2015 Financial Statements
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Metro Pacific Tollways Corporation and Subsidiaries (A Subsidiary of Metro Pacific Investments Corporation) Consolidated Financial Statements December 31, 2015 and 2014 and Independent Auditors’ Report SyCip Gorres Velayo & Co. Tel: (632) 891 0307 BOA/PRC Reg. No. 0001, 6760 Ayala Avenue Fax: (632) 819 0872 December 14, 2015, valid until December 31, 2018 1226 Makati City ey.com/ph SEC Accreditation No. 0012-FR-4 (Group A), Philippines November 10, 2015, valid until November 9, 2018 INDEPENDENT AUDITORS’ REPORT The Stockholders and the Board of Directors Metro Pacific Tollways Corporation We have audited the accompanying consolidated financial statements of Metro Pacific Tollways Corporation (a subsidiary of Metro Pacific Investments Corporation) and its subsidiaries, which comprise the consolidated balance sheets as at December 31, 2015 and 2014, and the consolidated statements of income, statements of comprehensive income, statements of changes in equity and statements of cash flows for the years then ended, and a summary of significant accounting policies and other explanatory information. 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 Philippine Financial Reporting Standards, and for such internal control as 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 Philippine Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement. 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 auditor’s 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 the entity’s 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 the entity’s 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. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. *SGVFS018262* A member firm of Ernst & Young Global Limited - 2 - Opinion In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of Metro Pacific Tollways Corporation and its subsidiaries as at December 31, 2015 and 2014, and their financial performance and their cash flows for the years then ended in accordance with Philippine Financial Reporting Standards. SYCIP GORRES VELAYO & CO. Belinda T. Beng Hui Partner CPA Certificate No. 88823 SEC Accreditation No. 0923-AR-1 (Group A), March 25, 2013, valid until March 24, 2016 Tax Identification No. 153-978-243 BIR Accreditation No. 08-001998-78-2015, June 26, 2015, valid until June 25, 2018 PTR No. 5321613, January 4, 2016, Makati City February 18, 2016 *SGVFS018262* A member firm of Ernst & Young Global Limited METRO PACIFIC TOLLWAYS CORPORATION (A Subsidiary of Metro Pacific Investments Corporation) AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS December 31 2015 2014 ASSETS Current Assets Cash and cash equivalents (Note 7) P=3,989,193,032 P=3,823,671,657 Restricted cash (Note 7) 391,001,929 434,096,760 Short-term deposits (Notes 13 and 31) 1,225,420,748 4,789,522,429 Receivables (Note 8) 767,649,994 699,309,099 Inventories - at cost 75,451,888 50,193,651 Due from related parties (Note 19) 112,439,577 108,653,540 Available-for-sale financial assets (Notes 13 and 31) 200,645,000 255,591,000 Other current assets (Note 14) 888,417,968 426,906,641 Total Current Assets 7,650,220,136 10,587,944,777 Noncurrent Assets Investments in associates and a joint venture (Note 9) 4,381,482,491 273,106,317 Service concession assets (Note 10) 52,987,320,615 26,309,255,096 Property and equipment (Note 11) 178,432,121 181,671,231 Goodwill and other intangible assets (Notes 9 and 12) 5,099,761,716 5,108,027,308 Available-for-sale financial assets (Notes 13 and 31) 1,843,469,772 2,011,508,254 Pension asset (Note 24) 12,055,764 2,573,985 Other noncurrent assets (Note 14) 1,309,061,197 1,814,615,613 Total Noncurrent Assets 65,811,583,676 35,700,757,804 P=73,461,803,812 P=46,288,702,581 LIABILITIES AND EQUITY Current Liabilities Accounts payable and other current liabilities (Notes 15 and 19) P=2,931,310,222 P=2,536,093,243 Due to related parties (Note 19) 5,080,497 6,923,851 Unearned toll revenue 9,960,218 10,237,339 Long-term incentive plan payable (Note 24) – 228,137,419 Dividends payable (Note 20) 1,276,599,879 294,123,710 Income tax payable 271,035,295 174,252,341 Provisions (Note 16) 189,818,146 158,910,771 Current portion of long-term debt (Notes 17 and 31) 1,332,218,999 1,220,323,835 Total Current Liabilities 6,016,023,256 4,629,002,509 (Forward) *SGVFS018262* - 2 - December 31 2015 2014 Noncurrent Liabilities Long-term debt - net of current portion (Notes 17 and 31) P=28,242,036,801 P=25,455,639,233 Service concession fees payable (Notes 18 and 31) 15,354,219,727 – Accrued retirement costs (Note 24) 1,542,153 2,000,212 Long-term incentive plan payable (Note 24) 139,799,734 – Provisions (Note 16) 495,664,409 1,400,012,272 Deferred tax liabilities - net (Note 28) 977,597,311 703,452,020 Other noncurrent liabilities (Note 29) 256,700,000 256,700,000 Total Noncurrent Liabilities 45,467,560,135 27,817,803,737 Total Liabilities 51,483,583,391 32,446,806,246 Equity (Note 20) Capital stock 12,684,255,959 11,836,798,859 Additional paid-in capital 13,719,905,514 – Equity adjustment on reverse acquisition (581,085,463) (581,085,463) Retained earnings 3,451,804,348 3,190,241,790 Treasury shares (6,965,197,437) (193,597,437) Other comprehensive income (loss) reserve (Notes 13, 24 and 31) (15,841,622) 30,529,948 Other reserves (Notes 5, 23 and 24) (2,434,280,071) (2,437,982,510) Total Equity Attributable to Equity Holders of the Parent 19,859,561,228 11,844,905,187 Non-controlling interests 2,118,659,193 1,996,991,148 Total Equity 21,978,220,421 13,841,896,335 P=73,461,803,812 P=46,288,702,581 See accompanying Notes to Consolidated Financial Statements. *SGVFS018262* METRO PACIFIC TOLLWAYS CORPORATION (A Subsidiary of Metro Pacific Investments Corporation) AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME Years Ended December 31 2015 2014 OPERATING REVENUES Toll fees (net of discounts amounting to P=111,967,528 in 2015 and P=79,048,588 in 2014) P=9,691,117,981 P=8,641,226,420 Sales of magnetic cards 13,482 5,357 9,691,131,463 8,641,231,777 COST OF SERVICES (Note 21) (3,829,609,928) (3,533,243,977) GROSS PROFIT 5,861,521,535 5,107,987,800 CONSTRUCTION REVENUE (Note 10) 3,434,261,102 2,507,399,887 CONSTRUCTION COSTS (Note 10) (3,434,261,102) (2,507,399,887) GENERAL AND ADMINISTRATIVE EXPENSES (Note 22) (1,302,646,383) (933,065,185) INTEREST EXPENSE AND OTHER FINANCE COSTS (Note 26) (1,371,907,068) (1,213,762,918) EQUITY IN NET EARNINGS OF ASSOCIATES AND A JOINT VENTURE (Note 9) 476,040,134 290,602,431 INTEREST INCOME (Note 25) 100,319,557 91,031,608 FOREIGN EXCHANGE LOSS – Net (31,042,117) (150,639) OTHER INCOME (Note 27) 1,170,828,858 388,063,541 OTHER EXPENSES (Note 14) (555,351,622) – INCOME BEFORE INCOME TAX 4,347,762,894 3,730,706,638 PROVISION FOR INCOME TAX (Note 28) Current 998,463,274 770,087,784 Deferred 276,251,797 181,675,477 1,274,715,071 951,763,261 NET INCOME P=3,073,047,823 P=2,778,943,377 Attributable to Equity holders of the Parent P=2,279,663,153 P=2,062,361,422 Non-controlling interests 793,384,670 716,581,955 P=3,073,047,823 P=2,778,943,377 See accompanying Notes to Consolidated Financial Statements. *SGVFS018262* METRO PACIFIC TOLLWAYS CORPORATION (A Subsidiary of Metro Pacific Investments Corporation) AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME Years Ended December 31 2015 2014 NET INCOME P=3,073,047,823 P=2,778,943,377 OTHER COMPREHENSIVE INCOME (LOSS) Other comprehensive income (loss) to be reclassified to profit or loss in subsequent periods: Net gain on cash flow hedges (Note 31) 3,775,752 8,935,147 Income tax effect (Note 28) (1,132,726) (2,680,544) 2,643,026 6,254,603 Gain (loss) on fair value change in available-for-sale financial assets (Note 13) (78,828,116) 21,117,971 Income tax effect (Note 28) 5,483,894 6,088,358 (73,344,222) 27,206,329 (70,701,196) 33,460,932 Other comprehensive income (loss) not to be reclassified to profit or loss in subsequent periods: Share in other comprehensive income (loss) of an associate (Note 9) 2,984,028 (3,658,107) Remeasurement gains (losses) on defined benefit retirement plan (Note 24) 7,482,179 (3,214,494) Income tax effect (Note 28) (2,244,662) 964,349 5,237,517 (2,250,145) 8,221,545 (5,908,252) TOTAL OTHER COMPREHENSIVE INCOME (LOSS) (62,479,651) 27,552,680 TOTAL COMPREHENSIVE INCOME P=3,010,568,172 P=2,806,496,057 Attributable to: Equity holders of the Parent P=2,233,291,583 P=2,082,787,117 Non-controlling interests 777,276,589 723,708,940 P=3,010,568,172 P=2,806,496,057 See accompanying Notes to Consolidated Financial Statements.