Cavitex Infrastructure Corp. Financial Statements December 31, 2019 and 2018 and Independent Auditor’s Report SyCip Gorres Velayo & Co. Tel: (632) 891 0307 BOA/PRC Reg. No. 0001, 6760 Ayala Avenue Fax: (632) 819 0872 October 4, 2018, valid until August 24, 2021 1226 Makati City ey.com/ph SEC Accreditation No. 0012-FR-5 (Group A), Philippines November 6, 2018, valid until November 5, 2021 INDEPENDENT AUDITOR’S REPORT The Stockholders and the Board of Directors Cavitex Infrastructure Corp. Report on the Audit of the Financial Statements Opinion We have audited the financial statements of Cavitex Infrastructure Corp. (the Company), which comprise the statements of financial position as at December 31, 2019 and 2018, and the statements of comprehensive income, statements of changes in equity and statements of cash flows for the years then ended, and notes to the financial statements, including a summary of significant accounting policies. In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2019 and 2018, and its financial performance and its cash flows for the years then ended in accordance with Philippine Financial Reporting Standards (PFRSs). Basis for Opinion We conducted our audits in accordance with Philippine Standards on Auditing (PSAs). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics for Professional Accountants in the Philippines (Code of Ethics) together with the ethical requirements that are relevant to our audit of the financial statements in the Philippines, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Responsibilities of Management and Those Charged with Governance for the Financial Statements Management is responsible for the preparation and fair presentation of the financial statements in accordance with PFRSs, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Company’s financial reporting process. *SGVFSM001086* A member firm of Ernst & Young Global Limited - 2 - Auditor’s Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with PSAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. As part of an audit in accordance with PSAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: · Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. · Obtain an understanding of internal control relevant to the audit 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 Company’s internal control. · Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. · Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern. · Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. *SGVFSM001086* A member firm of Ernst & Young Global Limited - 3 - Report on the Supplementary Information Required Under Revenue Regulations 15-2010 Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information required under Revenue Regulations 15-2010 in Note 27 to the financial statements is presented for purposes of filing with the Bureau of Internal Revenue and is not a required part of the basic financial statements. Such information is the responsibility of the management of Cavitex Infrastructure Corp. The information has been subjected to the auditing procedures applied in our audit of the basic financial statements. In our opinion, the information is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole. SYCIP GORRES VELAYO & CO. Mariecris N. Barbaso Partner CPA Certificate No. 97101 SEC Accreditation No. 1513-AR-1 (Group A), November 16, 2018, valid until November 15, 2021 Tax Identification No. 202-065-716 BIR Accreditation No. 08-001998-108-2018 February 14, 2018, valid until February 13, 2021 PTR No. 8116727, January 2, 2020, Makati City February 20, 2020 *SGVFSM001086* A member firm of Ernst & Young Global Limited CAVITEX INFRASTRUCTURE CORP. STATEMENTS OF FINANCIAL POSITION December 31 2019 2018 ASSETS Current Assets Cash and cash equivalents (Notes 5 and 24) P=163,509,916 P=364,006,619 Restricted cash (Notes 5,14, and 24) 524,575,364 563,758,668 Receivables (Notes 6 and 24) 249,864,938 221,633,594 Financial assets at fair value through profit or loss (Notes 7, 24, and 25) 656,227,368 182,751,543 Prepaid expenses and other current assets (Note 8) 100,416,946 105,357,323 Total Current Assets 1,694,594,532 1,437,507,747 Noncurrent Assets Service concession asset (Note 9) 9,123,527,279 8,338,200,115 Property and equipment (Note 10) 95,984,810 112,074,051 Advances to contractors (Note 11) 313,326,439 262,951,863 Other noncurrent assets (Notes 12 and 24) 193,140,076 193,521,824 Total Noncurrent Assets 9,725,978,604 8,906,747,853 P=11,420,573,136 P=10,344,255,600 LIABILITIES AND EQUITY Current Liabilities Accrued expenses and other current liabilities (Notes 13, 21, and 24) P=734,800,557 P=954,826,904 Current portion of long-term debt (Notes 14, 24, and 25) 412,023,530 469,145,854 Provisions (Notes 15 and 24) 132,721,345 151,258,371 Retention sum and contractors payable (Notes 11 and 24) 240,200,190 164,479,977 Income tax payable 70,385,721 71,851,728 Total Current Liabilities 1,590,131,343 1,811,562,834 Noncurrent Liabilities Long-term debt - net of current portion (Notes 14, 24, and 25) 5,301,321,967 4,827,662,291 Deposit for future stock subscription (Note 21) 759,433,000 759,433,000 Provisions (Notes 15 and 24) 241,714,864 221,144,531 Deferred tax liabilities - net (Note 22) 167,018,975 127,177,863 Other noncurrent liabilities (Note 16) 256,700,000 256,700,000 Total Noncurrent Liabilities 6,726,188,806 6,192,117,685 Total Liabilities 8,316,320,149 8,003,680,519 Equity Capital stock (Note 17) 1,228,375,000 1,228,375,000 Additional paid-in capital 391,500,000 391,500,000 Retained earnings 1,484,377,987 720,700,081 Total Equity 3,104,252,987 2,340,575,081 P=11,420,573,136 P=10,344,255,600 See accompanying Notes to Financial Statements. *SGVFSM001086* CAVITEX INFRASTRUCTURE CORP. STATEMENTS OF COMPREHENSIVE INCOME Years Ended December 31 2019 2018 TOLL REVENUES (Note 23) P=1,917,487,646 P=1,643,785,539 COST OF SERVICES (Note 18) (489,312,226) (489,869,298) GROSS PROFIT 1,428,175,420 1,153,916,241 CONSTRUCTION REVENUE (Note 9) 888,039,155