Translation of Independent Auditors' Report and Consolidated Financial Statements Originally Issued in Spanish
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Translation of independent auditors’ report and consolidated financial statements originally issued in Spanish - Note 37 InRetail Perú Corp. and Subsidiaries Consolidated financial statements as of December 31, 2019 and 2018, together with the Independent Auditors’ Report Translation of independent auditors’ report and consolidated financial statements originally issued in Spanish - Note 37 InRetail Perú Corp. and Subsidiaries Consolidated financial statements as of December 31, 2019 and 2018, together with the Independent Auditors’ report Contents Independent Auditors’ Report Consolidated financial statements Consolidated statements of financial position Consolidated income statements Consolidated statements of other comprehensive income Consolidated statements of changes in equity Consolidated statements of cash flows Notes to the consolidated financial statements Paredes, Burga & Asociados Sociedad Civil de Responsabilidad Limitada Translation of independent auditors’ report originally issued in Spanish - Note 37 Independent Auditors’ Report To the Shareholders and Board of Directors of InRetail Perú Corp. and Subsidiaries We have audited the accompanying consolidated financial statements of InRetail Perú Corp. and Subsidiaries (jointly “InRetail Group”), which comprise the consolidated statements of financial position as of December 31, 2019 and 2018, and the related consolidated income statements, of other comprehensive income, of changes in equity, and of cash flows for the years ended on those dates, and a summary of significant accounting policies and other explanatory notes. Management’s responsibility for the consolidated financial statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board, and for such internal control that Management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. Auditors’ responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with International Auditing Standards approved for its application in Peru by the Board of Deans of the Peruvian Charter of Accountants. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatements. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to InRetail Groupin the preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of InRetail Group internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by Management, as well as evaluating the overall presentation of the consolidated financial statements. Inscrita en la partida 11396556 del Registro de Personas Jurídicas de Lima y Callao Miembro de Ernst & Young Global Translation of independent auditors’ report originally issued in Spanish - Note 37 Independent Auditors’ Report (continued) We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of InRetail Perú Corp. and Subsidiaries as of December 31, 2019 and 2018, and their consolidated results of operations and cash flows for the years ended December 31, 2019 and 2018, in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board. Other matters As mentioned in note 4.2 to the accompanying consolidated financial statements, InRetail Group adopted IFRS 16 “Leases” in 2019. The accounting effects of the application of said standard are detailed in that note. Lima, Peru, March 12, 2020 Countersigned by: Sandra Luna Victoria C.P.C.C. Registration No. 50093 Firma miembro de Ernst & Young Global Limited Translation of consolidated financial statements originally issued in Spanish - Note 37 InRetail Perú Corp. and Subsidiaries Consolidated statements of financial position At December 31, 2019 and 2018 Note 2019 2018 Note 2019 2018 S/(000) S/(000) S/(000) S/(000) Assets Liabilities and equity Current liabilities Current assets Trade payables 18 2,946,832 2,964,969 Other payables 19 470,386 466,510 Cash and short-term deposits 4.3(g) and 6 740,166 642,838 Interest-bearing loans and borrowings 20 386,266 452,591 Financial instruments at fair value through profit or loss 4.3(c) and 7 22,015 19,729 Accounts payable to related parties 28(b) 36,891 11,093 Current income tax, net 4.3(t) and 22(e) 21,282 10,665 Trade receivables, net 8 580,994 575,709 Deferred revenue 29 10,990 28,783 Lease liabilities 4.3(k) and 24(c) 306,145 - Other receivables, net 9 83,833 100,385 ___________ ___________ Total current liabilities 4,178,792 3,934,611 ___________ ___________ Accounts receivable from related parties, net 28(b) 50,283 64,260 Inventories, net 4.3(h) and 10 1,835,047 1,736,290 Non-current liabilities Trade payables 18 16,258 19,643 Financial instruments at fair value through other Other payables 19 21,289 21,852 comprehensive income 4.3(c) and 11 - 8,377 Interest-bearing loans and borrowings 20 1,636,784 1,356,489 Accounts payable to related parties 28(b) 40,260 38,918 Prepaid expenses 4.3(i) and 12 14,831 34,583 Senior notes issued 21 3,226,821 3,260,060 Taxes recoverable 13 101,483 150,541 Deferred revenue 29 35,696 26,510 ___________ ___________ Deferred income tax liabilities, net 4.3(t) y 22(a) 465,588 481,616 Total current assets 3,428,652 3,332,712 Taxes related to Special Purpose Entities 32(e) 318,848 226,493 ___________ ___________ Lease liabilities 4.3(k) and 24(c) 1,096,135 - Non-current assets ___________ ___________ Total non-current liabilities 6,857,679 5,431,581 ___________ ___________ Other receivables, net 9 44,937 29,524 Total liabilities 11,036,471 9,366,192 ___________ ___________ Prepayments 4.3(i) and 12 - 51,077 Recoverable taxes 13 17,308 6,166 Equity 23 Equity attributable to InRetail Perú Corp: Accounts receivable from related parties 28(b) 30,252 8,240 Capital stock 2,138,566 2,138,566 Capital premium 472,967 472,967 Derivative financial instruments – “Call Spread” 4.3(d) and 14 130,913 163,951 Treasury shares (57,636) (57,636) Property, furniture and equipment, net 4.3(j) and 15 3,602,925 3,435,967 Other reserves 419,001 419,001 Unrealized results on derivative financial instruments (13,076) (40,028) Investment properties 4.3(l) and 16 3,879,572 3,299,018 Unrealized income on financial instruments at fair value through other comprehensive income - 153 Intangible assets, net 4.3(m) and 17 3,156,805 3,188,303 Unrealized results for exchange differences on translation Right-of-use assets 4.3(k) and 24(b) 1,402,882 - of foreign operations (208) 5 Unrealized results for actuarial update 415 157 Deferred income tax assets, net 4.3(t) and 22(a) 51,932 62,153 Retained earnings 1,657,034 1,207,406 ___________ ___________ Other assets 7,208 7,315 4,617,063 4,140,591 ___________ ___________ Non-controlling interests 99,852 77,643 ___________ ___________ Total non-current assets 12,324,734 10,251,714 ___________ ___________ Total equity ___________4,716,915 ___________4,218,234 Total assets 15,753,386 13,584,426 Total liabilities and equity 15,753,386 13,584,426 ___________ ___________ ___________ ___________ The accompanying notes are an integral part of consolidated statement of financial position. Translation of consolidated financial statements originally issued in Spanish - Note 37 InRetail Perú Corp. and Subsidiaries Consolidated income statements For the years ended December 31, 2019 and 2018 Note 2019 2018 S/(000) S/(000) Net sales of goods 12,260,910 11,509,345 Rental income 473,024 428,551 Rendering of services 335,678 304,779 ___________ ____________ Revenue 4.3(r) 13,069,612 12,242,675 Cost of sales and services 4.3(r) and 25 (9,121,810) (8,671,018) ___________ ____________ Gross profit 3,947,802 3,571,657 Gain on valuation at fair value of investment properties 16(b) 157,158 17,400 Selling expenses 25 (2,362,403) (2,242,416) Administrative expenses 25 (427,749) (423,886) Other operating income, net 26 29,758 15,749 ___________ ____________ Operating profit 1,344,566 938,504 Finance income 27 19,489 32,109 Finance expenses 27 (466,848) (510,225) Exchange difference 5 and 34.2(i) 20,832 (38,499) ___________ ____________ Profit before income tax 918,039 421,889 Income tax expense 4.3(t) and 22(c) (321,201) (197,001) ___________ ____________ Net profit for the year 596,838 224,888 ___________ ____________ Attributable to: InRetail Perú Corp. shareholders 558,573 208,332 Non-controlling interests 38,265 16,556 ___________ ____________ 596,838 224,888 ___________ ____________ Earnings per share: Basic and diluted profit for the year attributable to InRetail Perú Corp. shareholders, basic and diluted (in Soles) 4.3(u) and 30 5.91 2.21 ___________ ____________ Average number of outstanding shares (in thousands) 4.3(u) and 30 101,057 101,846 ___________ ____________ The accompanying notes are an integral part of these consolidated financial statements.