Aenza S.a.a. (AENZ) 6-K Aenza S.a.a Form 6-K

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 2021

 Commission File Number 001-35991

AENZA S.A.A.

(Exact name of registrant as specified in its charter)

N/A

(Translation of registrant’s name into English)

Republic of Peru

(Jurisdiction of incorporation or organization)

Avenida Paseo de la República 4667, Lima 34,

Surquillo, Lima

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 ___X____ 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): [ ]

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes _______ No ___X____

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable.

May 14, 2021

Sincerely yours,

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.

GRAÑA Y MONTERO S.A.A.

By: /s/ LUIS FRANCISCO DIAZ OLIVERO

Name: Luis Francisco Diaz Olivero

Title: Chief Executive Officer

Date: May 14, 2021

AENZA S.A.A AND SUBSIDIARIES

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTSAT

DECEMBER 31, 2020 AND MARCH 31, 2021 (UNAUDITED)

AENZA S.A.A AND SUBSIDIARIES

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTSAT DECEMBER 31, 2020 AND MARCH 31, 2021 (UNAUDITED)

CONTENTS	Page
Consolidated Statement of Financial Position	1
Consolidated Statement of Income	2
Consolidated Statement of Comprehensive Income	3
Consolidated Statement of Changes in Equity	4
Consolidated Statement of Cash Flows	5
Notes to the Consolidated Financial Statements	6 - 40

S/=Peruvian Sol

US$=United States dollar

AENZA S.A.A. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

(All amounts are expressed in thousands of S/ unless otherwise stated)

 

ASSETS
				As of		As of
			December31,			March 31,
	Note			2020		2021
				(as restated)
Current assets
Cash and cash equivalents		8			900,168		799,155
Trade accounts receivables, net		9			703,167		768,849
Work in progress, net		10			186,433		230,545
Accounts receivable from related parties		11			27,338		23,555
Other accounts receivable		12			433,531		438,902
Inventories, net					552,000		562,426
Prepaid expenses					22,972		22,880
Total current assets					2,825,609		2,846,312
Non-current assets
Trade accounts receivable, net		9			730,666		728,506
Accounts receivable from related parties		11			620,071		621,332
Prepaid expenses					22,264		22,247
Other accounts receivable		12			328,223		322,758
Investments in associates and joint ventures		13			35,516		36,538
Investment property					26,073		25,475
Property, plant and equipment, net		14			405,469		389,703
Intangible assets, net		14			791,990		770,624
Right-of-use assets, net		14			64,518		58,677
Deferred income tax asset					262,165		273,675
Total non-current assets					3,286,955		3,249,535
Total assets					6,112,564		6,095,847

 

LIABILITIES AND EQUITY
				As of			As of
			December 31,				March 31,
	Note			2020			2021
				(as restated)
Current liabilities
Borrowings		15			452,884			476,025
Bonds		16			58,446			58,873
Trade accounts payable		17			1,097,167			1,109,345
Accounts payable to related parties		11			43,818			42,341
Current income tax					34,494			32,170
Other accounts payable		18			718,406			772,896
Other provisions		19			92,757			99,317
Total current liabilities					2,497,972			2,590,967
Non-current liabilities
Borrowings		15			445,436			396,205
Bonds		16			874,313			865,649
Trade accounts payable		17			40,502			39,624
Other accounts payable		18			183,232			174,325
Accounts payable to related parties		11			36,297			36,981
Other provisions		19			336,609			340,390
Deferred income tax liability					102,907			104,288
Total non-current liabilities					2,019,296			1,957,462
Total liabilities					4,517,268			4,548,429
Equity		20
Capital					871,918			871,918
Legal reserve					132,011			132,011
Voluntary reserve					29,974			29,974
Share Premium					1,131,574			1,131,574
Other reserves					(169,234	)		(173,585	)
Retained earnings					(728,637	)		(763,334	)
Equity attributable to controlling interest in the Company					1,267,606			1,228,558
Non-controlling interest					327,690			318,860
Total equity					1,595,296			1,547,418
Total liabilities and equity					6,112,564			6,095,847

The accompanying notes on pages 6 to 35 are an integral part of the consolidated financial statements.

As a result of this process, the amounts in the consolidated statement of income are adjusted as follows:

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AENZA S.A.A. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF INCOME
(All amounts are expressed in thousands of S/ unless otherwise stated)
			For the period
			ended March 31,
	Note		2020			2021
Revenues from construction activities				552,642			516,668
Revenues from services provided				271,582			280,061
Revenue from real estate and sale of goods				101,031			109,065
				925,255			905,794
Cost of construction activities				(547,275	)		(477,097	)
Cost of services provided				(226,100	)		(237,954	)
Cost of real estate and  sale of goods				(79,971	)		(88,079	)
		21		(853,346	)		(803,130	)
Gross profit				71,909			102,664
Administrative expenses		21		(44,423	)		(49,517	)
Other income and expenses		22		(8,044	)		(1,609	)
Operating profit (loss)				19,442			51,538
Financial expenses		23		(51,556	)		(71,153	)
Financial income		23		3,466			1,728
Share of the profit or loss of associates and joint ventures accounted for using the equity method		13		1,164			1,006
Loss before income tax				(27,484	)		(16,881	)
Income tax expense				(877	)		(10,502	)
Loss for the period				(28,361	)		(27,383	)
(Loss) profit attributable to:
Owners of the Company				(30,444	)		(34,697	)
Non-controlling interest				2,083			7,314
				(28,361	)		(27,383	)
Loss per share attributable to owners of the
Company during the period		27		(0.035	)		(0.040	)
The accompanying notes on pages 6 to 35 are an integral part of the consolidated financial statements.

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AENZA S.A.A. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(All amounts are expressed in thousands of S/ unless otherwise stated)
	For the period
	ended March 31,
Nota	2020			2021
Loss for the period		(28,361	)		(27,383	)
Other comprehensive income:
Items that may be subsequently  reclassified to profit or loss
Cash flow hedge, net of tax		11			-
Foreign currency translation adjustment, net of tax		(35,182	)		(5,456	)
Exchange difference from net investment in a foreign operation, net of tax		356			(29	)
Other comprehensive income for the period, net of tax		(34,815	)		(5,485	)
Total comprehensive income for the period		(63,176	)		(32,868	)
Comprehensive income attributable to:
Owners of  the Company		(57,459	)		(39,048	)
Non-controlling interest		(5,717	)		6,180
		(63,176	)		(32,868	)
The accompanying notes on pages 6 to 35 are an integral part of the consolidated financial statements.

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AENZA S.A.A. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED MARCH 31, 2020 AND 2021
(All amounts are expressed in thousands of S/ unless otherwise stated)
	Attributable to the controlling interests of the Company
	Number
	of shares				Legal		Voluntary		Share		Other			Retained						Non-controlling
	In thousands		Capital		reserve		reserve		premium		reserves			earnings			Total			interest			Total
Balances as of January 1, 2020		871,918		871,918		132,011		29,974		1,132,179		(177,506	)		(510,766	)		1,477,810			398,275			1,876,085
(Loss) profit for the period		-		-		-		-		-		-			(30,444	)		(30,444	)		2,083			(28,361	)
Cash flow hedge		-		-		-		-		-		10			-			10			1			11
Foreign currency translation adjustment		-		-		-		-		-		(27,386	)		-			(27,386	)		(7,796	)		(35,182	)
Exchange difference from net investment in a foreign operation		-		-		-		-		-		361			-			361			(5	)		356
Comprehensive income of the period		-		-		-		-		-		(27,015	)		(30,444	)		(57,459	)		(5,717	)		(63,176	)
Transactions with shareholders:
- Dividend distribution		-		-		-		-		-		-			-			-			(42,602	)		(42,602	)
- Contributions (devolution) of non-controlling shareholders, net		-		-		-		-		-		-			-			-			(6,438	)		(6,438	)
Total transactions with shareholders		-		-		-		-		-		-			-			-			(49,040	)		(49,040	)
Balances as of March 31, 2020		871,918		871,918		132,011		29,974		1,132,179		(204,521	)		(541,210	)		1,420,351			343,518			1,763,869
Balances as of January 1, 2021		871,918		871,918		132,011		29,974		1,131,574		(169,234	)		(728,637	)		1,267,606			327,690			1,595,296
(Loss) profit for the period		-		-		-		-		-		-			(34,697	)		(34,697	)		7,314			(27,383	)
Foreign currency translation adjustment		-		-		-		-		-		(4,322	)		-			(4,322	)		(1,134	)		(5,456	)
Exchange difference from net investment in a foreign operation		-		-		-		-		-		(29	)		-			(29	)		-			(29	)
Comprehensive income of the period		-		-		-		-		-		(4,351	)		(34,697	)		(39,048	)		6,180			(32,868	)
Transactions with shareholders:
- Dividend distribution		-		-		-		-		-		-			-			-			(4,249	)		(4,249	)
- Contributions (devolution) of non-controlling shareholders, net		-		-		-		-		-		-			-			-			(10,761	)		(10,761	)
Total transactions with shareholders		-		-		-		-		-		-			-			-			(15,010	)		(15,010	)
Balances as of March 31, 2021		871,918		871,918		132,011		29,974		1,131,574		(173,585	)		(763,334	)		1,228,558			318,860			1,547,418

The accompanying notes on pages 6 to 35 are an integral part of the consolidated financial statements.

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AENZA S.A.A. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(All amounts are expressed in thousands of S/ unless otherwise stated)
			For the period
			ended March 31,
	Note		2020			2021
OPERATING ACTIVITIES
Loss before income tax				(27,484	)		(16,881	)
Adjustments to  profit not affecting cash flows from
operating activities:
Depreciation		21		25,498			25,319
Amortization		21		23,950			24,494
Impairment of inventories				-			190
Impairment of accounts receivable and other accounts receivable				210			255
Reversal of impairment of inventories				(644	)		(40	)
Debt condonation				(183	)		-
Reversal of property, plant and equipment				(102	)		(1,023	)
Reversal of impairment of intangible assets				-			(350	)
Change in the fair value of the liability for put option				309			-
Other provisions				8,623			4,350
Financial expense,net				57,924			68,643
Share of the profit and loss of associates and joint ventures accounted for using the equity method		13		(1,164	)		(1,006	)
Reversal of provisions				(3,713	)		(1,593	)
Disposal (reversal) of assets				(2,323	)		(138	)
Loss (Profit) on sale of property, plant and equipment				1,682			(10	)
Loss (Profit) on remeasurement of accounts receivable				(2,474	)		22,054
Net variations in assets and liabilities:
Trade accounts receivable and working in progress				76,852			(106,203	)
Other accounts receivable				49,999			(4,325	)
Other accounts receivable from related parties				(27,260	)		3,288
Inventories				(32,639	)		(9,657	)
Pre-paid expenses and other assets				(11,830	)		109
Trade accounts payable				(7,887	)		11,145
Other accounts payable				146,012			31,140
Other accounts payable to related parties				(32,441	)		(24,080	)
Other provisions				(1,212	)		(940	)
Interest payment				(34,288	)		(35,633	)
Payments for purchases of intangibles - Concessions				(655	)		(673	)
Payment of income tax				(17,302	)		(15,443	)
Net cash provided by (applied to) operating activities				187,458			(27,008	)
INVESTING ACTIVITIES
Sale of property, plant and equipment				3,523			3,462
Interest received				1,390			656
Payment for purchase of investments properties				(20	)		(75	)
Payments for intangible purchase				(26,882	)		(2,954	)
Payments for property, plant and equipment purchase				(12,482	)		(4,987	)
Net cash applied to investing activities				(34,471	)		(3,898	)
FINANCING ACTIVITIES
Loans received				43,271			21,380
Amortization of loans received				(109,116	)		(69,581	)
Amortization of bonds issued				(8,257	)		(12,712	)
Payment for transaction costs for debt				20			-
Dividends paid to non-controlling interest				(42,602	)		(4,249	)
Cash received (return of contributions) from non-controlling shareholders				(6,438	)		(10,761	)
Net cash applied to financing activities				(123,122	)		(75,923	)
Net increase (net decrease) in cash				29,865			(106,829	)
Exchange difference				(5,888	)		5,816
Cash and cash equivalents at the beginning of the period				950,701			900,168
Cash and cash equivalents at the end of the period		8		974,678			799,155
NON-CASH TRANSACTIONS:
Capitalization of interests				1,623			1,120
Acquisition of assets through finance leases				-			24
Acquisition of subsidiary debt				17,440			-
Acquisition of right-of-use assets				1,600			42
The accompanying notes on pages 6 to 35 are an integral part of the consolidated financial statements.

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AENZA S.A.A (FORMERLY GRAÑA Y MONTERO S.A.A.) AND SUBSIDIARIES

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS AT DECEMBER 31, 2020 AND MARCH 31, 2021 (UNAUDITED)

1. GENERAL INFORMATION

a) Incorporation and operations

AENZA S.A.A., (hereinafter the “Company”) is the parent Company of the AENZA S.A.A. Corporation that includes the Company and its subsidiaries (hereinafter, the “Corporation”) and is mainly engaged in holding investments in Corporation companies. Additionally, the Company provides services of strategic and functional advice and office leases space to the Corporation companies.

The General Shareholder’s Meeting on November 2, 2020 approved the modification of the Company’s corporate name from Graña y Montero S.A.A. to AENZA S.A.A. which is effective as of February 4, 2021.

The Corporation is a conglomerate of companies with operations including different business activities, the most significant are engineering and construction, infrastructure (public concession ownership and operation) and real estate businesses. See details of operating segments in Note 7.

b) Authorization for the issue of the financial statements

The condensed interim consolidated financial statements for the period ended March 31, 2021 were authorized preliminary by Management and Board of Directors on May 17, 2021.

The consolidated financial statements for the year ended December 31, 2020 were approved on the Annual General Mandatory Shareholder’s Meeting on March 31, 2021.

c) Current situation of the Company

The Company is involved in a series of criminal investigations conducted by the Public Ministry and administrative proceedings conducted by INDECOPI based on events that occurred between years 2003 and 2015. Such situations led to significant changes at Company´s corporate governance structure, the opening of independent investigations and the adoption of measures to address and clarify these situations, as explained below:

• On January 9, 2017, the Board of Directors approved the opening of an independent investigation related to six projects developed in association with companies of the Odebrecht Group.

• On March 2, 2017, a new Chief Executive Officer was appointed and on March 31, 2017, the shareholders appointed a new Board of Directors with an independent majority, all non-executive directors, introducing fundamental changes in the corporate governance and culture of the Corporation.

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• On March 30, 2017, the Board of Directors created the Risk and Compliance Committee, who was in charge of the oversight of the investigation independently from Management. The investigation was conducted by an external law firm, with the assistance of forensic accountants, who reported exclusively to the Risk and Compliance Committee.

• The external investigation concluded on November 2, 2017 and identified no evidence to conclude that any company personnel engaged in bribery in connection with any of our company’s public projects in Peru with Odebrecht or its subsidiaries, or that any company personnel was aware of, or knowingly participated in, any corrupt payments made in relation to such projects.

• As new information emerged, the Company's Board of Directors continued to investigate the facts that were the subject of the criminal investigations, including matters relating to the “Construction Club”, which scope was outside of the prior investigation. After an extensive and detailed review process, it was decided to share all the findings with the Peruvian authorities within the framework of a plea bargain process, in line with the Company’s commitment to transparency and integrity.

• Subsequently, in August 2019, Jose Graña Miro Quesada, a shareholder and former chairman of our Company’s Board of Directors, publicly announced that he and Hernando Graña Acuña, a shareholder and former member of the Company’s Board of Director’s, had initiated a process of plea bargaining to cooperate with Peruvian prosecutors in relation to the investigations of “Lava Jato” case and others in progress. Due to the reserved nature of the plea bargain process, it is impossible for us to know or verify the statements made by the aforementioned persons within the scope of those processes. Any admission or other evidence provided that corroborate wrongdoing could be inconsistent with the investigations carried out and could have a significant impact on the conclusions.

• As a result of its contribution to the investigations, on December 27, 2019, the Company signed a preliminary agreement whereby the Anti-Corruption Prosecutor Office and the Ad Hoc Prosecutor's Office promise to execute a final plea bargain agreement with the Company that would provide the Company with certainty regarding the contingencies it faces as a result of the above-mentioned processes. Additionally, in the aforementioned preliminary agreement, the Anti-Corruption Prosecutor Office and the Ad Hoc Attorney General's Office authorize the Company to disclose the existence of the agreement but to maintain its content confidential.

• The outbreak of the Covid-19 pandemic in Peru suspended the negotiations of the plea bargain agreement in March 2020 and such negotiations discussions resumed in July 2020. The Company has made substantial progress in the negotiations and expects to execute an agreements soon which will then be submitted to judicial approval.

• At the same time, since the beginning of year 2017, the new administration together with the new Board of Directors began a transformation process based on the principles of Truth, Transparency and Integrity, making profound changes in the organization supported by a Board of Directors with an independent majority, as well as the creation of new governance practices, such as the Corporate Risk Management and autonomous Compliance function, with direct report to the Board of Directors, among other actions.

Criminal investigations derived from projects developed in partnership with companies of the Odebrecht Group

In connection with the Lava Jato case, the Company participated as a minority partner of Odebrecht Group companies, directly or through its subsidiaries, in entities or consortiums that developed six infrastructure projects.

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In 2016, Odebrecht entered into an Agreement with the United States Department of Justice and the Office of the District Attorney for the Eastern District of New York by which it admitted corruption acts in connection with some of these projects in which the Company participate as minority partner, which are mentioned below:

• IIRSA Sur

In relation to investigations on IIRSA Sur, the former Chairman of the Board of Directors was included as a subject of an investigation for collusion, and a former director and a former executive was included as a subject of an investigation for money laundering. Subsequently, AENZA S.A.A. and Cumbra Peru S.A. (formerly GyM S.A.) were included as civilly liable third-party responsible in the process, which means that it will be assessed whether the obligation to indemnify Government for damages resulting from the facts under investigation will be imposed on these entities.

• Electric Train Construction Project

The first Preparatory Investigation Court of the Judiciary decided to incorporate Cumbra Peru S.A. as civilly liable third-party responsible in the process related to the construction of the Electric train construction Project, tranches 1 and 2. In this investigation a former Chairman of the Board of Directors, a former Director and a former Manager have been charged.

• Gasoducto Sur Peruano (GSP)

In year 2019, the Company concluded that it may have exposure with respect to the preliminary investigation process conducted in relation to GSP (the South Peruvian Gas Pipeline project). As of the date hereof, the Company has not been indicted or incorporated as a civilly liable third-party or as an investigated legal person.

• IIRSA Norte

Subsequently, in 2020, the Company and its legal advisors concluded that there is exposure to the preliminary investigation process conducted in relation to the IIRSA Norte project. To date, the Company has not been incorporated either as a responsible civil third party or as an investigated legal person.

Criminal investigations in relation to the Construction Club case

Cumbra Peru S.A. has been incorporated, along with other construction companies, as a legal entity investigated in the criminal investigation that the Public Ministry has been carrying out for the alleged crime of corruption of officials in relation to the so-called Construction Club. Similarly, at the end of February 2020, the Public Ministry has requested the incorporation of Concar S.A., the latter is pending judicial decision. Like officials of other construction companies, a former commercial manager of Cumbra Peru S.A., a former president of the Board of Directors, a former Director and the former Corporate General Manager of the Company have been included in the criminal investigation into these events.

Anticorruption Law - effects on the Company

Law 30737 and its regulation issued by Supreme Decree 096-2018-EF have mitigated the Company and subsidiaries exposure on the corruption cases. These standards set guidelines for the calculation of potential indemnification, reducing uncertainty about the imposition of seizures on assets that could hinder the operation of the Company's business.

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In the case of the Company and its subsidiary Cumbra Peru S.A., the benefits of the mentioned rules are subject to the fulfillment of the following obligations as a consequence of the association with Odebrecht in the IRSA Sur and construction of the Electric train construction Project, tranches 1 and 2:

- The obligation to set up a trust that will guarantee any eventual payment obligation of an eventual civil compensation in favor of the Peruvian Government;

- The obligation not to transfer funds abroad without the prior consent of the Ministry of Justice;

- The implementation of a compliance program; and

- The obligation to disclose information to the authorities and to collaborate in the investigation.

The Corporation has designed a compliance program which is currently under implementation, it fully cooperates with the authorities in its investigations and has executed a trust agreement with the Ministry of Justice, under which the Company has established for an approximate amount of S/72 million (equivalent to US$20 million).

In 2020, the Company was included in the framework of Law 30737 for the IIRSA Norte and Chavimochic. However, the Company has been in contact with the Ministry of Justice in order to clarify this information, given that the incorporation of the Company in the Category 2 is not in accordance with the provisions set forth in the law. Based on the standards indicated and their guidelines, it is estimated that the value of the contingencies related to Odebrecht and the Construction Club described above is S/476.2 million (US$126.7 million) (S/469.7 million equivalent to US$129.6 million on December 31, 2020) and recorded on March 31, 2021 the equivalent to the corresponding present value that results in S/218.6 (US$58.2 million) (S/216 million equivalent to US$59.6 million as of December 31, 2020).

On the other hand, in addition to the cases where a provision for civil reparation has been recorded, there is a project carried out in partnership with Odebrecht that to date is not under investigation. If this is started and some evidence is found, the maximum possible exposure for civil reparation estimated according to Law 30737 for the project would be S/9.6 million (approximately US$2.6 million).

As of the date hereof, the negotiations of the agreement are advanced and the Company expects the agreement to impose an obligation to pay damages in an amount that should not deviate materially from the amount estimated in the financial statements and, in addition, a temporary prohibition from contracting with the government.

Although we expect to execute a final settlement and cooperation agreement soon, we cannot assure you that an agreement will be reached in a timely manner or at all, and in case an agreement is reached, we can not assure you that it will not contain terms and conditions that are substantially more onerous to the Company that we have foreseen. In addition, any agreement would be subject to further approval by the Peruvian court.

Investigations and administrative process initiated by INDECOPI in relation to the Construction Club case

On July 11, 2017, the Peruvian National Institute for the Defense of Free Competition and the Protection of Intellectual Property (“INDECOPI”) initiated an investigation against several construction companies (including Cumbra Peru S.A.), about the existence of an alleged cartel called the Construction Club. Cumbra Peru S.A. has provided to INDECOPI with all the information requested and continues collaborating with the investigation.

On February 11, 2020, the subsidiary Cumbra Peru S.A. was notified by the Technical Secretariat (the “TS”) of the Commission for the Defense of Free Competition of INDECOPI (the “Commission”) with the resolution that begins a sanctioning administrative procedure involving a total of 35 companies and 28 natural persons, for alleged anticompetitive conduct in the market of Public Works. The resolution does not include the assignment of responsibilities or the result of the administrative sanctioning procedure, which will be determined at the end of said procedure. The proceeding has concluded its evidentiary stage and the TS has recommended the Commission the imposition of a fine of approximately S/103.4 million. Cumbra Peru S.A. has objected this recommendation and its advisors estimate its exposure in approximately S/39 million without considering present value deductions and additional deductions to which Cumbra Peru S.A. may be entitled under applicable law, and was recorded at December 31, 2020 the equivalent present value in S/24.5 million.

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d) Impact of the COVID-19 Pandemic

The outbreak of the Novel Coronavirus 2019 (COVID-19) pandemic, which has been declared by the World Health Organization to be a “public health emergency of international concern,” has spread across the world since the end of 2019. The virus has spread significantly in Latin America, and the countries where we operate have fewer resources to address the continued health care effects of the pandemic. In response, countries around the world—including Peru as well as Chile and Colombia—have adopted extraordinary measures to contain the spread of COVID-19, including imposing travel restrictions, requiring closures of non-essential businesses, establishing restrictions on public gatherings, instructing residents to practice social distancing, issuing stay-at-home orders, implementing quarantines and similar actions. Depending on how the spread of the virus continues to evolve, governments may continue to extend these measures.

The COVID-19 pandemic and these government measures caused a global recession which has resulted in a severe economic impact on the countries in which we operate. We cannot predict the full extent to which economies in the countries where we operate will ultimately be impacted. Even as initial outbreaks of COVID-19 subsided, subsequent outbreaks occurred, including reports of mutations of the virus. We cannot predict whether subsequent outbreaks of the virus or its mutations will not continue to reoccur, or whether governments will not implement longer-term measures that continue to affect economic activity and capital investment levels. As a result, the negative impact of COVID-19 may continue well beyond the containment of the virus. In response to the sudden decline in economic activity, governments around the world, including in Latin America, have announced large stimulus programs to assist families and businesses. However, we cannot assure you that these programs will be sufficient to reactivate economy activity; moreover, the governments in the countries where we operate have fewer resources to stimulate their local economies.

The COVID-19 pandemic is significantly and adversely affecting our business, results of operations and financial condition. Infections have caused halts and delays in our engineering and construction projects, which have caused us to renegotiate performance targets with certain clients. These interruptions and negotiations add costs with respect to our projects, and caused us to include additional allowances for certain accounts receivable and impairments to the group’s long-term assets. We cannot assure you that we will be able to transfer any of these additional costs to our clients. Moreover, from mid-March through the end of May 2020, substantially all of our engineering and construction and real estate projects were mandatorily shut down. Although since July 2020, these projects have resumed operations with COVID-19 protocols in place, we cannot assure you that work will not be halted again or that these projects will be completed on time or at all. Our infrastructure operations, which have for the most part been declared essential businesses, have continued to operate during the pandemic; however, certain of our infrastructure businesses have been adversely affected, in particular, by the sharp decline in traffic volumes and fluctuations in oil and gas prices. Our results and operations for the 2020 year were adversely impacted by the pandemic, and we expect that our results of operations for the 2021 year will continue to be impacted as the pandemic persists.  A further spread of Covid-19 and the consequent measures taken to limit the spread of the disease could affect the ability to conduct business in the normal way and, therefore, affect the financial position and results of operations. Citizen immobilization, the restriction of activities of strategic companies as well as the paralysis of public entities have affected the execution of investment projects as well as the performance of exploration activities, and until the date of approval of the financial statements, it is not expected that operations and going concern will be affected.

 

On April 17, 2021, the Peruvian Government extended the State of National Emergency for a period of 30 days as a result of COVID-19.  Likewise, certain economic activities are restricted, according to the alert level in each department of Peru, until May 31, 2021. Management considers that the measures taken by the national authorities have no impact on the continuity and development of the operations of the Company because the activities carried out by the Company are within the group of permitted activities and have not been significantly impacted by the pandemic.

2.
BASIS OF PREPARATION

The condensed interim consolidated financial statements for the year ended March 31, 2021 have been prepared in accordance with IAS 34 "Interim Financial Reporting". The condensed interim consolidated financial statements provide comparative information regarding prior periods; however, they do not include all the information and disclosures required in the annual consolidated financial statements, so they must be read together with the audited consolidated financial statements for the year ended December 31, 2020, which have been prepared in accordance with International Standards. of Financial Information (hereinafter "IFRS").

The condensed interim consolidated financial statements are presented in thousands of Peruvian Soles, unless otherwise stated.

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3.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accounting policies used in the preparation of these condensed interim consolidated financial statements are consistent with those applied in the preparation of the consolidated financial statements at December 31, 2020.

3.1 Account balance restated as of December 31, 2020

Since the date of approval of the financial statements by our shareholders until the date hereof, subsequent events with material impact on our results have occurred and as a result, we have recorded such impacts herein. As explained in Note 1 c) we have made considerable progress in the negotiations of the Company’s plea bargain agreement that has allowed us to reassess our estimate of our exposure to the contingencies including within its scope.

As a result of this process, the amounts in the consolidated statement of financial position are adjusted as follows:

	As of					As of
	December 31,					December 31,
	2020		Adjustment			2020
ASSETS	Audited					As restated
Current assets
Cash and cash equivalents		900,168		-			900,168
Trade accounts receivables, net		703,167		-			703,167
Work in progress, net		186,433		-			186,433
Accounts receivable from related parties		27,338		-			27,338
Other accounts receivable		477,165		(43,634	)		433,531
Inventories, net		552,000		-			552,000
Prepaid expenses		22,972		-			22,972
Total current assets		2,869,243		(43,634	)		2,825,609
Non-current assets
Trade accounts receivable, net		730,666		-			730,666
Accounts receivable from related parties		620,071		-			620,071
Prepaid expenses		22,264		-			22,264
Other accounts receivable		328,223		-			328,223
Investments in associates and joint ventures		35,516		-			35,516
Investment property		26,073		-			26,073
Property, plant and equipment, net		405,469		-			405,469
Intangible assets, net		791,990		-			791,990
Right-of-use assets, net		64,518		-			64,518
Deferred income tax asset		262,623		(458	)		262,165
Total non-current assets		3,287,413		(458	)		3,286,955
Total assets		6,156,656		(44,092	)		6,112,564

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	As of						As of
	December 31,						December 31,
	2020			Adjustment			2020
	Audited						As restated
LIABILITIES AND EQUITY
Current liabilities
Borrowings		452,884			-			452,884
Bonds		58,446			-			58,446
Trade accounts payable		1,097,167			-			1,097,167
Accounts payable to related parties		43,818			-			43,818
Current income tax		34,494			-			34,494
Other accounts payable		718,406			-			718,406
Provisions		141,744			(48,987	)		92,757
Total current liabilities		2,546,959			(48,987	)		2,497,972
Non-current liabilities
Borrowings		445,436			-			445,436
Bonds		874,313			-			874,313
Trade accounts payable		40,502			-			40,502
Other accounts payable		183,230			2			183,232
Accounts payable to related parties		36,297			-			36,297
Provisions		237,836			98,773			336,609
Deferred income tax liability		102,907			-			102,907
Total non-current liabilities		1,920,521			98,775			2,019,296
Total liabilities		4,467,480			49,788			4,517,268
Equity
Capital		871,918			-			871,918
Legal reserve		132,011			-			132,011
Voluntary reserve		29,974			-			29,974
Share Premium		1,131,574			-			1,131,574
Other reserves		(169,234	)		-			(169,234	)
Retained earnings		(635,101	)		(93,536	)		(728,637	)
Equity attributable to controlling interest in the Company		1,361,142			(93,536	)		1,267,606
Non-controlling interest		328,034			(344	)		327,690
Total equity		1,689,176			(93,880	)		1,595,296
Total liabilities and equity		6,156,656			(44,092	)		6,112,564

As a result of this process, the amounts in the consolidated statement of income are adjusted as follows:

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	For the year ended
	December 31, 2020
	Audited			Adjustment			As restated
Revenues from construction activities		1,815,671			-			1,815,671
Revenues from services provided		1,055,423			-			1,055,423
Revenue from real estate and sale of goods		442,935			-			442,935
		3,314,029			-			3,314,029
Cost of construction activities		(1,716,309	)		-			(1,716,309	)
Cost of services provided		(929,206	)		-			(929,206	)
Cost of real estate and  sale of goods		(347,906	)		-			(347,906	)
		(2,993,421	)		-			(2,993,421	)
Gross profit		320,608			-			320,608
Administrative expenses		(152,909	)		-			(152,909	)
Other income and expenses		(87,232	)		(95,614	)		(182,846	)
Operating profit (loss)		80,467			(95,614	)		(15,147	)
Financial expenses		(156,943	)		-			(156,943	)
Financial income		37,231			2,189			39,420
Share of the profit or loss of associates and joint ventures accounted for using the equity method		770			-			770
Loss before income tax		(38,475	)		(93,425	)		(131,900	)
Income tax expense		(57,989	)		(455	)		(58,444	)
Loss from continuing operations		(96,464	)		(93,880	)		(190,344	)
(Loss) profit attributable to:
Owners of the Company		(124,335	)		(93,536	)		(217,871	)
Non-controlling interest		27,871			(344	)		27,527
		(96,464	)		(93,880	)		(190,344	)
Loss per share attributable to owners of the
Company during the year		(0.143	)		(0.107	)		(0.250	)

3.2 Account balance reclassified as of March 31, 2020

Information on the subsidiary Adexus S.A. is presented. (hereinafter “Adexus”), whose main activity is to provide information technology solutions mainly in Chile and Peru, as of March 31, 2020 the subsidiary was recognized as a non-current asset held for sale; However, as of September 30, 2020, it was reclassified as a continuing operation for the reasons set forth in note 28.

As a result of this process, the amounts in the consolidated statement of income are reclassified as follows:

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	For the period ended
	March 31, 2020
	Reported			Adexus			As restated
Revenues from construction activities		552,642			-			552,642
Revenues from services provided		240,487			31,095			271,582
Revenue from real estate and sale of goods		89,621			11,410			101,031
		882,750			42,505			925,255
Cost of construction activities		(547,275	)		-			(547,275	)
Cost of services provided		(195,869	)		(30,231	)		(226,100	)
Cost of real estate and  sale of goods		(70,778	)		(9,193	)		(79,971	)
		(813,922	)		(39,424	)		(853,346	)
Gross profit		68,828			3,081			71,909
Administrative expenses		(39,413	)		(5,010	)		(44,423	)
Other income and expenses		(8,044	)		-			(8,044	)
Operating loss		21,371			(1,929	)		19,442
Financial expenses		(48,565	)		(2,991	)		(51,556	)
Financial income		3,438			28			3,466
Share of the profit or loss of associates and joint ventures accounted for using the equity method		1,164			-			1,164
Loss before income tax		(22,592	)		(4,892	)		(27,484	)
Income tax expense		(2,290	)		1,413			(877	)
Loss from continuing operations		(24,882	)		(3,479	)		(28,361	)
(Loss) profit from discontinued operations		(3,479	)		3,479			-
Loss for the year		(28,361	)		-			(28,361	)
(Loss) profit attributable to:
Owners of the Company		(30,444	)		-			(30,444	)
Non-controlling interest		2,083			-			2,083
		(28,361	)		-			(28,361	)

4.
FINANCIAL RISK MANAGEMENT

Financial risk management is carried out by the Corporation’s Management. Management oversees the general management of risks in specific areas, such as foreign exchange rate risk, price risk, cash flow and fair value interest rate risk, credit risk, the use of derivative and non-derivative financial instruments and the investment of excess liquidity, which are supervised and monitored periodically.

- 14 -

4.1 Financial risk factors

The Corporation’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, price risk, fair value interest rate risk and cash flow interest rate risk), credit risk and liquidity risk. The Corporation’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Corporation’s financial performance. The Corporation uses derivative financial instruments to hedge certain risk exposures in one of its subsidiaries and considers the use of other derivatives in the event that it identifies risks that may generate an adverse effect for the Corporation in the short and medium-term.

a) Market risks

i) Foreign exchange risk

The Corporation is exposed to exchange rate risk as a result of the transactions carried out locally in foreign currency and due to its operations abroad. As of December 31, 2020 and March 31, 2021, this exposure is mainly concentrated in fluctuations of U.S. dollar, the Chilean and Colombian Pesos.

ii) Price risk

Management considers that the exposure of the Corporation to the price risk of its investments in mutual funds, bonds, and equity securities is low since the invested amounts are not significant. Any fluctuation in their fair value will not have any significant impact on the balances reported in the consolidated financial statements.

iii) Cash flow and fair value interest rate risk

The Corporation’s interest rate risk mainly arises from its long-term borrowings. Borrowings issued at variable rates expose the Corporation to cash flow interest rate risk. Borrowings issued at fixed rates expose the Corporation to fair value interest rate risk.

b) Credit risk

Credit risk arises from cash and cash equivalents and deposits with banks and financial institutions, as well as customer credit counterparties, including the outstanding balance of accounts receivable and committed transactions.

Concerning to loans to related parties, the Corporation has measures in place to ensure the recovery of these loans through the controls maintained by the Corporate Finance Management and the performance evaluation conducted by the Board of Directors.

Management does not expect the Corporation to incur any losses from the performance by these counterparties, except for the ones already recorded at the financial statements.

c)Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and cash equivalents, the availability of funding through an adequate number of sources of committed credit facilities and the capacity to close out positions in the market. Historically, the Corporation cash flows enabled it to meet its obligations. Due to the COVID-19 pandemic (Note 1-d), 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 assuming attaining a plea bargain agreement within a reasonable time frame. The Financial Plan aims to enable compliance with the various obligations at the corporate and group companies’ levels.

- 15 -

The Corporation’s Corporate Finance Office monitors rolling forecasts of the Corporation’s liquidity requirements 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 internal ratio targets in the statement of financial position and, if applicable, external regulatory or legal requirements, for example, foreign currency restrictions.

Surplus cash held by the operating entities over the balance required for working capital management is invested in interest-bearing checking accounts or time deposits, selecting instruments with appropriate maturities and sufficient liquidity.

The table below analyzes the Corporation’s financial liabilities into relevant maturity groupings based on the remaining period from the date of the consolidated statement of financial position to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows, which include interest to be applied according to the established schedule.

	Less than			1-2		2-5	More than
As of December 31, 2020	1 year		years		years		5 years		Total
Other financial liabilities (except
for finance leases and lease
liability for right-of-use asset)		433,318		183,796		197,785		23,953		838,852
Finance leases		16,287		14,919		20,851		8,515		60,572
Lease liability for right-of-use asset		24,714		32,006		19,847		11,131		87,698
Bonds		137,090		168,673		385,919		971,543		1,663,225
Trade accounts payables (except
non-financial liabilities)		1,001,470		40,502		-		-		1,041,972
Accounts payables to related parties		43,818		35,461		-		836		80,115
Other accounts payables (except
non-financial liabilities)		288,037		2,185		115,321		-		405,543
		1,944,734		477,542		739,723		1,015,978		4,177,977
	Less than			1-2		2-5	More than
As of March 31, 2021	1 year		years		years		5 years		Total
Other financial liabilities (except
for finance leases and lease
liability for right-of-use asset)		466,854		53,344		245,980		47,784		813,962
Finance leases		11,624		10,357		29,449		10,953		62,383
Lease liability for right-of-use asset		22,883		24,599		22,082		12,791		82,355
Bonds		129,034		170,870		384,867		944,851		1,629,622
Trade accounts payables (except
non-financial liabilities)		1,080,285		6,943		19,927		16,500		1,123,655
Accounts payables to related parties		42,341		36,145		-		836		79,322
Other accounts payables (except
non-financial liabilities)		280,210		2,107		122,231		-		404,548
		2,033,231		304,365		824,536		1,033,715		4,195,847

- 16 -

4.2 Capital management risk

The Corporation’s objectives when managing capital are to safeguard the Corporation’s ability to continue as a going concern in order to provide returns for shareholders, benefits for other stakeholders and to maintain an optimal capital structure to minimize the cost of capital.  In 2017 the situation of the Corporation had lead Management to monitor deviations that might cause the non-compliance of covenants and may hinder the renegotiation of liabilities (Note15). In extraordinary events as explained in Note 1, the Corporation identifies the possible deviations and requirements and establishes a plan.

In order to maintain or adjust the capital structure, the Corporation may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

The Corporation monitors capital based on the gearing ratio.  This ratio is calculated as net debt divided by total capital.  Net debt is calculated as total borrowings (including current and non-current borrowings), less cash and cash equivalents. Total capital is calculated as ‘equity’ as shown in the consolidated statement of financial position plus net debt.

As of December 31, 2020 and March 31, 2021, the gearing ratio is presented below indicating the Corporation’s strategy to keep it in a range from 0.07 to 0.70.

	At			At
	December 31,			March 31,
	2020			2021
Total financial liabilities and bonds (Note 15 and Note 16)		1,831,079			1,796,752
Less: Cash and cash equivalents (Note 8)		(900,168	)		(799,155	)
Net debt		930,911			997,597
Total equity		1,595,296			1,547,418
Total capital		2,526,207			2,545,015
Gearing ratio		0.37			0.39

4.3 Fair value estimation

For the classification of the type of valuation used by the Corporation for its financial instruments at fair value, the following levels of measurement have been established.

-	Level 1:	Measurement based on quoted prices in active markets for identical assets or liabilities.
-	Level 2:	Measurement based on inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices).
-	Level 3:	Measurement based on inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs, generally based on internal estimates and assumptions of the Corporation).

- 17 -

The table below shows the Corporation’s liabilities measured at fair value:

	Level 3
As of December 31, 2020
Financial liabilities
Other financial entities (Note 15-b)		152,523
As of March 31, 2021
Financial liabilities
Other financial entities (Note 15-b)		155,536

- 18 -

5. CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS

Estimates and judgments used are continuously evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

In preparing these condensed interim consolidated financial statements, the significant judgements made by management in applying the 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, 2020.

6. SEASONALITY OF OPERATIONS

The Corporation does not present seasonality in the operations of any of its subsidiaries; however, economic activities temporarily restricted due to COVID-19 pandemic and government measures implemented to contain the spread of the virus. As a result,  this situation affected negatively Corporation's revenues and financial position (Note 1.d).

7. OPERATING SEGMENTS

Operating segments are reported consistently with the internal reports that are reviewed by the Corporation’ 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.

The Corporation's operating segments are assessed by the activities of the following business units: (i) engineering and construction, (ii) infrastructure, and (iii) real estate.

As set forth under IFRS 8, reportable segments by significance of income are: ‘engineering and construction’ and ‘infraestructure’. However, the Corporation has voluntarily decided to report on all its operating segments.

Inter-segmental sales transactions are entered into at prices that are similar to those that would have been agreed to with unrelated third parties. Revenues from external customers reported are measured in a manner consistent with the basis of preparation of the financial statements. Sales of goods are related to Real State 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 the Goup’s revenue.

The table below shows the Corporation’s financial statements by operating segments:

- 19 -

Operating segments financial position
Segment reporting
									Infrastructure
													Parent
As of December 31, 2020	Engineering and construction		Energy		Toll roads		Transportation		Water treatment		Real estate		Company operations		Eliminations			Consolidated
Assets.-
Cash and cash equivalent		382,850		60,165		117,893		207,975		7,408		73,531		50,346		-			900,168
Trade accounts receivables, net		425,939		37,614		25,014		111,602		565		38,043		64,390		-			703,167
Work in progress, net		186,433		-		-		-		-		-		-		-			186,433
Accounts receivable from related parties		107,495		35		31,868		2,624		30		1,342		102,103		(218,159	)		27,338
Other accounts receivable		323,084		27,900		23,631		13,220		197		10,446		35,051		2			433,531
Inventories, net		58,653		36,016		8,496		31,861		-		418,341		360		(1,727	)		552,000
Prepaid expenses		7,798		1,964		6,485		328		116		-		6,281		-			22,972
Total current assets		1,492,252		163,694		213,387		367,610		8,316		541,703		258,531		(219,884	)		2,825,609
Long-term trade accounts receivable, net		53,036		-		15,740		632,214		-		2,181		27,495		-			730,666
Long-term accounts receivable from related parties		315,393		-		14,508		-		11,103		-		611,498		(332,431	)		620,071
Prepaid expenses		-		981		19,009		2,048		736		-		-		(510	)		22,264
Other long-term accounts receivable		134,719		70,694		531		-		7,346		54,237		60,696		-			328,223
Investments in associates and joint ventures		109,870		8,080		-		-		-		6,095		1,322,865		(1,411,394	)		35,516
Investment property		1,467		-		-		-		-		24,606		44,521		(44,521	)		26,073
Property, plant and equipment, net		169,091		166,382		9,186		794		146		9,592		16,718		33,560			405,469
Intangible assets, net		143,575		250,327		371,437		681		-		872		19,017		6,081			791,990
Right-of-use assets, net		8,179		9,872		4,626		99		-		3,936		51,401		(13,595	)		64,518
Deferred income tax asset		174,269		4,717		5,037		-		779		18,704		53,536		5,123			262,165
Total non-current assets		1,109,599		511,053		440,074		635,836		20,110		120,223		2,207,747		(1,757,687	)		3,286,955
Total assets		2,601,851		674,747		653,461		1,003,446		28,426		661,926		2,466,278		(1,977,571	)		6,112,564
Liabilities.-
Borrowings		230,682		32,550		2,405		42		-		95,709		102,469		(10,973	)		452,884
Bonds		4,546		-		32,819		21,081		-		-		-		-			58,446
Trade accounts payable		861,833		51,225		51,221		32,637		61		42,565		57,625		-			1,097,167
Accounts payable to related parties		185,104		1,083		17,738		21,531		-		19,074		15,708		(216,420	)		43,818
Current income tax		26,922		1,351		1,638		3,606		166		-		811		-			34,494
Other accounts payable		525,195		12,905		35,997		6,719		766		91,976		40,252		4,596			718,406
Provisions		8,876		18,943		1,659		-		-		492		62,787		-			92,757
Total current liabilities		1,843,158		118,057		143,477		85,616		993		249,816		279,652		(222,797	)		2,497,972
Borrowings		25,273		103,154		2,291		59		-		11,021		328,753		(25,115	)		445,436
Long-term bonds		22,911		-		248,029		603,373		-		-		-		-			874,313
Long-term trade accounts payable		-		-		-		-		-		-		40,502		-			40,502
Other long-term accounts payable		140,605		-		11,623		231		2,762		23,357		4,654		-			183,232
Long-term accounts payable to related parties		104,432		-		836		36,297		24,207		-		186,886		(316,361	)		36,297
Provisions		122,503		37,599		26,034		1,925		-		-		148,548		-			336,609
Deferred income tax liability		25,576		36,793		1,518		39,020		-		-		-		-			102,907
Total non-current liabilities		441,300		177,546		290,331		680,905		26,969		34,378		709,343		(341,476	)		2,019,296
Total liabilities		2,284,458		295,603		433,808		766,521		27,962		284,194		988,995		(564,273	)		4,517,268
Equity attributable to controlling interest in the Company		261,501		354,982		161,710		177,694		464		138,933		1,474,398		(1,302,076	)		1,267,606
Non-controlling interest		55,892		24,162		57,943		59,231		-		238,799		2,885		(111,222	)		327,690
Total liabilities and equity		2,601,851		674,747		653,461		1,003,446		28,426		661,926		2,466,278		(1,977,571	)		6,112,564

- 20 -

Operating segments financial position
Segment reporting
									Infrastructure
													Parent
As of March 31, 2021	Engineering and construction		Energy		Toll roads		Transportation		Water treatment		Real estate		Company operations		Eliminations			Consolidated
Assets.-
Cash and cash equivalent		281,776		59,201		114,097		203,694		6,573		87,281		46,533		-			799,155
Trade accounts receivables, net		514,931		48,701		28,940		106,019		1,743		11,925		56,590		-			768,849
Work in progress, net		230,545		-		-		-		-		-		-		-			230,545
Accounts receivable from related parties		93,600		36		37,177		3,297		30		2,139		93,914		(206,638	)		23,555
Other accounts receivable		323,218		27,840		32,315		10,570		264		9,697		34,996		2			438,902
Inventories, net		59,069		35,446		8,450		32,587		13		427,431		1,234		(1,804	)		562,426
Prepaid expenses		8,025		1,517		5,443		929		68		-		6,898		-			22,880
Total current assets		1,511,164		172,741		226,422		357,096		8,691		538,473		240,165		(208,440	)		2,846,312
Long-term trade accounts receivable, net		52,247		-		15,782		633,447		-		-		27,030		-			728,506
Long-term accounts receivable from related parties		325,289		-		14,647		-		11,211		-		621,563		(351,378	)		621,332
Prepaid expenses		-		981		19,044		2,009		723		-		-		(510	)		22,247
Other long-term accounts receivable		141,427		75,784		-		-		7,346		57,224		40,977		-			322,758
Investments in associates and joint ventures		109,233		8,737		-		-		-		6,095		1,302,917		(1,390,444	)		36,538
Investment property		1,386		-		-		-		-		24,089		44,030		(44,030	)		25,475
Property, plant and equipment, net		162,981		159,799		8,553		745		140		8,827		15,589		33,069			389,703
Intangible assets, net		142,697		243,017		358,980		653		-		829		18,630		5,818			770,624
Right-of-use assets, net		6,958		8,086		4,834		90		30		3,517		49,315		(14,153	)		58,677
Deferred income tax asset		175,220		4,744		4,717		-		782		19,237		63,813		5,162			273,675
Total non-current assets		1,117,438		501,148		426,557		636,944		20,232		119,818		2,183,864		(1,756,466	)		3,249,535
Total assets		2,628,602		673,889		652,979		994,040		28,923		658,291		2,424,029		(1,964,906	)		6,095,847
Liabilities.-
Borrowings		232,437		27,529		2,763		46		18		90,724		134,387		(11,879	)		476,025
Bonds		4,097		-		33,001		21,775		-		-		-		-			58,873
Trade accounts payable		909,597		36,007		42,727		24,390		219		36,747		59,658		-			1,109,345
Accounts payable to related parties		168,407		671		30,477		23,890		61		20,057		15,426		(216,648	)		42,341
Current income tax		29,671		682		356		972		58		-		431		-			32,170
Other accounts payable		547,861		17,528		39,462		7,248		898		112,386		42,920		4,593			772,896
Provisions		12,292		19,509		1,559		-		-		503		65,454		-			99,317
Total current liabilities		1,904,362		101,926		150,345		78,321		1,254		260,417		318,276		(223,934	)		2,590,967
Borrowings		22,059		103,111		2,188		46		13		7,854		286,370		(25,436	)		396,205
Long-term bonds		21,930		-		240,820		602,899		-		-		-		-			865,649
Long-term trade accounts payable		-		-		-		-		-		-		39,624		-			39,624
Other long-term accounts payable		131,109		-		10,977		199		2,892		24,544		4,604		-			174,325
Long-term accounts payable to related parties		108,365		-		836		36,982		24,671		-		189,871		(323,744	)		36,981
Provisions		123,978		37,981		26,138		2,557		-		-		149,736		-			340,390
Deferred income tax liability		24,381		39,731		279		39,897		-		-		-		-			104,288
Total non-current liabilities		431,822		180,823		281,238		682,580		27,576		32,398		670,205		(349,180	)		1,957,462
Total liabilities		2,336,184		282,749		431,583		760,901		28,830		292,815		988,481		(573,114	)		4,548,429
Equity attributable to controlling interest in the Company		237,868		365,593		162,049		174,854		93		137,333		1,432,678		(1,281,910	)		1,228,558
Non-controlling interest		54,550		25,547		59,347		58,285		-		228,143		2,870		(109,882	)		318,860
Total liabilities and equity		2,628,602		673,889		652,979		994,040		28,923		658,291		2,424,029		(1,964,906	)		6,095,847

- 21 -

Operating segment performance
Segment Reporting
													Infrastructure
																			Parent
For the period ended March 31, 2020	Engineering and construction			Energy			Toll roads			Transportation			Water treatment			Real estate			Company operations			Elimination			Consolidated
Revenue		661,706			106,024			113,773			88,473			916			25,827			62,925			(134,389	)		925,255
Gross profit (loss)		16,304			17,487			16,112			31,263			263			4,070			791			(14,381	)		71,909
Administrative expenses		(28,801	)		(5,001	)		(4,282	)		(3,713	)		(107	)		(7,831	)		(10,059	)		15,371			(44,423	)
Other income and expenses, net		(3,600	)		(6,260	)		22			328			-			40			1,413			13			(8,044	)
Operating (loss) profit		(16,097	)		6,226			11,852			27,878			156			(3,721	)		(7,855	)		1,003			19,442
Financial expenses		(22,973	)		(5,577	)		(8,951	)		(2,129	)		(2	)		(3,791	)		(14,934	)		6,801			(51,556	)
Financial income		1,359			224			2,324			2,358			144			2,228			2,395			(7,566	)		3,466
Dividends		-			-			-			-			-			-			2,342			(2,342	)		-
Share of profit or loss in associates		-			-			-			-			-			-			-			-			-
and joint ventures		841			549			-			-			-			-			(11,409	)		11,183			1,164
(Loss) profit before income tax		(36,870	)		1,422			5,225			28,107			298			(5,284	)		(29,461	)		9,079			(27,484	)
Income tax		4,822			(448	)		(1,715	)		(8,545	)		(159	)		749			4,414			5			(877	)
(Loss) profit for the year		(32,048	)		974			3,510			19,562			139			(4,535	)		(25,047	)		9,084			(28,361	)
(Loss) profit from attributable to:
Owners of the Company		(32,143	)		274			3,026			14,671			139			(394	)		(25,031	)		9,014			(30,444	)
Non-controlling interest		95			700			484			4,891			-			(4,141	)		(16	)		70			2,083
		(32,048	)		974			3,510			19,562			139			(4,535	)		(25,047	)		9,084			(28,361	)

- 22 -

Operating segment performance
Segment Reporting
													Infrastructure
																			Parent
For the Period ended March 31, 2021	Engineering and construction			Energy			Toll roads			Transportation			Water treatment			Real estate			Company operations			Elimination			Consolidated
Revenue		578,572			111,477			114,349			85,824			862			29,238			57,541			(72,069	)		905,794
Gross profit (loss)		45,943			22,433			13,387			24,821			277			3,788			3,836			(11,821	)		102,664
Administrative expenses		(31,563	)		(3,182	)		(4,334	)		(4,432	)		(197	)		(3,716	)		(14,130	)		12,037			(49,517	)
Other income and expenses, net		(4,512	)		109			391			1,267			(9	)		741			334			70			(1,609	)
Operating profit (loss)		9,868			19,360			9,444			21,656			71			813			(9,960	)		286			51,538
Financial expenses		(27,143	)		(3,392	)		(7,092	)		(2,864	)		(26	)		(3,468	)		(33,245	)		6,077			(71,153	)
Financial income		484			313			1,579			258			121			810			3,778			(5,615	)		1,728
Share of profit or loss in associates
and joint ventures		(652	)		658			-			-			-			-			(1,744	)		2,744			1,006
(Loss) profit before income tax		(17,443	)		16,939			3,931			19,050			166			(1,845	)		(41,171	)		3,492			(16,881	)
Income tax		(1,811	)		(4,943	)		(2,230	)		(5,836	)		(73	)		349			4,039			3			(10,502	)
(Loss) profit for the year		(19,254	)		11,996			1,701			13,214			93			(1,496	)		(37,132	)		3,495			(27,383	)
(Loss) profit from attributable to:
Owners of the Company		(19,506	)		10,611			340			9,910			93			(1,601	)		(37,115	)		2,571			(34,697	)
Non-controlling interest		252			1,385			1,361			3,304			-			105			(15	)		922			7,314
		(19,254	)		11,996			1,701			13,214			93			(1,496	)		(37,130	)		3,493			(27,383	)

- 23 -

There are no differences as compared to previous year-end consolidated financial statements based on segmentation or measurement of financial performance by segment.

8. CASH AND CASH EQUIVALENTS

This account comprises:
	At		At
	December 31,		March 31,
	2020		2021
Cash on hand		996		1,041
Remittances in-transit )		2,340		2,666
Bank accounts		300,552		232,690
Escrow account (a)		471,339		406,481
Deposits in financial institutions		124,941		156,277
		900,168		799,155

(a)  The Corporation maintains trust accounts in local and foreign banks that includes reserve funds for bond payments issued by the subsidiaries Tren Urbano de Lima S.A. and Norvial S.A. amounting to S/122 million and S/24 million, as of March 31, 2021, respectively (S/132 million and S/21 million, as of December 31, 2020, respectively), as shown as follows:

	At		At
	December 31,		March 31,
	2020		2021
Reserve funds issued bonds		153,075		146,181
Real estate projects		35,273		35,775
Engineering and construction projects		233,955		165,268
Infrastructure projects		49,036		59,257
		471,339		406,481

9. TRADE ACCOUNTS RECEIVABLES, NET

This account comprises:

	Total				Current				Non-current
	At		At		At		At		At		At
	December 31,		March 31,		December 31,		March 31,		December 31,		March 31,
	2020		2021		2020		2021		2020		2021
Receivables (net) (a)		753,693		701,545		254,587		214,793		499,106		486,752
Unbilled receivables (net) - Subsidiaries (b)		413,364		523,405		337,244		445,038		76,120		78,367
Unbilled receivables (net) - Concessions (c)		266,776		272,405		111,336		109,018		155,440		163,387
		1,433,833		1,497,355		703,167		768,849		730,666		728,506

a) Receivables are presented net of impairment and present value discount for S/47.3 million and S/0.9 million, respectively (S/47.2 million and S/0.9 million as of December 31, 2020). The ageing is detailed as follows:

- 24 -

	At		At
	December 31,		March 31,
	2020		2021
Current		718,220		651,049
Past due up to 30 days		5,737		23,961
Past due from 31 days up to 90 days		6,801		3,114
Past due from 91 days up to 120 days		2,279		2,944
Past due from 121 days up to 360 days		4,185		5,728
Past due over 360 days		16,471		14,749
		753,693		701,545

As of March 31, 2021, the amount overdue for more than 360 days mainly includes invoices receivable from subsidiaries: Concar S.A.C. for S/2.6 million and Cumbra Peru S.A. for S/9.9 million (Concar S.A. for S/2.7 million and Cumbra Peru S.A. for S/12.5 million, as of December 31, 2020).

b) Unbilled receivables from subsidiaries correspond to documents related to the estimates for services rendered that were not billed, valuations in process or pending approval. The balance includes present value discount for S/11.7 million and impairment for S/5.9 million (present value discount for S/12.5 million and impairment for S/5.9 million, as of December 31, 2020), and detailed by subsidiary:

	At		At
Unbilled receivables - Subsidiaries	December 31,		March 31,
	2020		2021
Cumbra Peru S.A.		315,878		425,718
Concar S.A.C.		6,298		5,736
Cumbra Ingenieria S.A.		25,823		32,484
UNNA ENERGIA S.A.		1,512		1,812
Adexus S.A.		63,853		57,641
AENZA.S.A.A.		-		14
		413,364		523,405

c) Unbilled receivables from concessions correspond to future invoice according to Concession Contract terms. As of December 31, 2020, this amount is presented net of impairment of S/3.5 million and was written off as of March 31, 2021, as detailed below:

	At		At
	December 31,		March 31,
	2020		2021
Tren Urbano de Lima S.A.		235,763		237,850
Survial S.A.		10,611		11,920
Norvial S.A.		15,436		17,566
Concesión Canchaque S.A.C.		4,401		3,922
Concesionaria La Chira S.A.		565		1,147
		266,776		272,405

10. WORK IN PROGRESS, NET

This account comprises:

- 25 -

			Total				Current					Non-current
	As of		As of		As of		As of			As of		As of
	December 31,		March 31,		December 31,		March 31,			December 31,		March 31,
	2020		2021		2020		2021			2020		2021
Work in progress		186,433		230,545		186,433		230,545	)		-		-
		186,433		230,545		186,433		230,545			-		-

Work in progress costs include all those expenses incurred by the Corporation for construction contracts. Includes mainly S/212.3 million corresponding to Cumbra Peru S.A. and its subsidiary Vial y Vives -DSD S.A. (S/171 million, as of December 31, 2020); and S/18.3 million from Cumbra Ingenieria S.A. (S/15.5 million, as of December 31, 2020).

11. TRANSACTIONS WITH RELATED PARTIES

a)Transactions with related parties

Major transactions for the periods ended March 31, 2020 and 2021 between the Company and its related parties are summarized as follows:

	2020		2021
Revenue from sales of goods and services:
- Joint operations		8,100		2,871
- Associates		911		229
		9,011		3,100

Inter-company services are agreed based on market terms and conditions as if they had been agreed with third parties.

b)Balances of transactions with related parties

- 26 -

	As of December 31,				As of March 31,
	2020				2021
	Receivable		Payable		Receivable		Payable
Current portion:
Joint operations
Consorcio Rio Urubamba		9,357		-		9,527		-
Consorcio Peruano de Conservacion		3,156		-		542		2,416
Consorcio Italo Peruano		1,520		217		1,383		216
Consorcio Constructor Chavimochic		-		6,208		-		6,649
Consorcio GyM Conciviles		1,341		1,472		1,390		840
Consorcio La Gloria		69		113		140		-
Consorcio Ermitaño		890		474		953		489
Terminales del Peru		501		161		181		161
Consorcio TNT Vial y Vives - DSD Chile Ltda		-		1,015		-		1,081
Consorcio Rio Mantaro		-		7,655		-		7,756
Consorcio Vial Quinua		-		2,051		-		2,048
Consorcio Huacho Pativilca		4		85		6		94
Consorcio CDEM		1,111		-		440		-
Consorcio GyM-Stracon		-		644		-		173
Consorcio GyM-OSSA		-		-		-		3
Consorcio Chicama Ascope		2,922		-		3,173		-
Consorcio Inti Punku		-		6,556		-		-
Consorcio Manperan		1,057		656		1,223		1,649
Consorcio Norte Pachacutec		1,077		1,192		1,100		1,188
Other minors		2,373		1,503		706		1,796
		25,378		30,002		20,764		26,559
Other related parties
Ferrovias S.A.		-		11,139		-		13,831
Perú Piping Spools S.A.C.		1,960		2,677		2,791		1,951
		1,960		13,816		2,791		15,782
Current portion		27,338		43,818		23,555		42,341
Non-current portion
Gasoducto Sur Peruano S.A.		620,071		-		621,332		-
Ferrovias S.A.		-		12,862		-		13,337
Ferrovias Participaciones S.A.		-		23,435		-		23,644
Non-current		620,071		36,297		621,332		36,981

Receivables and payables are mainly current and do not have specific guarantees.

Accounts receivable from related parties are mainly to sales of goods and services. These balances do not bear interest and as of March 31, 2021 do not require a provision for impairment. The account receivable from Gasoducto Sur Peruano S.A. is presented net of impairment and present value discount .

Accounts payable to related parties mainly related to services of engineering, construction, maintenance and others. Such accounts are not interest bearing because they are short-term.

12. OTHER ACCOUNTS RECEIVABLE

This account comprises:

- 27 -

				Total						Current						Non-current
	At			At			At			At			At			At
	December 31,			March 31,			December 31,			March 31,			December 31,			March 31,
	2020			2021			2020			2021			2020			2021
Advances to suppliers		76,200			80,722			76,200			80,722			-			-
Income tax on-account payments		48,054			49,842			48,052			49,842			2			-
VAT credit		54,076			57,209			43,498			46,189			10,578			11,020
Guarantee deposits		217,441			206,369			156,123			148,193			61,318			58,176
Claims to third parties		212,565			217,717			108,748			108,603			103,817			109,114
Petroleos del Peru S.A.- Petroperu S.A.		87,826			93,809			17,132			18,025			70,694			75,784
ITAN and other tax receivable		63,003			71,093			30,468			33,459			32,535			37,634
Restricted funds		29,121			9,483			2,092			2,137			27,029			7,346
Rental and sale of equipment - GyM S.A. projects		29,149			29,708			29,149			29,708			-			-
Accounts receivable from personneel		10,957			15,769			10,957			15,769			-			-
Consorcio Panorama		25,026			26,075			-			-			25,026			26,075
Other minors		10,386			6,519			9,738			5,649			648			870
		863,804			864,315			532,157			538,296			331,647			326,019
Impairment		(102,050	)		(102,655	)		(98,626	)		(99,394	)		(3,424	)		(3,261	)
		761,754			761,660			433,531			438,902			328,223			322,758

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 advances to suppliers and tax credits. Other non-current accounts receivable have maturities that vary between 2 and 5 years.

The maximum exposure to credit risk as of the reporting date is the carrying amount of each class of other accounts receivable mentioned.

13. INVESTMENTS IN ASSOCIATES AND JOINT VENTURES

This account comprises:

	At		At
	December 31,		March 31,
	2020		2021
Associates		27,246		27,608
Joint ventures		8,270		8,930
		35,516		36,538

The movement of our investments in associates for the periods ended March 31, 2020 and 2021 is as follows:

	2020			2021
Opening balance		37,035			35,516
Equity interest in results		1,164			1,007
Conversion adjustment		(36	)		15
Final balance		38,163			36,538

Concesionaria Chavimochic S.A.C.

The entity was awarded the concesion of the Chavimochic irrigation project, including a) design and construction of the work required for the third-phase of the Chavimochic irrigation project in the province of La Libertad; b) operation and maintenance of works; and c) water supply to the Project users. Construction activities started in 2015; the effective concession period is 25 years, and the total investment amounts was estimated in US$647 million.

The civil works of the third stage of the Chavimochic Irrigation Project were structured in two phases. To date, the works of the first phase (Palo Redondo Dam) are 70% completed. However, at the beginning of 2017, the procedure for early termination of the Concession Contract 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 reached, the Concessionaire initiated an arbitration process at the UNCID. The arbitration proceedings are suspended, as a consequence of the of the National Emergency.

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Moreover, from 2018 to date, the Peruvian Government (“the Grantor”) has been evaluating the modification of the Concession Contract, to determine a mechanism that allow the completion of the project, without resolution as of to date.

Finally, the Grantor and the Ministry of Agriculture and Irrigation (MINAGRI), and the Chavimochic Special Project, have signed an Agreement in order to allow MINAGRI to subrogate the ownership of the Project, within the framework of the provisions of the Emergency Decree N ° 021-2020.

14. PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND RIGHT-OF-USE ASSETS

The movement in property, plant and equipment, intangible assets and right-of-use assets accounts for the periods ended March 31, 2020 and 2021, is as follows:

	Property,
	plant and			Intangibles			Right-of-use
	equipment			assets			assets
Net cost at January 1, 2020		463,990			854,227			90,581
Additions		12,525			33,922			1,600
Reclassifications, disposals and adjustments (*)		(9,897	)		(14,131	)		(1,121	)
Deductions for sale of assets		(5,205	)		-			-
Depreciation, amortization		(21,419	)		(24,207	)		(7,258	)
Net cost at March 31, 2020		439,994			849,811			83,802
Net cost at January 1, 2021		405,469			791,990			64,518
Additions		5,011			4,295			42
Reclassifications, disposals and adjustments (*)		1,568			(1,167	)		(60	)
Deductions for sale of assets		(3,452	)		-			-
Depreciation, amortization		(18,893	)		(24,494	)		(5,823	)
Net cost at March 31, 2021		389,703			770,624			58,677

(*) As of March 31, 2021, includes translation adjustments in the subsidiary Cumbra Peru S.A. and Adexus S.A. in property plant and equipment, intangibles, and right-of-use assets amounted to S/0.7 million, S/1.7 million and S/0.2 million, respectively (as of December 31, 2020, S/9.8 million, S/14.5 million and S/0.3 million, respectively).

a) Property, plant and equipment and right-of-use assets

As of March 31, 2021, additions to property, plant and equipment mainly corresponds to S/3 million in machinery of the engineering and construction segment; and S/0.8 million in equipment of the engineering and construction segment (as of March 31, 2020, S/5.1 million in machinery of the engineering and construction segment; and S/4.2 million in works in progress of the infrastructure segment).

- 29 -

As of March 31, 2021, additions to right-of-use assets comprise lease agreements signed by the Corporation.

For the periods ended March 31, 2020 and 2021, the depreciation of property, plant and equipment, investment property and right-of-use assets is presented in the Statement of Income as follows:

	2020			2021
Cost of services and goods (Note 21)		27,615			22,005
Administrative expenses (Note 21)		1,663			3,314
Total depreciation		29,278			25,319
(-) Depreciation related to investment property		(601	)		(603	)
(-) Depreciation related to right-of-use assets (Note 14)		(7,258	)		(5,823	)
Total depreciation of property, plant     and equipment		21,419			18,893

b)Intangible assets

As of March 31, 2021, the additions to intangibles correspond mainly to software development for S/1.4 million to the engineering and construction segment; and S/2.8 million for investments in the preparation of wells, concessions and licenses, and other assets corresponding to the infrastructure segment (as of March 31, 2020, for S/33.8 million for investments in the preparation of wells, concessions and licenses, and other assets corresponding to the infrastructure segment).

For the periods ended March 31, 2020 and 2021, the amortization of intangibles is broken down in the statement of income as follows:

	2020		2021
Cost of sales and services (Note 21)		23,114		23,520
Administrative expenses (Note 21)		1,093		974
		24,207		24,494

Goodwill

Management reviews businesses results based on the type of economic activity carried out.

Goodwill allocated to cash-generating units are:

	At		At
	December 31,		March 31,
	2020		2021
Engineering and construction		38,211		36,396
Electromechanical		20,735		20,735
		58,946		57,131

(*) The variation reported in engineering and construction segment is due to translation adjustment of foreign business of the subsidiary Cumbra Peru S.A.

As a result of the impairment testing on goodwill performed by Management on an annual basis the recoverable amount of the related cash-generating unit (CGU) is determined based on the higher of its value in use and fair value less cost of disposal.  Value in use is determined based on the future cash flows expected to be generated by the assessed CGU.

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15. BORROWINGS

This item comprises:

			Total				Current				Non-current
	At		At		At		At		At		At
	December 31,		March 31,		December 31,		March 31,		December 31,		March 31,
	2020		2021		2020		2021		2020		2021
Bank loans (a)		571,659		546,434		409,272		429,331		162,387		117,103
Finance leases (b)		52,391		52,404		13,635		8,532		38,756		43,872
Lease liability for right-of-use asset (c)		72,726		69,220		19,950		18,639		52,776		50,581
Other financial entities (d)		201,544		204,172		10,027		19,523		191,517		184,649
		898,320		872,230		452,884		476,025		445,436		396,205

a)  Bank loans

As of December 31, 2020 and March 31, 2021, this item comprises bank loans in local and foreign currencies for working capital purposes. These obligations accrue fixed interest rates that fluctuate between 0.5% and 11.0% in 2020 and between 0.5% and 13.5% in 2021.

								Current				Non-current
						At		At		At		At
	Interest			Date of		December 31,		March 31,		December 31,		March 31,
	rate			maturity		2020		2021		2020		2021
Cumbra Peru S.A. (i)		0.92% / 13.54	%		2022		222,924		225,526		19,977		16,588
UNNA ENERGIA S.A. (ii)		3.06% / 6.04	%		2027		24,950		20,818		99,474		100,184
AENZA S.A.A. (iii)		9.10% / 10.10	%		2022		51,977		81,629		39,618		-
Adexus S.A.		0.50% / 1.15	%		2021		19,224		15,409		-		-
Viva Negocio Inmobiliario S.A.		6.85% / 11.00	%		2023		90,197		85,949		3,318		331
							409,272		429,331		162,387		117,103

i) Financial Stability Framework Agreement

In July 2017, the Company and its subsidiaries (Cumbra Peru S.A., Construyendo Pais S.A., Vial y Vives-DSD S.A. and Concesionaria Via Expresa Sur S.A.) entered into a Financial Stability Framework Agreement with the following financial entities: Scotiabank Peru S.A., Banco Internacional del Peru S.A.A., BBVA Banco Continental, Banco de Credito del Peru, Citibank del Peru SA and Citibank N.A. The Framework Agreement aims to: (i) grant Cumbra Peru S.A. a syndicated revolving line of credit for working capital for up to US$1.6 million and S/143.9 million, which may be increased by an additional US$14 million subject to certain conditions; (ii) grant Cumbra Peru S.A. a line of credit of up to US$51.6 million and S/33.6 million; (iii) grant the Company, Cumbra Peru S.A., Construyendo Pais S.A., Vial y Vives - DSD S.A. and Concesionaria Via Expresa Sur S.A. a non-revolving line of credit to finance repayment commitments subject to performance bonds; (iv) grant a syndicated line of credit in favor of the Company and Cumbra Peru S.A. for the issuance of performance bonds up to an amount of US$100 million (which may be increased by an additional US$50 million subject to compliance with certain conditions); and (v) commit to maintain existing standby letters of credit issued at the request of Cumbra Peru S.A. and the Company, as well as the request of Construyendo Pais S.A., Vial y Vives – DSD S.A. and Concesionaria Via Expresa Sur S.A. The loan matured in July 2020, which maturity was extended, most recently, until April 30, 2021. We are currently negotiating an additional extension.

In accordance with the Financial Stability Framework Agreement, the Company must comply quarterly with two ratios, related to its invoices and sales provisions: (i) the calculated value of 90% of its bills receivable, and (ii) the calculated value of 80% of its income provisions must be greater than 50% of the amount of Tranche A pending payment.

As of March 31, 2021, the account receivable rate and unbilled receivable rate reached 34% and 172%, respectively.  As of December 31, 2020 due to the stoppage of activities generated by the COVID-19 pandemic, the account receivable rate and unbilled receivable rate reached 56% and 142%, respectively. In relation to account receivable rate, the Company does not comply with the requirement of the Financial Stability Framework Agreement.

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As of March 31, 2021, the Company's balance payable under the Financial Stability Framework Agreement amounts to US$29.4 million, equivalent to S/110.5 million (US$30.7 million, equivalent to S/111 million, as of December 31, 2020)

ii) Terminales del Peru Loan

Terminales del Peru (hereinafter “TP”), a joint operation of the subsidiary UNNA ENERGIA S.A., has a medium-term loan agreement with Banco de Credito del Peru (hereinafter BCP) up to US$30 million to finance the investments committed and up to US$70 million to finance the additional investments from the operation contract of the North and Center terminals for the period 2015 to 2019 with a maximum exposure limit of US$80 million. These facilities are repaid within 8 years. As of March 31, 2021, these loans amount to US$22.1 million (equivalent to S/83.1 million) and due in 2027, this amount corresponds to the 50% interest held by the subsidiary UNNA ENERGIA S.A. (As of December 31, 2020, these loans amount to US$23.2 million, equivalent to S/84.1 million)

In addition, in November 2019, TP signed a loan agreement to finance the additional investments from 2019 to 2023, for a credit line amount to US$46 million with BCP. The contract confirmed the participation of an assignee, so BD Capital (BDC) acquired 50% of the BCP contractual position through the subscription of the accession contract and in November 2019 disbursed to TP US$23 million. As of March 31, 2021, the loan amounts to US$10 million (equivalent to S/37.6 million), this amount corresponds to the 50% interest held by the subsidiary UNNA ENERGIA S.A. and is due in 2026 (US$11 million, equivalent to S/40 million, as of December 31, 2020).

As of December 31, 2020 and the date of this report, TP is in compliance with the ratios established in the contract loan.

iii) CS Peru Infrastructure Holdings LLC Loan

In July 2019, the Company entered into a medium-term loan credit agreement for up to US$35 million with CS Peru Infrastructure Holdings LLC. The term of the loan is three years, with quarterly installments of principal starting on the 18th month. The loan accrued interest at the following rates per annum: (i) for the period from and including the July 31, 2019 (“Closing Date”) to but excluding the date that is 6 months after the Closing Date, 9.10%; (ii) for the period from and including the date that is 6 months after the Closing Date to but excluding the date that is 1 year after the Closing Date, 9.35%; (iii) for the period between the first annual anniversary of the Closing Date and the day before the thirtieth month of the Closing Date, 9.60%, and (iv) for the period from the thirtieth month of the Closing Date to the third annual anniversary of the Closing Date, 10.10%. The loan was used for working capital in the Company, Cumbra Peru S.A. and Adexus S.A.

On November 21, 2019, as a result of the initiation of a preventive insolvency process by the Chilean subsidiary, Adexus S.A., the Company received a communication from CS Peru Infrastructure Holdings LLC reporting the occurrence of a default event under the loan contract, in accordance with the provisions of Section 7.02 (e) and 9.09 of the same contract. As a consequence, as of December 31, 2019, the loan was classified as current liabilities. In February 2020, US$10 million was partially paid. On February 28, 2020, the waiver was obtained by the Company, so it was reclassified to non-current liabilities. As of December 31, 2020, the Company complied with the covenants established in the loan contract.

On November 13, 2020, as a consequence of the health crisis caused by COVID-19, the Company notified CS Peru Infrastructure Holdings LLC of the breach of the leverage ratio in accordance with Section 8.10 (b) for the period ended September 30, 2020. On December 23, 2020, the Company obtained a waiver from CS Peru Infrastructure Holdings LLC for the non-applicability of the leverage ratio for the period ended September 30, 2020 and December 31, 2020.

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For the period ended March 31, 2021, the Company defaulted on the leverage ratio in accordance with Section 8.10 (b). As a consequence, as of March 31, 2021, the loan was classified as current liabilities.

As of March 31, 2021, the principal amount of the loan is US$22 million, equivalent to S/82.8 million (US$25.7 million, equivalent to S/93.2 million, as of December 31, 2020).

iv) Banco Santander Loan

On December 30, 2020, Técnicas Reunidas enforced two letters of credit in the aggregate amount of US$23.7 million, which letters of credit had been issued by Santander on behalf of our subsidiary Cumbra Peru S.A. as security pursuant to a construction contract. As a result, Cumbra Peru S.A. subscribed to a short term loan with Banco Santander in the aggregate principal amount of US$23.7 million (equivalent to S/85.9 million). The loan accrues interest at an annual rate of Libor + 8%. The term of the loan was 30 days, which maturity was extended until March 30, 2021. We subsequently negotiated payment in installments starting on May 2021 ending on September 2021. As of March 31, 2021, the principal amount of the loan is US$23.7 million, equivalent to S/89.1 million (US$23.7 million, equivalent to S/85.9 million, as of December 31, 2020).

b) Other financial entities

The balance is mainly composed of the monetization of Norvial dividends, as described below.

At May 29, 2018 the Company subscribes an agreement between the Company and Inversiones Concesiones Vial S.A.C. ("BCI Peru") -whith the intervention of Fondo de Inversiones BCI NV (“Fondo BCI”) and BCI Management Administradora General de Fondos S.A. (“BCI” Asset Management”) - to monetize future dividends from Norvial S.A. to the Company. With the signing of this agreement, the Company obligated itself to indirectly transfer its economic rights over 48.8% of the share capital of Norvial S.A. by transferring its class B shares (equivalent to 48.8% of the capital of Norvial S.A.) to a vehicle specially constituted for such purposes named Inversiones en Autopistas S.A. The amount of the transaction was US$42.3 million (equivalent to S/138 million) and was completed on June 11, 2018.

Likewise, it has been agreed that the Company will have purchase options on 48.8% of Norvial's economic rights that BCI Peru will maintain through its participation in Inversiones en Autopistas S.A. These options will be subject to certain conditions such as the expiration of different terms, recovery of the investment made with the funds of the BCI Fund (according to different economic calculations) and/or that a change of control occurs.

During the 2020 period, the Company reviewed the projected cash flows and effective interest rate of the financial liability with BCI Peru based on new information available on Norvial's projected traffic and determined that there was a material quantitative change that exceeds the +/-10%. For this reason, the liability with BCI Peru measured at amortized cost was derecognized during 2020 in the amount of US$46 million; the difference between this amount and the new liability amounted to US$3.9 million, which was recorded in other income and expenses (net) in the income statement. Simultaneously, the Company recorded the same liability amounting to US$42.1 million which is measured at fair value from the date of initial recognition.

As of March 31, 2021, the loan balance payable amounted to US$41.4 million (equivalent to S/155.5 million (as of December 31, 2020, the balance was US$42.1 million, equivalent to S/152.5 million).

c) Fair value of borrowings

The carrying amount and fair value of borrowings are broken down as follows:

	Carrying amount				Fair value
	At		At		At		At
	December 31,		March 31,		December 31,		March 31,
	2020		2021		2020		2021
Bank loans		571,659		546,434		589,737		561,004
Finance leases		52,391		52,404		54,343		53,946
Lease liability for right-of-use asset		72,726		69,220		88,779		79,321
Other financial entities		201,544		204,172		247,857		252,992
		898,320		872,230		980,716		947,263

As of March 31, 2021, the fair value is based on cash flows discounted using a rate based on the borrowing rate of 1.2% and 11% (0.7% and 11%  as of December 31, 2020) and are included as Level 2 in the level of measurement.

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16. BONDS

This item includes:

			Total				Current				Non-current
	At		At		At		At		At		At
	December 31,		March 31,		December 31,		March 31,		December 31,		March 31,
	2020		2021		2020		2021		2020		2021
Tren Urbano de Lima S.A. (a)		624,454		624,674		21,081		21,775		603,373		602,899
Norvial S.A. (b)		280,848		273,821		32,819		33,001		248,029		240,820
Cumbra Peru S.A. (c)		27,457		26,027		4,546		4,097		22,911		21,930
		932,759		924,522		58,446		58,873		874,313		865,649

a) Tren Urbano de Lima S.A.

In February 2015, the subsidiary Tren Urbano de Lima S.A. issue corporate bonds under Regulation S of the United States of America. The issuance was made in VAC soles (adjusted for the Constant Update Value) for an amount of S/629 million. The bonds expire in November 2039 and accrue interest at a rate of 4.75% (plus the VAC adjustment), present a risk rating of AA + (local scale) granted by Support & International Associates Risk Classifier. As of March 31, 2021, an accumulated amortization amounting to S/94.6 million (S/90.6 million as of December 31, 2020) has been made.

As of March 31, 2021, the balance includes accrued interest payable and VAC adjustments for S/107.4 million (S/103.4 million as of December 31, 2020).

The account movement for the periods ended March 31, 2020 and 2021is as follows:

	2020			2021
Balance at January, 1		618,497			624,454
Amortization		(2,873	)		(4,014	)
Accrued interest		11,946			11,757
Interest paid		(7,512	)		(7,523	)
Balance at March, 31		620,058			624,674

As part of the bond structuring process, Tren Urbano de Lima S.A. pledged to report and verify compliance with the following, measured according to their individual financial statements (covenants):

- Debt service coverage ratio not less than 1.2 times;

- Maintain a constant balance in the minimum trust equal to one month of operation and maintenance costs (including VAT).

- Maintain a constant balance in the minimum trust equal to the following two coupons according to the bond schedule.

As of December 31, 2020 and as of March 31, 2021, Tren Urbano de Lima S.A. has complied with the corresponding covenants.

As of March 31, 2021, the fair value amounts to S/624 million (S/623 million, as of December 31, 2020), this is based on discounted cash flows using the rate of 4.3% (3.6% as of December 31, 2020) and corresponds to level 2 of the fair value hierarchy.

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b)Norvial S.A.

Between 2015 and 2016, the subsidiary Norvial S.A. issued the First Corporate Bond Program on the Lima Stock Exchange for a total S/365 million. Risk rating agencies Equilibrium y Apoyo & Asociados Internacionales graded this debt instrument AA.

The capital raised was used to finance the construction of the second phase of Red Vial No.5 and the financing of VAT arising from a project-related expenses.

The account movement for the periods ended March 31, 2020 and 2021 is as follows:

	2020			2021
Balance at January, 1		305,545			280,848
Amortization		(5,384	)		(6,940	)
Accrued interest		6,193			5,735
Capitalized interest		91			-
Interest paid		(6,283	)		(5,822	)
Balance at March, 31		300,162			273,821

As part of the process of bond structuring, Norvial S.A. engaged to adhere to the following covenants: 

- Debt service coverage ratio of not less than 1.3 times.

- Proforma gearing ratio lower than 4 times.

As of December 31, 2020 and March 31, 2021, Norvial S.A. has complied with the covenants.

As of March 31, 2021, the fair value amounts to S/279.3 million (S/304.7 million as of December 31, 2020), is based on discounted cash flows using rate  8.4% (between 6.7% and 8.1% as of December 31, 2020) and is within level 2 of the fair value hierarchy.

c) Cumbra Peru S.A.

At the beginning of  2020, the subsidiary Cumbra Peru S.A. prepared the First Private Bond Program, up to a maximum amount of US$8 million.

In the first quarter of the year 2020,  bonds issued amounts to US$7.8 million (equivalent to S/25.9 million) under the debt swap modality, related to its outstanding trade accounts.

The bonds mature in December 2027 and bear interest at a rate of 8.5%, payment is semi-annual and have a risk rating of B-, granted by the rating company Moody’s Peru. As of March 31, 2021, the balance includes accrued interest payable for US$0.1 million, equivalent to S/0.4 million (US$0.6 million, equivalent to S/2.2 million, as of December 31, 2020).

The account movement for the periods ended March 31, 2020 and 2021 is as follows:

	2020		2021
Balance at January, 1		-		27,457
Additions		26,781		-
Amortization		-		(1,758	)
Exchange difference		-		912
Accrued interest		431		536
Interest paid		-		(1,120	)
Balance at March, 31		27,212		26,027

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As of March 31, 2021, the fair value amounts to S/26.8 million (S/28.6 million as of December 31, 2020), is based on discounted cash flows using rate 7.7% (7.1% as of December 31, 2020) and is within level 3 of the fair value hierarchy.

17. TRADE ACCOUNTS PAYABLE

This item includes:

			Total				Current				Non-current
	2020		2021		2020		2021		2020		2021
Invoices payable (a)		470,118		519,323		470,118		519,323		-		-
Provision of contract costs (b)		659,299		622,468		618,797		582,844		40,502		39,624
Notes payable		8,252		7,178		8,252		7,178		-		-
		1,137,669		1,148,969		1,097,167		1,109,345		40,502		39,624

As of March 31, 2021, the contract cost provisions include: i) estimate costs to come according to the the completion porcentage of projects amounting to S/29.3 million, for Cumbra Peru S.A. and Cumbra Ingenieria  S.A. (S/95.7 million as of December 31, 2020 for Cumbra Peru S.A. and Cumbra Ingenieria S.A); and ii) services received not invoiced S/593.2 million (S/563.6 million as of December 31, 2020).

18.OTHER ACCOUNTS PAYABLE

This item includes:

	Total				Current				Non-current
	At		At		At		At		At		At
	December 31,		March 31,		December 31,		March 31,		December 31,		March 31,
	2020		2021		2020		2021		2020		2021
Advances received from customers (a)		309,590		311,824		278,490		297,281		31,100		14,543
Consorcio Ductos del Sur - payable (b)		88,206		91,768		28,836		28,023		59,370		63,745
Salaries and other payable		77,386		109,092		77,386		109,092		-		-
Put option liability on Morelco acquisition		118,622		123,009		79,096		82,021		39,526		40,988
Third-party loans		11,608		11,617		9,533		9,542		2,075		2,075
Other taxes payable		115,862		120,920		102,240		107,250		13,622		13,670
Acquisition of additional non-controlling interest		27,596		29,304		27,596		29,304		-		-
Guarantee deposits		23,744		23,974		23,744		23,974		-		-
Consorcio Rio Mantaro - payables		58,129		60,279		58,129		60,279		-		-
Provision of interest for debt with suppliers		16,425		17,728		-		230		16,425		17,498
Other accounts payables		54,470		47,706		33,356		25,900		21,114		21,806
		901,638		947,221		718,406		772,896		183,232		174,325

(a) Advances received from customers relate mainly from construction projects, and are applied to progress billings, in accordance with contract terms.

			Total				Current				Non-current
	At		At		At		At		At		At
	December 31,		March 31,		December 31,		March 31,		December 31,		March 31,
	2020		2021		2020		2021		2020		2021
Advances Customers Consortiums		83,640		105,844		83,640		105,844		-		-
Customer advances for real estate projects		78,286		100,876		78,286		100,876		-		-
Concentradora Norte - Quellaveco		86,415		70,168		71,571		65,448		14,844		4,720
Special National Transportation Infrastructure Project		24,050		21,463		13,781		11,839		10,269		9,624
Others		37,199		13,473		31,212		13,274		5,987		199
		309,590		311,824		278,490		297,281		31,100		14,543

(b) The balance of other accounts payable from Consorcio Constructor Ductos del Sur corresponds to payment obligations to vendors and main subcontractors for S/91.7 million (S/88.2 million as of December 31, 2020), assumed by the subsidiary Cumbra Peru S.A. as a result of the termination of Gasoducto Sur Peruano S.A. operations.

The fair value of short-term accounts approximates their book value due to their 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 for the periods shown.

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19. PROVISIONS

The account movement for the periods ended March 31, 2020 and 2021is as follows:

	Legal			Provision
	and tax			for well
	claims			closure			Total
At January 1, 2020		278,319			50,116			328,435
Additions		8,623			6,315			14,938
Reversals of provisions		(3,713	)		-			(3,713	)
Payments		(395	)		(817	)		(1,212	)
Translation adjustments		1,716			-			1,716
At March 31, 2020		284,550			55,614			340,164
At January 1, 2021		376,417			52,949			429,366
Additions		5,697			772			6,469
Reversals of provisions		(1,593	)		-			(1,593	)
Reclasification		157			-			157
Payments		(913	)		(27	)		(940	)
Translation adjustments		6,140			108			6,248
At March 31, 2021		385,905			53,802			439,707

Legal contingencies

a) Civil compensation

Corresponding to the legal contingency estimated by management for exposure of the Company and its subsidiaries to a probable compensation in relation to their participation as minority partners in certain entities that developed infrastructure projects in Peru with companies belonging to the Odebrecht group and projects related to “Club de la Construcción”. As of March 31, 2021, the present value of the estimated provision totals S/218.6 million (S/216.3 million as of December 31, 2020).

b) Proceso administrative Indecopi

On March 9, 2021, Cumbra Peru S.A. was notified with the Final Instruction Report prepared by the Technical Secretariat, which is subject to review by the Commission for the Defense of Free Competition of INDECOPI, related to the sanctioning administrative procedure mentioned in Note 1.c). In this regard, Company and its legal advisors estimate that, based on the findings of the Final Investigation Report, the fine to be imposed on Cumbra Peru S.A. in this case should not exceed S/39 million and was recorded on March 31, 2021 the equivalent to the corresponding present value that results in S/24.5 million.

c) Securities Class actions NY SEC

During the first quarter of 2017 two securities class actions have been filed against the Company, and certain former employees in the Eastern District of New York.  Both complaints allege false and misleading statements during the class period.  In particular, they allege that the Company failed to disclose, among other things, that a) the Company knew that its partner Odebrecht was engaged in illegal activities, and b) the Company profited from such activities in violation of its own corporate governance standards.

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As of the date of this report, the Company has signed the definitive settlement agreement with the plaintiffs' attorneys, by which the parties agree to terminate the class action, subject to the court approval and the payment of the transaction amount by the Company. The amount agreed for the termination of the class action is equivalent to US$20 million. In 2020, a payment of US$0.3 million (equivalent to S/1.1 million) and US$5 million was made and covered by the Company and by the professional liability policy in accordance with the agreement signed with the insurer, respectively. The settlement terms stipulate that the remaining $14,650,000, plus interest of 5% per annum running from September 17, 2020, must be paid by the company by June 30, 2021. As of March 31, 2021, the Company maintains a provision of US$14.7 million plus interest of US$0.4 million (equivalent to S/55.1 million and S/1.5 million, respectively).We have initiated discussions with the plaintiffs regarding a deferral of this payment.

20. CAPITAL

As of March 31, 2021 and as of December 31, 2020, the capital of the Company is represented by 871,917,855 shares of a nominal value of S/1.00 each, all registered in the Public Registries.

As of March 31, 2021, a total of 158,459,130 shares were represented in ADS, equivalent to 31,691,826 ADSs at a rate of 5 shares per ADS.

As of December 31, 2020, a total of 190,863,050 shares were represented by ADS, equivalent to 38,172,610 ADSs at a rate of 5 shares per ADS.

21. EXPENSES BY NATURE

For the periods ended March 31, 2020 and 2021, this item comprises:

	Cost
	of goods			Administrative
	and services			expenses		Total
2020
Services provided by third-parties		250,779			9,670		260,449
Salaries, wages and fringe benefits		309,920			27,224		337,144
Purchase of goods		171,193			-		171,193
Other management charges		69,362			4,481		73,843
Depreciation  (Note 14)		27,615			1,663		29,278
Amortization (Note 14)		23,114			1,093		24,207
Impairment of accounts receivable		205			5		210
Taxes		1,904			287		2,191
Recovery of property, plant and equipment		(102	)		-		(102	)
Inventory recovery		(644	)		-		(644	)
		853,346			44,423		897,769
	Cost
	of goods			Administrative
	and services			expenses		Total
2021
Services provided by third-parties		224,133			9,768		233,901
Salaries, wages and fringe benefits		301,827			31,083		332,910
Purchase of goods		183,398			-		183,398
Other management charges		47,971			4,364		52,335
Depreciation  (Note 14)		22,005			3,314		25,319
Amortization (Note 14)		23,520			974		24,494
Impairment of accounts receivable		202			-		202
Taxes		947			14		961
Recovery of property, plant and equipment		(1,023	)		-		(1,023	)
Impairment of inventory		150			-		150
		803,130			49,517		852,647

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22. OTHER INCOME AND EXPENSES

For the periods ended March 31, 2020 and 2021, this item comprises:

	2020			2021
Other income:
Sale of assets		3,523			3,462
Penalty income		-			465
Supplier debt forgiveness		183			-
Recovery of provisions and impairments		1,571			1,491
Others		979			1,772
		6,256			7,190
Other expenditures:
Asset impairment		-			53
Net cost of fixed assets disposal		4,884			3,718
Legal and tax litigation		239			-
Provision for well closure		6,325			71
Administrative fine		2,403			4,790
Others		449			167
		14,300			8,799
		(8,044	)		(1,609	)

23. FINANCIAL INCOME AND EXPENSES

For the periods ended March 31, 2020 and 2021, this item comprises:

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	2020			2021
Financial income:
Interest on loans to third parties		397			54
Profit for present value of financial asset or financial liability		1,402			897
Interest on short-term bank deposits		963			203
Others		704			574
		3,466			1,728
Financial expenses:
Interest expense:
- Bank loans		22,022			17,553
- Bonds		6,715			6,271
- Loans from third parties		2,543			1,833
- Right-of-use		1,442			1,058
- Financial lease		355			810
Commissions and collaterals		2,580			6,351
Interests of the Tax Administration		1,291			8,778
Loss for present value of financial asset or financial liability		577			25,769
Exchange difference loss, net		7,961			2,844
Derivative financial instruments		25			-
Other financial expenses		7,668			1,006
Less capitalized interest		(1,623	)		(1,120	)
		51,556			71,153

a) The increase of S/25.8 million is generated by the effect of the discount rate applied to calculate the present value of the account receivable from Gasoducto Sur Peruano S.A. (financial asset), which increased from 1.65% to 2.47%.

24. INCOME TAX

The condensed interim consolidated financial statements for the period ended March 31, 2021, income tax expense is recognized based on management’s estimate of the annual income tax rate expected for the full financial year. The estimated annual tax rate as of March 31, 2021 is 62.21% (3.19% for the period ended in March 31, 2020).

25. CONTINGENCIES, COMMITTMENTS AND GUARANTEES

As of March 31, 2021, contingencies held by the Corporation are substantially the same as those existing as of December 31, 2020.

The Corporation maintains guarantees and letters of credit in force in various financial entities guaranteeing operations for US$396.1 million (US$427.5 million, as of December 31, 2020).

26. DIVIDENDS

In compliance with certain covenants, the company will not pay dividends for the years 2019 and 2020, 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.

For the period ended March 31, 2021, the Corporation’s subsidiaries have paid dividends to its non-controlling interests in the amount of S/4.3 million (S/42.6 million for period  ended in March 31, 2020).

27. LOSS PER SHARE

The basic loss per common share has been calculated by dividing the loss of the period attributable to the Corporation’s common shareholders by the weighted average of the number of common shares outstanding during that period. No diluted loss per common share has been calculated because there is no potential diluent common or investment shares (ie, financial instruments or agreements that entitle to obtain common or investment shares); therefore, it is the same as the loss per basic share.

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The basic loss per common share is as follows:

		2020			2021
Loss attributable to owners of the Company
during the period			(30,444	)		(34,697	)
Weighted average number of shares in issue
at S/1.00 each, at March 31,			871,917,855			871,917,855
Basic loss per share (in S/)	(*)		(0.035	)		(0.040	)

(*) The Corporation does not have common shares with dilutive effects at March 31, 2020 and 2021.

28. OPERATIONS OF SUBSIDIARY ADEXUS S.A. RECLASSIFIED AS CONTINUING OPERATIONS

As of September 30, 2020, the financial information of the subsidiary Adexus S.A. (hereinafter Adexus) was reclassified as continuous operation. The subsidiary that have been reclassified as a non-current assets held for sale at December 31, 2018, has as main activity to provide information technology solutions mainly in Chile and Peru. Despite the fact that the Company has been committed to a pan to carry out the sale, the circumstances that arose in the subsidiary during this period, which are explained below, have forced us to change initial plan, focusing in negotiating with vendors liabilities terms sale resulting in a viable plan again.

On November 19, 2019, Adexus filed an application for reorganization under law 20720 with the Chilean courts of justice. The Company impaired the total investment value as of December 31, 2019.

On January 9, 2020, the Company communicated that the creditors committee of Adexus approved with the favorable vote of more than 80% of the pledge creditors and 85% of the unsecured creditors, respectively, the judicial reorganization agreement proposed by Adexus in the framework of the reorganization procedure. According to the terms of the judicial reorganization agreement, Adexus will restructure and pay the total of its reorganized liabilities within a maximum period of six years, according to the new agreed conditions, being authorized to continue with its commercial activities normally. As a result of the financial protection provided by the Chilean law and with the support of its creditors, Adexus has achieved the restructuring of its liabilities while continuing to serve all its customers.  In 2020, Adexus S.A. has complied with the payment schedule agreed with the creditors. On December 28, the creditor’s committee signed a debt reorganization agreement whithe pledge creditors and unsecured creditors.

The Corporation decided that Adexus will be subject to the patrimonial protection law; after achieving this restructuring, the Corporation will focus on honoring it in the terms agreed while finding the right shareholder for the future development of the subsidiary.

29. EVENTS AFTER THE DATE OF THE STATEMENT OF FINANCIAL POSITION

Between March 31, 2021 and the date of approval of the condensed interim consolidated financial statements, there have been no subsequent events that may affect the reasonableness of the financial statements issued.

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