereby
it transfers assets recognized in its consolidated statement of financial position, but retains either all or substantially all of the
risks and rewards of the transferred assets. In these cases, the transferred assets are not derecognized.
The Corporation derecognizes a financial liability
when its contractual obligations are discharged or canceled, or expire. The Corporation also derecognizes a financial liability when its
terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based
on the modified terms is recognized at fair value.
On derecognition of a financial liability, the
difference between the carrying amount extinguished and the consideration paid (including any non-cash assets transferred or liabilities
assumed) is recognized in profit or loss.
Financial assets and financial liabilities are
offset, and the net amount presented in the consolidated statement of financial position when, and only when, the Corporation currently
has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and
settle the liability simultaneously.
The Corporation considers a financial asset to
be nonperforming when contractual payments are more than 365 days past due. However, in certain cases, the Corporation may consider a
financial asset to be nonperforming when internal or external information indicates that it is unlikely that the contractual amounts due
will be received before the Corporation executes the guarantees received. A financial asset is written off when there is no reasonable
expectation of recovering the contractual cash flows.
Derivatives are initially measured at fair value.
Subsequent to initial recognition, derivative financial instruments are measured at fair value, and changes therein are generally recognized
in profit or loss. The Corporation designates certain derivatives as hedging instruments to hedge the variability in cash flows associated
with highly probable forecast transactions arising from changes in foreign exchange rates and interest rates.
At inception of designated hedging relationships,
the Corporation documents the risk management objective and strategy for undertaking the hedge. The Corporation also documents the economic
relationship between the hedged item and the hedging instrument, including whether the changes in cash flows of the hedged item and hedging
instrument are expected to offset each other.
As of December 31, 2021 and 2022, the Corporation
does not hold derivative financial instruments.
G. Impairment
The Corporation considers a financial asset to
be nonperforming when contractual payments are more than 365 days past due. However, in certain cases, the Corporation may consider a
financial asset to be nonperforming when internal or external information indicates that it is unlikely that the Corporation will receive
the contractual amounts due before the Company executes the guarantees received. A financial asset is written off when there is no reasonable
expectation of recovering the contractual cash flows.
Loss allowances for trade
receivables are always measured at an amount equal to lifetime expected credit loss (“ECL’s”). When determining whether
the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECLs, the Corporation considers
reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and
qualitative information and analysis, based on the Corporation’s historical experience and informed credit assessment, loss of the
time value of money and individual analysis of the clients (considering their geographical location).
At each reporting date,
the Corporation assesses whether financial assets carried at amortized cost are credit-impaired. A financial asset is ‘credit-impaired’
when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.
Evidence that a financial
asset is credit-impaired includes the following observable data:
For financial assets
for which the Company has no reasonable expectation of recovering either all or a portion of the outstanding amount, the gross carrying
amount of the financial asset is reduced. This is considered a (partial) derecognition of the financial asset.
The gross carrying amount
of a financial asset is written off when the Corporation has no reasonable expectations of recovering a financial asset in its entirety
or a portion thereof. For individual customers and for corporate customers, the Corporation individually makes an assessment with respect
to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Corporation expects no significant
recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities
in order to comply with the Corporation’s procedures for recovery of amounts due.
At each reporting date,
the Corporation reviews the carrying amounts of its non-financial assets (other than investment property, inventories and deferred tax
assets) to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable
amount is estimated. Goodwill and intangible assets with an indefinite useful life are tested annually for impairment.
For impairment testing,
assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent
of the cash inflows of other assets or Cash Generating Unit’s (“CGU”). Goodwill arising from a business combination
is allocated to CGU or group of CGUs that are expected to benefit from the synergies of the combination.
The recoverable amount of an asset or CGU is the
greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted
to their present value using an after-tax discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset or CGU. An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount.
Impairment losses are
recognized in profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to
reduce the carrying amounts of the other assets in the CGU on a pro rata basis.
An impairment loss in
respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying
amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss
had been recognized.
H. Cash and cash equivalents
In the consolidated statement of financial position
and cash flows, cash and cash equivalents include cash on hand, demand deposits with banks, other highly liquid investments with maturities
of three months or less and bank overdrafts. In the consolidated statement of financial position, bank overdrafts are included in the
balance of other financial liabilities as current liabilities.
I. Trade accounts receivable
Trade accounts receivable are amounts due from
customers for goods or services sold by the Corporation. If any trade account receivable is expected to be collected within one year,
it is classified as current; otherwise, it is classified as non-current.
Trade accounts receivable are initially recognized
at transaction value, and subsequently, they are measured at amortized cost using the effective interest method, less any provision for impairment,
except for trade accounts receivable of less than one year that are recorded at face value which is similar to their fair values due to
their short-term maturity.
It includes Management’s estimates corresponding
to collection rights for services performed but not yet invoiced and/or approved by client, which have been valued using the percentage
of completion method. It corresponds mainly to the Engineering and Construction segment (subsidiaries Cumbra Peru S.A. and Cumbra Ingenieria
S.A.). In the Infrastructure segment, concerning concessions, it corresponds to future collections for public services, mainly represented
by unconditional contractual rights to be received from the Grantor under the financial asset model (Note 2.E)
J. Inventories
The inventories include land, work-in-progress
and finished buildings related to the real estate activity, materials used in the construction activity, and supplies traded as part of
the exploration and extraction activity.
Land used for the execution of real estate projects
is recognized at acquisition cost. Work-in-progress and finished real estate include the costs of design, materials, direct labor, borrowing
costs (directly attributable to the acquisition, construction, production of the qualifying asset), other indirect costs, and general
expenses related to the construction.
The lands used for real estate projects with launch date in future
periods are presented as non-current asset.
Net realizable value is the estimated selling
price in the ordinary course of business, less applicable selling expenses. Annually, the Corporation reviews whether inventories have
been impaired identifying three groups of inventories to measure their net realizable value: i) land bought for future real estate projects
which are compared to their appraisal value, if the acquisition value is higher, a provision for impairment is recognized; ii) land under
construction: in this case impairment is measured based on cost projections; if these costs are higher than selling prices of each real
estate unit, an estimate for impairment is recorded; and iii) finished real estate units: these inventory items are compared to the selling
prices less commercialization costs; if they are higher, a provision for impairment is recorded.
For the reductions in the carrying amount of these
inventories to their net realizable value, a provision is recognized for impairment of inventories with a charge to profit or loss for
the year in which those reductions occur.
Inventories are valued at the lower of
production costs and net realizable value (“NRV”), on the basis of the weighted average method. The NRV represents the
value at which it is estimated to realize oil, gas and its derivatives LPG and Saturated Acyclic Hidrocarbons, which is calculated
on the basis of international prices less the discounts usually granted. Miscellaneous supplies, materials, and spare parts are
valued at the lower of cost and replacement value, based on the average method. The cost of inventories excludes financing expenses
and exchange differences. Inventories in transit are recorded at cost, using the specific identification method.
The Corporation registered a provision for materials
impairment to profit and loss for the cases in which book value exceeds recoverable value.
Materials and supplies are recorded at the lower
of cost (by the weighted average method) and their replacement cost. The cost of these items includes freight and non-refundable applicable
taxes.
Impairment of these items is estimated on the
basis of specific analyses performed by Management on their turnover. If it is identified that the carrying amount of inventories of materials
and supplies exceeds their replacement value, the difference is charged to profit or loss in the period in which this situation is determined.
Management considers that, as of the date of the
consolidated financial statements, it is not necessary to record provisions additional to those recognized in the financial statements
to cover losses due to obsolescence of these inventories.
K. Investment properties
Investment properties are shown at cost less their
accumulated depreciation and impairment losses, if any. Subsequent costs attributable to investment properties are capitalized only if
it is probable that future economic benefits will flow to the Company and the cost of these assets can be measured reliably; otherwise,
they are recognized as expenses when incurred.
Maintenance and repair expenses are recognized
in profit or loss in the period when they are incurred. If the carrying amount of a property is greater than its estimated recoverable
amount, it is immediately reduced to its recoverable amount.
Depreciation is calculated under the straight-line
method at a rate that is considered sufficient to absorb the cost of assets at the end of the useful life and considering their significant
components, with substantially different useful lives (each component is accounted for separately for depreciation purposes and is depreciated
over its separate useful life). The estimated useful lives of those properties range from 5 to 50 years.
These investment properties have been leased under
operating leases to third parties.
L. Property, plant, and equipment
These assets are stated at historical cost less
accumulated depreciation and accumulated losses, if any. Historical cost includes expenditure that is directly attributable to the acquisition
of these items.
Assets under construction are capitalized as a
separate component. Upon completion, the cost of these assets is transferred to their definitive category. Replacement units are assets
whose depreciation begins when units are installed for use within the related asset.
Subsequent expenditures are included in the carrying
amount of the asset or they are recognized as a separate asset, as appropriate, only when it is probable that future economic benefits
will flow to the Corporation, or are likely to extend the estimated useful life of the asset, and the cost of these assets can be measured
reliably. Maintenance and repair expenses are presented in the consolidated statement of profit or loss in the period when incurred.
Depreciation is calculated using the straight-line
method based on the estimated useful life of the asset. The estimated useful lives are as follows:
Depreciation of machinery and equipment, and vehicles
recognized as “Major equipment” is calculated based on their hours of use. Under this method, the total number of hours that
the machinery and equipment can operate is estimated and an hourly value is established.
The residual value and the useful life of an asset
are reviewed and adjusted, if necessary, at year-end. Profit or loss for the sale of assets are recognized in ‘Other income and
expenses’ in the statement of profit or loss. Regarding joint operations that carry out construction activities,
the difference between the proceeds from disposals of fixed assets and their carrying amount is shown within ‘Revenue from construction
activities’ and ‘cost of construction activities’, respectively.
M. Intangible assets
Goodwill arises on the acquisition of subsidiaries
and represents the excess of the purchase consideration, the amount of any non-controlling interest in the acquiree and the acquisition-date
fair value of the acquirer’s previously held equity interest in the acquiree over the fair value of the net identifiable assets.
If the purchase consideration, the amount of any non-controlling interest in the acquiree, and the fair value of the acquirer’s
previously held equity interest in the acquiree is lower than the fair value of the net assets of the acquired subsidiary, then the difference
is recognized in the statement profit or loss.
Goodwill arising from a business combination is
allocated to each cash-generating unit (CGU), or group of CGUs, that are expected to benefit from the business combination. Goodwill is
monitored at the operating segment level.
Goodwill is tested for impairment at least annually
or more often if there is evidence of impairment. Any impairment is recognized as an expense in ‘Other income and expenses’
and cannot be reversed later.
Separately acquired trademarks are shown at historical
cost. Trademarks acquired in a business combination are recognized at fair value at the acquisition date. Management has determined that
these trademarks have indefinite useful lives.
The trademark is tested for impairment at least
annually or more often if there is evidence of impairment. Any impairment is recognized as an expense in ‘Other income and expenses,
net’. The carrying amount written off due to impairment is reviewed at each reporting date to verify possible reversals of the impairment
and is recognized in ‘Other income and expenses’.
The intangible asset related to the right to charge
users for the services covered by the concession (Notes 2.E and F) is initially recorded at the fair value of construction or improvement
services and, prior to the beginning of amortization, an impairment test is performed; it is amortized using the straight-line method,
from the date revenue from services starts using the effective period of the concession agreement.
Contractual customer relationships are assets
resulting from business combinations that were initially recognized at fair value, determined on the basis of the present value of the
expected net cash flows from such relationships, over a period of time based on the estimated customer tenure (the estimation of useful
life is based on the contract terms which fluctuates between 5 and 9 years). The useful life and the estimate of impairment of these assets
are individually assessed.
Costs incurred during the development phase associated
with the preparation of the wells for the extraction of hydrocarbons from the lots located in Talara, are capitalized as part of intangible
assets. These costs are amortized over the useful lives of the wells (estimated in remaining periods for Lots I and V and the unit-of-production
method for Lots III and IV), until the end of the term of the contracts with Perupetro. The Lot I contract expired in 2021 and Lot V contract
will expire in 2023.
The Corporation has established the Successful
Efforts Method as its policy for the recognition and evaluation of exploration oil assets. During 2021, an exploratory well was drilled
in Block IV, obtaining successful results. In 2022, no exploratory well drilling activities were carried out.
Software development costs that are directly attributable
to the design and testing of identifiable and unique software controlled by the Corporation are recognized as intangible assets when the
following criteria are met:
Other development costs that do not meet these
recognition criteria are recognized in profit or loss as incurred. Development costs previously recognized as an expense are not recognized
as an asset in a subsequent period. Software development costs recognized as assets are amortized over their estimated useful lives, which
range from 2 to 12 years.
It refers to the rights held by the subsidiary
Promotora Larcomar S.A. Land use rights are stated at historical cost less amortization and any accumulated impairment losses. The useful
life of the surface rights is 60 years according to the signed contract and may be extended if agreed by parties. Amortization will begin
when it becomes ready for its intended use by Management.
N. Trade accounts payable
Trade accounts payable are obligations to pay
for goods or services acquired from suppliers in the ordinary course of business. Accounts payable are classified as current liabilities
if payment is to be made in a year or less (or in the normal operating cycle of the business if it is higher); otherwise, they are presented
as non-current liabilities.
Accounts payable are initially recognized at fair
value, and subsequently, they are measured at amortized cost using the effective interest method, except for trade accounts payable of
less than one year that are recorded at face value which is similar to their fair values due to their short-term maturity.
O. Financial liabilities at FVTPL
Financial liabilities designated at initial recognition
at FVTPL are designated at the initial recognition date, and only if the criteria of IFRS 9 are met. The Corporation does not maintain
financial liabilities at fair value.
P. Other financial liabilities
They correspond to loans and bonds issued by the
Corporation, which are initially recognized at their fair value, net of transaction costs incurred. These financial liabilities are subsequently
recorded at amortized cost. Any resulting difference between the funds received (net of transaction costs) and the redemption value is
recognized in the statement of profit or loss during the loan term using the effective interest method.
Costs incurred to obtain these financial liabilities
are recognized as transaction costs to the extent that it is probable that a part or the whole loan will be received. In this case, these
charges defer until the loan is received.
Q. Borrowing costs
Borrowing costs are recognized in profit or loss
in the period in which they have been incurred, except for intangible assets and inventories in which the borrowing costs are capitalized.
General and specific borrowing costs directly
attributable to acquisitions, construction or development of qualifying assets, which are assets that necessarily take a substantial period
of time (more than twelve months) to get ready for their intended use or sale, are added to the cost of those assets, until such time
as the assets are substantially ready for their intended use or sale. The Corporation suspends the capitalization of borrowing costs during
the periods in which the development of activities of a qualifying asset has been suspended. The income obtained from the temporary investment
of specific borrowings that have not yet been invested in qualifying assets is deducted from the borrowing costs eligible for capitalization.
R. Current and deferred income tax
Income tax of the period comprise current and
deferred income tax. Tax is recognized in the statement of profit or loss, except to the extent that it relates to items recognized in
the statement of other comprehensive income or directly in equity. In this case, the tax is also recognized in the statement of other
comprehensive income or directly in equity, respectively.
The current tax is calculated on the basis of
the tax laws enacted at the date of the statement of financial position in the countries where the Company and its subsidiaries operate
and generate taxable income. Management, where applicable, makes provisions on the amounts expected to be paid to the tax authorities.
A provision is recognized for those matters for
which the determination of taxes is uncertain, but it is considered probable that there will be a future outflow of economic resources
to a tax authority. Provisions are measured at the best estimate of the amount expected to be paid. The assessment is based on the tax
judgment of professionals within the Company supported by prior experience in relation to such activities and in certain cases based on
specialized independent tax advice.
Deferred income tax is recognized on temporary
differences arising from tax basis of assets and liabilities, and their balances in consolidated financial statements. A deferred income
tax asset is only recognized to the extent that it is probable that future taxable profits will be available, against which temporary
differences can be utilized. Deferred income tax is determined using tax rates and legislation enacted as of the date of the consolidated
statement of financial position that are expected to be applied when the deferred tax is realized or paid. A deferred tax asset is only
recognized so far as it is probable that there would be future tax benefits against which temporary differences can be utilized.
Deferred income tax is provided on temporary differences
arising on investments in subsidiaries and associates, except for deferred tax liability where the timing of the reversal of the temporary
difference is controlled by the Corporation and it is probable that the temporary difference will not reverse in the foreseeable future.
Deferred tax arising from the initial recognition of goodwill is not recognized; likewise, the deferred tax is not recorded if it arises
from the initial recognition of an asset or liability in a transaction that is not a business combination that does not affect the accounting
or tax profit or loss at the time of the transaction.
S. Employee benefits
The Corporation recognizes a liability when the
employee has rendered services in exchange for which is entitled to receive future payments and an expense when the Corporation has consumed
the economic benefit from the service rendered by the employee in exchange for the benefits in question.
The Corporation determines employee benefits in
accordance with current labor and legal regulations and classifies them as short-term benefits, long-term benefits, and termination benefits.
Short-term benefits are those other than severance
indemnities, the payment of which is settled in the twelve months following the end of the period in which the employees have rendered
their services; they correspond to current compensation (wages, salaries, and social health contributions), annual and sick leave, profit
sharing and incentives and other non-monetary benefits.
Long-term benefits are those benefits to be paid
more than twelve months after the end of the period in which the services have been rendered. As of December 31, 2021 and 2022, the Corporation
did not grant benefits under this category.
Termination benefits are those benefits payable
as a result of: (i) the entity’s decision to terminate the employee’s contract before the retirement date, and (ii) the employee’s decision
to voluntarily accept the termination of the employment relationship.
Current compensation consists of wages, salaries,
social health contributions, legal bonuses and compensation for length of service (CTS, for its Spanish acronym). Wages, salaries and
social health contributions are paid monthly based on the consideration for services rendered.
The Corporation entities recognizes the expense
for legal bonuses and their related liabilities under laws and regulations currently in force in Peru, Chile, and Colombia. In Peru, legal
bonuses correspond to two monthly payments which are accrued based on the consideration for the service. There are no legal bonuses in
Chile; in Colombia, it is called service bonus and corresponds to a monthly remuneration per year.
Compensation for length of service (CTS) corresponds
to the employee’s indemnity rights which are accrued based on the consideration for the service rendered calculated in accordance with
the legislation in force in each country where the entities comprising the Corporation operate. They are determined as follows: (i) in
Peru, it is equivalent to half the compensation in force at the date of payment and is made through deposit in bank accounts designated
by the workers in the months of May and November of each year; (ii) in Colombia, it is equivalent to 8.33% of the monthly remuneration,
and (iii) in Chile this benefit is not available.
Personnel’s annual vacations are recognized
on an accrual basis. The provision for estimated liability corresponding to personnel’s annual vacations, resulting from services
rendered by the employees, is recorded on the date of the statement of financial position and corresponds to: (i) one month for personnel
in Peru, (ii) fifteen days for personnel in Colombia, and (iii) in the case of Chile, they are subject to the worker’s seniority
and range from fifteen to thirty days.
The workers’ profit sharing is determined
on the basis of the legal provisions in force in each country where the entities of the Corporation operate, as follows: (i) in Peru,
it is equivalent to 5% of the taxable base determined by each Company of the Corporation, in accordance with current income tax legislation,
(ii) in Chile, workers’ profit sharing is a component of the remuneration (equivalent to 4.75 minimum wages per year) or 10% of
the profit, to be determined by the employer, (iii) in Colombia, these benefits are not provided to employees.
The Corporation entities recognize liabilities
and expenses for severance indemnities when they occur, based on the legal provisions in force in each country. Under Peruvian law, compensation
for arbitrary dismissal for personnel with indefinite-term contracts is 1.5 times the monthly compensation for each year worked, up to
a maximum of twelve monthly compensations.
Under Colombian legislation, for the first year
worked, the equivalent of 30 days of salary is granted, and from the second year on, the compensation will be the equivalent of 20 days
of salary for each additional year (or the proportion); under the legislation of Chile, the employee receives a compensation of thirty
days of monthly salary for each year worked with a maximum of 330 days.
T. Other provisions
Provisions are recognized when the Corporation
has a present obligation, either legal or constructive, as a result of past events, and when it is probable that an outflow of resources
will be required to settle the obligation and it is possible to reliably estimate its amount. Provisions are reviewed at the end of each
period. If the time value of money is significant, provisions are discounted using a pre-tax rate that reflects, when appropriate, specific
risks of liabilities. The reversal of the discount due to the passage of time results in an increase of the obligation which is recognized
with a charge to the statement of profit or loss as a finance cost.
Contingent obligations are disclosed when their
existence will only be confirmed as a result of future events or when the amount cannot be measured reliably. Contingent assets are not
recognized and are disclosed only if it is probable that the Corporation will generate economic benefits in the future.
Subsidiary Unna Energia S.A. recognizes a provision
for the closure of operating units that correspond to the legal obligation to close oil production wells once the production phase has
been completed. At the initial date of recognition, the liability that arises from said obligation is measured at fair value and discounted
to present value, following the valuation techniques established in IFRS 13 Fair Value Measurement; accordingly, the same amount
is simultaneously charged to the intangible account in the statement of financial position.
Subsequently, the liability will increase in each
period to reflect the financial cost considered in the initial measurement of the discount, and the capitalized cost will be depreciated
based on the useful life of the related asset. When a liability is settled, the subsidiary recognizes any gain or loss that may arise.
The fair value changes estimated for the initial obligation and interest rates are recognized as an increase or decrease in the carrying
amount of the obligation and related asset, according to IFRIC 1 Changes in Existing Decommissioning, Restoration and Similar Liabilities.
Any reduction in this provision, and therefore, any reduction in the related assets which exceeds the carrying amount of the asset, will
be immediately recognized in the statement of comprehensive income.
If the review of the obligation resulted in the
need to increase the provision, and as a result, the carrying amount of the related asset also increases, the subsidiary takes into account
whether this increase corresponds to an indication that the asset has become impaired and if so, impairment tests will be conducted (Note
2.G).
U. Put option arrangement
In the case of a put option contract on the equity
of a subsidiary that allows the shareholder to reallocate its shares in a certain period, the amount payable under the option is initially
recognized at the present value of the reimbursement under ‘Other accounts payable’, directly charged to equity. The charge
to equity is recorded separately as put options subscribed on the non-controlling interest.
Subsequently, the financial liability is updated
by changes in the assumptions on which the estimation of the expected cash flows is based and by the financial component due to the passage
of time. The effects of this update are recognized in profit and loss.
In 2021, Cumbra Peru S.A. acquired the entire
non-controlling interest of the subsidiary Morelco S.A.S. As of December 31, 2022, Cumbra Peru S.A. the liability was totally paid.
V. Capital
Common shares are classified as equity and are
determined using the par value of the shares that have been issued.
Incremental costs directly attributable to the
issuance of new shares or options are shown in equity as a deduction of the received amount, net of taxes.
W. Revenue from contracts with customers
Revenues from contracts with customers are recognized,
for each performance obligation, either during a period of time or at a point in time, depending on which method best reflects the transfer
of control of the underlying products or services to the obligation of particular performance with the customer.
The Corporation recognizes the revenue through
the application of the five steps defined in the regulations: i) identifying the contract with the customer; ii) identifying performance
obligations in the contract; iii) determining the transaction price; iv) allocating the transaction price to performance obligations;
and v) recognizing revenue when (or as) a performance obligation is satisfied.
The following describes the Corporation’s policy
of recognition for each type of revenue in line with IFRS 15:
Revenues from engineering and construction
(E&C) contracts are recognized over time as the customer simultaneously receives and consumes the benefits provided by the Corporation’s
performance, the Corporation’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced;
and the Corporation’s performance does not create an asset with an alternative use. For these reason, the Corporation accounts for revenue
over time by measuring the progress towards complete satisfaction of its performance obligations under each contract.
The Corporation applies the output
method to measure the physical percentage-of-completion which is based on surveys of projects performance by the Corporation’s experts.
The Corporation considers this method depicts the transfer of control of the goods or services to the customers, as it reflects also an
enforceable right to payment by the Corporation for work performed to date.
The Corporation assesses whether one
or more of the following factors has been satisfied: a) the contract, applicable law or other evidence provides a legal basis for the
modification; b) additional costs were caused by circumstances that were unforeseen on the date of execution of the contract and not a
result of deficiencies incurred by the Corporation’s performance; c) modification-related costs are identifiable and considered
reasonable in view of the work performed; or d) evidence supporting the modification is objective and verifiable. When one or more of
the foregoing factors is satisfied, the changes to the rights and obligations in the contract modification are considered by the Corporation
to be enforceable.
The nature of some contracts, such
as cost plus fee contracts, unit price contracts or similar contracts give rise to variable consideration that may include reimbursable
costs, incentives and penalties. To include variable consideration related to a contract modification in the estimated transaction price,
the Corporation must conclude that it is “highly probable” that a significant revenue reversal will not occur. The Corporation
determines the likelihood of revenue reversal occurring (and therefore whether such price will be recovered) based on an analysis of whether
any of the following factors are present: i) contractual entitlement; ii) past practice with the customer; iii) specific discussions or
preliminary negotiations with the customer; or iv) verbal approval by the customer. If, as a result of such analysis, the Corporation
concludes that it is “highly probable” that there will not be a significant reversal of the amount of revenue recognized, it
recognizes the variable consideration relating to the contract modification. When the benefit of the contract cannot be reliably estimated,
the associated revenue is recognized to the extent that the costs incurred are recoverable. Revenue is invoiced upon receipt of customer
approval.
When it is probable that total contract
costs will exceed the related revenue, the expected loss is recognized immediately.
The Corporation estimates the amount
of revenue to be recognized as variable consideration using judgments and estimates to determine the most probable value, which is expected
to best predict the amount of consideration to which the Corporation will be entitled.
Revenue from real estate sale contracts is recognized
when control over the property has been transferred to the client with the delivery record. Revenue is measured based on the price agreed
under the contract. Until this is met, the revenue received will be counted as customer advances. These sales contracts have two performance
obligations: i) the one corresponding to the transfer of the property, which includes the common areas of the building where these real
estates are located, and ii) the one corresponding to the transfer of the common area outside the real estate assets but that are part
of the real estate projects, which are recognized when the common area has been delivered.
Revenue related to sales of urban lots is recognized
when control over the property is transferred to the customer. Until this is met, the revenue received will be counted as customer advances.
Revenue is measured based on the transaction price agreed under the contract. These sales contracts have a single performance obligation
for the sale of lots, which is executed upon delivery of the sale of the assets.
Revenue related to sales of industrial lots is
recognized when control over the property has been transferred to the customer. Until this is met, the revenue received will be counted
as customer advances. These sales contracts have two performance obligations: i) transfer of the industrial lot and ii) urban authorization
of the industrial lot.
Revenues from the rendering of oil and gas extraction, fuel
storage and dispatch and other services rendered are recognized when the full specific service is provided, calculating the service
actually provided as a portion of the total services to be provided. This type of revenue has a single performance obligation, that
is performed when the service is provided at a point in time.
Revenue from the sale of oil and byproducts is
recognized when the control of the assets is transferred to the customer, which is when the goods are delivered. In this type of revenue,
there is a single performance obligation for the sale of oil and byproducts which is enforced at the delivery of the goods.
Revenue from concession services corresponds to
operation and maintenance services and is recognized according to its nature in the period in which the service is provided. In this type
of revenue, there is a single performance obligation, enforced when the service is provided.
Revenues generated by Red Vial 5 S.A. from toll
collection through vehicle control booths are grouped in three different toll stations, located along the Ancon - Huacho - Pativilca road
sections. This type of transactions are recognized at a point of time due to the control is transferred to the time of toll collection.
X. Cost and expense recognition
Contract costs include all the incurred direct
costs such as materials, labor, subcontracting costs, manufacturing and supply costs of equipment, start-up costs, depreciation and amortization,
and indirect costs. Periodically, the Company evaluates the reasonableness of the estimates used in the determination of the total estimated
contract cost of the contract. If, as a result of this evaluation, the total estimated cost of the project exceeds expected revenues,
an adjustment is made in order to reflect onerous contract and the corresponding effect in profit or loss of the period in which the loss is incurred.
The costs of services provided, and the costs
of sales of oil and byproducts are recognized when incurred, which in this case are incurred at the same time that related revenue is
recognized. Other costs and expenses are recognized as they accrue, regardless of the moment when they are paid, and are recorded in the
accounting periods to which they relate.
The costs for operation and maintenance services
are recognized when incurred, at the same time that related revenue is recognized. Other costs and expenses are recognized as they accrue,
regardless of the moment when they are paid, and are recorded in the accounting periods to which they relate.
Y. Leases
Lease contracts are analyzed for the purpose of
identifying those containing the characteristics specified in IFRS 16 Leases for recognition, measurement, presentation and disclosure.
The Corporation recognizes a right-of-use asset
and a lease liability at the lease commencement date.
The right-of-use asset is initially measured at
the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct
costs incurred. The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end
of the lease term. The term of the lease includes the periods covered by an option to extend the contract if the Corporation is reasonably
sure to exercise that option.
The lease liability is the total unpaid installments,
measured at amortized cost using the effective interest method. It is remeasured when there is a change in future lease payments arising
from a change in an index or rate, if there is a change in the Corporation’s estimate of the amount expected to be payable under
a residual value guarantee, or if the Corporation changes its assessment of whether it will exercise a purchase, extension or termination
option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use
asset.
In the engineering and construction segment, interest
expenses related to leasing contracts of the core business are reported in gross margin; the rest of the Corporation segments reports
them in finance expenses.
Operating cash flows will be greater since cash
payments for the main portion of the lease debt are classified within the financing activities. Only the portion of the payments that
reflects interest can continue to be presented as operating cash flows.
Operating leases and assets are included in the
consolidated statement of financial position according to the nature of the asset. Revenues from operating leases are recognized on a
straight-line basis over the term of the lease agreement and the incentives granted to lessees are reduced from rental income. Accordingly,
the Corporation, as lessor, has not changed the recognition of its leases.
Z. Dividend distribution
Dividend distribution to the shareholders is recognized
as a liability in the financial statements in the period in which dividends are approved.
AA. Immaterial corrections of previously reported balances as of December 31, 2021
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 years. 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 consolidated
financial statements as of December 31, 2021. 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 December 31, 2021, and for the year then ended is presented below:
Consolidated Statement of Financial Position:
| | |
As of December 31, 2021 | |
| | |
Reported | | |
Adjustment |
| | |
Revised | |
| ASSETS | |
| | |
|
| | |
| |
| Current assets | |
| | |
|
| | |
| |
| Trade accounts receivables, net | |
| 590,280 | | |
| 244,352 |
| (a) | |
| 834,632 | |
| Work in progress, net | |
| 309,063 | | |
| (309,063 |
) | (b) | |
| - | |
| Other current assets | |
| 1,985,521 | | |
| - |
| | |
| 1,985,521 | |
| Total current assets | |
| 2,884,864 | | |
| (64,711 |
) | | |
| 2,820,153 | |
| | |
| | | |
| |
| | |
| | |
| Non-current assets | |
| | | |
| |
| | |
| | |
| Deferred tax asset | |
| 275,076 | | |
| 1,270 |
| (c) | |
| 276,346 | |
| Other non-current assets | |
| 2,740,632 | | |
| - |
| | |
| 2,740,632 | |
| Total non-current assets | |
| 3,015,708 | | |
| 1,270 |
| | |
| 3,016,978 | |
| Total assets | |
| 5,900,572 | | |
| (63,441 |
) | | |
| 5,837,131 | |
| | |
| | | |
| |
| | |
| | |
| | |
| | | |
| |
| | |
| | |
| LIABILITIES AND EQUITY | |
| | | |
| |
| | |
| | |
| Current liabilities | |
| | | |
| |
| | |
| | |
| Trade accounts payable | |
| 980,767 | | |
| (67,941 |
) | (b) | |
| 912,826 | |
| Other provisions | |
| 154,829 | | |
| 716 |
| (c) | |
| 155,545 | |
| Other current liabilities | |
| 1,212,121 | | |
| - |
| | |
| 1,212,121 | |
| Total current liabilities | |
| 2,347,717 | | |
| (67,225 |
) | | |
| 2,280,492 | |
| | |
| | | |
| |
| | |
| | |
| Non-current liabilities | |
| | | |
| |
| | |
| | |
| Deferred tax liability | |
| 97,367 | | |
| 1,040 |
| (c) | |
| 98,407 | |
| Other non-current liabilities | |
| 2,002,222 | | |
| - |
| | |
| 2,002,222 | |
| Total non-current liabilities | |
| 2,099,589 | | |
| 1,040 |
| | |
| 2,100,629 | |
| Total liabilities | |
| 4,447,306 | | |
| (66,185 |
) | | |
| 4,381,121 | |
| | |
| | | |
| |
| | |
| | |
| Equity | |
| | | |
| |
| | |
| | |
| Equity attributable to controlling interest in the Company | |
| 1,199,816 | | |
| 3,229 |
| | |
| 1,203,045 | |
| Non-controlling interest | |
| 253,450 | | |
| (485 |
) | | |
| 252,965 | |
| Total equity | |
| 1,453,266 | | |
| 2,744 |
| | |
| 1,456,010 | |
| Total liabilities and equity | |
| 5,900,572 | | |
| (63,441 |
) | | |
| 5,837,131 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
Consolidated statements of profit or Loss:
| | |
For the year ended December 31, 2021 | |
| | |
Reported | | |
Adjustment |
| | |
Revised | |
| Revenue from construction activities | |
| 2,272,561 | | |
| 194,916 |
| (a) | |
| 2,467,477 | |
| Revenue from services provided | |
| 1,094,439 | | |
| - |
| | |
| 1,094,439 | |
| Revenue from real estate and sale of goods | |
| 579,482 | | |
| - |
| | |
| 579,482 | |
| | |
| 3,946,482 | | |
| 194,916 |
| | |
| 4,141,398 | |
| | |
| | | |
| |
| | |
| | |
| Cost of construction activities | |
| (2,178,648 | ) | |
| (194,834 |
) | (b) | |
| (2,373,482 | ) |
| Cost of services provided | |
| (918,212 | ) | |
| 17,895 |
| (b) | |
| (900,317 | ) |
| Cost of real estate and sale of goods | |
| (454,484 | ) | |
| - |
| | |
| (454,484 | ) |
| | |
| (3,551,344 | ) | |
| (176,939 |
) | | |
| (3,728,283 | ) |
| Gross profit | |
| 395,138 | | |
| 17,977 |
| | |
| 413,115 | |
| | |
| | | |
| |
| | |
| | |
| Administrative expenses | |
| (179,613 | ) | |
| - |
| | |
| (179,613 | ) |
| Other income and expenses | |
| (4,477 | ) | |
| - |
| | |
| (4,477 | ) |
| Operating profit | |
| 211,048 | | |
| 17,977 |
| | |
| 229,025 | |
| | |
| | | |
| |
| | |
| | |
| Financial expenses | |
| (262,574 | ) | |
| - |
| | |
| (262,574 | ) |
| Financial income | |
| 5,773 | | |
| - |
| | |
| 5,773 | |
| Share of the profit or loss of associates and joint ventures accounted for using the equity method | |
| (861 | ) | |
| - |
| | |
| (861 | ) |
| Loss before income tax | |
| (46,614 | ) | |
| 17,977 |
| | |
| (28,637 | ) |
| Income tax expense | |
| (43,700 | ) | |
| (2,705 |
) | (c) | |
| (46,405 | ) |
| Loss from continuing operations | |
| (90,314 | ) | |
| 15,272 |
| | |
| (75,042 | ) |
| Loss from discontinued operations | |
| (26,774 | ) | |
| - |
| | |
| (26,774 | ) |
| Loss for the year | |
| (117,088 | ) | |
| 15,272 |
| | |
| (101,816 | ) |
| | |
| | | |
| |
| | |
| | |
| (Loss) profit attributable to: | |
| | | |
| |
| | |
| | |
| Controlling interest in the Company | |
| (153,210 | ) | |
| 11,440 |
| | |
| (141,770 | ) |
| Non-controlling interest | |
| 36,122 | | |
| 3,832 |
| | |
| 39,954 | |
| | |
| (117,088 | ) | |
| 15,272 |
| | |
| (101,816 | ) |
| | |
| | | |
| |
| | |
| | |
| Loss per share attributable to controlling interest in the Company during the year | |
| (0.176 | ) | |
| 0.013 |
| | |
| (0.163 | ) |
| | |
| | | |
| |
| | |
| | |
| Total comprehensive income for the year | |
| | | |
| |
| | |
| | |
| Comprehensive income attributable to: | |
| | | |
| |
| | |
| | |
| Controlling interest in the Company | |
| (159,592 | ) | |
| 12,167 |
| | |
| (147,425 | ) |
| Non-controlling interest | |
| 36,089 | | |
| 4,083 |
| | |
| 40,172 | |
| | |
| (123,503 | ) | |
| 16,250 |
| | |
| (107,253 | ) |
Segment information by geographic area
| | |
For the year ended
December 31, 2021 | |
| In thousands of soles | |
Reported | | |
Adjustment | | |
Revised | |
| Revenue | |
| | |
| | |
| |
| Peru | |
| 3,255,214 | | |
| 29,460 | | |
| 3,284,674 | |
| Chile | |
| 585,317 | | |
| 165,248 | | |
| 750,565 | |
| Colombia | |
| 105,951 | | |
| 209 | | |
| 106,160 | |
| | |
| 3,946,482 | | |
| 194,916 | | |
| 4,141,398 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
As a result of this process, the balances in the
consolidated statement of cash flows were revised as follows:
| | |
For the year ended December 31, 2021 | |
| | |
Reported | | |
Adjustment | | |
| |
Revised | |
| | |
| | |
| | |
| |
| |
| OPERATING ACTIVITIES | |
| | |
| | |
| |
| |
| (Loss) profit before income tax | |
| (78,350 | ) | |
| 17,977 | | |
(a, b) | |
| (60,373 | ) |
| Adjustments to profit not affecting cash flows from | |
| | | |
| | | |
| |
| | |
| operating activities: | |
| | | |
| | | |
| |
| | |
| Other provisions | |
| 62,246 | | |
| 716 | | |
(c) | |
| 62,962 | |
| Incremental cost of acquiring interest in joint operation | |
| - | | |
| 12,732 | | |
(b) | |
| 12,732 | |
| Other adjustments | |
| 490,819 | | |
| - | | |
| |
| 490,819 | |
| Net variations in assets and liabilities: | |
| | | |
| | | |
| |
| | |
| Trade accounts receivable and working in progress | |
| (82,527 | ) | |
| (60,663 | ) | |
(a, b) | |
| (143,190 | ) |
| Other accounts receivable | |
| 41,626 | | |
| 507 | | |
(a) | |
| 42,133 | |
| Trade accounts payable | |
| (55,131 | ) | |
| 27,756 | | |
(b) | |
| (27,375 | ) |
| Other accounts payable | |
| 72,991 | | |
| 975 | | |
(c) | |
| 73,966 | |
| Other variations | |
| (257,166 | ) | |
| - | | |
| |
| (257,166 | ) |
| Net cash provided by operating activities | |
| 194,508 | | |
| - | | |
| |
| 194,508 | |
| | |
| | | |
| | | |
| |
| | |
| INVESTING ACTIVITIES | |
| | | |
| | | |
| |
| | |
| Net cash applied to investing activities | |
| (88,189 | ) | |
| - | | |
| |
| (88,189 | ) |
| | |
| | | |
| | | |
| |
| | |
| FINANCING ACTIVITIES | |
| | | |
| | | |
| |
| | |
| Net cash applied to financing activities | |
| (50,425 | ) | |
| - | | |
| |
| (50,425 | ) |
| Net decrease in cash | |
| 55,894 | | |
| - | | |
| |
| 55,894 | |
| Exchange difference | |
| 1,116 | | |
| - | | |
| |
| 1,116 | |
| Cash and cash equivalents at the beginning of the year | |
| 900,168 | | |
| - | | |
| |
| 900,168 | |
| Cash and cash equivalents at the end of the year | |
| 957,178 | | |
| - | | |
| |
| 957,178 | |
| | |
| | | |
| | | |
| |
| | |
| NON-CASH TRANSACTIONS: | |
| | | |
| | | |
| |
| | |
| Capitalization of interests | |
| 1,244 | | |
| - | | |
| |
| 1,244 | |
| Acquisition of assets through finance leases | |
| 104 | | |
| - | | |
| |
| 104 | |
| Dividends declared to non-controlling interest | |
| 17,281 | | |
| - | | |
| |
| 17,281 | |
| Acquisition of right-of-use assets | |
| 7,988 | | |
| - | | |
| |
| 7,988 | |
| (a) | As discussed in Note 2.W, 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 Consolidated
Financial Statements
December 31, 2021 and 2022
3. Standards, amendments, and interpretation of international financial reporting standards
A. New amendments to IFRS mandatory as of January 1, 2022
The following standards and interpretations and
amendments to existing standards were issued with mandatory application for the accounting period beginning January 1, 2022, but were
not relevant and did not have a material impact on the Corporation’s operations:
| Effective date |
New standards or modifications |
| January 1, 2022 |
Amendments to IAS 37 - Onerous Contracts - Costs of Fulfilling a Contract |
| Annual Improvements to IFRS 2018-2020 (Amendments to IFRS 1, IAS 9, and IAS 41) |
| Amendments to IAS 16 - Property, Plant and Equipment - Revenue Before Expected Use |
| Amendments to IFRS 3 - Reference to the Conceptual Framework |
B. New IFRSs and interpretations issued after the date of presentation of the consolidated financial statements
At the date of authorization of these consolidated
financial statements, the Company has not applied the following new and revised Standards that have been issued but are not yet effective.
| Effective date |
New standards or modifications |
| January 1, 2023 |
Amendments to IAS 1 - Classification of Liabilities as Current or Non-Current |
| IFRS 17 Insurance Contracts and its amendments. |
| Amendments to IAS 1 and Practical Statement 2 “Making Judgments Related to Materiality” - Disclosures of Accounting Policies |
| Amendments to IAS 8 - Definition of Accounting Estimates |
| Amendments to IAS 12 - Deferred Taxes Relating to Assets and Liabilities Arising from a Single Transaction |
| Adoption optional/ effective date deferred indefinitely |
Amendments to IFRS 10 and IAS 28 - Sale or Contribution of Assets between an Investor and its Associate or Joint Venture |
These accounting pronouncements issued but not
yet effective are not expected to have a material impact on the Company’s consolidated financial statements.
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.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
A. Financial risk factors
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.
(a) Market risk
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.
(i) Currency risk
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, 2021 and 2022, 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
December 31, | |
| | |
2021 | | |
2022 | |
| | |
Buy | | |
Sale | | |
Buy | | |
Sale | |
| U.S. Dollars (a) | |
| 3.975 | | |
| 3.998 | | |
| 3.808 | | |
| 3.820 | |
| Chilean Peso (b) | |
| 0.004706 | | |
| 0.004733 | | |
| 0.004449 | | |
| 0.004463 | |
| Colombian Peso (c) | |
| 0.000998 | | |
| 0.001004 | | |
| 0.000792 | | |
| 0.000794 | |
| (a) | U.S. Dollar as published by the Superintendencia de Banca
y Seguros (hereinafter SBS). |
| (b) | Chilean peso as published by 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 Consolidated
Financial Statements
December 31, 2021 and 2022
The consolidated statement of financial position as of December 31,
includes the following balances:
| In thousands of US dollars | |
2021 | | |
2022 | |
| Assets | |
| | |
| |
| Cash and cash equivalents | |
| 119,627 | | |
| 58,280 | |
| Trade accounts receivable, net | |
| 92,016 | | |
| 124,593 | |
| Accounts receivable from related parties | |
| 219,209 | | |
| 276,048 | |
| Other accounts receivable | |
| 87,742 | | |
| 75,536 | |
| | |
| 518,594 | | |
| 534,457 | |
| Liabilities | |
| | | |
| | |
| Borrowings | |
| (101,975 | ) | |
| (215,076 | ) |
| Bonds | |
| (95,022 | ) | |
| (5,569 | ) |
| Trade accounts payable | |
| (123,128 | ) | |
| (119,104 | ) |
| Accounts payable to related parties | |
| (81,799 | ) | |
| (133,745 | ) |
| Other accounts payable | |
| (60,821 | ) | |
| (88,012 | ) |
| Other provisions | |
| (29,641 | ) | |
| (42,241 | ) |
| | |
| (492,386 | ) | |
| (603,747 | ) |
The Corporation assumes foreign exchange risk
because it does not use derivative financial instruments to mitigate exchange rate fluctuations.
For the periods ended December 31, 2021 and 2022,
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, (Note 26.A):
| In thousands of soles | |
2021 | | |
2022 | |
| Gain | |
| 383,199 | | |
| 449,864 | |
| Loss | |
| (430,410 | ) | |
| (450,133 | ) |
| | |
| (47,211 | ) | |
| (269 | ) |
If, as of December 31, 2022, the U.S. Dollars,
the Chilean peso, and the Colombian peso had been strengthened/weakened by 5% against the Peruvian Sol, the pre-tax profit or loss for
the year would have an impact equivalent to S/13 thousand (S/ 2.7 million in 2021). If, as of December 31, 2022, the U.S. Dollars,
the Chilean peso, and the Colombian peso had been strengthened/weakened by 10% against the Peruvian Sol, the pre-tax profit or loss for
the year would have an impact equivalent to S/27 thousand (S/ 4.7 million in 2021).
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):
| | |
2021 | | |
2022 | |
| | |
Assets | | |
Liabilities | | |
Assets | | |
Liabilities | |
Chilean Pesos | |
| 72,776,160 | | |
| 93,740,228 | | |
| 60,684,971 | | |
| 81,864,810 | |
Colombian Pesos | |
| 59,773,077 | | |
| 31,057,046 | | |
| 96,944,436 | | |
| 59,114,296 | |
The Corporation’s foreign currency translation
adjustment in 2022 was negative by S/20.9 million (negative by S/ 5 million in 2021).
(ii) Price risk
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.
If, as of December 31, 2022, the oil price had
increased/decreased by 5%, the pre-tax profit for the year would have increased/decreased by S/ 28.4 million and S/ 29.8 million (S/42.3
million and S/39.7 million in 2021). This analysis assumes that all other variables remain constant. If, as of December 31, 2022, the oil
price had increased/decreased by 10%, the pre-tax profit for the year would have increased/decreased by S/ 56.4 million and S/ 62 million
(S/88.9 million and S/78.6 million in 2021).
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
| (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 financial liabilities. 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.
The sensitivity to a reasonably possible change
in interest rates is shown below. With all other variables held constant, the Corporation’s income before income taxes would be affected
by the impact on variable rate borrowings. For the period ended December 31, 2022 and 2021 the impact on income before income taxes on
a 10% increase or decrease amounts to approximately S/2.5 million and S/2.6 million, respectively (S/2 million and S/2.1 million, respectively,
in 2021). The assumed movement in basis points related to the interest rate sensitivity analysis is based on the current market environment.
(b) Credit risks
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 2021 is represented by the sum of cash and cash equivalents (Note 9), trade accounts
receivable (Note 10), other accounts receivable (Note 12) and accounts receivable from related parties (Note 11).
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 the Corporate Finance Management and the
performance evaluation conducted by the Board of Directors (Note 11).
Management does not expect the Corporation to
incur any losses from the performance of these counterparties, except for the ones already recorded in the consolidated financial statements.
(c) Liquidity risk
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.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
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.
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.
As of December 31, 2022, the Company has significant
current payment obligations arising from the Collaboration and Benefits Agreement (Note 1.C) and the Bridge Loan (Note 17.A.i). For this
purpose, Management is developing a financial plan with the aim of covering the short-term part of these obligations.
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, 2021 | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Other financial liabilities
(except for finance leases and lease liability for right-of-use asset) | |
| 509,557 | | |
| 224,503 | | |
| 52,751 | | |
| 173,392 | | |
| 124,320 | | |
| 574,966 | |
| Finance leases | |
| 9,836 | | |
| 5,624 | | |
| 4,613 | | |
| 296 | | |
| - | | |
| 10,533 | |
| Lease liability for right-of-use asset | |
| 60,507 | | |
| 18,817 | | |
| 24,295 | | |
| 21,993 | | |
| 8,086 | | |
| 73,191 | |
| Bonds | |
| 1,260,922 | | |
| 137,852 | | |
| 206,476 | | |
| 837,931 | | |
| 792,037 | | |
| 1,974,296 | |
| Trade accounts payables (except non-financial
liabilities) | |
| 912,826 | | |
| 912,826 | | |
| - | | |
| - | | |
| - | | |
| 912,826 | |
| Accounts payables to related parties | |
| 101,716 | | |
| 51,004 | | |
| 50,712 | | |
| - | | |
| - | | |
| 101,716 | |
| Other accounts payables and other provisions (except non-financial liabilities) | |
| 842,198 | | |
| 323,070 | | |
| 22,941 | | |
| 109,383 | | |
| 422,666 | | |
| 878,060 | |
| | |
| 3,697,562 | | |
| 1,673,696 | | |
| 361,788 | | |
| 1,142,995 | | |
| 1,347,109 | | |
| 4,525,588 | |
| | |
| | |
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 | |
B. Capital management
The Corporation’s objective in managing
capital is to safeguard its ability to continue as going concern 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 hinder renegotiation of liabilities (Note 17.A). In special situations
and events, the Corporation identifies potential deviations, requirements and establishes a plan.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
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, 2021 and 2022, the leverage
ratio is as follows:
| In thousands of soles | |
Note | |
2021 | | |
2022 | |
| Total borrowing, bonds and civil compensation (*) | |
17 and 18 | |
| 2,326,903 | | |
| 2,238,699 | |
| Less: Cash and cash equivalents | |
9 | |
| (957,178 | ) | |
| (917,554 | ) |
| Net debt (a) | |
| |
| 1,369,725 | | |
| 1,321,145 | |
| Total equity (b) | |
| |
| 1,456,010 | | |
| 1,346,006 | |
| Total net debt plus equity (a) + (b) | |
| |
| 2,825,735 | | |
| 2,667,151 | |
| Gearing ratio | |
| |
| 0.48 | | |
| 0.50 | |
| (*) | The provision for civil compensation is included in other
provisions (Note 21). |
During the years ended December 31, 2021 and 2022,
there were no changes in the objectives, policies or processes related to capital management.
5. Use of Judgments and Estimates
The estimates and judgments used are continuously
evaluated and are based on historical experience and other factors, including the reasonable expectation of occurrence of future events
depending on the circumstances.
A. Significant accounting estimates and criteria
The Corporation makes estimates and assumptions
regarding the future. Resulting accounting estimates very rarely will be the same as the actual results. The following are the estimates
and assumptions that have significant risk as to produce a material adjustment to the balances of assets and liabilities for next periods.
i. Impairment testing of goodwill and other finite useful-life fixed assets and indefinite useful-life intangible assets
Impairment testing is undertaken annually to determine
if goodwill arising from business acquisitions and other useful-life indefinite intangible assets are impaired, in accordance with the
policy described in Note 2.G. For this purpose, goodwill is allocated to the different CGUs to which it relates while other indefinite
useful-life intangible assets are assessed individually.
The recoverable amounts of the CGU and of other
indefinite useful-life intangible assets have been determined based on the higher of their value-in-use or fair value less costs to sell.
This testing requires the exercise of Management’s professional judgment to analyze any potential indicators of impairment such
as the use of estimates in determining the value in use, including preparing future cash flows, macro-economic forecasts as well as defining
the interest rate at which said cash flows will be discounted.
If the Corporation experiences a significant drop
in revenues or a drastic increase in costs or changes in other factors, the fair value of their business units might decrease. If Management
determines that the factors reducing the fair value of the business units are permanent, those economic factors will be taken into consideration
to determine the recoverable amount of those business units and therefore, goodwill, as well as other indefinite useful-life intangible
assets may be deemed to be impaired, which could result in write-off being necessary.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
As a result of these evaluations, as of December
31, 2021 and 2022, no provision for goodwill impairment was identified (Note 16.A) and; as of December 31, 2022, the Corporation recognized
impairment of the Vial y Vives-DSD brands for S/2.5 million; however, no provision was identified for the Morelco brand. In 2021, no impairment
was identified for these brands (Note 16.B).
As of December 31, 2021 and 2022, the Corporation
conducted a sensitivity analysis increasing or decreasing the assumptions of gross margin, discount rate, and revenue and terminal growth
rate by 10% (this percentage corresponds to the relevant evaluation range for management). This analysis assumes that all other variables
remain constant.
Goodwill
In 2022, if the gross margin, discount rate, and
perpetual growth rate were 10% below or above management’s estimates, collectively and/or independently, the Corporation would not have
had to recognize a provision for impairment of goodwill of UGE Engineering and Construction (Morelco) because its fair value would have
increased or decreased by S/13.5 million.
In 2021, if the gross margin and discount rate
were 10% below or above management’s estimates, in the aggregate and/or independently, the Corporation would have had to recognize an
impairment provision for goodwill of UGE Ingeniería y construcción (Morelco) within the range of S/4.6 million and S/15
million.
Trademarks
In 2022, if the revenue growth rate, discount rate and perpetual growth
rate were 10% below or above management’s estimates, in the aggregate and/or independently, the Corporation would have had to recognize
an impairment provision for the Vial y Vives-DSD brands in the range of S/3.1 million and S/3.9 million, and for the Morelco brand, the
Corporation would not have had to recognize an impairment provision because its fair value would have increased or decreased in the range
of S/2.1 million and S/16.1 million.
In 2021, if the revenue growth rate, discount rate and perpetual growth
rate were 10% below or above management’s estimates, in the aggregate and/or independently, the Corporation would have had to recognize
an impairment provision for the Vial y Vives-DSD brand in the range of S/3 million and S/3.1 million; and for the Morelco brand, the Corporation
would not have had to recognize an impairment provision because its fair value would have increased or decreased in the range of S/10.2
million and S/11.4 million.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
ii. Taxation
Determination of the tax obligations and expenses
requires interpretations of the applicable tax legislation. The Corporation has professional advice on legal tax matters before making
any decision on tax matters.
Deferred tax assets and liabilities are calculated
based on the temporary differences arising between the taxable basis of assets and liabilities and the respective amounts stated in the
financial statements of each entity comprising the Corporation, using the tax rates in effect in each of the years in which the difference
is expected to reverse. Any change in tax rates will affect the deferred tax assets and liabilities. This change will be recognized in
the consolidated statement of profit or loss in the period in which the change takes effect.
Deferred tax assets are recognized only to the
extent that it is probable that future taxable profits will be available against which temporary differences and tax losses can be used.
For this purpose, the Corporation takes into consideration all available information, including factors such as historical data, projected
income, current operations, and tax planning strategies. A tax benefit related to a tax position is only recognized if the benefit will
be realized.
The income tax for the year includes Management’s
evaluation of the amount of taxes to be paid in uncertain tax positions, where the liabilities have not yet been agreed with the tax administration.
The Corporation’s possible maximum exposure to tax contingency amounts to S/ 310.98 million.
iii. Percentage of completion revenue recognition
Revenue from services based on construction contracts
are recognized by the percentage of completion method, according to the output method (Note 2.W.i). The Corporation needs to estimate
the cost to be obtained upon completion of the work. Projections of these costs are determined by Management based on their execution
budgets and adjusted periodically in order to use updated information to reflect actual performance in the work. In this regard, Management
believes that the estimates made at the end of the year are reasonable.
Contract revenues are recognized as such in the
consolidated statement of comprehensive income and the costs related to the construction contract are recognized as Costs of Construction
in the consolidated statement of comprehensive income in the accounting periods in which the project was executed. Costs directly related
to a specific contract include: labor costs at the construction site (including construction supervision), costs of materials used in
construction, depreciation costs of equipment used in the contract, design and technical assistance costs directly related to the contract,
among others (Note 2.X). However, any expected and likely cost overruns related to the contract over total expected income under the contract
is recognized as expense immediately. In addition, any change in the estimates under the contract is recognized as a change in accounting
estimates in the period in which the change is made and future periods, if applicable. In certain construction contracts, the terms of
these agreements allow to retain an amount to customers until construction is completed.
As of December 31, 2021 and 2022, a sensitivity
analysis was performed considering a 10% increase/decrease in the construction margins in the following sectors: i) buildings, ii) energy,
iii) industry, iv) infrastructure, v) mining, vi) oil & gas, vii) water and sewage, and viii) various services, as shown below:
| | |
2021 | | |
2022 | |
| Revenue | |
| 2,467,477 | | |
| 2,451,067 | |
| Gross profit | |
| 93,995 | | |
| (14,212 | ) |
| % | |
| 3.81 | | |
| 0.58 | |
| Plus 10% | |
| 4.19 | | |
| 0.64 | |
| Increase in profit (loss) before income tax | |
| 9,392 | | |
| (1,475 | ) |
| | |
| 103,387 | | |
| (15,687 | ) |
| Less 10% | |
| 3.43 | | |
| 0.52 | |
| Decrease in (loss) profit before income tax | |
| (9,392 | ) | |
| 1,475 | |
| | |
| 84,603 | | |
| (12,737 | ) |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
Provision for decommissioning and well closure
The provision for decommissioning and well closure
is an obligation established by law for all operators. Accordingly, it is more likely than not that an outflow of resources will be required
to settle the obligation and it is possible to reliably estimate its amount. The operator is responsible for this activity to the extent
that the wells have been worked during the contract period.
As of December 31, 2021 and 2022, the estimate
of the amount calculated by the Corporation is based on the following factors:
| - | Total number of wells to be plugged, |
| | |
| - | Well decommissioning and plugging costs (these costs are estimated on the basis of plug and abandonment
performed in previous periods and with quotations made for the Lot I abandonment plan), and |
| | |
| - | Costs for facility abandonment and remediation areas |
The Corporation estimates the present value of
its future obligation for decommissioning and well closure costs (well closure liability) and increases the carrying amount of the asset
to be retired in the future, which is shown in intangible assets item in the consolidated statement of financial position. The provision
is recognized at the present value of the expected disbursements in local and foreign currency to settle the obligation using the Peruvian
sovereign bond discount rate in local and foreign currency, respectively for 5, 15 and 30 years.
The pre-tax discount rates used for the calculation
of the present value in 2022 were 5.41% (US dollars) and 7.21% (soles) for Lot I; 5.29% (US dollars) and 6.96% (soles) for Lot V (in 2021
1.48% and 4.54% for Lot I and 1.13% and 4.01% for Lot V, respectively); and 6.57% (US dollars) and 8.22% (soles) for Lots III and IV,
based on the rate applicable to Peruvian sovereign bonds in soles and dollars between 3, 5 and 30 years respectively, in effect as of
December 2021 and 2022. The liability for the closure of wells and other oil premises is readjusted to reflect changes arising from the
passage of time and from reviews conducted either at the date of occurrence or the amount of the present value of the originally estimated
obligations (Note 21).
If, as of December 31, 2021 and 2022, the estimated rate had increased
or decreased by 10%, the impact on pre-tax profit would not have been significant. This analysis assumes that all other variables remain
constant:
| In thousands of soles | |
2021 | | |
2022 | |
| 10% | |
| 1,628 | | |
| 383 | |
| (10%) | |
| 1,812 | | |
| 409 | |
iv. Impairment of investment in associate and account receivable to Gasoducto Sur Peruano S.A.
As a consequence of the termination of the concession
agreement signed between Gasoducto Sur Peruano S.A. (hereinafter “GSP”) and the Peruvian State (Note 14.A), in 2019 the Company
impaired the full value of its investment in GSP.
Regarding trade accounts receivable, to GSP (Note
11 and Note 14), the Management has determined its recoverability under the following assumptions: (i) the amount that GSP will recover
as a result of a possible public auction y (ii) the liquidation of the company via the GSP Creditor´s meeting.
Accounts receivable related to GSP as of December
31, 2021 and 2022 amount to S/ 643.9 million and S/ 542.4 million, respectively (Note 11).
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
The calculation of the impairment estimate adheres
to a process of liquidation of GSP in accordance with Peruvian legislation, according to which the value of the asset to be recovered
is used first to cover the payments of liabilities in the different categories of creditors and the remainder, if it is the case, to cover
the payment to the shareholders, taking into account the existing subordination agreements.
In 2018, in relation to the amount to be recovered
by GSP, the Company assumed a recovery of the minimum amount established in the Concession Agreement, which is equivalent to 72.25% of
the Net Carrying Amount (NCA) of the Concession assets. This amount represented a minimum payment to be obtained by GSP based on a public
auction to be set up for the adequate transfer of the Concession’s assets to a new concessionaire, under the relevant contractual
terms and conditions.
Beginning 2019, the recovery of NCA estimated
by Management equals 50%, considering the agreements reached in the Final Collaboration and Benefits Agreement and a total term of eight
years has been considered, which included the formation of the Creditors’ Meeting, the approval of the settlement plan, the presentation
of the arbitration claim, as well as the entire arbitration process.
As of the date of this report, GSP is under liquidation.
AENZA S.A.A. has pointed as chairman of the Creditors’ Meeting. On April 11, 2023, the Creditors’ Meeting approved with 77% of the
votes, the Liquidation Agreement, which establishes the liquidator’s framework. Likewise, on April 12, 2023, the liquidator (Alva Legal
Asesoria Empresarial S.A.C.) has notarially requested the initiation of the Direct Treatment procedure with the Ministry of Energy and
Mines in accordance with the rules of the Concession Contract. The Company considers that the term of eight years for the recovery of
the investment is adequate, considering the possibility of an arbitration process and the time it will take to execute the award. See
assumptions and recognized values in Note 14.A.i. The Company’s management maintains the recovery estimate in 8 years, applying
a discount rate of 5.85% (recovery term of eigth years with a discount rate of 2.73% as of December 31, 2021). These estimates generated
during 2022 a present value effect of approximately S/72.2 million (S/32.8 million during 2021).
B. Significant judgments in applying accounting policies
Consolidation of entities in which the Corporation
holds less than 50%
The Corporation owns some direct and indirect
subsidiaries in which it has control, even having less than 50% of the voting rights. These entities are mainly related to indirect subsidiaries
in the real estate business owned through Viva Negocio Inmobiliario S.A.C., having control over relevant activities affecting the subsidiaries’
returns, even though the Corporation holds interest between 30% and 50%. Additionally, the Corporation has de facto control by
a contractual agreement with the majority investor over Promotora Larcomar S.A. of which it owns 46.55% of the equity interest.
Consolidation of entities in which the Corporation
does not have joint control but holds rights and obligations over the assets and liabilities
The Corporation assesses, on an ongoing basis,
the nature of the contracts signed with one or more parties. If the Corporation is not determined to have control or joint control but
has rights to the assets and obligations for the liabilities under the arrangement, the Corporation recognizes its assets, liabilities,
income and expenses and its interest in any jointly controlled assets or liabilities and any income or expenses arising from the arrangement
as a joint operation in accordance with IFRS 11 - Joint Arrangements (Note 2.B.v).
6. Interests in Other Entities
The consolidated financial statements include
the accounts of the Company and its subsidiaries. Additionally, the consolidated financial statements include interests in joint operations
in which the Company or certain subsidiaries have joint control with their partners (Note 2.B).
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
A. Main subsidiaries
The following table shows the main direct and
indirect subsidiaries classified by operating segment (Note 7):
| Name |
Country |
Economic activity |
| Engineering and Construction: |
|
|
| |
|
|
| Cumbra Peru S.A. |
Peru, Chile, and Colombia |
Service of civil construction, electromechanical assembly, and building, management and implementation of real estate projects, and other related services. |
| GyM Chile S.p.A. |
Chile |
Investment funds, investment companies, and similar financial entities. |
| Vial y Vives - DSD S.A. |
Chile |
Construction engineering projects, civil construction, and related technical advisory, rental of agriculture and livestock, forest, construction and civil engineering machinery and equipment without operators. |
| Morelco S.A.S. |
Colombia, Ecuador, and Peru |
Provision of construction and assembly services, supply of equipment and materials, operation and maintenance, and engineering services in the specialties of mechanics, instrumentation, and civil works. |
| Cumbra Ingenieria S.A. |
Peru, Mexico, and Bolivia |
Engineering advisory and consultancy, project execution, and project studies and supervision, and work management. |
| Energy: |
|
|
| Unna Energia S.A. |
Peru |
Oil and natural gas products and byproducts extraction, operation and exploitation services, as well as fuel storage and dispatch services. |
| Oiltanking Andina Services S.A. |
Peru |
Operation of the gas processing plant of Pisco - Camisea. |
| Transportadora de Gas Natural Comprimido Andino S.A.C. (TGNCA) |
Peru |
Trade of natural gas through a virtual system and compression service. |
| |
|
|
| Name |
Country |
Economic activity |
| |
|
|
| Infrastructure: |
|
|
| Unna Transporte S.A.C. |
Peru |
Operation and maintenance of highways and concessions. |
| Tren Urbano de Lima S.A. |
Peru |
Concession to operate the metro transportation system of Lima Metropolitana. |
| Carretera Andina del Sur S.A. |
Peru |
Concession to construct, operate, and maintain Section 1 of “Interoceanica Sur” highway. |
| Red Vial 5 S.A. |
Peru |
Concession to restore, operate, and maintain the “Ancon - Huacho - Pativilca” Section of “Panamericana Norte” Highway. |
| Carretera Sierra Piura S.A.C. |
Peru |
Concession to operate and maintain the Buenos Aires - Canchaque provincial highway. |
| Concesionaria Via Expresa Sur S.A. |
Peru |
Concession to design, construct, operate, and maintain Via Expresa - Paseo de la Republica in Lima. |
| Real estate: |
|
|
| Viva Negocio Inmobiliario S.A.C. |
Peru |
Development and management of real estate projects directly or jointly to other partners. |
| Parent company operation: |
|
|
| CAM Holding S.p.A. |
Chile |
Investment company. |
| Qualys S.A. |
Peru |
Provision of human, economic and technological services to the Corporation’s companies. |
| Promotores Asociados de Inmobiliarias S.A. |
Peru |
It operates in the real estate industry and is engaged in development and sale of offices. |
| Negocios del Gas S.A. |
Peru |
Investment company for construction, operation, and maintenance of natural gas and natural gas liquids transportation systems. |
| Inversiones en Autopistas S.A. |
Peru |
Company holding shares, interests, or other any ownership or credit investment. |
| Operadores de Infraestructura S.A.C. |
Peru |
Activities related to the leasing of advertising space and commercial premises on Line 1 of the Lima Metro. |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
The following table shows the Corporation’s subsidiaries and
related interest as of December 31, 2022:
| In percentage | |
Percentage of
common shares
directly held by
Parent
Company (%) | | |
Percentage of
common shares
held by
Subsidiaries (%) | | |
Percentage of
common shares
held by
the Group (%) | | |
Percentage of
common shares
held by
non-controlling
interest (%) | |
| Engineering and Construction: | |
| | |
| | |
| | |
| |
| Cumbra Peru S.A. | |
| 99.39 | % | |
| - | | |
| 99.39 | % | |
| 0.61 | % |
| - Morelco S.A.S. | |
| - | | |
| 100.00 | % | |
| 100.00 | % | |
| - | |
| - GyM Chile S.p.A. | |
| - | | |
| 100.00 | % | |
| 100.00 | % | |
| - | |
| - Vial y Vives - DSD S.A. | |
| - | | |
| 99.16 | % | |
| 99.16 | % | |
| 0.84 | % |
| - Cumbra Inversiones Colombia S.A.S. | |
| - | | |
| 100.00 | % | |
| 100.00 | % | |
| - | |
| Cumbra Ingenieria S.A. | |
| 89.41 | % | |
| - | | |
| 89.41 | % | |
| 10.59 | % |
| - Ecologia Tecnologia Ambiental S.A.C. | |
| - | | |
| 100.00 | % | |
| 100.00 | % | |
| - | |
| - GM Ingenieria y Construccion de CV | |
| - | | |
| 100.00 | % | |
| 100.00 | % | |
| - | |
| - GM Ingenieria Bolivia S.R.L. | |
| - | | |
| 98.57 | % | |
| 98.57 | % | |
| 1.43 | % |
| Energy: | |
| | | |
| | | |
| | | |
| | |
| Unna Energia S.A. | |
| 95.00 | % | |
| - | | |
| 95.00 | % | |
| 5.00 | % |
| - Oiltanking Andina Services S.A. | |
| - | | |
| 50.00 | % | |
| 50.00 | % | |
| 50.00 | % |
| - Transportadora de Gas Natural | |
| | | |
| | | |
| | | |
| | |
| Comprimido Andino S.A.C. | |
| - | | |
| 100.00 | % | |
| 100.00 | % | |
| - | |
| Infrastructure: | |
| | | |
| | | |
| | | |
| | |
| Unna Transporte S.A.C. | |
| 100.00 | % | |
| - | | |
| 100.00 | % | |
| - | |
| Tren Urbano de Lima S.A. | |
| 75.00 | % | |
| - | | |
| 75.00 | % | |
| 25.00 | % |
| Carretera Andina del Sur S.A.C | |
| 100.00 | % | |
| - | | |
| 100.00 | % | |
| - | |
| Red Vial 5 S.A. | |
| 18.20 | % | |
| 48.80 | % | |
| 67.00 | % | |
| 33.00 | % |
| Carretera Sierra Piura S.A.C. | |
| 99.96 | % | |
| 0.04 | % | |
| 100.00 | % | |
| - | |
| Concesionaria Via Expresa Sur S.A. | |
| 98.89 | % | |
| 0.02 | % | |
| 100.00 | % | |
| - | |
| Real Estate: | |
| | | |
| | | |
| | | |
| | |
| Viva Negocio Inmobiliario S.A.C. | |
| 99.54 | % | |
| 43.32 | % | |
| 99.54 | % | |
| 0.46 | % |
| Parent company operations: | |
| | | |
| | | |
| | | |
| | |
| Qualys S.A. | |
| 100.00 | % | |
| - | | |
| 100.00 | % | |
| - | |
| Promotora Larcomar S.A. | |
| 46.55 | % | |
| - | | |
| 46.55 | % | |
| 53.45 | % |
| Negocios del Gas S.A. | |
| 99.99 | % | |
| 0.01 | % | |
| 100.00 | % | |
| - | |
| Agenera S.A. | |
| 99.00 | % | |
| 1.00 | % | |
| 100.00 | % | |
| - | |
| Inversiones en Autopistas S.A. | |
| 1.00 | % | |
| 99.00 | % | |
| 100.00 | % | |
| - | |
| Cam Holding S.p.A. | |
| 100.00 | % | |
| - | | |
| 100.00 | % | |
| - | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
The following table shows the Corporation’s
subsidiaries and related interest as of December 31, 2021:
| In percentage | |
Percentage of
common shares
directly held by
Parent
Company (%) | | |
Percentage of
common shares
directly held by
Subsidiaries (%) | | |
Percentage of
common shares
directly held by
the Group (%) | | |
Percentage of
common shares
directly held by
non-controlling interest (%) | |
| Engineering and Construction: | |
| | |
| | |
| | |
| |
| Cumbra Peru S.A. | |
| 99.39 | % | |
| - | | |
| 99.39 | % | |
| 0.61 | % |
| - Morelco S.A.S. | |
| - | | |
| 100.00 | % | |
| 100.00 | % | |
| - | |
| - GyM Chile S.p.A. | |
| - | | |
| 100.00 | % | |
| 100.00 | % | |
| - | |
| - Vial y Vives - DSD S.A. | |
| - | | |
| 94.49 | % | |
| 94.49 | % | |
| 5.51 | % |
| - Cumbra Inversiones Colombia S.A.S. | |
| - | | |
| 100.00 | % | |
| 100.00 | % | |
| - | |
| Cumbra Ingenieria S.A. | |
| 89.41 | % | |
| - | | |
| 89.41 | % | |
| 10.59 | % |
| - Ecologia Tecnologia Ambiental S.A.C. | |
| - | | |
| 100.00 | % | |
| 100.00 | % | |
| - | |
| - GM Ingenieria y Construccion de CV | |
| - | | |
| 100.00 | % | |
| 100.00 | % | |
| - | |
| - GM Ingenieria Bolivia S.R.L. | |
| - | | |
| 100.00 | % | |
| 100.00 | % | |
| 1.43 | % |
| Energy: | |
| | | |
| | | |
| | | |
| | |
| Unna Energia S.A. | |
| 95.00 | % | |
| - | | |
| 95.00 | % | |
| 5.00 | % |
| - Oiltanking Andina Services S.A. | |
| - | | |
| 50.00 | % | |
| 50.00 | % | |
| 50.00 | % |
| - Transportadora de Gas Natural | |
| | | |
| | | |
| | | |
| | |
| Comprimido Andino S.A.C. | |
| - | | |
| 100.00 | % | |
| 100.00 | % | |
| - | |
| Infrastructure: | |
| | | |
| | | |
| | | |
| | |
| Unna Transporte S.A.C. | |
| 100.00 | % | |
| - | | |
| 100.00 | % | |
| - | |
| Tren Urbano de Lima S.A. | |
| 75.00 | % | |
| - | | |
| 75.00 | % | |
| 25.00 | % |
| Carretera Andina del Sur S.A.C | |
| 100.00 | % | |
| - | | |
| 100.00 | % | |
| - | |
| Red Vial 5 S.A. | |
| 18.20 | % | |
| 48.80 | % | |
| 67.00 | % | |
| 33.00 | % |
| Carretera Sierra Piura S.A.C. | |
| 99.96 | % | |
| 0.04 | % | |
| 100.00 | % | |
| - | |
| Concesionaria Via Expresa Sur S.A. | |
| 99.98 | % | |
| 0.02 | % | |
| 100.00 | % | |
| - | |
| Real Estate: | |
| | | |
| | | |
| | | |
| | |
| Viva Negocio Inmobiliario S.A.C. | |
| 56.22 | % | |
| 43.32 | % | |
| 99.54 | % | |
| 0.46 | % |
| Parent company operations: | |
| | | |
| | | |
| | | |
| | |
| Qualys S.A. | |
| 100.00 | % | |
| - | | |
| 100.00 | % | |
| - | |
| Promotora Larcomar S.A. | |
| 46.55 | % | |
| - | | |
| 46.55 | % | |
| 53.45 | % |
| Negocios del Gas S.A. | |
| 99.99 | % | |
| 0.01 | % | |
| 100.00 | % | |
| - | |
| Agenera S.A. | |
| 99.00 | % | |
| 1.00 | % | |
| 100.00 | % | |
| - | |
| Inversiones en Autopistas S.A. | |
| 1.00 | % | |
| 99.00 | % | |
| 100.00 | % | |
| - | |
| Cam Holding S.p.A. | |
| 100.00 | % | |
| - | | |
| 100.00 | % | |
| - | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
B. Public service concessions
The Corporation has public service concessions.
When applicable, the income attributable to the construction or restoration of infrastructure has been accounted for by applying the models
described in Note 2.E (financial asset model and intangible assets).
In all Corporation’s concessions, the infrastructure
returns to the Grantor at the end of the Agreement.
Find below the concessions held by the Corporation
as of December 31, 2021 and 2022:
| Name of Concessionaire |
Description |
Estimated investment |
Consideration |
Interest |
Concession termination |
Accounting model |
| Carretera Andina del Sur S.A. |
This company operates and maintains a highway of 750
km from San Juan de Marcona Port to Urcos, Peru, which is connected to the Interoceanica highway. The highway has five tolls and
three weigh stations. |
US$ 99 million |
Transaction secured by the Peruvian Government comprising
annual payments for highway maintenance and operation, under responsibility of the Ministry of Transportation and Communications
(MTC). |
100.00% |
2032 |
Financial asset |
| |
|
|
|
|
|
|
| Carretera Sierra Piura S.A.C. |
This company regularly operates and maintains a highway
of 78 km, which connects Buenos Aires and Canchaque towns in Peru. The highway has one toll. |
US$ 31 million |
Transaction secured by the Peruvian Government regardless
traffic volume. Revenue is secured by an estimated annual amount of US$ 1.4 million. |
100.00% |
2025 |
Financial asset |
| |
|
|
|
|
|
|
| Concesionaria La Chira S.A. |
Design, financing, construction, operation, and maintenance
of “Planta de Tratamiento de Aguas Residuales y Emisario Submarino La Chira” project. About 25% of sewage of Lima is
treated under this project. |
S/ 450 million |
Transaction secured by the Peruvian Government consisting
of monthly and quarterly payments settled by Sedapal´s collection trust. |
50.00% |
2036 |
Financial asset |
| |
|
|
|
|
|
|
| Tren Urbano de Lima S.A. |
Concession to operate the Electric Mass Transportation
System of Lima and Callao, Line 1 Villa El Salvador - Avenida Grau - San Juan de Lurigancho, the only railway system in Lima Metropolitana,
including (i) operation and maintenance of existing trains (24 trains as initial investment and 20 additional trains) and (ii) operation
and maintenance of the railway system (railway and infrastructure). |
S/ 566 million |
Transaction secured by the Peruvian Government through
a quarterly payment made by the MTC based on kilometers per train. |
75.00% |
2041 |
Financial asset |
| |
|
|
|
|
|
|
| Red Vial 5 S.A. |
Operation and maintenance of the highway connecting
Lima to the northwest of Peru. This highway, known as Red Vial, is 183 km long from Ancon to Pativilca and has three tolls. |
US$ 187 million |
Collected from users (self-funded concession; revenue
comes from toll collection). |
67.00% |
2028 |
Intangible |
| |
|
|
|
|
|
|
| Concesionaria Via Expresa Sur S.A. |
Concession to design, finance, construction, operation,
and maintenance of the infrastructure associated with the Via Expresa Sur project. This project comprises the second stage expansion
of Via Expresa – Paseo de la Republica, between Av. Republica de Panama and and Panamericana highway. |
- |
By virtue of this agreement, the users had to pay the
respective tolls and the Peruvian Government guaranteed to pay the amount to cover the deficit resulting from collection to users
and the annual limits established in such an agreement. On December 16, 2022, the Municipality of Lima and Concesionaria Via Expresa
Sur declared the expiration of the Concession Agreement. |
100.00% |
2053 |
Financial asset |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
C. Hydrocarbon and gas contracts
As of December 31, 2022, the subsidiary Unna Energia
S.A. has mainly three contracts signed with Perupetro S.A. In 2021, it had four contracts signed with Perupetro S.A. and one contract
signed with ENEL, as indicated below:
i. Service contract for exploration and exploitation of hydrocarbons (Lot V)
This contract was signed with Perupetro S.A. in
1993 for a period of twenty years. In March 2010 the Extension Agreement to the oil services contract was signed until October 2023. The
lot is located in the provinces of Talara and Contralmirante Villar, departments of Piura and Tumbes, Grau region, northeastern Peru.
As of December 31, 2022, the Company held a total of 95 wells of which 39 wells were active and 56 wells were inactive (as of December
31, 2021 it held 95 wells of which 40 wells were active and 55 wells were inactive).
ii. License agreement for the exploitation of hydrocarbons (Lot III)
Subscribed with Perupetro S.A. in March 2015 for
a period of thirty years for oil, and forty years for non-associated natural gas counted from April 5, 2015, the date corresponding to
the start of operations. The lot is located in the provinces of Talara and Paita, Grau region, northeastern Peru. As of December 31, 2022,
the Company held a total of 505 wells of which 172 wells were active and 333 wells were inactive (as of December 31, 2021 it held 498
wells of which 134 wells were active and 364 wells were inactive).
iii. License agreement for the exploitation of hydrocarbons (Lot IV)
Subscribed with Perupetro S.A. in March 2015 for
a period of thirty years for oil, and forty years for non-associated natural gas counted from April 5, 2015, the date corresponding to
the start of operations. The lot is located in the provinces of Talara and Contralmirante Villar, department of Piura and Tumbes, Grau
region, northeastern Peru. As of December 31, 2022, the Company had a total of 578 wells of which 361 wells were active and 217 wells
were inactive (as of December 31, 2021 it had 528 wells of which 337 wells were active and 191 wells were inactive).
iv. Service contract for exploration and exploitation of hydrocarbons (Lot I)
Contract terminated on December 26, 2021, signed
in 1991 by Cavelcas del Peru S.A. (CAVELCAS) and Perupetro S.A. for a period of twenty years. On July 31, 1995 CAVELCAS made the assignment
of the contractual position for 100% of the participation to the Company, the latter assuming the technical, economic and financial responsibility
of the operations. In March 2010 an extension agreement was signed for this contract until December 2021. To date, the Company is in the
process of obtaining the approval of the Abandonment Plan, in order to execute the activities under its responsibility due to the termination
of the Contract.
v. Contract for the operation of hydrocarbon supply terminals.
On July 16, 2014, Petroperu S.A. signed contracts
for the operation of the North and Central hydrocarbon supply terminals with the subsidiary Unna Energia S.A. and Oiltanking Peru S.A.C.,
for the provision of reception, storage and dispatch services for a term of twenty years from the date of signing the contracts, for which
the Terminales del Peru Consortium was formed, which began operating on September 2, 2014. Unna Energia S.A. is the operator and both
consortium members exercise joint control of the business and have a 50% shareholding.
D. Joint operations
As of December 31, 2021 and 2022, the Corporation
participates in 39 and 38 joint operations with third parties, respectively. The table below lists the main joint operations in which
the Corporation participates.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
| | |
Percentage of interest | |
| Joint operations | |
2021 | | |
2022 | |
| AENZA S.A.A. | |
| | |
| |
| - Concesionaria La Chira S.A. | |
| 50 | % | |
| 50 | % |
| Cumbra Peru S.A. | |
| | | |
| | |
| - Consorcio Huacho Pativilca | |
| 67 | % | |
| 67 | % |
| - Consorcio GyM – CONCIVILES | |
| 67 | % | |
| 67 | % |
| - Consorcio Chicama - Ascope | |
| 50 | % | |
| 50 | % |
| - Consorcio Constructor Alto Cayma | |
| 50 | % | |
| 50 | % |
| - Consorcio Ermitaño | |
| 50 | % | |
| 50 | % |
| - Consorcio GyM-Stracon | |
| 50 | % | |
| 50 | % |
| - Consorcio HV GyM | |
| 50 | % | |
| 50 | % |
| - Consorcio La Chira | |
| 50 | % | |
| 50 | % |
| - Consorcio Lima Actividades Comerciales Sur | |
| 50 | % | |
| 50 | % |
| - Consorcio Lima Actividades Sur | |
| 50 | % | |
| 50 | % |
| - Consorcio Rio Urubamba | |
| 50 | % | |
| 50 | % |
| - Consorcio Alto Cayma | |
| 49 | % | |
| 49 | % |
| - Consorcio La Gloria | |
| 49 | % | |
| 49 | % |
| - Consorcio Norte Pachacutec | |
| 49 | % | |
| 49 | % |
| - Consorcio Italo Peruano | |
| 48 | % | |
| 48 | % |
| - Consorcio Vial Quinua | |
| 46 | % | |
| 46 | % |
| - Consorcio Constructor Ductos del Sur | |
| 29 | % | |
| 29 | % |
| - Consorcio Constructor Chavimochic | |
| 27 | % | |
| 27 | % |
| - Consorcio Inti Punku | |
| 49 | % | |
| 49 | % |
| - Consorcio Pasco | |
| 1 | % | |
| 1 | % |
| Unna Energia S.A. | |
| | | |
| | |
| - Consorcio Terminales | |
| 50 | % | |
| 50 | % |
| - Terminales del Peru | |
| 50 | % | |
| 50 | % |
| Unna Transporte S.A.C. | |
| | | |
| | |
| - Consorcio Ancon-Pativilca | |
| - | | |
| - | |
| - Consorcio Peruano de Conservacion | |
| 50 | % | |
| 50 | % |
| - Consorcio Manperan | |
| 67 | % | |
| 67 | % |
| - Consorcio Vial Sierra | |
| 50 | % | |
| 50 | % |
| - Consorcio Vial Ayahuaylas | |
| 99 | % | |
| 99 | % |
| - Consorcio Vial ICAPAL | |
| - | | |
| - | |
| - Consorcio Vial Sullana | |
| 99 | % | |
| 99 | % |
| - Consorcio Vial del Sur | |
| 99 | % | |
| 99 | % |
| - Consorcio Obras Viales | |
| 99 | % | |
| - | |
| Cumbra Ingenieria S.A. | |
| | | |
| | |
| - Consorcio Vial la Concordia | |
| 88 | % | |
| 88 | % |
| - Consorcio GMI- Haskoningdhv | |
| 70 | % | |
| 70 | % |
| - Consorcio Supervisor Ilo | |
| 55 | % | |
| 55 | % |
| - Consorcio Poyry-GMI | |
| 40 | % | |
| 40 | % |
| - Consorcio Internacional Supervision Valle Sagrado | |
| 33 | % | |
| 33 | % |
| - Consorcio Ecotec - GMI - PIM | |
| 30 | % | |
| 30 | % |
| - Consorcio Ribereno Chinchaycamac | |
| 40 | % | |
| 40 | % |
| - Consorcio Supervisor GRH | |
| 83 | % | |
| 83 | % |
| - Consorcio Ecotec - GMI | |
| 20 | % | |
| 20 | % |
All joint agreements listed above are operated
in Peru.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
The main activities of the joint operations correspond
to:
| Joint agreements |
Economic activity |
| AENZA S.A.A. |
Construction, operation, and maintenance of the raw sewage treatment
plant of La Chira to the south of Lima. The purpose of the project is to face enviromental problems of Lima, due to raw sewage flowing
into the sea.
|
| Cumbra Peru S.A. |
Consortiums created only to come into construction contracts.
|
| Unna Energia S.A. |
Consorcio Terminales and Terminales del Peru provide services of reception,
storage, shipment, and transportation of liquid hydrocarbons such as gasoline, fuel for aircrafts, diesel and residual fuel, among others.
|
| Unna Transporte S.A.C. |
Services of refurbishment, routinary and regular maintenance of highways,
and highway preservation and conservation services.
|
| Cumbra Ingenieria S.A. |
Engineering advisory and consulting services, execution of studies
and projects, project management, and work supervision.
|
7. Operating Segments
Operating segments are reported consistently with
the internal reports that are reviewed by the Corporation’s chief decision-maker; that is, the Executive Committee, which is led
by the Corporate General Manager. This Committee acts as the maximum authority in operations decision making and is responsible for allocating
resources and assessing the performance of each operating segment.
The Corporation’s segments are assessed
by the activities of the following business units: (i) engineering and construction, (ii) energy, (iii) infrastructure, and (iv) real
estate.
As set forth under IFRS 8, reportable segments
based on the level of revenue are ‘engineering and construction’, ‘infraestructure’ and ‘energy´.
Income derived from operations abroad (Chile and
Colombia) represents 19.5% of the Corporation’s total income in 2022 (20.7% in 2021 including Chile and Colombia).
Inter-segmental sale transactions are made at
prices similar to those that would have been agreed to with non-related third parties. Revenues from external customers reported are measured
in a manner consistent with the basis of preparation of the statement of profit or loss. Sale of goods are related to real estate segment.
Revenues from services are related to other segments.
Corporation’s sales and accounts receivable
are not concentrated in a few customers. There are no external customers representing 10% or more of the Corporation’s revenue.
The Corporation has determined four reportable
segments. These operating segments are components of a company about which separate financial information is available that is regularly
evaluated by the Corporate Governance Board (“CODM”) in deciding how to allocate resources and assess performance.
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. |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
| (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. |
The Executive Committee uses adjusted EBITDA
(earnings before interest, tax, depreciation, and amortization) as the primary relevant indicator to understanding the operating performance
of the Corporation 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 net loss
as follows:
| In thousands of soles | |
2021 | | |
2022 | |
| Net loss | |
| (101,816 | ) | |
| (362,054 | ) |
| Financial income and expenses | |
| 209,495 | | |
| 141,020 | |
| Interests for present value of financial asset or liability | |
| 63,032 | | |
| 86,014 | |
| Income tax | |
| 41,443 | | |
| 131,346 | |
| Depreciation and amortization | |
| 205,307 | | |
| 177,023 | |
| Adjusted EBITDA | |
| 417,461 | | |
| 173,349 | |
| Adjustments to adjusted EBITDA for other items | |
| | | |
| | |
| Impairment of investments | |
| - | | |
| 14,525 | |
| Provisions: civil compensation and legal claims | |
| 30,457 | | |
| 256,198 | |
| Put option on Morelco S.A.S. acquisition | |
| (70,322 | ) | |
| - | |
| Adjusted EBITDA for other items | |
| 377,596 | | |
| 444,072 | |
The adjusted EBITDA with non recurring items per
segment is as follows:
| In thousands of soles | |
2021 | | |
2022 | |
| Engineering and construction | |
| 47,295 | | |
| (72,335 | ) |
| Energy | |
| 173,664 | | |
| 184,199 | |
| Infrastructure | |
| 197,066 | | |
| 262,626 | |
| Real estate | |
| 36,912 | | |
| 137,671 | |
| Parent company operations | |
| (34,450 | ) | |
| 10,550 | |
| Intercompany eliminations | |
| (42,891 | ) | |
| (78,639 | ) |
| | |
| 377,596 | | |
| 444,072 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
The following table shows the Corporation’s financial statements
by operating segments:
Operating segments financial
position
Segment reporting
| | |
Engineering | | |
| | |
Infrastructure | | |
| | |
Parent | | |
| | |
| |
| In thousands of soles | |
and
construction | | |
Energy | | |
Toll
roads | | |
Transportation | | |
Water
treatment | | |
Real estate | | |
Company
operations | | |
Eliminations | | |
Consolidated | |
| As of December 31, 2021 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Assets.- | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Cash and cash equivalent | |
| 303,925 | | |
| 121,873 | | |
| 114,100 | | |
| 182,607 | | |
| 7,499 | | |
| 109,828 | | |
| 117,346 | | |
| - | | |
| 957,178 | |
| Trade accounts receivables, net | |
| 610,651 | | |
| 67,662 | | |
| 38,418 | | |
| 106,856 | | |
| 1,003 | | |
| 9,958 | | |
| 84 | | |
| - | | |
| 834,632 | |
| Accounts receivable from related parties | |
| 95,390 | | |
| 121 | | |
| 48,012 | | |
| 4,309 | | |
| - | | |
| 3,166 | | |
| 52,644 | | |
| (182,825 | ) | |
| 20,817 | |
| Other accounts receivable | |
| 390,133 | | |
| 31,092 | | |
| 30,057 | | |
| 18,734 | | |
| 960 | | |
| 3,783 | | |
| 12,297 | | |
| 2 | | |
| 487,058 | |
| Inventories, net | |
| 48,192 | | |
| 35,489 | | |
| 7,662 | | |
| 31,949 | | |
| 13 | | |
| 366,650 | | |
| - | | |
| (1,629 | ) | |
| 488,326 | |
| Prepaid expenses | |
| 15,838 | | |
| 3,575 | | |
| 6,531 | | |
| 344 | | |
| 52 | | |
| - | | |
| 5,802 | | |
| - | | |
| 32,142 | |
| Total current assets | |
| 1,464,129 | | |
| 259,812 | | |
| 244,780 | | |
| 344,799 | | |
| 9,527 | | |
| 493,385 | | |
| 188,173 | | |
| (184,452 | ) | |
| 2,820,153 | |
| Long-term trade accounts receivable, net | |
| 851 | | |
| - | | |
| 15,654 | | |
| 666,801 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 683,306 | |
| Long-term accounts receivable from related parties | |
| 335,150 | | |
| - | | |
| 19,700 | | |
| 42 | | |
| 11,536 | | |
| - | | |
| 584,596 | | |
| (307,127 | ) | |
| 643,897 | |
| Prepaid expenses | |
| - | | |
| 981 | | |
| 20,558 | | |
| 1,894 | | |
| 684 | | |
| - | | |
| - | | |
| (510 | ) | |
| 23,607 | |
| Other long-term accounts receivable | |
| 10,448 | | |
| 86,815 | | |
| - | | |
| - | | |
| 7,346 | | |
| 57,243 | | |
| 39,508 | | |
| - | | |
| 201,360 | |
| Investments in associates and joint ventures | |
| 108,038 | | |
| 8,951 | | |
| - | | |
| - | | |
| - | | |
| 5,443 | | |
| 1,447,556 | | |
| (1,538,815 | ) | |
| 31,173 | |
| Investment property, net | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 22,416 | | |
| 42,558 | | |
| (1,963 | ) | |
| 63,011 | |
| Property, plant and equipment, net | |
| 142,228 | | |
| 153,456 | | |
| 7,056 | | |
| 749 | | |
| 181 | | |
| 6,845 | | |
| 1,653 | | |
| (8,998 | ) | |
| 303,170 | |
| Intangible assets and goodwill, net | |
| 142,499 | | |
| 257,580 | | |
| 322,625 | | |
| 351 | | |
| - | | |
| 733 | | |
| 14,575 | | |
| 5,028 | | |
| 743,391 | |
| Right-of-use assets, net | |
| 3,825 | | |
| 3,890 | | |
| 5,308 | | |
| 61 | | |
| 17 | | |
| 1,888 | | |
| 40,789 | | |
| (8,061 | ) | |
| 47,717 | |
| Deferred income tax asset | |
| 180,586 | | |
| 4,717 | | |
| 21,304 | | |
| - | | |
| 644 | | |
| 16,960 | | |
| 47,038 | | |
| 5,097 | | |
| 276,346 | |
| Total non-current assets | |
| 923,625 | | |
| 516,390 | | |
| 412,205 | | |
| 669,898 | | |
| 20,408 | | |
| 111,528 | | |
| 2,218,273 | | |
| (1,855,349 | ) | |
| 3,016,978 | |
| Total assets | |
| 2,387,754 | | |
| 776,202 | | |
| 656,985 | | |
| 1,014,697 | | |
| 29,935 | | |
| 604,913 | | |
| 2,406,446 | | |
| (2,039,801 | ) | |
| 5,837,131 | |
| Liabilities.- | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Borrowings | |
| 136,512 | | |
| 27,046 | | |
| 3,687 | | |
| 45 | | |
| 18 | | |
| 69,065 | | |
| 13,573 | | |
| (8,606 | ) | |
| 241,340 | |
| Bonds | |
| 4,896 | | |
| - | | |
| 36,637 | | |
| 24,496 | | |
| - | | |
| - | | |
| 3,809 | | |
| - | | |
| 69,838 | |
| Trade accounts payable | |
| 699,851 | | |
| 67,686 | | |
| 44,210 | | |
| 30,637 | | |
| 464 | | |
| 30,401 | | |
| 38,894 | | |
| 683 | | |
| 912,826 | |
| Accounts payable to related parties | |
| 130,848 | | |
| 1,079 | | |
| 47,340 | | |
| 42,185 | | |
| 19 | | |
| 19,155 | | |
| 13,623 | | |
| (203,245 | ) | |
| 51,004 | |
| Current income tax | |
| 59,407 | | |
| 15,748 | | |
| 17,922 | | |
| - | | |
| 347 | | |
| 1,058 | | |
| 476 | | |
| - | | |
| 94,958 | |
| Other accounts payable | |
| 560,920 | | |
| 23,116 | | |
| 38,198 | | |
| 9,104 | | |
| 791 | | |
| 91,342 | | |
| 31,510 | | |
| - | | |
| 754,981 | |
| Provisions | |
| 71,301 | | |
| 25,498 | | |
| 4,158 | | |
| - | | |
| - | | |
| 560 | | |
| 54,028 | | |
| - | | |
| 155,545 | |
| Total current liabilities | |
| 1,663,735 | | |
| 160,173 | | |
| 192,152 | | |
| 106,467 | | |
| 1,639 | | |
| 211,581 | | |
| 155,913 | | |
| (211,168 | ) | |
| 2,280,492 | |
| Borrowings | |
| 5,382 | | |
| 121,693 | | |
| 1,721 | | |
| 15 | | |
| - | | |
| 5,315 | | |
| 205,244 | | |
| (810 | ) | |
| 338,560 | |
| Long-term bonds | |
| 21,386 | | |
| - | | |
| 215,296 | | |
| 602,201 | | |
| - | | |
| - | | |
| 352,201 | | |
| - | | |
| 1,191,084 | |
| Other long-term accounts payable | |
| 54,026 | | |
| - | | |
| 8,163 | | |
| 219 | | |
| 2,862 | | |
| 24,427 | | |
| 2,672 | | |
| - | | |
| 92,369 | |
| Long-term accounts payable to related parties | |
| 25,957 | | |
| - | | |
| 1,006 | | |
| 88,213 | | |
| 24,671 | | |
| - | | |
| 197,844 | | |
| (286,979 | ) | |
| 50,712 | |
| Provisions | |
| 56,362 | | |
| 55,279 | | |
| 33,188 | | |
| 3,039 | | |
| - | | |
| - | | |
| 181,629 | | |
| - | | |
| 329,497 | |
| Deferred income tax liability | |
| 19,705 | | |
| 31,187 | | |
| - | | |
| 47,515 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 98,407 | |
| Total non-current liabilities | |
| 182,818 | | |
| 208,159 | | |
| 259,374 | | |
| 741,202 | | |
| 27,533 | | |
| 29,742 | | |
| 939,590 | | |
| (287,789 | ) | |
| 2,100,629 | |
| Total liabilities | |
| 1,846,553 | | |
| 368,332 | | |
| 451,526 | | |
| 847,669 | | |
| 29,172 | | |
| 241,323 | | |
| 1,095,503 | | |
| (498,957 | ) | |
| 4,381,121 | |
| Equity attributable to controlling interest in the Company | |
| 528,033 | | |
| 378,653 | | |
| 149,904 | | |
| 125,271 | | |
| 763 | | |
| 139,728 | | |
| 1,308,104 | | |
| (1,427,411 | ) | |
| 1,203,045 | |
| Non-controlling interest | |
| 13,168 | | |
| 29,217 | | |
| 55,555 | | |
| 41,757 | | |
| - | | |
| 223,862 | | |
| 2,839 | | |
| (113,433 | ) | |
| 252,965 | |
| Total liabilities and equity | |
| 2,387,754 | | |
| 776,202 | | |
| 656,985 | | |
| 1,014,697 | | |
| 29,935 | | |
| 604,913 | | |
| 2,406,446 | | |
| (2,039,801 | ) | |
| 5,837,131 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
| | |
Engineering | | |
| | |
Infrastructure | | |
| | |
Parent | | |
| | |
| |
| In thousands of soles | |
and
construction | | |
Energy | | |
Toll roads | | |
Transportation | | |
Water
treatment | | |
Real estate | | |
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 and goodwill, 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 Consolidated
Financial Statements
December 31, 2021 and 2022
| | |
Engineering | | |
| | |
Infrastructure | | |
| | |
Parent | | |
| | |
| |
| In thousands of soles | |
and
construction | | |
Energy | | |
Toll roads | | |
Transportation | | |
Water
treatment | | |
Real estate | | |
Company
operations | | |
Eliminations | | |
Consolidated | |
| For the year ended December 31, 2021 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Revenue | |
| 2,753,987 | | |
| 541,859 | | |
| 515,382 | | |
| 348,915 | | |
| 3,650 | | |
| 239,391 | | |
| 67,202 | | |
| (328,988 | ) | |
| 4,141,398 | |
| Gross profit (loss) | |
| 139,035 | | |
| 110,078 | | |
| 81,964 | | |
| 81,993 | | |
| 1,322 | | |
| 42,025 | | |
| 3,372 | | |
| (46,674 | ) | |
| 413,115 | |
| Administrative expenses | |
| (125,094 | ) | |
| (14,575 | ) | |
| (14,460 | ) | |
| (14,267 | ) | |
| (449 | ) | |
| (14,911 | ) | |
| (46,193 | ) | |
| 50,336 | | |
| (179,613 | ) |
| Other income and expenses, net | |
| 40,301 | | |
| (4,400 | ) | |
| (3,683 | ) | |
| 1,537 | | |
| 4 | | |
| 1,337 | | |
| (38,705 | ) | |
| (868 | ) | |
| (4,477 | ) |
| Operating profit (loss) | |
| 54,242 | | |
| 91,103 | | |
| 63,821 | | |
| 69,263 | | |
| 877 | | |
| 28,451 | | |
| (81,526 | ) | |
| 2,794 | | |
| 229,025 | |
| Financial expenses | |
| (118,725 | ) | |
| (13,436 | ) | |
| (27,568 | ) | |
| (8,298 | ) | |
| (124 | ) | |
| (11,927 | ) | |
| (46,265 | ) | |
| 29,928 | | |
| (196,415 | ) |
| Financial income | |
| 1,278 | | |
| 298 | | |
| 2,544 | | |
| 520 | | |
| 510 | | |
| 470 | | |
| 40,740 | | |
| (43,714 | ) | |
| 2,646 | |
| (Loss) gain on present value of financial asset or financial liability | |
| (2,395 | ) | |
| (533 | ) | |
| (1,874 | ) | |
| - | | |
| - | | |
| 1,779 | | |
| (72,411 | ) | |
| 12,402 | | |
| (63,032 | ) |
| Share of profit or loss in
associates and joint ventures | |
| (1,794 | ) | |
| 2,833 | | |
| - | | |
| - | | |
| - | | |
| 831 | | |
| 35,686 | | |
| (38,417 | ) | |
| (861 | ) |
| (Loss) profit before income tax | |
| (67,394 | ) | |
| 80,265 | | |
| 36,923 | | |
| 61,485 | | |
| 1,263 | | |
| 19,604 | | |
| (123,776 | ) | |
| (37,007 | ) | |
| (28,637 | ) |
| Income tax | |
| (14,140 | ) | |
| (22,469 | ) | |
| (10,012 | ) | |
| (19,382 | ) | |
| (500 | ) | |
| (6,644 | ) | |
| 26,808 | | |
| (66 | ) | |
| (46,405 | ) |
| (Loss) profit from continuing operations | |
| (81,534 | ) | |
| 57,796 | | |
| 26,911 | | |
| 42,103 | | |
| 763 | | |
| 12,960 | | |
| (96,968 | ) | |
| (37,073 | ) | |
| (75,042 | ) |
| Loss from discontinuing operations | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (26,716 | ) | |
| (58 | ) | |
| (26,774 | ) |
| (Loss) profit for the year | |
| (81,534 | ) | |
| 57,796 | | |
| 26,911 | | |
| 42,103 | | |
| 763 | | |
| 12,960 | | |
| (123,684 | ) | |
| (37,131 | ) | |
| (101,816 | ) |
| (Loss) profit from attributable to: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Owners of the Company | |
| (82,160 | ) | |
| 51,294 | | |
| 15,946 | | |
| 31,577 | | |
| 763 | | |
| 794 | | |
| (123,637 | ) | |
| (36,347 | ) | |
| (141,770 | ) |
| Non-controlling interest | |
| 626 | | |
| 6,502 | | |
| 10,965 | | |
| 10,526 | | |
| - | | |
| 12,166 | | |
| (47 | ) | |
| (784 | ) | |
| 39,954 | |
| | |
| (81,534 | ) | |
| 57,796 | | |
| 26,911 | | |
| 42,103 | | |
| 763 | | |
| 12,960 | | |
| (123,684 | ) | |
| (37,131 | ) | |
| (101,816 | ) |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
| | |
Engineering | | |
| | |
Infrastructure | | |
| | |
Parent | | |
| | |
| |
| In thousands of soles | |
and
construction | | |
Energy | | |
Toll roads | | |
Transportation | | |
Water
treatment | | |
Real estate | | |
Company
operations | | |
Eliminations | | |
Consolidated | |
| For the year ended December 31, 2022 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Revenue | |
| 2,679,198 | | |
| 633,792 | | |
| 614,525 | | |
| 388,811 | | |
| 4,412 | | |
| 367,276 | | |
| 68,091 | | |
| (350,981 | ) | |
| 4,405,124 | |
| Gross profit (loss) | |
| (23,293 | ) | |
| 118,934 | | |
| 105,400 | | |
| 119,729 | | |
| 4,644 | | |
| 151,797 | | |
| 11,702 | | |
| (41,282 | ) | |
| 447,631 | |
| Administrative expenses | |
| (126,844 | ) | |
| (13,942 | ) | |
| (12,861 | ) | |
| (10,806 | ) | |
| (947 | ) | |
| (15,932 | ) | |
| (35,543 | ) | |
| 54,277 | | |
| (162,598 | ) |
| Other income and expenses, net | |
| 79,114 | | |
| 639 | | |
| 25,291 | | |
| (3,042 | ) | |
| - | | |
| (5,014 | ) | |
| (332,399 | ) | |
| (55,203 | ) | |
| (290,614 | ) |
| Operating profit (loss) | |
| (71,023 | ) | |
| 105,631 | | |
| 117,830 | | |
| 105,881 | | |
| 3,697 | | |
| 130,851 | | |
| (356,240 | ) | |
| (42,208 | ) | |
| (5,581 | ) |
| Financial expenses | |
| (70,040 | ) | |
| (17,704 | ) | |
| (26,655 | ) | |
| (7,235 | ) | |
| (1,691 | ) | |
| (9,407 | ) | |
| (65,285 | ) | |
| 41,543 | | |
| (156,474 | ) |
| Financial income | |
| 2,010 | | |
| 1,692 | | |
| 2,119 | | |
| 2,440 | | |
| 223 | | |
| 1,086 | | |
| 52,271 | | |
| (46,387 | ) | |
| 15,454 | |
(Loss) gain on present value of financial asset or financial
liability | |
| (6,196 | ) | |
| 2,078 | | |
| (267 | ) | |
| - | | |
| - | | |
| 2,616 | | |
| (84,245 | ) | |
| - | | |
| (86,014 | ) |
| Share of profit or loss in
associates and joint ventures | |
| 13,511 | | |
| 3,098 | | |
| - | | |
| - | | |
| - | | |
| 626 | | |
| 14,338 | | |
| (29,666 | ) | |
| 1,907 | |
| (Loss) profit before income tax | |
| (131,738 | ) | |
| 94,795 | | |
| 93,027 | | |
| 101,086 | | |
| 2,229 | | |
| 125,772 | | |
| (439,161 | ) | |
| (76,718 | ) | |
| (230,708 | ) |
| Income tax | |
| (15,755 | ) | |
| (30,905 | ) | |
| (19,587 | ) | |
| (31,836 | ) | |
| (746 | ) | |
| (42,885 | ) | |
| 10,397 | | |
| (29 | ) | |
| (131,346 | ) |
| (Loss) profit from continuing operations | |
| (147,493 | ) | |
| 63,890 | | |
| 73,440 | | |
| 69,250 | | |
| 1,483 | | |
| 82,887 | | |
| (428,764 | ) | |
| (76,747 | ) | |
| (362,054 | ) |
| (Loss) profit for the year | |
| (147,493 | ) | |
| 63,890 | | |
| 73,440 | | |
| 69,250 | | |
| 1,483 | | |
| 82,887 | | |
| (428,764 | ) | |
| (76,747 | ) | |
| (362,054 | ) |
| (Loss) profit from attributable to: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Owners of the Company | |
| (145,695 | ) | |
| 56,800 | | |
| 59,262 | | |
| 51,937 | | |
| 1,483 | | |
| 31,094 | | |
| (428,905 | ) | |
| (77,127 | ) | |
| (451,151 | ) |
| Non-controlling interest | |
| (1,798 | ) | |
| 7,090 | | |
| 14,178 | | |
| 17,313 | | |
| - | | |
| 51,793 | | |
| 141 | | |
| 380 | | |
| 89,097 | |
| | |
| (147,493 | ) | |
| 63,890 | | |
| 73,440 | | |
| 69,250 | | |
| 1,483 | | |
| 82,887 | | |
| (428,764 | ) | |
| (76,747 | ) | |
| (362,054 | ) |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
Segments by geographical areas:
| In thousands of soles | |
2021 | | |
2022 | |
| Revenues: | |
| | |
| |
| - Peru | |
| 3,284,674 | | |
| 3,544,465 | |
| - Chile | |
| 750,565 | | |
| 708,996 | |
| - Colombia | |
| 106,160 | | |
| 151,663 | |
| | |
| 4,141,398 | | |
| 4,405,124 | |
| Non-current assets: | |
| | | |
| | |
| - Peru | |
| 2,752,560 | | |
| 2,911,954 | |
| - Chile | |
| 165,652 | | |
| 151,328 | |
| - Colombia | |
| 98,766 | | |
| 66,041 | |
| | |
| 3,016,978 | | |
| 3,129,323 | |
8. Financial Instruments
A. Financial instruments by category
Financial assets related to concession agreements
are shown in the consolidated statement of financial position as ’short-term trade accounts receivable’ and ‘long-term
trade accounts receivable’.
As of December 31, the classification of financial
assets and liabilities by category is as follows:
| In thousands of soles | |
2021 | | |
2022 | |
| Financial assets according to the consolidated statement of financial position | |
| | |
| |
| Loans and accounts receivable at amortized cost: | |
| | |
| |
| - Cash and cash equivalents | |
| 957,178 | | |
| 917,554 | |
| - Trade accounts receivable and other accounts receivable (excluding non-financial assets) | |
| 1,258,265 | | |
| 1,452,606 | |
| - Financial assets related to concession agreements (ii) | |
| 814,293 | | |
| 861,190 | |
| - Accounts receivable from related parties | |
| 664,714 | | |
| 570,137 | |
| | |
| 3,694,450 | | |
| 3,801,487 | |
| In thousands of soles | |
2021 | | |
2022 | |
| Financial liabilities according to the consolidated statement of financial position | |
| | |
| |
| Other financial liabilities at amortized cost: | |
| | |
| |
| - Bank loans and other financial entities | |
| 509,557 | | |
| 819,973 | |
| - Finance leases | |
| 9,836 | | |
| 835 | |
| - Lease liability for right-of-use asset | |
| 60,507 | | |
| 59,085 | |
| - Bonds | |
| 1,260,922 | | |
| 869,913 | |
| - Trade and other accounts payable (excluding non-financial liabilities) (iii) | |
| 1,178,830 | | |
| 1,207,739 | |
| - Accounts payable to related parties | |
| 101,716 | | |
| 80,781 | |
| | |
| 3,121,368 | | |
| 3,038,326 | |
| Other financial liabilities: | |
| | | |
| | |
| - Other provisions (iv) | |
| 576,194 | | |
| 541,345 | |
| (i) | The following non-financial assets are excluded: advances to suppliers for S/53.7 million and tax receivable
for S/141.9 million (S/31.4 million and S/133.4 million, respectively, as of December 31, 2021). |
| | |
| (ii) | It’s included in the trade accounts receivable item. |
| | |
| (iii) | The following non-financial liabilities are excluded: advances received from customers for S/365.7 million,
taxes payable for S/165.8 million, Salaries and other personnel payable for S/99.2 million and others for S/6.2 million (S/322.7 million,
S/124 million, S/126.5 million and S/8.2 million, respectively, as of December 31, 2021). |
| | |
| (iv) | Includes civil compensation to Peruvian Government S/488.9 million and administrative process INDECOPI
for S/52.4 million (S/486.1 million and S/55 million, respectively, as of December 31, 2021; additionally, shareholder class action lawsuits
in the Eastern District Court of New York for S/35.1 million). |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
B. Credit quality of financial assets
The credit quality of financial assets that are
neither past due nor impaired can be assessed with reference to external risk ratings, if any, or based on historical information on
the default rates of their counterparties (Note 4.A.(b)).
As of December 31, the credit quality of financial
assets is shown below:
| In thousands of soles | |
2021 | | |
2022 | |
| Cash and cash equivalents (*) | |
| | |
| |
| Banco de Credito del Peru (A+) | |
| 492,076 | | |
| 363,283 | |
| Banco Interbank (A) | |
| 77,497 | | |
| 231,174 | |
| Banco Continental (A+) | |
| 109,343 | | |
| 97,422 | |
| Banco Scotiabank (A+) | |
| 83,192 | | |
| 79,408 | |
| Citibank (A+) | |
| 110,232 | | |
| 60,858 | |
| Banco Santander - Chile (AAA) | |
| 32,835 | | |
| 42,823 | |
| Banco de la Nacion (A) | |
| 22,626 | | |
| 28,566 | |
| Banco Bogota (AAA) | |
| 13,950 | | |
| 3,555 | |
| Banco Santander - Peru (A+) | |
| 2,878 | | |
| 2,563 | |
| Banco Scotiabank - Chile (A+) | |
| 1,566 | | |
| 1,984 | |
| Banco Interamericano de Finanzas (A) | |
| 2,114 | | |
| 731 | |
| Banco Pichincha (A-) | |
| 2,045 | | |
| 92 | |
| Other | |
| 3,666 | | |
| 1,413 | |
| | |
| 954,020 | | |
| 913,872 | |
| (*) | The difference between the balances shown and the balances
of the consolidated statement of financial position correspond to cash and remittances in transit (Note 9). |
For banks in Peru, these risk ratings are obtained
from the risk rating agencies authorized by the SBS. For banks in Chile, ratings are obtained from the risk rating agencies authorized
by the Comision para el Mercado Financiero – CMF (Financial Market Commission) of Chile (Fitch Chile Clasificadora de Riesgo Ltda.
And ICR International Credit Rating Cia Clasificadora de Riesgo Ltda.). For banks in Colombia, ratings are obtained from the following
financial institutions: Fitch Ratings, Value and Risk Rating S.A., BRC Standard and Poor’s Rating, and Technical I of BRC Investor
Services S.A. SCV.
The credit quality of customers is assessed in
three categories (internal classification):
| A: | new customers/related parties (less than six months); |
| | | |
| B: | existing customers/related parties (with more than six months of trade relationship) with no previous
default history; and |
| | | |
| C: | existing customers/related parties (with more than six months of trade relationship) with previous default
history. |
| In thousands of soles | |
Note | |
2021 | | |
2022 | |
| Trade accounts receivable | |
10 | |
| | | |
| | |
| Counterparties with no external risk rating | |
| |
| | | |
| | |
| A | |
| |
| 28,156 | | |
| 162,555 | |
| B | |
| |
| 1,478,789 | | |
| 1,635,926 | |
| C | |
| |
| 10,993 | | |
| 3,970 | |
| | |
| |
| 1,517,938 | | |
| 1,802,451 | |
| Receivable from related parties and joint operators | |
11 | |
| | | |
| | |
| B (*) | |
| |
| 20,817 | | |
| 18,760 | |
| C | |
| |
| - | | |
| 8,985 | |
| | |
| |
| 20,817 | | |
| 27,745 | |
| (*) | The
account receivable from related parties does not include the balance receivable from Gasoducto Sur Peruano S.A. |
The total balance of trade accounts receivable and accounts receivable
from related parties is subject to the terms and conditions of the respective contract. They have not been renegotiated.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
9. Cash and Cash Equivalents
As of December 31, this caption comprises comprises:
| In thousands of soles | |
2021 | | |
2022 | |
| Cash on hand | |
| 936 | | |
| 727 | |
| Remittances in-transit | |
| 2,222 | | |
| 2,955 | |
| Bank accounts | |
| | | |
| | |
| Current accounts | |
| 142,029 | | |
| 363,130 | |
| Banco de la Nacion | |
| 19,847 | | |
| 19,280 | |
| Time deposits (a) | |
| 205,302 | | |
| 114,994 | |
| Savings deposits and mutual funds | |
| 62 | | |
| 4 | |
| | |
| 367,240 | | |
| 497,408 | |
| Trust account - Specific use funds | |
| | | |
| | |
| Operational funds | |
| 261,001 | | |
| 229,165 | |
| Consortium funds | |
| 78,589 | | |
| 114,050 | |
| Reserve funds (b) | |
| 163,939 | | |
| 71,966 | |
| Guarantee funds | |
| 83,251 | | |
| 1,283 | |
| | |
| 586,780 | | |
| 416,464 | |
| Total Cash and Cash equivalents | |
| 957,178 | | |
| 917,554 | |
Current accounts are denominated in local and
foreign currency, deposited in local and foreign banks with a high credit rating (Note 8.B) and are freely available. These accounts
earn interest at market rates.
The Corporation maintains unrestricted trust accounts
in local and foreign banks for the management 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.
| a. | Time deposits have maturities lower than ninety (90) days
and may be renewed upon maturity. These deposits bear interest that fluctuates between 0.26% and 7.40%. |
| | |
| |
Interest | | |
| | |
| |
| In thousands of soles | |
Financial entities | |
rate | | |
2021 | | |
2022 | |
| | |
| |
| | |
| | |
| |
| Tren Urbano de Lima S.A. | |
Banco de Credito del Peru S.A. | |
| 7.40 | % | |
| 55,000 | | |
| 73,200 | |
| Vial y Vives - DSD S.A. | |
Banco Santander - Chile | |
| 0.93 | % | |
| - | | |
| 22,317 | |
| Unna Energia S.A. | |
Banco Internacional del Peru S.A.A. | |
| 0.35 | % | |
| 32,197 | | |
| 15,471 | |
| Unna Energia S.A. | |
Banco de Credito del Peru S.A. | |
| 0.30 | % | |
| 11,130 | | |
| 4,006 | |
| AENZA S.A.A. | |
Banco de Credito del Peru S.A. | |
| 0.26 | % | |
| 100,583 | | |
| - | |
| Concesionaria La Chira S.A. | |
BBVA Banco Continental S.A. | |
| 1.65 | % | |
| 4,000 | | |
| - | |
| Cumbra Ingenieria S.A. | |
Banco de Credito del Peru S.A. | |
| 1.75 | % | |
| 2,392 | | |
| - | |
| | |
| |
| | | |
| 205,302 | | |
| 114,994 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| b. | The trust accounts with reserve funds for the payment of
bonds issued and other obligations of the Corporation are as follows: |
| In thousands of soles | |
2021 | | |
2022 | |
| Tren Urbano de Lima S.A. | |
| 103,269 | | |
| 49,397 | |
| Red Vial 5 S.A. | |
| 22,531 | | |
| 22,569 | |
| AENZA S.A.A. | |
| 7,386 | | |
| - | |
| Cumbra Ingenieria S.A. | |
| 12,760 | | |
| - | |
| Unna Energia S.A. | |
| 17,993 | | |
| - | |
| | |
| 163,939 | | |
| 71,966 | |
Cash and cash equivalents do not represent a significant credit or
interest rate risk; therefore, their carrying amounts approximate their fair value.
10. Trade Accounts Receivable, net
As of December 31, this account comprises:
| | |
Total | | |
Current | | |
Non-current | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Receivables (a) | |
| 773,575 | | |
| 894,571 | | |
| 269,427 | | |
| 366,007 | | |
| 504,148 | | |
| 528,564 | |
| Unbilled receivables - Subsidiaries (b) | |
| 453,610 | | |
| 584,217 | | |
| 453,610 | | |
| 584,217 | | |
| - | | |
| - | |
| Unbilled receivables - Concessions (c) | |
| 290,753 | | |
| 323,663 | | |
| 111,595 | | |
| 128,358 | | |
| 179,158 | | |
| 195,305 | |
| | |
| 1,517,938 | | |
| 1,802,451 | | |
| 834,632 | | |
| 1,078,582 | | |
| 683,306 | | |
| 723,869 | |
As of December 31, 2021 and 2022, 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 carrying amount since its average collection period is less than sixty (60)
days.
As of December 31, the balance of accounts receivable corresponds to:
| In thousands of soles | |
2021 | | |
2022 | |
| Tren Urbano de Lima S.A. | |
| 773,657 | | |
| 818,354 | |
| Cumbra Peru S.A. | |
| 567,807 | | |
| 647,113 | |
| Viva Negocio Inmobiliario S.A.C. (i) | |
| 9,958 | | |
| 150,285 | |
| Unna Energia S.A. | |
| 67,662 | | |
| 80,245 | |
| Cumbra Ingenieria S.A. | |
| 43,695 | | |
| 53,205 | |
| Red Vial 5 S.A. | |
| 22,458 | | |
| 24,072 | |
| Carretera Andina del Sur S.A.C. | |
| 12,686 | | |
| 13,035 | |
| Unna Transporte S.A.C. | |
| 14,439 | | |
| 9,852 | |
| Carretera Sierra Piura S.A.C. | |
| 4,489 | | |
| 3,439 | |
| Concesionaria La Chira S.A. | |
| 1,003 | | |
| 2,290 | |
| Others | |
| 84 | | |
| 561 | |
| | |
| 1,517,938 | | |
| 1,802,451 | |
The balances of trade accounts receivable described
above are mainly related to the economic activity detailed in Note 6.
| (i) | As of December 31, 2022, invoices receivable mainly corresponds
to the sale of a land to SEDAPAL by Inmobiliaria Almonte 2 S.A.C. (located in the district of Lurin, province of Lima, with an area of
209.59 hectares) for S/ 140 million, which will be paid in seven (7) installments, being the last one in August 2023. As of December
31, 2021, invoices receivable correspond mainly to the sale of land of Inmobiliaria Almonte S.A. for S/ 1.7 million, sale of apartments
mainly in the projects Los Parques de Comas for S/ 1.9 million, in the project Los Parques de Huancayo for S/ 1.2 million and in the
project Los Parques de Carabayllo 3 for S/ 3.9 million, rents in the projects Tiendas Linea 1 and Centro Comercial Agustino Plaza for
S/ 1 million and S/ 0.8 million corresponding to the sale of other apartments. |
| (a) | Invoices receivables are recognized net of impairment for
S/44.7 million and discounted at current value for S/ 0.7 millions. (S/44.4 million for impairment and S/ 0.9 million at current
value as of December 31, 2021). |
As of December 31,
2021 and 2022 the Management performed the assessment of credit risk exposure on trade receivables.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
Maturity as of 31
of December, 2021 and 2022 is detailed below:
| In thousands of soles | |
2021 | | |
2022 | |
| Current | |
| 683,921 | | |
| 853,531 | |
| Past due up to 30 days | |
| 41,222 | | |
| 29,078 | |
| Past due from 31 days up to 90 days | |
| 11,668 | | |
| 2,049 | |
| Past due from 91 days up to 120 days | |
| 15,814 | | |
| 1,437 | |
| Past due from 121 days up to 360 days | |
| 7,070 | | |
| 4,100 | |
| Past due over 360 days | |
| 13,880 | | |
| 4,376 | |
| | |
| 773,575 | | |
| 894,571 | |
As of December 31, 2022, the amount of due debts
over three hundred and sixty (360) days mainly includes invoices receivable from subsidiaries: Cumbra Peru S.A. for S/ 3.4 million
and Cumbra Ingenieria S.A. for S/ 0.9 million (Cumbra Peru S.A. for S/ 9.5 million, Unna Transporte S.A.C. for S/ 2.7 million,
and Cumbra Ingenieria S.A. for S/ 1.6 million as of December 31, 2021).
| (b) | The Contract Assets by the subsidiaries correspond to documents
related to the estimates for services provided that were not invoiced, valuations under preparation or approval pending. These rights
are recognized net of impairment for S/3.8 million and discounted at current value for S/ 2.8 million (S/ 5.2 million for impairment
and S/ 5.9 million at current value as of December 31, 2021). The following is a breakdown by subsidiary: |
| In thousands of soles | |
2021 | | |
2022 | |
| Cumbra Peru S.A. | |
| 414,415 | | |
| 533,389 | |
| Cumbra Ingenieria S.A. | |
| 24,177 | | |
| 38,922 | |
| Unna Transporte S.A.C. | |
| 10,291 | | |
| 6,192 | |
| Unna Energia S.A. | |
| 4,718 | | |
| 5,617 | |
| Others | |
| 9 | | |
| 97 | |
| | |
| 453,610 | | |
| 584,217 | |
Find below the Contract Assets corresponding to
subsidiaries grouped by main projects:
| In thousands of soles | |
2021 | | |
2022 | |
| Infrastructure | |
| | |
| |
| Operation and maintenance of roads | |
| 9,192 | | |
| 5,440 | |
| Others | |
| 1,099 | | |
| 752 | |
| | |
| 10,291 | | |
| 6,192 | |
| | |
| | | |
| | |
| Energy | |
| 4,718 | | |
| 5,617 | |
| | |
| | | |
| | |
| Engineering and Construction | |
| | | |
| | |
| Cumbra Peru S.A. - Jorge Chavez Airport (*) | |
| 25,401 | | |
| 167,360 | |
| Vial y Vives - DSD S.A. - Engineering and Construction Works | |
| 207,406 | | |
| 151,690 | |
| Cumbra Peru S.A. - Talara Refinery | |
| 62,617 | | |
| 77,448 | |
| Morelco S.A.S. - Engineering and Construction Works | |
| 6,430 | | |
| 58,075 | |
| Cumbra Peru S.A. - Concentrator Plant and tunnel of Quellaveco | |
| 96,972 | | |
| 54,996 | |
| Cumbra Ingenieria S.A. - Mina Gold Fields La Cima S.A. Project | |
| 3,872 | | |
| 22,455 | |
| Cumbra Peru S.A. - Toquepala Concentrator Maintenance Project | |
| - | | |
| 11,213 | |
| Cumbra Peru S.A. - Rio Urubamba Consortium | |
| - | | |
| 7,417 | |
| Cumbra Peru S.A. - Quebrada Honda Test Plant Project | |
| 412 | | |
| 5,417 | |
| Cumbra Peru S.A. - Gasoducto Piura Project | |
| 13,347 | | |
| 2,320 | |
| Others | |
| 22,135 | | |
| 13,920 | |
| | |
| 438,592 | | |
| 572,311 | |
| Others | |
| 9 | | |
| 97 | |
| | |
| 453,610 | | |
| 584,217 | |
| (*) | The variation at the end of 2022 corresponds to the EPC LAP3
project, related to the increase of activities in the construction of the Jorge Chavez airport terminal (Consorcio Inti Punku). |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| (c) | The contract assets for concessions correspond to future
collections to the Grantor according to the terms of the concession agreement as detailed below: |
| In thousands of soles | |
2021 | | |
2022 | |
| Tren Urbano de Lima S.A. | |
| 256,526 | | |
| 281,487 | |
| Red Vial 5 S.A. | |
| 16,451 | | |
| 24,072 | |
| Carretera Andina del Sur S.A.C. | |
| 12,667 | | |
| 12,796 | |
| Carretera Sierra Piura S.A.C. | |
| 4,489 | | |
| 3,018 | |
| Concesionaria La Chira S.A. | |
| 620 | | |
| 2,290 | |
| | |
| 290,753 | | |
| 323,663 | |
| (c.1) | The contract assets from Tren Urbano de Lima S.A. include:
i) the quarterly remuneration to be received by the Concessionaire for the kilometers traveled (PKT) pending settlement by the Grantor;
ii) account receivable from the Peruvian State in the long term, plus accrued interest according to the amortized cost method (Note 2.E). |
| (c.2) | The contract assets of Red Vial 5 S.A. correspond to (i) a claim to the
Ministry of Transportation and Communications (“MTC”) related to the application of Clause 9.9 Fare Guarantee of the Concession
Agreement, by means of which the Grantor shall recognize and pay to Red Vial 5 S.A. the corresponding fair difference if a public entity
does not let the Concessionaire collect the respective fare according to the terms of the agreement. The amount recorded amounting to
S/ 13.3 million corresponds to current compensation value. On January 10, 2023, the arbitral request against the Peruvian Government
was made before the Centro Internacional de Arreglo de Diferencia Relativas a Inversiones - CIADI (International Center to Deal with Investment
Controversies) related to the payment of Fare Guarantee and others related to conservation and maintenance costs, (ii) provisions for
supplementary works for S/ 8.7 million, and (iii) provisions receivable for engineering studies amounting to S/ 2.1 million. |
The fair value of the financial assets related to concession agreements
for disclosure purposes is estimated discounting future contractual cash flows with the long-term sovereign interest risk rate. This measurement
is classified under level 2 hierarchy according with prior description:
| | |
Carrying amount | | |
Fair value | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| Tren Urbano de Lima S.A. | |
| 773,657 | | |
| 818,354 | | |
| 863,497 | | |
| 810,539 | |
(d)
The movement of impairment of trade accounts receivable is as follows:
| In thousands of soles | |
Note | |
2021 | | |
2022 | |
| Balance at January, 1 | |
| |
| (56,630 | ) | |
| (49,604 | ) |
| Impairment, net | |
25 (iii) | |
| (1,061 | ) | |
| (54,766 | ) |
| Reversal of impairment | |
| |
| 84 | | |
| 56 | |
| Write-off (*) | |
| |
| 8,340 | | |
| 55,744 | |
| Exchange difference | |
| |
| (336 | ) | |
| 32 | |
| Translation adjustments | |
| |
| (1 | ) | |
| 54 | |
| Balance at December, 31 | |
| |
| (49,604 | ) | |
| (48,484 | ) |
| (*) | In 2022 corresponds mainly to write-offs generated in
Cumbra Peru for S/ 55.7 million for the agreement with Tecnicas Reunidas in Talara S.A. (in 2021 Cumbra Peru for S/ 4.2 million,
Tren Urbano de Lima S.A. for S/ 3.5 million, and others for S/ 0.6 million). |
Management, after evaluating the balances receivable
at the date of the 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 allowance and allowance for trade receivables adequately cover the risk of uncollectibility as of December 31, 2021 and 2022.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
11. Transactions with Related Parties and Joint Operators
A. Transactions with related parties
The main transactions among Company and its related
parties are summarized as follows:
| In thousands of soles | |
2021 | | |
2022 | |
| Revenue from sales of goods and services: | |
| | |
| |
| - Joint operations | |
| 22,374 | | |
| 48,042 | |
| | |
| 22,374 | | |
| 48,042 | |
| Purchase of goods and services: | |
| | | |
| | |
| - Associates | |
| 4,478 | | |
| 1,842 | |
| | |
| 4,478 | | |
| 1,842 | |
B. Related parties transactions
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.
As of December 31, 2021 and 2022 the balances
at the end of the year were the following:
| | |
As of December 31, 2021 | | |
As of December 31, 2022 | |
| In thousands of soles | |
Receivable | | |
Payable | | |
Receivable | | |
Payable | |
| Current portion: | |
| | |
| | |
| | |
| |
| Joint operations | |
| | |
| | |
| | |
| |
| Consorcio Rio Urubamba | |
| 9,792 | | |
| - | | |
| 9,606 | | |
| - | |
| Consorcio Inti Punku | |
| 1,865 | | |
| 1,733 | | |
| 4,030 | | |
| 3,104 | |
| Consorcio GyM Conciviles | |
| 1,479 | | |
| 1,074 | | |
| - | | |
| 1,426 | |
| Consorcio Italo Peruano | |
| 1,394 | | |
| 106 | | |
| 1,524 | | |
| - | |
| Consorcio Manperan | |
| 1,389 | | |
| 4,968 | | |
| 603 | | |
| 4,064 | |
| Consorcio Ermitaño | |
| 1,028 | | |
| 515 | | |
| 547 | | |
| - | |
| Consorcio Peruano de Conservacion | |
| 654 | | |
| 2,392 | | |
| 752 | | |
| 2,629 | |
| Consorcio Norte Pachacutec | |
| 125 | | |
| 282 | | |
| 57 | | |
| 246 | |
| Terminales del Peru | |
| 92 | | |
| 399 | | |
| 88 | | |
| 600 | |
| Consorcio Constructor Chavimochic | |
| - | | |
| 9,301 | | |
| - | | |
| 9,421 | |
| Consorcio Rio Mantaro | |
| - | | |
| 7,043 | | |
| - | | |
| 12,247 | |
| Consorcio Vial Quinua | |
| - | | |
| 1,947 | | |
| - | | |
| 1,945 | |
| Consorcio CDEM | |
| - | | |
| 1,545 | | |
| - | | |
| - | |
| Consorcio GyM-Stracon | |
| - | | |
| 143 | | |
| - | | |
| 160 | |
| Consorcio TNT Vial y Vives - DSD Chile Ltda | |
| - | | |
| 633 | | |
| 8,664 | | |
| 3,153 | |
| Otros menores | |
| 288 | | |
| 1,803 | | |
| 1,874 | | |
| 1,139 | |
| | |
| 18,106 | | |
| 33,884 | | |
| 27,745 | | |
| 40,134 | |
| | |
| | | |
| | | |
| | | |
| | |
| Other related parties | |
| | | |
| | | |
| | | |
| | |
| Ferrovias S.A. | |
| - | | |
| 15,513 | | |
| - | | |
| 13,354 | |
| Peru Piping Spools S.A.C. | |
| 2,711 | | |
| 1,607 | | |
| - | | |
| - | |
| | |
| 2,711 | | |
| 17,120 | | |
| - | | |
| 13,354 | |
| Current portion | |
| 20,817 | | |
| 51,004 | | |
| 27,745 | | |
| 53,488 | |
| | |
| | | |
| | | |
| | | |
| | |
| Non-current portion | |
| | | |
| | | |
| | | |
| | |
| Gasoducto Sur Peruano S.A. | |
| 643,897 | | |
| - | | |
| 542,392 | | |
| - | |
| Ferrovias S.A. | |
| - | | |
| 14,690 | | |
| - | | |
| 15,054 | |
| Ferrovias Participaciones S.A. | |
| - | | |
| 36,022 | | |
| - | | |
| 12,239 | |
| Non-current | |
| 643,897 | | |
| 50,712 | | |
| 542,392 | | |
| 27,293 | |
As of December 31, 2021 and 2022, accounts receivable
and accounts payable are mainly of current maturity and have no specific guarantees. These balances do not bear interest considering their
maturity in the short term.
The corporation carries out its operations with
related companies under the same conditions as those carried out with third parties; consequently, there are no differences in pricing
policies or in the basis for tax settlement; with respect to payment methods, these do not differ from policies granted to third parties.
Transactions with non-controlling interests are disclosed in Note 34.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
C. Key Management remuneration
Key Management includes executive and non-executive
directors, members of the Executive Committee and Internal Audit Management. In 2022 remuneration paid or payable to key Management amounted
to S/33 million and only included short-term benefits (in 2021 a balance of S/ 33.5 million).
12. Other accounts receivable, net
As of December 31, this caption comprises:
| | |
Total | | |
Current | | |
Non-current | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Guarantee deposits (a) | |
| 139,019 | | |
| 194,885 | | |
| 135,650 | | |
| 110,507 | | |
| 3,369 | | |
| 84,378 | |
| Petroleos del Peru S.A.- Petroperu S.A. (b) | |
| 106,077 | | |
| 105,073 | | |
| 19,262 | | |
| 15,291 | | |
| 86,815 | | |
| 89,782 | |
| Claims to third parties (c) | |
| 113,685 | | |
| 88,919 | | |
| 56,069 | | |
| 17,130 | | |
| 57,616 | | |
| 71,789 | |
| Advances to suppliers (d) | |
| 31,365 | | |
| 53,658 | | |
| 31,365 | | |
| 53,658 | | |
| - | | |
| - | |
| Restricted funds (e) | |
| 7,346 | | |
| 52,014 | | |
| - | | |
| 44,668 | | |
| 7,346 | | |
| 7,346 | |
| VAT credit (f) | |
| 41,077 | | |
| 50,172 | | |
| 32,706 | | |
| 39,959 | | |
| 8,371 | | |
| 10,213 | |
| Income tax on-account payments (g) | |
| 44,072 | | |
| 48,729 | | |
| 44,072 | | |
| 48,729 | | |
| - | | |
| - | |
| Cumbra Peru S.A. - Refineria Talara (h) | |
| 125,864 | | |
| 36,266 | | |
| 115,435 | | |
| 36,266 | | |
| 10,429 | | |
| - | |
| Consorcio Panorama (i) | |
| 27,193 | | |
| 21,081 | | |
| - | | |
| - | | |
| 27,193 | | |
| 21,081 | |
| ITAN and other tax receivable | |
| 17,285 | | |
| 15,022 | | |
| 17,203 | | |
| 14,001 | | |
| 82 | | |
| 1,021 | |
| Accounts receivable from personnel | |
| 16,864 | | |
| 2,359 | | |
| 16,864 | | |
| 2,359 | | |
| - | | |
| - | |
| Other minors | |
| 18,571 | | |
| 10,747 | | |
| 18,432 | | |
| 10,627 | | |
| 139 | | |
| 120 | |
| | |
| 688,418 | | |
| 678,925 | | |
| 487,058 | | |
| 393,195 | | |
| 201,360 | | |
| 285,730 | |
The fair value of the other short-term accounts
receivable is similar to their carrying amount due to their short-term maturity. The other non-current accounts receivable correspond
mainly to claims to third parties and maturities range from two (2) to five (5) years.
Maximum exposure to credit risk at the reporting
date is the carrying amount of every class of other accounts receivable.
Find below a description and composition of the
main items of the balance of other accounts receivable:
| (a) | It corresponds to funds held by customers for work contracts
mainly of the subsidiary Cumbra Peru S.A. These deposits are retained by customers to ensure the subsidiary’s compliance with its
obligations under contracts. The amounts retained will be recovered once the work is completed. |
| | |
Total | | |
Current | | |
Non-current | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| Cumbra Peru S.A. - Projects and Consortiums | |
| 27,821 | | |
| 113,473 | | |
| 27,821 | | |
| 33,505 | | |
| - | | |
| 79,968 | |
| Vial y Vives - DSD S.A. - Engineering works and construction | |
| 79,126 | | |
| 54,236 | | |
| 79,126 | | |
| 54,236 | | |
| - | | |
| - | |
| Cumbra Peru S.A. - Quellaveco Concentrator Plant | |
| 12,133 | | |
| 11,436 | | |
| 12,133 | | |
| 11,436 | | |
| - | | |
| - | |
| Cumbra Peru S.A. - Piura Gas Pipeline Project | |
| 8,914 | | |
| 7,187 | | |
| 8,914 | | |
| 2,782 | | |
| - | | |
| 4,405 | |
| Cumbra Peru S.A. - Toquepala Electromechanics | |
| - | | |
| 5,817 | | |
| - | | |
| 5,817 | | |
| - | | |
| - | |
| Morelco S.A.S. - Engineering works and construction | |
| 6,617 | | |
| 2,403 | | |
| 6,617 | | |
| 2,403 | | |
| - | | |
| - | |
| Others | |
| 4,408 | | |
| 333 | | |
| 1,039 | | |
| 328 | | |
| 3,369 | | |
| 5 | |
| | |
| 139,019 | | |
| 194,885 | | |
| 135,650 | | |
| 110,507 | | |
| 3,369 | | |
| 84,378 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| (b) | Corresponds to additional investments directly related to
modernization, expansion, adaptation to current regulations and other operating or commercial requirements established in the operating
contracts signed between Terminales del Peru and Petroleos del Peru – Petroperu S.A. |
The additional investments are accredited
based on the inspection report of the contractor, both of the capital invested by the operator and of the compliance with the operational
aspects, technical, safety, environmental and social standards and requirements of the project that is the subject of the additional investment.
In accordance with the contracts for the operation of the North and Central hydrocarbon supply terminals, these accounts receivable from
Petroperu do not generate interest.
| (c) | As of December 31, 2021 and 2022, corresponds to the following
claims to third parties: |
| | |
Total | | |
Current | | |
Non-current | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| Superintendencia Nacional de Aduanas y de Administracion Tributaria (SUNAT) (c.1) | |
| 30,994 | | |
| 27,968 | | |
| - | | |
| - | | |
| 30,994 | | |
| 27,968 | |
| Ministry of Housing and Fondo Mi Vivienda (c.2) | |
| 23,953 | | |
| 26,084 | | |
| - | | |
| - | | |
| 23,953 | | |
| 26,084 | |
| Accounts receivable from joint venture (c.3) | |
| 46,360 | | |
| 21,100 | | |
| 46,360 | | |
| 7,915 | | |
| - | | |
| 13,185 | |
| Others | |
| 12,378 | | |
| 13,767 | | |
| 9,709 | | |
| 9,215 | | |
| 2,669 | | |
| 4,552 | |
| | |
| 113,685 | | |
| 88,919 | | |
| 56,069 | | |
| 17,130 | | |
| 57,616 | | |
| 71,789 | |
| (c.1) | Superintendencia Nacional de Aduanas y de Administracion
Tributaria (SUNAT) |
Corresponds to the company’s
claim before the Specialized Administrative Court of the Court of Justice of Lima against the Tax Administration for deductions of investment
losses. The balance as of December 31, 2022 is S/27.9 million (S/30.9 million as of December 31, 2021). In Management’s opinion and that of legal advisors, this account will
be collected in a five-year period, estimated date for the end of the judicial process.
| (c.2) | Ministry of Housing and Mi Vivienda Fund |
Corresponds to a
claim in favor of the Corporation, resulting from the termination of the contract called “Ciudad Alameda de Ancon”, signed
by VIVA, the Ministry of Housing and Construction and Sanitation and Fondo Mi Vivienda S.A. As of December 31, 2022 the net amount of
the claim corresponds to its fair value, which amounts to S/ 26 million (S/23 million as of December 31, 2021) and results from the discount
of the gross amount of the claim, to be collected over 11 years, at a rate of 7.99%. The gross amount of the claim amounting to S/ 46.7
million (including the full amount of the services provided by VIVA in the Ancon Project) is part of the amount of the claim filed by
VIVA against the Ministry of Housing, Construction and Sanitation for the amount of S/ 116.3 million, which also includes an indemnity
for damages (consequential damages and loss of profits). According to Management and legal advisors, it is expected that the amount of
the claim will be collected within a maximum period of 11 years.
As of December 31, 2022 the balance corresponds
to the attributions of proceeds to Cotinavec Montaje Peru S.A.C. for S/13 million, the balance is in the process of arbitration with an
estimated date to be resolution, June 2025 as well as to other accounts receivables for S/7.9 million (S/29 million and S/17.3 million
as of December 31, 2021).
| (d) | As of December 31, 2021 and 2022, corresponds to advance
payments to suppliers as following: |
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Cumbra Peru S.A. - Aeropuerto Jorge Chavez | |
| 7,992 | | |
| 18,353 | |
| Cumbra Peru S.A. - Projects and Consortiums | |
| 10,646 | | |
| 15,220 | |
| Tren Urbano de Lima S.A. - Alstom Transporte | |
| 3,691 | | |
| 3,691 | |
| Others | |
| 9,036 | | |
| 16,394 | |
| | |
| 31,365 | | |
| 53,658 | |
| (e) | As of December 31, 2022, restricted funds correspond
to bank certificates under guarantee composed as follows: Cumbra Peru S.A. for S/ 29.9 million – EPC Talara, Cumbra Ingenieria
S.A. for S/ 14.7 million, and a restricted fund of Concesionaria La Chira S.A. for S/ 7.3 million. (As of December 31, 2021
a restricted fund of Concesionaria La Chira S.A. for S/ 7.3 million). |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| (f) | As of December 31, 2021 and 2022, correspond to tax credit
related to sales tax of the following subsidiaries: |
| | |
Total | | |
Current | | |
Non-current | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| Cumbra Peru S.A. | |
| 12,737 | | |
| 14,492 | | |
| 12,737 | | |
| 14,492 | | |
| - | | |
| - | |
| Tren Urbano de Lima S.A. | |
| 4,266 | | |
| 8,501 | | |
| 4,266 | | |
| 8,501 | | |
| - | | |
| - | |
| Viva Negocio Inmobiliario S.A.C. | |
| 6,110 | | |
| 8,077 | | |
| 514 | | |
| 639 | | |
| 5,596 | | |
| 7,438 | |
| Unna Transporte S.A.C. | |
| 5,333 | | |
| 5,033 | | |
| 5,333 | | |
| 5,033 | | |
| - | | |
| - | |
| Carretera Andina del Sur S.A.C. | |
| 1,475 | | |
| 4,313 | | |
| 1,475 | | |
| 4,313 | | |
| - | | |
| - | |
| Unna Energia S.A. | |
| 1,911 | | |
| 3,511 | | |
| 1,911 | | |
| 3,511 | | |
| - | | |
| - | |
| Cumbra Ingenieria S.A. | |
| 1,947 | | |
| 2,023 | | |
| 1,947 | | |
| 2,023 | | |
| - | | |
| - | |
| AENZA S.A.A. | |
| 3,715 | | |
| 879 | | |
| 3,715 | | |
| 879 | | |
| - | | |
| - | |
| Others | |
| 3,583 | | |
| 3,343 | | |
| 808 | | |
| 568 | | |
| 2,775 | | |
| 2,775 | |
| | |
| 41,077 | | |
| 50,172 | | |
| 32,706 | | |
| 39,959 | | |
| 8,371 | | |
| 10,213 | |
| (g) | As of December 31, 2021 and 2022, corresponds to income tax
payment on account and balance in favor of the following subsidiaries: |
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Cumbra Peru S.A. | |
| 25,539 | | |
| 23,079 | |
| Unna Energia S.A. | |
| 932 | | |
| 15,739 | |
| Unna Transporte S.A.C. | |
| 844 | | |
| 5,119 | |
| Cumbra Ingenieria S.A. | |
| 4,331 | | |
| 2,754 | |
| AENZA S.A.A. | |
| 1,129 | | |
| 1,055 | |
| Carretera Andina del Sur S.A.C. | |
| 370 | | |
| 482 | |
| Qualys S.A. | |
| 502 | | |
| 156 | |
| Tren Urbano de Lima S.A. | |
| 9,990 | | |
| - | |
| Others | |
| 435 | | |
| 345 | |
| | |
| 44,072 | | |
| 48,729 | |
| (h) | Cumbra Peru S.A. - Talara Refinery |
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, Tecnicas Reunidas de Talara S.A.C. 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, Tecnicas Reunidas de Talara S.A.C. 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.
At December 31, 2021, the balance of accounts receivable from TRT including executed bond letters amounted to US$ 31.6 million, equivalent
to S/ 125.8 million.
In
December 2022, the Company signed an agreement with Tecnicas Reunidas de Talara S.A.C., 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 (Note 12-j.1). Also, the Company would receive payments for outstanding invoices for an amount of US$10.3 million
(equivalent to S/36.2 million) before January 31, 2023. As of the closing date of this report, the Company has collected the full
amount agreed.
| (i) | As of December 31, 2021 and 2022, corresponds to the settlement
agreement of the Consorcio Panorama signed by Viva Negocio Inmobiliario S.A.C. and Inversiones Maje S.A.C. on December 14, 2018. This
balance includes the return of contributions and profit totaling US$ 6.8 million (equivalent to S/ 26 million), obtained based on
future sales of the properties held in the Project, which has an estimated collection date of August 2025. |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
The movement of impairment of other accounts receivable
in 2021 and 2022 was as follows:
| In thousands of soles | |
Tax credit | | |
Claims to
third
parties | | |
Total | |
| At January 1, 2021 | |
| (6,222 | ) | |
| (95,828 | ) | |
| (102,050 | ) |
| Additions | |
| - | | |
| (21,178 | ) | |
| (21,178 | ) |
| Write-off | |
| - | | |
| 986 | | |
| 986 | |
| Exchange difference | |
| - | | |
| (2,400 | ) | |
| (2,400 | ) |
| Translations adjustments | |
| - | | |
| (4,927 | ) | |
| (4,927 | ) |
| At December 31, 2021 | |
| (6,222 | ) | |
| (123,347 | ) | |
| (129,569 | ) |
| | |
| | | |
| | | |
| | |
| At January 1, 2022 | |
| (6,222 | ) | |
| (123,347 | ) | |
| (129,569 | ) |
| Additions | |
| - | | |
| (127,348 | ) | |
| (127,348 | ) |
| Write-off | |
| - | | |
| 113,037 | | |
| 113,037 | |
| Exchange difference | |
| - | | |
| 2,646 | | |
| 2,646 | |
| Translations adjustments | |
| - | | |
| 603 | | |
| 603 | |
| At December 31, 2022 | |
| (6,222 | ) | |
| (134,409 | ) | |
| (140,631 | ) |
As of December 31, 2022 the additions correspond
to: a) Cumbra Peru S.A. for S/ 115.6 million (Tecnicas Reunidas Talara S.A. S/113 million, Consorcio Chavimochic for S/1.9 million and
Morelco S. A.S. for S/0.7 million); b) AENZA S.A.A. for S/3.1 million from Mota Engil; and c) Cumbra Ingenieria S.A. for S/ 0.6 million
from Consorcio Supervisor Red Vial 4 (Note 25.iii); and d) additions in the subsidiary Viva Negocio Inmobiliario S.A.C. recorded in Other
Expenses for S/8.1 million from Consorcio Panorama (Note 27.C).
As of December 31, 2021 the additions correspond
to: a) Cumbra Peru S.A. for S/ 1 million (Morelco S.A.S. for S/0.6 million, Construyendo Pais S.A. for S/0.5 million); b) Unna Transportes
S.A.C. for S/0.2 million from Obras de Ingenieria S.A. (Note 25.iii). Also, additions in Aenza S.A.A. recorded in other expenses for S/
19.9 million coming from Adexus S.A. (Note 27.C).
13. Inventories, net
As of December 31, this caption comprises:
| In thousands of soles | |
2021 | | |
2022 | |
| Land | |
| 175,087 | | |
| 114,111 | |
| Work in progress - Real estate | |
| 117,341 | | |
| 131,090 | |
| Finished properties | |
| 75,085 | | |
| 47,643 | |
| Construction materials | |
| 49,403 | | |
| 42,475 | |
| Merchandise and supplies | |
| 80,051 | | |
| 83,512 | |
| | |
| 496,967 | | |
| 418,831 | |
| Allowance for inventory write-downs | |
| (8,641 | ) | |
| (6,495 | ) |
| | |
| 488,326 | | |
| 412,336 | |
| Current | |
| 488,326 | | |
| 346,783 | |
| Non-current | |
| - | | |
| 65,553 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
As of December 31, 2022, the long-term balance
includes S/ 65.6 million corresponding to lands for long-term real estate projects (S/ 52 million in San Isidro in Lima and
S/ 13.5 million in Barranco in Lima).
Lands
This caption includes properties for the development
of the following projects of the subsidiary Viva Negocio Inmobiliario S.A.C.
| In thousands of soles | |
2021 | | |
2022 | |
| Lurin (a) | |
| 84,648 | | |
| 47,365 | |
| San Isidro (b) | |
| 51,850 | | |
| 52,007 | |
| Barranco (c) | |
| 14,640 | | |
| 14,739 | |
| Piura | |
| 5,325 | | |
| - | |
| Nuevo Chimbote (d) | |
| 18,624 | | |
| - | |
| | |
| 175,087 | | |
| 114,111 | |
As of December 31, 2021 and 2022, the provision
for impairment of lands was S/ 1.2 million.
| (a) | Land of 71.4 hectares corresponding to Inmobiliaria Almonte
S.A.C., located in the district of Lurin, province of Lima, used for industrial development. |
| (b) | Land located at Calle David Samanez Ocampo N° 140, San
Isidro, for the development of a real state housing project; with an area of 0.125 hectares, which corresponds to the subsidiary Inmobiliaria
Pezet S.A.C. |
| (c) | Land located at Calle Paul Harris N° 332 and N° 336,
Barranco for the development of a traditional housing project, with an area of 0.062 hectares, which corresponds to the Paul Harrys project. |
| (d) | In April 2022, the purchase and sale agreement for the Chimbote
land was terminated through the termination of the 2013 agreement, transferring the land to Urbi Propiedades S.A.C. This resolution resulted
in a net loss of S/1.8 million recognized as an expense for the period in the consolidated statement of profit or loss under the caption
“other income and expenses”. |
Real estate work in progress
As of December 31, this caption comprises the
following projects:
| In thousands of soles | |
2021 | | |
2022 | |
| Los Parques de Comas | |
| 63,213 | | |
| 82,518 | |
| Los Parques del Mar | |
| 20,044 | | |
| 20,295 | |
| Los Parques del Callao | |
| 27,235 | | |
| 16,040 | |
| Los Parques de Piura | |
| - | | |
| 5,515 | |
| Others | |
| 6,849 | | |
| 6,722 | |
| | |
| 117,341 | | |
| 131,090 | |
The Corporation capitalized in these works (Note 2.Q), indebtedness
costs for S/ 0.5 million at interest rates ranging from 7% to 7.9% in 2022 (S/ 1 million at interest rates ranging from 7% to
11% in 2021).
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
Finished properties
As of December 31, finished properties comprises
the following real estate projects:
| In thousands of soles | |
2021 | | |
2022 | |
| Los Parques de Comas | |
| 27,185 | | |
| 18,737 | |
| Los Parques de Carabayllo III | |
| 14,757 | | |
| 7,857 | |
| Strip Callao | |
| 6,286 | | |
| 6,285 | |
| Los Parques del Mar | |
| 13,885 | | |
| 4,542 | |
| Huancayo | |
| 7,918 | | |
| 4,580 | |
| Los Parques de Callao | |
| 2,441 | | |
| 3,793 | |
| Los Parques de Piura | |
| 430 | | |
| 19 | |
| Others | |
| 2,183 | | |
| 1,830 | |
| | |
| 75,085 | | |
| 47,643 | |
As of December 31, 2022, the balance is recognized
net of provision for impairment for S/ 3.2 million (S/ 3.7 million as of December 31, 2021).
Construction materials
As of December 31, 2022, construction materials
correspond mainly to projects of the subsidiary Cumbra Peru S.A. for S/ 39.9 million (Cumbra Peru S.A. for S/ 47 million as
of December 31, 2021).
Goods and supplies
As of December 31, 2021 and 2022, corresponds mainly to batteries,
coils, aluminum foil, labels and caps used for the operation, maintenance and repair of the subsidiary Tren Urbano de Lima S.A.
14.
Investments in Associates and Joint Ventures
As of December 31, this caption comprises:
| In thousands of soles | |
2021 | | |
2022 | |
| Associates | |
| 22,047 | | |
| 2,753 | |
| Joint ventures | |
| 9,126 | | |
| 12,163 | |
| | |
| 31,173 | | |
| 14,916 | |
The amounts recognized in the statement of profit
or loss as value of equity interest are as follows:
| In thousands of soles | |
2021 | | |
2022 | |
| Associates | |
| (3,693 | ) | |
| (1,144 | ) |
| Joint ventures | |
| 2,832 | | |
| 3,051 | |
| | |
| (861 | ) | |
| 1,907 | |
A.
Investments in associates
Set out in the table below are the associates
of the Corporation as of December 31, 2021 and 2022. The associates listed below have share capital solely consisting of common shares,
which are held directly by the Corporation. None of the associates are listed companies; therefore, there is no quoted market price available
for their shares.
| | |
Class | |
Interest in capital | | |
Carrying amount | |
| In thousands of soles | |
of share | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| Entity | |
| |
% | | |
% | | |
| | |
| |
| Inversiones Maje S.A.C. | |
Common | |
| 9.59 | | |
| 9.59 | | |
| 2,043 | | |
| 2,103 | |
| Obratres S.A.C. | |
Common | |
| 37.50 | | |
| 37.50 | | |
| 3,400 | | |
| 649 | |
| Gasoducto Sur Peruano S.A. (i) | |
Common | |
| 20.00 | | |
| 20.00 | | |
| - | | |
| - | |
| Concesionaria Chavimochic S.A.C. (ii) | |
Common | |
| 26.50 | | |
| 26.50 | | |
| 16,295 | | |
| - | |
| Others | |
Common | |
| | | |
| | | |
| 309 | | |
| 1 | |
| | |
| |
| | | |
| | | |
| 22,047 | | |
| 2,753 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
The movement of investments in associates is as follows:
| In thousands of soles | |
2021 | | |
2022 | |
| Balance at January, 1 | |
| 27,246 | | |
| 22,047 | |
| Impairment of investment (ii) | |
| - | | |
| (14,804 | ) |
| Decrease in capital | |
| - | | |
| (2,937 | ) |
| Equity interest in results | |
| (3,693 | ) | |
| (1,144 | ) |
| Dividends received | |
| (1,483 | ) | |
| (380 | ) |
| Conversion adjustment | |
| (23 | ) | |
| (29 | ) |
| Balance at December, 31 | |
| 22,047 | | |
| 2,753 | |
The most significant associates are described as follows:
i.
Gasoducto Sur Peruano S.A.
In November 2015, the Corporation 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 Corporation 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$242.5 million), and required the register
of the account receivable resulting from the execution of the counter-guarantees granted by AENZA S.A.A. in favor of the entity issuing
the guarantees: for US$ 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
S.A.A. 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. (Note 11) for the balance of the account receivable from GSP.
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.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
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.
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.
Amounts recognized in the consolidated financial
statements (note 11).
As of December 31, 2022, the net value of the
account receivable from GSP is approximately US$142.4 million, equivalent to S/542.4 million (US$161.9 million equivalent to S/643.9 million
at December 31, 2021), which comprises the recognition in the following entities of the Corporation: i) AENZA S.A.A. holds US$63.9 million
(equivalent to S/243. 2 million) discounted to present value net of impairment and the effect of the exchange difference (US$81.1 million
equivalent to S/322.6 million at December 31, 2021) and; ii) Cumbra Peru S.A. holds US$78.5 million (equivalent to S/299.2 million) discounted
to present value, net of the effect of the exchange difference (US$80.8 million equivalent to S/321.3 million at December 31, 2021).
The Company’s management maintains the
recovery estimate in 8 years, applying a discount rate of 5.85% (recovery term of 8 years with a discount rate of 2.73% as of
December 31, 2021). These estimates generated during 2022 a present value effect of approximately S/72.2 million (S/32.8 million in
2021) which has been recognized in the consolidated statement of profit or loss under the caption “Financial income and
expenses loss from present value” (Note 26.B).
Based on management’s assessment and in conjunction
with the opinion of the internal legal department and external legal counsel, the estimate of recoverability, impairment allowances and
the net recognized value of the account receivable from GSP as of December 31, 2021 and 2022 is reasonable and sufficient as of the reporting
date of the Corporation’s consolidated financial statements, see also Notes 5.A.iv and 11.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
ii.
Concesionaria Chavimochic S.A.C.
In
May 2014, Concesionaria Chavimochic S.A.C. (hereinafter the “Concessionaire”),
in which AENZA has 26.5% of interest, signed an agreement with the Peruvian Government (hereinafter the “Concession
Agreement”) for the design, construction, operation, and maintenance of major hydraulic works of Chavimochic Project (hereinafter
the “Project”). The construction of the work started in 2015 with a concession term of twenty-five (25) years and a total
investment of about US$ 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 S.A.A. was required to assume a total of US$7.5 million. Likewise, prior to the closing
of this report, the Grantor requested the execution of the balance of the Concessionaire’s performance bond, where AENZA S.A.A. 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.
B.
Investment in Joint Ventures
Set out below are the joint ventures of the Corporation as of December
31:
| | |
| | |
| | |
| | |
Carrying amount | |
| | |
Class | | |
Interest in capital | | |
As of December 31 | |
| In thousands of soles | |
of share | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| Entity | |
| | |
| | |
| | |
| | |
| |
| Logistica Quimicos del Sur S.A.C. | |
| Common | | |
| 50.00 | % | |
| 50.00 | % | |
| 8,951 | | |
| 12,049 | |
| Others | |
| | | |
| | | |
| | | |
| 175 | | |
| 114 | |
| | |
| | | |
| | | |
| | | |
| 9,126 | | |
| 12,163 | |
The movement of investments in joint ventures was as follows:
| In thousands of soles | |
2021 | | |
2022 | |
| Balance at January, 1 | |
| 8,270 | | |
| 9,126 | |
| Equity interest in results | |
| 2,832 | | |
| 3,051 | |
| Dividends received | |
| (1,962 | ) | |
| - | |
| Conversion adjustment | |
| (14 | ) | |
| (14 | ) |
| Balance at December, 31 | |
| 9,126 | | |
| 12,163 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
The following table shows the financial information of the main joint
ventures:
| | |
Logistica Quimicos del Sur S.A.C. | |
| | |
As of December 31 | |
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Current | |
| | |
| |
| Cash and cash equivalents | |
| 3,096 | | |
| 8,283 | |
| Other current assets | |
| 2,068 | | |
| 1,879 | |
| Total current assets | |
| 5,164 | | |
| 10,162 | |
| | |
| | | |
| | |
| Other current liabilities | |
| (3,899 | ) | |
| (1,444 | ) |
| Total current liabilities | |
| (3,899 | ) | |
| (1,444 | ) |
| | |
| | | |
| | |
| Non-current | |
| | | |
| | |
| Total non-current assets | |
| 34,027 | | |
| 32,546 | |
| Total non-current liabilities | |
| (17,392 | ) | |
| (17,168 | ) |
| Net assets | |
| 17,900 | | |
| 24,096 | |
| | |
| | | |
| | |
| Revenues | |
| 14,847 | | |
| 14,937 | |
| Depreciation and amortization | |
| (2,400 | ) | |
| (2,262 | ) |
| Interest expenses | |
| (366 | ) | |
| (169 | ) |
| Profit from operations | |
| 8,140 | | |
| 8,923 | |
| Income tax expense | |
| (2,473 | ) | |
| (2,727 | ) |
| Profit or loss from operations after income tax | |
| 5,667 | | |
| 6,196 | |
| Total comprehensive income | |
| 5,667 | | |
| 6,196 | |
The Corporation did not receive dividends from Logistica Quimicos del
Sur S.A. in 2022 (S/ 2 million in 2021).
15.
Investment Property, Property, Plant and Equipment, and Right-of-Use Assets
A.
Investment property, net
| (i) | Investment properties are stated at cost, net of accumulated
depreciation and have the following composition: |
| | |
| | |
| |
Year of
Acquisition or | |
Level of | |
Methodology of
Valuation |
| In thousands of soles | |
2021 | | |
2022 | |
construction | |
Hierarchy | |
2021 / 2022 |
| | |
| | |
| |
| |
| |
|
| Investment properties built | |
| | | |
| | |
| |
| |
|
| Centro Comercial “Agustino Plaza” (a) | |
| 21,605 | | |
| 19,823 | |
2011 | |
Level 3 | |
Appraisal |
| Lease office - Surquillo (b) | |
| 40,595 | | |
| 40,594 | |
2009 | |
Level 3 | |
Appraisal |
| Others | |
| 811 | | |
| 1,507 | |
| |
| |
|
| | |
| 63,011 | | |
| 61,924 | |
| |
| |
|
| (a) | The subsidiary Viva Negocio Inmobiliario S.A.C. is owner of “Agustino
Plaza” Shopping Center located in the District of El Agustino, the fair value was calculated by an independent appraiser amounted
to S/70.8 million equivalent to US$18.4 million as of December 31, 2022 (S/59.9 million equivalent to US$15 million as of December 31,
2021). This investment property has been leased under an operating lease with third parties. The net carrying amount amounts to S/19.8
million (S/22.4 million at December 31, 2021). |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
As of December
31, 2021 and 2022 there are liens on the Inter-American Development Bank and Banco de Credito del Peru, respectively.
| (b) | The Company is owner of the property located at Av. Paseo de la Republica
4675, Surquillo, the fair value was calculated by an independent appraiser and amounted to S/ 73.7 million, equivalent to US$19 million.
As of December 31, 2022, the carrying amounts to S/40.6 million (in December 2021, the Management decided to lease the property transferring
it from ‘property, plant, and equipment’ to ‘investment property’. The net carrying amount at the closing of the
year was S/ 42.6 million). |
As of December
31, 2021 and 2022 the assets present liens related to the trust with the syndicated line (Note 17.v).
| (ii) | The net gain from investment properties as of December 31, 2021 and 2022 consists of the following: |
| In thousands of soles | |
2021 | | |
2022 | |
| Lease income from investment properties | |
| 6,806 | | |
| 6,537 | |
| (iii) | The movement of investment properties and their related accumulated depreciation for the years ended December
31, 2021 and 2022 are as follows: |
| In thousands of soles | |
Land | | |
Buildings | | |
Work in progress | | |
Total | |
| | |
| | |
| | |
| | |
| |
| Cost, net | |
| | |
| | |
| | |
| |
| Balance at January 1, 2021 | |
| 2,505 | | |
| 43,443 | | |
| 20 | | |
| 45,968 | |
| Additions | |
| - | | |
| 28 | | |
| 124 | | |
| 152 | |
| Transfers | |
| 10,692 | | |
| 30,458 | | |
| - | | |
| 41,150 | |
| Reclassifications | |
| - | | |
| 123 | | |
| (123 | ) | |
| - | |
| Translations adjustments | |
| (9 | ) | |
| (39 | ) | |
| - | | |
| (48 | ) |
| At December 31, 2021 | |
| 13,188 | | |
| 74,013 | | |
| 21 | | |
| 87,222 | |
| Balance at January 1, 2022 | |
| 13,188 | | |
| 74,013 | | |
| 21 | | |
| 87,222 | |
| Additions | |
| - | | |
| 53 | | |
| - | | |
| 53 | |
| Disposals | |
| - | | |
| (1,409 | ) | |
| - | | |
| (1,409 | ) |
| Reclassifications | |
| - | | |
| 13,691 | | |
| - | | |
| 13,691 | |
| At December 31, 2022 | |
| 13,188 | | |
| 86,348 | | |
| 21 | | |
| 99,557 | |
| | |
| | | |
| | | |
| | | |
| | |
| Accumulated depreciation | |
| | | |
| | | |
| | | |
| | |
| Balance at January 1, 2021 | |
| - | | |
| (19,895 | ) | |
| - | | |
| (19,895 | ) |
| Depreciation charge | |
| - | | |
| (4,316 | ) | |
| - | | |
| (4,316 | ) |
| At December 31, 2021 | |
| - | | |
| (24,211 | ) | |
| - | | |
| (24,211 | ) |
| Balance at January 1, 2022 | |
| - | | |
| (24,211 | ) | |
| - | | |
| (24,211 | ) |
| Depreciation charge | |
| - | | |
| (3,971 | ) | |
| - | | |
| (3,971 | ) |
| Disposals | |
| - | | |
| 4,240 | | |
| - | | |
| 4,240 | |
| Reclassifications | |
| - | | |
| (13,691 | ) | |
| - | | |
| (13,691 | ) |
| At December 31, 2022 | |
| - | | |
| (37,633 | ) | |
| - | | |
| (37,633 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Carrying amounts | |
| | | |
| | | |
| | | |
| | |
| At January 1, 2020 | |
| 2,494 | | |
| 25,820 | | |
| 12 | | |
| 28,326 | |
| At December 31, 2020 | |
| 2,505 | | |
| 23,548 | | |
| 20 | | |
| 26,073 | |
| At December 31, 2021 | |
| 13,188 | | |
| 49,802 | | |
| 21 | | |
| 63,011 | |
| At December 31, 2022 | |
| 13,188 | | |
| 48,715 | | |
| 21 | | |
| 61,924 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
Depreciation of investment properties is distributed in the consolidated
statement profit or loss as follows:
| In thousands of soles | |
Note | |
2021 | | |
2022 | |
| Cost of services and goods | |
25(iv) | |
| 4,316 | | |
| 3,971 | |
Below are the minimum ranges, maximum ranges and the average of the
price per square meter:
| | |
Minimum | | |
Maximum | | |
| |
| | |
range | | |
range | | |
Average | |
| | |
US$ per M2 | | |
US$ per M2 | | |
US$ por M2 | |
| “Agustino Plaza” Shopping Center | |
| 900 | | |
| 1,125 | | |
| 1,008 | |
| Lease office - Surquillo | |
| 2,500 | | |
| 3,700 | | |
| 3,118 | |
Sensitivity analysis
The following is a sensitivity analysis of the evaluation of the investment
property in relation to changes in the following factors considered relevant to management:
| In thousands of soles | |
2021 | | |
2022 | |
| 3% | |
| 117 | | |
| 130 | |
| (3%) | |
| 117 | | |
| 130 | |
| (iv) | The nominal amounts of future fixed minimum rental income are as follows (operating leases) of the Corporation’s investment properties: |
| In thousands of soles | |
2021 | | |
2022 | |
| Within 1 year | |
| 4,250 | | |
| 3,728 | |
| After 1 year but no more than 5 years | |
| 37,731 | | |
| 28,241 | |
| More than 5 years | |
| 42,301 | | |
| 33,438 | |
The fair value of the assets is determined based on the value assigned
by an external appraiser. The external appraiser uses the comparable market method, according to which the fair value of a property is
estimated on the basis of transactions comparables. The unit of comparison applied by the Corporation is the price per square meter.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
B.
Property, plant, and equipment, net
The movement of property, plant, and equipment and related accumulated
depreciation for the years ended December 31, 2021 and 2022 are as follows:
| In thousands of soles | |
Land | | |
Buildings | | |
Machinery | | |
Vehicles | | |
Furniture
and
Fixtures | | |
Other
equipment | | |
Replacement
and
in-transit
units | | |
Work in
progress | | |
Total | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Cost | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Balance at January 1, 2021 | |
| 10,879 | | |
| 133,101 | | |
| 755,838 | | |
| 64,683 | | |
| 52,810 | | |
| 156,111 | | |
| 11,957 | | |
| 20,481 | | |
| 1,205,860 | |
| Additions (i) | |
| 85 | | |
| 131 | | |
| 15,786 | | |
| 519 | | |
| 661 | | |
| 5,175 | | |
| 2,572 | | |
| 13,262 | | |
| 38,191 | |
| Sale of assets (ii) | |
| - | | |
| (714 | ) | |
| (126,417 | ) | |
| (2,775 | ) | |
| (392 | ) | |
| (2,266 | ) | |
| - | | |
| - | | |
| (132,564 | ) |
| Disposals | |
| - | | |
| (2,638 | ) | |
| (15,632 | ) | |
| (925 | ) | |
| (1,078 | ) | |
| (2,781 | ) | |
| - | | |
| - | | |
| (23,054 | ) |
| Subsidiary deconsolidation | |
| - | | |
| (18,926 | ) | |
| - | | |
| (712 | ) | |
| (2,556 | ) | |
| (67,930 | ) | |
| - | | |
| - | | |
| (90,124 | ) |
| Reclassifications | |
| 9,925 | | |
| 6,317 | | |
| 235,219 | | |
| 159,546 | | |
| (15,801 | ) | |
| (30,238 | ) | |
| (2,679 | ) | |
| (32,020 | ) | |
| 330,269 | |
| Transfers | |
| (10,692 | ) | |
| (44,149 | ) | |
| (219 | ) | |
| 62 | | |
| - | | |
| - | | |
| - | | |
| (218 | ) | |
| (55,216 | ) |
| Translations adjustments | |
| (479 | ) | |
| (556 | ) | |
| (9,526 | ) | |
| (1,276 | ) | |
| (63 | ) | |
| (364 | ) | |
| - | | |
| - | | |
| (12,264 | ) |
| At December 31, 2021 | |
| 9,718 | | |
| 72,566 | | |
| 855,049 | | |
| 219,122 | | |
| 33,581 | | |
| 57,707 | | |
| 11,850 | | |
| 1,505 | | |
| 1,261,098 | |
| Balance at January 1, 2022 | |
| 9,718 | | |
| 72,566 | | |
| 855,049 | | |
| 219,122 | | |
| 33,581 | | |
| 57,707 | | |
| 11,850 | | |
| 1,505 | | |
| 1,261,098 | |
| Additions (i) | |
| - | | |
| 2,442 | | |
| 29,465 | | |
| 370 | | |
| 783 | | |
| 6,933 | | |
| - | | |
| 23,162 | | |
| 63,155 | |
| Sale of assets (ii) | |
| - | | |
| (75 | ) | |
| (32,314 | ) | |
| (7,179 | ) | |
| (513 | ) | |
| (1,249 | ) | |
| (474 | ) | |
| - | | |
| (41,804 | ) |
| Disposals | |
| - | | |
| (5,055 | ) | |
| (12,358 | ) | |
| (3,299 | ) | |
| (289 | ) | |
| (2,084 | ) | |
| - | | |
| - | | |
| (23,085 | ) |
| Reclassifications | |
| - | | |
| - | | |
| (845 | ) | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (845 | ) |
| Transfers | |
| - | | |
| (2,875 | ) | |
| (25 | ) | |
| 1,147 | | |
| 3,253 | | |
| (1,188 | ) | |
| - | | |
| (84 | ) | |
| 228 | |
| Translations adjustments | |
| (641 | ) | |
| (8,288 | ) | |
| (9,770 | ) | |
| (2,989 | ) | |
| (2,473 | ) | |
| (782 | ) | |
| 404 | | |
| - | | |
| (24,539 | ) |
| At December 31, 2022 | |
| 9,077 | | |
| 58,715 | | |
| 829,202 | | |
| 207,172 | | |
| 34,342 | | |
| 59,337 | | |
| 11,780 | | |
| 24,583 | | |
| 1,234,208 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
| In thousands of soles | |
Land | | |
Buildings | | |
Machinery | | |
Vehicles | | |
Furniture
and
Fixtures | | |
Other
equipment | | |
Replacement
and
in-transit
units | | |
Work in
progress | | |
Total | |
| Accumulated depreciation and impairment | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Balance at January 1, 2021 | |
| (273 | ) | |
| (51,901 | ) | |
| (498,601 | ) | |
| (47,959 | ) | |
| (44,873 | ) | |
| (140,635 | ) | |
| (11 | ) | |
| (16,138 | ) | |
| (800,391 | ) |
| Depreciation charge | |
| - | | |
| (5,455 | ) | |
| (49,753 | ) | |
| (4,561 | ) | |
| (1,335 | ) | |
| (9,676 | ) | |
| - | | |
| - | | |
| (70,780 | ) |
| Sale of assets (ii) | |
| - | | |
| 704 | | |
| 122,056 | | |
| 1,632 | | |
| 361 | | |
| 2,127 | | |
| - | | |
| - | | |
| 126,880 | |
| Disposals | |
| - | | |
| 1,991 | | |
| 15,022 | | |
| 814 | | |
| 951 | | |
| 2,759 | | |
| - | | |
| - | | |
| 21,537 | |
| Subsidiary deconsolidation | |
| - | | |
| 15,508 | | |
| - | | |
| 698 | | |
| 2,357 | | |
| 63,626 | | |
| - | | |
| - | | |
| 82,189 | |
| Reclassifications | |
| 273 | | |
| (12,832 | ) | |
| (221,775 | ) | |
| (158,628 | ) | |
| 15,799 | | |
| 30,722 | | |
| 34 | | |
| 16,138 | | |
| (330,269 | ) |
| Transfers | |
| - | | |
| 13,691 | | |
| 339 | | |
| (48 | ) | |
| - | | |
| - | | |
| - | | |
| - | | |
| 13,982 | |
| Impairment loss (iii) | |
| - | | |
| - | | |
| (8,055 | ) | |
| - | | |
| - | | |
| - | | |
| (33 | ) | |
| - | | |
| (8,088 | ) |
| Translations adjustments | |
| - | | |
| (99 | ) | |
| 6,468 | | |
| 748 | | |
| 10 | | |
| (115 | ) | |
| - | | |
| - | | |
| 7,012 | |
| At December 31, 2021 | |
| - | | |
| (38,393 | ) | |
| (634,299 | ) | |
| (207,304 | ) | |
| (26,730 | ) | |
| (51,192 | ) | |
| (10 | ) | |
| - | | |
| (957,928 | ) |
| Balance at January 1, 2022 | |
| - | | |
| (38,393 | ) | |
| (634,299 | ) | |
| (207,304 | ) | |
| (26,730 | ) | |
| (51,192 | ) | |
| (10 | ) | |
| - | | |
| (957,928 | ) |
| Depreciation charge | |
| - | | |
| (4,294 | ) | |
| (39,837 | ) | |
| (2,417 | ) | |
| (1,067 | ) | |
| (4,693 | ) | |
| - | | |
| - | | |
| (52,308 | ) |
| Sale of assets (ii) | |
| - | | |
| 75 | | |
| 26,241 | | |
| 6,013 | | |
| 484 | | |
| 1,222 | | |
| 384 | | |
| - | | |
| 34,419 | |
| Disposals | |
| - | | |
| 2,756 | | |
| 12,219 | | |
| 3,268 | | |
| 276 | | |
| 1,780 | | |
| 89 | | |
| - | | |
| 20,388 | |
| Reclassifications | |
| - | | |
| (438 | ) | |
| 845 | | |
| - | | |
| 217 | | |
| 221 | | |
| - | | |
| - | | |
| 845 | |
| Transfers | |
| - | | |
| (691 | ) | |
| (1,103 | ) | |
| (36 | ) | |
| (1,255 | ) | |
| 633 | | |
| - | | |
| - | | |
| (2,452 | ) |
| Impairment loss (iii) | |
| - | | |
| (6,515 | ) | |
| (1,916 | ) | |
| - | | |
| (2,357 | ) | |
| - | | |
| (69 | ) | |
| - | | |
| (10,857 | ) |
| Translations adjustments | |
| - | | |
| 6,922 | | |
| 6,521 | | |
| 1,977 | | |
| 2,465 | | |
| 669 | | |
| (404 | ) | |
| - | | |
| 18,150 | |
| At December 31, 2022 | |
| - | | |
| (40,578 | ) | |
| (631,329 | ) | |
| (198,499 | ) | |
| (27,967 | ) | |
| (51,360 | ) | |
| (10 | ) | |
| - | | |
| (949,743 | ) |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Carrying amounts | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| At January 1, 2020 | |
| 10,606 | | |
| 81,200 | | |
| 257,237 | | |
| 16,724 | | |
| 7,937 | | |
| 15,476 | | |
| 11,946 | | |
| 4,343 | | |
| 405,469 | |
| At December 31, 2021 | |
| 9,718 | | |
| 34,173 | | |
| 220,750 | | |
| 11,818 | | |
| 6,851 | | |
| 6,515 | | |
| 11,840 | | |
| 1,505 | | |
| 303,170 | |
| At December 31, 2022 | |
| 9,077 | | |
| 18,137 | | |
| 197,873 | | |
| 8,673 | | |
| 6,375 | | |
| 7,977 | | |
| 11,770 | | |
| 24,583 | | |
| 284,465 | |
| (i) | As of December 31, 2022, additions to property, plant, and equipment correspond mainly to additions to
equipment and work in progress related to well operations for S/ 49.9 million, in the Energy sector; additions to various machinery
and equipment for S/ 8 million, in the Engineer and Construction sector; and additions to various equipment and machinery for S/ 3.4
million, in the real estate segment (as of December 31, 2021, it mainly corresponds to additions to machinery, equipment, vehicles, furniture
and fixtures and buildings totaling S/ 20.2 million, in the Engineering and Construction segment; as well as additions in work in progress,
replacement units, machinery, furniture and fixtures, land and buildings in S/ 16.8 million, in the Energy segment). |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
| (ii) | During 2022, asset sales were recorded with a disposal cost mainly in machinery, vehicles, furniture and
fixtures and various equipment for S/ 6.6 million in the Engineering and Construction segment, and sales of machinery and vehicles
for S/ 0.6 million in the Infrastructure segment (in 2021, S/ 4.7 million in machinery and vehicle sales in the Engineering
and Construction segment and S/ 0.8 million in machinery in the Energy segment). |
| (iii) | In
2022, it mainly corresponds to assets of projects belonging to the Engineering and Construction
segment, which reached their end and were recognized as impairment; these include improvements and installations for S/6.5 million, furniture
and fixtures for S/2.4 million and machinery for S/1.9 million, (in 2021, it corresponds to the impairment in machinery for S/7.7 million
and S/0.4 million, in the Engineering and Construction and Energy segments, respectively). This was recorded in the consolidated statement
of income under “Other Income and Expenses” and “Cost of Sales and Services”. |
Depreciation of fixed assets is distributed in
the consolidated statement of profit or loss as follows:
| In thousands of soles | |
Note | |
2021 | | |
2022 | |
| Cost of services and goods | |
25(iv) | |
| 60,230 | | |
| 50,981 | |
| Administrative expenses | |
25(iv) | |
| 4,610 | | |
| 1,327 | |
| Depreciation discontinued operations | |
| |
| 5,940 | | |
| - | |
| | |
| |
| 70,780 | | |
| 52,308 | |
The net carrying amount of machinery and equipment,
vehicles, and furniture and fixtures acquired under finance lease agreements is broken down as follows:
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Cost | |
| 64,640 | | |
| 64,710 | |
| Accumulated depreciation | |
| (53,321 | ) | |
| (54,097 | ) |
| Net carrying amount | |
| 11,319 | | |
| 10,613 | |
In 2022 payments for amortization and interest on finance lease amounting
to S/ 9.1 million were made (S/ 8.8 million in 2021).
The Corporation maintains insurance in force on
its major assets in accordance with policies established by the Corporation’s management. In the opinion of Corporate Management,
the Corporation’s insurance policies are consistent with industry practice.
As of December 31, 2021 and 2022, the Corporation’s
management evaluated its long-lived assets for impairment and found no indications of impairment except for the effect of S/10.8 million
recognized in 2022 (see paragraph iii). Therefore, it is not necessary to establish a provision for impairment in addition to that recognized
at those dates.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
C.
Right-of-use assets, net
As of December 31, 2021 and 2022, the Corporation
recognized right-of-use assets and liabilities as shown in the following table:
| In thousands of soles | |
Buildings | | |
Machinery and equipments | | |
Vehicles | | |
Total | |
| | |
| | |
| | |
| | |
| |
| Cost, net | |
| | |
| | |
| | |
| |
| Balance at January 1, 2021 | |
| 75,849 | | |
| 19,344 | | |
| 14,324 | | |
| 109,517 | |
| Additions | |
| 8,260 | | |
| 317 | | |
| 5,354 | | |
| 13,931 | |
| Deconsolidation | |
| (21,117 | ) | |
| - | | |
| (3,050 | ) | |
| (24,167 | ) |
| Disposals | |
| (364 | ) | |
| - | | |
| - | | |
| (364 | ) |
| Reclassifications | |
| (589 | ) | |
| 10 | | |
| 546 | | |
| (33 | ) |
| Translations adjustments | |
| (443 | ) | |
| - | | |
| (50 | ) | |
| (493 | ) |
| At December 31, 2021 | |
| 61,596 | | |
| 19,671 | | |
| 17,124 | | |
| 98,391 | |
| Balance at January 1, 2022 | |
| 61,596 | | |
| 19,671 | | |
| 17,124 | | |
| 98,391 | |
| Additions | |
| 6,295 | | |
| 6,344 | | |
| 8,928 | | |
| 21,567 | |
| Reclassifications | |
| - | | |
| 443 | | |
| (443 | ) | |
| - | |
| Translations adjustments | |
| (240 | ) | |
| - | | |
| - | | |
| (240 | ) |
| Others adjustments | |
| (188 | ) | |
| - | | |
| (35 | ) | |
| (223 | ) |
| At December 31, 2022 | |
| 67,463 | | |
| 26,458 | | |
| 25,574 | | |
| 119,495 | |
| In thousands of soles | |
Buildings | | |
Machinery and equipments | | |
Vehicles | | |
Total | |
| Accumulated depreciation | |
| | |
| | |
| | |
| |
| Balance at January 1, 2021 | |
| (24,980 | ) | |
| (12,604 | ) | |
| (7,415 | ) | |
| (44,999 | ) |
| Depreciation charge | |
| (12,589 | ) | |
| (5,355 | ) | |
| (5,755 | ) | |
| (23,699 | ) |
| Deconsolidation | |
| 14,701 | | |
| - | | |
| 2,834 | | |
| 17,535 | |
| Disposals | |
| 364 | | |
| - | | |
| - | | |
| 364 | |
| Reclassifications | |
| 588 | | |
| 1,346 | | |
| (1,901 | ) | |
| 33 | |
| Translations adjustments | |
| 92 | | |
| - | | |
| - | | |
| 92 | |
| At December 31, 2021 | |
| (21,824 | ) | |
| (16,613 | ) | |
| (12,237 | ) | |
| (50,674 | ) |
| Balance at January 1, 2022 | |
| (21,824 | ) | |
| (16,613 | ) | |
| (12,237 | ) | |
| (50,674 | ) |
| Depreciation charge | |
| (9,672 | ) | |
| (4,169 | ) | |
| (4,868 | ) | |
| (18,709 | ) |
| Reclassifications | |
| - | | |
| (59 | ) | |
| 59 | | |
| - | |
| Translations adjustments | |
| 128 | | |
| - | | |
| - | | |
| 128 | |
| Others adjustments | |
| (68 | ) | |
| - | | |
| 35 | | |
| (33 | ) |
| At December 31, 2022 | |
| (31,436 | ) | |
| (20,841 | ) | |
| (17,011 | ) | |
| (69,288 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Carrying amounts | |
| | | |
| | | |
| | | |
| | |
| At January 1, 2021 | |
| 50,869 | | |
| 6,740 | | |
| 6,909 | | |
| 64,518 | |
| At December 31, 2021 | |
| 39,772 | | |
| 3,058 | | |
| 4,887 | | |
| 47,717 | |
| At December 31, 2022 | |
| 36,027 | | |
| 5,617 | | |
| 8,563 | | |
| 50,207 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
Depreciation expenses for right-of-use assets
have been distributed in the following items of the consolidated statement of profit or loss:
| In thousands of soles | |
Note | | |
2021 | | |
2022 | |
| | |
| | |
| | |
| |
| Cost of sales and services | |
| 25(ii) | | |
| 17,517 | | |
| 17,469 | |
| Administrative expenses | |
| 25(ii) | |
| | 815 | |
| | 1,240 |
| Depreciation discontinued operations | |
| | | |
| 5,367 | | |
| - | |
| | |
| | | |
| 23,699 | | |
| 18,709 | |
Costs related to the machinery and equipment lease
for which the Corporation applied the exceptions described in IFRS 16 are the following:
Leases under twelve (12) months: S/ 187.3
million (S/ 252.4 million in 2021). Low value asset leases: S/ 1.5 million (S/ 44.4 million in 2021).
In addition, leases, whose payments are entirely
variable and depend on their future performance or use, were excluded, in 2022. Expenses amounted to S/45.9 million (S/ 85.8 million
in 2021).
For the years ended December 31, total depreciation is composed as
follows:
| In thousands of soles | |
Note | |
2021 | | |
2022 | |
| | |
| |
| | |
| |
| Depreciation of property, plant and equipment | |
15.B | |
| 70,780 | | |
| 52,308 | |
| Depreciation related to right-of-use assets | |
15.C | |
| 23,699 | | |
| 18,709 | |
| Depreciation related to investment property | |
15.A | |
| 4,316 | | |
| 3,971 | |
| Sub total Continuous operations | |
| |
| 98,795 | | |
| 74,988 | |
| (-) Depreciation discontinued operations | |
| |
| (11,307 | ) | |
| - | |
| | |
25 | |
| 87,488 | | |
| 74,988 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
16.
Intangible Assets and Goodwill, net
The movement of intangible assets and related accumulated amortization
as of December 31, 2021 and 2022 is as follows:
| In thousands of soles | |
Goodwill | | |
Trade-marks | | |
Concession rights | | |
Contractual relations with clients | | |
Software | | |
Costs of development of wells | | |
Land use rights | | |
Other assets | | |
Total | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Cost | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Balance at January 1, 2021 | |
| 95,466 | | |
| 100,512 | | |
| 690,545 | | |
| 77,542 | | |
| 63,871 | | |
| 596,499 | | |
| 13,288 | | |
| 120,645 | | |
| 1,758,368 | |
| Additions | |
| - | | |
| - | | |
| 6,185 | | |
| - | | |
| 10,312 | | |
| 45,518 | | |
| - | | |
| 5,726 | | |
| 67,741 | |
| Capitalization of interest expenses | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 609 | | |
| 609 | |
| Disposal | |
| - | | |
| - | | |
| (1,921 | ) | |
| - | | |
| (11,014 | ) | |
| (313,110 | ) | |
| - | | |
| - | | |
| (326,045 | ) |
| Subsidiary deconsolidation | |
| - | | |
| - | | |
| - | | |
| - | | |
| (17,646 | ) | |
| - | | |
| - | | |
| - | | |
| (17,646 | ) |
| Translations adjustments | |
| (1,866 | ) | |
| (4,984 | ) | |
| - | | |
| (3,387 | ) | |
| (284 | ) | |
| - | | |
| - | | |
| - | | |
| (10,521 | ) |
| At December 31, 2021 | |
| 93,600 | | |
| 95,528 | | |
| 694,809 | | |
| 74,155 | | |
| 45,239 | | |
| 328,907 | | |
| 13,288 | | |
| 126,980 | | |
| 1,472,506 | |
| Balance at January 1, 2022 | |
| 93,600 | | |
| 95,528 | | |
| 694,809 | | |
| 74,155 | | |
| 45,239 | | |
| 328,907 | | |
| 13,288 | | |
| 126,980 | | |
| 1,472,506 | |
| Additions | |
| - | | |
| - | | |
| 6,973 | | |
| - | | |
| 10,207 | | |
| 144,887 | | |
| - | | |
| 3,090 | | |
| 165,157 | |
| Disposal | |
| - | | |
| - | | |
| - | | |
| (111 | ) | |
| (3,554 | ) | |
| - | | |
| - | | |
| - | | |
| (3,665 | ) |
| Reclassifications | |
| - | | |
| - | | |
| (15,596 | ) | |
| - | | |
| - | | |
| - | | |
| - | | |
| (13,504 | ) | |
| (29,100 | ) |
| Transfers | |
| - | | |
| - | | |
| 367 | | |
| - | | |
| 76 | | |
| - | | |
| - | | |
| 7 | | |
| 450 | |
| Translations adjustments | |
| (7,603 | ) | |
| (8,279 | ) | |
| - | | |
| (2,525 | ) | |
| (479 | ) | |
| - | | |
| - | | |
| - | | |
| (18,886 | ) |
| At December 31, 2022 | |
| 85,997 | | |
| 87,249 | | |
| 686,553 | | |
| 71,519 | | |
| 51,489 | | |
| 473,794 | | |
| 13,288 | | |
| 116,573 | | |
| 1,586,462 | |
| In thousands of soles | |
Goodwill | | |
Trade-marks | | |
Concession rights | | |
Contractual relations with clients | | |
Software | | |
Costs of development of wells | | |
Land use rights | | |
Other assets | | |
Total | |
| Accumulated amortization and impairment | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Balance at January 1, 2021 | |
| (36,520 | ) | |
| (22,091 | ) | |
| (318,748 | ) | |
| (77,019 | ) | |
| (47,276 | ) | |
| (401,498 | ) | |
| (2,468 | ) | |
| (60,758 | ) | |
| (966,378 | ) |
| Amortization | |
| - | | |
| - | | |
| (54,304 | ) | |
| - | | |
| (7,269 | ) | |
| (40,501 | ) | |
| - | | |
| (4,438 | ) | |
| (106,512 | ) |
| Disposal | |
| - | | |
| - | | |
| 1,059 | | |
| - | | |
| 9,189 | | |
| 313,108 | | |
| - | | |
| - | | |
| 323,356 | |
| Subsidiary deconsolidation | |
| - | | |
| - | | |
| - | | |
| - | | |
| 16,895 | | |
| - | | |
| - | | |
| - | | |
| 16,895 | |
| Translations adjustments | |
| - | | |
| - | | |
| - | | |
| 3,361 | | |
| 163 | | |
| - | | |
| - | | |
| - | | |
| 3,524 | |
| At December 31, 2021 | |
| (36,520 | ) | |
| (22,091 | ) | |
| (371,993 | ) | |
| (73,658 | ) | |
| (28,298 | ) | |
| (128,891 | ) | |
| (2,468 | ) | |
| (65,196 | ) | |
| (729,115 | ) |
| Balance at January 1, 2022 | |
| (36,520 | ) | |
| (22,091 | ) | |
| (371,993 | ) | |
| (73,658 | ) | |
| (28,298 | ) | |
| (128,891 | ) | |
| (2,468 | ) | |
| (65,196 | ) | |
| (729,115 | ) |
| Amortization | |
| - | | |
| - | | |
| (55,096 | ) | |
| - | | |
| (3,619 | ) | |
| (37,672 | ) | |
| - | | |
| (5,648 | ) | |
| (102,035 | ) |
| Disposal | |
| - | | |
| - | | |
| - | | |
| - | | |
| 2,852 | | |
| - | | |
| - | | |
| - | | |
| 2,852 | |
| Reclassifications | |
| - | | |
| - | | |
| 15,596 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 13,504 | | |
| 29,100 | |
| Transfers | |
| - | | |
| - | | |
| (272 | ) | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (272 | ) |
| Impairment loss | |
| - | | |
| (2,530 | ) | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (2,530 | ) |
| Translations adjustments | |
| - | | |
| - | | |
| - | | |
| 2,422 | | |
| 452 | | |
| - | | |
| - | | |
| - | | |
| 2,874 | |
| At December 31, 2022 | |
| (36,520 | ) | |
| (24,621 | ) | |
| (411,765 | ) | |
| (71,236 | ) | |
| (28,613 | ) | |
| (166,563 | ) | |
| (2,468 | ) | |
| (57,340 | ) | |
| (799,126 | ) |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Carrying amounts | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| At January 1, 2021 | |
| 58,946 | | |
| 78,421 | | |
| 371,797 | | |
| 523 | | |
| 16,595 | | |
| 195,001 | | |
| 10,820 | | |
| 59,887 | | |
| 791,990 | |
| At December 31, 2021 | |
| 57,080 | | |
| 73,437 | | |
| 322,816 | | |
| 497 | | |
| 16,941 | | |
| 200,016 | | |
| 10,820 | | |
| 61,784 | | |
| 743,391 | |
| At December 31, 2022 | |
| 49,477 | | |
| 62,628 | | |
| 274,788 | | |
| 283 | | |
| 22,876 | | |
| 307,231 | | |
| 10,820 | | |
| 59,233 | | |
| 787,336 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
A.
Goodwill
Corporation’s Management reviews the performance
of its businesses based on the economic activity performed. As of December 31, the goodwill of cash generating units (CGUs) is distributed
as follows:
| In thousands of soles | |
2021 | | |
2022 | |
| Engineering and construction | |
| 36,344 | | |
| 28,741 | |
| Electromechanical | |
| 20,736 | | |
| 20,736 | |
| | |
| 57,080 | | |
| 49,477 | |
As of December 31, 2022, goodwill consists of
an accumulated cost of S/123.8 million, accumulated impairment of S/53.2 million and a decrease due to translation effect of S/13.5 million.
As a result of Management’s annual impairment
tests on goodwill, the recoverable value of cash-generating units was determined based on the greater their value in use and fair value
less disposal costs. The value in use was determined based on the expected future cash flows generated by the evaluation of CGUs.
As a result of these evaluations in 2021 and
2022, no impairment was identified.
The main assumptions used by the Corporation to
determine the recoverable value are the following:
| | |
Engineering | | |
| |
| | |
and | | |
Electro- | |
| In percentage | |
construction | | |
mechanical | |
| 2021 | |
| | |
| |
| Gross margin | |
| 11.10 | % | |
| 9.04 | % |
| Terminal growth rate | |
| 3.30 | % | |
| 0.00 | % |
| Discount rate | |
| 11.97 | % | |
| 13.28 | % |
| 2022 | |
| | | |
| | |
| Gross margin | |
| 9.23 | % | |
| 8.13 | % |
| Terminal growth rate | |
| 3.80 | % | |
| 0.00 | % |
| Discount rate | |
| 17.66 | % | |
| 14.89 | % |
Discount rate
The discount rate is the cost of capital applied
to determine the present value of a future payment.
Growth rate
Market-based and generally in line with projected
long-term inflation for the countries in which each CGU operates.
Perpetual growth rate
The rate used to calculate the terminal or residual
value in the valuation of the business.
These assumptions have been used for the analysis
of each CGUs for a five-year period considering a recovery residual value without any growth.
Management determines budgeted gross margins based
on past profit loss and market development expectations. Average growth rates are consistent with those prevailing in the industry. The
discount rates used are pre-tax, as applicable, and reflect the specific risks associated with the CGUs evaluated.
B.
Trademarks
As of December 31, 2022, this item includes the
trademarks acquired in the business combination processes with Vial y Vives S.A.C. for S/ 42 million (S/ 47.4 million as of December 31,
2021) and Morelco S.A.S. for S/ 20.6 million (S/ 26.1 million as of December 31, 2021). Management determined that the Vial y Vives and
Morelco trademarks have indefinite useful lives, consequently, these intangible assets are tested annually for impairment using the methodology of saving in the payment of license fees or royalties.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
As of December 31, 2021, Vial y Vives –
DSD trademark had an accumulated impairment of S/ 22.1 million and during the year 2022 it was impaired by an additional amount of
S/ 2.5 million. At the end of 2022, the accumulated impairment amounts to S/ 24.6 million.
The main assumptions used by the Corporation to
determine fair value less costs of sales are the following:
| |
Engineering | |
| | |
and construction | |
| In percentage | |
Morelco S.A.S. | | |
Vial y Vives - DSD | |
| 2021 | |
| | |
| |
| Average revenue growth rate | |
| 23.16 | % | |
| 5.00 | % |
| Terminal growth rate | |
| 3.30 | % | |
| 3.00 | % |
| Discount rate | |
| 11.97 | % | |
| 17.60 | % |
| 2022 | |
| | | |
| | |
| Average revenue growth rate | |
| 43.19 | % | |
| 9.03 | % |
| Terminal growth rate | |
| 3.80 | % | |
| 3.00 | % |
| Discount rate | |
| 17.66 | % | |
| 15.82 | % |
Discount rate
The discount rate is the cost of capital applied
to determine the present value of a future payment.
Growth rate
Market-based and generally in line with projected
long-term inflation for the countries in which each CGU operates.
Perpetual growth rate
The rate used to calculate the terminal or residual
value in the valuation of the business.
C.
Concessions
As of December 31, it mainly comprises the intangible
assets of the subsidiary Red Vial 5 S.A. and is made up of:
| In thousands of soles | |
2021 | | |
2022 | |
| Capitalization of second roadway | |
| 240,279 | | |
| 200,233 | |
| EPC Contract | |
| 46,719 | | |
| 38,933 | |
| Implementation for road safety | |
| 10,179 | | |
| 11,526 | |
| Road improvement | |
| 11,795 | | |
| 10,997 | |
| Disbursements for land acquisition | |
| 4,883 | | |
| 4,836 | |
| Construction of the second tranche of the “Ancon-Huacho-Pativilca” highway | |
| 2,919 | | |
| 2,394 | |
| Other intangible assets contracted for the delivery process | |
| 5,118 | | |
| 4,823 | |
| Total Red Vial 5 S.A. | |
| 321,892 | | |
| 273,742 | |
| Other concessions | |
| 924 | | |
| 1,046 | |
| | |
| 322,816 | | |
| 274,788 | |
D.
Well development cost
The Company, through is subsidiary Unna Energia
S.A., has been operating and extracting oil from two fields (Lot I and Lot V). Lot V is operated under a long-term service agreement,
under which the Company provides hydrocarbon extraction services to the Government. Lot I agreement ended in 2021 and Lot V is expiring
in October 2023.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
On December 10, 2014, the Peruvian Government granted to the Company
the right to exploit oil Lots III and IV for thirty (30) years. The investment committed is estimated in US$ 435 million corresponding
to the drilling of 230 wells in Lot III and 330 wells in Lot IV. The drilling work started in November 2016 in Lot IV and the first drilling
campaign in Lot III started in June 2022.
The lots are amortized based on the useful lives
of the wells (determined in the remaining terms for Lot V and the units produced for Lots III and IV), until the termination of the agreements
with Perupetro S.A.
E.
Other assets
Mainly corresponds to investments committed in
the subsidiary Unna Energia S.A. through Consorcio TP in the execution of the investment commitment arising from the Central and North
Terminals Operation contracts. At the end of the contract term, Unna Energia S.A. will transfer in favor of the contractor at zero value,
the facilities and goods resulting from the execution of the investment commitment.
F.
Amortization of intangible assets
Amortization of intangibles is broken down in
the consolidated statements of profit or loss as follows:
| In thousands of soles | |
Note | | |
2021 | | |
2022 | |
| Cost of sales | |
| | | |
| 101,578 | | |
| 99,210 | |
| Administrative expenses | |
| | | |
| 3,642 | | |
| 2,825 | |
| Sub total | |
| 25 | | |
| 105,220 | | |
| 102,035 | |
| (+) Amortization discontinued operations | |
| | | |
| 1,292 | | |
| - | |
| | |
| | | |
| 106,512 | | |
| 102,035 | |
17.
Borrowings
As of December 31, this caption includes:
| | |
Total | | |
Current | | |
Non-current | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Bank loans | |
| 320,689 | | |
| 651,825 | | |
| 199,471 | | |
| 548,372 | | |
| 121,218 | | |
| 103,453 | |
| Other financial entities | |
| 188,868 | | |
| 168,148 | | |
| 22,210 | | |
| 12,176 | | |
| 166,658 | | |
| 155,972 | |
| Lease liability for right-of-use asset | |
| 60,507 | | |
| 59,085 | | |
| 14,541 | | |
| 12,879 | | |
| 45,966 | | |
| 46,206 | |
| Finance leases | |
| 9,836 | | |
| 835 | | |
| 5,118 | | |
| 835 | | |
| 4,718 | | |
| - | |
| | |
| 579,900 | | |
| 879,893 | | |
| 241,340 | | |
| 574,262 | | |
| 338,560 | | |
| 305,631 | |
A.
Bank Loans
As of December 31, 2021 and 2022, this item comprises
bank loans in local and foreign currencies for working capital purposes. These obligations accrue fixed interest rates ranging from 0.5%
to 13.5% in 2022 (from 0.9% to 11% in 2021).
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
| | |
Interest | |
Date of | | |
| | |
| |
| In thousands of soles | |
rate | |
maturity | | |
2021 | | |
2022 | |
| | |
| |
| | |
| | |
| |
| AENZA S.A.A. (i) | |
Term SOFR 3M + de 6.26% a 8.51% | |
| 2023 | | |
| - | | |
| 463,773 | |
| Unna Energia S.A.(ii) | |
6.04% / 7.68% | |
| 2027 | | |
| 143,986 | | |
| 126,064 | |
| Viva Negocio Inmobiliario S.A.C. (iii) | |
7.00% / 11.35% | |
| 2024 | | |
| 65,262 | | |
| 51,314 | |
| Morelco S.A.S. (iv) | |
9.95% / 10.93% | |
| 2023 | | |
| - | | |
| 10,674 | |
| Cumbra Peru S.A. (v - vi) | |
8.00% | |
| 2023 | | |
| 111,441 | | |
| - | |
| | |
| |
| | | |
| 320,689 | | |
| 651,825 | |
i.
Bridge loan – AENZA S.A.A.
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 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$120
million. The loan bears interest at the following interest rates: (i) for the first and second installments, Term SOFR + 6.26%; (ii) for
the third and fourth installments, Term SOFR + 6.76%; (iii) for the fifth installment, Term SOFR + 7.51%; and (iv) for the sixth installment,
Term SOFR + 7.51%. As of December 31, 2022, the total amount payable is US$ 120 million, equivalent to S/463.8 million, which includes
principal of S/ 458.4 million, plus interest and net deferred charges of S/ 5.4 million. The Corporation is currently evaluating
financing alternatives that allow it to cover its short-term obligations.
As of December 31, 2022, 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 December 31, 2022, the amount recorded for
loans equivalent to 50% of interest owned by the subsidiary Unna Energia S.A. amounts to S/126.1 million, principal net of interest and
deferred charges (S/ 143.9 million, principal net of interest and deferred charges as of December 31, 2021).
As of December 31, 2021 and 2022, TP is in compliance
with the covenants established in the loan agreement.
iii.
Viva Negocio Inmobiliario S.A.C. Loan
The balance comprises the following:
| | |
Interest | |
Date of | | |
| |
| In thousands of soles | |
rate | |
maturity | | |
2021 | | |
2022 | |
| | |
| |
| | |
| | |
| |
| Banco de Credito del Peru S.A. | |
7.00% / 7.94% | |
| 2023 | | |
| 35,679 | | |
| 36,562 | |
| Banco Interamericano de Finanzas S.A. | |
11.35% | |
| 2024 | | |
| 18,456 | | |
| 12,636 | |
| Banco BBVA Peru S.A. | |
7.94% | |
| 2024 | | |
| 9,742 | | |
| 2,116 | |
| Others | |
11.00% | |
| 2022 | | |
| 1,385 | | |
| - | |
| | |
| |
| | | |
| 65,262 | | |
| 51,314 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
As of December 31, 2022 and 2021, the Corporation has no guarantees
or covenants for these loans.
iv.
Morelco S.A.S. Bank Loans
The balance comprises the following:
| | |
Interest | |
Date of | | |
| |
| In thousands of soles | |
rate | |
maturity | | |
2022 | |
| | |
| |
| | |
| |
| Bancolombia S.A. | |
9.95% / 10.93% | |
| 2023 | | |
| 6,344 | |
| Banco de Bogota | |
10.39% | |
| 2023 | | |
| 4,330 | |
| | |
| |
| | | |
| 10,674 | |
As of December 31, 2021 and 2022, the Corporation has no guarantees
or covenants for these loans.
v.
Financial Stability Framework Agreement
In July 2017, the Company and its subsidiaries
(Cumbra Peru S.A., Construyendo Pais S.A., Vial y Vives – DSD S.A., and Concesionaria Via Expresa Sur S.A.) signed a Financial Stability
Framework Agreement with the following financial entities: Scotiabank Peru S.A.A., Banco Internacional del Peru S.A.A., Banco BBVA Peru
S.A., Banco de Credito del Peru S.A., Citibank del Peru S.A., and Citibank N.A. The objectives of the Financial Stability Framework Agreement
were to guarantee Cumbra Peru S.A. a syndicated revolving line for working capital, a non-revolving line of credit to finance repayment
commitments subject to performance bonds; guarantee lines of credit for the issuance of the performance bond, and undertake to maintain
the existing letters of credit issued at the request of Cumbra Peru S.A.
As of December 31, 2021, the Company complied
with the obligations and covenants set forth in the Financial Stability Framework Agreement.
On March 29, 2022, S/ 28.2 million and US$ 0.3
million corresponding to the total balance of the Financial Stability Framework Agreement were settled (US$ 7.4 million equivalent to
S/ 29.5 million as of December 31, 2021).
vi.
Banco Santander Loan
On December 28, 2020, Tecnicas Reunidas enforced two letters of credit
for a total amount of US$ 23.7 million, which had been issued by Banco Santander Peru S.A. on behalf of our subsidiary Cumbra Peru
S.A. as guarantee pursuant to a construction agreement. As a result, Cumbra Peru S.A. was granted a short-term loan by Banco Santander
for principal amount of US$ 23.7 million, equivalent to S/ 85.9 million. The loan accrued interest at an annual rate of Libor
+ 8%. As of December 31, 2021, the debt balance was US$ 20.2 million, equivalent to S/ 80.8 million. Cumbra Peru complied with
the respective covenant subject to the Loan Agreement with Banco Santander S.A.
In April 2022, Cumbra Peru S.A. settled the entire
debt amounting to US$ 20.2 million (equivalent to S/70.1 million).
B.
Other financial entities
The balance is mainly composed of the monetization
of Red Vial 5 S.A. dividends, as described below:
On May 29, 2018, the Company and Inversiones Concesiones Vial S.A.C.
(“BCI Peru”) came into an investment agreement with the intervention of Fondo de Inversiones BCI NV (“BCI Fund”)
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. Upon the signature of this agreement, the Company had to indirectly transfer its economic rights over
48.8% of the share capital of Red Vial 5 S.A. by transferring its B class shares (equivalent to 48.8% of the capital of Red Vial S.A.)
to a vehicle specially incorporated for such purposes called 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.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated
Financial Statements
December 31, 2021 and 2022
In addition, it has been agreed that the Company
would have purchase options on 48.8% of Red Vial 5’s economic rights that BCI Peru will maintain through its interest in Inversiones
en Autopistas S.A. These options would be subject to certain conditions such as the expiration of different terms, recovery of the investment
made with the proceeds of BCI Fund (according to different economic calculations) and/or to control changes.
As of December 31, 2022, the balance of loan payable
amounted to US$ 42.6 million, equivalent to S/ 162.8 million which accrued interest at an annual rate of 9.97% (as of December
31, 2021, the balance was US$ 41.5 million, equivalent to S/ 165.8 million which accrued interest at an annual rate of 8.39%).
It includes the effect of the present value for S/ 16.6 million (as of December 31, 2021, S/ 12.4 millions) (Note 26.B.ii). The accrued
interest amount to S/ 9.3 million (in 2021 S/ 10 million).
C.
Right-of-use-liabilities
| | |
Interest | |
Date of | | |
Total | |
| In thousands of soles | |
rate | |
maturity | | |
2021 | | |
2022 | |
| | |
| |
| | |
| | |
| |
| AENZA S.A.A. | |
9.08% | |
| 2027 | | |
| 51,187 | | |
| 41,456 | |
| Unna Energía S.A. | |
7.10% / 19.6% | |
| 2026 | | |
| 3,889 | | |
| 11,640 | |
| Unna Transporte S.A.C. | |
6.25% / 11.72% | |
| 2025 | | |
| 4,503 | | |
| 4,960 | |
| Morelco S.A.S. | |
14.97% / 17.64% | |
| 2026 | | |
| 423 | | |
| 804 | |
| Cumbra Ingenieria S.A. | |
7.40% | |
| 2023 | | |
| 427 | | |
| 64 | |
| Tren Urbano de Lima S.A. | |
10.00% | |
| 2023 | | |
| 60 | | |
| 17 | |
| Other minors | |
4.50% | |
| 2037 | | |
| 18 | | |
| 144 | |
| | |
| |
| | | |
| 60,507 | | |
| 59,085 | |
The minimum payments to be made according to their
maturity and current value of obligations for right-of-use liabilities are the following:
| In thousands of soles | |
2021 | | |
2022 | |
| Up to 1 year | |
| 18,817 | | |
| 19,075 | |
| From 1 to 5 years | |
| 46,288 | | |
| 55,092 | |
| Over 5 years | |
| 8,086 | | |
| 112 | |
| | |
| 73,191 | | |
| 74,279 | |
| Future financial charges | |
| (12,684 | ) | |
| (15,194 | ) |
| Current value of right-of-use liabilities | |
| 60,507 | | |
| 59,085 | |
The current value of obligations for right-of-use liabilities is detailed
as follows:
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Up to 1 year | |
| 14,541 | | |
| 12,879 | |
| From 1 year to 5 years | |
| 38,136 | | |
| 46,094 | |
| Over 5 years | |
| 7,830 | | |
| 112 | |
| | |
| 60,507 | | |
| 59,085 | |
D.
Finance leases
| | |
Interest | |
Date of | | |
| |
| In thousands of soles | |
rate | |
maturity | | |
2021 | | |
2022 | |
| | |
| |
| | |
| | |
| |
| Viva Negocio Inmobiliario S.A.C. | |
9.04% | |
| 2023 | | |
| 6,678 | | |
| 76 | |
| Cumbra Peru S.A. | |
5.32% / 7.67% | |
| 2023 | | |
| 3,112 | | |
| 759 | |
| Unna Energia S.A. | |
6.28% | |
| 2022 | | |
| 46 | | |
| - | |
| | |
| |
| | | |
| 9,836 | | |
| 835 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
The minimum payments to be made according to their
maturity and current value of obligations for finance lease agreements are the following:
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Up to 1 year | |
| 5,624 | | |
| 873 | |
| From 1 to 5 years | |
| 4,909 | | |
| - | |
| | |
| 10,533 | | |
| 873 | |
| Future financial charges | |
| (697 | ) | |
| (38 | ) |
| Current value of the obligations for finance lease agreements | |
| 9,836 | | |
| 835 | |
The current value of obligations for finance lease agreements is detailed
as follows:
| In thousands of soles | |
2021 | | |
2022 | |
| Up to 1 year | |
| 5,118 | | |
| 835 | |
| From 1 to 5 years | |
| 4,718 | | |
| - | |
| | |
| 9,836 | | |
| 835 | |
E. Fair value
As of December 31, the carrying amount and fair value of indebtedness
are as follows:
| | |
Carrying amount | | |
Fair value | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| | |
| | |
| | |
| | |
| |
| Bank loans | |
| 320,689 | | |
| 651,825 | | |
| 349,280 | | |
| 638,620 | |
| Other financial entities | |
| 188,868 | | |
| 168,148 | | |
| 188,868 | | |
| 168,148 | |
| Lease liability for right-of-use asset | |
| 60,507 | | |
| 59,085 | | |
| 66,943 | | |
| 58,719 | |
| Finance leases | |
| 9,836 | | |
| 835 | | |
| 9,097 | | |
| 776 | |
| | |
| 579,900 | | |
| 879,893 | | |
| 614,188 | | |
| 866,263 | |
As of December 31, 2022, fair values are based
on discounted cash flows using borrowing rates between 4.7% and 17.6% (between 3.9% and 10% as of December 31, 2021) and are within Level
2 of the fair value accounting hierarchy.
F. Debt movement
The movement in debt for the years ended December 31, 2021 and 2022
are as follows:
| | |
2021 | |
| In thousands of soles | |
Bank loans | | |
Other financial
entities | | |
Lease liability
for right-of-
use asset | | |
Finance leases | |
| | |
| | |
| | |
| | |
| |
| Balance at January, 1 | |
| 528,564 | | |
| 244,639 | | |
| 72,726 | | |
| 52,391 | |
| Additions | |
| 281,079 | | |
| - | | |
| 7,988 | | |
| 104 | |
| Amortization | |
| (473,693 | ) | |
| (42,605 | ) | |
| (26,520 | ) | |
| (5,542 | ) |
| Accrued interest | |
| 47,246 | | |
| 11,439 | | |
| 4,549 | | |
| 3,260 | |
| Interest paid | |
| (48,034 | ) | |
| (9,732 | ) | |
| (4,335 | ) | |
| (3,224 | ) |
| Subsidiary deconsolidation | |
| (22,919 | ) | |
| (59,190 | ) | |
| (6,881 | ) | |
| (36,757 | ) |
| Fair value | |
| - | | |
| 12,402 | | |
| - | | |
| - | |
| Others | |
| 8,446 | | |
| 31,915 | | |
| 12,980 | | |
| (396 | ) |
| Balance at December, 31 | |
| 320,689 | | |
| 188,868 | | |
| 60,507 | | |
| 9,836 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| | |
2022 | |
| In thousands of soles | |
Bank loans | | |
Other financial
entities | | |
Lease liability
for right-of-
use asset | | |
Finance
leases | |
| | |
| | |
| | |
| | |
| |
| Balance at January, 1 | |
| 320,689 | | |
| 188,868 | | |
| 60,507 | | |
| 9,836 | |
| Additions | |
| 492,961 | | |
| - | | |
| 21,567 | | |
| 70 | |
| Amortization | |
| (171,239 | ) | |
| (28,758 | ) | |
| (16,198 | ) | |
| (8,536 | ) |
| Accrued interest | |
| 49,099 | | |
| 9,273 | | |
| 4,845 | | |
| 474 | |
| Interest paid | |
| (39,748 | ) | |
| (10,525 | ) | |
| (4,732 | ) | |
| (514 | ) |
| Fair value | |
| - | | |
| 16,629 | | |
| - | | |
| - | |
| Others | |
| 63 | | |
| (7,339 | ) | |
| (6,904 | ) | |
| (495 | ) |
| Balance at December, 31 | |
| 651,825 | | |
| 168,148 | | |
| 59,085 | | |
| 835 | |
18. Bonds
As of December 31, this item includes:
| | |
Total | | |
Current | | |
Non-current | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Tren Urbano de Lima S.A. (a) | |
| 626,697 | | |
| 629,956 | | |
| 24,496 | | |
| 31,203 | | |
| 602,201 | | |
| 598,753 | |
| Red Vial 5 S.A. (b) | |
| 251,933 | | |
| 218,684 | | |
| 36,637 | | |
| 41,343 | | |
| 215,296 | | |
| 177,341 | |
| Cumbra Peru S.A. (c) | |
| 26,282 | | |
| 21,273 | | |
| 4,896 | | |
| 4,554 | | |
| 21,386 | | |
| 16,719 | |
| AENZA S.A.A. (d) | |
| 356,010 | | |
| - | | |
| 3,809 | | |
| - | | |
| 352,201 | | |
| - | |
| | |
| 1,260,922 | | |
| 869,913 | | |
| 69,838 | | |
| 77,100 | | |
| 1,191,084 | | |
| 792,813 | |
(a) Tren Urbano de Lima S.A.
In February 2015, the subsidiary Tren Urbano de
Lima S.A. issued international corporate bonds under Regulation S of the United States of America. The issuance was made in VAC soles
(adjusted at Constant Update Value) for an amount of S/ 629 million. The bonds expire in November 2039 and accrue interest at a rate
of 4.75% (plus the VAC adjustment), present a risk rating AA + (local scale) granted by the risk rating company Apoyo & Asociados
Internacionales.
These bonds include the following collateral:
(i) mortgage on the concession of which Tren Urbano de Lima S.A. is the concessionaire, (ii) security interest on the shares of the Concessionaire,
(iii) assignment of the Collection Rights of the Administration Trust, and (iv) a Flow Trust and Reserve Accounts for Debt Service, Operation
and Maintenance and ongoing Capex. Issuance costs amounted to S/ 22 million. During 2022, a principal repayment of S/ 19.8 million (S/
16.4 million in 2021) has been made.
As of December 31, 2022, an accumulated amortization
amounting to S/126.8 million (S/ 106.9 million as of December 31, 2021) was made.
As of December 31, 2022, the balance includes
VAC adjustments and interest payable for S/ 143.3 million (S/ 121.1 million as of December 31, 2021).
For the periods ended December 31, 2021 and 2022,
the movement of this account is as follows:
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Balance at January, 1 | |
| 624,454 | | |
| 626,697 | |
| Amortization | |
| (16,376 | ) | |
| (19,848 | ) |
| Accrued interest | |
| 49,013 | | |
| 54,918 | |
| Interest paid | |
| (30,394 | ) | |
| (31,811 | ) |
| Balance at December, 31 | |
| 626,697 | | |
| 629,956 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
As of December 31, 2021 and 2022, Tren Urbano
de Lima S.A. complied with the corresponding covenants.
As of December 31, 2022, the fair value amounts to S/630.7 million
(S/626.8 million, as of December 31, 2021), is based on discounted cash flows using a rate of 5.9% (4.9% as of December 31, 2021) and
corresponds to level 2 of the fair value hierarchy.
(b) Red Vial 5 S.A.
From 2015 to 2016, the subsidiary Red Vial 5 S.A. issued Corporate
Bonds 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%. As
of December 31, 2022, risk rating agencies Moody’s Local and Apoyo & Asociados Internacionales graded this debt instrument with
AA- class.
According to the terms of the bond issuance agreement,
this financing is secured by: (i) a trust of flows from the collection rights and flows derived from the Concession, except for flows
corresponding to the Remuneration and the Regulation Fee; (ii) a mortgage on the concession of which Red Vial 5 S.A. is the concessionaire;
(iii) movable guarantees on shares; (iv) assignment of rights on the bank letter of guarantee and any other guarantee granted in the Construction
Agreement; and (v) in general, all those additional guarantees granted in favor of the secured creditors if applicable.
The purpose of the granted funds was to finance the construction works
of the second phase of Red Vial 5 and sales tax related to the execution of project expenses.
For the periods ended December 31, 2021 and 2022,
the movement of this account is the following:
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Balance at January, 1 | |
| 280,848 | | |
| 251,933 | |
| Amortization | |
| (28,836 | ) | |
| (33,085 | ) |
| Accrued interest | |
| 22,315 | | |
| 19,744 | |
| Interest paid | |
| (22,394 | ) | |
| (19,908 | ) |
| Balance at December, 31 | |
| 251,933 | | |
| 218,684 | |
As of December 31, 2021 and 2022, Red Vial 5 S.A. complied with the
respective covenants.
As of December 31, 2022, the fair value of bonds
amounts to S/ 224.8 million (S/ 260 million as of December 31, 2021), is based on discounted cash flows using rate 8.1% as of
December 31, 2021 and 2022, and is within level 2 of the fair value hierarchy.
(c) Cumbra Peru S.A.
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 amounting
to US$ 7.8 million (equivalent to S/ 25.9 million) were issued with the modality for exchange debt, with respect to its outstanding
business obligations.
The bonds mature in December 2027 and bear interest
at a rate of 8.5%, payment is semi-annual and have a B- risk rating, granted by the rating company Moody’s Peru. As of December
31, 2022, the balance includes accrued interest payable for US$ 0.2 million, equivalent to S/ 0.8 million (US$ 0.3 million,
equivalent to S/ 1 million, as of December 31, 2021).
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
For the periods ended December 31, 2021 and 2022, the movement of
this account is the following:
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Balance at January, 1 | |
| 27,457 | | |
| 26,282 | |
| Amortization | |
| (3,687 | ) | |
| (3,812 | ) |
| Exchange difference | |
| 2,561 | | |
| (1,030 | ) |
| Accrued interest | |
| 2,219 | | |
| 1,858 | |
| Interest paid | |
| (2,268 | ) | |
| (2,025 | ) |
| Balance at December, 31 | |
| 26,282 | | |
| 21,273 | |
As of December 31, 2022, the fair value amounts
to S/ 19.7 million (S/ 27.1 million as of December 31, 2021), is based on discounted cash flows using a rate of 11.4% (7.4%
as of December 31, 2021), and is within level 2 of the fair value hierarchy.
(d) AENZA S.A.A.
On August 13, 2021, AENZA S.A.A. issued bonds convertible into voting
common shares (hereinafter the “Bonds”). The total amount of issuance was US$89.9 million, considering 89,970 bonds at a face
value of US$1,000 each.
Bonds were placed at local level and were available
for investors in Peru according to Peruvian legislation. The Bonds mature on February 2024 and bear interest at an annual interest rate
of 8% subject to quarterly installments.
Pursuant to the terms and conditions of the Bond, they may be converted
into shares from the sixth month of the issuance date, according to the following procedure: 1) the conversion day is the last business
day of each month; 2) the conversion may be total or partial; 3) the conversion notice had to be sent to the Bondholders’ Representative
no later than five (5) business days prior to the conversion date, and 4) the conversion price will be the minimum of (i) US$0.33 (zero
and 33/100 US dollars) per share and (ii) 80% of the average price of transactions occurred thirty (30) days prior to the Conversion Date,
weighted by the volume of each transaction. The conversion will be made by dividing the current face value of each bond by the conversion
price.
The Company converted all bonds in common shares
in two tranches, the first one on February 28, 2022 for 11,000 Bonds and second on May 31, 2022 for 78,970 bonds (Note 22). Due to
conversion, the debt was fully capitalized.
19. Trade Accounts Payable
As of December 31, this caption comprises:
| | |
Total | | |
Current | | |
Non-current | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Invoices payable (a) | |
| 506,798 | | |
| 523,175 | | |
| 506,798 | | |
| 513,418 | | |
| - | | |
| 9,757 | |
| Received services to be invoiced (b) | |
| 400,418 | | |
| 508,448 | | |
| 400,418 | | |
| 508,448 | | |
| - | | |
| - | |
| Notes payable | |
| 5,610 | | |
| 5,390 | | |
| 5,610 | | |
| 5,390 | | |
| - | | |
| - | |
| | |
| 912,826 | | |
| 1,037,013 | | |
| 912,826 | | |
| 1,027,256 | | |
| - | | |
| 9,757 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
(a)
Invoices payable are obligations supported by formal documents. Find below the invoices payable according to the main projects:
| In thousands of soles | |
2021 | | |
2022 | |
| Infrastructure | |
| | |
| |
| Linea–1 - Metro de Lima | |
| 15,616 | | |
| 43,768 | |
| Operation and maintenance - Roads | |
| 17,372 | | |
| 23,849 | |
| | |
| 32,988 | | |
| 67,617 | |
| Energy | |
| 43,501 | | |
| 87,282 | |
| | |
| | | |
| | |
| Engineering and Construction | |
| | | |
| | |
| Cumbra Peru S.A. - Refineria Talara | |
| 109,930 | | |
| 84,891 | |
| Cumbra Peru S.A. - Aeropuerto Jorge Chavez | |
| 55,596 | | |
| 79,424 | |
| Vial y Vives - DSD S.A. - Obras de Ingenieria y Construccion | |
| 73,188 | | |
| 46,411 | |
| Cumbra Peru S.A. - Planta Concentradora y tunel Quellaveco | |
| 71,324 | | |
| 45,143 | |
| Cumbra Peru S.A. - Concentradora Toquepala | |
| - | | |
| 17,980 | |
| Cumbra Ingenieria S.A. - Proyecto Mina Gold Fields La Cima S.A. | |
| 3,810 | | |
| 12,546 | |
| Morelco S.A.S. - Obras de Ingenieria y Construccion | |
| 22,629 | | |
| 11,566 | |
| Cumbra Peru S.A. - Filtro de Relaves Quebrada Honda | |
| 1,055 | | |
| 10,930 | |
| Cumbra Peru S.A. - Planta de Flotacion de Particulas Gruesas | |
| - | | |
| 6,027 | |
| Cumbra Peru S.A. - Proyecto Gasoducto Piura | |
| 11,167 | | |
| 3,983 | |
| Cumbra Peru S.A. - Planta Generadora Machu Picchu | |
| 3,832 | | |
| 3,255 | |
| Cumbra Peru S.A. - Descolmatacion del Rio Chicama | |
| 2,974 | | |
| 2,380 | |
| Cumbra Peru S.A. – Centro Hidroelectrica Cerro del Aguila | |
| 2,199 | | |
| 1,120 | |
| Others | |
| 39,942 | | |
| 23,458 | |
| | |
| 397,646 | | |
| 349,114 | |
| | |
| | | |
| | |
| Real Estate | |
| 9,769 | | |
| 15,035 | |
| | |
| | | |
| | |
| Parent Company Operation | |
| 22,894 | | |
| 4,127 | |
| | |
| | | |
| | |
| | |
| 506,798 | | |
| 523,175 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
(b)
Find below the balances corresponding to the main projects:
| In thousands of soles | |
2021 | | |
2022 | |
| Infrastructure | |
| | |
| |
| Linea–1 - Metro de Lima | |
| 15,021 | | |
| 18,281 | |
| Operation and maintenance – Roads | |
| 27,303 | | |
| 29,292 | |
| | |
| 42,324 | | |
| 47,573 | |
| Energy | |
| 24,185 | | |
| 36,977 | |
| | |
| | | |
| | |
| Engineering and Construction | |
| | | |
| | |
| Cumbra Peru S.A. - Aeropuerto Jorge Chavez (i) | |
| 18,430 | | |
| 152,492 | |
| Vial y Vives - DSD S.A. - Obras de Ingenieria y construccion | |
| 56,927 | | |
| 54,007 | |
| Cumbra Peru S.A. - Planta Concentradora y tunel Quellaveco | |
| 80,597 | | |
| 45,890 | |
| Morelco S.A.S. - Obras de Ingenieria y Construccion | |
| 22,718 | | |
| 31,690 | |
| Cumbra Peru S.A. - Refineria Talara | |
| 34,267 | | |
| 18,947 | |
| Cumbra Peru S.A. - Planta de Flotacion de Particulas Gruesas | |
| - | | |
| 14,966 | |
| Cumbra Ingenieria S.A. - Proyecto Mina Gold Fields La Cima S.A. | |
| 9,135 | | |
| 9,459 | |
| Cumbra Peru S.A. - Proyecto Gasoducto Piura | |
| 30,025 | | |
| 9,457 | |
| Cumbra Peru S.A. - Concentradora Toquepala | |
| - | | |
| 7,295 | |
| Cumbra Peru S.A. - Proyecto de Infraestructura Via Expresa Linea Amarilla | |
| 6,545 | | |
| 6,057 | |
| Cumbra Peru S.A. – Planta Oxidos Marcobre | |
| 1,819 | | |
| 3,737 | |
| Cumbra Peru S.A. - Filtro de Relaves Quebrada Honda | |
| 2,493 | | |
| 2,746 | |
| Cumbra Peru S.A. - Planta Generadora Machu Picchu | |
| 2,348 | | |
| 1,637 | |
| Others | |
| 31,974 | | |
| 31,792 | |
| | |
| 297,278 | | |
| 390,172 | |
| | |
| | | |
| | |
| Real estate | |
| 20,632 | | |
| 20,904 | |
| | |
| | | |
| | |
| Parent Company Operation | |
| 15,999 | | |
| 12,822 | |
| | |
| | | |
| | |
| | |
| 400,418 | | |
| 508,448 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| (i) | The
variation at the end of 2022 corresponds to services received and not billed for the increase in activities of the EPC LAP3 project,
related to the construction of the Jorge Chavez airport terminal. |
20. Other Accounts Payable
As of December 31, this caption includes:
| | |
Total | | |
Current | | |
Non-current | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Advances received from customers (a) | |
| 322,680 | | |
| 365,730 | | |
| 315,644 | | |
| 350,194 | | |
| 7,036 | | |
| 15,536 | |
| Taxes payable | |
| 124,004 | | |
| 165,831 | | |
| 112,737 | | |
| 137,819 | | |
| 11,267 | | |
| 28,012 | |
| Salaries and other personnel payables (b) | |
| 126,466 | | |
| 99,225 | | |
| 126,466 | | |
| 99,225 | | |
| - | | |
| - | |
| Arbitration payable (c) | |
| 58,502 | | |
| 73,348 | | |
| 58,502 | | |
| 34,560 | | |
| - | | |
| 38,788 | |
| Accounts payable Consorcio Ductos del Sur (d) | |
| 77,665 | | |
| 25,652 | | |
| 29,242 | | |
| 12,921 | | |
| 48,423 | | |
| 12,731 | |
| Guarantee deposits (e) | |
| 26,017 | | |
| 18,552 | | |
| 26,017 | | |
| 18,552 | | |
| - | | |
| - | |
| Share purchase agreement - Inversiones Sur (f) | |
| 15,992 | | |
| 15,280 | | |
| - | | |
| 15,280 | | |
| 15,992 | | |
| - | |
Acquisition of additional non-controlling
interest - Vial y Vives DSD (g) | |
| 25,253 | | |
| 9,344 | | |
| 25,253 | | |
| 9,344 | | |
| - | | |
| - | |
| Royalties payable (h) | |
| 5,668 | | |
| 9,303 | | |
| 5,668 | | |
| 9,303 | | |
| - | | |
| - | |
Put option liability on Morelco S.A.S.
acquisition (i) | |
| 27,986 | | |
| - | | |
| 27,986 | | |
| - | | |
| - | | |
| - | |
| Other accounts payable | |
| 37,117 | | |
| 25,496 | | |
| 27,466 | | |
| 18,244 | | |
| 9,651 | | |
| 7,252 | |
| | |
| 847,350 | | |
| 807,761 | | |
| 754,981 | | |
| 705,442 | | |
| 92,369 | | |
| 102,319 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| (a) | Advances received from customers mainly correspond to the engineering
and construction and real estate segments; and are deducted from invoicing in accordance with the terms of the agreements. |
| | |
Total | | |
Current | | |
Non-current | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| Vial y Vives - DSD S.A. - Quebrada Blanca Project (i) | |
| 120,642 | | |
| 91,107 | | |
| 120,642 | | |
| 91,107 | | |
| - | | |
| - | |
| Cumbra Peru S.A. - Jorge Chavez Airport (ii) | |
| 22,820 | | |
| 88,114 | | |
| 22,820 | | |
| 88,114 | | |
| - | | |
| - | |
| Viva Inmobiliaria S.A.C. - Real estate projects (iii) | |
| 80,188 | | |
| 85,741 | | |
| 80,188 | | |
| 85,741 | | |
| - | | |
| - | |
| Proyecto Especial de Infraestructura de Transporte Nacional | |
| 19,582 | | |
| 33,879 | | |
| 12,765 | | |
| 32,995 | | |
| 6,817 | | |
| 884 | |
| Cumbra Peru S.A. - San Gabriel – Buenaventura Project (iv) | |
| - | | |
| 33,206 | | |
| - | | |
| 18,743 | | |
| - | | |
| 14,463 | |
| Vial y Vives - DSD S.A. - Minera Spence (v) | |
| - | | |
| 12,536 | | |
| - | | |
| 12,536 | | |
| - | | |
| - | |
| Vial y Vives - DSD S.A. - Refineria ENAP (vi) | |
| 3,443 | | |
| 9,472 | | |
| 3,443 | | |
| 9,472 | | |
| - | | |
| - | |
| Cumbra Peru S.A. - Concentrator Plant and Quellaveco Tunnel | |
| 10,841 | | |
| 5,984 | | |
| 10,841 | | |
| 5,984 | | |
| - | | |
| - | |
| Cumbra Ingenieria S.A. - Mina Gold Fields La Cima S.A. Project | |
| - | | |
| 1,986 | | |
| - | | |
| 1,986 | | |
| - | | |
| - | |
| Vial y Vives - DSD S.A. - Modernization and expansion - Arauco Plant | |
| 52,063 | | |
| - | | |
| 52,063 | | |
| - | | |
| - | | |
| - | |
| Cumbra Peru S.A. - Piura Gas Pipeline Project | |
| 5,745 | | |
| - | | |
| 5,745 | | |
| - | | |
| - | | |
| - | |
| Cumbra Peru S.A. - Machu Picchu | |
| 4,748 | | |
| - | | |
| 4,748 | | |
| - | | |
| - | | |
| - | |
| Others | |
| 2,608 | | |
| 3,705 | | |
| 2,389 | | |
| 3,516 | | |
| 219 | | |
| 189 | |
| | |
| 322,680 | | |
| 365,730 | | |
| 315,644 | | |
| 350,194 | | |
| 7,036 | | |
| 15,536 | |
| (i) | Corresponds to advances received from Minera Teck for the construction and assembly of the Pebble crushing
mill project, the advances are applied against reimbursable invoices through the approved PDEs. The balance at December 31, 2022 is S/91.1
million (S/120.6 million at December 31, 2021). |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| (ii) | The movement is due to the advance received in 2022 in Consorcio Inti Punku, for the LAP3 EPC project,
corresponding to the construction of the Jorge Chavez airport terminal, for S/88 million and the amortization of the entire balance of
2021 S/22.8 million. |
| (iii) |
As of December 31, 2022, advances from customers for the sale of real estate correspond to the following real estate projects: a) Parques de Comas S/74.8 million, b) Parques de Huancayo S/3.6 million, c) Parques de Carabayllo S/5.2 million, d) Parques del Callao S/1.5 million, e) other minor S/0.6 million (S/58.9 million, S/6.2 million, S/9 million, S/3.9 million, S/2.1 million, as of December 31, 2021, respectively). |
| (iv) | The balance is due to advances received during the fourth quarter of 2022 corresponding to an earthmoving
project in the mining sector valued at US$ 87.3 million (approximately S/333.1 million), which started operations at the end of 2022.
The balance as of December 31, 2022 is US$ 8.7 million (equivalent to S/33.2 million). |
| (v) | Design and construction project for improvements to the Ripios plant of Minera Spence, lump sum EPC contract.
The balance at December 31, 2022 is S/12.5 million. |
| (vi) | Corresponds to the contract for the construction and assembly of two tanks to increase crude oil storage
capacity at the BIOBIO refinery. The balance at December 31, 2022 is S/9.4 million (S/3.4 million at December 31, 2021). |
| (b) | Salaries and profit sharing payable are classified as follows: |
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Vacation | |
| 42,762 | | |
| 30,854 | |
| Compensation for time of service | |
| 46,103 | | |
| 27,964 | |
| Bonus salaries | |
| 15,910 | | |
| 23,393 | |
| Wages and salaries | |
| 9,105 | | |
| 8,915 | |
| Workers’ profit sharing | |
| 10,384 | | |
| 4,996 | |
| Other remuneration | |
| 2,202 | | |
| 3,103 | |
| | |
| 126,466 | | |
| 99,225 | |
| (c) | Obligations arising from arbitration awards at December 31, 2022 correspond to Empresa de Generacion Electrica
Machupichu S.A. for S/38.1 million; Andritz Hydro S.A. for S/31.7 million; SEDAPAL S.A. for S/2.8 million; Programa Subsectorial de Irrigaciones
- PSI for S/0.7 million (Andritz Hydro S.A. for S/58.5 million at December 31, 2021). During the yeasr 2021 and 2022, as a result of those
Abritation Awards, the Corporation recorded expenses for an amount of S/38.1 million and S/41.6 million, respectively, which is presented
in the caption “Cost of sales and services” of the consolidated statement of income (Note 25.ii). |
| (d) |
The other accounts payable of Consorcio Constructor Ductos del Sur corresponds to payment obligations to suppliers and main subcontractors for S/25.6 million (S/77.6 million as of December 31, 2021), assumed by the subsidiary Cumbra Peru S.A. as a result of the termination of operations of Gasoducto Sur Peruano S.A. (Note 14). |
| (e) |
Correspond to withholdings from subcontractors to guarantee compliance with service contracts until completion of the work. As of December 31, 2022, the detail is composed of S/6.6 million in Cumbra Peru S.A.; S/2.5 million in Consorcio Inti Punku; S/2.5 million in Vial y Vives DSD; S/1.6 million in Unna Energia S.A.; S/4.1 million in Viva Negocio Inmobiliario S.A.C. and S/1.2 million in other minor. (for S/14.9 million in Cumbra Peru S.A.; S/1 million in Consorcio Inti Punku; S/4.7 million in Vial y Vives - DSD S.A.; S/ 1.8 million in Unna Energia S.A.; S/3.1 million in Viva Negocio Inmobiliario S.A.C. and S/0.5 million in other minor as of December 31, 2021). |
| (f) | Agreement signed between the Subsidiary Viva Inmobiliaria S.A. and Inversiones Sur S.A. regarding the
purchase agreement of shares in the amount of US$4 million, maturing in 2023. |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| (g) |
During 2016, GyM Chile S.P.A. acquired an additional 13.69% of shares in Vial y Vives - DSD S.A. at a total purchase price of S/51.1 million. As of December 31, 2022, the outstanding balance of this transaction amounts to S/9.3 million (S/25.3 million in 2021). |
| (h) |
In compliance with the license agreement between Unna Energia S.A. and Perupetro S.A. for Lot III and Lot IV, payables corresponding to royalties were recorded as of December 31, 2022 totaling S/9.3 million (S/5.7 million as of December 31, 2021). |
| (i) |
In 2021 Cumbra Peru S.A. renegotiated the terms of the put option agreement and in December 2021 acquired all non-controlling interest of Morelco, for US$15.4 million keeping an outstanding balance for US$ 7 million (equivalent to S/28 million). As a consequence of the liabilities renegotiation, Cumbra Peru S.A. recognized an income of S/70.3 million in ‘Other income and expenses, net’ (Note 27). As of December 31, 2022, Cumbra Peru S.A. settled all liabilities. |
21. Other Provisions
As of December 31, this item includes:
| | |
Total | | |
Current | | |
Non-current | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Legal contingencies (a) | |
| 364,385 | | |
| 580,216 | | |
| 117,520 | | |
| 87,948 | | |
| 246,865 | | |
| 492,268 | |
| Tax contingencies (b) | |
| 38,182 | | |
| 53,577 | | |
| 17,492 | | |
| 33,127 | | |
| 20,690 | | |
| 20,450 | |
| Provision for closure (c) | |
| 82,475 | | |
| 68,160 | | |
| 20,533 | | |
| 11,851 | | |
| 61,942 | | |
| 56,309 | |
| | |
| 485,042 | | |
| 701,953 | | |
| 155,545 | | |
| 132,926 | | |
| 329,497 | | |
| 569,027 | |
(a)
Legal contingencies mainly correspond to:
Provision for civil compensation
It corresponds to a legal contingency
estimated by Management for exposure of the Corporation to a potential indemnity in relation to their participation as minority partners
in developed infrastructure projects in Peru with companies belonging to the Odebrecht Group and the projects related to the Construction
Club. As stated in Note 1.C on September 15, 2022, the Agreement was signed, whereby AENZA S.A.A. acknowledges that it was utilized by
certain former executives to commit illicit acts in periods until 2016, and committed to pay a civil compensation to the Peruvian Government
of approximately S/488.9 million. According to the Agreement, payment shall be made within twelve years at a legal interest rate in soles
and US dollars (3% and 1% annual interest as of December 31, 2022, 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 S.A.A. and subsidiaries Cumbra Peru S.A. and Unna
Transporte S.A.C. to participate in public construction and road maintenance contracts with the Peruvian Government for two years from
the approval of the Agreement.
As of December 31, 2022, the Company
recognized in its financial statements the full amount of the liabilities associated with the Agreement for S/ 488.9 million (S/ 333.3
million and US$ 40.7 million) in this caption, making a charge to profit or loss of the period, equivalent to the remaining portion
of the total imputed value of approximately S/ 258.3 million to ‘other expenses’ in the consolidated statement of profit
or loss (as of December 31, 2021, S/ 164.6 million and US$ 18.9 million, equivalent to a total of S/ 240.1 million) (Note
27).
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
Administrative process INDECOPI
| |
(i) |
On March 9, 2021, Cumbra Peru S.A. was notified of a “Final Instruction Report” prepared by INDECOPI’s Technical Secretariat in relation with the administrative sanction process imposed on thirty three (33) construction companies and twenty six (26) executives for arranging a coordination system by means of which they illegaly distributed the tenders called by Provias Nacional and other Peruvian governmental entities. On November 15, 2021, INDECOPI’s Commission, by virtue of Resolution 080-021-CLC-INDECOPI, decided to sanction – at first administrative instance – to such companies and executives, including Cumbra Peru S.A. On December 9, 2021, Cumbra Peru S.A. filed an appeal against such a resolution, impeding its execution, including the payment of the fine imposed and the fulfilment of the correction measures ordered. As of December 31, 2022, the Company and its legal advisors estimated a recognized provision of S/52.4 million (S/52.6 million as of December 31, 2021). |
| |
(ii) |
On February 7, 2022, Resolution No. 038-2021/CLC-INDECOPI was notified to Cumbra Peru S.A. and Unna Transporte S.A.C., by virtue of which INDECOPI’s National Directorate of Investigation and Promotion of Free Competition started an administrative sanctioning process for horizontal alleged collusive practice as agreed distribution of suppliers in market to hire suppliers belonging to the construction sector nationwide from 2011 to 2017. |
On April 7, 2022,
Cumbra Peru S.A. and Unna Transporte S.A.C. proposed a cease-and-desist letter for the early termination of the sanctioning administrative
procedure, where they (i) accepted the alleged conduct, (ii) committed to complying with a free competition rules compliance program during
years 2022, 2023, and 2024, and (iii) committed to paying a compensation amounting to S/ 2.7 million in two installments (the first one
within sixty (60) days after notification of the Resolution approving the commitment and the second one within twelve (12) months). By
means of Resolution 054-2022/CLC-INDECOPI dated August 19, 2022, the Commission for the Defense of Free Competition of INDECOPI approved
the proposed cease-and-desist agreement and concluded the sanctioning procedure.
Shareholder class action lawsuits in the Federal
Court of the Eastern District of New York
During the first quarter of 2017,
two class action lawsuits were filed against the Company and some former officers by virtue of the Securities Act before the Federal Court
of the East District of New York. On July 2, 2020, the Company signed a final transaction agreement with the plaintiffs though which the
parties commited to settling the class action lawsuits and the Company commits to paying US$ 20 million.
In relation to the agreement, as of
December 31, 2021, the Company had paid US$ 6.4 million and US$ 5 million, which was covered by the professional liability policy
in accordance with the agreement signed with the insurer. It also maintained a provision of US$ 8.6 million, equivalent to S/ 34.4
million, plus interest. This debt was repaid in full on April 8, 2022.
Other legal provisions
As of December 31, 2022, they correspond
to legal contingencies (civil, labor, administrative proceedings and contentious-administrative proceedings) for an estimated provision
of S/ 37.5 million (S/ 34.2 million as of December 31, 2021).
(b)
Tax contingencies
| (i) | Claim processes before SUNAT for S/17.1 million corresponding to: |
AENZA S.A.A. for year 2016 income tax
amounting to S/12.6 million; Cumbra Ingenieria S.A. for years 2014 and 2015 income tax amounting to S/3.2 million; Consorcio Vial la Quinua
for year 2015 income tax amounting to S/0.8 million; and Unna Energia S.A. for year 2019 income tax amounting to S/0.5 million.
| (ii) | Claims before the Peruvian Court of Law for S/16.8 million: |
AENZA S.A.A. for income tax and general
sales tax for the years 1998 through 2012 amounting to S/12.2 million; and Cumbra Peru S.A. for EsSalud claims for the year 2012 amounting
to S/4.6 million.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| (iii) | Appeal process before the Tax Court for S/14.3 million: |
Cumbra Ingenieria S.A. for years 2013
and 2016 income tax amounting to S/5.7 million; AENZA S.A.A. for years 2014 and 2015 income tax amounting to S/5.4 million; Cumbra Peru
S.A. for year 2012 income tax amounting to S/2.1 million; and Consorcio Constructor Chavimochic for year 2016 income tax amounting to
S/1.1 million.
| (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.
(c)
Provision for closure - corresponds mainly to:
| (i) | Provisions for closure of wells of subsidiary Unna Energia S.A. for S/56.5 million and contractual compliance with Petroperu for S/3.3
million (as of December 31, 2021, S/71.1 million and S/3.4 million, respectively); |
| (ii) | Provision for costs associated with subsidiary Red Vial 5 S.A., corresponding to the closing of the concession
agreement and costs related to the process of claiming the tariff guarantee for toll suspension for S/5.6 million (as of December 31,
2021, S/5.1 million). |
For the periods ended December 31, 2021 and 2022, the movement of this
caption is as follows:
| | |
| | |
| | |
Provision | | |
| |
| | |
Legal | | |
Tax | | |
for well | | |
| |
| In thousands of soles | |
claims | | |
claims | | |
closure | | |
Total | |
| As of January 1, 2021 | |
| 326,868 | | |
| 8,176 | | |
| 52,949 | | |
| 387,993 | |
| Additions | |
| 59,109 | | |
| 31,221 | | |
| 10,815 | | |
| 101,145 | |
| Present value | |
| 19,627 | | |
| - | | |
| 9,780 | | |
| 29,407 | |
| Reversals of provisions | |
| (13,027 | ) | |
| - | | |
| (2,957 | ) | |
| (15,984 | ) |
| Transfers | |
| 466 | | |
| (299 | ) | |
| 716 | | |
| 883 | |
| Reclasification | |
| (3,335 | ) | |
| - | | |
| 3,335 | | |
| - | |
| Compensation | |
| (8,541 | ) | |
| - | | |
| - | | |
| (8,541 | ) |
| Desconsolidation of subsidiary | |
| (1,657 | ) | |
| - | | |
| - | | |
| (1,657 | ) |
| Payments | |
| (26,863 | ) | |
| (916 | ) | |
| (185 | ) | |
| (27,964 | ) |
| Translation adjustments / Exchange difference | |
| 11,738 | | |
| - | | |
| 8,022 | | |
| 19,760 | |
| As of December 31, 2021 | |
| 364,385 | | |
| 38,182 | | |
| 82,475 | | |
| 485,042 | |
| | |
| | | |
| | | |
| | | |
| | |
| As of January 1, 2022 | |
| 364,385 | | |
| 38,182 | | |
| 82,475 | | |
| 485,042 | |
| Additions | |
| 278,446 | | |
| 15,891 | | |
| - | | |
| 294,337 | |
| Present value | |
| 1,042 | | |
| - | | |
| (2,496 | ) | |
| (1,454 | ) |
| Reversals of provisions | |
| (1,802 | ) | |
| (434 | ) | |
| (9,694 | ) | |
| (11,930 | ) |
| Transfers (*) | |
| (5,587 | ) | |
| (62 | ) | |
| - | | |
| (5,649 | ) |
| Payments | |
| (40,253 | ) | |
| - | | |
| (747 | ) | |
| (41,000 | ) |
| Translation adjustments / Exchange difference | |
| (16,015 | ) | |
| - | | |
| (1,378 | ) | |
| (17,393 | ) |
| As of December 31, 2022 | |
| 580,216 | | |
| 53,577 | | |
| 68,160 | | |
| 701,953 | |
(*) In 2022, corresponds mainly to reclassification
to other accounts payable for payment obligations, derived from the subscription of the share purchase agreement between Cumbra Peru S.A.
and Stracon S.A., which amount is S/. 4.9 million and the fine corresponding to the fractionation of the penalty imposed by SUNAFIL, which
amount is S/. 0.2 million.
As of December 31, 2021, the Corporation and its
external legal advisors concluded the lawsuit proceedings against Tecnicas Reunidas de Talara S.A.C. (TRT) will be favorable for the Company
with no need of a provision as of that date. Subsequently, in November 2022, the Corporation reached a settlement increasing cost by S/113
million with its corresponding settlement in the same period, having a no actual accrual related for this settlement as of December 31,
2022.
22. Equity
A. Capital
On February 28, 2022, in accordance with the terms
and conditions of the convertible bond, the holders of 11,000 convertible bonds, with a par value of US$1,000 each and for a principal
amount equivalent to US$11 million, excercised their conversion right. The Company issued provisional certificates for 37,801,073 new
voting common shares, with a par value of S/1.00 each, fully subscribed and paid-in. Therefore, the Company increased its capital stock
from S/ 871,917,855 to S/ 909,718,928.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
Additionally, on March 31, 2022, holders of 78,970
convertible bonds each for a face value of US$ 1,000 and for a principal amount equivalent to US$78.9 million, exercised their conversion
right. The Company converted the bonds and paid the accrued interest to the bondholders. As a result, the Company issued provisional certificates
for 287,261,051 new common shares. Therefore, the Company’s capital stock increased from S/909,718,928 to S/1,196,979,979. After this
last operation, the convertible bonds were paid in full (Note 18-d).
On December 1, 2022, the capital increases were registered and the bylaws were amended, confirming that the Company’s capital amounts
to S/ 1,196,979,979, the par value of the shares is S/ 1.00 each, fully subscribed and paid-off and with voting rights.
As of December 31, 2022, a total of 130,025,625
shares is represented in ADSs, equivalent to 8,668,375 ADS at a ratio of 15 shares per ADS.
As of December 31, 2021, a total of 136,637,740
shares were represented in ADSs, equivalent to 27,327,548 ADS at a ratio of 5 shares per ADS.
As of December 31, 2022, the Company’s shares
registered a stock price quotation at the end of the year of S/ 0.83 per share and a trading frequency of 75% (S/ 1.37 per share
and a trading frequency of 77.27% as of December 31, 2021).
B. Legal Reserve
According to the Business Companies Act, any company is required to
allocate at least 10% of its free withdrawal profits to a legal reserve. This allocation is required until the reserve equals 20% of paid-in
capital. In the absence profits or free withdrawal reserves, the legal reserve may be applied to offset losses and shall be replaced with
profits from subsequent fiscal years. This reserve may be capitalized and its replacement is also mandatory.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
C. Voluntary reserve
As of December 31, 2021 and 2022, this reserve amounting to S/ 29.97
million is related to the excess of legal reserve. This reserve is over above the requirement to make a reserve until reaching the equivalent
of 20% of the paid-in capital.
D. Share premium
This item includes the excess of total income obtained by shares issued
in 2013 in contrast to their face value of S/1,055.5 million and those shares issued in 2019 amounting to S/138.1 million.
In addition, this item recognizes the difference between the face value
and transaction value for the acquisitions of shares in non-controlling interests.
E. Retained earnings
Dividends distributed to shareholders, other than domiciled legal entities,
are subject to rates of 4.1% (profits until 2014), 6.8% (2015 and 2016 profits) and 5.00% (2017 profits onwards) for income tax charged
to such shareholders. Said tax is withheld and settled by the Company. Dividends for fiscal years 2021 and 2022 were not distributed (Note
32).
23. Deferred Income Tax
As of December 31, deferred income tax is classified by its estimated
reversal term as follows:
| | |
2021 | | |
2022 | |
| Deferred tax asset: | |
Reversal
expected in
the
following
twelve
months | | |
Reversal
expected
after twelve
months | | |
Total | | |
Reversal
expected in
the
following
twelve
months | | |
Reversal
expected
after twelve
months | | |
Total | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Cumbra Peru S.A. | |
| 29,075 | | |
| 149,418 | | |
| 178,493 | | |
| 72,489 | | |
| 99,798 | | |
| 172,287 | |
| Aenza S.A.A. | |
| 6,958 | | |
| 39,893 | | |
| 46,851 | | |
| 10,157 | | |
| 48,944 | | |
| 59,101 | |
| Viva Negocio Inmobiliario S.A.C. | |
| 3,697 | | |
| 13,263 | | |
| 16,960 | | |
| 1,706 | | |
| 22,075 | | |
| 23,781 | |
| Red Vial 5 S.A. | |
| 1,098 | | |
| 10,710 | | |
| 11,808 | | |
| 655 | | |
| 17,286 | | |
| 17,941 | |
| Others | |
| 4,480 | | |
| 17,754 | | |
| 22,234 | | |
| 5,316 | | |
| 17,212 | | |
| 22,528 | |
| Total deferred tax asset | |
| 45,308 | | |
| 231,038 | | |
| 276,346 | | |
| 90,323 | | |
| 205,315 | | |
| 295,638 | |
| | |
2021 | | |
2022 | |
| Deferred tax liability: | |
Reversal
expected in
the
following
twelve
months | | |
Reversal
expected
after twelve
months | | |
Total | | |
Reversal
expected in
the
following
twelve
months | | |
Reversal
expected
after twelve
months | | |
Total | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Tren Urbano de Lima S.A. | |
| (111 | ) | |
| (47,404 | ) | |
| (47,515 | ) | |
| (64 | ) | |
| (58,332 | ) | |
| (58,396 | ) |
| Unna Energia S.A. | |
| 1,536 | | |
| (32,723 | ) | |
| (31,187 | ) | |
| 1,277 | | |
| (54,519 | ) | |
| (53,242 | ) |
| Cumbra Peru S.A. | |
| - | | |
| (19,705 | ) | |
| (19,705 | ) | |
| (16,670 | ) | |
| - | | |
| (16,670 | ) |
| Total deferred tax liability | |
| 1,425 | | |
| (99,832 | ) | |
| (98,407 | ) | |
| (15,457 | ) | |
| (112,851 | ) | |
| (128,308 | ) |
The gross movement of the deferred income tax item is as follows:
| In thousands of soles | |
Note | | |
2021 | | |
2022 | |
| | |
| | |
| | |
| |
| Balance at January, 1 | |
| | | |
| 158,136 | | |
| 177,939 | |
| Debit (credit) to income statement | |
| 28 | | |
| 66,595 | | |
| (3,394 | ) |
| Discontinued operations | |
| | | |
| (40,686 | ) | |
| - | |
| Reclassification to current income tax | |
| | | |
| - | | |
| (4,399 | ) |
| Other movements | |
| | | |
| (6,106 | ) | |
| (2,816 | ) |
| Balance at December, 31 | |
| | | |
| 177,939 | | |
| 167,330 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
The movement of deferred tax assets and liabilities in the year, without
considering the offsetting of balances, is as follows:
| Deferred tax liabilities | |
At
January 1,
2021 | | |
(Debit) credit to P&L | | |
Sale of a subsidiary | | |
At
December 31,
2021 | | |
(Debit)
credit to
P&L | | |
Reclassification | | |
Others | | |
At
December 31,
2022 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Difference in depreciation rates | |
| 87,988 | | |
| (10,668 | ) | |
| (3,836 | ) | |
| 73,484 | | |
| 35,685 | | |
| - | | |
| - | | |
| 109,169 | |
| Deferred income | |
| 15,906 | | |
| (15,906 | ) | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | |
| Work in process | |
| 20,292 | | |
| 27,865 | | |
| - | | |
| 48,157 | | |
| (47,649 | ) | |
| 4,559 | | |
| - | | |
| 5,067 | |
| Tax receivable | |
| 39,026 | | |
| 3,028 | | |
| - | | |
| 42,054 | | |
| 2,923 | | |
| - | | |
| - | | |
| 44,977 | |
| Borrowing costs capitalized | |
| 15,108 | | |
| (2,780 | ) | |
| - | | |
| 12,328 | | |
| 6,302 | | |
| 3,908 | | |
| - | | |
| 22,538 | |
| Price purchase allocation | |
| 8,917 | | |
| 12,476 | | |
| - | | |
| 21,393 | | |
| (2,833 | ) | |
| - | | |
| - | | |
| 18,560 | |
| Others | |
| 23,396 | | |
| (21,417 | ) | |
| (883 | ) | |
| 1,096 | | |
| 5,081 | | |
| (8,467 | ) | |
| 2,816 | | |
| 526 | |
| | |
| 210,633 | | |
| (7,402 | ) | |
| (4,719 | ) | |
| 198,512 | | |
| (491 | ) | |
| - | | |
| 2,816 | | |
| 200,837 | |
| Deferred tax assets | |
At
January 1,
2021 | | |
(Debit)
credit to P&L | | |
Sale of a subsidiary | | |
Others | | |
At
December 31,
2021 | | |
(Debit)
credit to P&L | | |
Reclassification | | |
At
December 31,
2022 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Provisions | |
| 29,586 | | |
| 13,673 | | |
| (2,413 | ) | |
| - | | |
| 40,846 | | |
| 6,060 | | |
| (4,399 | ) | |
| 42,507 | |
| Difference in depreciation rates | |
| 7,653 | | |
| 8,640 | | |
| - | | |
| - | | |
| 16,293 | | |
| 7,179 | | |
| - | | |
| 23,472 | |
| Tax losses | |
| 186,495 | | |
| 36,258 | | |
| (40,312 | ) | |
| - | | |
| 182,441 | | |
| (6,609 | ) | |
| - | | |
| 175,832 | |
| Work in process | |
| 4,792 | | |
| (4,792 | ) | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | |
| Accrual for unpaid vacations | |
| 13,040 | | |
| 7,288 | | |
| (887 | ) | |
| - | | |
| 19,441 | | |
| (5,844 | ) | |
| - | | |
| 13,597 | |
| Impairment | |
| 51,252 | | |
| (21,834 | ) | |
| - | | |
| - | | |
| 29,418 | | |
| 2,672 | | |
| - | | |
| 32,090 | |
| Fair value | |
| 45,997 | | |
| 5,596 | | |
| - | | |
| - | | |
| 51,593 | | |
| 1,547 | | |
| - | | |
| 53,140 | |
| Tax Goodwill | |
| 13,993 | | |
| (2,407 | ) | |
| - | | |
| - | | |
| 11,586 | | |
| (2,078 | ) | |
| - | | |
| 9,508 | |
| Earning stripping rules | |
| - | | |
| 8,372 | | |
| - | | |
| - | | |
| 8,372 | | |
| (1,177 | ) | |
| - | | |
| 7,195 | |
| Unpaid non domicilied expenses | |
| - | | |
| 4,064 | | |
| - | | |
| - | | |
| 4,064 | | |
| (3,863 | ) | |
| - | | |
| 201 | |
| Right-of-use assets | |
| - | | |
| 4,571 | | |
| - | | |
| - | | |
| 4,571 | | |
| (1,345 | ) | |
| - | | |
| 3,226 | |
| Higher value paid | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 7,399 | | |
| - | | |
| 7,399 | |
| Others | |
| 15,961 | | |
| (236 | ) | |
| (1,793 | ) | |
| (6,106 | ) | |
| 7,826 | | |
| (7,826 | ) | |
| - | | |
| - | |
| Total | |
| 368,769 | | |
| 59,193 | | |
| (45,405 | ) | |
| (6,106 | ) | |
| 376,451 | | |
| (3,885 | ) | |
| (4,399 | ) | |
| 368,167 | |
24. Revenue from contracts with customers
For the years ended December 31, the Corporation’s
income is derived principally from:
| In thousands of soles | |
2021 | | |
2022 | |
| Revenue | |
| | |
| |
| Construction activities | |
| 2,467,477 | | |
| 2,451,067 | |
| Services rendered | |
| 1,094,439 | | |
| 1,104,900 | |
| Sale of real estate and goods | |
| 579,482 | | |
| 849,157 | |
| | |
| | | |
| | |
| Revenue from contracts with customers | |
| 4,141,398 | | |
| 4,405,124 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
A. Revenues from contracts with customers are mainly broken down by:
| For the year ended December 31, | |
Engineering and
construction | | |
Energy | | |
Infrastructure | | |
Real estate | | |
Parent
Company
operations | | |
Total | |
| In thousands of soles | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | | |
2021 | | |
2022 | |
| Primary geographical markets | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Peru | |
| 1,862,176 | | |
| 1,794,735 | | |
| 541,859 | | |
| 633,792 | | |
| 638,358 | | |
| 745,750 | | |
| 239,391 | | |
| 367,276 | | |
| 2,889 | | |
| 2,912 | | |
| 3,284,673 | | |
| 3,544,465 | |
| Chile | |
| 750,565 | | |
| 708,996 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 750,565 | | |
| 708,996 | |
| Colombia | |
| 106,160 | | |
| 151,663 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 106,160 | | |
| 151,663 | |
| Mexico | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | |
| | |
| 2,718,901 | | |
| 2,655,394 | | |
| 541,859 | | |
| 633,792 | | |
| 638,358 | | |
| 745,750 | | |
| 239,391 | | |
| 367,276 | | |
| 2,889 | | |
| 2,912 | | |
| 4,141,398 | | |
| 4,405,124 | |
| Major products/ service lines | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Construction activities | |
| 2,467,477 | | |
| 2,451,067 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 2,467,477 | | |
| 2,451,067 | |
| Engineering services | |
| 251,424 | | |
| 204,327 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 251,424 | | |
| 204,327 | |
| Oil and gas extraction, storage and dispatching services | |
| - | | |
| - | | |
| 192,103 | | |
| 145,874 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 192,103 | | |
| 145,874 | |
| Transportation services | |
| - | | |
| - | | |
| - | | |
| - | | |
| 347,377 | | |
| 387,049 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 347,377 | | |
| 387,049 | |
| Road concession services | |
| - | | |
| - | | |
| - | | |
| - | | |
| 287,331 | | |
| 354,289 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 287,331 | | |
| 354,289 | |
| Water treatment service | |
| - | | |
| - | | |
| - | | |
| - | | |
| 3,650 | | |
| 4,412 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 3,650 | | |
| 4,412 | |
| Property rental | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 9,665 | | |
| 6,037 | | |
| - | | |
| - | | |
| 9,665 | | |
| 6,037 | |
| Parent company services and others | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 2,889 | | |
| 2,912 | | |
| 2,889 | | |
| 2,912 | |
| Sale of real estate and lots | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 229,726 | | |
| 361,239 | | |
| - | | |
| - | | |
| 229,726 | | |
| 361,239 | |
| Sale of oil and gas | |
| - | | |
| - | | |
| 349,756 | | |
| 487,918 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 349,756 | | |
| 487,918 | |
| | |
| 2,718,901 | | |
| 2,655,394 | | |
| 541,859 | | |
| 633,792 | | |
| 638,358 | | |
| 745,750 | | |
| 239,391 | | |
| 367,276 | | |
| 2,889 | | |
| 2,912 | | |
| 4,141,398 | | |
| 4,405,124 | |
| Timing of revenue recognition | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Transferred at a point in time | |
| - | | |
| - | | |
| 541,859 | | |
| 633,792 | | |
| - | | |
| - | | |
| 239,391 | | |
| 367,276 | | |
| 2,889 | | |
| 2,912 | | |
| 784,139 | | |
| 1,003,980 | |
| transferred over time | |
| 2,718,901 | | |
| 2,655,394 | | |
| - | | |
| - | | |
| 638,358 | | |
| 745,750 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 3,357,259 | | |
| 3,401,144 | |
| | |
| 2,718,901 | | |
| 2,655,394 | | |
| 541,859 | | |
| 633,792 | | |
| 638,358 | | |
| 745,750 | | |
| 239,391 | | |
| 367,276 | | |
| 2,889 | | |
| 2,912 | | |
| 4,141,398 | | |
| 4,405,124 | |
| Revenue from contracts with customers | |
| 2,718,901 | | |
| 2,655,394 | | |
| 541,859 | | |
| 633,792 | | |
| 638,358 | | |
| 745,750 | | |
| 239,391 | | |
| 367,276 | | |
| 2,889 | | |
| 2,912 | | |
| 4,141,398 | | |
| 4,405,124 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
B. The balances of contract assets and liabilities are mainly comprised for:
| In thousands of soles | |
Note | |
| 2,021 | | |
| 2,022 | |
| | |
| |
| | | |
| | |
| Receivables | |
10.a | |
| 773,575 | | |
| 894,571 | |
| Unbilled receivables | |
10.b and c | |
| 744,363 | | |
| 907,880 | |
| Guarantee deposits | |
12.a | |
| 139,019 | | |
| 194,885 | |
| Advances received from customers | |
20.a | |
| (322,680 | ) | |
| (365,730 | ) |
Contract assets refer primarily 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 movement in contract liabilities as of December 31, 2021 and 2022
is detailed below:
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Initial balance | |
| 280,970 | | |
| 322,680 | |
| Advances received from customers | |
| 707,009 | | |
| 769,504 | |
| Compensation of customer advances | |
| (665,299 | ) | |
| (726,454 | ) |
| Final balance | |
| 322,680 | | |
| 365,730 | |
Revenue from contract liabilities recognized as of December 31, 2022
is S/726.4 million (S/665.2 million as of December 31, 2021).
The composition of the portfolio of projects pending
to be executed (“backlog”) refers to the expected future income from signed contracts. The detail by operating segments as
of December 31, 2022, and the dates on which they are estimated to be carried out, is shown in the following table:
| | |
Annual Backlog | | |
| |
| In thousands of soles | |
2023 | | |
2024 | | |
2025+ | | |
Total | |
| Engineering and Construction | |
| 2,463,484 | | |
| 1,197,101 | | |
| - | | |
| 3,660,585 | |
| Infrastructure | |
| 730,702 | | |
| 646,764 | | |
| 631,645 | | |
| 2,009,111 | |
| Real estate | |
| 149,295 | | |
| 18,611 | | |
| - | | |
| 167,906 | |
| Intercompany eliminations | |
| (172,416 | ) | |
| (172,418 | ) | |
| (165,131 | ) | |
| (509,965 | ) |
| | |
| 3,171,065 | | |
| 1,690,058 | | |
| 466,514 | | |
| 5,327,637 | |
25. Costs and Expenses by Nature
For the years ended December 31, the detail of this item is as follows:
| | |
| | |
Cost | | |
| | |
| |
| | |
| | |
of goods | | |
| | |
| |
| In thousands of soles | |
Note | | |
and services | | |
Administrative
expenses | | |
Total | |
| 2021 | |
| | |
| | |
| | |
| |
| Salaries, wages and fringe benefits (i) | |
| | | |
| 1,297,352 | | |
| 97,682 | | |
| 1,395,034 | |
| Services provided by third-parties | |
| | | |
| 1,313,763 | | |
| 56,462 | | |
| 1,370,225 | |
| Purchase of goods | |
| | | |
| 687,105 | | |
| 43 | | |
| 687,148 | |
| Other management charges (ii) | |
| | | |
| 222,648 | | |
| 16,203 | | |
| 238,851 | |
| Amortization | |
| 16 | | |
| 101,578 | | |
| 3,642 | | |
| 105,220 | |
| Depreciation (iv) | |
| 15 | | |
| 82,063 | | |
| 5,425 | | |
| 87,488 | |
| Impairment of accounts receivable (iii) | |
| | | |
| 9,420 | | |
| 2 | | |
| 9,422 | |
| Taxes | |
| | | |
| 5,691 | | |
| 154 | | |
| 5,845 | |
| Impairment of property, plant and equipment | |
| | | |
| 5,679 | | |
| - | | |
| 5,679 | |
| Impairment of inventory | |
| | | |
| 2,984 | | |
| - | | |
| 2,984 | |
| | |
| | | |
| 3,728,283 | | |
| 179,613 | | |
| 3,907,896 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| | |
| | |
Cost | | |
| | |
| |
| | |
| | |
of goods | | |
| | |
| |
| In thousands of soles | |
Note | | |
and services | | |
Administrative
expenses | | |
Total | |
| 2022 | |
| | |
| | |
| | |
| |
| Salaries, wages and fringe benefits (i) | |
| | | |
| 1,254,006 | | |
| 97,914 | | |
| 1,351,920 | |
| Services provided by third-parties | |
| | | |
| 1,340,718 | | |
| 42,158 | | |
| 1,382,876 | |
| Purchase of goods | |
| | | |
| 631,953 | | |
| - | | |
| 631,953 | |
| Other management charges (ii) | |
| | | |
| 365,140 | | |
| 9,580 | | |
| 374,720 | |
| Impairment of accounts receivable (iii) | |
| | | |
| 174,083 | | |
| 24 | | |
| 174,107 | |
| Amortization | |
| 16 | | |
| 99,210 | | |
| 2,825 | | |
| 102,035 | |
| Depreciation (iv) | |
| 15 | | |
| 72,421 | | |
| 2,567 | | |
| 74,988 | |
| Taxes | |
| | | |
| 16,479 | | |
| 261 | | |
| 16,740 | |
| Impairment of property, plant and equipment | |
| | | |
| 3,483 | | |
| 7,269 | | |
| 10,752 | |
| | |
| | | |
| 3,957,493 | | |
| 162,598 | | |
| 4,120,091 | |
| (i) | For the years ended December 31, salaries, wages and fringe
benefits comprises the following: |
| In thousands of soles | |
Note | | |
2021 | | |
2022 | |
| | |
| | |
| | |
| |
| Salaries | |
| | | |
| 1,068,013 | | |
| 1,056,969 | |
| Legal bonuses | |
| | | |
| 96,612 | | |
| 87,357 | |
| Social contributions | |
| | | |
| 75,395 | | |
| 73,371 | |
| Employee’s severance indemnities | |
| | | |
| 66,827 | | |
| 58,072 | |
| Vacations | |
| | | |
| 49,409 | | |
| 47,331 | |
| Workers’ profit sharing (*) | |
| 24 | | |
| 8,888 | | |
| 6,700 | |
| Indemnities Payable | |
| | | |
| 9,322 | | |
| 6,436 | |
| Per diem | |
| | | |
| 6,096 | | |
| 3,334 | |
| Others | |
| | | |
| 14,472 | | |
| 12,350 | |
| | |
| | | |
| 1,395,034 | | |
| 1,351,920 | |
| (*) | The average number of employees of the Corporation during
2021 and 2022 was 18,028 and 16,211, respectively. |
The distribution of workers’ profit sharing
in the consolidated statements of profit or loss for the years ended December 31 is shown below:
| In thousands of soles | |
2021 | | |
2022 | |
| Cost of sales of goods and services | |
| 7,650 | | |
| 6,382 | |
| Administrative expenses | |
| 1,238 | | |
| 318 | |
| | |
| 8,888 | | |
| 6,700 | |
| (ii) | The increase in 2022 is of S/138 millons mainly due to: a) results
of arbitration processes in the subsidiary Cumbra Peru S.A. for S/41.6 million (S/38.1 million with Empresa de Generacion Electrica Machupichu
S.A, S/2.8 million with SEDAPAL S.A., and S/0.7 million with the Irrigation Subsectoral Program - PSI, as indicated in (Note 20.c) b)
in the subsidiary Unna Energia S.A. for S/85.2 million as a consequence of the increase in the royalty rate in accordance with the license
contracts of lots III and IV, due to the increase in the production and price of oil. |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| (iii) | For the years ended December 31, impairment of accounts receivable
and other accounts receivables includes the following: |
| In thousands of soles | |
Note | | |
2021 | | |
2022 | |
| | |
| | |
| | |
| |
| Trade accounts receivables | |
| 10(d) | | |
| 1,061 | | |
| 54,766 | |
| Other accounts receivable | |
| 12 | | |
| 1,177 | | |
| 119,299 | |
| Accounts receivable from related parties and joint operators | |
| | | |
| 7,184 | | |
| 42 | |
| | |
| | | |
| 9,422 | | |
| 174,107 | |
| (iv) | For the years ended December 31, depreciation comprises the
following: |
| | |
| |
Cost | | |
| | |
| |
| | |
| |
of goods | | |
| | |
| |
| In thousands of soles | |
Note | |
and services | | |
Administrative
expenses | | |
Total | |
| 2021 | |
| |
| | |
| | |
| |
| Property, plant and equipment | |
15.B | |
| 60,230 | | |
| 4,610 | | |
| 64,840 | |
| Right-of-use assets | |
15.C | |
| 17,517 | | |
| 815 | | |
| 18,332 | |
| Investment property | |
15.A | |
| 4,316 | | |
| - | | |
| 4,316 | |
| | |
| |
| 82,063 | | |
| 5,425 | | |
| 87,488 | |
| 2022 | |
| |
| | | |
| | | |
| | |
| Property, plant and equipment | |
15.B | |
| 50,981 | | |
| 1,327 | | |
| 52,308 | |
| Right-of-use assets | |
15.C | |
| 17,469 | | |
| 1,240 | | |
| 18,709 | |
| Investment property | |
15.A | |
| 3,971 | | |
| - | | |
| 3,971 | |
| | |
| |
| 72,421 | | |
| 2,567 | | |
| 74,988 | |
26. Finance Income and Expenses – Interest for Present Value of Financial Assets or Liabilities
A. Finance Income and Expenses
For the years ended December 31, these items include the following:
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Financial income: | |
| | |
| |
| Interest on short-term bank deposits | |
| 959 | | |
| 12,894 | |
| Business interests | |
| 438 | | |
| 856 | |
| Interest on loans to third parties | |
| 442 | | |
| 127 | |
| Others | |
| 807 | | |
| 1,577 | |
| | |
| 2,646 | | |
| 15,454 | |
| | |
2021 | | |
2022 | |
| | |
| | |
| |
| Financial expenses: | |
| | |
| |
| Interest expense on: | |
| | |
| |
| - Bank loans | |
| 55,290 | | |
| 64,010 | |
| - Bonds | |
| 36,830 | | |
| 34,844 | |
| - Loans from third parties | |
| 12,642 | | |
| 6,345 | |
| - Financial lease right-of-use | |
| 3,982 | | |
| 4,505 | |
| - Financial lease | |
| 862 | | |
| 474 | |
| Commissions and collaterals | |
| 23,034 | | |
| 22,389 | |
| Interest from Tax Administration | |
| 14,236 | | |
| 16,326 | |
| Exchange difference loss, net | |
| 47,211 | | |
| 269 | |
| Factoring expenses | |
| 93 | | |
| 1,973 | |
| Other financial expenses | |
| 2,235 | | |
| 5,339 | |
| | |
| 196,415 | | |
| 156,474 | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
B. Interests for present value of financial assets or liabilities
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Interest income for present value of financial asset or liability (a) | |
| 3,127 | | |
| 13,299 | |
| Interest expenses for present value of financial asset or liability (b) | |
| (66,159 | ) | |
| (99,313 | ) |
| | |
| (63,032 | ) | |
| (86,014 | ) |
| a. | In 2022, corresponds mainly to the adjustment of the account receivable of the subsidiary Viva Negocio
Inmobiliario S.A. for the present value of the receivable from the Ministry of Housing, Construction and Sanitation of the Ancon Project
for S/8 million at a discount rate of 7.99%. (S/ 1.7 million at a discount rate of 8% as of December 31, 2021). |
| (i) | Adjustment to the present value of the account receivable
from Gasoducto Sur Peruano S.A. for S/72.2 million, due to the variation in the discount rate applied, which increased from 2.73% to
5.86% (S/32.8 million due to an increase in the rate from 1.65% to 2.73% as of December 2021). |
| (ii) | Adjustment to the fair value of the BCI loan in Inversiones
en Autopistas S.A. for S/16.6 million due to the variation of the discount rate applied, which increased from 8.39% to 9.97% (S/12.4
million for rate increase from 6.45% to 8.39% as of December 31). |
| (iii) | Present value of the account receivable from Inversiones
Majes S.A. in Viva Negocio Inmobiliario S.A. for S/5 million at an applied discount rate of 8%. |
27. Other Income and Expenses
For the years ended December 31, these items include the following:
| In thousands of soles | |
2021 | | |
2022 | |
| Other income: | |
| | |
| |
| Sale of assets | |
| 9,618 | | |
| 11,274 | |
| Supplier debt forgiveness | |
| - | | |
| 5,244 | |
| Penalty income | |
| 1,883 | | |
| 4,715 | |
| Change in contract of the call option (a) | |
| 70,322 | | |
| 3,706 | |
| Recovery of provisions and impairments | |
| 6,070 | | |
| 2,067 | |
| Insurance compensation | |
| 3,728 | | |
| 209 | |
| Others | |
| 5,593 | | |
| 8,024 | |
| | |
| 97,214 | | |
| 35,239 | |
| Other expenses: | |
| | | |
| | |
| Civil compensation recognized from the Agreement (Note 21.a) | |
| - | | |
| 258,267 | |
| Administrative sanctions and legal processes (b) | |
| 61,252 | | |
| 18,265 | |
| Net cost of fixed assets disposal | |
| 7,794 | | |
| 8,137 | |
| Asset impairment (c) | |
| 20,371 | | |
| 26,211 | |
| Disposal of property, plant and equipment | |
| 3,764 | | |
| 4,137 | |
| Renegotiation of contract with suppliers | |
| 176 | | |
| 6,356 | |
| Valuation of well abandonment | |
| 7,211 | | |
| - | |
| Others | |
| 1,123 | | |
| 4,480 | |
| | |
| 101,691 | | |
| 325,853 | |
| Other income and expenses | |
| (4,477 | ) | |
| (290,614 | ) |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| (a) | As of December 31, 2021, the subsidiary Cumbra Peru S.A.
renegotiated the terms of the put option arrangement signed with the minor shareholder Morelco S.A.S. at the acquisition of asset. This
renegotiation ended with the signature of a new acquisition agreement for US$15.4 million, superseding the original put option arrangement.
Therefore, the Company recognized S/70.3 million in “Other income – Change in contract of the call option” in 2021.
Also, there was a prepayment discount of S/3.7 million in 2022. (Note 20.i). |
| (b) | As
of December 31, 2022, it corresponds to: i) Penalty imposed by INDECOPI´s Technical Secretariat for S/0.3 million. ii) Income tax
penalties for S/13.1 million, AENZA S.A.A. for S/ 1 million, Cumbra Peru S.A. for S/ 7.4 million and Cumbra Ingenieria S.A. for S/4.7
million. iii) Penalty imposed by OSITRAN on Tren Urbano de Lima S.A. for S/3.2 million, iv). Provision of labor proceedings of subsidiary
Red Vial 5 S.A. amounting to S/1.6 million. As of December 31, 2021, it mainly corresponds to the penalty imposed by INDECOPI’s
Technical Secretariat to Cumbra Peru S.A. for S/28.1 million and Unna Transporte S.A.C. for S/2.4 million (Note 21.a); additionally,
income tax penalties in AENZA S.A.A. for S/18.2 million, Cumbra Peru S.A. for S/9.5 million and Cumbra Ingenieria S.A. for S/0.9 million. |
| (c) | As
of December 31, 2022, it corresponds to the impairment of investments of AENZA S.A.A. for S/14.8 million (Note 14.i), impairment of other
accounts receivable of Viva Negocio Inmobiliario S.A.C. for S/8.1 million, related to Consorcio Panorama (Note 12), impairment of intangible
assets for S/3.1 million corresponds to the subsidiary Cumbra Peru S.A. for S/2.6 million (Vial y Vives - DSD S.A. trademark) and AENZA
S.A.A. for S/ 0.5 million, others minor for S/0.2 million. As of December 31, 2021, it corresponds to the impairment of other accounts
receivable for S/19.9 million, as a consequence of the financial obligation assumed by AENZA S.A.A. in favor of Adexus S.A. |
28. Tax Situation
| A. | According
to current provisions legally in force for Peru, Chile, and Colombia, each company of the Corporation is individually subject to the
applicable taxes. The Management considers that it has calculated the income tax base according to the current tax provisions legally
in force for every country. |
The Company and subsidiaries are subject
to Peruvian tax regime. As of December 31, 2021 and 2022, the Corporate Income Tax rate in Peru is calculated on the basis of the net
taxable income determined by the Company at a rate of 29.5% and the Income tax rate applicable to the distribution of dividends and any
other form of profit distribution is 5%.
| B. | In accordance with current Peruvian tax legislation, non-domiciled individuals only pay taxes for its
Peruvian source income. Thus, in general terms, revenues obtained by non-domiciled individuals from the services rendered in the country
shall be subject to a 30% Income Tax on gross income; provided that no double tax treaties are applicable. Currently, Peru has entered
into double tax treaties with the Andean Community, Chile, Canada, Brazil, Portugal, Switzerland, Mexico, and South Korea. |
Concerning the technical assistance
or digital services rendered by non-domiciled individuals to domiciled individuals, regardless of the place where the service is rendered,
they shall be subject to a 15% and 30% income tax rate on gross income, respectively. Technical assistance will be subject to a 15% rate,
provided that Income Tax Law requirements are met. As stated in the foregoing paragraph, the withholding rate may vary in these cases
or withholding may not be applicable based on the provisions set forth in a double tax treaty.
C. Changes in the Income Tax Law in Colombia
Since 2021, several regulations have
been published regarding income tax applicable to subsidiaries domiciled in Colombia:
| a) | Law 2155 of Social Investment, whose amendments are effective
as of 2022. |
| ■ | Increase of the income tax rate for legal entities
to 35% as from 2022. |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| ■ | Discount of the Industry and Trade Tax (ICA)
of 50% plus the tax for notices and boards paid during the taxable year. Effective only until fiscal year 2022. |
| ■ | Tax standardization: this tax is created as an
additional tax on income, being the generating fact the omission of assets or declaring nonexistent liabilities. The rate of this new
tax will be 17% and the taxable base will be the one established in section 2 of the social investment law. The standardization tax is
not a deductible expense for the calculation of income tax. |
| ■ | Audit benefit: the term for the DIAN (Colombian
tax authorities) to examine the years 2022 and 2023 income tax returns is extended, being the definitive terms 6 and 12 months. This benefit
does not apply to companies with a tax of less than 71 UVT (tax value unit) or that have tax benefits due to their location in a specific
geographical area. |
| b) | Law 2277 of Tax Reform for Equality and Social Justice, whose
changes are in force since 2023. |
| ■ | New Minimum Tax The taxpayer and/or the business
group to which it belongs must calculate an effective rate (adjusted income tax/debugged profit) which may not be less than 15%. |
| ■ | Limit of 3% of the taxable income for the addition
of some non-taxable income, special deductions, exempt income and tax discounts. |
| ■ | For foreign companies and entities and non-domiciled
individuals, the withholding rate increases for dividends from profits that have been considered as revenue not constituting income or
occasional gain. In this case, the withholding rate would be 20% (10% in force until 2022). |
| ■ | The occasional income tax rate is set at 15%
(10% effective until 2022) |
D. Tax Loss carryforward
In Peru the tax loss regime regulated
by Section 50° of the Income Tax Law establishes two systems for offsetting tax losses:
Offsetting the loss
with the net corporate income obtained during the four years following the period of its generation, year after year, until the amount
disappears (A System). The uncompensated balance after such term may not be offset in the following periods.
Offsetting the loss
with 50% of net corporate income obtained during the immediately following periods, year after year, until the amount disappears (B System).
By means of Legislative
Decree 1481, published on May 8, 2020, exceptionally, the loss carryforward period under System A of loss offsetting, only for the total
net corporate loss of Peruvian source obtained in the taxable year 2020, will be five (5) years.
In Chile, tax losses
are set off against future taxable income with no expiration limit.
As of December 31, 2022, the total tax loss amounts to S/616 million
(as of December 31, 2021, a total of S/639 million) and is composed as follows:
| | |
| | |
Tax loss | |
| | |
| | |
| | |
| |
| | |
| | |
aplication | |
| | |
| | |
Application | | |
Statute of | |
| | |
Tax loss | | |
method | |
2023 | | |
2024 | | |
Forward | | |
limitations | |
| | |
| | |
| |
| | |
| | |
| | |
| |
| Cumbra Peru S.A. | |
| 316,986 | | |
B | |
| 28,139 | | |
| 26,467 | | |
| 262,380 | | |
| - | |
| Vial y Vives - DSD S.A. | |
| 212,369 | | |
No aplica | |
| - | | |
| 22,047 | | |
| 190,322 | | |
| - | |
| Unna Energia S.A. | |
| 38,242 | | |
A | |
| 30,255 | | |
| 7,987 | | |
| - | | |
| 2,026 | |
| AENZA S.A.A. | |
| 22,237 | | |
B | |
| 22,237 | | |
| - | | |
| - | | |
| - | |
| Transportadora de Gas Natural Comprimido Andino S.A.C. | |
| 15,532 | | |
B | |
| 350 | | |
| 375 | | |
| 14,807 | | |
| - | |
| Carretera Andina del Sur S.A.C. | |
| 9,025 | | |
B | |
| 239 | | |
| 471 | | |
| 8,315 | | |
| - | |
| Consorcio Constructor Chavimochic | |
| 1,518 | | |
B | |
| 1,518 | | |
| - | | |
| - | | |
| - | |
| | |
| 615,909 | | |
| |
| 82,738 | | |
| 57,347 | | |
| 475,824 | | |
| | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
E. The income tax shown in the consolidated statement of profit
or loss comprises the following:
| In thousands of soles | |
Note | | |
2021 | | |
2022 | |
| | |
| | |
| | |
| |
| Current income tax | |
| | | |
| 113,000 | | |
| 127,952 | |
| Deferred income tax | |
| 23 | | |
| (66,595 | ) | |
| 3,394 | |
| Income tax | |
| | | |
| 46,405 | | |
| 131,346 | |
| F. | The Corporation’s income tax differs from the theoretical
amount that would result from applying the Corporation entities’ weighted average income tax rate applicable to consolidated pretax
income as follows: |
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Loss before income tax | |
| (28,637 | ) | |
| (230,708 | ) |
| | |
| | | |
| | |
| Income tax by applying local applicable tax rates on profit generated in the respective countries | |
| (7,879 | ) | |
| (68,537 | ) |
| Tax effect on: | |
| | | |
| | |
| - Non-deductible expenses | |
| 33,489 | | |
| 143,627 | |
| - Change in prior years estimations | |
| 8,492 | | |
| 26,486 | |
| - Unrecognized deferred income tax asset | |
| 1,459 | | |
| 26,518 | |
| - Provision of tax contingencies | |
| 14,240 | | |
| 3,631 | |
| - Equity method (profit) loss | |
| 254 | | |
| 350 | |
| - Non-taxable income | |
| (57 | ) | |
| (914 | ) |
| - Others | |
| (3,593 | ) | |
| 185 | |
| Income tax | |
| 46,405 | | |
| 131,346 | |
| G. | The theoretical tax disclosed results from applying the income tax
rate in accordance with the tax legislation of the country where each company that is part of the Corporation is domiciled. In this regard,
companies domiciled in Peru, Chile, and Colombia applied in 2022 income tax rates of 29.5%, 27%, and 35% respectively (29.5%, 27%, and
31% in 2021). Red Vial 5 S.A., Tren Urbano de Lima S.A., Concesionaria Via Expresa Sur S.A., and Unna Energia S.A. (Lots III and IV) have
legal stability agreements signed with the Peruvian Government in force during the term of the associated concessions. Therefore, the
consolidated theoretical amount is obtained from weighting the profit or loss before income tax and the applicable income tax rate. |
| | |
| | |
Profit/Loss | | |
| |
| | |
Applicable | | |
before | | |
| |
| | |
Tax | | |
Income | | |
Income | |
| | |
Rates | | |
Tax | | |
Tax | |
| In thousands of soles | |
(A) | | |
(B) | | |
(A)*(B) | |
| Country | |
| | |
| | |
| |
| 2021 | |
| | |
| | |
| |
| Peru | |
| 29.50 | % | |
| (58,347 | ) | |
| (17,213 | ) |
| Peru - Red Vial 5 S.A. | |
| 27.00 | % | |
| 40,473 | | |
| 10,928 | |
| Peru - Tren Urbano de Lima S.A. | |
| 30.00 | % | |
| 61,484 | | |
| 18,445 | |
| Peru - Via Expresa Sur S.A. | |
| 30.00 | % | |
| (3,804 | ) | |
| (1,141 | ) |
| Peru - Unna Energia S.A. | |
| 29.00 | % | |
| 24,699 | | |
| 6,916 | |
| Chile | |
| 27.00 | % | |
| (71,692 | ) | |
| (19,357 | ) |
| Colombia | |
| 31.00 | % | |
| 1,040 | | |
| 322 | |
| Bolivia | |
| 25.00 | % | |
| 59 | | |
| 15 | |
| México | |
| 30.00 | % | |
| (288 | ) | |
| (86 | ) |
| Unrealized gains | |
| | | |
| (22,261 | ) | |
| (6,708 | ) |
| | |
| | | |
| (28,637 | ) | |
| (7,879 | ) |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
| | |
| | |
Profit/Loss | | |
| |
| | |
Applicable | | |
before | | |
| |
| | |
Tax | | |
Income | | |
Income | |
| | |
Rates | | |
Tax | | |
Tax | |
| In thousands of soles | |
(A) | | |
(B) | | |
(A)*(B) | |
| Country | |
| | |
| | |
| |
| 2022 | |
| | |
| | |
| |
| Peru | |
| 29.50 | % | |
| (353,545 | ) | |
| (104,295 | ) |
| Peru - Red Vial 5 S.A. | |
| 27.00 | % | |
| 58,381 | | |
| 15,763 | |
| Peru - Tren Urbano de Lima S.A. | |
| 30.00 | % | |
| 101,086 | | |
| 30,326 | |
| Peru - Via Expresa Sur S.A. | |
| 30.00 | % | |
| (118 | ) | |
| (35 | ) |
| Peru - Unna Energia S.A. | |
| 29.00 | % | |
| 51,884 | | |
| 14,528 | |
| Chile | |
| 27.00 | % | |
| (43,924 | ) | |
| (11,859 | ) |
| Colombia | |
| 35.00 | % | |
| 2,685 | | |
| 940 | |
| Bolivia | |
| 25.00 | % | |
| (158 | ) | |
| (40 | ) |
| México | |
| 30.00 | % | |
| 53 | | |
| 16 | |
| Unrealized gains | |
| | | |
| (47,052 | ) | |
| (13,881 | ) |
| | |
| | | |
| (230,708 | ) | |
| (68,537 | ) |
H. Income Tax Assessment
Peruvian Tax Authorities
are entitled to examine and, if applicable, to correct the income tax calculated by the Company within the four years following the year
of tax return filing, counted as from January 1 of the year after the filling of the corresponding tax return (years open to audit). Tax
returns for years 2018 through 2022 are open for examination. Management considers that no significant liabilities will arise as a result
of these income tax assessments. In addition, tax returns for years 2019 through 2022 are pending examination by the Chilean tax authorities,
who are entitled to conduct examinations within a period of three years from the date of presentation of the respective tax returns. Likewise,
in Colombia, tax returns for years 2020, 2021, and 2022 are pending examination by the Colombian tax authorities, who are entitled to
conduct examinations within a period of two ears from the date of presentation of the respective tax return.
In
addition, the declaration of National Emergency issued by government by means of Executive Order 044-2020-PCM and its amendments, suspended
the term for limitations of the Tax Administration’s auditing from March 16, 2020 to June 10, 2020, i.e., for a period of eighty
seven (87) calendar days.
Due to possible
varied interpretations of the current legal regulations by the Tax Authorities, it is not possible to determine, to date, whether a future
tax audit will result or not in liabilities for the Company; therefore, any difference that might arise from eventual tax audits would
be applied to profit or loss for the period in which it is determined.
I. Uncertainty over income tax treatments
The Corporation has performed an assessment
of uncertain tax treatment positions in accordance with IFRIC 23 and determined, based on its tax compliance and transfer pricing study,
that it is probable that its tax treatments will be accepted by the tax authorities. The Interpretation had no impact on the Corporation’s
consolidated financial statements as of December 31, 2021 and 2022.
J. Temporary Tax on Net Assets (ITAN)
It is applicable to the Corporate Income, whose taxable base is constituted
by the adjusted net assets at the end of the fiscal year prior to payment, after deducting depreciation, amortization, legal reserve,
and specific provisions for credit risk. The tax rate is 0.4% for year 2021 and 2022 and is applied to the amount of net assets exceeding
S/1 million. It may be paid in cash or in nine consecutive monthly installments. The paid amount may be used as a credit against payments
on account of General Regime of Income Tax for taxable periods from March to December of the fiscal period for which the tax was paid
until maturity date of each of the payments on account, and against the payment for regularization of income tax of the corresponding
taxable period. In the event a remaining balance is not applied, its refund could be requested. The Corporation has determined that its
Temporary Tax on Net Assets in 2022 amounts to S/21.5 million (S/21.8 million in 2021).
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
K. Tax on financial transactions
Tax on Financial Transactions (ITF)
for the periods 2021 and 2022 was fixed at the rate of 0.005%. This tax is applied on debits and credits in bank accounts or movements
of funds made through the financial system, unless the account is tax-exempt.
L. Transfer pricing
For Income Tax determination purposes,
transfer pricing for transactions carried out with related parties and with companies domiciled in territories with low or null taxation,
shall be supported with documentation and information about the valuation methods used, and the criteria considered for pricing. Until
fiscal year 2016, it was mandatory to submit a Transfer Pricing Sworn Statement and a Technical Study.
By means of Legislative
Decree 1312, published on December 31, 2016 and effective January 1, 2017, the following formal obligations were established to replace
the former ones: (i) presentation of a Local File (subject to materialization limits); (ii) presentation of a Master File (subject to
materialization limits), and (iii) presentation of a Country-by-Country Reporting. The presentation of the Master File and the Country-by-country
reporting will become obligatory from 2018 onwards.
In addition, the
Decree 1312 also established that intra-group services with low added value shall not have a margin greater than 5% of their costs. Concerning
the services rendered among related parties, taxpayers shall comply with the benefit test and provide the documentation and information
under specific conditions for the deduction of costs or expenses.
Based on the analysis of operations of the Company, the Management
and its legal advisors consider that, as a consequence of the application of these provisions, no material contingencies will arise as
of December 31, 2021 and 2022.
M.
The current income tax payable – after applying the corresponding
tax credits – maturing on the first week of April of the following
year, mainly include the following:
| ■ | Viva Negocio Inmobiliario S.A.C. |
S/40.5 million in 2022 (S/0.7 million in 2021) |
| ■ | Tren Urbano de Lima S.A. |
S/3.3 million in 2022 |
| ■ | Red
Vial 5 S.A. |
S/13.9 million in 2021 |
| ■ | Unna
Energia S.A. |
S/14.1 million in 2021 |
N. Major amendments to Peruvian tax laws effective from January 1, 2021
i. Accrual accounting concept
Legislative
Decree 1425 introduced the definition of “legal accrual” for income tax purposes, applicable from 2019, stating that: a)
income from transfer of goods occurs when i) control has been transferred (in accordance with IFRS 15); or ii) risk has been
transferred to the acquirer (Risk Theory set out in the Civil Code), whichever occurs first; and b) income from service rendering
occurs when realization level of the rendered service has been established.
The new legal accrual
concept is applicable to lessees for determining the tax treatment of the expense associated with lease agreements regulated by IFRS 16
(e.g. operating leases for tax purposes).
The concept serving
as comment will not be applicable for those entities accruing income or expenses for Income Tax in accordance with tax provisions establishing
a special (sectorial) regime of accrual.
ii. Deduction of expenses or costs incurred in transactions with non-domiciled parties
Legislative Decree
1369 requires that costs and/or expenses (including outbound interest) incurred with non-domiciled individuals must be paid effectively
to be deducted in the year they were incurred. Otherwise, their impact on the determination of net income will be deferred to the year
in which they are actually paid and the corresponding withholding will be applied.
This regulation
eliminated the obligation to pay the amount equivalent to the withholding on the amount recorded as cost and/or expense.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
iii. Indirect loan
As from January
1, 2019, under certain requirements, domiciled entities receiving foreign inbound dividends may deduct as direct loan the income tax that
would have been levied on the foreign dividends and the corporate income tax (indirect loan) paid by the tier 1 and tier 2 non-domiciled
entity (provided they are in the same jurisdiction) that would have been applied to distribute the dividends from abroad.
iv. Measures to implement the General Anti-avoidance Rule provided in the regulation XVI of Tax Code
Legislative Decree 1422 set up the
procedure to implement the General Anti-avoidance Rule, mainly stating that: (i) it is applicable only in final audit procedures in which
acts, events or situations that occurred since July 19, 2012, are reviewed; (ii) it is applicable only if there is a favorable opinion
from a review committee composed of Tax Authorities’ officers (said opinion is not appealable); and (iv) final audit procedures, in which
the General Anti-avoidance Rule is applicable, are not subject to the one (1) year term to request information from the audited parties.
On May 6, 2019,
Executive Order 145-2019-EF was published in the Official Gazette El Peruano. This Decree approves the substantive and formal parameters
for the application of the general anti-avoidance rule contained in Rule XVI of the Tax Code., thus, complying with the requirement to
release the suspension established by Law 30230 for the application of said rule. Likewise, SUNAT Audit Procedure Regulations have been
adapted for this purpose.
By means of Resolution
000184-2021/SUNAT, published on December 13, 2021, the members of the Review Committee of SUNAT referred to in Article 62-C of the Sole
Ordered Text of the Tax Code were appointed, which states that when applying the Anti-avoidance Rule in an audit procedure, a report must
be sent together with the audit file to the Review Committee.
v. Joint and several liability of legal representatives and Directors
Legislative Decree
1422 establishes that from September 14, 2018, when an audited individual is subject to the General Anti-Avoidance Rule, there is joint
and several liability of legal representatives due to fraud, gross negligence, or misuse of powers, unless proven otherwise. The aforementioned
joint and several liability shall be attributed to said representatives provided that they collaborated in the design, approval or execution
of the acts, situations or business relationships with an avoidance purpose.
This regulation
also applies to the members of the Board of Directors, indicating that they shall establish a tax strategy for the companies in which
they act as directors, having to decide whether or not to approve the acts, situations or business relationships to be carried out within
the framework of tax planning; they shall not delegate such responsibility.
Lastly, the members
of the domiciled companies’ Board of Directors were granted a term, with maturity on March 29, 2019, to verify or modify the acts, situations
or business relationships carried out within the tax planning and implemented as of September 14, 2018, that continue having tax effect
to date.
Considering the maximum term established
for compliance with said formal obligation, the aforementioned joint and several liability attributable to legal representatives and directors,
and the absence of a definition of ‘tax planning’, it will be crucial to review any act, situation or economic relation that has: (i)
increased tax allocation; and/or (ii) generated a lower payment of taxes for the aforementioned periods, in order to avoid the attribution
of joint and several liability, both administratively and punitively, depending on the supervisory agent criterion. The latter, in case
the company to be audited by the Tax Authorities is subject to the General Anti-Avoidance Rule.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
vi. Information related to ultimate beneficiaries
In line with the
regulations to strengthen the fight against tax evasion and avoidance, as well as against money laundering and terrorism financing, as
from August 3, 2018, provisions introduced by Legislative Decree 1372 are currently in force. The aforementioned decree requires the presentation
of information related to ultimate beneficiaries to the competent authorities by means of a sworn statement of the ultimate beneficiaries.
Said statement shall disclose the names of the natural persons that effectively retain ownership or control. Accordingly, it is mandatory
to report the following information: (i) identification of the ultimate beneficiary; (ii) chain of title with its respective supporting
documents; and (iii) identification of third parties that have said information, if applicable. It is also noted that the information
related to the identification of the ultimate beneficiaries of legal persons and legal entities that will be provided to the competent
authorities within the framework of these rules does not constitute a violation of professional secrecy nor is it subject to the restrictions
on disclosure of information derived from confidentiality imposed by contract or by any legal or regulatory provision.
Likewise, by means
of Superintendence Resolution 041-2022/SUNAT, effective as of March 25, 2022, the new parties obliged to file the sworn statement of the
ultimate beneficiaries for fiscal years 2022 and 2023 (provided that they have not filed any in December 2019) were established.
The legal entities were obliged to
file the sworn statement of the ultimate beneficiaries in accordance with the maturity schedule for monthly obligations for the period
December 2022; however, by means of Superintendence Resolution 000278-2022/SUNAT, such due date was postponed until the period December
2023.
It should be taken into consideration
that, if the sworn informative statement containing the information related to the ultimate beneficiaries is not filed, the legal representatives
of the entity that failed to file such statement will be jointly and severally liable.
vii. Indirect Transfer of Shares
Since January 1,
2019, an anti-avoidance measure has been applied to prevent the split of operations, which allows indirect transfer of shares of companies
domiciled in Peru.
It is indicated
that in order to establish whether in a twelve-month period the transfer of 10% or more of the capital of the Peruvian company has been
complied with, the transfers made by the subject under analysis are considered, as well as those made to its related parties, whether
they are executed through one or several simultaneous or successive operations. The relationship shall be established in accordance with
provisions of article 32-A (b) of the Income Tax Law.
In addition, regardless
of compliance with the provisions of the Income Tax Law, an indirect taxable transfer shall always be established when, over any period
of 12 months, the total amount of transferred shares of the Peruvian legal person is equal to or greater than forty thousand (40,000)
UIT.
Likewise, when the
transferor is a non-domiciled legal person that has a branch office or any permanent establishment in Peru with allocated equity, the
latter is considered a jointly liable party. Thus, the latter is required to provide information, among other, regarding the transferred
shares or interest of the non-domiciled legal person.
viii. Thin Capitalization
Beginning January
1, 2021, finance cost will be deductible up to 30% of the tax-EBITDA (Net Income – Loss Offsetting + Net Interest + Depreciation
+ Amortization) of the prior period. There are some exemptions regarding this 30% limit for banks, taxpayers whose income is lower than
2,500 UIT (tax units), infrastructure, public services, among others.
Executive Order
402-2021, published on December 30, effective as of December 31, 2021, amended the Income Tax Law Regulation that regulates the calculation
of the tax EBITDA for purposes of the debt interest limit.
For fiscal years 2019 and 2020 the financial expense generated by indebtedness
both between independent and related parties is subject to the thin capitalization limit of (3:1 Debt/Equity Ratio) calculated at the
end of the previous fiscal year.
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
ix. Other relevant changes
Within the framework
of the delegation of powers to legislate on tax, fiscal, financial and economic reactivation matters, given to the Executive Branch (Law
31380), on December 30, 2021, the first tax regulations were published, among which the tax benefits approved for the Aquaculture and
Forestry sector, the standardization of the cost for access to tax stability and the extension of the VAT exemptions stand out.
They
extend the validity of some exonerations and tax benefits, specifically the
following:
| ● | The
exemptions contained in Appendices I and II of the Sales Tax Law were extended until December
31, 2025. Consequently, the sale of staple foods and basic services such as public transportation,
among others, will not be levied with sales tax. Link to the regulation of comment: Law 31651 |
| ● | The
issuance of electronic money will not be levied with sales tax until December 31, 2024. Link
to the regulation of comment: Legislative Decree 1519 |
| ● | The
refund of taxes levied on acquisitions with donations from abroad and imports from diplomatic
missions is allowed until December 31, 2024: Link to the regulation of comment: Legislative
Decree 1519 |
In
addition, Executive Order 1516, published on December 30, 2021, and in force as from December 31, 2021, established the standardization
of the cost for access to the stability provided for in the Legal Stability Agreements under Legislative Decrees 662 and 757. Accordingly,
such decree has modified Article 1 of Law 27342 that regulates such agreements. Therefore, receiving companies signing with the government
stabilizes the Income Tax to be applied according to the regulations in force at the time of the subscription of the corresponding agreement,
being applicable the current rate referred to in the first paragraph of Article 55 of the Income Tax Law at that time plus 2 (two) percentage
points.
Likewise,
Legislative Decree 1529, effective beginning on April 1, 2022, amended Law 28194 “Law
for the Fight against Evasion and for the Formalization of the Economy”,
regarding the cases in which means of payment must be used; the amount from which it is obligatory to use means of payment, and the obligation
to report to the Tax Authority about payments made to third parties other than the creditor.
29. Other comprehensive Income
The analysis of this movement is shown below:
| | |
| | |
| | |
Exchange | | |
| |
| | |
| | |
| | |
difference | | |
| |
| | |
Foreign
currency | | |
Increase in
fair value of | | |
from net
investment | | |
| |
| | |
translations | | |
available-for | | |
in a foreign | | |
| |
| | |
adjustment | | |
sale assets | | |
operation | | |
Total | |
| | |
| | |
| | |
| | |
| |
| As of January 1, 2021 | |
| (61,124 | ) | |
| 7,461 | | |
| (9,246 | ) | |
| (62,909 | ) |
| (Charge) credit for the year | |
| (5,230 | ) | |
| - | | |
| (425 | ) | |
| (5,655 | ) |
| As of December 31, 2021 | |
| (66,354 | ) | |
| 7,461 | | |
| (9,671 | ) | |
| (68,564 | ) |
| (Charge) credit for the year | |
| (20,814 | ) | |
| (7,461 | ) | |
| (287 | ) | |
| (28,562 | ) |
| As of December 31, 2022 | |
| (87,168 | ) | |
| - | | |
| (9,958 | ) | |
| (97,126 | ) |
The foregoing amounts only represent the amounts attributable to the
Company’s controlling interest, net of tax. The table below shows the movement in other comprehensive income per year:
| In thousands of soles | |
2021 | | |
2022 | |
| Controlling interest | |
| (5,655 | ) | |
| (28,562 | ) |
| Non-controlling interest | |
| 218 | | |
| (99 | ) |
| Total value in OCI | |
| (5,437 | ) | |
| (28,661 | ) |
30. Contingencies, Commitments, and Warranties
In the opinion of Management and its legal advisors,
the provisions registered mainly for lawsuits (civil, tax, labor claims, administrative proceedings, and contentious-administrative proceedings)
are sufficient to cover the results of these probable contingencies (Note 21), generating probable contingencies for S/ 390.1 million
(S/ 387.8 million as of December 31, 2021).
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
A. Tax contingencies
As of December 31, 2022, the Company considers that the maximum exposure
for tax contingencies of the Corporate amounts to S/ 311 million (S/ 303.1 million as of December 31, 2021), according to the following
details:
Appeal process before Tax Court totaling S/ 256 million (AENZA
S.A.A.’s income tax return for years 2013, 2014, and 2015 amounting to S/124.1 million; Cumbra Peru S.A.’s income tax return
for years 2012 and 2014 amounting to S/106.4 million; Consorcio Constructor Ductos del Sur’s income tax return for year 2014 amounting
to S/10.8 million; Consorcio Constructor Chavimochic’s income tax return for years 2014, 2015, and 2016 amounting to S/9 million;
Cumbra Ingenieria S.A.’s income tax return for years 2013 and 2016 amounting to S/3.3 million; Viva Negocio Inmobiliario S.A.C.’s
income tax return for year 2009 amounting to S/1.6 million; and Unna Transporte S.A.C.’s income tax and sales tax returns for year
2015 amounting to S/0.8 million).
Claim process before SUNAT totaling S/55 million (examination of AENZA
S.A.A.’s tax returns for year 2016 for S/35.3 million; Cumbra Ingenieria S.A.’s tax returns for years 2014 and 2015 for S/18.4
million; and Cumbra Peru S.A.’s tax return for year 2016 for S/1.3 million.
As of December 31, 2021 and 2022, in the opinion
of the Corporation’s Management, all of the aforementioned processes will be favorable considering their characteristics and the
evaluation of its legal advisors.
B. Other contingencies
As of December 31, 2022, the Company considers that the maximum exposure
for other contingencies of the Corporation amounts to S/ 79.1 million (S/ 84.7 million and the closure of 2021), according to
the following details:
Civil lawsuits, mainly related to indemnities for damages, contract
terminations and obligations to pay a sum of money totaling S/ 26.9 million (Cumbra Peru S.A. for S/20.1 million, Cumbra Ingenieria
S.A. for S/3.8 million, 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).
Labor proceedings amounting to S/ 22.2 million (Morelco S.A.S.
for S/ 19 million, Unna Energia S.A. for S/ 1.6 million, Unna Transporte S.A.C for S/1.2 million, and Cumbra Peru S.A, for S/0.3
million, and Viva Negocio Inmobiliario S.A.C. for S/0.1 million).
Contentious-administrative proceedings for S/ 15.3 million (Unna
Energia S.A. for S/12.8 million and Morelco S.A.S. for S/ 2.5 million).
Administrative proceedings for S/ 14.7 million
(Tren Urbano de Lima S.A. for S/ 4.8 million, AENZA S.A.A. for S/ 3.5 million, Cumbra Peru S.A. for S/ 6 million, and Viva
Negocio Inmobiliario S.A.C. for S/0.4 million).
C. Letters of guarantee and Guarantors
As of December 31, 2022, the Corporation has different
letters of guarantee and guarantors in force in various financial entities ensuring operations for US$ 574.6 million (US$ 471.9 million
as of December 31, 2021).
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
31. Non-controlling Interest
The following table summarizes the information relating to each of
the Corporation´s subsidiaries that has material non-controlling interests, before any intra-group eliminations.
At December 31, 2021
| In
thousands of soles | |
VIVA
Negocio
Inmobiliario S.A.C.
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 | |
| |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Percentage
of non-controlling interest | |
| 43.78 | % | |
| 33.00 | % | |
| 25.00 | % | |
| 10.59 | % | |
| 5.00 | % | |
| 0.61 | % | |
| 53.45 | % | |
| | | |
| | | |
| | |
| Current assets | |
| 493,385 | | |
| 104,292 | | |
| 344,799 | | |
| 153,193 | | |
| 259,812 | | |
| 1,310,936 | | |
| 301 | | |
| | | |
| | | |
| | |
| Non-current assets | |
| 111,528 | | |
| 368,258 | | |
| 669,898 | | |
| 13,061 | | |
| 516,390 | | |
| 910,564 | | |
| 13,369 | | |
| | | |
| | | |
| | |
| Current liabilities | |
| (211,581 | ) | |
| (82,915 | ) | |
| (106,467 | ) | |
| (124,543 | ) | |
| (160,173 | ) | |
| (1,539,191 | ) | |
| (316 | ) | |
| | | |
| | | |
| | |
| Non-current
liabilities | |
| (29,742 | ) | |
| (221,274 | ) | |
| (741,202 | ) | |
| (62 | ) | |
| (208,159 | ) | |
| (182,756 | ) | |
| (7,777 | ) | |
| | | |
| | | |
| | |
| Net
assets | |
| 363,590 | | |
| 168,361 | | |
| 167,028 | | |
| 41,649 | | |
| 407,870 | | |
| 499,553 | | |
| 5,577 | | |
| | | |
| | | |
| | |
| Net assets attributable to
non-controlling interest | |
| 223,861 | | |
| 55,559 | | |
| 41,757 | | |
| 4,405 | | |
| 29,217 | | |
| 8,764 | | |
| 2,981 | | |
| (138 | ) | |
| (113,441 | ) | |
| 252,965 | |
| Revenues | |
| 239,391 | | |
| 197,137 | | |
| 348,915 | | |
| 285,920 | | |
| 541,859 | | |
| 2,468,067 | | |
| - | | |
| | | |
| | | |
| | |
| Profit of the year | |
| 12,960 | | |
| 33,783 | | |
| 42,103 | | |
| 10,757 | | |
| 57,796 | | |
| (92,291 | ) | |
| (76 | ) | |
| | | |
| | | |
| | |
| Other
comprehensive income | |
| - | | |
| - | | |
| - | | |
| (26 | ) | |
| - | | |
| (4,246 | ) | |
| - | | |
| (1,165 | ) | |
| - | | |
| (5,437 | ) |
| Total
comprehensive income for the year | |
| 12,960 | | |
| 33,783 | | |
| 42,103 | | |
| 10,731 | | |
| 57,796 | | |
| (96,537 | ) | |
| (76 | ) | |
| | | |
| | | |
| | |
| Profit of the year, allocated
to non-controlling interest | |
| 12,166 | | |
| 11,148 | | |
| 10,526 | | |
| 1,137 | | |
| 6,502 | | |
| (511 | ) | |
| (41 | ) | |
| (189 | ) | |
| (784 | ) | |
| 39,954 | |
| Other
comprehensive income, allocated to non-controlling interest | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 219 | | |
| - | | |
| (1 | ) | |
| - | | |
| 218 | |
| Cash flows from operating
activities | |
| 94,017 | | |
| 97,450 | | |
| 92,477 | | |
| 10,008 | | |
| 154,344 | | |
| (79,809 | ) | |
| - | | |
| | | |
| | | |
| | |
| Cash flows from investment
activities | |
| 1,114 | | |
| (3,924 | ) | |
| 162 | | |
| 29 | | |
| (67,323 | ) | |
| (28,592 | ) | |
| - | | |
| | | |
| | | |
| | |
| Cash
flows from financing activities | |
| (58,834 | ) | |
| (69,914 | ) | |
| (59,212 | ) | |
| (1,921 | ) | |
| (25,313 | ) | |
| 22,413 | | |
| - | | |
| | | |
| | | |
| | |
| Net
increase (decrease) in cash and cash equivalents | |
| 36,297 | | |
| 23,612 | | |
| 33,427 | | |
| 8,116 | | |
| 61,708 | | |
| (85,988 | ) | |
| - | | |
| | | |
| | | |
| | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
At December 31, 2022
| In
thousands of soles | |
VIVA Negocio
Inmobiliario
S.A.C
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 | |
| |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Percentage
of non-controlling interest | |
| 0.46 | % | |
| 33.00 | % | |
| 25.00 | % | |
| 10.59 | % | |
| 5.00 | % | |
| 0.61 | % | |
| 53.45 | % | |
| | | |
| | | |
| | |
| Current assets | |
| 491,076 | | |
| 101,467 | | |
| 350,447 | | |
| 139,450 | | |
| 256,777 | | |
| 1,205,607 | | |
| 301 | | |
| | | |
| | | |
| | |
| Non-current assets | |
| 181,951 | | |
| 320,589 | | |
| 703,876 | | |
| 10,094 | | |
| 659,686 | | |
| 813,021 | | |
| 13,368 | | |
| | | |
| | | |
| | |
| Current liabilities | |
| (252,577 | ) | |
| (71,293 | ) | |
| (118,709 | ) | |
| (115,556 | ) | |
| (206,111 | ) | |
| (1,530,113 | ) | |
| (86 | ) | |
| | | |
| | | |
| | |
| Non-current
liabilities | |
| (10,852 | ) | |
| (183,983 | ) | |
| (699,336 | ) | |
| (2,359 | ) | |
| (260,840 | ) | |
| (151,110 | ) | |
| (7,754 | ) | |
| | | |
| | | |
| | |
| Net
assets | |
| 409,598 | | |
| 166,780 | | |
| 236,278 | | |
| 31,629 | | |
| 449,512 | | |
| 337,405 | | |
| 5,829 | | |
| | | |
| | | |
| | |
| Net
assets atributable to non-controlling interest | |
| 131,097 | | |
| 55,037 | | |
| 59,070 | | |
| 3,346 | | |
| 31,541 | | |
| 2,283 | | |
| 3,116 | | |
| (128 | ) | |
| (860 | ) | |
| 284,502 | |
| Revenues | |
| 367,276 | | |
| 238,043 | | |
| 388,811 | | |
| 224,216 | | |
| 633,792 | | |
| 2,454,982 | | |
| - | | |
| | | |
| | | |
| | |
| Profit of the year | |
| 82,887 | | |
| 44,119 | | |
| 69,250 | | |
| (10,038 | ) | |
| 63,890 | | |
| (137,455 | ) | |
| - | | |
| | | |
| | | |
| | |
| Other
comprehensive income | |
| (7,460 | ) | |
| - | | |
| - | | |
| (2 | ) | |
| - | | |
| (21,626 | ) | |
| - | | |
| 427 | | |
| - | | |
| (28,661 | ) |
| Total
comprehensive income for the year | |
| 75,427 | | |
| 44,119 | | |
| 69,250 | | |
| (10,040 | ) | |
| 63,890 | | |
| (159,081 | ) | |
| - | | |
| | | |
| | | |
| | |
| Profit of the year, allocated
to non-controlling interest | |
| 51,793 | | |
| 14,559 | | |
| 17,313 | | |
| (1,084 | ) | |
| 7,090 | | |
| (714 | ) | |
| 135 | | |
| (375 | ) | |
| 380 | | |
| 89,097 | |
| Other
comprehensive income, allocated to non-controlling interest | |
| - | | |
| - | | |
| - | | |
| 2 | | |
| - | | |
| (101 | ) | |
| - | | |
| - | | |
| - | | |
| (99 | ) |
| Cash flows from operating
activities | |
| 61,317 | | |
| 79,113 | | |
| 70,345 | | |
| (23,183 | ) | |
| 167,952 | | |
| (194,356 | ) | |
| - | | |
| | | |
| | | |
| | |
| Cash flows from investment
activities | |
| (342 | ) | |
| (4,227 | ) | |
| 682 | | |
| (502 | ) | |
| (202,080 | ) | |
| 5,358 | | |
| - | | |
| | | |
| | | |
| | |
| Cash
flows from financing activities | |
| (59,316 | ) | |
| (78,866 | ) | |
| (81,326 | ) | |
| (2,865 | ) | |
| 19,515 | | |
| 119,538 | | |
| - | | |
| | | |
| | | |
| | |
| Net
increase (decrease) in cash and cash equivalents | |
| 1,659 | | |
| (3,980 | ) | |
| (10,299 | ) | |
| (26,550 | ) | |
| (14,613 | ) | |
| (69,460 | ) | |
| - | | |
| | | |
| | | |
| | |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
32. Dividends
In compliance with certain covenants, the Company
will not pay dividends, except for the transactions with non-controlling interests described in Note 34. Certain debt or other contractual
obligations may restrict the ability to pay dividends in the future.
Additionally, the Agreement does not permit the
distribution of dividends until 40% of the total amount of the committed Civil Compensation described in Note 1.C has been amortized.
For the period ended December 31, 2022, the
subsidiaries of the Corporation have declared dividends totaling S/19.8 million to their non-controlling interest parties amount
that was fully paid plus S/14.6 million from previous year (during 2021 have declared S/ 43 million and paid S/26 million).
33. Losses per Share
The basic loss per common share has been calculated
by dividing the loss of the year attributable to the Corporate’s common shareholders by the weighted average of the number of common
shares outstanding during that year.
For the periods ended December 31, 2021 and 2022,
the basic loss per common share is as follows:
| In thousands of soles | |
| |
2021 | | |
2022 | |
| | |
| |
| | |
| |
| Loss attributable to owners of the
Company during the period | |
| |
| (141,770 | ) | |
| (451,151 | ) |
| Weighted average number of shares
in issue at S/1.00 each, at December 31, | |
(*) | |
| 871,917,855 | | |
| 1,120,038,177 | |
| Basic loss per share (in S/) | |
(**) | |
| (0.163 | ) | |
| (0.403 | ) |
| Weighted average number of shares (diluted) in issue at S/1.00 each, at December 31 | |
| |
| 996,599,218 | | |
| 1,196,979,979 | |
| Diluted loss per share (in S/) | |
| |
| (0.142 | ) | |
| (0.377 | ) |
| In thousands of soles | |
| |
2021 | | |
2022 | |
| | |
| |
| | |
| |
| Loss from continuing
operations attributable to owners of the Company during the period | |
| |
| (114,996 | ) | |
| (451,151 | ) |
| Weighted average number of shares
in issue at S/1.00 each, at December 31, | |
(*) | |
| 871,917,855 | | |
| 1,120,038,177 | |
| Basic loss per share (in S/) | |
(**) | |
| (0.132 | ) | |
| (0.403 | ) |
| Weighted average number of shares (diluted) in issue at S/1.00 each, at December 31 | |
| |
| 996,599,218 | | |
| 1,196,979,979 | |
| Diluted loss per share (in S/) | |
| |
| (0.115 | ) | |
| (0.377 | ) |
| (*) | The weight average of the shares in 2022, considers the bond
capitalization effect in common shares issued on August 13th, 2021, performed in two tranches (February 28th and March 31st of 2022),
disclosed in note 22.A (weight: 59 days with 140,940,146 shares, 31 days with 77,263,799 shares and 275 days with 901,834,231 shares).
In addition, the weight average of the shares (diluted) in 2021 considers weight: 225 days with 537,483,609 shares and 140 days with
459,115,608. |
| (**) | The Corporation does not have common shares with dilutive effects
as of December 31, 2021 and 2022. |
34. Transactions with Non-controlling Interest
A. Contributions (returns) from non-controlling shareholders
It corresponds to contributions and returns made
by the partners of the subsidiary Viva Negocio Inmobiliario S.A.C. for the realization of real estate projects. As of December 31, the
balances include:
| In thousands of soles | |
2021 | | |
2022 | |
| | |
| | |
| |
| Contributions received | |
| 182 | | |
| 995 | |
| Returns of contributions | |
| (27,286 | ) | |
| (37,874 | ) |
| Decrease in equity of non controlling parties | |
| (27,104 | ) | |
| (36,879 | ) |
AENZA S.A.A. and Subsidiaries
Notes to the Consolidated Financial Statements
December 31, 2021 and 2022
35. Reclassification of Operations of the Subsidiary Adexus S.A. as Discontinued Operations
On November 19, 2019, Adexus S.A. filed a petition
for bankruptcy reorganization under Chilean Law 20.720 before the Chilean courts. As a result, the Company impaired the total investment
in said subsidiary at the end of 2019. On January 9, 2020, the Company reported that the board of creditors of Adexus S.A. approved with
the favorable vote of more than 80% of the pledgees and 85% of the secured creditors, respectively, the judicial reorganization agreement
proposed by Adexus under the reorganization proceeding.
On December 27, 2021, the Company entered into
a purchase and sale agreement for its entire interest (representing 100%) in Adexus S.A. The sale price was agreed at US$ 1. On January
5, 2022, the Judicial Court in this case approved the modification of the Judicial Reorganization Agreement filed by Adexus, which allows
the transfer of Adexus S.A. shares.
The financial result and cash flow information
of the discontinued operation related to Adexus S.A. is shown below:
| In thousands of soles | |
2021 | |
| | |
| |
| Revenues | |
| 162,967 | |
| Operating costs | |
| (157,299 | ) |
| Gross profit | |
| 5,668 | |
| | |
| | |
| Administrative expenses | |
| (21,698 | ) |
| Other income and expenses, net | |
| 20 | |
| Operating loss | |
| (16,010 | ) |
| | |
| | |
| Financial expenses | |
| (15,847 | ) |
| Financial income | |
| 121 | |
| Loss before income tax | |
| (31,736 | ) |
| Income tax | |
| 4,962 | |
| Loss from discontinued operations | |
| (26,774 | ) |
| | |
| | |
| Net effect in consolidated | |
| (26,774 | ) |
| | |
| | |
| Cash flows relating to the discontinued operations are as follows: | |
| | |
| | |
| | |
| Operating cash flows | |
| 786 | |
| Investing cash flows | |
| (3,573 | ) |
| Financing cash flows | |
| 8,449 | |
| Net increase generated in subsidiary | |
| 5,662 | |
36. Events After the Consolidated Statements of Financial Position
Between January 1, 2023 and the date of issuance of this report, the
following significant event has occurred:
| - | On March 3, 2023, The Company has reached an agreement with
the Ad Hoc Peruvian Public Prosecutor’s Office to comply with the provisions set forth in the Final Collaboration and Benefits Agreement
of September 15, 2022, as a condition precedent to its homologation. AENZA S.A.A. awaits the approval of the Agreement by Court. |
In addition to this event, no additional material
facts or events have occurred that would require adjustments or disclosures in the consolidated financial statements as of December 31,
2022.
114