UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15b-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2024
Commission File Number 001-35991
AENZA S.A.A.
(Exact name of registrant as specified in its charter)
N/A
(Translation of registrant’s name into English)
Av. Petit Thouars 4957
Miraflores
Lima 34, Peru
(Address of principal executive offices)
Indicate by check mark whether the registrant files
or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
AENZA
S.A.A. AND SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS (UNAUDITED)
(Free translation from the original in Spanish)
AENZA S.A.A. AND SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AS OF MARCH 31, 2024 AND FOR THE THREE-MONTH PERIOD THEN ENDED (UNAUDITED)
S/ = Peruvian Sol
US$ = United States dollar
AENZA S.A.A. and Subsidiaries
Interim Condensed Consolidated Statement of Financial Position
As
of December 31, 2023, and March 31, 2024
| |
| | |
As of | | |
As of | |
| |
| | |
December 31, | | |
March 31, | |
In thousands of soles | |
Note | | |
2023 | | |
2024 | |
Assets | |
| | |
| | |
| |
Current assets | |
| | |
| | |
| |
Cash and cash equivalents | |
| 9 | | |
| 1,003,888 | | |
| 855,952 | |
Trade accounts receivable, net | |
| 10 | | |
| 1,061,801 | | |
| 1,138,361 | |
Accounts receivable from related parties | |
| 11 | | |
| 15,443 | | |
| 11,578 | |
Other accounts receivable, net | |
| 12 | | |
| 348,072 | | |
| 334,025 | |
Inventories, net | |
| 13 | | |
| 360,497 | | |
| 354,478 | |
Prepaid expenses | |
| | | |
| 29,098 | | |
| 30,302 | |
Total current assets | |
| | | |
| 2,818,799 | | |
| 2,724,696 | |
| |
| | | |
| | | |
| | |
Non-current assets | |
| | | |
| | | |
| | |
Trade accounts receivable, net | |
| 10 | | |
| 768,971 | | |
| 773,256 | |
Accounts receivable from related parties | |
| 11 | | |
| 528,285 | | |
| 529,332 | |
Other accounts receivable, net | |
| 12 | | |
| 311,404 | | |
| 317,628 | |
Inventories, net | |
| 13 | | |
| 70,282 | | |
| 70,295 | |
Prepaid expenses | |
| | | |
| 14,081 | | |
| 9,725 | |
Investments in associates and joint ventures | |
| 14 | | |
| 12,747 | | |
| 13,542 | |
Investment property, net | |
| 15 | | |
| 58,260 | | |
| 57,345 | |
Property, plant and equipment, net | |
| 15 | | |
| 307,165 | | |
| 306,021 | |
Right-of-use assets, net | |
| 15 | | |
| 36,295 | | |
| 32,677 | |
Intangible assets and goodwill, net | |
| 15 | | |
| 752,456 | | |
| 725,139 | |
Deferred tax asset | |
| 22 | | |
| 255,763 | | |
| 262,516 | |
Total non-current assets | |
| | | |
| 3,115,709 | | |
| 3,097,476 | |
| |
| | | |
| | | |
| | |
Total assets | |
| | | |
| 5,934,508 | | |
| 5,822,172 | |
AENZA S.A.A. and Subsidiaries
Interim Condensed Consolidated Statement of Financial Position
As
of December 31, 2023, and March 31, 2024
| |
| |
As of | | |
As of | |
| |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
Note | |
2023 | | |
2024 | |
Liabilities | |
| |
| | |
| |
Current liabilities | |
| |
| | |
| |
Borrowings | |
16 | |
| 516,029 | | |
| 518,008 | |
Bonds | |
17 | |
| 81,538 | | |
| 82,346 | |
Trade accounts payable | |
18 | |
| 1,164,266 | | |
| 1,046,827 | |
Accounts payable to related parties | |
11 | |
| 44,372 | | |
| 40,656 | |
Current income tax | |
| |
| 38,398 | | |
| 41,453 | |
Other accounts payable | |
19 | |
| 608,828 | | |
| 633,294 | |
Other provisions | |
20 | |
| 117,086 | | |
| 117,997 | |
Total current liabilities | |
| |
| 2,570,517 | | |
| 2,480,581 | |
| |
| |
| | | |
| | |
Non-current liabilities | |
| |
| | | |
| | |
Borrowings | |
16 | |
| 306,678 | | |
| 297,118 | |
Bonds | |
17 | |
| 741,387 | | |
| 728,450 | |
Trade accounts payable | |
18 | |
| 4,001 | | |
| 2,295 | |
Accounts payable to related parties | |
11 | |
| 28,564 | | |
| 28,881 | |
Other accounts payable | |
19 | |
| 509,311 | | |
| 506,305 | |
Other provisions | |
20 | |
| 98,067 | | |
| 101,848 | |
Deferred tax liability | |
22 | |
| 188,694 | | |
| 185,749 | |
Total non-current liabilities | |
| |
| 1,876,702 | | |
| 1,850,646 | |
Total liabilities | |
| |
| 4,447,219 | | |
| 4,331,227 | |
| |
| |
| | | |
| | |
Equity | |
| |
| | | |
| | |
Capital | |
21 | |
| 1,371,965 | | |
| 1,371,965 | |
Other reserves | |
| |
| (68,440 | ) | |
| (63,895 | ) |
Retained earnings | |
| |
| (41,148 | ) | |
| (56,688 | ) |
Equity attributable to controlling interest in the
Company | |
| |
| 1,262,377 | | |
| 1,251,382 | |
Non-controlling interest | |
29 | |
| 224,912 | | |
| 239,563 | |
Total equity | |
| |
| 1,487,289 | | |
| 1,490,945 | |
Total liabilities and equity | |
| |
| 5,934,508 | | |
| 5,822,172 | |
The accompanying notes are part of the consolidated
financial statements.
AENZA S.A.A. and Subsidiaries
Interim Condensed Consolidated Statement of Profit or Loss
For the periods ended March 31, 2023, and 2024
| |
| |
For the three-month period | |
| |
| |
ended March 31, | |
In thousands of soles | |
Note | |
2023 | | |
2024 | |
Revenue | |
| |
| | |
| |
Revenue from construction activities | |
| |
| 448,643 | | |
| 545,983 | |
Revenue from services provided | |
| |
| 256,580 | | |
| 278,634 | |
Revenue from real estate and sale of goods | |
| |
| 144,915 | | |
| 172,668 | |
Total revenue from ordinary activities arising from contracts
with customers | |
23 | |
| 850,138 | | |
| 997,285 | |
Cost | |
| |
| | | |
| | |
Cost of construction activities | |
| |
| (457,892 | ) | |
| (546,801 | ) |
Cost of services provided | |
| |
| (198,424 | ) | |
| (193,342 | ) |
Cost of real estate and sale of goods | |
| |
| (112,900 | ) | |
| (129,143 | ) |
Cost of sales and services | |
24 | |
| (769,216 | ) | |
| (869,286 | ) |
Gross profit | |
| |
| 80,922 | | |
| 127,999 | |
Administrative expenses | |
24 | |
| (45,863 | ) | |
| (49,773 | ) |
Other income and expenses | |
25 | |
| 433 | | |
| (1,030 | ) |
Operating profit | |
| |
| 35,492 | | |
| 77,196 | |
Financial expenses | |
26.A | |
| (41,812 | ) | |
| (60,358 | ) |
Financial income | |
26.A | |
| 18,032 | | |
| 7,549 | |
Interests for present value of financial asset or liability | |
26.B | |
| 13,806 | | |
| (2,305 | ) |
Share of the profit or loss of associates and joint ventures accounted for using
the equity method | |
14 | |
| 864 | | |
| 808 | |
Profit before income tax | |
| |
| 26,382 | | |
| 22,890 | |
Income tax expense | |
27 | |
| (32,381 | ) | |
| (22,425 | ) |
Profit (loss) for the period | |
| |
| (5,999 | ) | |
| 465 | |
| |
| |
| | | |
| | |
Profit (loss) attributable to: | |
| |
| | | |
| | |
Controlling interest in the Company | |
| |
| (17,388 | ) | |
| (15,540 | ) |
Non-controlling interest | |
| |
| 11,389 | | |
| 16,005 | |
| |
| |
| (5,999 | ) | |
| 465 | |
| |
| |
| | | |
| | |
Loss per share attributable to controlling interest in the Company during the period | |
31 | |
| (0.015 | ) | |
| (0.011 | ) |
Diluted loss per share attributable to controlling
interest in the Company during the period | |
31 | |
| (0.015 | ) | |
| (0.011 | ) |
The accompanying notes
are part of the consolidated financial statements.
AENZA S.A.A. and Subsidiaries
Interim Condensed Consolidated Statement of Other Comprehensive Income
For the periods ended March 31, 2023,
and 2024
| |
For the three-month period | |
| |
ended March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Profit (loss) for the period | |
| (5,999 | ) | |
| 465 | |
Other comprehensive income: | |
| | | |
| | |
Items that may be subsequently reclassified to profit or loss | |
| | | |
| | |
Foreign currency translation adjustment, net of tax | |
| 172 | | |
| 4,585 | |
Exchange difference from net investment in a foreign operation, net of tax | |
| 322 | | |
| (1 | ) |
Other comprehensive income for the period, net of tax | |
| 494 | | |
| 4,584 | |
Total comprehensive income for the period | |
| (5,505 | ) | |
| 5,049 | |
Comprehensive income attributable to: | |
| | | |
| | |
Controlling interest in the Company | |
| (16,038 | ) | |
| (10,995 | ) |
Non-controlling interest | |
| 10,533 | | |
| 16,044 | |
| |
| (5,505 | ) | |
| 5,049 | |
The accompanying notes
are part of the consolidated financial statements.
AENZA S.A.A. and Subsidiaries
Interim Condensed Consolidated Statement of Changes in Equity
For the periods ended March 31, 2023, and 2024
| |
| |
Number
of | | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
Non- | | |
| |
| |
| |
shares
in | | |
| | |
Legal | | |
Voluntary | | |
Share | | |
Other | | |
Retained | | |
| | |
controlling | | |
| |
In
thousands of soles | |
Note | |
thousands | | |
Capital | | |
reserve | | |
reserve | | |
premium | | |
reserves | | |
earnings | | |
Total | | |
interest | | |
Total | |
Balances
as of January 1, 2023 | |
| |
| 1,196,980 | | |
| 1,196,980 | | |
| 132,011 | | |
| 29,974 | | |
| 1,142,092 | | |
| (97,191 | ) | |
| (1,342,362 | ) | |
| 1,061,504 | | |
| 284,502 | | |
| 1,346,006 | |
Profit
(loss) for the period | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (17,388 | ) | |
| (17,388 | ) | |
| 11,389 | | |
| (5,999 | ) |
Foreign
currency translation adjustment | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 1,030 | | |
| - | | |
| 1,030 | | |
| (858 | ) | |
| 172 | |
Exchange
difference from net investment in a foreign operation | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 320 | | |
| - | | |
| 320 | | |
| 2 | | |
| 322 | |
Comprehensive
income of the period | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 1,350 | | |
| (17,388 | ) | |
| (16,038 | ) | |
| 10,533 | | |
| (5,505 | ) |
Transactions
with shareholders: | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Dividend
distribution | |
30 | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (24,788 | ) | |
| (24,788 | ) |
Acquisition
of (profit distribution to) non-controlling interests, net | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (9,216 | ) | |
| (9,216 | ) |
Total
transactions with shareholders | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (34,004 | ) | |
| (34,004 | ) |
Balances
as of March 31, 2023 | |
| |
| 1,196,980 | | |
| 1,196,980 | | |
| 132,011 | | |
| 29,974 | | |
| 1,142,092 | | |
| (95,841 | ) | |
| (1,359,750 | ) | |
| 1,045,466 | | |
| 261,031 | | |
| 1,306,497 | |
Balances
as of January 1, 2024 | |
| |
| 1,371,965 | | |
| 1,371,965 | | |
| - | | |
| - | | |
| - | | |
| (68,440 | ) | |
| (41,148 | ) | |
| 1,262,377 | | |
| 224,912 | | |
| 1,487,289 | |
Profit
(loss) for the period | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (15,540 | ) | |
| (15,540 | ) | |
| 16,005 | | |
| 465 | |
Foreign
currency translation adjustment | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 4,545 | | |
| - | | |
| 4,545 | | |
| 40 | | |
| 4,585 | |
Exchange
difference from net investment in a foreign operation | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (1 | ) | |
| (1 | ) |
Comprehensive
income of the period | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 4,545 | | |
| (15,540 | ) | |
| (10,995 | ) | |
| 16,044 | | |
| 5,049 | |
Transactions
with shareholders: | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Dividend
distribution | |
30 | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (2,569 | ) | |
| (2,569 | ) |
Acquisition
of (profit distribution to) non-controlling interests, net | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 1,176 | | |
| 1,176 | |
Total
transactions with shareholders | |
| |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (1,393 | ) | |
| (1,393 | ) |
Balances
as of March 31, 2024 | |
| |
| 1,371,965 | | |
| 1,371,965 | | |
| - | | |
| - | | |
| - | | |
| (63,895 | ) | |
| (56,688 | ) | |
| 1,251,382 | | |
| 239,563 | | |
| 1,490,945 | |
The accompanying notes
are part of the consolidated financial statements.
AENZA S.A.A. and Subsidiaries
Interim Condensed Consolidated Statement of Cash Flows
For the periods ended March 31, 2023, and 2024
| |
| |
For the three-month period | |
| |
| |
ended March 31, | |
In thousands of soles | |
Note | |
2023 | | |
2024 | |
| |
| |
| | |
| |
Operating activities | |
| |
| | |
| |
Profit before income tax | |
| |
| 26,382 | | |
| 22,890 | |
Adjustments to profit not affecting cash flows from operating activities: | |
| |
| | | |
| | |
Depreciation | |
15 | |
| 17,936 | | |
| 13,620 | |
Amortization of intangible assets | |
15 | |
| 35,286 | | |
| 31,257 | |
Impairment of inventories | |
| |
| 385 | | |
| - | |
(Reversal) impairment of accounts receivable and other accounts receivable | |
| |
| (2,342 | ) | |
| 119 | |
Debt condonation | |
| |
| (192 | ) | |
| - | |
Impairment of property, plant and equipment | |
| |
| 9 | | |
| - | |
Other provisions | |
| |
| 6,055 | | |
| 5,677 | |
Financial expense,net | |
| |
| 30,233 | | |
| 44,787 | |
Insurance recovery | |
| |
| - | | |
| (24 | ) |
Share of the profit and loss of associates and joint ventures accounted for using the equity method | |
14 | |
| (864 | ) | |
| (808 | ) |
Reversal of provisions | |
| |
| (3,471 | ) | |
| (569 | ) |
Reversal of disposal of assets | |
| |
| (535 | ) | |
| (529 | ) |
Profit on sale of property, plant and equipment and intangible assets | |
| |
| (420 | ) | |
| (487 | ) |
(Profit) loss on remeasurement of accounts receivable and accounts payable | |
| |
| (12,541 | ) | |
| 2,305 | |
Net variations in assets and liabilities: | |
| |
| | | |
| | |
Trade accounts receivable | |
| |
| 36,132 | | |
| (80,825 | ) |
Other accounts receivable | |
| |
| (23,885 | ) | |
| 12,733 | |
Other accounts receivable from related parties | |
| |
| (23,403 | ) | |
| 2,835 | |
Inventories | |
| |
| (44,556 | ) | |
| 6,275 | |
Prepaid expenses and other assets | |
| |
| (26,982 | ) | |
| 5,517 | |
Trade accounts payable | |
| |
| (25,169 | ) | |
| (119,145 | ) |
Other accounts payable | |
| |
| 60,346 | | |
| 37,791 | |
Other accounts payable to related parties | |
| |
| 20,157 | | |
| (265 | ) |
Other provisions | |
| |
| (3,226 | ) | |
| (1,245 | ) |
Interest paid | |
| |
| (41,412 | ) | |
| (40,595 | ) |
Payments for purchases of intangible assets - Concessions | |
| |
| - | | |
| (1,706 | ) |
Income tax paid | |
| |
| (61,703 | ) | |
| (33,539 | ) |
Net cash applied to operating activities | |
| |
| (37,780 | ) | |
| (93,931 | ) |
Investing activities | |
| |
| | | |
| | |
Proceeds from sale of property, plant and equipment and intangible assets | |
| |
| 1,043 | | |
| 716 | |
Interest received | |
| |
| 6,735 | | |
| 7,520 | |
Acquisition of investment property | |
| |
| (2 | ) | |
| (51 | ) |
Acquisition of intangible assets | |
| |
| (47,802 | ) | |
| (6,581 | ) |
Acquisition of property, plant and equipment | |
| |
| (12,029 | ) | |
| (10,041 | ) |
Net cash applied to investing activities | |
| |
| (52,055 | ) | |
| (8,437 | ) |
Financing activities | |
| |
| | | |
| | |
Borrowing received | |
| |
| 130,140 | | |
| 40,989 | |
Amortization of borrowings received | |
| |
| (68,824 | ) | |
| (54,068 | ) |
Amortization of bonds issued | |
| |
| (17,794 | ) | |
| (18,064 | ) |
Payment for debt transaction costs | |
| |
| (1,836 | ) | |
| (199 | ) |
Dividends paid to non-controlling interest | |
| |
| (24,788 | ) | |
| (10,654 | ) |
Cash received (return of contributions) from non-controlling shareholders | |
| |
| (9,216 | ) | |
| - | |
Net cash provided by (applied to) financing activities | |
| |
| 7,682 | | |
| (41,996 | ) |
Net decrease in cash | |
| |
| (82,153 | ) | |
| (144,364 | ) |
Exchange difference | |
| |
| (9,821 | ) | |
| (3,572 | ) |
Cash and cash equivalents at the beginning of the period | |
| |
| 917,554 | | |
| 1,003,888 | |
Cash and cash equivalents at the end of the period | |
9 | |
| 825,580 | | |
| 855,952 | |
Non-cash transactions: | |
| |
| | | |
| | |
Capitalization of interests | |
| |
| 191 | | |
| 269 | |
Acquisition of right-of-use assets | |
| |
| 1,684 | | |
| 496 | |
The accompanying notes
are part of the consolidated financial statements.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
| A. | Incorporation and operations |
AENZA S.A.A. (hereinafter the “Company”
or “AENZA”) is the parent Company of the AENZA Corporation, which comprise the Company and its subsidiaries (hereinafter,
the “Corporation”) and is mainly engaged in holding investments in its subsidiaries. Additionally, the Company provides specialized
management consulting services and operational leasing of offices to the companies of the Corporation. The Company registered office is
at Av. Petit Thouars N° 4957, Miraflores, Lima.
The Corporation is a conglomerate of companies
with operations including different business activities, the most significant are engineering and construction, energy, infrastructure
(public concession ownership and operation) and real estate businesses. See details of operating segments in note 7.
| B. | Authorization for Financial Statements Issuance |
The interim condensed consolidated financial statements
for the period ended March 31, 2024 have been authorized by Management and the Board of Directors on May 15, 2024.
The consolidated financial statements for the
year ended December 31, 2023 were approved by the General Shareholders’ Meeting on March 27, 2024.
| C. | Compliance with laws and regulations |
As a result of the investigations into the cases
known as Club de la Construccion and Lava Jato, AENZA has entered into an effective collaboration process. On September 15, 2022, the
Plea Agreement (the Agreement), was entered into between the Public Prosecutor’s Office, the Attorney General’s Office and
the Company, whereby AENZA accepted they were utilized by certain former executives to commit illicit acts in a series of periods until
2016 and committed to pay a civil penalty to the Peruvian Government of approximately S/488.9 million (approximately S/333.3 million and
US$40.7 million). Agreement was homologated by judgment dated August 11, 2023 and entered into force with its consent, which was notified
to AENZA on December 11, 2023.
According to the Agreement, payment shall be made
within twelve (12) years at a legal interest rate in soles and dollars (3.34% and 2% annual interest as of March 31, 2024, respectively).
The Company also undertakes to establish a series of guarantees through a trust composed of: i) a trust agreement that includes shares
issued by a subsidiary of the Company, ii) mortgage on a property owned by the Company, and iii) a guarantee account with funds equivalent
to the annual installment for the following year. Among other conditions, the Agreement includes a restriction for AENZA and subsidiaries
Cumbra Peru S.A. and UNNA Transporte S.A.C. to participate in public infrastructure and construction, and road maintenance contracts for
two (2) years from the approval of the Agreement. The other member companies of the Corporation are not subject to any impediment or prohibition
to contract with the Peruvian Government.
On December 27, 2023, the initial installment
of the Civil Compensation was paid to the Peruvian Government for S/10.3 million and US$1.2 million. As of March 31, 2024, the balance
amounts to S/473.6 million (S/469.8 million as of December 31, 2023) (see note 19.a).
Pursuant to the provisions of the Agreement that
excludes AENZA from the scope of Law 30737, the company has requested the Ministry of Justice to exclude it from the Lists of Category
2 and 3 Subjects provided for in said law.
| D. | NYSE Delisting and SEC Deregistration of the ADSs issued
by AENZA. |
On October 31, 2023, AENZA’s Board of Directors
decided to initiate the delisting process of shares, represented by American Depositary Securities (ADSs), on the New York Stock Exchange
(NYSE), and the deregistration process of such instruments with the Securities and Exchange Commission of the United States of America
(SEC) and the termination of the ADS Program.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
In the opinion of Management and the Board of
Directors, this decision will generate efficiencies for the Company, considering the low liquidity of the ADSs and the high annual costs
of NYSE listing and SEC registration, and will not affect the Company’s long-term plans. AENZA’s shares will continue to be listed on
the Lima Stock Exchange (BVL).
December 7, 2023, was the last day of trading
of the ADSs on the NYSE. AENZA will file a Form 15F with the SEC to terminate its obligations under Section 13(a) and 15(d) of the U.S.
Securities Act of 1933 upon compliance with the requirements of such legislation.
| 2. | Basis of preparation and Summary of Material Accounting Policies |
The interim condensed consolidated financial statements
for the period ended March 31, 2024 have been prepared in accordance with IAS 34 “Interim Financial Reporting”. The interim
condensed consolidated financial statements provide comparative information regarding prior year; however, they do not include all the
information and disclosures required in the consolidated financial statements, so they must be read together with the annual consolidated
financial statements, which have been prepared in accordance with International Standards of Financial Information (hereinafter “IFRS”).
The interim condensed consolidated financial statements are presented in thousands of Peruvian Soles S/(000), unless otherwise stated.
Management continues to have a reasonable expectation
that the Corporation has adequate resources to continue in operation for a reasonable period of time and that the going concern basis
of accounting remains appropriate. Management believes that there are no material uncertainties that may cause significant doubt about
this assumption, and that there is a reasonable expectation that the Corporation has adequate resources to continue operations for the
expected future, and not less than 12 months from the end of the reporting period.
The accounting policies used in the preparation
of these interim condensed consolidated financial statements are consistent with those applied in the preparation of the consolidated
financial statements as of December 31, 2023.
| 3. | Standards, amendments, and interpretation adopted by the Corporation |
Standards, amendments and interpretation that
have entered in force as of January 1, 2024, have not had impact on the interim condensed consolidated financial statements as of March
31, 2024, and for this reason they have not been disclosed. The Corporation has not adopted in advance any amendment and modification
that are not yet effective.
| 4. | Financial Risk Management |
The Corporation’s Management is responsible
for managing financial risks. The corporation Management manages the general administration of financial risks such risks include currency
risk, price risk, fair-value and cash-flow interest rate risks, credit risk, the use of derivative and non-derivative financial instruments,
and investment of liquidity surplus, as well as financial risks; all of which are regularly supervised and monitored.
The Corporation’s activities expose it to
a variety of financial risks: market risks (including currency risk, price risk, fair-value and cash-flow interest rate risks), credit
risk, and liquidity risk.
The Corporation’s general program for risk
management is mainly focused on financial market unpredictability and seeks to minimize potential adverse effects on the Corporation’s
financial performance.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
Market risk is the risk that the fair value or
future cash flows of a financial instrument will fluctuate due to changes in market prices. Market prices involve four types of risk:
interest rate risk, exchange rate risk, commodity price risk and other price risks. Financial instruments affected by market risk include
bank deposits, trade accounts receivable, other accounts receivable, other financial liabilities, bonds, trade accounts payable, other
accounts payable and accounts receivable from and payable to related parties.
Foreign exchange risk is the risk that the fair
value of future cash flows of a financial instrument will be reduced by adverse fluctuations in exchange rates. Management is responsible
for identifying, measuring, controlling and reporting the exposure to foreign exchange risk.
The Corporation is exposed to foreign exchange
risk arising from local transactions in foreign currencies and from its foreign operations. As of December 31, 2023 and March 31, 2024,
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 March 31, | |
| |
2023 | | |
2024 | |
| |
Buy | | |
Sale | | |
Buy | | |
Sale | |
U.S. Dollars (a) | |
| 3.705 | | |
| 3.713 | | |
| 3.714 | | |
| 3.721 | |
Chilean Peso (b) | |
| 0.004224 | | |
| 0.004233 | | |
| 0.003783 | | |
| 0.003790 | |
Colombian Peso (c) | |
| 0.000969 | | |
| 0.000971 | | |
| 0.000967 | | |
| 0.000968 | |
(a) | U.S. Dollar as published by the Superintendencia de Bancos, Seguros y Administradoras de Fondos de Pensiones
(hereinafter “SBS”). |
(b) | Chilean peso as published by the Banco Central de Chile. |
(c) | Colombian peso as published by Banco de la Republica de Colombia. |
The consolidated statement of financial position
as of December 31, 2023 and March 31, 2024, includes the following:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of US dollars | |
2023 | | |
2024 | |
Assets | |
| | |
| |
Cash and cash equivalents | |
| 105,542 | | |
| 62,305 | |
Trade accounts receivable, net | |
| 174,305 | | |
| 156,015 | |
Accounts receivable from related parties | |
| 142,435 | | |
| 142,435 | |
Other accounts receivable | |
| 85,535 | | |
| 72,356 | |
| |
| 507,817 | | |
| 433,111 | |
| |
| | | |
| | |
Liabilities | |
| | | |
| | |
Borrowings | |
| (213,821 | ) | |
| (209,327 | ) |
Bonds | |
| (3,890 | ) | |
| (3,972 | ) |
Trade accounts payable | |
| (152,383 | ) | |
| (131,164 | ) |
Accounts payable to related parties | |
| (3,504 | ) | |
| (3,502 | ) |
Other accounts payable | |
| (64,277 | ) | |
| (79,402 | ) |
Other provisions | |
| (2,032 | ) | |
| (2,146 | ) |
| |
| (439,907 | ) | |
| (429,513 | ) |
The Corporation assumes foreign exchange risk
because it does not use derivative financial instruments to mitigate exchange rate fluctuations.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
For the periods ended March 31, 2023 and 2024,
the Corporation’s exchange gains and losses (see note 26.A):
In thousands of soles | |
2023 | | |
2024 | |
Gain | |
| 54,493 | | |
| 28,163 | |
Loss | |
| (43,197 | ) | |
| (43,646 | ) |
| |
| 11,296 | | |
| (15,483 | ) |
The consolidated statement of changes in equity
comprises a foreign currency translation adjustment originated by its subsidiaries. The consolidated statement of financial position includes
the following assets and liabilities in its currency (in thousands):
| |
As of December 31, | | |
As of March 31, | |
| |
2023 | | |
2024 | |
| |
Assets | | |
Liabilities | | |
Assets | | |
Liabilities | |
Chilean Peso | |
| 37,715,040 | | |
| 53,101,695 | | |
| 33,802,018 | | |
| 44,624,412 | |
Colombian Peso | |
| 183,305,679 | | |
| 125,307,739 | | |
| 215,515,741 | | |
| 173,807,655 | |
The Corporation is exposed to the risk of hydrocarbon
price fluctuations which impacts on the selling price of the products that it commercializes, which are significantly affected by changes
in global economic conditions, resource availability, and the cycles of related industries. Management considers reasonable these possible
fluctuations in the hydrocarbons prices, based in the Corporation´s economic market environment.
| iii) | Fair-value and cash flow
interest rate risk |
Interest rate risk is the risk that the fair value
or future cash flows of a financial instrument will fluctuate due to changes in market interest rates.
The Corporation’s interest rate risk arises
mainly from its long-term borrowings. Variable rate long-term financial liabilities expose the Corporation to cash-flow interest rate
risk. Fixed-rate financial liabilities expose the Corporation to fair-value interest rate risk.
The Corporation assumes the interest rate risk,
due to they do not use financial derivative instruments for mitigate variations in the interest rate risk.
Credit risk is the risk that a counterparty will
not meet its obligations under a financial instrument or commercial contract, resulting in a financial loss.
Credit risk for the Corporation arises from its
operating activities due to credit exposure to customers and from its financial activities, including deposits with banks and financial
institutions, foreign exchange transactions, and other financial instruments. The maximum exposure to credit risk for the consolidated
financial statements as of December 31, 2023 and March 31, 2024 is represented by the sum of cash and cash equivalents (note 9), trade
accounts receivable (note 10), accounts receivable from related parties (note 11) and other accounts receivable (note 12).
Customer credit risk is managed by Management
subject to the Corporation’s established policies, procedures and control related to customer credit risk management. The credit quality
of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined based on this assessment.
The maximum credit risk exposure at the reporting date is the carrying value of each class of financial assets disclosed in note 10.
The Corporation assesses the concentration of
risk with respect to trade accounts receivable as low risk because sales are not concentrated in small customer groups and no customers
account for 10% or more of the Corporation’s revenues.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
Management monitors the credit risk of other receivables
on an ongoing basis and assesses those receivables that show evidence of impairment to determine the required allowance for doubtful accounts.
Concerning loans to related parties, the Corporation
has measures in place to ensure the recovery of these loans through the controls maintained by Corporate Finance Management and the performance
evaluation conducted by the Board of Directors (note 11).
Management does not expect the Corporation to
incur in losses arisen from the performance of these counterparties, except for the ones already recorded at the consolidated financial
statements.
Prudent liquidity risk management implies holding
enough cash and cash equivalents, and financing available through a proper number of credit sources, and the ability to close positions
in the market. Historically, the Corporation’s cash flows from operations have enabled it to meet its obligations. The Corporation has
implemented various actions to reduce its exposure to liquidity risk and has developed a financial plan based on several steps, which
were designed with a commitment to compliance within a reasonable period of time. The financial plan is intended to meet the various obligations
at the Company and Corporation entities levels.
The Corporate Finance Office monitors the cash
flow projections made on liquidity requirements of the Corporation to ensure it exists sufficient cash to meet operational needs so that
the Corporation does not breach borrowing limits or covenants, where applicable, on any of its borrowing facilities. Less significant
financing transactions are controlled by the Finance Management of each subsidiary.
Such forecasting takes into consideration the
Corporation’s debt financing plans, covenant compliance, compliance with ratio targets in the statement of financial position and,
if applicable, with external regulatory or legal requirements.
As of March 31, 2024, the Company has significant
current payment obligations arising from the Plea Agreement (note 1.C) and the Bridge Loan (note 16.a). For this purpose, Management is
developing a financial plan with the aim of covering the short-term part of these obligations.
Cash surplus on the amounts required for the administration
of working capital are invested in checking accounts that generate interest and time deposits, selecting instruments with appropriate
maturities or sufficient liquidity.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed
Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
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, 2023 | |
| | |
| | |
| | |
| | |
| | |
| |
Other financial liabilities (except lease
liability for right-of-use asset) | |
| 780,145 | | |
| 568,284 | | |
| 165,022 | | |
| 163,943 | | |
| - | | |
| 897,249 | |
Lease liability for right-of-use asset | |
| 42,562 | | |
| 17,754 | | |
| 23,487 | | |
| 8,725 | | |
| 73 | | |
| 50,039 | |
Bonds | |
| 822,925 | | |
| 140,546 | | |
| 177,121 | | |
| 345,473 | | |
| 679,085 | | |
| 1,342,225 | |
Trade accounts payables (except non-financial liabilities) | |
| 1,168,267 | | |
| 1,164,266 | | |
| 4,001 | | |
| - | | |
| - | | |
| 1,168,267 | |
Accounts payables to related parties | |
| 72,936 | | |
| 44,372 | | |
| 28,564 | | |
| - | | |
| - | | |
| 72,936 | |
Other accounts payables and other provisions (except non-financial
liabilities) | |
| 673,663 | | |
| 195,279 | | |
| 57,601 | | |
| 138,356 | | |
| 410,377 | | |
| 801,613 | |
| |
| 3,560,498 | | |
| 2,130,501 | | |
| 455,796 | | |
| 656,497 | | |
| 1,089,535 | | |
| 4,332,329 | |
As of March 31, 2024 | |
| | |
| | |
| | |
| | |
| | |
| |
Other financial liabilities (except lease
liability for right-of-use asset) | |
| 776,410 | | |
| 557,063 | | |
| 164,029 | | |
| 156,998 | | |
| - | | |
| 878,090 | |
Lease liability for right-of-use asset | |
| 38,716 | | |
| 16,364 | | |
| 22,504 | | |
| 5,856 | | |
| 70 | | |
| 44,794 | |
Bonds | |
| 810,796 | | |
| 141,261 | | |
| 178,920 | | |
| 475,335 | | |
| 520,483 | | |
| 1,315,999 | |
Trade accounts payables (except non-financial liabilities) | |
| 1,049,122 | | |
| 1,046,827 | | |
| 2,295 | | |
| - | | |
| - | | |
| 1,049,122 | |
Accounts payables to related parties | |
| 69,537 | | |
| 40,656 | | |
| 28,881 | | |
| - | | |
| - | | |
| 69,537 | |
Other accounts payables and other provisions (except non-financial
liabilities) | |
| 685,509 | | |
| 205,732 | | |
| 57,322 | | |
| 138,292 | | |
| 408,942 | | |
| 810,288 | |
| |
| 3,430,090 | | |
| 2,007,903 | | |
| 453,951 | | |
| 776,481 | | |
| 929,495 | | |
| 4,167,830 | |
The Corporation’s objective in managing
capital is to safeguard its ability to continue operations as a going concern basis in order to generate returns to its shareholders,
benefits to stakeholders and keep an optimal capital structure to reduce capital cost. Since 2017, due to the situation of the Corporation,
Management has monitored deviations that might cause the non-compliance of covenants and may renegotiation of liabilities (note 16). In
special situations and events, the Corporation identifies potential deviations, requirements and establishes a plan.
The Corporation may adjust the amount of dividends
payable to shareholders, return capital to shareholders, issue new shares or sell assets to reduce its debt to maintain or adjust the
capital structure.
The Corporation monitors its capital based on
the leverage ratio. This ratio is calculated as net debt divided by the sum of net debt plus equity. The net debt corresponds to the total
financial liabilities (including current and non-current indebtedness) adding the provision for civil compensation less cash and cash
equivalents.
As of December 31, 2023 and March 31, 2024, the
leverage ratio is as follows:
| |
| | |
As of | | |
As of | |
| |
| | |
December 31, | | |
March 31, | |
In thousands of soles | |
Note | | |
2023 | | |
2024 | |
Total borrowing, bonds and civil compensation (*) | |
| 16 and 17 | | |
| 2,115,471 | | |
| 2,099,540 | |
Less: Cash and cash equivalents | |
| 9 | | |
| (1,003,888 | ) | |
| (855,952 | ) |
Net debt (a) | |
| | | |
| 1,111,583 | | |
| 1,243,588 | |
Total equity (b) | |
| | | |
| 1,487,289 | | |
| 1,490,945 | |
Total net debt plus equity (a) + (b) | |
| | | |
| 2,598,872 | | |
| 2,734,533 | |
Gearing ratio | |
| | | |
| 0.43 | | |
| 0.45 | |
(*) As of March 31, 2024, the provision for
civil compensation amounts to S/473.6 million (S/469.8 as of December 31, 2023).
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed
Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
During the periods ended December 31, 2023 and
March 31, 2024, there were no changes in the objectives, policies or processes related to capital management.
5. | Critical Accounting Estimates and Judgments |
Estimates and judgments used are continuously
evaluated and are based on historical experience among other factors, including expectations of future events that are believed to be
reasonable under current circumstances.
In preparing these interim condensed consolidated
financial statements, the significant judgements made by management in applying Corporation’s accounting policies and the key sources
of uncertainty were the same as those that applied to the consolidated financial statements for the year ended December 31, 2023, except
for:
| A. | iii Revenue recognition by completion percentage |
As of December 31, 2023, the Corporation
recognized service revenue from construction contracts on a percentage-of-completion basis in accordance with the product method; however,
given the current terms of customer contracts awarded beginning in 2024, management believes that the method that best reflects and measures
the transfer of control of goods and services to its customers and full satisfaction of the performance obligation is the resource method.
Therefore, beginning in 2024, the Corporation applies the resource method to measure the progress of all of its contractual performance
obligations being satisfied over time.
6. | Seasonality of Operations |
The Corporation does not present seasonality in
the operations of any of its subsidiaries; and develop its business during the normal course of the period.
Operating segments are reported consistently with
the internal reports that are reviewed by Corporation’s, chief decision-maker; that is the Executive Committee, which is led by
the Chief Executive Officer. This Committee acts as the highest authority in making operational decisions, responsible for allocating
resources and evaluating the performance of each operating segment.
Corporation’s operating segments are assessed
by the activities of the following business units: (i) engineering and construction, (ii) energy, (iii) infrastructure, and (iv) real
estate.
As set forth under IFRS 8, reportable segments
by significance of income are: ‘engineering and construction’, ‘energy’ and ‘infrastructure’. However,
Management has voluntarily decided to report on all its operating segments.
The Corporation has determined four reportable
segments. These operating segments are components of an enterprise for which separate financial information is available and periodically
evaluated by the Corporate Governance Board to decide how to allocate resources and assess performance.
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; and 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 Interim Condensed
Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
| (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 the Adjusted
EBITDA (earnings before interest, tax, depreciation, and amortization) as the primary relevant measure to understand the Corporation’s
operating performance and its operating segments.
Adjusted EBITDA is not a measurement of results
based on International Financial Reporting Standards. The Corporation’s definition related to adjusted EBITDA may not be comparable
to similar performance measures and disclosures from other entities.
The adjusted EBITDA is reconciled to profit as
follows:
| |
For the three-month period | |
| |
ended March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Net (loss) profit | |
| (5,999 | ) | |
| 465 | |
Financial income and expenses | |
| 23,780 | | |
| 52,809 | |
Interests for present value of financial asset or liability | |
| (13,806 | ) | |
| 2,305 | |
Income tax | |
| 32,381 | | |
| 22,425 | |
Depreciation and amortization | |
| 53,222 | | |
| 44,877 | |
Adjusted EBITDA | |
| 89,578 | | |
| 122,881 | |
The adjusted EBITDA with non-recurring items per
segment is as follows:
| |
For the three-month period | |
| |
ended March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Engineering and construction | |
| (29,543 | ) | |
| (19,753 | ) |
Energy | |
| 55,845 | | |
| 56,830 | |
Infrastructure | |
| 56,471 | | |
| 73,217 | |
Real estate | |
| 2,048 | | |
| 11,917 | |
Parent company operations | |
| 3,576 | | |
| 18,239 | |
Intercompany eliminations | |
| 1,181 | | |
| (17,569 | ) |
| |
| 89,578 | | |
| 122,881 | |
Inter-segmental sales transactions are entered
into prices similar to those that would have been agreed with unrelated third parties. Revenues from external customers reported are measured
in a consistent manner under the basis for preparation of the consolidated financial statements. Sales of goods are related to real estate
segment. Revenues from services are related to other segments.
Corporation sales and receivables are not concentrated
on a few customers. There is no external customer that represents 10% or more of Corporation’s revenue.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed
Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
The following are the Corporation’s financial statements by operating
segment:
| |
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, 2023 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Assets | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Cash and cash equivalent | |
| 342,120 | | |
| 40,707 | | |
| 124,283 | | |
| 134,252 | | |
| 3,235 | | |
| 175,920 | | |
| 183,371 | | |
| - | | |
| 1,003,888 | |
Trade accounts receivables, net | |
| 783,231 | | |
| 119,948 | | |
| 26,353 | | |
| 127,336 | | |
| 943 | | |
| 3,038 | | |
| 952 | | |
| - | | |
| 1,061,801 | |
Accounts receivable from related parties | |
| 57,024 | | |
| 642 | | |
| 59,279 | | |
| 3,569 | | |
| 643 | | |
| 406 | | |
| 161,430 | | |
| (267,550 | ) | |
| 15,443 | |
Other accounts receivable, net | |
| 265,378 | | |
| 40,298 | | |
| 21,101 | | |
| 6,372 | | |
| 1 | | |
| 10,418 | | |
| 6,849 | | |
| (2,345 | ) | |
| 348,072 | |
Inventories, net | |
| 51,108 | | |
| 46,064 | | |
| 6,760 | | |
| 43,993 | | |
| - | | |
| 212,582 | | |
| - | | |
| (10 | ) | |
| 360,497 | |
Prepaid expenses | |
| 15,461 | | |
| 2,022 | | |
| 4,651 | | |
| 334 | | |
| 169 | | |
| 71 | | |
| 6,388 | | |
| 2 | | |
| 29,098 | |
Total current assets | |
| 1,514,322 | | |
| 249,681 | | |
| 242,427 | | |
| 315,856 | | |
| 4,991 | | |
| 402,435 | | |
| 358,990 | | |
| (269,903 | ) | |
| 2,818,799 | |
Trade accounts receivable, net | |
| 744 | | |
| - | | |
| 6,430 | | |
| 756,990 | | |
| 1,453 | | |
| 3,354 | | |
| - | | |
| - | | |
| 768,971 | |
Accounts receivable from related parties | |
| 298,946 | | |
| - | | |
| 17,157 | | |
| 42 | | |
| 14,015 | | |
| - | | |
| 419,282 | | |
| (221,157 | ) | |
| 528,285 | |
Prepaid expenses | |
| - | | |
| 480 | | |
| 11,920 | | |
| 1,611 | | |
| 580 | | |
| - | | |
| - | | |
| (510 | ) | |
| 14,081 | |
Other accounts receivable, net | |
| 102,250 | | |
| 77,116 | | |
| - | | |
| - | | |
| 7,346 | | |
| 59,764 | | |
| 64,928 | | |
| - | | |
| 311,404 | |
Inventories, net | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 70,282 | | |
| - | | |
| - | | |
| 70,282 | |
Investments in associates and joint ventures | |
| 968 | | |
| 10,536 | | |
| - | | |
| - | | |
| - | | |
| 2,103 | | |
| 1,737,129 | | |
| (1,737,989 | ) | |
| 12,747 | |
Investment property, net | |
| - | | |
| - | | |
| - | | |
| 1,427 | | |
| - | | |
| 18,203 | | |
| 38,630 | | |
| - | | |
| 58,260 | |
Property, plant and equipment, net | |
| 83,146 | | |
| 211,127 | | |
| 5,187 | | |
| 1,047 | | |
| 233 | | |
| 5,562 | | |
| 863 | | |
| - | | |
| 307,165 | |
Intangible assets and goodwill, net | |
| 143,228 | | |
| 370,370 | | |
| 225,363 | | |
| 138 | | |
| - | | |
| 617 | | |
| 12,740 | | |
| - | | |
| 752,456 | |
Right-of-use assets, net | |
| 4,874 | | |
| 8,270 | | |
| 3,226 | | |
| 25 | | |
| 122 | | |
| 1,317 | | |
| 28,700 | | |
| (10,239 | ) | |
| 36,295 | |
Deferred income tax asset | |
| 153,841 | | |
| 5,142 | | |
| 24,098 | | |
| - | | |
| 421 | | |
| 15,577 | | |
| 56,670 | | |
| 14 | | |
| 255,763 | |
Total non-current assets | |
| 787,997 | | |
| 683,041 | | |
| 293,381 | | |
| 761,280 | | |
| 24,170 | | |
| 176,779 | | |
| 2,358,942 | | |
| (1,969,881 | ) | |
| 3,115,709 | |
Total assets | |
| 2,302,319 | | |
| 932,722 | | |
| 535,808 | | |
| 1,077,136 | | |
| 29,161 | | |
| 579,214 | | |
| 2,717,932 | | |
| (2,239,784 | ) | |
| 5,934,508 | |
Liabilities | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Borrowings | |
| 24,081 | | |
| 39,052 | | |
| 15,358 | | |
| 26 | | |
| 5 | | |
| 11,618 | | |
| 437,729 | | |
| (11,840 | ) | |
| 516,029 | |
Bonds | |
| 3,611 | | |
| - | | |
| 49,369 | | |
| 28,558 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 81,538 | |
Trade accounts payable | |
| 928,109 | | |
| 111,816 | | |
| 48,232 | | |
| 38,272 | | |
| 121 | | |
| 21,622 | | |
| 16,094 | | |
| - | | |
| 1,164,266 | |
Accounts payable to related parties | |
| 78,561 | | |
| 80,357 | | |
| 47,599 | | |
| 69,632 | | |
| 7 | | |
| 10,990 | | |
| 17,154 | | |
| (259,928 | ) | |
| 44,372 | |
Current income tax | |
| 19,370 | | |
| 677 | | |
| 3,159 | | |
| 13,160 | | |
| 54 | | |
| 323 | | |
| 1,655 | | |
| - | | |
| 38,398 | |
Other accounts payable | |
| 416,927 | | |
| 26,122 | | |
| 34,045 | | |
| 10,429 | | |
| 1,167 | | |
| 86,968 | | |
| 33,170 | | |
| - | | |
| 608,828 | |
Provisions | |
| 83,831 | | |
| 20,215 | | |
| 1,171 | | |
| 1,925 | | |
| - | | |
| 193 | | |
| 9,751 | | |
| - | | |
| 117,086 | |
Total current liabilities | |
| 1,554,490 | | |
| 278,239 | | |
| 198,933 | | |
| 162,002 | | |
| 1,354 | | |
| 131,714 | | |
| 515,553 | | |
| (271,768 | ) | |
| 2,570,517 | |
Borrowings | |
| 697 | | |
| 84,989 | | |
| 594 | | |
| - | | |
| 123 | | |
| 73,058 | | |
| 147,399 | | |
| (182 | ) | |
| 306,678 | |
Bonds | |
| 10,834 | | |
| - | | |
| 130,750 | | |
| 599,803 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 741,387 | |
Trade accounts payable | |
| - | | |
| - | | |
| - | | |
| 4,001 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 4,001 | |
Other accounts payable | |
| 47,984 | | |
| - | | |
| 493 | | |
| 161 | | |
| 3,141 | | |
| - | | |
| 457,532 | | |
| - | | |
| 509,311 | |
Accounts payable to related parties | |
| 7,481 | | |
| - | | |
| 1,226 | | |
| 28,563 | | |
| 23,146 | | |
| - | | |
| 197,485 | | |
| (229,337 | ) | |
| 28,564 | |
Provisions | |
| 12,366 | | |
| 46,287 | | |
| 10,002 | | |
| 2,228 | | |
| - | | |
| - | | |
| 27,184 | | |
| - | | |
| 98,067 | |
Deferred tax liability | |
| 58,804 | | |
| 66,415 | | |
| - | | |
| 63,473 | | |
| - | | |
| - | | |
| 2 | | |
| - | | |
| 188,694 | |
Total non-current liabilities | |
| 138,166 | | |
| 197,691 | | |
| 143,065 | | |
| 698,229 | | |
| 26,410 | | |
| 73,058 | | |
| 829,602 | | |
| (229,519 | ) | |
| 1,876,702 | |
Total liabilities | |
| 1,692,656 | | |
| 475,930 | | |
| 341,998 | | |
| 860,231 | | |
| 27,764 | | |
| 204,772 | | |
| 1,345,155 | | |
| (501,287 | ) | |
| 4,447,219 | |
Equity attributable to controlling interest in the Company | |
| 604,039 | | |
| 424,874 | | |
| 146,259 | | |
| 162,680 | | |
| 1,397 | | |
| 289,942 | | |
| 1,369,744 | | |
| (1,736,558 | ) | |
| 1,262,377 | |
Non-controlling interest | |
| 5,624 | | |
| 31,918 | | |
| 47,551 | | |
| 54,225 | | |
| - | | |
| 84,500 | | |
| 3,033 | | |
| (1,939 | ) | |
| 224,912 | |
Total liabilities and equity | |
| 2,302,319 | | |
| 932,722 | | |
| 535,808 | | |
| 1,077,136 | | |
| 29,161 | | |
| 579,214 | | |
| 2,717,932 | | |
| (2,239,784 | ) | |
| 5,934,508 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed
Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
| |
Engineering | | |
| | |
Infrastructure | | |
| | |
Parent | | |
| | |
| |
In thousands of soles | |
and construction | | |
Energy | | |
Toll
roads | | |
Transportation | | |
Water treatment | | |
Real estate | | |
Company operations | | |
Eliminations | | |
Consolidated | |
As of March 31, 2024 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Assets | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Cash and cash equivalents | |
| 213,280 | | |
| 61,997 | | |
| 131,605 | | |
| 124,117 | | |
| 3,004 | | |
| 174,260 | | |
| 147,689 | | |
| - | | |
| 855,952 | |
Trade accounts receivables, net | |
| 833,326 | | |
| 134,634 | | |
| 36,468 | | |
| 127,497 | | |
| 1,792 | | |
| 3,024 | | |
| 1,620 | | |
| - | | |
| 1,138,361 | |
Accounts receivable from related parties | |
| 63,932 | | |
| 215 | | |
| 69,661 | | |
| 564 | | |
| 807 | | |
| 7,194 | | |
| 167,501 | | |
| (298,296 | ) | |
| 11,578 | |
Other accounts receivable, net | |
| 256,593 | | |
| 27,866 | | |
| 17,888 | | |
| 9,249 | | |
| 1 | | |
| 9,740 | | |
| 8,182 | | |
| 4,506 | | |
| 334,025 | |
Inventories, net | |
| 42,843 | | |
| 47,897 | | |
| 8,200 | | |
| 44,214 | | |
| - | | |
| 211,304 | | |
| - | | |
| 20 | | |
| 354,478 | |
Prepaid expenses | |
| 13,789 | | |
| 3,356 | | |
| 3,517 | | |
| 1,956 | | |
| 81 | | |
| 101 | | |
| 7,502 | | |
| - | | |
| 30,302 | |
Total current assets | |
| 1,423,763 | | |
| 275,965 | | |
| 267,339 | | |
| 307,597 | | |
| 5,685 | | |
| 405,623 | | |
| 332,494 | | |
| (293,770 | ) | |
| 2,724,696 | |
Trade accounts receivable, net | |
| 736 | | |
| - | | |
| 6,197 | | |
| 761,890 | | |
| 1,338 | | |
| 3,095 | | |
| - | | |
| - | | |
| 773,256 | |
Accounts receivable from related parties | |
| 299,630 | | |
| - | | |
| 17,452 | | |
| 3,064 | | |
| 14,015 | | |
| - | | |
| 417,378 | | |
| (222,207 | ) | |
| 529,332 | |
Prepaid expenses | |
| - | | |
| 481 | | |
| 7,610 | | |
| 1,577 | | |
| 567 | | |
| - | | |
| - | | |
| (510 | ) | |
| 9,725 | |
Other accounts receivable, net | |
| 113,660 | | |
| 71,450 | | |
| - | | |
| - | | |
| 7,346 | | |
| 60,096 | | |
| 65,076 | | |
| - | | |
| 317,628 | |
Inventories, net | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 70,295 | | |
| - | | |
| - | | |
| 70,295 | |
Investments in associates and joint ventures | |
| 957 | | |
| 11,344 | | |
| - | | |
| - | | |
| - | | |
| 2,103 | | |
| 1,748,516 | | |
| (1,749,378 | ) | |
| 13,542 | |
Investment property, net | |
| - | | |
| - | | |
| - | | |
| 1,408 | | |
| - | | |
| 17,798 | | |
| 38,139 | | |
| - | | |
| 57,345 | |
Property, plant and equipment, net | |
| 81,328 | | |
| 212,307 | | |
| 5,036 | | |
| 1,052 | | |
| 224 | | |
| 5,276 | | |
| 798 | | |
| - | | |
| 306,021 | |
Intangible assets and goodwill, net | |
| 137,508 | | |
| 361,605 | | |
| 212,703 | | |
| 114 | | |
| - | | |
| 615 | | |
| 12,594 | | |
| - | | |
| 725,139 | |
Right-of-use assets, net | |
| 3,712 | | |
| 6,460 | | |
| 2,434 | | |
| 14 | | |
| 120 | | |
| 990 | | |
| 26,560 | | |
| (7,613 | ) | |
| 32,677 | |
Deferred income tax asset | |
| 157,687 | | |
| 5,675 | | |
| 25,980 | | |
| - | | |
| 466 | | |
| 15,666 | | |
| 57,058 | | |
| (16 | ) | |
| 262,516 | |
Total non-current assets | |
| 795,218 | | |
| 669,322 | | |
| 277,412 | | |
| 769,119 | | |
| 24,076 | | |
| 175,934 | | |
| 2,366,119 | | |
| (1,979,724 | ) | |
| 3,097,476 | |
Total assets | |
| 2,218,981 | | |
| 945,287 | | |
| 544,751 | | |
| 1,076,716 | | |
| 29,761 | | |
| 581,557 | | |
| 2,698,613 | | |
| (2,273,494 | ) | |
| 5,822,172 | |
Liabilities | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Borrowings | |
| 22,275 | | |
| 36,758 | | |
| 15,334 | | |
| 15 | | |
| 5 | | |
| 12,771 | | |
| 439,193 | | |
| (8,343 | ) | |
| 518,008 | |
Bonds | |
| 3,923 | | |
| - | | |
| 49,377 | | |
| 29,046 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 82,346 | |
Trade accounts payable | |
| 833,264 | | |
| 91,250 | | |
| 54,443 | | |
| 33,834 | | |
| 113 | | |
| 20,069 | | |
| 13,854 | | |
| - | | |
| 1,046,827 | |
Accounts payable to related parties | |
| 117,545 | | |
| 81,979 | | |
| 52,592 | | |
| 51,773 | | |
| 13 | | |
| 11,163 | | |
| 14,117 | | |
| (288,526 | ) | |
| 40,656 | |
Current income tax | |
| 18,228 | | |
| 2,297 | | |
| 1,789 | | |
| 15,909 | | |
| 130 | | |
| 1,086 | | |
| 2,014 | | |
| - | | |
| 41,453 | |
Other accounts payable | |
| 429,045 | | |
| 39,997 | | |
| 30,266 | | |
| 10,378 | | |
| 1,293 | | |
| 84,485 | | |
| 37,830 | | |
| - | | |
| 633,294 | |
Provisions | |
| 85,980 | | |
| 20,187 | | |
| 677 | | |
| 1,208 | | |
| - | | |
| 194 | | |
| 9,751 | | |
| - | | |
| 117,997 | |
Total current liabilities | |
| 1,510,260 | | |
| 272,468 | | |
| 204,478 | | |
| 142,163 | | |
| 1,554 | | |
| 129,768 | | |
| 516,759 | | |
| (296,869 | ) | |
| 2,480,581 | |
Borrowings | |
| 179 | | |
| 84,080 | | |
| 234 | | |
| - | | |
| 121 | | |
| 71,776 | | |
| 140,728 | | |
| - | | |
| 297,118 | |
Bonds | |
| 10,857 | | |
| - | | |
| 119,047 | | |
| 598,546 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 728,450 | |
Trade accounts payable | |
| - | | |
| - | | |
| - | | |
| 2,295 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 2,295 | |
Other accounts payable | |
| 44,773 | | |
| - | | |
| 493 | | |
| 120 | | |
| 3,071 | | |
| - | | |
| 457,848 | | |
| - | | |
| 506,305 | |
Accounts payable to related parties | |
| 6,698 | | |
| - | | |
| 1,006 | | |
| 28,881 | | |
| 24,543 | | |
| - | | |
| 195,107 | | |
| (227,354 | ) | |
| 28,881 | |
Other provisions | |
| 13,183 | | |
| 48,063 | | |
| 10,338 | | |
| 2,898 | | |
| - | | |
| - | | |
| 27,366 | | |
| - | | |
| 101,848 | |
Deferred income tax liability | |
| 56,789 | | |
| 64,910 | | |
| - | | |
| 64,049 | | |
| - | | |
| - | | |
| 1 | | |
| - | | |
| 185,749 | |
Total non-current liabilities | |
| 132,479 | | |
| 197,053 | | |
| 131,118 | | |
| 696,789 | | |
| 27,735 | | |
| 71,776 | | |
| 821,050 | | |
| (227,354 | ) | |
| 1,850,646 | |
Total liabilities | |
| 1,642,739 | | |
| 469,521 | | |
| 335,596 | | |
| 838,952 | | |
| 29,289 | | |
| 201,544 | | |
| 1,337,809 | | |
| (524,223 | ) | |
| 4,331,227 | |
Equity attributable to controlling interest in the Company | |
| 570,818 | | |
| 441,938 | | |
| 157,233 | | |
| 178,325 | | |
| 472 | | |
| 292,140 | | |
| 1,357,783 | | |
| (1,747,327 | ) | |
| 1,251,382 | |
Non-controlling interest | |
| 5,424 | | |
| 33,828 | | |
| 51,922 | | |
| 59,439 | | |
| - | | |
| 87,873 | | |
| 3,021 | | |
| (1,944 | ) | |
| 239,563 | |
Total liabilities and equity | |
| 2,218,981 | | |
| 945,287 | | |
| 544,751 | | |
| 1,076,716 | | |
| 29,761 | | |
| 581,557 | | |
| 2,698,613 | | |
| (2,273,494 | ) | |
| 5,822,172 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed
Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
| |
Engineering | | |
| | |
Infrastructure | | |
| | |
Parent | | |
| | |
| |
In thousands of soles | |
and
construction | | |
Energy | | |
Toll
roads | | |
Transportation | | |
Water
treatment | | |
Real
estate | | |
Company
operations | | |
Elimination | | |
Consolidated | |
For the period ended March 31, 2023 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Revenue | |
| 498,745 | | |
| 164,876 | | |
| 133,388 | | |
| 102,108 | | |
| 1,263 | | |
| 17,775 | | |
| 25,189 | | |
| (93,206 | ) | |
| 850,138 | |
Gross profit (loss) | |
| (7,091 | ) | |
| 29,706 | | |
| 16,315 | | |
| 31,417 | | |
| 762 | | |
| 3,650 | | |
| 5,947 | | |
| 216 | | |
| 80,922 | |
Administrative expenses | |
| (23,225 | ) | |
| (4,412 | ) | |
| (5,156 | ) | |
| (2,797 | ) | |
| (240 | ) | |
| (3,911 | ) | |
| (6,636 | ) | |
| 514 | | |
| (45,863 | ) |
Other income and expenses, net | |
| (4,529 | ) | |
| 168 | | |
| 373 | | |
| 175 | | |
| - | | |
| 780 | | |
| 3,798 | | |
| (332 | ) | |
| 433 | |
Operating profit (loss) | |
| (34,845 | ) | |
| 25,462 | | |
| 11,532 | | |
| 28,795 | | |
| 522 | | |
| 519 | | |
| 3,109 | | |
| 398 | | |
| 35,492 | |
Financial expenses | |
| (11,567 | ) | |
| (5,947 | ) | |
| (6,225 | ) | |
| (1,800 | ) | |
| (108 | ) | |
| (3,235 | ) | |
| (26,608 | ) | |
| 13,678 | | |
| (41,812 | ) |
Financial income | |
| 4,964 | | |
| 2,122 | | |
| 1,408 | | |
| 1,471 | | |
| 160 | | |
| 1,913 | | |
| 18,334 | | |
| (12,340 | ) | |
| 18,032 | |
Gain (loss) on present value of financial asset or
financial liability | |
| 1,352 | | |
| 138 | | |
| (1,014 | ) | |
| - | | |
| - | | |
| 1,256 | | |
| 12,074 | | |
| - | | |
| 13,806 | |
Share of profit or loss in
associates and joint ventures | |
| (1 | ) | |
| 867 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| (2,877 | ) | |
| 2,875 | | |
| 864 | |
Profit (loss) before income tax | |
| (40,097 | ) | |
| 22,642 | | |
| 5,701 | | |
| 28,466 | | |
| 574 | | |
| 453 | | |
| 4,032 | | |
| 4,611 | | |
| 26,382 | |
Income tax | |
| (10,207 | ) | |
| (7,203 | ) | |
| (1,355 | ) | |
| (8,682 | ) | |
| (167 | ) | |
| (141 | ) | |
| (4,634 | ) | |
| 8 | | |
| (32,381 | ) |
Profit (loss) profit for the period | |
| (50,304 | ) | |
| 15,439 | | |
| 4,346 | | |
| 19,784 | | |
| 407 | | |
| 312 | | |
| (602 | ) | |
| 4,619 | | |
| (5,999 | ) |
Profit (loss) profit from attributable to: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Owners of the Company | |
| (50,462 | ) | |
| 13,467 | | |
| 1,587 | | |
| 14,838 | | |
| 407 | | |
| (1,084 | ) | |
| (615 | ) | |
| 4,474 | | |
| (17,388 | ) |
Non-controlling interest | |
| 158 | | |
| 1,972 | | |
| 2,759 | | |
| 4,946 | | |
| - | | |
| 1,396 | | |
| 12 | | |
| 146 | | |
| 11,389 | |
| |
| (50,304 | ) | |
| 15,439 | | |
| 4,346 | | |
| 19,784 | | |
| 407 | | |
| 312 | | |
| (603 | ) | |
| 4,620 | | |
| (5,999 | ) |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed
Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
| |
Engineering | | |
| | |
Infrastructure | | |
| | |
Parent | | |
| | |
| |
In thousands of soles | |
and
construction | | |
Energy | | |
Toll
roads | | |
Transportation | | |
Water treatment | | |
Real estate | | |
Company
operations | | |
Elimination | | |
Consolidated | |
For the period ended March 31, 2024 | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Revenue | |
| 581,028 | | |
| 172,375 | | |
| 169,177 | | |
| 102,218 | | |
| 1,261 | | |
| 43,900 | | |
| 24,145 | | |
| (96,819 | ) | |
| 997,285 | |
Gross profit | |
| 3,350 | | |
| 37,050 | | |
| 32,904 | | |
| 33,703 | | |
| 810 | | |
| 13,959 | | |
| 3,722 | | |
| 2,501 | | |
| 127,999 | |
Administrative expenses | |
| (25,165 | ) | |
| (4,029 | ) | |
| (6,641 | ) | |
| (3,209 | ) | |
| (235 | ) | |
| (3,648 | ) | |
| (5,069 | ) | |
| (1,777 | ) | |
| (49,773 | ) |
Other income and expenses, net | |
| (2,528 | ) | |
| 214 | | |
| 317 | | |
| 4 | | |
| - | | |
| 466 | | |
| 498 | | |
| (1 | ) | |
| (1,030 | ) |
Operating profit (loss) | |
| (24,343 | ) | |
| 33,235 | | |
| 26,580 | | |
| 30,498 | | |
| 575 | | |
| 10,777 | | |
| (849 | ) | |
| 723 | | |
| 77,196 | |
Financial expenses | |
| (22,246 | ) | |
| (6,463 | ) | |
| (6,095 | ) | |
| (2,206 | ) | |
| (84 | ) | |
| (2,321 | ) | |
| (28,261 | ) | |
| 7,318 | | |
| (60,358 | ) |
Financial income | |
| 769 | | |
| 251 | | |
| 1,702 | | |
| 1,958 | | |
| 180 | | |
| 1,473 | | |
| 8,584 | | |
| (7,368 | ) | |
| 7,549 | |
Gain (loss) on present value of financial asset or
financial liability | |
| 90 | | |
| (571 | ) | |
| (148 | ) | |
| 3 | | |
| - | | |
| 176 | | |
| (1,855 | ) | |
| - | | |
| (2,305 | ) |
Share of profit or loss in
associates and joint ventures | |
| - | | |
| 809 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 15,747 | | |
| (15,748 | ) | |
| 808 | |
Profit (loss) before income tax | |
| (45,730 | ) | |
| 27,261 | | |
| 22,039 | | |
| 30,253 | | |
| 671 | | |
| 10,105 | | |
| (6,634 | ) | |
| (15,075 | ) | |
| 22,890 | |
Income tax | |
| 5,849 | | |
| (8,287 | ) | |
| (6,736 | ) | |
| (9,393 | ) | |
| (199 | ) | |
| (3,140 | ) | |
| (503 | ) | |
| (16 | ) | |
| (22,425 | ) |
Profit (loss) for the period | |
| (39,881 | ) | |
| 18,974 | | |
| 15,303 | | |
| 20,860 | | |
| 472 | | |
| 6,965 | | |
| (7,137 | ) | |
| (15,091 | ) | |
| 465 | |
Profit (loss) from attributable to: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Owners of the Company | |
| (39,620 | ) | |
| 17,064 | | |
| 10,974 | | |
| 15,645 | | |
| 472 | | |
| 2,199 | | |
| (7,141 | ) | |
| (15,133 | ) | |
| (15,540 | ) |
Non-controlling interest | |
| (261 | ) | |
| 1,910 | | |
| 4,329 | | |
| 5,215 | | |
| - | | |
| 4,766 | | |
| 4 | | |
| 42 | | |
| 16,005 | |
| |
| (39,881 | ) | |
| 18,974 | | |
| 15,303 | | |
| 20,860 | | |
| 472 | | |
| 6,965 | | |
| (7,137 | ) | |
| (15,091 | ) | |
| 465 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed
Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
Financial assets related to concession contracts
are presented in the consolidated statement of financial position as “trade accounts receivable current” and “trade
accounts receivable non-current”.
The classification of financial assets and liabilities by category
is as follows:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Financial assets according to the consolidated statement of financial position | |
| | |
| |
Loans and accounts receivable at amortized cost: | |
| | |
| |
- Cash and cash equivalents | |
| 1,003,888 | | |
| 855,952 | |
- Trade accounts receivable and other accounts receivable | |
| | | |
| | |
(excluding non-financial assets) (i) | |
| 1,379,202 | | |
| 1,420,052 | |
- Financial assets related to concession agreements (ii) | |
| 908,371 | | |
| 925,738 | |
- Accounts receivable from related parties | |
| 543,728 | | |
| 540,910 | |
| |
| 3,835,189 | | |
| 3,742,652 | |
| |
| | | |
| | |
Financial liabilities according to the consolidated statement of financial
position | |
| | | |
| | |
Other financial liabilities at amortized cost: | |
| | | |
| | |
- Bank loans and other financial liabilities | |
| 780,145 | | |
| 776,410 | |
- Lease liability for right-of-use asset | |
| 42,562 | | |
| 38,716 | |
- Bonds | |
| 822,925 | | |
| 810,796 | |
- Trade and other accounts payable | |
| | | |
| | |
(excluding non-financial liabilities) (iii) | |
| 1,785,487 | | |
| 1,675,907 | |
- Accounts payable to related parties | |
| 72,936 | | |
| 69,537 | |
| |
| 3,504,055 | | |
| 3,371,366 | |
Other financial liabilities: | |
| | | |
| | |
- Other provisions (iv) | |
| 56,443 | | |
| 58,724 | |
(i) | The following non-financial assets are excluded: advances
to suppliers for S/95.2 million and tax receivable for S/122.2 million (S/98 million and S/104.7 million, respectively, as of December
31, 2023). |
| |
(ii) | Included in the trade accounts receivable item. |
| |
(iii) | The following non-financial liabilities are excluded: advances
received from customers for S/238.1 million, taxes payable for S/186 million, salaries and other personnel payable for S/83.2 million
and others for S/5.5 million (S/241.5 million, S/158.1 million, S/92.2 million and S/9.1 million, respectively, as of December 31, 2023). |
| |
(iv) | Includes administrative process INDECOPI for S/58.7 million
(S/56.4 million, as of December 31, 2023). |
9. | Cash and Cash Equivalents |
This account comprises:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Cash on hand | |
| 1,020 | | |
| 958 | |
Remittances in-transit | |
| 3,621 | | |
| 3,966 | |
Current accounts (a) | |
| 263,295 | | |
| 253,668 | |
Trust account - specific use founds (b) | |
| 421,149 | | |
| 362,448 | |
Time deposits (c) | |
| 314,803 | | |
| 234,912 | |
Total Cash and Cash equivalents | |
| 1,003,888 | | |
| 855,952 | |
| (a) | Current accounts are denominated in local and foreign currency,
deposited in local and foreign banks with a high credit rating and are freely available. These accounts earn interest at market rates. |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
| (b) | The Corporation maintains trust accounts in local and foreign
banks for the administration of funds for specific uses that are classified as: |
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Operational funds | |
| 190,755 | | |
| 188,534 | |
Consortium funds | |
| 200,473 | | |
| 96,573 | |
Reserve funds (i) | |
| 28,661 | | |
| 76,080 | |
Guarantee funds | |
| 1,260 | | |
| 1,261 | |
| |
| 421,149 | | |
| 362,448 | |
(i) | Reserve and guarantee funds for the payment of bonds issued and other obligations of the Corporation are as follows: |
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Tren Urbano de Lima S.A. | |
| 4,622 | | |
| 51,773 | |
Red Vial 5 S.A. | |
| 24,039 | | |
| 24,307 | |
| |
| 28,661 | | |
| 76,080 | |
| (c) | Time deposits have maturities of less than ninety (90) days
and are renewable at maturity. As of March 31, 2024, these deposits bear interest ranging from 4.07% to 5.20% (4.21% to 7.32% at December
31, 2023). |
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 |
This caption comprises the following:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Receivables (a) | |
| 204,167 | | |
| 344,253 | |
Unbilled receivables - Subsidiarie (b) | |
| 718,408 | | |
| 642,929 | |
Unbilled receivables - Concession (c) | |
| 908,197 | | |
| 924,435 | |
| |
| 1,830,772 | | |
| 1,911,617 | |
| |
| | | |
| | |
Current portion | |
| 1,061,801 | | |
| 1,138,361 | |
Non-current portion | |
| 768,971 | | |
| 773,256 | |
| |
| 1,830,772 | | |
| 1,911,617 | |
As of December 31, 2023 and as of March 31, 2024,
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 invoices receivable is similar to their carrying value because their average collection
period is less than sixty (60) days.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
The balance of accounts receivable corresponds
to:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Tren Urbano de Lima S.A. | |
| 884,326 | | |
| 889,387 | |
Cumbra Peru S.A. (i) | |
| 750,109 | | |
| 802,782 | |
Unna Energia S.A. | |
| 119,948 | | |
| 134,634 | |
Cumbra Ingenieria S.A. | |
| 33,866 | | |
| 31,280 | |
Carretera Andina del Sur S.A.C. | |
| 14,512 | | |
| 22,732 | |
Unna Transporte S.A.C. | |
| 11,134 | | |
| 9,444 | |
Red Vial 5 S.A. | |
| 1,678 | | |
| 6,735 | |
Viva Negocio Inmobiliario S.A. | |
| 6,392 | | |
| 6,119 | |
Carretera Sierra Piura S.A.C. | |
| 5,459 | | |
| 3,754 | |
Concesionaria La Chira S.A. | |
| 2,396 | | |
| 3,130 | |
Others | |
| 952 | | |
| 1,620 | |
| |
| 1,830,772 | | |
| 1,911,617 | |
(i) | As of March 31, 2024, the increase corresponds mainly to the activities of the project related to the
construction of the Jorge Chavez airport terminal (Inti Punku Consortium). |
| (a) | As of December 31, 2023, and March 31, 2024, invoices receivable
are presented net of impairment of S/43.4 million and discounted at present value of S/0.5 million. |
As
of December 31, 2023, and March 31, 2024, management evaluated the exposure to credit risk on trade receivables.
The
aging analysis of trade receivables is as follows:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Current | |
| 153,678 | | |
| 309,382 | |
Past due up to 30 days | |
| 29,375 | | |
| 26,101 | |
Past due from 31 days up to 90 days | |
| 11,932 | | |
| 2,008 | |
Past due from 91 days up to 120 days | |
| 317 | | |
| 291 | |
Past due from 121 days up to 360 days | |
| 2,192 | | |
| 1,728 | |
Past due over 360 days | |
| 6,673 | | |
| 4,743 | |
| |
| 204,167 | | |
| 344,253 | |
As of March 31, 2024, the amount of
due debts over three hundred and sixty (360) days mainly includes invoices receivable from subsidiaries: UNNA Transporte S.A.C. for S/3
million, Cumbra Peru S.A. for S/1.2 million, and Cumbra Ingenieria S.A. for S/0.5 million (S/4.6 million, S/1.2 million S/0.9 million
as of December 31, 2023, respectively).
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
| (b) | Correspond to documents related
to estimates for services provided and valuations that were not invoiced. These rights are recognized discounted at present value for
S/2.2 million (S/2.3 million as of December 31, 2023). The following is a breakdown by subsidiary: |
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Cumbra Peru S.A. | |
| 683,927 | | |
| 605,932 | |
Cumbra Ingenieria S.A. | |
| 20,655 | | |
| 23,578 | |
Unna Energia S.A. | |
| 7,183 | | |
| 10,309 | |
Unna Transporte S.A.C. | |
| 6,560 | | |
| 3,077 | |
Others | |
| 83 | | |
| 33 | |
| |
| 718,408 | | |
| 642,929 | |
| (c) | Correspond to future collections
to the Grantor according to the terms of the concession agreement, as detailed below: |
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Tren Urbano de Lima S.A. | |
| 884,317 | | |
| 889,387 | |
Carretera Andina del Sur S.A.C. | |
| 14,403 | | |
| 22,732 | |
Red Vial 5 S.A. | |
| 1,637 | | |
| 6,653 | |
Carretera Sierra Piura S.A.C. | |
| 5,444 | | |
| 3,754 | |
Concesionaria La Chira S.A. | |
| 2,396 | | |
| 1,909 | |
| |
| 908,197 | | |
| 924,435 | |
Management, after evaluating the balances receivable
at the date of the interim condensed consolidated financial statements, considers that, except for the accounts receivable provisioned,
there are no accounts at risk of uncollectibility.
In the opinion of Corporate Management, the expected
credit loss and allowance for trade receivables adequately cover the risk of uncollectibility as of December 31, 2023 and as of March
31, 2024.
11. | Transactions with Related Parties |
| A. | Transactions with related parties |
Major transactions for the period ended March
31, 2023 and 2024 between the Company and its related parties are summarized as follows:
In thousands of soles | |
2023 | | |
2024 | |
Revenue from sales of goods and services: | |
| | |
| |
- Joint operations | |
| 6,375 | | |
| 15,362 | |
| |
| 6,375 | | |
| 15,362 | |
Transactions among related parties are made based
on current price lists and according to the terms and conditions similar to those agreed with third parties.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
| B. | Balances with Related parties |
As of December 31, the balances were the following:
| |
As of December 31, 2023 | | |
As of March 31, 2024 | |
In thousands of soles | |
Receivable | | |
Payable | | |
Receivable | | |
Payable | |
Current portion: | |
| | |
| | |
| | |
| |
Joint operations | |
| | |
| | |
| | |
| |
Consorcio Constructor Chavimochic | |
| - | | |
| 9,313 | | |
| - | | |
| 8,954 | |
Consorcio Peruano de Conservacion | |
| 799 | | |
| 2,762 | | |
| 799 | | |
| 2,775 | |
Consorcio GyM Conciviles | |
| - | | |
| 5,709 | | |
| 1,377 | | |
| 2,080 | |
Consorcio Vial Quinua | |
| - | | |
| 1,945 | | |
| - | | |
| 1,929 | |
Consorcio Manperan | |
| 451 | | |
| 1,721 | | |
| 853 | | |
| 1,405 | |
Consorcio Inti Punku | |
| 5,647 | | |
| 114 | | |
| 1,079 | | |
| 1,265 | |
Consorcio TNT Vial y Vives - DSD Chile Ltda | |
| - | | |
| 558 | | |
| - | | |
| 523 | |
Consorcio Rio Urubamba | |
| 1,911 | | |
| - | | |
| 1,912 | | |
| - | |
Consorcio Italo Peruano | |
| 1,648 | | |
| - | | |
| 1,619 | | |
| - | |
Consorcio Ermitano | |
| 526 | | |
| - | | |
| 523 | | |
| - | |
Others | |
| 4,461 | | |
| 523 | | |
| 3,416 | | |
| 2,395 | |
| |
| 15,443 | | |
| 22,645 | | |
| 11,578 | | |
| 21,326 | |
| |
| | | |
| | | |
| | | |
| | |
Other related parties | |
| | | |
| | | |
| | | |
| | |
Ferrovias S.A. | |
| - | | |
| 21,727 | | |
| - | | |
| 19,330 | |
| |
| - | | |
| 21,727 | | |
| - | | |
| 19,330 | |
Current portion | |
| 15,443 | | |
| 44,372 | | |
| 11,578 | | |
| 40,656 | |
| |
| | | |
| | | |
| | | |
| | |
Non-current portion | |
| | | |
| | | |
| | | |
| | |
Gasoducto Sur Peruano S.A. (note 14.i) | |
| 527,722 | | |
| - | | |
| 529,004 | | |
| - | |
Ferrovias S.A. | |
| - | | |
| 15,761 | | |
| - | | |
| 15,935 | |
Ferrovias Participaciones S.A. | |
| - | | |
| 12,803 | | |
| - | | |
| 12,946 | |
Others | |
| 563 | | |
| - | | |
| 328 | | |
| - | |
Non-current | |
| 528,285 | | |
| 28,564 | | |
| 529,332 | | |
| 28,881 | |
As of December 31, 2023 and March 31, 2024, accounts
receivable and payable are mainly of current maturity which have no specific guarantees. These balances do not generate interest considering
their maturity in short term.
The Corporation conducts its operations with related
companies under the same conditions as those with third parties; consequently, there are no differences in pricing policies or in the
basis for tax settlement; with respect to payment terms, these do not differ from policies granted to third parties.
12. | Other Accounts Receivable, net |
This caption comprises the following:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Claims and accounts receivable from third parties (a) | |
| 254,750 | | |
| 244,604 | |
Guarantee deposits (b) | |
| 163,740 | | |
| 161,081 | |
Credits and recoverable taxes (c) | |
| 104,654 | | |
| 124,326 | |
Advances to suppliers (d) | |
| 98,021 | | |
| 95,237 | |
Restricted funds (e) | |
| 25,419 | | |
| 14,905 | |
Accounts receivable from personnel | |
| 1,925 | | |
| 2,599 | |
Others | |
| 10,967 | | |
| 8,901 | |
| |
| 659,476 | | |
| 651,653 | |
| |
| | | |
| | |
Current portion | |
| 348,072 | | |
| 334,025 | |
Non-current portion | |
| 311,404 | | |
| 317,628 | |
| |
| 659,476 | | |
| 651,653 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
| a) | The balance corresponds to the following: |
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Additional investments for operating contracts | |
| 98,047 | | |
| 92,932 | |
Account receivable to the Ministry of Agriculture Development and Irrigation (a.1) | |
| 32,062 | | |
| 32,101 | |
Claims to the tax authorities | |
| 29,976 | | |
| 30,085 | |
Real estate project receivable | |
| 30,012 | | |
| 29,619 | |
Settlement agreement with third parties | |
| 21,136 | | |
| 21,762 | |
Accounts receivable from joint ventures | |
| 21,878 | | |
| 20,979 | |
Insurance claims for losses | |
| 6,778 | | |
| 1,702 | |
Others | |
| 14,861 | | |
| 15,424 | |
| |
| 254,750 | | |
| 244,604 | |
| (a.1) | The balance corresponds to the claim to the Ministry of Agrarian
Development and Irrigation (hereinafter, MIDAGRI) for US$9.5 million equivalent to S/35.1 million for the execution of the total amount
of the Performance Bond, derived from the arbitration process followed against the Regional Government of La Libertad and MIDAGRI for
the early termination of the Concession Contract due to breach of contract by the Grantor. As of March 31, 2024, the net present value
balance amounts to US$8.6 million, equivalent to S/32.1 million (note 14.ii). |
| b) | Guarantees deposits correspond to funds retained by customers
for work contracts, mainly of the subsidiary Cumbra Peru S.A. These deposits are retained by customers in order to guarantee that the
subsidiary performs its obligations under the contracts. The amounts withheld will be recovered upon completion of the work. |
| c) | The balance corresponds to the following: |
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
VAT credit | |
| 39,706 | | |
| 55,012 | |
Income tax on-account payments | |
| 45,263 | | |
| 56,966 | |
ITAN and other tax receivable | |
| 19,685 | | |
| 12,348 | |
| |
| 104,654 | | |
| 124,326 | |
| d) | Corresponds to prepayments made to suppliers, mainly for engineering
and construction projects. the variation corresponds to: (i) Increase in Cumbra Peru S.A. for S/6.7 million in the project Centro Comercial
la Molina, and (ii) Decrease in Cumbra Peru S.A. for S/9.5 million in the Consorcio Inti Punku for the Jorge Chavez Airport project. |
| e) | As of March 31, 2024, the restricted funds correspond to bank
guarantee certificates composed of Cumbra Peru S.A for S/81.7 million, Cumbra Ingenieria S.A for S/7.5 million and a restricted fund
of Concesionaria La Chira S.A. for S/7.4 million (As of December 31, 2023, S/81.5 million, S/18.1 million and S/7.3 million, respectively). |
The fair value of the other short-term accounts
receivable is similar to their book value due to their short-term maturity. The non-current portion corresponds mainly to non-financial
assets such as claims to third parties and tax credits. Other non-current accounts receivable maintain maturities that vary between 2
and 5 years. The maximum exposure to credit risk as of the reporting date is the carrying amount of each class of other accounts receivable
mentioned.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
This caption comprises the following:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Land | |
| 117,791 | | |
| 116,218 | |
Work in progress - Real estate | |
| 127,008 | | |
| 132,791 | |
Finished properties | |
| 38,970 | | |
| 33,925 | |
Construction materials | |
| 52,479 | | |
| 42,719 | |
Merchandise and supplies | |
| 100,103 | | |
| 104,053 | |
| |
| 436,351 | | |
| 429,706 | |
Allowance for inventory write-downs | |
| (5,572 | ) | |
| (4,933 | ) |
| |
| 430,779 | | |
| 424,773 | |
| |
| | | |
| | |
Current | |
| 360,497 | | |
| 354,478 | |
Non-current | |
| 70,282 | | |
| 70,295 | |
| |
| 430,779 | | |
| 424,773 | |
As of March 31, 2024, the non-current portion
corresponds to land for real estate projects in Lima to be executed in the long term, S/56.6 million located in the district of San Isidro
and S/13.7 million located in the district of Barranco (as of December 31, 2023, S/56.6 million and S/13.6 million, respectively).
Management has analyzed the inventories and has
determined that there are no major indications of impairment.
14. | Investments in Associates and Joint Ventures |
This caption comprises the following:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Associates | |
| 2,103 | | |
| 2,103 | |
Joint ventures | |
| 10,644 | | |
| 11,439 | |
| |
| 12,747 | | |
| 13,542 | |
Movement of our investments in associates for
the periods ended March 31, 2023, and 2024 is as follows:
In thousands of soles | |
2023 | | |
2024 | |
Balance as of January, 1 | |
| 14,916 | | |
| 12,747 | |
Equity interest in results | |
| 864 | | |
| 808 | |
Translation adjustment | |
| 8 | | |
| (13 | ) |
Balance as of March, 31 | |
| 15,788 | | |
| 13,542 | |
The most relevant associates are described below:
| 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.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
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$242.5 million (equivalent to S/811 million) and had to assume 21.49% of the performance bond established in the
concession agreement for US$ 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 of its total investment equivalent to 21.49% of its
participation (US$242.5 million) between 2016 and 2019, 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 issuer of the guarantee of performance of the concession contract and
in favor of the syndicate of banks that granted the bridge loan to GSP for US$52.5 million and US$129 million, respectively. 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.
On October
11, 2017, the agreement deed for the delivery of the assets of the south Peruvian gas pipeline concession between GSP and MEM was signed.
The assets include the works, equipment, facilities and engineering studies provided for the execution of the project.
Upon termination
of the Concession Agreement, and in accordance with the provisions of clause 20 thereof, the Peruvian Government had the obligation to
hire an internationally recognized auditing firm to calculate the Net Book Value (hereinafter “NBV”) of the concession assets,
and to call up to three auctions on GSP’s assets. However, to date, the Peruvian State continues to fail to comply with these contractual
obligations. The amount of the VCN was calculated at US$2,602 million by an independent auditing firm hired by GSP as of December 31,
2016, this figure was subsequently adjusted to US$2,110 million as a result of variations in the balances related to the works carried
out by the consortium, which in turn is reported in its audited financial statements as of December 31, 2017.
Collection
Actions of AENZA S.A.A.
On December
21, 2018, the Company asked the Peruvian Government for direct treatment and requested the payment of NBV in favor of GSP. On October
18, 2019, the Company filed with CIADI an arbitration request. On December 27, 2019 the Company withdrew the arbitration in compliance
with a preliminary plea agreement signed with the Attorney General´s Office and Ad-hoc Peruvian Public Prosecutor’s Office
on the same date (note 1). Withdrawing the arbitration before CIADI does not involve the loss of collection rights of the Company against
GSP and does not restrict, limit, or impede GSP from asserting its rights against the Peruvian Government.
The Company
and its internal and external legal advisors consider that the payment owed by the Government to GSP for the NBV are not within the withholding
scope under Law 30737 that ensures the immediate payment of civil compensation in favor of the Peruvian Government in cases of corruption
and related crimes, since this payment does not include any profit margin and/or not correspond to the sale of assets related to the project,
but to a reimbursement for the investment made by the Concessionaire.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
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. derived from its participation in CCDS is directly recognized
in INDECOPI in the GSP Competition for US$88.7 million. As of the date of this report, GSP is under liquidation and AENZA S.A.A. chairs
the Board of Creditors.
On April
11, 2023, the Liquidation Agreement was approved, which defines the framework for the liquidator’s actions. The Liquidation Agreement
includes the granting of powers to the liquidator with respect to representation, administrative, contractual and other relevant powers
that allow him to comply with the obligations for which he was appointed, as well as the actions he is allowed to take in order to recover
GSP’s assets and in accordance with the mechanisms set forth in the General Law of the Insolvency System.
On April
13, 2023, and under the powers granted to him by the Liquidation Agreement, the Liquidator requested the MEM to initiate the Direct Treatment
procedure stipulated in the Concession Agreement.
On September
12, 2023, INDECOPI notified GSP of Resolution No. 4069-2023/CCO-INDECOPI which resolved to declare null and void the Board’s resolution
approving the Liquidation Agreement because the Agreement does not the agreement does not foresee the modality and conditions of realization
of the GSP assets other than the VCN (direct sale, auction, dation, etc.).
On November
21, 2023, the Meeting of Creditors was held with the purpose of correcting the defect declared in the aforementioned resolution, through
the approval of a new Liquidation Agreement. However, this proposal only reached 59% of favorable votes, not reaching the qualified majority
(66.67%) required by law. Likewise, on the same day, the Presidency of the Board, as well as other creditors requested INDECOPI to declare
the liquidation of GSP.
In view
of the above, on December 28, 2023, INDECOPI ordered the ex officio liquidation of GSP and that its Technical Secretariat of the Commission,
dated on January 12, 2024, convene a Single Meeting of Creditors for January 29, 2024, in order to appoint a Liquidator for the process
and approve a new Liquidation Agreement. The Meeting is formed with the Creditors in attendance and approve the corresponding proposals
by simple majority. Therefore, on the referred day, with 59% of the votes in attendance, the appointment of Alva Legal Asesoria Empresarial
S.A.C. as GSP’s liquidator and the proposed Liquidation Agreement were approved. The liquidation process of GSP continues its course,
as well as the necessary actions for the recovery of VCN.
Amounts
recognized in the consolidated financial statements (note 11).
As of March
31, 2024, the net value of the account receivable from GSP is approximately US$142.4 million, equivalent to S/529 million (US$142.4 million
equivalent to S/527.7 million at December 31, 2023), which comprises the recognition in the following entities of the Corporation: i)
AENZA S.A.A. holds US$ 63.9 million (equivalent to S/237.2 million) discounted to present value net of impairment and the effect of the
exchange difference (US$63.9 million equivalent to S/236.6 million at December 31, 2023) and; ii) Cumbra Peru S.A. holds US$ 78.5 million
(equivalent to S/291.8 million) discounted to present value, net of the effect of the exchange difference (US$78.5 million equivalent
to S/291.1 million at December 31, 2023).
The Company’s
management maintains the recovery estimate in 8 years, applying a discount rate of 5.86% (recovery term of 8 years with a discount rate
of 5.14% as of March 31, 2023).
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
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, 2023 and March
31, 2024 is reasonable and sufficient as of the reporting date of the Corporation’s consolidated financial statements.
| 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, 2023, an impairment of its total investment amounting to S/14.5 million was recorded.
In February
2023, the Grantor partially executed the Concessionaire’s performance bond, where AENZA was required to assume a total of US$7.5 million.
Likewise, prior to the closing of this report, the Grantor requested the execution of the balance of the Concessionaire’s performance
bond, where AENZA is responsible for US$1.4 million. The Concessionaire is currently coordinating the necessary legal actions for the
full execution of the award so that the Grantor complies with the obligations arising therefrom. Likewise, the Concessionaire will initiate
legal actions against the Grantor for what it considers an arbitrary execution of the balance of the performance bond without the arbitration
court having granted the possibility of executing the bond for a higher amount and without a breach of contract having been attributed
to the Concessionaire that would justify such performance (note 12.a.1).
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
15. | Investments Property, Property, Plant and Equipment, Intangible Assets and Right-of-Use Assets |
The movement in investment property, property,
plant and equipment, intangible assets and right-of-use assets accounts for the period ended March 31, 2023 and 2024, are as follows:
| |
| | |
Property, | | |
| | |
| |
| |
Investment | | |
plant and | | |
Right-of-use | | |
Intangibles | |
| |
property | | |
equipment | | |
assets | | |
assets | |
In thousands of soles | |
(A) | | |
(A) | | |
(A) | | |
(B) | |
| |
| | |
| | |
| | |
| |
Cost | |
| | |
| | |
| | |
| |
Balance at January 1, 2023 | |
| 99,557 | | |
| 1,234,208 | | |
| 119,495 | | |
| 1,586,462 | |
Additions | |
| 2 | | |
| 12,029 | | |
| 1,684 | | |
| 47,802 | |
Sale of assets | |
| - | | |
| (4,003 | ) | |
| - | | |
| - | |
Disposals | |
| - | | |
| (1,451 | ) | |
| (875 | ) | |
| (1,219 | ) |
Reclassifications | |
| - | | |
| - | | |
| - | | |
| - | |
Transfers | |
| - | | |
| - | | |
| - | | |
| - | |
Translations adjustments | |
| 1 | | |
| 7,680 | | |
| 156 | | |
| 5,890 | |
Balance at March 31, 2023 | |
| 99,560 | | |
| 1,248,463 | | |
| 120,460 | | |
| 1,638,935 | |
Balance at January 1, 2024 | |
| 105,440 | | |
| 1,244,039 | | |
| 120,576 | | |
| 1,626,101 | |
Additions | |
| 51 | | |
| 10,041 | | |
| 496 | | |
| 8,287 | |
Sale of assets | |
| - | | |
| (2,043 | ) | |
| - | | |
| - | |
Disposals | |
| - | | |
| (1,019 | ) | |
| - | | |
| - | |
Reclassifications | |
| - | | |
| (70 | ) | |
| 540 | | |
| (23,711 | ) |
Transfers | |
| - | | |
| - | | |
| - | | |
| - | |
Translations adjustments | |
| - | | |
| (9,238 | ) | |
| (5 | ) | |
| (6,903 | ) |
Balance at March 31, 2024 | |
| 105,491 | | |
| 1,241,710 | | |
| 121,607 | | |
| 1,603,774 | |
| |
| | | |
| | | |
| | | |
| | |
Accumulated depreciation and impairment | |
| | | |
| | | |
| | | |
| | |
Balance at January 1, 2023 | |
| (37,633 | ) | |
| (949,743 | ) | |
| (69,288 | ) | |
| (799,126 | ) |
Depreciation / amortization | |
| (965 | ) | |
| (12,613 | ) | |
| (4,358 | ) | |
| (35,286 | ) |
Sale of assets | |
| - | | |
| 3,613 | | |
| - | | |
| - | |
Disposals | |
| - | | |
| 1,235 | | |
| 875 | | |
| 1,219 | |
Impairment | |
| - | | |
| (26 | ) | |
| - | | |
| - | |
Translations adjustments | |
| (1 | ) | |
| (5,101 | ) | |
| (135 | ) | |
| (1,847 | ) |
Balance at March 31, 2023 | |
| (38,599 | ) | |
| (962,635 | ) | |
| (72,906 | ) | |
| (835,040 | ) |
Balance at January 1, 2024 | |
| (47,180 | ) | |
| (936,874 | ) | |
| (84,281 | ) | |
| (873,645 | ) |
Depreciation / amortization | |
| (966 | ) | |
| (8,459 | ) | |
| (4,195 | ) | |
| (31,257 | ) |
Sale of assets | |
| - | | |
| 1,814 | | |
| - | | |
| - | |
Disposals | |
| - | | |
| 1,005 | | |
| - | | |
| - | |
Reclassifications | |
| - | | |
| 70 | | |
| (456 | ) | |
| 23,711 | |
Translations adjustments | |
| - | | |
| 6,755 | | |
| 2 | | |
| 2,556 | |
Balance at March 31, 2024 | |
| (48,146 | ) | |
| (935,689 | ) | |
| (88,930 | ) | |
| (878,635 | ) |
| |
| | | |
| | | |
| | | |
| | |
Carrying amounts | |
| | | |
| | | |
| | | |
| | |
At January 1, 2023 | |
| 61,924 | | |
| 284,465 | | |
| 50,207 | | |
| 787,336 | |
At March 31, 2023 | |
| 60,961 | | |
| 285,828 | | |
| 47,554 | | |
| 803,895 | |
At January 1, 2024 | |
| 58,260 | | |
| 307,165 | | |
| 36,295 | | |
| 752,456 | |
At March 31, 2024 | |
| 57,345 | | |
| 306,021 | | |
| 32,677 | | |
| 725,139 | |
| A. | Investment property, property, plant and equipment and
right-of-use assets |
As of March 31, 2024, additions to property, plant
and equipment correspond mainly to the energy segment, for machinery, replacement units, works in progress and other equipment for a total
of S/6.8 million. Likewise, additions in the engineering and construction segment, for machinery, other equipment and furniture and fixtures
for S/3 million; and additions in the infrastructure and real estate segment for S/0.2 million (As of March 31, 2023, additions to property,
plant and equipment correspond mainly to the energy segment, for machinery, replacement units, works in progress and other assets totaling
S/10.5 million. Also, additions in the engineering and construction segment, for other equipment and machinery for S/1.2 million).
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
As of March 31, 2024, additions to right-of-use
assets correspond to the price adjustment to the Company’s property lease agreement for S/0.5 million (as of March 31, 2023, it corresponds
to the price adjustment to the Company’s property lease agreement for S/1.7 million).
For the period ended March 31, 2023 and 2024,
depreciation of property, plant and equipment, investment property and right-of-use assets is presented in the interim condensed consolidated
statement of income as follows:
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Cost of sale of goods and services (Note 24) | |
| 14,677 | | |
| 10,631 | |
Administrative expenses (Note 24) | |
| 3,259 | | |
| 2,989 | |
Total depreciation | |
| 17,936 | | |
| 13,620 | |
(-) Depreciation related to investment property | |
| (965 | ) | |
| (966 | ) |
(-) Depreciation related to right-of-use assets | |
| (4,358 | ) | |
| (4,195 | ) |
Total depreciation of property, plant and equipment | |
| 12,613 | | |
| 8,459 | |
As of March 31, 2024, the additions correspond
mainly to the energy segment for investments in the preparation of wells and other assets for a total of S/6.6 million and additions in
the infrastructure segment for investments in concessions for a total of S/1.7 million (As of March 31, 2023, the additions correspond
mainly to investments in the preparation of wells and other assets of the energy segment for S/46.2 million).
For the period ended
March 31, 2023 and 2024, the breakdown of intangible amortization included in the consolidated statement of income is as follows:
In thousands of soles | |
2023 | | |
2024 | |
Cost of sale of goods and services (note 24) | |
| 34,296 | | |
| 29,709 | |
Administrative expenses (note 24) | |
| 990 | | |
| 1,548 | |
Total amortization | |
| 35,286 | | |
| 31,257 | |
Goodwill
Management reviews businesses
results based on the type of economic activity developed. The cash-generating units are distributed in the following segments:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Engineering and construction | |
| 35,158 | | |
| 35,049 | |
Electromechanical | |
| 20,736 | | |
| 20,735 | |
| |
| 55,894 | | |
| 55,784 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
This caption comprises the following:
| |
| |
| |
| |
Current | | |
Non-current | |
| |
| |
| |
| |
As of | | |
As of | | |
As of | | |
As of | |
| |
Date of | |
Interest | |
| |
December 31, | | |
March 31, | | |
December 31, | | |
March 31, | |
In thousands of soles | |
maturity | |
rate | |
Curency | |
2023 | | |
2024 | | |
2023 | | |
2024 | |
Bank loans | |
| |
| |
| |
| | |
| | |
| | |
| |
Bridge loan (a) | |
2024 | |
Term SOFR 3M + de 9.75% a 11.25% | |
USD | |
| 379,928 | | |
| 381,320 | | |
| - | | |
| - | |
Banco de Credito del Peru S.A. (b) | |
2029 | |
6.04% / 10.58% | |
USD | |
| 26,361 | | |
| 25,097 | | |
| 68,994 | | |
| 70,536 | |
BD Capital SAF (b) | |
2026 | |
7.68% | |
USD | |
| 6,977 | | |
| 6,980 | | |
| 13,664 | | |
| 11,982 | |
Banco Interamericano de
Desarrollo (c) | |
2032 | |
7.84% | |
USD | |
| 744 | | |
| 2,213 | | |
| 73,058 | | |
| 71,776 | |
Banco de Credito del Peru S.A. (d) | |
2024 | |
10.00% | |
USD | |
| 29,628 | | |
| 28,334 | | |
| - | | |
| - | |
Banco de Credito del Peru S.A. | |
2024 | |
12.50% | |
PEN | |
| 8,024 | | |
| 8,029 | | |
| - | | |
| - | |
Banco BBVA Peru S.A. | |
2024 | |
7.94% | |
USD | |
| 1,486 | | |
| 1,490 | | |
| - | | |
| - | |
Bancolombia S.A. | |
2025 | |
12.96% / 17.96% | |
COP | |
| 16,209 | | |
| 15,146 | | |
| - | | |
| - | |
Banco de Bogota | |
2025 | |
15.72% / 19.88% | |
COP | |
| 3 | | |
| 1,623 | | |
| - | | |
| - | |
Other financial entities | |
| |
| |
| |
| | | |
| | | |
| | | |
| | |
BCI Management Administradora General de Fondos S.A. (e) | |
2027 | |
10.45% | |
USD | |
| 18,401 | | |
| 20,101 | | |
| 122,214 | | |
| 117,388 | |
Others | |
2025 | |
10.60% / 13.54% | |
PEN / CLP | |
| 14,159 | | |
| 14,395 | | |
| 295 | | |
| - | |
Right-of-use-liabilities | |
2027 | |
5.40% / 22.66% | |
USD | |
| 14,109 | | |
| 13,280 | | |
| 28,453 | | |
| 25,436 | |
| |
| |
| |
| |
| 516,029 | | |
| 518,008 | | |
| 306,678 | | |
| 297,118 | |
| (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 eighteen (18) months, in quarterly interest installments and is secured, subject to the fulfillment of
certain precedent conditions, by a flow trust (first lien), a pledge over the shares in UNNA Energia S.A. (first lien), and a trust on
the shares of Viva Negocio Inmobiliario S.A.C. (second lien). On April 5, 2022, the Company received a bridge loan for up to US$120 million. |
On October 5, 2023 and December 27,
2023, payments of US$8 million (equivalent to S/29.1 million) and US$12 million (equivalent to S/43.6 million), respectively, were made.
Additionally, on December 27, 2023, the term extension of the bridge loan agreement was signed for up to US$100 million for a period of
twelve months.
As of March 31, 2024, the amount of
the loan is S/381.3 million (as of December 31, 2023, S/ 379.9 million), which includes capital of S/ 372.1 million, plus interest and
net deferred charges of S/9.2 million (as of December 31, 2023, S/371.3 million and S/8.6 million, respectively).
As of December 31, 2023 and March 31,
2024, the Company has complied with the covenants established in the loan agreement.
| (b) | Terminales del Peru (hereinafter “TP”), a joint
operation of the subsidiary UNNA Energia S.A., has a medium-term loan agreement with Banco de Credito del Peru S.A. (hereinafter BCP)
to finance investments arising from the operation agreement of North and Center terminals for 2015 to 2019 period. |
In addition, in November 2019, TP signed
a loan agreement to finance the additional investments from 2019 to 2023 for a credit line of US$ 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.
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
As of March 31, 2024, the amount recorded
for the loans equivalent to the 50% interest held by the subsidiary UNNA Energia S.A. is S/114.6 million, which includes principal plus
interest and net deferred charges (S/116 million as of 31 December 2023).
As of December 31, 2023 and as of March
31, 2024, TP is in compliance with the covenants established in the loan agreement.
| (c) | In December 2022, Viva Negocio Inmobiliario S.A.C. signed
a loan agreement with the Banco Interamericano de Desarrollo, for ten (10) years and with two (2) years grace period for principal amortization,
for the purpose of building social housing. The loan was fully disbursed in January 2023, for US$20 million, equivalent to S/72.2 million.
As of March 31, 2024, the total debt amounts to US$20 million, equivalent to S/74 million (US$20.2 million, equivalent to S/73.8 million,
as of December 31, 2023), which includes principal of S/74.4 million, plus interest of S/0.7 million and the negative effect of deferred
charges of S/1.1 million (S/74.3 million, S/0.7 million and S/1.2 million, respectively, at December 31, 2023). |
As of December 31, 2023 and March 31, 2024, Viva Negocio
Inmobiliario S.A.C. has on guarantees or covenants for these loans.
| (d) | On February 15, 2023, and May 15, 2023, the Ministry of Agrarian
Development and Irrigation - MIDAGRI executed the bank guarantee letter for a total amount of US$ 9.5 million that had been issued by
the Company on behalf of Concesionaria Chavimochic S.A.C. as a guarantee under the Concession contract. As a result, the Company entered
into a short-term loan with Banco de Credito de Peru. The balance of the loan at March 31, 2024 is US$7.5 million, equivalent to S/28.3
million, which includes principal of S/27.8 million, plus interest of S/0.5 million (US$7.9 million, equivalent to S/29.6 million, at
December 31, 2023). |
| (e) | On May 29, 2018, the Company and Inversiones Concesiones Vial
S.A.C. (“BCI Peru”) came into an investment agreement whith the intervention of Fondo de Inversiones BCI NV (“BCI Fund”)
and BCI Management Administradora General de Fondos S.A. (“BCI” Asset Management”) to monetize future dividends from
Red Vial 5 S.A. to the Company. Upon the signature of this agreement, the Company had to indirectly transfer its economic rights over
48.8% of the share capital of Red Vial 5 S.A. by transferring its B class shares (equivalent to 48.8% of the capital of Red Vial S.A.)
to a vehicle specially incorporated for such purposes called Inversiones en Autopistas S.A. The amount of the transaction was US$ 42.3
million (equivalent to S/ 138 million) and was completed on June 11, 2018. |
In addition, it has been agreed that
the Company would have purchase options on 48.8% of Red Vial 5 S.A. 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 March 31, 2024, the loan balance
payable amounts to US$36.9 million, equivalent to S/137.5 million (as of December 31, 2023, US$37.9 million, equivalent to S/140.6 million)
and includes the positive effect of the present value of S/1.9 million (as of December 31, 2023, the negative effect of the present value
of S/2.4 million). Accrued interest amounts to S/2 million (in the same period of 2023, S/2.1 million).
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
| (f) | The carrying amount and fair value of borrowings are detailed
as follows: |
| |
Carrying amount | | |
Fair value | |
| |
As of | | |
As of | | |
As of | | |
As of | |
| |
December 31, | | |
March 31, | | |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | | |
2023 | | |
2024 | |
| |
| | |
| | |
| | |
| |
Bank loans | |
| 625,076 | | |
| 624,526 | | |
| 616,120 | | |
| 616,463 | |
Other financial entities | |
| 155,069 | | |
| 151,884 | | |
| 155,069 | | |
| 151,884 | |
Lease liability for right-of-use asset | |
| 42,562 | | |
| 38,716 | | |
| 43,078 | | |
| 38,949 | |
| |
| 822,707 | | |
| 815,126 | | |
| 814,267 | | |
| 807,296 | |
As of March 31, 2024, the fair value is based
on cash flows discounted using debt rates between 4.5% and 23.3% (between 4.7% and 22.7% as of December 31, 2023) and are included as
Level 2 in the level of measurement.
This caption comprised the following:
| |
| |
| |
|
| |
Current | | |
Non-current | |
| |
| |
| |
|
| |
As of | | |
As of | | |
As of | | |
As of | |
| |
Date of | |
Interest | |
|
| |
December 31, | | |
March 31, | | |
December 31, | | |
March 31, | |
In thousands of soles | |
maturity | |
rate | |
|
Currency | |
2023 | | |
2024 | | |
2023 | | |
2024 | |
| |
| |
| |
|
| |
| | |
| | |
| | |
| |
Corporate bonds - Regulation S issued on the United States of America (a) | |
2039 | |
4.75% + Ajuste VAC | |
|
PEN | |
| 28,558 | | |
| 29,046 | | |
| 599,803 | | |
| 598,546 | |
Corporate Bonds - Lima Stock Exchange issued on Peru
(b) | |
2027 | |
8.38 | % |
|
PEN | |
| 49,369 | | |
| 49,377 | | |
| 130,750 | | |
| 119,047 | |
Private bonds (c) | |
2027 | |
8.50 | % |
|
USD | |
| 3,611 | | |
| 3,923 | | |
| 10,834 | | |
| 10,857 | |
| |
| |
| |
|
| |
| 81,538 | | |
| 82,346 | | |
| 741,387 | | |
| 728,450 | |
| (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 have a risk
rating of AA+. |
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. As of March 31, 2024, a principal repayment of S/6.5 million
(S/6.4 million in 2023) has been made.
As of March 31, 2024 an accumulated
amortization amounting to S/159.3 million (S/152.8 million as of December 31, 2023) was made.
As of March 31, 2024 the balance includes
VAC adjustments and interest payable for S/149.8 million (S/146.1 million as of December 31, 2023).
For the periods ended March 31, 2023
and 2024, the movement of this account is as follows:
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Balance at January, 1 | |
| 629,956 | | |
| 628,361 | |
Amortization | |
| (6,375 | ) | |
| (6,490 | ) |
Accrued interest | |
| 14,101 | | |
| 13,884 | |
Interest paid | |
| (8,204 | ) | |
| (8,163 | ) |
Balance at March, 31 | |
| 629,478 | | |
| 627,592 | |
AENZA S.A.A. and Subsidiaries
Notes to the Interim Condensed Consolidated Financial Statements
As of December 31, 2023, and March 31, 2024
As of December 31, 2023 and as of March
31, 2024, Tren Urbano de Lima S.A. has complied with the corresponding covenants.
As of March 31, 2024, the fair value
amounts to S/627.5 million (S/628.4 million, as of December 31, 2023), is based on discounted cash flows using a rate of 4.6% (4.9% as
of December 31, 2023) and corresponds to level 2 of the fair value hierarchy.
| (b) | Between 2015 and 2016, the subsidiary Red Vial 5 S.A. issued
the First Corporate Bond Program on the Lima Stock Exchange for a total S/365 million. The bonds are rated AA+. |
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 March 31, 2023
and 2024, the movement of this account is the following:
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Balance at January, 1 | |
| 218,684 | | |
| 180,119 | |
Amortization | |
| (9,568 | ) | |
| (11,574 | ) |
Accrued interest | |
| 4,396 | | |
| 3,602 | |
Interest paid | |
| (4,525 | ) | |
| (3,723 | ) |
Balance at March, 31 | |
| 208,987 | | |
| 168,424 | |
As of December 31, 2023 and as of March
31, 2024, Red Vial 5 S.A. complied with the respective covenants.
As of March
31, 2024, the fair value amounts to S/172.5 million (as of December 31, 2023, S/184.6 million), is based on discounted cash flows using
an annual effective interest rate 8.1% as of December 31, 2023 and as of March 31, 2024 and is within level 2 of the fair value hierarchy.
| (c) | At the beginning of 2020, the subsidiary Cumbra Peru S.A.
prepared the First Private Bond Program, for US$7.8 million (equivalent to S/25.9 million), which were issued to be exchanged for a previously
incurred commercial debt. |
For the periods ended March 31, 2023,
and 2024 the movement of this account is the following:
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Balance at January, 1 | |
| 21,273 | | |
| 14,445 | |
Amortization | |
| (1,851 | ) | |
| - | |
Exchange difference | |
| (282 | ) | |
| 22 | |
Accrued interest | |
| 393 | | |
| 313 | |
Interest paid | |
| (865 | ) | |
| - | |
Balance at March, 31 | |
| 18,668 | | |
| 14,780 | |
As of March 31, 2024, the fair value amounts to S/13.6 million
(S/13.6 million as of December 31, 2023), is based on discounted cash flows using a rate of 13.9% (12% as of December 31, 2023) and is
within level 2 of the fair value hierarchy.
AENZA
S.A.A. and Subsidiaries
Notes
to the Interim Condensed Consolidated Financial Statements
As
of December 31, 2023, and March 31, 2024
18. | Trade
Accounts Payable |
This
item comprises:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Invoices payable | |
| 571,438 | | |
| 478,305 | |
Provision of contract costs | |
| 592,254 | | |
| 570,075 | |
Notes payable | |
| 4,575 | | |
| 742 | |
| |
| 1,168,267 | | |
| 1,049,122 | |
| |
| | | |
| | |
Current portion | |
| 1,164,266 | | |
| 1,046,827 | |
Non-current portion | |
| 4,001 | | |
| 2,295 | |
| |
| 1,168,267 | | |
| 1,049,122 | |
The
breakdown of the balance of goods and services received but not invoiced by subsidiaries is as follows:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of
soles | |
2023 | | |
2024 | |
Cumbra Peru S.A. | |
| 475,159 | | |
| 457,124 | |
UNNA Transporte S.A.C. | |
| 23,746 | | |
| 33,799 | |
UNNA Energia S.A. | |
| 28,321 | | |
| 28,677 | |
Cumbra Ingenieria S.A. | |
| 17,081 | | |
| 16,714 | |
Viva Negocio Inmobiliario S.A. | |
| 13,192 | | |
| 13,020 | |
Tren Urbano de Lima S.A. | |
| 20,902 | | |
| 10,468 | |
AENZA S.A.A. | |
| 9,477 | | |
| 6,953 | |
Aenza Servicios Corporativos S.A.C. | |
| 2,206 | | |
| 1,808 | |
Red Vial 5 S.A. | |
| 1,151 | | |
| 930 | |
Others | |
| 1,019 | | |
| 582 | |
| |
| 592,254 | | |
| 570,075 | |
19. | Other
Accounts Payable |
This
caption is comprised by the following:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of
soles | |
2023 | | |
2024 | |
Civil compensation to
Peruvian Government (a) | |
| 469,839 | | |
| 473,618 | |
Advances received from customers
(b) | |
| 241,469 | | |
| 238,113 | |
Taxes payable | |
| 158,132 | | |
| 186,034 | |
Salaries and other payable to personnel | |
| 92,196 | | |
| 83,165 | |
Arbitration payable | |
| 68,082 | | |
| 69,529 | |
Accounts payable Consorcio Ductos
del Sur | |
| 16,729 | | |
| 14,963 | |
Guarantee deposits | |
| 24,570 | | |
| 24,820 | |
Acquisition of additional non-controlling
interest | |
| 6,944 | | |
| 7,134 | |
Royalties payable | |
| 9,164 | | |
| 19,206 | |
Other accounts
payable | |
| 31,014 | | |
| 23,017 | |
| |
| 1,118,139 | | |
| 1,139,599 | |
| |
| | | |
| | |
Current portion | |
| 608,828 | | |
| 633,294 | |
Non-current
portion | |
| 509,311 | | |
| 506,305 | |
| |
| 1,118,139 | | |
| 1,139,599 | |
| (a) | Corresponds
to the indemnification in relation to their participation as minority partners in certain
entities that developed infrastructure projects in Peru with companies belonging to the Odebrecht
group and the projects associated with the “Construction Club”. As indicated
in note 1.C), on September 15, 2022, the collaboration and benefits agreement was signed,
whereby AENZA acknowledges that it was used by some of its former directors to commit illegal
acts until 2016 and consequently undertakes to pay civil reparations to the State for S/333.3
million and US$40.7 million. The civil reparation is subject to a payment term of 12 years,
under a legal interest rate in Soles 3.34% and U.S. dollars 2%; also the Company is obliged
to establish a guarantee package after the Homologation formed through (i) a trust including
shares issued by a subsidiary of AENZA (ii) a property belonging to the Company; and (iii)
an escrow account with funds equivalent to the annual fee for the following year. Among other
conditions, the Agreement includes a restriction for AENZA and the subsidiaries Cumbra Peru
S.A. and UNNA Transporte S.A.C. to participate in road construction and maintenance projects
with the Peruvian State for a period of two (2) years form the homologation of the Agreement. |
AENZA
S.A.A. and Subsidiaries
Notes
to the Interim Condensed Consolidated Financial Statements
As
of December 31, 2023, and March 31, 2024
On
December 27, 2023, the initial installment of the Civil Redress was paid to the Peruvian State for S/10.3 million and US$1.2 million.
As of March 31, 2024, the balance including interest amounts to S/325.8 million and US$39.7 million, totaling S/473.6 million (As of
December 31, 2023, S/323 million and US$39.5 million, totaling S/469.8 million).
| (b) | Advances
received from customers correspond mainly of the engineering and construction and real estate segments; and are discounted from the invoicing
made in accordance with the terms of the agreements. |
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Cumbra Peru S.A. - Jorge Chavez Airport | |
| 93,792 | | |
| 84,456 | |
Viva Negocio Inmobiliario S.A.C. - Real estate projects | |
| 73,626 | | |
| 72,096 | |
Cumbra Peru S.A. - San Gabriel - Buenaventura Project | |
| 35,923 | | |
| 37,855 | |
Cumbra Peru S.A. - C. Comercial Parque Arauco La Molina | |
| 21,448 | | |
| 26,893 | |
Proyecto Especial de Infraestructura de Transporte Nacional | |
| 12,454 | | |
| 11,786 | |
Vial y Vives - DSD S.A. - Minera Spence | |
| 2,483 | | |
| 2,444 | |
Cumbra Ingenieria S.A. - Mina Gold Fields La Cima S.A. Project | |
| 769 | | |
| 770 | |
Vial y Vives - DSD S.A. - Refineria ENAP | |
| 297 | | |
| - | |
Others | |
| 677 | | |
| 1,813 | |
| |
| 241,469 | | |
| 238,113 | |
| |
| | | |
| | |
Current | |
| 241,308 | | |
| 237,994 | |
Non-current | |
| 161 | | |
| 119 | |
| |
| 241,469 | | |
| 238,113 | |
The
fair value of current accounts is approximate to their book value due to short-term maturities. The non-current part mainly includes
non-financial liabilities such as advances received from customers; the remaining balance is not significant in the financial statements.
AENZA
S.A.A. and Subsidiaries
Notes
to the Interim Condensed Consolidated Financial Statements
As
of December 31, 2023, and March 31, 2024
The
balance of this caption as of December 31, 2023 and March 31, 2024 is as follows:
| |
As of | | |
As of | |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Legal claims | |
| 91,530 | | |
| 95,580 | |
Tax claims | |
| 59,362 | | |
| 59,794 | |
Provision for well closure | |
| 64,261 | | |
| 64,471 | |
| |
| 215,153 | | |
| 219,845 | |
| |
| | | |
| | |
Current portion | |
| 117,086 | | |
| 117,997 | |
Non-current portion | |
| 98,067 | | |
| 101,848 | |
| |
| 215,153 | | |
| 219,845 | |
For
the periods ended March 31, 2023 and 2024, the changes in this caption are as follows:
| |
| | |
| | |
Provision | | |
| |
| |
Legal | | |
Tax | | |
for well | | |
| |
In thousands of soles | |
claims | | |
claims | | |
closure | | |
Total | |
| |
| | |
| | |
| | |
| |
As of January 1, 2023 | |
| 580,215 | | |
| 53,578 | | |
| 68,160 | | |
| 701,953 | |
Additions | |
| 5,928 | | |
| - | | |
| 127 | | |
| 6,055 | |
Present value | |
| 244 | | |
| - | | |
| 1,606 | | |
| 1,850 | |
Reversals of provisions | |
| (1,285 | ) | |
| (1,638 | ) | |
| (548 | ) | |
| (3,471 | ) |
Payments | |
| (3,188 | ) | |
| - | | |
| (38 | ) | |
| (3,226 | ) |
Translation adjustments / Exchange difference | |
| (2,212 | ) | |
| - | | |
| (355 | ) | |
| (2,567 | ) |
As of December 31, 2023 | |
| 579,702 | | |
| 51,940 | | |
| 68,952 | | |
| 700,594 | |
| |
| | | |
| | | |
| | | |
| | |
As of January 1, 2024 | |
| 91,529 | | |
| 59,363 | | |
| 64,261 | | |
| 215,153 | |
Additions | |
| 5,196 | | |
| 432 | | |
| 49 | | |
| 5,677 | |
Present value | |
| 90 | | |
| - | | |
| 950 | | |
| 1,040 | |
Reversals of provisions | |
| (569 | ) | |
| - | | |
| - | | |
| (569 | ) |
Reclasification | |
| - | | |
| - | | |
| (148 | ) | |
| (148 | ) |
Payments | |
| (572 | ) | |
| - | | |
| (673 | ) | |
| (1,245 | ) |
Translation adjustments / Exchange difference | |
| (94 | ) | |
| (1 | ) | |
| 32 | | |
| (63 | ) |
As of March 31, 2024 | |
| 95,580 | | |
| 59,794 | | |
| 64,471 | | |
| 219,845 | |
As
of March 31, 2024, the provisions held by the Corporation are substantially the same as of December 31, 2023.
On
December 27, 2023, the Company issued 174,984,912 new common shares, at a price per share of S/0.4971, increasing the Company’s capital
stock from S/1,196,979,979 to S/1,371,964,891. The total shares were fully subscribed and paid in two pre-emptive subscription rounds
and in the Private Offering. A placement loss of S/87,999,912 was determined, equivalent to the difference between the nominal value
of the new common shares issued and the total amount paid. On February 1, 2024, the capital increase
was registered in the Company’s registry.
On
October 31, 2023, the Board of Directors of AENZA approve to initiate the delisting process of shares, represented by American Depositary
Securities (ADSs), on the New York Stock Exchange (NYSE), and the deregistration process of such instruments with the Securities and
Exchange Commission of the United States of America (SEC) and the termination of the ADS Programme. On December 7, 2023 was the last
trading day of the ADSs on the NYSE. As of December 31, 2023, a total of 70,312,080 shares were represented by ADSs, equivalent to 4,687,472
ADSs at a ratio of 15 shares per ADS. As of March 31, 2024, there were no shares represented in ADSs.
AENZA
S.A.A. and Subsidiaries
Notes
to the Interim Condensed Consolidated Financial Statements
As
of December 31, 2023, and March 31, 2024
The
changes in deferred income taxes are as follows:
| |
As of | | |
As of | |
| |
March 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
Balance as of January 1 | |
| 167,330 | | |
| 67,069 | |
Debit (credit) to income statement (note 27) | |
| 3,631 | | |
| 12,850 | |
Other movements | |
| 4,369 | | |
| (3,152 | ) |
Final Balance | |
| 175,330 | | |
| 76,767 | |
23. | Revenue
from Contracts with Customers |
The
corporation’s income is derived principally from the following:
| |
As of | | |
As of | |
| |
March 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Construction activities | |
| 448,643 | | |
| 545,983 | |
Services provided | |
| 256,580 | | |
| 278,634 | |
Sale of real estate and goods | |
| 144,915 | | |
| 172,668 | |
Revenue from contracts with customers | |
| 850,138 | | |
| 997,285 | |
AENZA
S.A.A. and Subsidiaries
Notes
to the Interim Condensed Consolidated Financial Statements
As
of December 31, 2023, and March 31, 2024
|
A. |
Revenues from contracts
with customers are mainly broken down by the following periods: |
For the three-month period ended
March 31, | |
Engineering
and construction | | |
Energy | | |
Infrastructure | | |
Real
estate | | |
Parent
Company operations | | |
Total | |
In thousands of soles | |
2023 | | |
2024 | | |
2023 | | |
2024 | | |
2023 | | |
2024 | | |
2023 | | |
2024 | | |
2023 | | |
2024 | | |
2023 | | |
2024 | |
Primary geographical markets | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Peru | |
| 232,077 | | |
| 336,481 | | |
| 164,876 | | |
| 172,375 | | |
| 170,050 | | |
| 198,021 | | |
| 17,650 | | |
| 43,821 | | |
| 5,502 | | |
| 6,180 | | |
| 590,155 | | |
| 756,878 | |
Chile | |
| 165,471 | | |
| 56,206 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 165,471 | | |
| 56,206 | |
Colombia | |
| 94,512 | | |
| 184,201 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 94,512 | | |
| 184,201 | |
| |
| 492,060 | | |
| 576,888 | | |
| 164,876 | | |
| 172,375 | | |
| 170,050 | | |
| 198,021 | | |
| 17,650 | | |
| 43,821 | | |
| 5,502 | | |
| 6,180 | | |
| 850,138 | | |
| 997,285 | |
Major products/
service lines | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Construction activities | |
| 448,643 | | |
| 545,983 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 448,643 | | |
| 545,983 | |
Engineering services | |
| 43,417 | | |
| 30,905 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 43,417 | | |
| 30,905 | |
Oil and gas extraction, storage and
dispatching services | |
| - | | |
| - | | |
| 36,499 | | |
| 42,353 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 36,499 | | |
| 42,353 | |
Transportation services | |
| - | | |
| - | | |
| - | | |
| - | | |
| 101,573 | | |
| 101,664 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 101,573 | | |
| 101,664 | |
Road concession services | |
| - | | |
| - | | |
| - | | |
| - | | |
| 67,214 | | |
| 95,096 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 67,214 | | |
| 95,096 | |
Water treatment service | |
| - | | |
| - | | |
| - | | |
| - | | |
| 1,263 | | |
| 1,261 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 1,263 | | |
| 1,261 | |
Property rental | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 1,112 | | |
| 1,175 | | |
| - | | |
| - | | |
| 1,112 | | |
| 1,175 | |
Parent company services and others | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 5,502 | | |
| 6,180 | | |
| 5,502 | | |
| 6,180 | |
Sale of real estate and lots | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 16,538 | | |
| 42,646 | | |
| - | | |
| - | | |
| 16,538 | | |
| 42,646 | |
Sale of oil
and gas | |
| - | | |
| - | | |
| 128,377 | | |
| 130,022 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 128,377 | | |
| 130,022 | |
| |
| 492,060 | | |
| 576,888 | | |
| 164,876 | | |
| 172,375 | | |
| 170,050 | | |
| 198,021 | | |
| 17,650 | | |
| 43,821 | | |
| 5,502 | | |
| 6,180 | | |
| 850,138 | | |
| 997,285 | |
Timing of revenue
recognition | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Transferred at a point in time | |
| - | | |
| - | | |
| 164,876 | | |
| 172,375 | | |
| - | | |
| - | | |
| 17,650 | | |
| 43,821 | | |
| 5,502 | | |
| 6,180 | | |
| 188,028 | | |
| 222,376 | |
Transferred
over time | |
| 492,060 | | |
| 576,888 | | |
| - | | |
| - | | |
| 170,050 | | |
| 198,021 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 662,110 | | |
| 774,909 | |
| |
| 492,060 | | |
| 576,888 | | |
| 164,876 | | |
| 172,375 | | |
| 170,050 | | |
| 198,021 | | |
| 17,650 | | |
| 43,821 | | |
| 5,502 | | |
| 6,180 | | |
| 850,138 | | |
| 997,285 | |
Revenue
from contracts with customers | |
| 492,060 | | |
| 576,888 | | |
| 164,876 | | |
| 172,375 | | |
| 170,050 | | |
| 198,021 | | |
| 17,650 | | |
| 43,821 | | |
| 5,502 | | |
| 6,180 | | |
| 850,138 | | |
| 997,285 | |
AENZA
S.A.A. and Subsidiaries
Notes
to the Interim Condensed Consolidated Financial Statements
As
of December 31, 2023, and March 31, 2024
|
B. | Balances
of contract assets and liabilities is mainly comprised of: |
| |
| |
As of | | |
As of | |
| |
| |
December 31, | | |
March 31, | |
In thousands of soles | |
Note | |
2023 | | |
2024 | |
| |
| |
| | |
| |
Receivables | |
10.a | |
| 204,167 | | |
| 344,253 | |
Unbilled receivables | |
10.b and c | |
| 1,626,605 | | |
| 1,567,364 | |
Guarantee deposits | |
12.b | |
| 163,740 | | |
| 161,081 | |
Advances received from customers | |
19.b | |
| (241,469 | ) | |
| (238,113 | ) |
Contract
assets primarily relate to rights to consideration for work performed, but not billed at the reporting date. Contract liabilities relate
primarily to advance consideration received from customers for which revenue is recognized over time.
The
following is a detail of the movement of contract liabilities:
| |
As of | | |
As of | |
| |
March 31, | | |
March 31, | |
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Initial balance | |
| 365,730 | | |
| 241,456 | |
Advances received from customers | |
| 103,793 | | |
| 89,196 | |
Compensation of customer advances | |
| (91,066 | ) | |
| (92,539 | ) |
Final Balance | |
| 378,457 | | |
| 238,113 | |
Revenue
from contract liabilities recognized as of March 31, 2024, is S/92.5 million (S/91.1 million as of March 31, 2023).
For
the periods ended March 31, 2023 and 2024, this caption comprises the following:
| |
| |
Cost | | |
| | |
| |
| |
| |
of goods | | |
Administrative | | |
| |
In thousands of soles | |
Note | |
and services | | |
expenses | | |
Total | |
2023 | |
| |
| | |
| | |
| |
Salaries, wages and fringe benefits | |
| |
| 256,077 | | |
| 29,163 | | |
| 285,240 | |
Services provided by third-parties | |
| |
| 258,545 | | |
| 9,435 | | |
| 267,980 | |
Purchase of goods | |
| |
| 110,343 | | |
| - | | |
| 110,343 | |
Other management charges | |
| |
| 89,619 | | |
| 2,792 | | |
| 92,411 | |
Depreciation | |
15.a | |
| 14,677 | | |
| 3,259 | | |
| 17,936 | |
Amortization | |
15.b | |
| 34,296 | | |
| 990 | | |
| 35,286 | |
Impairment of accounts receivable | |
| |
| 385 | | |
| - | | |
| 385 | |
Taxes | |
| |
| 5,274 | | |
| 224 | | |
| 5,498 | |
| |
| |
| 769,216 | | |
| 45,863 | | |
| 815,079 | |
| |
| |
| | | |
| | | |
| | |
2024 | |
| |
| | | |
| | | |
| | |
Salaries, wages and fringe benefits | |
| |
| 189,363 | | |
| 30,137 | | |
| 219,500 | |
Services provided by third-parties | |
| |
| 312,493 | | |
| 11,823 | | |
| 324,316 | |
Purchase of goods | |
| |
| 220,604 | | |
| - | | |
| 220,604 | |
Other management charges | |
| |
| 97,511 | | |
| 2,996 | | |
| 100,507 | |
Depreciation | |
15.a | |
| 10,631 | | |
| 2,989 | | |
| 13,620 | |
Amortization | |
15.b | |
| 29,709 | | |
| 1,548 | | |
| 31,257 | |
Recovery Impairment of accounts receivable | |
| |
| 119 | | |
| - | | |
| 119 | |
Taxes | |
| |
| 8,856 | | |
| 280 | | |
| 9,136 | |
| |
| |
| 869,286 | | |
| 49,773 | | |
| 919,059 | |
AENZA
S.A.A. and Subsidiaries
Notes
to the Interim Condensed Consolidated Financial Statements
As
of December 31, 2023, and March 31, 2024
25. | Other
Income and Expenses, Net |
For
the periods ended March 31, 2023, and 2024, this item comprises:
In thousands of soles | |
2023 | | |
2024 | |
Other income: | |
| | |
| |
Insurance compensation | |
| 2,662 | | |
| 24 | |
Sale of assets and intangibles | |
| 1,043 | | |
| 716 | |
Recovery of provisions and impairments | |
| 1,343 | | |
| 346 | |
Penalty income | |
| 159 | | |
| 465 | |
Supplier debt forgiveness | |
| 145 | | |
| - | |
Others | |
| 1,138 | | |
| 1,222 | |
| |
| 6,490 | | |
| 2,773 | |
| |
| | | |
| | |
Other expenses: | |
| | | |
| | |
Administrative sanctions and legal processes | |
| 4,848 | | |
| 3,266 | |
Net cost of fixed assets disposal | |
| 623 | | |
| 229 | |
Disposal of property, plant and equipment | |
| 202 | | |
| 14 | |
Others | |
| 384 | | |
| 294 | |
| |
| 6,057 | | |
| 3,803 | |
Other income and expenses, net | |
| 433 | | |
| (1,030 | ) |
26. | Financial
Income and Expenses |
| A. | Financial
Income and Expenses |
For
the periods ended March 31, 2023 and 2024, this caption comprises the following:
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Financial income: | |
| | |
| |
Interest on short-term bank deposits | |
| 6,419 | | |
| 7,309 | |
Exchange difference gain, net (note 4.A.a.i) | |
| 11,296 | | |
| - | |
Others | |
| 317 | | |
| 240 | |
| |
| 18,032 | | |
| 7,549 | |
| |
| | | |
| | |
Financial expenses: | |
| | | |
| | |
Interest expense on: | |
| | | |
| | |
- Bank loans | |
| 21,371 | | |
| 23,266 | |
- Bonds | |
| 4,789 | | |
| 3,915 | |
- Loans from third parties | |
| 2,831 | | |
| 5,310 | |
- Financial lease right-of-use | |
| 1,308 | | |
| 911 | |
Commissions and collaterals | |
| 4,782 | | |
| 5,442 | |
Interests from Tax Administration | |
| 3,066 | | |
| 3,718 | |
Exchange difference loss, net (note 4.A.a.i) | |
| - | | |
| 15,483 | |
Other financial expenses | |
| 3,665 | | |
| 2,313 | |
| |
| 41,812 | | |
| 60,358 | |
| B. | Interest for present value of financial asset or liability |
For
the periods ended March 31, 2023, and 2024 comprises:
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Interest income for present value of financial asset or liability (a) | |
| 17,639 | | |
| 1,014 | |
Interest expenses for present value of financial asset or liability | |
| (3,833 | ) | |
| (3,319 | ) |
| |
| 13,806 | | |
| (2,305 | ) |
| a) | For
the three months ended March 31, 2024, the gain corresponds mainly to the adjustment of the present value of the account receivable from
Gasoducto Sur Peruano S.A. for S/14.6 million, due to the decrease in the discount rate from 5.86% to 5.14%. |
AENZA
S.A.A. and Subsidiaries
Notes
to the Interim Condensed Consolidated Financial Statements
As
of December 31, 2023, and March 31, 2024
A.
For the periods ended March 31, 2023 and 2024, the income tax expense shown in the consolidated statement of profit
comprises:
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Current income tax | |
| 36,012 | | |
| 35,275 | |
Deferred income tax | |
| (3,631 | ) | |
| (12,850 | ) |
Income tax expense | |
| 32,381 | | |
| 22,425 | |
B.
For the periods ended March 31, 2023 and 2024, the Corporation’s income tax differs from the notional amount that would result from
applying the Corporation’s weighted average corporate income tax rate to consolidated pretax income as follows:
In thousands of soles | |
2023 | | |
2024 | |
| |
| | |
| |
Profit before income tax | |
| 26,382 | | |
| 22,890 | |
Income tax by applying local applicable tax | |
| | | |
| | |
rates on profit generated in the respective countries | |
| 8,240 | | |
| 5,793 | |
Tax effect on: | |
| | | |
| | |
- Non-deductible expenses | |
| 2,110 | | |
| 10,748 | |
- Unrecognized deferred income tax asset | |
| 19,011 | | |
| 3,975 | |
- Equity method (profit) loss | |
| (255 | ) | |
| (238 | ) |
- Change in prior years estimations | |
| 3,275 | | |
| 2,147 | |
Income tax | |
| 32,381 | | |
| 22,425 | |
28. | Contingencies,
Commitments and Guarantees |
Under
Management’s opinion and of its legal advisors, provisions recognized mainly for civil lawsuits, labor disputes, tax claims, contentious
and administrative processes are sufficient to cover the results of these probable contingencies (note 20), and the balance of possible
contingencies is S/484.1 million (S/482.3 million as of December 31, 2023).
As
of March 31, 2024, the Corporation maintains guarantees and letters of credit in force in several financial entities guaranteeing operations
for US$549 million (US$538.3 million, as of December 31, 2023).
AENZA
S.A.A. and Subsidiaries
Notes
to the Interim Condensed Consolidated Financial Statements
As
of December 31, 2023, and March 31, 2024
29. | Non-Controlling
Interests |
The
following table summarizes information regarding each of the Corporation’s subsidiaries that have significant noncontrolling interests,
prior to any intragroup elimination. any intragroup elimination.
As
of March 31, 2023 | |
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 | |
In
thousands of soles | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Percentage
of non-controlling interest | |
| 0.46 | % | |
| 33.00 | % | |
| 25.00 | % | |
| 10.59 | % | |
| 5.00 | % | |
| 0.61 | % | |
| 53.45 | % | |
| | | |
| | | |
| | |
Current
assets | |
| 488,441 | | |
| 104,356 | | |
| 337,021 | | |
| 132,217 | | |
| 238,844 | | |
| 1,189,532 | | |
| 300 | | |
| | | |
| | | |
| | |
Non-current
assets | |
| 187,382 | | |
| 320,312 | | |
| 718,201 | | |
| 11,960 | | |
| 685,059 | | |
| 856,620 | | |
| 13,368 | | |
| | | |
| | | |
| | |
Current
liabilities | |
| (214,713 | ) | |
| (87,489 | ) | |
| (122,086 | ) | |
| (105,747 | ) | |
| (247,732 | ) | |
| (1,629,786 | ) | |
| (85 | ) | |
| | | |
| | | |
| | |
Non-current
liabilities | |
| (76,258 | ) | |
| (173,296 | ) | |
| (697,074 | ) | |
| (1,768 | ) | |
| (212,920 | ) | |
| (134,816 | ) | |
| (7,747 | ) | |
| | | |
| | | |
| | |
Net
assets | |
| 384,852 | | |
| 163,883 | | |
| 236,062 | | |
| 36,662 | | |
| 463,251 | | |
| 281,550 | | |
| 5,836 | | |
| | | |
| | | |
| | |
Net
assets atributable to non-controlling interest | |
| 107,435 | | |
| 54,081 | | |
| 59,016 | | |
| 33,424 | | |
| 3,879 | | |
| 1,912 | | |
| 3,120 | | |
| (123 | ) | |
| (1,713 | ) | |
| 261,031 | |
Revenues | |
| 17,775 | | |
| 238,043 | | |
| 388,811 | | |
| 224,216 | | |
| 633,792 | | |
| 2,454,982 | | |
| - | | |
| | | |
| | | |
| | |
Profit
of the period | |
| 312 | | |
| 44,119 | | |
| 69,250 | | |
| (10,038 | ) | |
| 63,890 | | |
| (137,455 | ) | |
| - | | |
| | | |
| | | |
| | |
Other
comprehensive income | |
| - | | |
| - | | |
| - | | |
| (30 | ) | |
| - | | |
| (660 | ) | |
| - | | |
| 1,184 | | |
| - | | |
| 494 | |
Total
comprehensive income for the period | |
| 312 | | |
| 44,119 | | |
| 69,250 | | |
| (10,068 | ) | |
| 63,890 | | |
| (138,115 | ) | |
| - | | |
| | | |
| | | |
| | |
Profit
(loss) of the period, allocated to non-controlling interest | |
| 1,396 | | |
| 2,905 | | |
| 4,946 | | |
| 536 | | |
| 1,972 | | |
| (378 | ) | |
| 4 | | |
| (138 | ) | |
| 146 | | |
| 11,389 | |
Other
comprehensive income, allocated to non-controlling interest | |
| - | | |
| - | | |
| - | | |
| (3 | ) | |
| - | | |
| (853 | ) | |
| - | | |
| - | | |
| - | | |
| (856 | ) |
AENZA
S.A.A. and Subsidiaries
Notes
to the Interim Condensed Consolidated Financial Statements
As
of December 31, 2023, and March 31, 2024
As
of March 31, 2024 | |
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 | |
In thousands
of soles | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Percentage
of non-controlling interest | |
| 0.46 | % | |
| 33.00 | % | |
| 25.00 | % | |
| 10.59 | % | |
| 5.00 | % | |
| 0.47 | % | |
| 53.45 | % | |
| | | |
| | | |
| | |
Current assets | |
| 405,623 | | |
| 108,940 | | |
| 307,597 | | |
| 120,907 | | |
| 275,965 | | |
| 1,300,773 | | |
| 298 | | |
| | | |
| | | |
| | |
Non-current assets | |
| 175,934 | | |
| 237,581 | | |
| 769,119 | | |
| 6,855 | | |
| 669,322 | | |
| 788,363 | | |
| 13,368 | | |
| | | |
| | | |
| | |
Current liabilities | |
| (129,768 | ) | |
| (64,906 | ) | |
| (142,163 | ) | |
| (97,712 | ) | |
| (272,468 | ) | |
| (1,410,465 | ) | |
| (52 | ) | |
| | | |
| | | |
| | |
Non-current
liabilities | |
| (71,776 | ) | |
| (124,278 | ) | |
| (696,788 | ) | |
| (167 | ) | |
| (197,053 | ) | |
| (132,312 | ) | |
| (7,741 | ) | |
| | | |
| | | |
| | |
Net
assets | |
| 380,013 | | |
| 157,337 | | |
| 237,765 | | |
| 29,883 | | |
| 475,766 | | |
| 546,359 | | |
| 5,873 | | |
| | | |
| | | |
| | |
Net assets
atributable to non-controlling interest | |
| 87,873 | | |
| 51,921 | | |
| 59,441 | | |
| 3,154 | | |
| 33,828 | | |
| 2,270 | | |
| 3,139 | | |
| (113 | ) | |
| (1,950 | ) | |
| 239,563 | |
Revenues | |
| 43,900 | | |
| 60,696 | | |
| 102,218 | | |
| 30,905 | | |
| 172,375 | | |
| 550,123 | | |
| - | | |
| | | |
| | | |
| | |
Profit of the period | |
| 6,965 | | |
| 13,245 | | |
| 20,860 | | |
| 1,242 | | |
| 18,974 | | |
| (41,123 | ) | |
| (2 | ) | |
| | | |
| | | |
| | |
Other comprehensive
income | |
| - | | |
| - | | |
| - | | |
| 6,489 | | |
| - | | |
| (25 | ) | |
| - | | |
| (1,880 | ) | |
| - | | |
| 4,584 | |
Total
comprehensive income for the period | |
| 6,965 | | |
| 13,245 | | |
| 20,860 | | |
| 7,731 | | |
| 18,974 | | |
| (41,148 | ) | |
| (2 | ) | |
| | | |
| | | |
| | |
Profit (loss) of the period, allocated
to non-controlling interest | |
| 4,766 | | |
| 4,371 | | |
| 5,215 | | |
| 132 | | |
| 1,910 | | |
| (393 | ) | |
| (1 | ) | |
| (37 | ) | |
| 42 | | |
| 16,005 | |
Other comprehensive income, allocated
to non-controlling interest | |
| - | | |
| - | | |
| - | | |
| (3 | ) | |
| - | | |
| 42 | | |
| - | | |
| - | | |
| - | | |
| 39 | |
AENZA
S.A.A. and Subsidiaries
Notes
to the Interim Condensed Consolidated Financial Statements
As
of December 31, 2023, and March 31, 2024
In
compliance with certain covenants applicable as of to this date produced by agreements subscribed by the Corporation, the Company will
not pay, except for transactions with non-controlling interests. Certain of our debt or other contractual obligations may restrict our
ability to pay dividends in the future.
Additionally,
the Collaboration and Benefits Agreement does not allow the distribution of dividends until 40% of the total amount of the committed
civil penalty described in note 1.C has been paid.
For
the period ended March 31, 2024, the Corporation’s subsidiaries have paid dividends to its non-controlling interests of S/2.6 million
(as of March 31, 2023, the subsidiaries paid S/24.8 million to its non-controlled interests).
The
basic (loss) gain per common share has been calculated by dividing the loss of the period attributable to the Corporate’s common
shareholders by the weighted average of the number of common shares outstanding during that period.
For
the periods ended March 31, 2023 and 2024, the basic loss per common share is as follows:
In thousands of soles | |
| |
2023 | | |
2024 | |
Loss attributable to owners of the Company during
the period | |
| |
| (17,388 | ) | |
| (15,540 | ) |
Weighted average number of shares in issue
at S/1.00 each, at March 31, | |
| |
| 1,196,979,979 | | |
| 1,371,964,891 | |
Basic loss per share (in S/) | |
(*) | |
| (0.015 | ) | |
| (0.011 | ) |
Weighted average number of shares
(diluted) in issue at S/1.00 each, at March 31, | |
| |
| 1,196,979,979 | | |
| 1,371,964,891 | |
Diluted loss per share (in S/) | |
(*) | |
| (0.015 | ) | |
| (0.011 | ) |
| (*) | The
Corporation does not have common shares with dilutive effects as of March 31, 2023 and 2024. |
32. | Events
after the date of the interim condensed financial statement |
Between April 1, 2024 and the date of issuance of this report, the
following significant event has occurred:
Issuance of International Bonds
On
April 17, 2024, the Company launched an offering of new bonds in the international markets in reliance of Rule 144A and Regulation S
under the Securities Act. On May 10, 2024, the new bonds were priced for a principal amount of US$210 million and a coupon of 12.000%.
The new bonds were issued on May 14, 2024. The Company expects to use the proceeds of this offering to pay outstanding debt and other
corporate purposes.
In
addition to these events, no additional material facts or events have occurred that would require adjustments or disclosures in the consolidated
financial statements as of March 31, 2024.
Consolidated Results Report 1Q2024 May 15, 2024
Consolidated Results Report - Third Quarter of 2014 Consolidated Results Report - 1Q2024 This management discussion and analysis (MD&A) should be used in combination with the fi - nancial statements for the fourth quarter 2023 (4Q 2023). The aforementioned financial statements can be downloaded from our website: https://investorrelations.aenza.com.pe/reportes/estados - financieros/consolidados Financial results include adjustments to the revenue and cost recognition methodology in the subsidiaries of the Engineering & Construction business unit . As of December 31 , 2023 , the Com - pany recognized service revenue from construction contracts on a percentage - of - completion ba - sis in accordance with the product method ; however, given the current terms of customer con - tracts awarded beginning in 2024 , management believes that the method that best reflects and measures the transfer of control of goods and services to its customers and full satisfaction of the performance obligation is the recourse method . Therefore, beginning in 2024 , the Company applies the recourse method to measure the progress of all of its contractual performance obli - gations being satisfied over time . Page 2
Consolidated Results Report - Third Quarter of 2014 1. Page 3 Full and timely compliance with our legal and civil commitments to the Peruvian prosecutor (Fiscalía) and the Peruvian General Attorney (Procuraduría), including payment of civil reparations and/or fines according to the schedule agreed with these two institutions; 2. Enhances our compliance best practices, such as the continued strengthening of a strong compliance structure, policies, procedures and training in line with the U . S . Foreign Corrupt Practices Act, other applicable anti - corruption rules and regulations, and Anti - Money Laundering standards, supported by the redesign and implementation of new committee structures . 3. Strengthening the company’s corporate governance structure with best practices, including changes to the organization of our Board of Direc - tors, which now consist of four committees, that will allow for a comprehensive corporate oversight and demonstrate the company’s commit - ment to the highest corporate governance standards ; 4. Execution of our proposed corporate reorganization, which involves the creation of two holding companies, one of which will be a regional infra - structure development platform . At the same time, we will continue to seek opportunities to complement our portfolio and strengthen our mar - ket position, with the goal of becoming a leading concession management company in the region ; and 5. Continue ongoing discussions with the Peruvian government on new projects associated with Line 1 and Norvial. Consolidated Results Report - 1Q2024 Strategy Our strategy is to strengthen our business units, with the goal of becoming one of the leading Latin American infrastructure development platforms . Considering the high entry barriers that the infrastructure business entails, the company’s plan is to build on top of the leadership as an infrastructure company in Peru, expanding its business to nearby countries like Chile, Colombia, and Brazil, through new concessions and PPPs from third parties . We intend to participate in new tenders and acquisitions in Peru and other countries in the region, including Chile, Colombia and Brazil, with the goal of creating one of the largest regional platform for the development of infrastructure projects . In addition, as part of our strategy for the next years, we will also enhance our other business units. In our Energy business we will continue to deliver refined hydrocarbons from the terminals that we operate, and we will seek to advance production from Blocks III and IV and our Gas Plant in Talara. Our Real Estate business will seek to grow in the affordable housing sector. Finally, our Engineering and Construction business will work to consolidate its position in Chile and Colombia and continue to strengthen its focus in Peru, while we explore options for a strategic partnership. Our strategy for the next years is to focus on the following initiatives:
Consolidated Results Report - Third Quarter of 2014 Consolidated Results Report - 1Q2024 Relevant Information On March 27, 2024, the Annual Shareholders' Meeting of AENZA S.A.A. approved the following agenda items: i) Approval of the Annual Report, the Annual Corporate Governance Report, the Sustainability Report, and the Audited Separate and Consoli - dated FFSS for Fiscal Year 2023. ii) Application of Results for Fiscal Year 2023. iii) Increase of the maximum amount of the Corporate Bond up to US$420,000,000. iv) Delegation of powers to formalize agreements. On April 17, 2024, we received the rating report issued by Moody's Investors Service, Inc. (B1 positive outlook) and the press release issued by Fitch Ratings Ltd (BB - stable outlook) regarding the rating issued by such firm, with respect to a potential future issuance of corporate bonds. On April 26 , 2024 , Costa del Sol S . A . and Consorcio Inti Punku - formed by Sacyr Construcción S . A . , Sucursal del Perú and Sacyr Construcción Perú S . A . C . and Cumbra Perú S . A . - signed the “Contract for the construction of two Costa del Sol hotels at Jorge Chavez International Airport” . The purpose of the contract is the construction of the hotel real estate project of Costa del Sol S . A . within the Jorge Chavez International Airport, as a complement to the New Terminal, which in its entirety will occupy a land area of 4 , 967 m 2 for the development of an Upper Upscale Hotel with 5 - star category, and a Limited Services Hotel with 3 - star category . The amount of the contract in a first stage, for the Upper Upscale Hotel, amounts to US $ 24 , 189 , 020 . 00 (without VAT) and the execution term is 13 . 5 months referentially ; and, the amount and term for the second stage for the Limited Services Hotel will be agreed once the first stage is concluded . On May 13 , 2024 , we filed a Form 20 - F with the SEC, which contains the company's annual report for the year 2023 . On May 14 , 2024 , a private issuance of corporate bonds was made in the international market under Rule 144 A and Regulation Sof the U . S . Secu - rities Act of 1933 , as amended . The proceeds from the issuance of the Notes will be used to repay financial obligations, pay transaction costs, finance the Company's organic and inorganic growth and for other specific corporate uses . The Notes have the following terms and conditions: Name: US$210,000,000 12.000% Senior Notes due 2029 Amount of the issue: US$210,000,000,000 Date of issuance (settlement): May 14, 2024 Maturity date: May 14, 2029 Issue price: 90.002% of issue amount Interest rate: 12.000% per annum Issue regime: private placement under Rule 144A and Regulation S of the U.S. Securities Act of 1933, as amended. Listing: the Company will apply for registration of the Notes with the Singapore Exchange Securities Trading Limited (“SGX - ST”). Page 4
Consolidated Results Report - Third Quarter of 2014 Consolidated Results Report - 1Q2024 Executive Summary As of 1 Q 2024 , our projects are developing in a normalized manner . The Energy is developing the 2 nd drilling campaign of Block III and the 7 th drill - ing campaign of Block IV . Also, with the objective of becoming a leading infrastructure management platform in the region, the following key mile - stone was approved at the Annual Shareholders' Meeting : Corporate Reorganization : The Reorganization will consolidate the company's businesses according to their nature, capabilities and risks . Two hold - ing companies will be established within the corporation : UNNA, which will consolidate infrastructure concessions and energy operations ; and CUM - BRA, which will group engineering and construction subsidiaries . These entities, together with the current real estate development company, VIVA, will complete the company's portfolio, clearly defining its direction and strength in the market . Page 5 (i) In June 2018, AENZA transferred economic rights over 48.8% of the share capital of Red Vial 5 S.A.A. The company continues to possess voting rights over Red Vial 5 S.A.A. (ii) 43.3% of the equity in Viva owned by our subsidiary Cumbra was transferred to AENZA S.A.A. in 4Q2022. (iii) 100% of Cumbra Ingenieria shares of AENZA have been assigned to a trust formed in benefit of the Peruvian state to secure the company ’s contingent obligation to pay compensation in compliance with Law 30737. Note : The Consolidated Results Report presents the accumulated figures as of 1Q2023 and 1Q2024. References made to “1Q2023”, “1Q2024” and “First Quarter” are made to the period of three months from January 01 to March 31 of the corresponding year. % AENZA Term Type of Service Adj. EBITDA Margin % Revenues from AENZA (Consolidated) Subsidiaries 67% (i) 2003 - 2028 Concessionaire of Red Vial 5 Highway 58.4% 5.6% Norvial Infrastructure 100.00% 2007 - 2032 Concessionaire of Nazca - Cuzco Highway 4.6% 2.7% Survial 100.00% 2006 - 2025 Concessionaire of the Bs As - Canchaque Highway 27.0% 0.4% Canchaque 100.00% - Company that operates Peruvian roads and highways, including three private concessions and the Line 1 of the Lima Metro. 5.3% 7.0% UNNA Transporte 75.00% 2011 - 2041 Line 1 of the Lima Metro: Concessionaire of Line 1 48.8% 9.5% Línea 1 50.00% 2010 - 2037 La Chira: Concessionaire for the construction, operation and maintenance of a waste water treatment plant in Lima 46.6% 0.1% La Chira 95% (consolidated) 33.0% 16.0% UNNA Energía Energy 100.00% 2015 - 2045 Block III 29.9% 10.5% Upstream Services 2015 - 2045 Block IV 1993 - 2023 Block V Gas Processing Plant owned by UNNA Energia since 2006 35.3% 2.2% Natural Gas Plant 50.00% 2014 - 2034 Operation of five fuel terminals in Peru North and Central Fuel Terminals 43.8% 2.2% Storage and Distribution 99.54% (ii) - Real estate development company 28.9% 4.1% Viva Real Estate 99.39% - Construction company, founded in 1933, comprised of three divisions: electromechanic construction, civil construction and building construction. - 1.0% 28.8% Cumbra Perú Engineering & Construction 99.16% - E&C company formed by the merger of two Chilean companies: Vial y Vives acquired in 2012 and DSD Construcciones y Montajes acquired in 2013. - 4.9% 5.2% Vial y Vives 100.00% - Colombian company acquired in 2014, specialized in electromechanical assemblies, civil works, and services for the oil and gas industry and energy industry. - 9.1% 17.1% Morelco 89.41% (iii) - Engineering consulting firm, founded in 1984, comprised of two different divisions: Supervision and Engineering & Geomatics. 9.6% 2.9% Cumbra Ingeniería
Consolidated Results Report - Third Quarter of 2014 QUARTERLY REVENUES (S/ MM) REVENUES BY SEGMENT as of 1Q2024 ADJUSTED EBITDA BY SEGMENT as of 1Q2024 GROSS PROFIT BY SEGMENT as of 1Q2024 QUARTERLY ADJUSTED EBITDA (S/ MM) Consolidated Results Report - 1Q2024 1Q2024 Financial Highlights x The Group achieved Revenues of S/ 997 MM during 1Q2024, 17.3% higher than the result obtained in 1Q2023 x Gross Profit amounted to S/ 128 MM in 1Q2024, a 58.2% increase compared to 1Q2023 x Consolidated Adjusted EBITDA was S/ 143 MM in 1Q2024, 31.0% higher than the result obtained 1Q2023 x A Net Loss of S/ 16 MM was registered in 1Q2024, 10.6% lower than the loss obtained in 1Q2023 x Backlog amounted to US$ 1,060 MM as of 1Q2024 and the recurrent businesses amounted to US$ 887 MM, reaching a total of US$ 1,948 MM Back - log plus recurrent businesses, equivalent to 1.62x the annual revenues 850 1,037 1,215 1,199 997 1Q 23 2Q 23 3Q 23 4Q 23 1Q 24 109 156 318 235 143 1Q 23 2Q 23 3Q 23 4Q 23 1Q 24 54% 25% 16% 4% 50% 60% 0% 10% 20% 30% Engineering & Construction Energy 40% Infrastructure Real Estate 55% 30% 11% 3% 0% 10% 20% Engineering & Construction 30% 40% Infrastructure 50% Energy 60% Real Estate - 14% 65% 40% 9% - 20% 0% Engineering & Construction 20% 40% Infrastructure 60% Energy 80% Real Estate Page 6
Consolidated Results Report - Third Quarter of 2014 Consolidated Results Report - 1Q2024 Consolidated Results Revenues Revenues at the end of 1 Q 2024 reached S/ . 997 . 3 MM, 17 . 3 % higher than the figure reported at the end of 1 Q 2023 . In the Engineering and Construction area, the increase in revenues was due to the higher production volume in the projects under execution, mainly in Cumbra Peru for the project with LAP for the construction of the new Jorge Chavez airport terminal and in Morelco for the Santa Monica project with Ecopetrol in Colombia . Likewise, in the Infrastructure area, the increase is main - ly explained by higher revenues in Survial and UNNA Transporte due to higher execution of works related to the El Niño Phenomenon and higher traffic in Norvial . In Real Estate, higher revenues are explained by higher units delivered of social housing and industrial lots during 1 Q 2024 and in Energy by higher revenues in the Gas Plant related to the maquila service with Petroperu . Gross Profit Consolidated Gross Profit increased 58. 2% in 1Q2024, mainly due to better margins related to: (i) in the Real Estate business to the sale of industrial lots and higher social housing deliveries in Comas, (ii) in Infrastructure to higher traffic in Norvial and lower operating costs in UNNA Transporte vs. 1 Q 2023 related to Line 1 and Survial, iii) in I&C due to higher profits recorded in Cumbra Peru in the project with LAP for the construction of the new Jorge Chavez Airport Terminal, in the San Gabriel project and in the EPC project of the Talara Refinery, and iv) in Energy due to better results in the Gas Plant related to the maquila service and to the Terminals business due to higher storage . Operational Income Administrative Expenses increased by 8.5% in 1Q2024, reaching 5.0% of revenues compared to 5.4% of revenues in 1Q2023. Other Operating Income and Expenses in 1Q2024 mainly records the adjustment of the provision for the INDECOPI fine of S/ 2.2 MM for the update of the tax unit in Cumbra Peru. As a result, Operating Income increased in 1Q2024 compared to 1Q2023, with a margin of 7.7% in 1Q2024 vs. 4.2% in 1Q2023. Financial Expenses In 2023, net Financial Expenses increased by 86.3% vs. 1Q2023, mainly due to higher interest on the bridge loan in Holding due to the increase in the interest rate and interest related to the civil repara - tion included since December 2023. The Exchange Difference is mainly explained by the dollar position of assets and liabilities and the depreciation of the currency. Net income Consolidated Net Income in 1Q2024 was S/. 15.5 MM. The net margin went from - 2.0% in 1Q2023 to 1.6% in 1Q2024. EBITDA Adjusted EBITDA in 1Q2024 increased by 31.0% compared to 1Q2023 from S/. 109.1 MM to S/. 143.0 MM. Further details on the variations in figures are described in each of the business areas shown next. CAPEX As of 1Q2024 and 1Q2023, the CAPEX related to the Energy Business corresponds mainly to the drilling of wells in Blocks III and IV. Investments related to Line 1 for infrastructure and rolling stock spare parts are included as financial assets related to concession agreements in the cash flow from operating activities. Var % 1Q2024 1Q2023 Income Statement (Thousands of S/) 850,138 997,285 17.3% Revenues 80,922 127,999 58.2% GROSS PROFIT (45,863) (49,773) 8.5% Administrative expenses 433 (1,030) 337.9% Other income and expenses, net 35,492 77,196 117.5% OPERATIONAL INCOME (21,270) (39,631) 86.3% Financial (expense) income, net 864 808 - 6.5% Participation in Associates 11,296 (15,483) 237.1% Exchange rate difference 26,382 22,890 - 13.2% PROFIT BEFORE INCOME TAX (32,381) (22,425) - 30.7% Income tax (11,389) (16,005) - 40.5% Non - controlling interest (17,388) (15,540) 10.6% NET INCOME 89,579 122,881 37.2% EBITDA 109,116 142,978 31.0% Adjusted EBITDA 1Q2024 1Q2023 Financial Ratios 12.8% 9.5% Gross Margin 7.7% 4.2% Operating Margin - 1.6% - 2.0% Net Margin 14.3% 12.8% EBITDA Margin 1,625,922 1,788,757 Financial Liabilities 1Q2023 1Q2024 Balance Sheet (Thousands S/) 2,724,697 2,714,308 Current Assets 3,097,476 3,250,853 Non Current Assets 5,822,173 5,965,161 Total Assets 2,480,581 2,691,465 Current Liabilities 1,850,646 1,967,199 Non Current Liabilities 4,331,227 4,658,664 Total Liabilities 1,251,382 1,045,466 Equity 239,563 261,031 Minority Interests 1,490,945 1,306,497 Total Equity 5,822,173 5,965,161 Total Liabilities and Equity Var % 1Q2024 1Q2023 CAPEX (Thousands of US$) 102.5% 511 252 Infrastructure - 76.1% 3,599 15,036 Energy - 50.0% 32 65 Real Estate 47.9% 797 539 Engineering & Construction - - - Holding - 68.9% 4,939 15,892 Consolidated Page 7
Consolidated Results Report - Third Quarter of 2014 Consolidated Results Report - 1Q2024 Consolidated Results Backlog Consolidated Backlog (US $ 1 , 060 MM) plus the Recurrent Businesses (US $ 887 MM) amounted to a total backlog of US $ 1 , 948 MM as of 1 Q 2024 , which repre - sents a ratio of Backlog + Recurrent Businesses / Revenues of 1 . 62 years . From the total Backlog registered at the end of 1Q2024, US$ 575.6 MM will be executed during 2024, US$ 317.5 MM during 2025, and US$ 167.3 MM during 2026 onwards. From the recurrent businesses, US$ 221.7 MM in 2024, US$ 303.8 MM during 2025, and US$ 361.6 MM in 2026. The recurrent businesses are the Oil and Gas segment and the concession of the toll road Ancon - Huacho - Pativilca (Norvial). For further details on the backlog, please go to the appendix page. Consolidated Backlog (US$ MM) Backlog by Type of Client 1Q2023 vs 1Q2024 Backlog by Business Segment 1Q2023 vs 1Q2024 Backlog by Sector 1Q2023 vs 1Q2024 Backlog by Geography 1Q2023 vs 1Q2024 1,400 1,290 1,116 1,152 1,060 927 890 887 2.04 905 1.95 1.73 921 1.76 1.62 0.00 0.50 1.00 1.50 2.00 2.50 0 500 1,000 1,500 2,000 2,500 1Q23 2Q23 3Q23 4Q23 1Q24 Backlog Recurrent Businesses Backlog + Recurrent Businesses/ Revenues Ratio 2,217 2,036 2,042 2,042 2,305 Engineering & Construction 29% Real Estate 2% Infrastructure 37% Energy 32% Mining Projects 7% Oil and Gas 41% Water and Sewage 0.2% Real Estate 7% Transport 43% Others 1.4% Private 30% Public 7% Concessions 63% Peru 92% Chile 2% Colombia 6% Engineering & Construction 37% Infrastructure 31% Real Estate 2% Energy 29% Mining Projects, 11% Oil and Gas, 42% Water and Sewage, 0.1% Real Estate, 3% Transport, 44% Others, 0.1% Private 35% Public 12% Concessions 54% Peru 84% Page 8 Chile 4% Colombia 11%
Consolidated Results Report - Third Quarter of 2014 Page 9 Consolidated Results Report - 1Q2024 Composition of Indebtedness Consolidated Financial Liabilities at the end of 1 Q 2024 amounted to US $ 437 . 0 MM (S/ . 1 , 625 . 9 MM) . Debt at the end of 1 Q 2024 decreased 1 . 4 % compared to the end of 2023 , mainly due to the amortization of the Norvial bond according to the payment schedule . Of the total Financial Debt, US $ 34 . 8 MM correspond to working capital, associated to the clients’ accounts receivables and leasing's for the acquisition of machinery and equipment . The amount of US $ 244 . 7 MM corresponds to Infrastructure Project Finance, which is debt without recourse, with guarantees and cash flows from the project itself . US $ 7 . 6 million correspond to the debt derived from the performance bond granted to secure Concesionaria Chavimochic's obligations under the concession contract, which was executed by the Peruvian State by virtue of the arbitration ruling issued in October 2022 , which declared the caducity of the concession . Likewise, US $ 102 . 5 MM correspond to the bridge loan disbursed in April 2022 . The proceeds of this loan were used, among other corporate purposes, to execute the amortization of Cumbra's financial obligations and the final payment of the class action . On the other hand, US $ 36 . 9 MM correspond to the accounting record according to IFRS of the sale of 48 . 8 % of the shares of Norvial, which includes the transfer of political rights to AENZA, with an option to repurchase the shares . Additionally, US $ 10 . 4 MM correspond to leasings under IFRS 16 . Maturity of Financial Liabilities (US$ Thousands) Debt by Currency Debt by Business Unit Surety Bonds by Type Surety Bonds by Business Unit Surety Bonds: Consolidated surety bonds at the end of 1Q2024 amount to US$ 548.9 MM (S/. 2,042.6 MM). Engineering & Construction 79% Infraestructure 12% Real Estate 1% Energy 8% Engineering & Construction 2% Infraestructure 50% Energy 7% Norvial dividend monetization 9% Real Estate 5% Holding 27% Soles, 50.4% US Dollars, 48.4% Chilean peso, 0.1% Colombian peso, 1.1% Financial Liabilities (US$ Thousands) 1Q2024 4Q2023 3Q2023 2Q2023 1Q2023 34,790 31,215 33,314 36,515 35,849 Working Capital + Leasing 244,722 248,985 247,206 256,862 253,584 Project Finance 7,614 7,980 7,985 7,970 6,938 Corporate Debt 287,126 288,179 288,504 301,347 296,371 Total banking debt 102,478 102,324 123,963 122,979 122,127 Bridge Loan 389,604 390,503 412,467 424,325 418,498 Total financial debt 36,949 37,871 40,901 42,509 42,143 Accounting record (IFRIC) for the sale of economic rights of Norvial 10,404 14,834 16,823 16,754 14,461 Leasings (IFRS 16) 436,958 443,208 470,191 483,589 475,101 Total 161,342 61,335 114,580 99,701 Less than 1 year Between 1 and 2 years Between 2 and 5 years More than 5 years Performance Bond 51% Advance Payment 27% Finished Works - Performance Bond 18% Others 4%
Consolidated Results Report - Third Quarter of 2014 Var % 1Q2024 1Q2023 Income Statement (Thousands of S/) 236,759 272,656 15.2% Revenues 48,494 67,417 39.0% GROSS PROFIT (8,193) (10,085) 23.1% Administrative expenses 548 321 - 41.4% Other income and expenses, net 40,849 57,653 41.1% OPERATIONAL INCOME (5,238) (3,423) - 34.7% Financial (expense) income, net - - 0.0% Participation in Associates (870) (1,267) 45.6% Exchange rate difference 34,741 52,963 52.5% PROFIT BEFORE INCOME TAX (10,204) (16,328) 60.0% Income tax (7,705) (9,544) - 23.9% Non - controlling interest 16,832 27,091 60.9% NET INCOME 56,471 73,217 29.7% EBITDA 74,848 92,551 23.7% Adjusted EBITDA 1Q2024 1Q2023 Financial Ratios Page 10 24.7% 20.5% Gross Margin 21.1% 17.3% Operating Margin 9.9% 7.1% Net Margin 33.9% 31.6% EBITDA Margin Consolidated Results Report - 1Q2024 Infrastructure Revenues Infrastructure revenues in 1 Q 2024 increased 15 . 2 % vs . 1 Q 2023 , mainly due to higher reve - nues from Survial and UNNA Transporte due to higher execution of works related to the El Niño Phenomenon (S/ . 19 . 3 MM and S/ 18 . 4 MM respectively) and from Norvial due to higher traffic . As of 1 Q 2024 , 37 % of the Infrastructure business' revenues correspond to Line 1 , 28 % to UNNA Transporte, and 22 % to Norvial . Norvial Norvial's Revenues increased 16.6% from S/. 52.0 MM in 1Q2024 to S/. 60.7 MM in 1Q2024. The increase in revenues in 1Q2024 was mainly due to higher traffic compared to 1Q2023 and higher execution of complementary works. Revenues from lightweight vehicles increased 16 . 2 % in 1 Q 2024 from S/ . 14 . 4 MM in 1 Q 2023 to S/ . 16 . 7 MM in 1 Q 2024 , with an increase of 11 . 5 % of vehicles transiting the road . Additio - nally, revenues from heavyweight traffic increased 7 . 4 % from S/ . 36 . 0 MM in 1 Q 2023 to S/ . 38 . 6 MM in 1 Q 2024 , with an increase of 4 . 5 % of vehicles transiting the road . Traffic during 1 Q 23 was affected by rains in the north of the country and road blockades in line with social protests . Line 1 of the Lima Metro Line 1 Revenues remained stable in 1Q2024 compared to 1Q2023. Revenues increased due to the increase in additional kilometers, offset by higher capital amortization applied to the Financial Liabilities 844,837 811,725 long - term account receivable that is considered in the sale by accounting standards and by the indexation of the tariff due to lower WPI (price index) . The Gross Profit from the Infrastructure area increased 39 . 0 % from S/ . 48 . 5 MM in 1 Q 2023 to S/ . 67 . 4 MM in 1 Q 2024 , reporting a gross margin of 24 . 7 % as of 1 Q 2024 . During 1 Q 2023 , the lower margin is mainly explained by higher operating costs in Line 1 related to higher maintenance and higher operating costs in UNNA Transporte mainly related to Line 1 and Survial services . Likewise, during 1 Q 2024 Norvial recorded better margins related to higher traffic . Administrative Expenses increased 23 . 1 % in 1 Q 2024 compared to 1 Q 2023 , reaching 3 . 7 % of sales compared to 3 . 5 % at the end of 1 Q 2023 . The increase was mainly due to Norvial and studies associated with the development of new businesses . Net Financial Expenses decreased 34 . 7 % in 1 Q 2024 compared to 1 Q 2023 from S/ . 5 . 2 MM to S/ . 3 . 4 MM . The decrease was mainly due to the increase of financial income in Line 1 and the reduction of financial expenses in Norvial . Net Income reached S/ . 27 . 1 MM in 1 Q 2024 , reporting an increase of 60 . 9 % compared to 1 Q 2023 . This is explained by the results described above, registering a net margin of 9 . 9 % , higher than the 7 . 1 % margin of 1 Q 2023 . Adjusted EBITDA was S/ . 92 . 6 MM in 1 Q 2024 , with an EBITDA margin of 33 . 9 % . Of the total EBITDA of the Infrastructure area, 54 % corresponds to Line 1 of the Lima Metro and 38 % to Norvial . 1Q 2024 Norvial ( M S/) 1Q 2023 60,696 52,033 Revenues 55,359 50,363 Revenues from operation 16,711 14,385 - Lightweight vehicles 38,648 35,978 - Heavyweight vehicles 5,337 1,670 Construction Revenues 35,463 31,303 EBITDA 34,529 31,120 EBITDA from operation 934 183 EBITDA from construction 1,991,822 1,786,845 Lightweight traffic (units) 1,145,638 1,096,483 Heavyweight traffic (units) 1Q 2024 Line 1 (M S/) 1Q 2023 102,218 102,108 Revenues 102,218 102,108 Revenues from operation 66,753 67,462 PKT2 36,984 37,376 PKT3 2,133 - PKTA - - Construction Revenues 49,925 47,266 EBITDA 49,925 47,266 EBITDA from operation - - EBITDA from construction 1,256,457 1,202,945 Total km travelled 44 44 Trains (units)
Consolidated Results Report - Third Quarter of 2014 Consolidated Results Report - 1Q2024 Infrastructure Backlog. The Infrastructure Area reported a Backlog of US$ 537.2 MM in 1Q2024, and a total of US$ 246.7 MM of recurrent businesses in Norvial. The total Backlog will be executed as follows : US $ 146 . 6 MM in 2024 , US $ 175 . 4 MM in 2025 , and US $ 215 . 3 MM in 2026 onwards . In Norvial, US $ 53 . 9 MM will be execut - ed in 2024 , US $ 83 . 1 MM in 2025 , and US $ 109 . 8 MM in 2026 onwards . Backlog (Million of US$) as of 1Q2024 Revenues (Million of S/) EBITDA (Million of S/) Net Income (Million of S/) 1Q2023 1Q2024 1Q2023 1Q2024 1Q2023 1Q2024 52 69 102 12 Norvial UNNA Transporte Línea 1 Survial/Canchaque 31 - 5 47 1 Norvial UNNA Transporte Línea 1 Survial/Canchaque 6 - 4 15 0 Norvial UNNA Transporte Línea 1 Survial/Canchaque 61 75 102 33 Norvial UNNA Transporte Línea 1 Survial/Canchaque 35 4 50 3 Norvial UNNA Transporte Línea 1 Survial/Canchaque 9 1 16 1 Norvial UNNA Transporte Línea 1 Survial/Canchaque 247 246 232 237 222 537 536 535 561 548 - 200 400 600 800 1,000 1Q2023 2Q2023 3Q2023 4Q2023 1Q2024 Backlog Norvial Page 11
Consolidated Results Report - Third Quarter of 2014 Page 12 Revenues (Million of S/.) 1Q2023 vs 1Q2024 EBITDA (Million of S/.) 1Q2023 vs 1Q2024 Net Income (Million of S/.) 1Q2023 vs 1Q2024 Backlog The Backlog of the Energy Area as of 1Q2024 was US$ 675.0 MM. The total Backlog will be executed as follows: US$ 176.8 MM in 2024, US$ 231.8 MM in 2025, and US$ 266.5 MM in 2026 onwards. Backlog (Million of US$) as of 1Q2024 Consolidated Results Report - 1Q2024 Energy Energy Business Revenues increased by 4 . 5 % from S/ . 164 . 9 MM in 1 Q 2023 to S/ . 172 . 4 MM in 1 Q 2024 , mainly due to higher oil prices in the Upstream business and higher revenues in the Gas Plant related to the maquila service provided to Petroperu . As of 1 Q 2024 , 65 % of sales correspond to the Upstream Services business, 14 % to the Gas Plant, 14 % to the Storage & Distribution Business, and 7 % to the operation of the Pisco Camisea fuel terminal in association with Oil Tanking . Upstream Services Revenues in 1 Q 2024 were 1 . 6 % higher than those reported in 1 Q 2023 . The average oil price increased from US $ 79 . 30 /bbl in 1 Q 2023 to US $ 82 . 19 /bbl in 1 Q 2024 , with average BPD production of 3 , 900 BPD in 1 Q 2023 and 3 , 818 BPD in 1 Q 2024 . Production in 1 Q 2023 was impacted by the rains in the north of the country . Revenues associated with the Gas Plant increased 17 . 9 % in 1 Q 2024 compared to 1 Q 2023 , mainly due to the maquila service provided to Petroperu . This was partially offset by lower gas processing in 1 Q 2024 , from 30 . 39 MMPCD in 1 Q 2023 to 25 . 64 MMPCD in 1 Q 2024 . Likewise, the LPG price in 1 Q 2024 was US $ 56 . 93 /bbl . Revenues related to the Storage and Distribution business decreased 1 . 4 % in 1 Q 2024 compa - red to 1 Q 2023 due to lower storage volumes, partially offset by higher dispatch volumes . The Gross Profit of the Energy area increased from S/ . 29 . 7 MM in 1 Q 2023 to S/ . 37 . 1 MM in 1 Q 2024 , reporting a gross margin of 21 . 5 % in 1 Q 2024 . The increase is mainly explained by better results at the Gas Plant related to the maquila service provided to Petroperu and to the Storage & Distribution business due to a 17 . 8 % growth in storage, going from storing 6 , 545 MBLS in 1 Q 2023 to 7 , 712 MBLS in 1 Q 2024 . Administrative Expenses were 8 . 7 % lower in 1 Q 2024 compared to 1 Q 2023 , reaching 2 . 3 % of sales compared to 2 . 7 % at the end of 1 Q 2023 . This was due to lower personnel costs . Financial Expenses increased by 10 . 7 % related to the US $ 15 MM loan from Holding for the investment in the Upstream business . The Exchange Difference Income is mainly explained by the dollar position of assets and liabilities . Net Income reached S/ . 17 . 1 MM in 1 Q 2024 , reporting an increase of 26 . 7 % compared to 1 Q 2023 . This is explained by the results described above, registering a net margin of 9 . 9 % , lower than the 8 . 2 % margin of 1 Q 2023 . EBITDA was S/ . 56 . 8 MM in 1 Q 2024 , with an EBITDA margin of 33 . 0 % . 1Q 2024 1Q 2023 Energy Business (M S/) 172,375 164,876 Revenues 56,830 55,845 EBITDA Upstream Services 112,592 110,782 Revenues 33,616 32,315 EBITDA 3,818 3,900 Oil production (Bpd average) 5.56 4.25 Gas production (MCFPD average ) 82.19 79.30 Oil price (average US$) Natural Gas Plant 23,750 20,143 Revenues 8,385 8,984 EBITDA 25.64 30.39 MMCFPD (average) 56.93 56.24 LPG price (average US$) 85.20 83.64 CNG price (average US$) Terminales (Storage and Distribution) 23,831 24,169 Revenues 14,377 10,151 Distribution Revenues 9,455 14,018 Storage Revenues 10,441 8,531 EBITDA Var % 1Q2024 1Q2023 Income Statement (Thousands of S/) 164,876 172,375 4.5% Revenues 29,706 37,050 24.7% GROSS PROFIT (4,412) (4,029) - 8.7% Administrative expenses 168 214 27.4% Other income and expenses, net 25,462 33,235 30.5% OPERATIONAL INCOME (5,140) (5,689) 10.7% Financial (expense) income, net 867 809 - 6.7% Participation in Associates 1,453 (1,094) 175.3% Exchange rate difference 22,642 27,261 20.4% PROFIT BEFORE INCOME TAX (7,203) (8,287) 15.0% Income tax (1,972) (1,910) 3.1% Non - controlling interest 13,467 17,064 26.7% NET INCOME 55,845 56,830 1.8% EBITDA 1Q2024 1Q2023 Financial Ratios 21.5% 18.0% Gross Margin 19.3% 15.4% Operating Margin 9.9% 8.2% Net Margin 33.0% 33.9% EBITDA Margin 120,838 136,187 Financial Liabilities 165 172 1Q2023 1Q2024 56 57 1Q2023 1Q2024 13 17 1Q2023 1Q2024 714 721 720 677 675 - 100 200 300 400 500 600 700 800 1Q2023 2Q2023 3Q2023 4Q2023 1Q2024
Consolidated Results Report - Third Quarter of 2014 Page 13 Consolidated Results Report - 1Q2024 Real Estate Revenues in 1 Q 2024 were 147 . 0 % higher than those reported in 1 Q 2023 , due to the higher number of social housing units delivered in 1 Q 2024 and the sale of an industrial land in Almonte in 1 Q 2024 for S/ . 7 . 6 MM . We have a total of 8 projects in execution in the housing sector : Los Parques del Callao, Los Parques del Mar, Los Parques Comas Club Residencial, Los Parques de Comas Villas, Los Parques de Comas Techo Propio, Los Parques de Carabayllo, Parques de Huancayo, and Parques de Piura . 90 % of the projects are being executed in Lima, while 10 % are being executed in the prov - ince . The increase in Gross Profit in 1 Q 2024 (+ 282 . 4 % ) is mainly explained by a higher margin related to the sale of industrial lots and higher social housing deliveries in Comas . Gross Margin increased from 20 . 5 % in 1 Q 2023 to 31 . 8 % in 1 Q 2024 . Administrative Expenses in 1Q2024 decreased by 6.7% compared to 1Q2023, mainly due to lower personnel costs. The lower Net Financial Expenses in 1Q2024 are explained by lower interest due to the reduction of working capital debt. Considering the net position of assets and liabilities in dollars, there is a negative impact in the exchange difference in line with the depreciation of the dollar. Net Income went from S/. 1.1 MM in 1Q2023 to S/. 2.2 MM in 1Q2024. Adjusted EBITDA was S/. 12.7 MM in 1Q2024, with a margin of 28.9%. Backlog The Backlog of the Real Estate Area as of 1 Q 2024 was US $ 33 . 9 MM . The projects included in the Backlog are : Los Parques de Comas, Los Parques del Callao, Parques de Huancayo, Los Parques de Carabayllo, among others . The total of the Backlog will be executed as follows: US$ 33.1 MM in 2024 and US$ 0.8 MM in 2025. Backlog (Million of US$) as of 1Q2024 Revenues (Million of S/) 1Q2023 vs 1Q2024 EBITDA (Million of S/) 1Q2023 vs 1Q2024 Net Income (Million of S/) 1Q2023 vs 1Q2024 Housing units delivered and sold 62 51 45 41 34 - 20 40 60 80 1Q2023 2Q2023 3Q2023 4Q2023 1Q2024 18 44 1Q2023 1Q2024 3 13 1Q2023 1Q2024 2 1Q2023 - 1 1Q2024 Var % 1Q2024 1Q2023 Income Statement (Thousands of S/) 17,775 43,900 147.0% Revenues 3,650 13,959 282.4% GROSS PROFIT (3,911) (3,648) - 6.7% Administrative expenses 780 466 - 40.3% Other income and expenses, net 519 10,777 1976.5% OPERATIONAL INCOME (1,088) (357) - 67.2% Financial (expense) income, net - - 0.0% Participation in Associates 1,022 (315) 130.8% Exchange rate difference 453 10,105 2130.7% PROFIT BEFORE INCOME TAX (141) (3,140) 2127.0% Income tax (1,396) (4,766) - 241.4% Non - controlling interest (1,084) 2,199 302.9% NET INCOME 2,048 11,917 481.9% EBITDA 3,208 12,680 295.3% Adjusted EBITDA 1Q2024 1Q2023 Financial Ratios Gross Margin Operating Margin Net Margin EBITDA Margin Financial Liabilities 20.5% 2.9% - 6.1% 18.0% 92,903 31.8% 24.5% 5.0% 28.9% 84,547 Delivered Housing Units 1Q2023 1Q2024 Delivered Housing Units 230 75 Affordable Housing - 2 Traditional Housing 1 - Others Delivered Housing Units (M S/) 35,040 15,840 Affordable Housing - 697 Traditional Housing 8,860 1,237 Others 77 299 327 461 231 1Q 23 4Q 23 1Q 24 2Q 23 3Q 23 Delivered Housing Units Sold Housing Units 143 211 230 183 95
Consolidated Results Report - Third Quarter of 2014 Page 14 Consolidated Results Report - 1Q2024 by the Quellaveco project and in Vial y Vives - DSD by the Quebrada Blanca project which ended in The Other Operating Expenses line in 1Q2024 records the adjustment of the provision for the INDECOPI fine for S/ 2.2 MM due to the update of the tax unit (S/ 4.0 MM in 1Q2023). As a consequence of the results explained above, the operating result was - S/ . 24 . 3 MM in 1 Q 2024 , with an operating margin of - 4 . 2 % . Financial Expenses decreased 25 . 0 % in 1 Q 2024 , from S/ . 9 . 9 MM in 1 Q 2023 to S/ . 7 . 4 MM in 1 Q 2024 . This is mainly explained by lower financial expenses in Cumbra Peru related to debt amortization . The Exchange Rate Difference is mainly explained by the dollar position of assets and liabilities and the depreciation of the currency . The area's Net Loss was S/ . 39 . 6 MM in 1 Q 2024 , with a Net Margin of - 6 . 8 % . EBITDA was - S/ . 19 . 8 MM in 1 Q 2024 , equivalent to a margin of - 3 . 4 % , explained by the operating results described above . Backlog. The Engineering and Construction Area reported a backlog of US$ 613.7 MM as of 1Q2024, which will be executed as follows: US$ 430.4 MM in 2024 and US$ 183.3 MM in 2025. Backlog by Type of Contract Backlog (Million of US$) as of 1Q2024 Revenues (Million of S/.) 1Q2023 vs 1Q2024 EBITDA (Million of S/.) 1Q2023 vs 1Q2024 Net Income (Million of S/.) 1Q2023 vs 1Q2024 925 809 666 704 614 - 250 500 750 1,000 1,250 1Q2023 2Q2023 3Q2023 4Q2023 1Q2024 EPC 23% Unit Prices 54% Cost + FEE 18% Lump SUM 5% 450 550 49 31 1Q2023 1Q2024 Cumbra Ingeniería Cumbra - 36 6 3 1Q2023 1Q2024 - 23 Cumbra Cumbra Ingeniería 5 1 1Q2023 - 55 1Q2024 - 41 Cumbra Cumbra Ingeniería Var % 1Q2024 1Q2023 Income Statement (Thousands of S/) 498,745 581,028 16.5% Revenues (7,091) 3,350 147.2% GROSS PROFIT (23,225) (25,165) 8.4% Administrative expenses (4,529) (2,528) - 44.2% Other income and expenses, net (34,845) (24,343) 30.1% OPERATIONAL INCOME (9,927) (7,448) - 25.0% Financial (expense) income, net (1) - - 100.0% Participation in Associates 4,676 (13,939) 398.1% Exchange rate difference (40,097) (45,730) - 14.0% PROFIT BEFORE INCOME TAX (10,207) 5,849 - 157.3% Income tax (158) 261 265.2% Non - controlling interest (50,462) (39,620) 21.5% NET INCOME (29,543) (19,753) 33.1% EBITDA 1Q2024 1Q2023 Financial Ratios Engineering and Construction The Engineering and Construction Area reflected a 16.5% increase in sales in 1Q2024 vs. 1Q2023, due to the higher production volume in the projects under execution, mainly in Cumbra Peru for the project with LAP for the construction of the new Jorge Chavez airport terminal and in Morelco for the Santa Monica project with Ecopetrol in Colombia. This was partially offset in Cumbra Peru January 2024. Gross Profit increased 147.2% in 1Q2024, increasing the area's gross margin from - 1.4% in 1Q2023 to 0.6% in 1Q2024. The higher gross profit recorded in 1Q2024 was mainly due to the higher profit recorded at Cumbra Peru in the project with LAP for the construction of the new Jorge Chavez Airport Terminal, in the San Gabriel project and in the Talara Refinery EPC project, partially offset by the lower gross profit recorded at Morelco for the Santa Monica project with Ecopetrol. During 2023, E&C recognizes the profit of the projects by the percentage - of - completion method; howev - er, starting in 2024, the profit is recognized by the recourse method, in which the normalized margin is recognized upon completion of each of the projects. 0.6% - 1.4% Gross Margin - 4.2% - 7.0% Operating Margin Administrative Expenses in 1Q2024 increased by 8.4% compared to 1Q2023, reaching 4.3% of - 6.8% - 10.1% Net Margin sales vs. 4.7% of sales in 1Q2023. - 3.4% - 5.9% EBITDA Margin Financial Liabilities 43,717 37,234
Consolidated Results Report - Third Quarter of 2014 Appendix: Balance Sheet per Company Figures in Thousands of S/ Consolidated Results Report - 1Q2024 Appendix: Profits & Losses Statement per Company Figures in Thousands of S/. Infrastructure Energy Engineering & Construction Real Estate TOTAL NORVIAL SURVIAL UNNA Transporte CANCHAQUE LINEA 1 LA CHIRA UNNA CUMBRA CUMBRA VIVA AENZA Energia Ingenieria Income Statement (Thousands of S/) 172,375 550,123 30,905 43,900 997,285 1,261 102,218 4,553 75,394 28,534 60,696 Revenues 37,050 (708) 4,058 13,959 127,999 810 33,703 1,735 6,066 1,899 23,204 GROSS PROFIT (49,773) (3,648) (1,808) (23,357) (4,029) (235) (3,209) (509) (3,325) (599) (2,208) Administrative expenses (1,030) 466 (3) (2,525) 214 - 4 (25) 1 (12) 353 Other income and expenses, net 33,235 (26,590) 2,247 10,777 77,196 575 30,498 1,201 2,742 1,288 21,349 OPERATIONAL INCOME (39,631) (357) (240) (7,208) (5,689) 96 72 (37) (530) 131 (3,154) Financial (expense) income, net 808 - - - 809 - - - - - - Participation in Associates (15,483) (315) (361) (13,578) (1,094) - (317) (215) (51) (733) 49 Exchange rate difference 27,261 (47,376) 1,646 10,105 22,890 671 30,253 949 2,161 686 18,244 PROFIT BEFORE INCOME TAX (22,425) (3,140) (404) 6,253 (8,287) (199) (9,393) (220) (1,311) (206) (4,999) Income tax (16,005) (4,766) (132) 393 (1,910) - (5,215) - 42 - (4,371) Non - controlling interest (15,540) 2,199 1,110 (40,730) 17,064 472 15,645 729 892 480 8,874 NET INCOME 56,830 (22,731) 2,978 11,917 122,881 587 30,592 1,231 4,025 1,319 35,463 EBITDA 12,680 142,978 49,926 ADJUSTED EBITDA Infrastructure Energy Engineering & Real Estate TOTAL Construction Balance Sheet NORVIAL SURVIAL UNNA CANCHAQUE LINEA 1 LA CHIRA UNNA CUMBRA CUMBRA VIVA AENZA (Thousands of S/) Transporte Energia Ingenieria 855,952 174,260 17,486 195,794 61,997 3,004 124,117 4,171 20,625 7,466 99,334 Cash and Cash Equivalents 1,868,745 231,363 103,421 1,107,062 213,968 2,681 183,480 4,066 90,792 31,274 9,606 Other Current Assets 2,724,697 405,623 120,907 1,302,856 275,965 5,685 307,597 8,237 111,417 38,740 108,940 Current Assets 3,097,476 175,934 6,855 788,363 669,322 24,076 769,119 191 17,278 22,362 237,581 Non Current Assets 5,822,173 581,557 2,091,219 127,762 945,287 29,762 1,076,716 8,428 128,695 61,102 346,521 Total Assets 600,354 12,771 1,611 24,587 36,758 5 29,061 92 15,049 92 49,478 Borrowings 1,880,227 116,997 96,101 1,387,961 235,710 1,550 113,102 2,401 80,382 41,558 15,428 Other Current Liabilities 2,480,581 129,768 97,712 1,412,548 272,468 1,555 142,163 2,493 95,431 41,650 64,906 Current Liabilities 1,025,568 71,776 60 119 84,080 121 598,546 - 234 - 119,047 Borrowings 825,078 0 107 132,193 112,973 27,614 98,242 493 6,113 - 5,231 Other Non Current Liabilities 1,850,646 71,776 167 132,312 197,053 27,735 696,788 493 6,347 - 124,278 Non Current Liabilities 4,331,227 201,544 1,544,860 97,879 469,521 29,290 838,951 2,986 101,778 41,650 189,184 Total Liabilities 1,251,382 292,140 26,729 544,089 441,938 472 178,324 5,440 26,917 19,451 105,416 Equity attributable to controlling interest in the Company 239,563 87,873 3,154 2,270 33,828 - 59,441 2 0 1 51,921 Non - controlling Interest 1,490,945 380,013 546,359 29,883 475,766 472 237,765 5,442 26,917 19,452 157,337 Total Equity 5,822,173 581,557 2,091,219 127,762 945,287 29,762 1,076,716 8,428 128,695 61,102 346,521 Total Liabilities and Equity Page 15
Consolidated Results Report - Third Quarter of 2014 Consolidated Results Report - 1Q2024 Appendix: Backlog Report to 1Q2024 Figures in Thousands of US$ Page 16 Appendix: Recurrent Businesses Report to 1Q2024 Figures in Thousands of US$ Annual Backlog Backlog Total New Requests Executed Backlog Initial Backlog Company 2026+ 2025 2024 1Q - 2024 TOTAL 12,082 9,346 7,113 28,542 2,483 2,483 2,319 28,378 SURVIAL 0 463 3,313 3,776 1,781 1,781 1,229 3,224 CANCHAQUE 1,285 1,028 968 3,281 510 510 339 3,110 LA CHIRA 139,393 111,515 83,459 334,367 23,015 23,015 27,470 338,823 LINE 1 - LIMA METRO 62,495 53,004 51,736 167,234 18,535 18,535 13,759 162,458 UNNA TRANSPORTE 215,255 175,356 146,589 537,201 46,324 46,324 45,116 535,993 INFRASTRUCTURE 0 179,309 258,188 437,496 12,311 12,311 52,314 477,499 CUMBRA 0 0 32,662 32,662 4,000 4,000 14,290 42,952 VyV - DSD 0 0 125,523 125,523 3,960 3,960 50,134 171,696 MORELCO 0 3,952 14,060 18,012 16,349 16,349 9,956 11,619 CUMBRA INGENIERÍA 0 183,261 430,433 613,693 36,620 36,620 126,693 703,766 ENGINEERING & CONSTRUCTION 0 827 33,054 33,881 1,684 1,684 9,256 41,453 VIVA 0 827 33,054 33,881 1,684 1,684 9,256 41,453 REAL ESTATE - 47,923 - 41,921 - 34,436 - 124,281 4,687 4,687 0 - 128,968 Eliminations 167,332 317,523 575,640 1,060,495 89,316 89,316 181,065 1,152,244 TOTAL Annual Total New Requests Executed Backlog Initial Company 2026+ 2025 2024 1Q - 2024 TOTAL 266,451 231,802 176,755 675,008 128,986 128,986 131,130 677,152 UNNA ENERGIA 109,750 83,077 53,911 246,738 16,898 16,898 16,133 245,973 NORVIAL - 14,571 - 11,082 - 8,961 - 34,615 - 1,338 - 1,338 0 - 33,277 Eliminations 361,630 303,797 221,705 887,131 144,546 144,546 147,263 889,848 TOTAL
Consolidated Results Report - Third Quarter of 2014 Consolidated Results Report - 1Q2024 Appendix: Corporate Structure (1) (2) (3) In June 2018, AENZA transferred economic rights over 48.8% of the share capital of Red Vial 5 S.A. The company continues to possess voting rights over Red Vial 5 .S.A. 43.3% of the share capital in Viva which was owned by our subsidiary Cumbra was transferred to AENZA S.A.A. in 4Q2022. 100% of Cumbra Ingenieria shares of AENZA have been assigned to a trust formed in benefit of the Peruvian state to secure the company’s contingent obligation to pay compensation in compliance with Law 30737. 99.53% 99.16% 100.00% 95.00% 50.45% 99.54% ² Energy Page 17 89.41% ³ 75.00% 100.00% 100.00% 99.96% 50.00% 67.00% ¹ UNNA Transporte
Consolidated Results Report - Third Quarter of 2014 Consolidated Results Report - 1Q2024 Notes to the Consolidated Results Report i) EBITDA As of the information reported in the prospectus regarding the shares issuance registered before the SEC, the international market practice for the EBITDA calculation has been adopted . The EBITDA calculation will start from the net income, figure to which the tax - es, exchange rate differences and interests expenses will be returned to, whilst the depreciation and amortization will be added . This report includes, besides the EBITDA, the adjusted EBITDA, which is calculated as follows : Real Estate EBITDA : the proportional part of the land component of the units delivered during the period, will be added ; Metro de Lima : the financial expenses of the bond considered in the cost of sales by accounting standards, as well as the capital amortization applied to the corresponding long - term account receivable that is considered in the revenues by accounting stand - ards, will be added . ii) Backlog As of the information reported in the prospectus regarding the shares issuance registered before the SEC, the reporting metho d of the company’s Backlog will have modifications in the Infrastructure and Real Estate segments according to what is following de - scribed . Engineering and Construction will continue to report their backlog according to the local market, therefore the total signed contracts will be reported . Infrastructure: the Oil & Gas business and the Norvial toll road are not included as backlog Real Estate: only the sold units which are pending of delivery are reported as backlog Page 18 Contact: Investor Relations relacion.inversionistas@aenza.com.pe www.aenza.com.pe
May 15, 2024
SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
AENZA S.A.A.
By: |
/s/ CRISTIAN RESTREPO HERNANDEZ |
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Name: |
Cristian Restrepo Hernandez |
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Title: |
VP of Corporate Finance |
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Date: |
May 15, 2024 |
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