UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
6-K
REPORT
OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15b-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For
the month of October 2019
Commission
File Number 001-35401
CEMENTOS PACASMAYO S.A.A.
(Exact name of registrant as specified in its charter)
PACASMAYO
CEMENT CORPORATION
(Translation of registrant’s name into English)
Republic
of Peru
(Jurisdiction of incorporation or organization)
Calle
La Colonia 150, Urbanización El Vivero
Surco, Lima
Peru
(Address of principal executive office)
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 ☐
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Cementos
Pacasmayo S.A.A. and Subsidiaries
Unaudited
interim condensed consolidated financial statements
as
of September 30, 2019 and for the three and nine-month periods then ended
Cementos
Pacasmayo S.A.A. and Subsidiaries
Unaudited
interim condensed consolidated financial statements as of September 30, 2019 and for the three and nine-month periods then ended
Content
Report
on review of interim condensed consolidated financial statements
To
the Board of Directors and Shareholders of Cementos Pacasmayo S.A.A.
Introduction
We
have reviewed the accompanying interim condensed consolidated statement of financial position of Cementos Pacasmayo S.A.A. (a
Peruvian company) and its Subsidiaries (together the “Group”) as of September 30, 2019, and the related interim condensed
consolidated statements of profit or loss, other comprehensive income, changes in equity and cash flows for the three and nine-month
periods then ended, and explanatory notes. Management is responsible for the preparation and presentation of these interim condensed
consolidated financial statements in accordance with IAS 34 Interim Financial Reporting (IAS 34). Our responsibility is to express
a conclusion on these interim condensed consolidated financial statements based on our review.
Scope
of review
We
conducted our review in accordance with International Auditing Standard on Review Engagements (ISRE) 2410, Review of Interim Financial
Information Performed by the Independent Auditor of the Entity. A review of interim financial information consists of making inquiries,
primarily of the persons responsible for financial and accounting matters, and applying analytical and other review procedures.
A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently
does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion.
Conclusion
Based
on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated
financial statements are not prepared, in all material respects, in accordance with IAS 34 Interim Financial Reporting.
Lima,
Peru
October
23, 2019
Countersigned
by:
|
|
Cristian
Emmerich
|
|
C.P.C.C.
Register No. 39801
|
|
Cementos
Pacasmayo S.A.A. and Subsidiaries
Interim
condensed consolidated statements of financial position
As
of September 30, 2019 (unaudited) and December 31, 2018 (audited)
|
|
Note
|
|
As of
September 30,
2019
|
|
|
As of
December 31,
2018
|
|
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
3
|
|
|
99,275
|
|
|
|
49,067
|
|
Trade and other receivables
|
|
4
|
|
|
110,264
|
|
|
|
99,724
|
|
Income tax prepayments
|
|
|
|
|
45,735
|
|
|
|
36,748
|
|
Inventories
|
|
5
|
|
|
502,222
|
|
|
|
424,783
|
|
Prepayments
|
|
|
|
|
14,676
|
|
|
|
5,765
|
|
Total current asset
|
|
|
|
|
772,172
|
|
|
|
616,087
|
|
Non-current assets
|
|
|
|
|
|
|
|
|
|
|
Trade and other receivables
|
|
4
|
|
|
5,142
|
|
|
|
4,532
|
|
Prepayments
|
|
|
|
|
199
|
|
|
|
342
|
|
Financial instruments designated at fair value through other comprehensive income
|
|
14
|
|
|
18,581
|
|
|
|
26,883
|
|
Other financial instruments
|
|
14
|
|
|
14,441
|
|
|
|
12,268
|
|
Property, plant and equipment
|
|
6
|
|
|
2,111,411
|
|
|
|
2,152,724
|
|
Intangible assets
|
|
|
|
|
45,161
|
|
|
|
40,881
|
|
Goodwill
|
|
|
|
|
4,459
|
|
|
|
6,325
|
|
Deferred income tax assets
|
|
|
|
|
5,701
|
|
|
|
3,098
|
|
Other assets
|
|
|
|
|
281
|
|
|
|
105
|
|
Total non-current asset
|
|
|
|
|
2,205,376
|
|
|
|
2,247,158
|
|
Total assets
|
|
|
|
|
2,977,548
|
|
|
|
2,863,245
|
|
Liability and equity
|
|
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables
|
|
7
|
|
|
168,293
|
|
|
|
151,320
|
|
Interest -bearing loans and borrowings
|
|
8 and 14
|
|
|
85,286
|
|
|
|
60,822
|
|
Income tax payable
|
|
|
|
|
959
|
|
|
|
-
|
|
Provisions
|
|
9
|
|
|
11,796
|
|
|
|
46,453
|
|
Total current liabilities
|
|
|
|
|
266,334
|
|
|
|
258,595
|
|
Non-current liabilities
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing loans and borrowings
|
|
8 and 14
|
|
|
1,011,876
|
|
|
|
1,022,555
|
|
Lease liabilities
|
|
|
|
|
84
|
|
|
|
-
|
|
Other non-current provisions
|
|
9
|
|
|
8,503
|
|
|
|
5,377
|
|
Deferred income tax liabilities
|
|
|
|
|
140,521
|
|
|
|
125,355
|
|
Total non-current liabilities
|
|
|
|
|
1,160,984
|
|
|
|
1,153,287
|
|
Total liability
|
|
|
|
|
1,427,318
|
|
|
|
1,411,882
|
|
Equity
|
|
|
|
|
|
|
|
|
|
|
Capital stock
|
|
|
|
|
423,868
|
|
|
|
423,868
|
|
Investment shares
|
|
|
|
|
40,279
|
|
|
|
40,279
|
|
Treasury shares
|
|
|
|
|
(121,258
|
)
|
|
|
(121,258
|
)
|
Additional paid-in capital
|
|
|
|
|
432,779
|
|
|
|
432,779
|
|
Legal reserve
|
|
|
|
|
168,636
|
|
|
|
168,356
|
|
Other accumulated comprehensive results
|
|
|
|
|
(15,890
|
)
|
|
|
(11,946
|
)
|
Retained earnings
|
|
|
|
|
621,816
|
|
|
|
519,285
|
|
Total equity
|
|
|
|
|
1,550,230
|
|
|
|
1,451,363
|
|
Total liability and equity
|
|
|
|
|
2,977,548
|
|
|
|
2,863,245
|
|
The accompanying notes are an integral part of the interim condensed
consolidated financial statements.
Cementos
Pacasmayo S.A.A. and Subsidiaries
Interim
condensed consolidated statements of profit or loss
For
the three and nine-month periods ended September 30, 2019 and September 30, 2018 (unaudited)
|
|
|
|
For the three-month
period ended
September 30,
|
|
|
For the nine-month
period ended
September 30,
|
|
|
|
Note
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from contracts with customers
|
|
11
|
|
|
383,179
|
|
|
|
318,769
|
|
|
|
1,017,989
|
|
|
|
921,560
|
|
Cost of sales
|
|
|
|
|
(247,771
|
)
|
|
|
(202,688
|
)
|
|
|
(656,969
|
)
|
|
|
(580,554
|
)
|
Gross profit
|
|
|
|
|
135,408
|
|
|
|
116,081
|
|
|
|
361,020
|
|
|
|
341,006
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (expense)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Administrative expenses
|
|
|
|
|
(45,253
|
)
|
|
|
(41,615
|
)
|
|
|
(128,236
|
)
|
|
|
(126,289
|
)
|
Selling and distribution expenses
|
|
|
|
|
(11,054
|
)
|
|
|
(9,252
|
)
|
|
|
(31,567
|
)
|
|
|
(30,943
|
)
|
Other operating income, net
|
|
|
|
|
86
|
|
|
|
3,759
|
|
|
|
1,779
|
|
|
|
155
|
|
Total operating expenses, net
|
|
|
|
|
(56,221
|
)
|
|
|
(47,108
|
)
|
|
|
(158,024
|
)
|
|
|
(157,077
|
)
|
Operating profit
|
|
|
|
|
79,187
|
|
|
|
68,973
|
|
|
|
202,996
|
|
|
|
183,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expenses)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Finance income
|
|
|
|
|
695
|
|
|
|
559
|
|
|
|
1,514
|
|
|
|
1,375
|
|
Finance costs
|
|
|
|
|
(20,274
|
)
|
|
|
(20,956
|
)
|
|
|
(58,740
|
)
|
|
|
(58,347
|
)
|
Gain on the valuation of trading derivative financial instruments
|
|
|
|
|
1,505
|
|
|
|
-
|
|
|
|
480
|
|
|
|
-
|
|
Loss from exchange difference, net
|
|
|
|
|
(1,895
|
)
|
|
|
(410
|
)
|
|
|
(619
|
)
|
|
|
(1,341
|
)
|
Total other expenses, net
|
|
|
|
|
(19,969
|
)
|
|
|
(20,807
|
)
|
|
|
(57,365
|
)
|
|
|
(58,313
|
)
|
Profit before income tax
|
|
|
|
|
59,218
|
|
|
|
48,166
|
|
|
|
145,631
|
|
|
|
125,616
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
10
|
|
|
(19,003
|
)
|
|
|
(14,739
|
)
|
|
|
(43,085
|
)
|
|
|
(38,945
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the period
|
|
|
|
|
40,215
|
|
|
|
33,427
|
|
|
|
102,546
|
|
|
|
86,671
|
|
Attributable to:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent
|
|
|
|
|
40,215
|
|
|
|
33,427
|
|
|
|
102,546
|
|
|
|
88,248
|
|
Non-controlling interests
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(1,577
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
40,215
|
|
|
|
33,427
|
|
|
|
102,546
|
|
|
|
86,671
|
|
Earnings per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic profit for the period attributable to equity holders of common shares and investment shares of the parent (S/ per share)
|
|
13
|
|
|
0.09
|
|
|
|
0.08
|
|
|
|
0.24
|
|
|
|
0.21
|
|
The accompanying notes are an integral part of the interim condensed
consolidated financial statements.
Cementos
Pacasmayo S.A.A. and Subsidiaries
Interim
condensed consolidated statements of other comprehensive income
For
the three and nine-month periods ended September 30, 2019 and September 30, 2018 (unaudited)
|
|
|
|
For the three-month
period ended
September 30,
|
|
|
For the nine-month
period ended
September 30,
|
|
|
|
Note
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the period
|
|
|
|
|
40,215
|
|
|
|
33,427
|
|
|
|
102,546
|
|
|
|
86,671
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income not to be reclassified to profit or loss in subsequent periods:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in fair value of financial instruments designated at fair value through other comprehensive income
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(8,302
|
)
|
|
|
5,677
|
|
Deferred income tax
|
|
10
|
|
|
-
|
|
|
|
-
|
|
|
|
2,449
|
|
|
|
(1,675
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income to be reclassified to profit or loss in subsequent periods:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain (loss) on cash flow hedges
|
|
14(b)
|
|
|
(1,732
|
)
|
|
|
1,435
|
|
|
|
2,708
|
|
|
|
(4,432
|
)
|
Deferred income tax
|
|
10
|
|
|
511
|
|
|
|
(424
|
)
|
|
|
(799
|
)
|
|
|
1,307
|
|
Other comprehensive income for the period, net of income tax
|
|
|
|
|
(1,221
|
)
|
|
|
1,011
|
|
|
|
(3,944
|
)
|
|
|
877
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income, net of income tax
|
|
|
|
|
38,994
|
|
|
|
34,438
|
|
|
|
98,602
|
|
|
|
87,548
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income attributable to:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent
|
|
|
|
|
38,994
|
|
|
|
34,438
|
|
|
|
98,602
|
|
|
|
89,125
|
|
Non-controlling interests
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(1,577
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
38,994
|
|
|
|
34,438
|
|
|
|
98,602
|
|
|
|
87,548
|
|
The accompanying notes are an integral part of the interim condensed
consolidated financial statements.
Cementos
Pacasmayo S.A.A. and Subsidiaries
Interim
condensed consolidated statements of changes in equity
For
the nine-month periods ended September 30, 2019 and September 30, 2018 (unaudited)
|
|
Attributable to equity holders of the parent
|
|
|
|
|
|
|
Capital
stock
|
|
|
Investment
shares
|
|
|
Treasury
shares
|
|
|
Additional paid-in
capital
|
|
|
Legal
reserve
|
|
|
Unrealized gain (loss) on financial instruments designated at fair value
|
|
|
Unrealized gain (loss) on cash flow hedge
|
|
|
Retained earnings
|
|
|
Total
|
|
|
Non-controlling interests
|
|
|
Total
equity
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of January 1, 2018
|
|
|
423,868
|
|
|
|
40,279
|
|
|
|
(119,005
|
)
|
|
|
432,779
|
|
|
|
160,686
|
|
|
|
-
|
|
|
|
(43,699
|
)
|
|
|
611,652
|
|
|
|
1,506,560
|
|
|
|
148
|
|
|
|
1,506,708
|
|
Profit for the period
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
88,248
|
|
|
|
88,248
|
|
|
|
(1,577
|
)
|
|
|
86,671
|
|
Other comprehensive income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
4,002
|
|
|
|
(3,125
|
)
|
|
|
-
|
|
|
|
877
|
|
|
|
-
|
|
|
|
877
|
|
Total comprehensive income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
4,002
|
|
|
|
(3,125
|
)
|
|
|
88,248
|
|
|
|
89,125
|
|
|
|
(1,577
|
)
|
|
|
87,548
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Appropriation of legal reserve
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
8,825
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(8,825
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Contributions of non-controlling interests
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
1,405
|
|
|
|
1,405
|
|
Dividends
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(161,396
|
)
|
|
|
(161,396
|
)
|
|
|
-
|
|
|
|
(161,396
|
)
|
Other
|
|
|
-
|
|
|
|
-
|
|
|
|
(2,253
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(2,253
|
)
|
|
|
-
|
|
|
|
(2,253
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of September 30, 2018
|
|
|
423,868
|
|
|
|
40,279
|
|
|
|
(121,258
|
)
|
|
|
432,779
|
|
|
|
169,511
|
|
|
|
4,002
|
|
|
|
(46,824
|
)
|
|
|
529,679
|
|
|
|
1,432,036
|
|
|
|
(24
|
)
|
|
|
1,432,012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of December 31, 2018
|
|
|
423,868
|
|
|
|
40,279
|
|
|
|
(121,258
|
)
|
|
|
432,779
|
|
|
|
168,356
|
|
|
|
4,002
|
|
|
|
(15,948
|
)
|
|
|
519,285
|
|
|
|
1,451,363
|
|
|
|
-
|
|
|
|
1,451,363
|
|
Change in accounting policy, note 2.1
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(15
|
)
|
|
|
(15
|
)
|
|
|
-
|
|
|
|
(15
|
)
|
Restated total equity as of January 1, 2019
|
|
|
423,868
|
|
|
|
40,279
|
|
|
|
(121,258
|
)
|
|
|
432,779
|
|
|
|
168,356
|
|
|
|
4,002
|
|
|
|
(15,948
|
)
|
|
|
519,270
|
|
|
|
1,451,348
|
|
|
|
-
|
|
|
|
1,451,348
|
|
Profit for the period
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
102,546
|
|
|
|
102,546
|
|
|
|
-
|
|
|
|
102,546
|
|
Other comprehensive income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(5,853
|
)
|
|
|
1,909
|
|
|
|
-
|
|
|
|
(3,944
|
)
|
|
|
-
|
|
|
|
(3,944
|
)
|
Total comprehensive income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(5,853
|
)
|
|
|
1,909
|
|
|
|
102,546
|
|
|
|
98,602
|
|
|
|
-
|
|
|
|
98,602
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Terminated dividends
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
280
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
280
|
|
|
|
-
|
|
|
|
280
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of September 30, 2019
|
|
|
423,868
|
|
|
|
40,279
|
|
|
|
(121,258
|
)
|
|
|
432,779
|
|
|
|
168,636
|
|
|
|
(1,851
|
)
|
|
|
(14,039
|
)
|
|
|
621,816
|
|
|
|
1,550,230
|
|
|
|
-
|
|
|
|
1,550,230
|
|
The accompanying notes are an integral
part of the interim condensed consolidated financial statements.
Cementos
Pacasmayo S.A.A. and Subsidiaries
Interim
condensed consolidated statements of cash flows
For
the three and nine-month periods ended September 30, 2019 and September 30, 2018 (unaudited)
|
|
|
|
For the three-month
period ended
September 30,
|
|
|
For the nine-month
period ended
September 30,
|
|
|
|
Note
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
Operating activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit before income tax
|
|
|
|
|
59,218
|
|
|
|
48,166
|
|
|
|
145,631
|
|
|
|
125,616
|
|
Non-cash adjustments to reconcile profit before income tax to net cash flows
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
|
|
32,353
|
|
|
|
32,568
|
|
|
|
96,407
|
|
|
|
96,577
|
|
Finance costs
|
|
|
|
|
20,274
|
|
|
|
20,956
|
|
|
|
58,740
|
|
|
|
58,347
|
|
Long-term incentive plan
|
|
9
|
|
|
2,567
|
|
|
|
2,258
|
|
|
|
7,443
|
|
|
|
7,234
|
|
Allowance for doubtful accounts
|
|
|
|
|
249
|
|
|
|
-
|
|
|
|
747
|
|
|
|
600
|
|
Unrealized exchange difference related to monetary transactions
|
|
|
|
|
(361
|
)
|
|
|
(119
|
)
|
|
|
14
|
|
|
|
(121
|
)
|
Rehabilitation provision
|
|
|
|
|
-
|
|
|
|
(910
|
)
|
|
|
-
|
|
|
|
(910
|
)
|
Net gain on disposal of property, plant and equipment
|
|
6
|
|
|
54
|
|
|
|
(4,204
|
)
|
|
|
(243
|
)
|
|
|
(5,004
|
)
|
Gain on the valuation of trading derivative financial instruments
|
|
|
|
|
(1,505
|
)
|
|
|
-
|
|
|
|
(480
|
)
|
|
|
-
|
|
Finance income
|
|
|
|
|
(695
|
)
|
|
|
(559
|
)
|
|
|
(1,514
|
)
|
|
|
(1,375
|
)
|
Other operating, net
|
|
|
|
|
25
|
|
|
|
731
|
|
|
|
424
|
|
|
|
771
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Working capital adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Increase) decrease in trade and other receivables
|
|
|
|
|
2,197
|
|
|
|
(2,579
|
)
|
|
|
(13,763
|
)
|
|
|
(1,878
|
)
|
(Increase) decrease in prepayments
|
|
|
|
|
7,462
|
|
|
|
(3,026
|
)
|
|
|
(8,768
|
)
|
|
|
(16,395
|
)
|
Increase in inventories
|
|
|
|
|
(32,995
|
)
|
|
|
(19,244
|
)
|
|
|
(77,218
|
)
|
|
|
(41,559
|
)
|
(Decrease) increase in trade and other payables
|
|
|
|
|
38,185
|
|
|
|
14,657
|
|
|
|
(5,308
|
)
|
|
|
(1,515
|
)
|
|
|
|
|
|
127,028
|
|
|
|
88,695
|
|
|
|
202,112
|
|
|
|
220,388
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interests received
|
|
|
|
|
536
|
|
|
|
542
|
|
|
|
1,135
|
|
|
|
1,295
|
|
Interests paid
|
|
|
|
|
(29,290
|
)
|
|
|
(20,172
|
)
|
|
|
(45,040
|
)
|
|
|
(44,167
|
)
|
Income tax paid
|
|
|
|
|
(12,411
|
)
|
|
|
(14,460
|
)
|
|
|
(35,026
|
)
|
|
|
(42,251
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows provided from operating activities
|
|
|
|
|
85,863
|
|
|
|
54,605
|
|
|
|
123,181
|
|
|
|
135,265
|
|
Interim condensed consolidated statements of cash flows
(continued)
|
|
|
|
For the three-month
period ended
September 30,
|
|
|
For the nine-month
period ended
September 30,
|
|
|
|
Note
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase of property, plant and equipment
|
|
|
|
|
(26,788
|
)
|
|
|
(28,955
|
)
|
|
|
(58,889
|
)
|
|
|
(60,032
|
)
|
Purchase of intangibles
|
|
|
|
|
(892
|
)
|
|
|
(844
|
)
|
|
|
(2,791
|
)
|
|
|
(854
|
)
|
Loans granted
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(1,117
|
)
|
|
|
-
|
|
Proceed loans granted
|
|
|
|
|
133
|
|
|
|
-
|
|
|
|
219
|
|
|
|
-
|
|
Proceeds from sale of property, plant and equipment
|
|
|
|
|
2,219
|
|
|
|
7,495
|
|
|
|
4,062
|
|
|
|
11,092
|
|
Net cash used in investing activities
|
|
|
|
|
(25,328
|
)
|
|
|
(22,304
|
)
|
|
|
(58,516
|
)
|
|
|
(49,794
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceed from bonds issuance
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
568,696
|
|
|
|
-
|
|
Contribution of non-controlling interests
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
1,405
|
|
Loan received
|
|
|
|
|
10,377
|
|
|
|
-
|
|
|
|
54,387
|
|
|
|
16,090
|
|
Loan paid
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(610,999
|
)
|
|
|
(16,090
|
)
|
Payment of commissions of financial instruments of hedge
|
|
|
|
|
(7,323
|
)
|
|
|
(13,222
|
)
|
|
|
(14,935
|
)
|
|
|
(26,443
|
)
|
Dividends paid
|
|
|
|
|
(100
|
)
|
|
|
(50
|
)
|
|
|
(13,050
|
)
|
|
|
(24,289
|
)
|
Proceeds from settlement of derivative financial instruments
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
1,458
|
|
|
|
-
|
|
Net cash flows provided from (used in) financing activities
|
|
|
|
|
2,954
|
|
|
|
(13,272
|
)
|
|
|
(14,443
|
)
|
|
|
(49,327
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
|
|
63,489
|
|
|
|
19,029
|
|
|
|
50,222
|
|
|
|
36,144
|
|
Net foreign exchange difference
|
|
|
|
|
361
|
|
|
|
119
|
|
|
|
(14
|
)
|
|
|
121
|
|
Cash and cash equivalents at the beginning of the period
|
|
|
|
|
35,425
|
|
|
|
66,333
|
|
|
|
49,067
|
|
|
|
49,216
|
|
Cash and cash equivalents at the end of the period
|
|
3
|
|
|
99,275
|
|
|
|
85,481
|
|
|
|
99,275
|
|
|
|
85,481
|
|
Transactions with no effect in cash flows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized exchange difference related to monetary transactions
|
|
|
|
|
(361
|
)
|
|
|
(119
|
)
|
|
|
14
|
|
|
|
(121
|
)
|
The accompanying notes are an integral part of the interim condensed
consolidated financial statements.
Cementos
Pacasmayo S.A.A. and Subsidiaries
Notes
to interim condensed consolidated financial statements (unaudited)
As
of September 30, 2019 and 2018, and December 31, 2018
Cementos
Pacasmayo S.A.A. (hereinafter “the Company”) was incorporated in 1957 and, in accordance with the General Law of Peruvian
Companies, is an open stock corporation with publicly traded share.
The
Company is a subsidiary of Inversiones ASPI S.A., which holds 50.01 percent of the Company’s common shares as of September 30,
2019, December 31, 2018 and September 30, 2018.
The
address registered by the Company is Calle La Colonia No.150, Urbanización El Vivero, Santiago de Surco, Lima, Peru.
The
main activity of the Company is the production and commercialization of cement, precast, concrete and quicklime in the northern
region of Peru.
The
interim condensed consolidated financial statements of the Company and its subsidiaries (hereinafter “the Group”)
as of September 30, 2019 and for the nine-month period then ended, were authorized for issuance by the Company’s Management
on October 23, 2019.
|
2.
|
Basis
of preparation and changes to the Group’s accounting policies
|
|
2.1
|
Basis
of preparation -
|
The
interim condensed consolidated financial statements of the Group have been prepared in accordance with IAS 34 Interim Financial
Reporting as issued by the International Accounting Standards Board (IASB). The interim condensed consolidated financial statements
have been prepared on a historical cost basis, except for financial instruments designated at fair value through other comprehensive
income (OCI) and derivatives financial instruments that have been measured at fair value. The interim condensed consolidated financial
statements are presented in soles and all values are rounded to the nearest thousand (S/000), except when otherwise indicated.
The
interim condensed consolidated financial statements do not include all the information and disclosures required in the annual
financial statements, and should be read in conjunction with Group’s annual consolidated financial statements as of December
31, 2018.
New
standards, interpretations and amendments
The
accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with
the policies considered in the preparation of the consolidated financial statements of the Group at December 31, 2018, except
for the adoption of the new standards starting from January 1, 2019.
Notes
to interim condensed consolidated financial statements (unaudited)
(continued)
The
Group did not adopt in advance any other rule, interpretation or modification that has been issued but has not yet entered into
force.
For
first time, the Group applies the following rules:
IFRS
16 was issued in January 2016 and it replaces IAS 17 Leases, IFRIC 4 Determining whether an Arrangement contains a Lease, SIC-15
Operating Leases-Incentives and SIC-27 Evaluating the Substance of Transactions Involving the Legal Form of a Lease. IFRS 16 sets
out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for
all leases under a single on-balance sheet model similar to the accounting for finance leases under IAS 17. The standard includes
two recognition exemptions for lessees – leases of ‘low-value’ assets (e.g., personal computers) and short-term
leases (i.e., leases with a lease term of 12 months or less). At the commencement date of a lease, a lessee will recognize a liability
to make lease payments (i.e., the lease liability) and an asset representing the right to use the underlying asset during the
lease term (i.e., the right-of-use asset). Lessees will be required to separately recognize the interest expense on the lease
liability and the depreciation expense on the right-of-use asset.
Lessees
will be also required to remeasure the lease liability upon the occurrence of certain events (e.g., a change in the lease term,
a change in future lease payments resulting from a change in an index or rate used to determine those payments). The lessee will
generally recognize the amount of the remeasurement of the lease liability as an adjustment to the right-of-use asset.
Lessor
accounting under IFRS 16 is substantially unchanged from today’s accounting under IAS 17. Lessors will continue to classify
all leases using the same classification principle as in IAS 17 and distinguish between two types: operating leases and finance
leases. IFRS 16 also requires lessees and lessors to make more extensive disclosures than under IAS 17.
The
Group adopted IFRS 16 using the full retrospective method of adoption with the date of initial application of 1 January 2019.
The Group elected to use the recognition exemptions for lease contracts that, at the commencement date, have a lease term of 12
months or less and do not contain a purchase option (‘short-term leases’), and lease contracts for which the underlying
asset is of low value (‘low-value assets’).
Notes
to interim condensed consolidated financial statements (unaudited)
(continued)
Right-of-use
assets -
The
cost of right-of-use assets includes the amount of lease liabilities recognized, initial direct costs incurred, and lease payments
made at or before the commencement date less any lease incentives received. Unless the Group is reasonably certain to obtain ownership
of the leased asset at the end of the lease term, the recognized right-of-use assets are depreciated on a straight-line basis
over the shorter of its estimated useful life and the lease term.
Lease
liabilities -
The
lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the lessee’s incremental
borrowing rate is used, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar
value in a similar economic environment with similar terms and conditions.
The
weighted average lessee’s incremental borrowing rate applied to the lease liabilities on January 1, 2019 was 6.23 percent
per year in soles.
The
change in the accounting policy affected the following items of the interim condensed consolidated statement of financial position:
|
-
|
Increase
in right-of-use assets by S/148,000.
|
|
-
|
Increase
in lease liabilities by S/163,000.
|
|
-
|
Reduction
of accumulated results in equity by S/15,000.
|
|
-
|
Amendments
to IFRS 9: Prepayment Features with Negative Compensation
|
Under
IFRS 9, a debt instrument can be measured at amortized cost or at fair value through other comprehensive income, provided that
the contractual cash flows are ‘solely payments of principal and interest on the principal amount outstanding’ (the
SPPI criterion) and the instrument is held within the appropriate business model for that classification. The amendments to IFRS
9 clarify that a financial asset passes the SPPI criterion regardless of the event or circumstance that causes the early termination
of the contract and irrespective of which party pays or receives reasonable compensation for the early termination of the contract.
These modifications have no impact on the interim condensed consolidated financial statements.
|
-
|
IFRIC
Interpretation 23 Uncertainty over Income Tax Treatment
|
The
Interpretation addresses the accounting for income taxes when tax treatments involve uncertainty that affects the application
of IAS 12 and does not apply to taxes or levies outside the scope of IAS 12, nor does it specifically include requirements relating
to interest and penalties associated with uncertain tax treatments.
Notes
to interim condensed consolidated financial statements (unaudited)
(continued)
The
Interpretation specifically addresses the following:
|
-
|
Whether
an entity considers uncertain tax treatments separately
|
|
-
|
The
assumptions an entity makes about the examination of tax treatments by taxation authorities
|
|
-
|
How
an entity determines taxable profit (tax loss), tax bases, unused tax losses, unused
tax credits and tax rates
|
|
-
|
How
an entity considers changes in facts and circumstances
|
An
entity must determine whether to consider each uncertain tax treatment separately or together with one or more other uncertain
tax treatments. The approach that better predicts the resolution of the uncertainty should be followed. This interpretation has
no impact on the interim condensed consolidated financial statements.
|
-
|
Amendments
to IFRS 10 and IAS 28: Sale or Contribution of Assets between an Investor and its Associate
or Joint Venture -
|
The
amendments address the conflict between IFRS 10 and IAS 28 in dealing with the loss of control of a subsidiary that is sold or
contributed to an associate or joint venture.
The
amendments clarify that the gain or loss resulting from the sale or contribution of assets that constitute a business, as defined
in IFRS 3, between an investor and its associate or joint venture, is recognized in full. Any gain or loss resulting from the
sale or contribution of assets that do not constitute a business, however, is recognized only to the extent of unrelated investors’
interests in the associate or joint venture. The IASB has deferred the effective date of these amendments indefinitely, but an
entity that early adopts the amendments must apply them prospectively. These modifications do not apply on the Group’s interim
condensed consolidated financial statements.
|
-
|
Amendments
to IAS 28: Long-term interests in associates and joint ventures -
|
The
amendments clarify that an entity applies IFRS 9 to long-term interests in an associate or joint venture to which the equity method
is not applied but that, in substance, form part of the net investment in the associate or joint venture (long-term interests).
This clarification is relevant because it implies that the expected credit loss model in IFRS 9 applies to such long-term interests.
The
amendments also clarified that, in applying IFRS 9, an entity does not take account of any losses of the associate or joint venture,
or any impairment losses on the net investment, recognized as adjustments to the net investment in the associate or joint venture
that arise from applying IAS 28 Investments in Associates and Joint Ventures. These modifications do not apply on the Group’s
interim condensed consolidated financial statements.
Notes
to interim condensed consolidated financial statements (unaudited)
(continued)
|
-
|
Annual
improvements to IFRS - 2015-2017 Cycle
|
IFRS
3 Business Combinations – Interest previously held in a joint operation
These
amendments clarify that, when an entity obtains control of a business that was previously a joint operation, it must apply the
requirements of the business combinations carried out in stages, reassessing the fair value of the shares previously held in the
assets and liabilities of the joint operation. In doing so, the acquirer remeasures its entire previously held interest in the
joint operation. These modifications will apply to the future Group’s business combinations.
IFRS
11 Joint arrangements - Units previously held in a joint operation
An
entity that participates in, but does not have joint control of, a joint operation might obtain joint control of the joint operation
in which the activity of the joint operation constitutes a business as defined in IFRS 3.
The
amendments clarify that the previously held interests in that joint operation are not remeasured. These modifications do not apply
on the Group’s interim condensed consolidated financial statements.
IAS
12 Income tax - Consequences of payments of financial instruments classified in equity
The
amendments clarify that the tax consequences of the dividends depend more on the transactions or past events that generated that
distributable profit than on the distribution to the owners. Therefore, an entity recognizes the tax consequences of a dividend
in results, in other comprehensive income or in equity depending on how the entity recorded those transactions or past events.
When an entity applies these amendments for the first time, it will do so from the start date of the oldest comparative period.
These modifications have no impact on the Group’s interim condensed consolidated financial statements.
IAS
23 Interest costs - Capitalized interest costs
The
amendments clarify that an entity considers part of its general interest costs any interest costs originally incurred to develop
a qualified asset when substantially all the activities necessary to prepare the asset for its use or sale have been completed.
An
entity applies those amendments to borrowing costs incurred on or after the beginning of the annual reporting period in which
the entity first applies those amendments. Since the Group’s current practice is in line with these amendments, the Group
does not expect any effect on its consolidated financial statements.
|
-
|
Amendments
to IAS 19: Plan Amendment, Curtailment or Settlement
|
The
amendments to IAS 19 address the accounting when a plan amendment, curtailment or settlement occurs during a reporting period.
The amendments specify that when a plan amendment, curtailment or settlement occurs during the annual reporting period, an entity
is required to: determine current service cost for the remainder of the period after the plan amendment, curtailment or settlement,
and to determine net interest for the remainder of the period after the plan amendment, curtailment or settlement. These modifications
have no impact on the interim condensed consolidated financial statements.
Notes
to interim condensed consolidated financial statements (unaudited)
(continued)
|
2.2
|
Basis
of consolidation –
|
The
interim condensed consolidated financial statements comprise the financial statements of the Company and its subsidiaries as of
September 30, 2019 and 2018.
As
of September 30, 2019 and 2018, there was no changes in the participation of the common shares that the Company’s had on
its subsidiaries; the main activities and information about subsidiaries are revealed on the consolidated financial statements
as of December 31, 2018.
|
2.3
|
Seasonality
of operations –
|
Seasonality
is not relevant to the Group’s activities.
|
3.
|
Cash
and cash equivalents
|
|
(a)
|
This
caption consists of the following:
|
|
|
As of
September 30,
2019
|
|
|
As of
December 31,
2018
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
Cash on hand
|
|
|
144
|
|
|
|
152
|
|
Cash at banks (b)
|
|
|
20,131
|
|
|
|
18,821
|
|
Short-term deposits (c)
|
|
|
79,000
|
|
|
|
30,094
|
|
|
|
|
|
|
|
|
|
|
Cash balances and cash equivalents included in statements of cash flows
|
|
|
99,275
|
|
|
|
49,067
|
|
|
(b)
|
Cash
at banks is denominated in local and foreign currencies, is deposited in domestic and
foreign banks and is freely available. The cash at banks interest yield is based on daily
bank deposit rates.
|
|
(c)
|
The
short-term deposits held in domestic banks were freely available and earned interest
at the respective short-term market rates and have maturities of less than three months.
|
|
4.
|
Trade
and other receivables
|
As
of September 30, 2019 and December 31, 2018 this caption mainly includes trade receivables, value-added tax credit (VAT), interest
receivables and accounts receivables from related parties.
As
of September 30, 2019 and December 31, 2018 includes goods and finished products, work in progress, raw materials and other supplies
to be used in the production process.
Notes
to interim condensed consolidated financial statements (unaudited)
(continued)
|
6.
|
Property,
plant and equipment
|
During
the three and nine-month periods ended September 30, 2019 the Group additions amounted approximately to S/27,075,000 and S/57,445,000
respectively (S/21,798,000 and S/53,823,000 during the three and nine-month periods ended September 30, 2018, respectively).
Assets
with a net book value of S/702,000 disposed to third parties by the Group during the nine-month period ended September 30, 2019
(S/5,424,000 for the nine-month period ended September 30, 2018), resulting in a net gain on disposal of S/243,000 (S/5,004,000
for the nine-month period ended September 30, 2018).
As
of September 30, 2019 the Group maintains accounts payable related to the acquisition of property, plant and equipment amounting
to S/3,183,000 (S/4,627,000 as of December 31, 2018). Also, the accounts receivable related to disposal of property, plant and
equipment amounts to S/1,742,000 as of September 30, 2019 (S/4,859,000 as of December 31, 2018).
|
7.
|
Trade
and other payables
|
As
of September 30, 2019 and December 31, 2018, this caption includes trade payables, account payables to related parties, interest,
dividends among other minor payables.
As
of September 30, 2019, in order to comply with Peruvian law requirements, S/280,000 corresponding to dividends payable with aging
greater than ten years were transferred from dividends payable caption to legal reserve caption in the interim condensed consolidated
statement of changes in equity.
As
of September 30, 2019, dividends payable amounted to S/6,001,000 (S/19,331,000 as of December 31, 2018).
|
8.
|
Interest-bearing
loans and borrowings
|
In
December 2018, the Company purchased US$168,388,000 of its senior notes denominated in US dollars which were issued in previous
years; as a result, as of December 31, 2018, the balance of these senior notes amounts to US$131,612,000, with maturity in 2023,
which are hedged by derivative financial instruments cross currency swaps (CCS), see note 14 (b). At the same date, the Company
settled CCS for a nominal amount of US$150,000,000 of a total of US$300,000,000, obtaining a gain from this operation, see detail
disclose in the Group’s annual consolidated financial statements as of December 31, 2018. To finance the purchase of the senior
notes, the Company obtained mid-term loans from Banco de Crédito del Perú amounting to S/580,769,000.
The
General Shareholders’ Meeting held on January 8, 2019, approved the issuance of senior notes in soles in the local market up to
the maximum amount of S/1,000,000,000 through the Second Corporate Bonds Program of Pacasmayo, whose purpose was to settle the
mid-term loan described in previous paragraph. On January 31, 2019, senior notes were issued for: i) S/260,000,000 at a rate of
6.688 percent per year and maturity of 10 years and; ii) S/310,000,000 at a rate of 6.844 percent per year and maturity of 15
years.
Notes to interim condensed consolidated financial statements
(unaudited)
(continued)
The
Senior Notes issued in 2019 are surety guaranteed by the following Company’s subsidiaries: Cementos Selva S.A., Distribuidora
Norte Pacasmayo S.R.L., Empresa de Transmisión Guadalupe S.A.C. and Dinoselva Iquitos S.A.C.
For
the nine-month period ended September 30, 2019 and 2018, the senior notes generated interest that has been recognized as finance
costs in the interim condensed consolidated financial statement of profit or loss for S/41,336,000 and S/34,634,000 respectively.
In
March 2019, the Company received from Banco de Crédito del Peru a loan for working capital amounting to S/13,560,000, which
had a maturity of 90 days and accrued an annual effective interest rate of 3.87 percent; this loan was settled in June 2019 and
the Company received a new loan amounting to S/13,689,000, which has a maturity of 365 days and accrues an annual effective interest
rate of 4.64 percent.
In
April 2019, the Company paid US$5,000,000 (equivalent to S/16,670,000) the loan for working capital received in the end of 2018
from Banco de Crédito del Peru. Also, in April 2019, the Company received a new loan for working capital amounted US$5,085,027
(equivalent to S/16,760,000) from the same bank with a maturity of 180 days and an accrues an annual effective interest rate of
3.29 percent.
In
August 2019, the Company received from Banco de Crédito del Perú two loans for working capital amounting to US$1,466,250
(equivalent to S/4,963,000) and US$1,600,000 (equivalent to S/5,416,000), which have a maturity of 365 days and accrues an annual
effective interest rate of 3.23 percent and 3.36 percent, respectively.
Financial
covenants –
The
financial covenants related to senior notes issued in US dollars are those disclosed in the Group’s annual consolidated financial
statements as of December 31, 2018. As of September 30, 2019 and December 31, 2018, the Company has complied with all the covenants
in force.
The financial covenants related to senior notes
issued in Soles states that in the case that the Company and guarantee subsidiaries require to issue debt or equity instruments
or merges with another company or dispose or rent significant assets, the senior notes will activate the following covenants, calculated
on the Company and Guarantee Subsidiaries annual consolidated financial statements:
|
-
|
The fixed charge covenant ratio would be at least 2.5 to 1.
|
|
-
|
The consolidated debt-to-EBITDA ratio would be no greater than 3.5 to 1.
|
As of September 30, 2019, the Group has not entered
in any of the operations previously mentioned.
Notes to interim condensed consolidated financial statements
(unaudited)
(continued)
The table below summarizes the maturity profile
of the Group’s financial liabilities based on contractual undiscounted payments:
|
|
Less than
3 months
|
|
|
3 to 12
months
|
|
|
1 to 5
years
|
|
|
More than
5 years
|
|
|
Total
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
As of September 30, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing loans adjusted by hedge
|
|
|
-
|
|
|
|
85,286
|
|
|
|
400,671
|
|
|
|
570,000
|
|
|
|
1,055,957
|
|
Interests
|
|
|
58
|
|
|
|
59,444
|
|
|
|
204,532
|
|
|
|
232,057
|
|
|
|
496,091
|
|
Hedge finance cost payable
|
|
|
-
|
|
|
|
15,004
|
|
|
|
37,511
|
|
|
|
-
|
|
|
|
52,515
|
|
Trade and other payables
|
|
|
115,369
|
|
|
|
43,153
|
|
|
|
-
|
|
|
|
-
|
|
|
|
158,522
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing loans adjusted by hedge
|
|
|
-
|
|
|
|
60,822
|
|
|
|
981,440
|
|
|
|
-
|
|
|
|
1,042,262
|
|
Interests
|
|
|
10,006
|
|
|
|
44,436
|
|
|
|
101,243
|
|
|
|
-
|
|
|
|
155,685
|
|
Hedge finance cost payable
|
|
|
7,489
|
|
|
|
7,489
|
|
|
|
52,422
|
|
|
|
-
|
|
|
|
67,400
|
|
Trade and other payables
|
|
|
117,702
|
|
|
|
24,903
|
|
|
|
-
|
|
|
|
-
|
|
|
|
142,605
|
|
As
of September 30, 2019 and December 31, 2018, this caption includes workers’ profit sharing, long-term incentive plan and
rehabilitation provision. The decrease in this liability is mainly explained by the payment of the workers’ profit sharing
and the long -term incentive plan.
The Group calculates income tax
expense of the period using the tax rate that would be applicable to the expected total annual earning.
The major components of the income
tax expense in the interim condensed consolidated statement of profit or loss, statement of other comprehensive income and equity
are:
|
|
For the three-month
period ended
September 30,
|
|
|
For the nine-month
period ended
September 30,
|
|
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current income tax
|
|
|
(16,482
|
)
|
|
|
(11,146
|
)
|
|
|
(26,998
|
)
|
|
|
(25,858
|
)
|
Deferred income tax
|
|
|
(2,521
|
)
|
|
|
(3,593
|
)
|
|
|
(16,087
|
)
|
|
|
(13,087
|
)
|
Income tax expense recognized in the consolidated statements of profit or loss
|
|
|
(19,003
|
)
|
|
|
(14,739
|
)
|
|
|
(43,085
|
)
|
|
|
(38,945
|
)
|
Income tax recognized in other comprehensive income
|
|
|
511
|
|
|
|
(424
|
)
|
|
|
1,650
|
|
|
|
(368
|
)
|
Income tax recognized on equity
|
|
|
-
|
|
|
|
(2,253
|
)
|
|
|
-
|
|
|
|
(2,253
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total income tax
|
|
|
(18,492
|
)
|
|
|
(17,416
|
)
|
|
|
(41,435
|
)
|
|
|
(41,566
|
)
|
Notes to interim condensed consolidated financial statements
(unaudited)
(continued)
Following is the composition of
deferred tax related to items recognized in other comprehensive income and equity:
|
|
For the three-month
periods ended
September 30,
|
|
|
For the nine-month
periods ended
September 30,
|
|
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized loss (gain) on financial instruments designated at fair value through other comprehensive income
|
|
|
-
|
|
|
|
-
|
|
|
|
2,449
|
|
|
|
(1,675
|
)
|
Unrealized loss (gain) on derivative financial instruments
|
|
|
511
|
|
|
|
(424
|
)
|
|
|
(799
|
)
|
|
|
1,307
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total deferred income tax in OCI
|
|
|
511
|
|
|
|
(424
|
)
|
|
|
1,650
|
|
|
|
(368
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
|
|
|
-
|
|
|
|
(2,253
|
)
|
|
|
-
|
|
|
|
(2,253
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total deferred income tax recognized in equity
|
|
|
-
|
|
|
|
(2,253
|
)
|
|
|
-
|
|
|
|
(2,253
|
)
|
|
11.
|
Revenue from contracts with customers
|
This caption is made up as follows:
|
|
Cement, concrete
and precast
|
|
|
Quicklime
|
|
|
Construction Supplies
|
|
|
Others
|
|
|
Total
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
For the three-month period ended September 30, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from external customers
|
|
|
357,314
|
|
|
|
8,160
|
|
|
|
17,691
|
|
|
|
14
|
|
|
|
383,179
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from external customers
|
|
|
357,314
|
|
|
|
8,160
|
|
|
|
17,691
|
|
|
|
14
|
|
|
|
383,179
|
|
For the nine-month period ended September 30, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from external customers
|
|
|
943,006
|
|
|
|
25,745
|
|
|
|
49,102
|
|
|
|
136
|
|
|
|
1,017,989
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from external customers
|
|
|
943,006
|
|
|
|
25,745
|
|
|
|
49,102
|
|
|
|
136
|
|
|
|
1,017,989
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three-month period ended September 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from external customers
|
|
|
287,121
|
|
|
|
12,523
|
|
|
|
18,318
|
|
|
|
807
|
|
|
|
318,769
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from external customers
|
|
|
287,121
|
|
|
|
12,523
|
|
|
|
18,318
|
|
|
|
807
|
|
|
|
318,769
|
|
For the nine-month period ended September 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from external customers
|
|
|
820,428
|
|
|
|
48,814
|
|
|
|
50,769
|
|
|
|
1,549
|
|
|
|
921,560
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from external customers
|
|
|
820,428
|
|
|
|
48,814
|
|
|
|
50,769
|
|
|
|
1,549
|
|
|
|
921,560
|
|
Notes to interim condensed consolidated financial statements
(unaudited)
(continued)
|
12.
|
Related party transactions
|
During the nine-months periods ended September 30,
2019 and 2018, the Group carried out the following main transactions with Inversiones ASPI S.A. and its related parties:
|
|
For the three-month
period ended
September 30,
|
|
|
For the nine-month
period ended
September 30,
|
|
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income
|
|
|
|
|
|
|
|
|
|
|
|
|
Inversiones ASPI S.A.
|
|
|
|
|
|
|
|
|
|
|
|
|
Fees from office lease
|
|
|
3
|
|
|
|
3
|
|
|
|
9
|
|
|
|
9
|
|
Fees for management and administrative services
|
|
|
136
|
|
|
|
136
|
|
|
|
408
|
|
|
|
412
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compañía Minera Ares S.A.C. (Ares)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fees from land rental services
|
|
|
86
|
|
|
|
85
|
|
|
|
258
|
|
|
|
253
|
|
Fees from leasing of parking
|
|
|
81
|
|
|
|
80
|
|
|
|
242
|
|
|
|
237
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fosfatos del Pacífico S.A. (Fospac)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fees from office lease
|
|
|
7
|
|
|
|
7
|
|
|
|
21
|
|
|
|
19
|
|
Fees for management and administrative services
|
|
|
290
|
|
|
|
290
|
|
|
|
870
|
|
|
|
884
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fossal S.A.A. (Fossal)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fees from office lease
|
|
|
3
|
|
|
|
3
|
|
|
|
11
|
|
|
|
9
|
|
Fees for management and administrative services
|
|
|
10
|
|
|
|
10
|
|
|
|
30
|
|
|
|
32
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Security services provided by Compañía Minera Ares S.A.C.
|
|
|
475
|
|
|
|
548
|
|
|
|
1,447
|
|
|
|
1,608
|
|
As a result of these and other
transactions, the Group had the following rights and obligations with Inversiones ASPI S.A. and its related parties as of September
30, 2019 and December 31, 2018:
|
|
September 30, 2019
|
|
|
December 31, 2018
|
|
|
|
Accounts
receivable
|
|
|
Accounts
payable
|
|
|
Accounts
receivable
|
|
|
Accounts
payable
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fosfatos del Pacífico S.A.
|
|
|
220
|
|
|
|
85
|
|
|
|
1,487
|
|
|
|
-
|
|
Compañía Minera Ares S.A.C.
|
|
|
209
|
|
|
|
1,182
|
|
|
|
242
|
|
|
|
209
|
|
Inversiones ASPI S.A.
|
|
|
151
|
|
|
|
-
|
|
|
|
1,240
|
|
|
|
-
|
|
Others
|
|
|
269
|
|
|
|
-
|
|
|
|
240
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
849
|
|
|
|
1,267
|
|
|
|
3,209
|
|
|
|
209
|
|
Outstanding balances are unsecured
and interest free. There have been no guarantees provided or received from any related party receivables or payables. For the periods
ended September 30, 2019 and December 31, 2018, the Group has not recorded any impairment of receivables from related parties.
This assessment is undertaken each financial year by examining the financial position of the related party.
Notes to interim condensed consolidated financial statements
(unaudited)
(continued)
Compensation of key management
personnel of the Group -
The compensation paid to key management
personnel includes expenses for profit-sharing, compensation and other concepts for members of the Board of Directors and the key
management. The total short term compensations expense amounted to S/6,743,000 and S/17,389,000 during the three and nine-month
periods ended September 30, 2019, respectively (S/6,298,000 and S/16,249,000 during the three and nine-month periods ended September
30, 2018) , and the total long term compensations expense amounted to a S/2,567,000 and S/7,443,000 during the three and nine-month
periods ended September 30, 2019, respectively (S/2,258,000 and S/7,234,000 during the three and nine-month periods ended September
30, 2018). The Group does not compensate Management with post-employment or contract termination benefits or share-based payments.
|
13.
|
Earnings per share (EPS)
|
Basic earnings per share amounts are calculated
by dividing net profit for the nine-month period ended September 30, 2019 and 2018 attributable to common shares and investment
shares of the parent by the weighted average number of common and investment shares outstanding during those periods.
The Group has no dilutive potential common shares
as of September 30, 2019 and 2018.
Calculation of the weighted average number of shares
and the basic earning per share is presented below:
|
|
For the three-month
period ended
September 30,
|
|
|
For the nine-month
period ended
September 30
|
|
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Numerator
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net profit attributable to ordinary equity holders of the Parent
|
|
|
40,215
|
|
|
|
33,427
|
|
|
|
102,546
|
|
|
|
88,428
|
|
|
|
For the three-month
period ended
September 30,
|
|
|
For the nine-month
period ended
September 30,
|
|
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Denominator
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common and investment shares (thousands)
|
|
|
428,107
|
|
|
|
428,107
|
|
|
|
428,107
|
|
|
|
428,107
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic profit for common and investment shares
|
|
|
0.09
|
|
|
|
0.08
|
|
|
|
0.24
|
|
|
|
0.21
|
|
There have been no other transactions involving
common and investment shares between the reporting date and the date of completion of these interim condensed consolidated financial
statements.
Notes to interim condensed consolidated financial statements
(unaudited)
(continued)
|
14.
|
Financial instruments
|
Financial assets -
Except derivate financial instruments (see (b) below)
and financial instruments designated at fair value through other comprehensive income, all financial assets which included cash
and cash equivalents and trade and other receivables are classified in the category of loans and receivables, are which non-derivative
financial assets carried at amortized cost, held to maturity, and generate a fixed or variable interest income for the Group. The
carrying value may be affected by changes in the credit risk of the counterparties.
|
(a)
|
Financial assets at fair value –
|
|
|
As of
September 30,
2019
|
|
|
As of
December 31,
2018
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
Derivative financial instruments
|
|
|
|
|
|
|
Cash flow hedge (cross currency swaps)
|
|
|
12,671
|
|
|
|
9,474
|
|
Trading of cash flow (cross currency swaps)
|
|
|
1,770
|
|
|
|
2,794
|
|
|
|
|
|
|
|
|
|
|
Total derivatives financial instruments
|
|
|
14,441
|
|
|
|
12,268
|
|
|
|
|
|
|
|
|
|
|
Financial instruments designated at fair value through other comprehensive income
|
|
|
|
|
|
|
|
|
Equity shares
|
|
|
18,581
|
|
|
|
26,883
|
|
Total financial instruments designated at fair value through other comprehensive income
|
|
|
18,581
|
|
|
|
26,883
|
|
Total financial instruments at fair value
|
|
|
33,022
|
|
|
|
39,151
|
|
|
|
|
|
|
|
|
|
|
Total current
|
|
|
-
|
|
|
|
-
|
|
Total non-current
|
|
|
33,022
|
|
|
|
39,151
|
|
|
|
|
|
|
|
|
|
|
|
|
|
33,022
|
|
|
|
39,151
|
|
Financial liabilities -
All financial liabilities of the Group including
trade and other payables and interest-bearing loans and borrowings are classified as loans and borrowings and are carried at amortized
cost.
|
(b)
|
Derivative financial instruments -
|
Derivatives assets of hedging -
Foreign currency risk -
As of September 30, 2019 and as
of December 31, 2018, the Group maintains Cross currency swap contracts for a nominal amount of US$150,000,000, of which US$131,612,000
have been designated as hedging instruments for Senior notes that are denominated in U.S. dollars, with the intention of reducing
the foreign exchange risk.
Notes to interim condensed consolidated financial statements
(unaudited)
(continued)
The cash flow hedge of the expected
future payments was assessed to be highly effective and an unrealized loss of S/1,732,000 and an unrealized gain of S/2,708,000
for the three and nine-month period ended September 30, 2019 (unrealized gain of S/1,435,000 and unrealized loss of S/4,432,000
for the three and nine-month period ended September 30, 2018) is included in other comprehensive income. The amounts retained in
other comprehensive income as of September 30, 2019 are expected to mature and affect the consolidated statement of profit or loss
in each of the future years until 2023.
Derivate assets from trading -
Cross currency swaps that do not
have an underlying relationship amounts to US$18,388,000 and have been designated as trading. The effect on profit or loss of the
change on their fair value amounts to S/1,505,000 and S/480,000 for the three and nine-month period ended September 30, 2019. The
Company acquired a derivative trading instrument for a nominal amount of US$70,000,000 that was liquidated in January 2019 and
the result was a gain presented in Finance income caption in the consolidated statement of profit or loss for a value of S/1,458,000.
|
(c)
|
Fair values and fair value accounting hierarchy –
|
Set out below is a comparison of
the carrying amounts and fair values of financial instruments as of September 30, 2019 and December 31, 2018, as well as the fair
value accounting hierarchy.
|
|
Carrying amount
|
|
|
Fair value
|
|
|
Fair value hierarchy
|
|
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
2019/2018
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
99,275
|
|
|
|
49,067
|
|
|
|
99,275
|
|
|
|
49,067
|
|
|
|
Level 1
|
|
Trade and other receivables
|
|
|
115,406
|
|
|
|
104,256
|
|
|
|
115,406
|
|
|
|
104,256
|
|
|
|
Level 1
|
|
Derivatives financial assets – Cross currency swaps
|
|
|
14,441
|
|
|
|
12,268
|
|
|
|
14,441
|
|
|
|
12,268
|
|
|
|
Level 2
|
|
Financial instruments at fair value through other comprehensive income
|
|
|
18,581
|
|
|
|
26,883
|
|
|
|
18,581
|
|
|
|
26,883
|
|
|
|
Level 3
|
|
Total financial assets
|
|
|
247,703
|
|
|
|
192,474
|
|
|
|
247,703
|
|
|
|
192,474
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables
|
|
|
168,293
|
|
|
|
151,320
|
|
|
|
168,293
|
|
|
|
151,320
|
|
|
|
Level 1
|
|
Senior notes
|
|
|
1,011,876
|
|
|
|
441,786
|
|
|
|
1,039,896
|
|
|
|
442,142
|
|
|
|
Level 2
|
|
Promissory notes
|
|
|
85,286
|
|
|
|
641,591
|
|
|
|
85,488
|
|
|
|
643,308
|
|
|
|
Level 2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total financial liabilities
|
|
|
1,265,455
|
|
|
|
1,234,697
|
|
|
|
1,293,677
|
|
|
|
1,236,770
|
|
|
|
|
|
Notes to interim condensed consolidated financial statements
(unaudited)
(continued)
All financial instruments for which fair value is
recognized or disclosed are categorized within the fair value hierarchy, based on the lowest level input that is significant to
the fair value measurement as a whole, as follows:
Level 1 — Quoted (unadjusted) market prices
in active markets for identical assets or liabilities.
Level 2 — Valuation techniques for which the
lowest level input that is significant to the fair value measurement is directly or indirectly observable.
Level 3 — Valuation techniques for which the
lowest level input that is significant to the fair value measurement is unobservable.
For assets and liabilities that are recognized at
fair value on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy. As of September
30, 2019 and December 31, 2018, there were no transfers between the fair value hierarchies.
Management assessed that cash and term deposits,
trade and other receivables and other current liabilities approximate their carrying amounts largely due to the short-term maturities
of these instruments.
The following methods and assumptions were used to
estimate the fair values:
|
-
|
The fair value of cross currency swaps is measured by using valuation techniques where inputs are based on market data and
present value calculations. The models incorporate various inputs, including the credit quality of counterparties, foreign exchange,
forward rates and interest rate curves.
|
A credit valuation adjustment (CVA) is applied to
the “Over-The-Counter” derivative exposures to take into account the counterparty’s risk of default when measuring
the fair value of the derivative. CVA is the mark-to market cost of protection required to hedge credit risk from counterparties
in this type of derivatives portfolio. CVA is calculated by multiplying the probability of default (PD), the loss given default
(LGD) and the expected exposure (EE) at the time of default.
A debit valuation adjustment (DVA) is applied to
incorporate the Group’s own credit risk in the fair value of derivatives (that is the risk that the Group might default on
its contractual obligations), using the same methodology as for CVA.
|
-
|
The fair value of the quoted senior notes is based on the current quotations value at the reporting date.
|
|
-
|
The fair value of the promissory note is calculated using the results of cash flow discounted at the indebtedness rates of
3.78% and 2.73% in soles and US dollars, respectively.
|
|
-
|
The fair value of financial instruments designated at fair value through other comprehensive income has been determined using
the income approach and discounted cash flow method. The quantitative information about the significant unobservable inputs used
in level 3 fair value measurements as of September 30, 2019 and as of December 31, 2018 are described as follows:
|
|
|
Weighted average
|
|
Earning growth factor
|
|
|
4
|
%
|
WACC discount rate
|
|
|
9.8
|
%
|
Notes to interim condensed consolidated financial statements
(unaudited)
(continued)
Risk management activities –
As a result of its activities, the Group is exposed
to the foreign currency exchange rate risk, thereof the Company has acquired hedging financial instruments to cover this risk.
Since November 2014, the Group has hedged its exposure to foreign currency from its corporate bonds (denominated in US dollars).
During the nine-month period ended September 30, 2019, there was moderate volatility in the US dollar exchange rate with respect
to the soles, whose effects were partially mitigated by the exchange rate hedge maintained by the Company.
As of September 30, 2019 and December 31, 2018,
except for the financial instruments (cross currency swaps) signed by the Company to hedge the foreign currency risk of its Senior
Notes, the Group had no other financial instruments to hedge its foreign exchange risk, interest rates or market price (purchase
price of coal) fluctuations.
|
15.
|
Commitments and contingencies
|
Operating lease commitments
– Group as lessor
As
of September 30, 2019, the Group, as lessor, has a land lease with Compañía Minera Ares S.A.C. a related party of
Inversiones ASPI S.A. This lease is annually renewable; provided a rent for the three and nine-month period ended September 30,
2019 and 2018 of S/258,000 and S/253,000, respectively.
Capital commitments
As
of September 30, 2019, the Group does not have significant capital commitments.
Environmental matters
The
Group exploration and exploitation activities are subject to environmental protection standards. Such standards are the same as
those disclosed on the consolidated financial statement as of December 31, 2018.
Tax situation
The Company is subject to Peruvian
tax law. As of September 30, 2019 and 2018, the income tax rate is 29.5 percent of the taxable profit after deducting employee
participation, which is calculated at a rate of 8 to 10 percent of the taxable income.
It should be noted that of January
1, 2019, a series of tax benefits for Loreto region is eliminated, eliminating the tax refund of the Value added tax and the exemption
of the Value added tax for the importation of goods that are destined for consumption in this region.
Notes to interim condensed consolidated financial statements
(unaudited)
(continued)
For purposes of determining income
tax, transfer pricing transactions with related companies and resident companies in territories with low or no taxation, must be
supported with documentation and information on the valuation methods used and the criteria considered for determination. Based
on the analysis of operations of the Group, Management and its legal advisors estimate that as a result of the application of this
standard will not result in significant contingencies for the Group as of September 30, 2019 and December 31, 2018.
During the four years following
the year tax returns are filed, the tax authorities have the power to review and, as applicable, correct the income tax computed
by each individual company. The income tax and value-added tax returns for the following years are open for review by the tax authorities.
|
|
Years open to review by Tax Authorities
|
Entity
|
|
Income tax
|
|
Value-added tax
|
|
|
|
|
|
Cementos Pacasmayo S.A.A.
|
|
2014-2018
|
|
Dec. 2014-2018
|
Cementos Selva S.A.
|
|
2014-2018
|
|
Dec. 2014-2018
|
Distribuidora Norte Pacasmayo S.R.L.
|
|
2013/2015-2018
|
|
Dec. 2014-2018
|
Empresa de Transmisión Guadalupe S.A.C.
|
|
2014-2018
|
|
Dec. 2014-2018
|
Salmueras Sudamericanas S.A.
|
|
2014-2018
|
|
Dec. 2014-2018
|
Calizas del Norte S.A.C. (on liquidation)
|
|
2014-2018
|
|
Dec. 2014-2018
|
Due
to possible interpretations that the tax authorities may give to legislation in effect, it is not possible to determine whether
any of the tax audits that may be performed will result in increased liabilities for the Group. For that reason, tax or surcharge
that could arise from future tax audits would be applied to the income during the period in which it is determined. However, in
management’s opinion, any possible additional payment of taxes would not have a material effect on the interim condensed
consolidated financial statements as of September 30, 2019 and the consolidated financial statements as of December 31, 2018.
Legal claim contingency
As
of September 30, 2019, some third parties have commenced actions against the Group in relation with its operations which claims
in aggregate represent S/11,416,000. From this total amount, S/1,437,000 corresponded to labor claims from former employees; S/7,681,000
linked to resolutions of determination and fine on the property tax of the periods 2009 to 2014 issued by the District Municipality
of Pacasmayo, and S/2,298,000 related to the tax assessments received from the tax administration corresponding to 2009 tax period,
which was reviewed by the tax authority during 2012.
Management
expects that these claims will be resolved within the next five years based on prior experience; however, the Group cannot assure
that these claims will be resolved within this period because the authorities do not have a maximum term to resolve cases.
The
Group has been advised by its legal counsel that it is only possible, but not probable, that these actions will succeed. Accordingly,
no provision for any liability has been made in these interim
condensed
consolidated financial statements.
Notes to interim condensed consolidated financial statements
(unaudited)
(continued)
Mining royalty
The Group signed agreements with
third parties and with Peruvian Government related to the use of concessions for extraction activities on process of cement production.
The information of the payment of royalties are reveled on the consolidated financial statements of the Group as of December 31,
2018.
For management purposes, the Group is organized
into business units based on their products and activities, and have three reportable segments as follows:
|
-
|
Production and marketing of cement, concrete and precast in the northern region of Peru.
|
|
-
|
Sale of construction supplies in the northern region of Peru.
|
|
-
|
Production and marketing of quicklime in the northern region of Peru.
|
No operating segments have been aggregated to form
the above reportable operating segments.
Management monitors the profit before income tax
of each business units separately for the purpose of making decisions about resource allocation and performance assessment.
Transfer prices between operating segments are on
an arm’s length basis in a similar manner to transactions with third parties.
Notes to interim condensed consolidated financial statements
(unaudited)
(continued)
|
|
Revenue from external
customers
|
|
|
Gross Margin
|
|
|
Profit (loss) before income tax
|
|
|
Tax on earnings
|
|
|
Net profit (loss)
|
|
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three-month period ended September 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cement, concrete and precast
|
|
|
357,314
|
|
|
|
287,121
|
|
|
|
134,319
|
|
|
|
114,911
|
|
|
|
58,839
|
|
|
|
47,938
|
|
|
|
(18,879
|
)
|
|
|
(14,667
|
)
|
|
|
39,960
|
|
|
|
33,271
|
|
Construction supplies
|
|
|
17,691
|
|
|
|
18,318
|
|
|
|
966
|
|
|
|
173
|
|
|
|
532
|
|
|
|
(143
|
)
|
|
|
(167
|
)
|
|
|
45
|
|
|
|
365
|
|
|
|
(98
|
)
|
Quicklime
|
|
|
8,160
|
|
|
|
12,523
|
|
|
|
134
|
|
|
|
1,024
|
|
|
|
98
|
|
|
|
656
|
|
|
|
(38
|
)
|
|
|
(199
|
)
|
|
|
60
|
|
|
|
457
|
|
Other
|
|
|
14
|
|
|
|
807
|
|
|
|
(11
|
)
|
|
|
(27
|
)
|
|
|
(251
|
)
|
|
|
(285
|
)
|
|
|
81
|
|
|
|
82
|
|
|
|
(170
|
)
|
|
|
(203
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated
|
|
|
383,179
|
|
|
|
318,769
|
|
|
|
135,408
|
|
|
|
116,081
|
|
|
|
59,218
|
|
|
|
48,166
|
|
|
|
(19,003
|
)
|
|
|
(14,739
|
)
|
|
|
40,215
|
|
|
|
33,427
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the nine-month period ended September 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cement, concrete and precast
|
|
|
943,006
|
|
|
|
820,428
|
|
|
|
357,820
|
|
|
|
335,307
|
|
|
|
144,577
|
|
|
|
125,435
|
|
|
|
(42,773
|
)
|
|
|
(38,890
|
)
|
|
|
101,804
|
|
|
|
86,545
|
|
Construction supplies
|
|
|
49,102
|
|
|
|
50,769
|
|
|
|
2,063
|
|
|
|
1,031
|
|
|
|
1,074
|
|
|
|
127
|
|
|
|
(318
|
)
|
|
|
(39
|
)
|
|
|
756
|
|
|
|
88
|
|
Quicklime
|
|
|
25,745
|
|
|
|
48,814
|
|
|
|
1,105
|
|
|
|
4,461
|
|
|
|
632
|
|
|
|
2574
|
|
|
|
(187
|
)
|
|
|
(798
|
)
|
|
|
445
|
|
|
|
1,776
|
|
Other
|
|
|
136
|
|
|
|
1,549
|
|
|
|
32
|
|
|
|
207
|
|
|
|
(652
|
)
|
|
|
(2,520
|
)
|
|
|
193
|
|
|
|
782
|
|
|
|
(459
|
)
|
|
|
(1,738
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated
|
|
|
1,017,989
|
|
|
|
921,560
|
|
|
|
361,020
|
|
|
|
341,006
|
|
|
|
145,631
|
|
|
|
125,616
|
|
|
|
(43,085
|
)
|
|
|
(38,945
|
)
|
|
|
102,546
|
|
|
|
86,671
|
|
|
|
Assets by segment
|
|
|
Other assets
|
|
|
Total assets
|
|
|
Total liabilities by
segment
|
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
S/(000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of September 30, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
Cement, concrete and precast
|
|
|
2,774,376
|
|
|
|
12,671
|
|
|
|
2.787,047
|
|
|
|
1,342,869
|
|
Construction supplies
|
|
|
40,935
|
|
|
|
-
|
|
|
|
40,935
|
|
|
|
84,336
|
|
Quicklime
|
|
|
77,827
|
|
|
|
-
|
|
|
|
77,827
|
|
|
|
-
|
|
Other
|
|
|
51,388
|
|
|
|
20,351
|
|
|
|
71,739
|
|
|
|
113
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated
|
|
|
2,944,526
|
|
|
|
33,022
|
|
|
|
2,977,548
|
|
|
|
1,427,318
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cement, concrete and precast
|
|
|
2,632,723
|
|
|
|
9,474
|
|
|
|
2,642,197
|
|
|
|
1,376,390
|
|
Construction supplies
|
|
|
29,363
|
|
|
|
-
|
|
|
|
29,363
|
|
|
|
34,788
|
|
Quicklime
|
|
|
111,072
|
|
|
|
-
|
|
|
|
111,072
|
|
|
|
-
|
|
Other
|
|
|
50,936
|
|
|
|
29,677
|
|
|
|
80,613
|
|
|
|
704
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated
|
|
|
2,824,094
|
|
|
|
39,151
|
|
|
|
2,863,245
|
|
|
|
1,411,882
|
|
Notes to interim condensed consolidated financial statements
(unaudited)
(continued)
During
the nine-month period ended September 30, 2019 and 2018 there were no inter-segment revenues.
The
“other” line includes activities that do not meet individually the threshold for disclosure under IFRS 8.13 and represent
non-material operations of the Group.
Other assets
As of September 30, 2019
corresponds to the financial instruments designated at fair value through OCI and fair value of the derivative financial instruments
(cross currency swap) for approximately S/18,581,000 and S/14,441,000, respectively (S/26,883,000 and S/12,268,000, respectively
as of December 31, 2018). The fair value of derivative financial instruments is allocated to the segment of cement, and the financial
instruments designated at fair value through OCI and the fair value of the trading derivate financial instruments are not assigned
to any segment.
Geographic information
As
of September 30, 2019 and December 31, 2018, all non-current assets are located in Peru and all revenues are from clients located
in the north region of the country.
Signatures
Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
CEMENTOS PACASMAYO S.A.A.
|
|
|
|
|
|
By:
|
/s/ CARLOS JOSE MOLINELLI MATEO
|
|
|
Name:
|
Carlos Jose Molinelli Mateo
|
|
|
Title:
|
Stock Market Representative
|
|
|
Date:
|
October 24, 2019
|
|
|
2
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