6-K 1 a51402690.htm CEMENTOS PACASMAYO S.A.A. 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 July 2016
 
Commission File Number 001-35401
 
CEMENTOS PACASMAYO S.A.A.
(Exact name of registrant as specified in its charter)
 
PACASMAYO CEMENT CORPORATION
 (Translation of registrant’s name into English)
 
Republic of Peru
 (Jurisdiction of incorporation or organization)
 
Calle La Colonia 150, Urbanización El Vivero
Surco, Lima
Peru
(Address of principal executive 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.
 

 
Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


CEMENTOS PACASMAYO S.A.A.

 
 
By: /s/ CARLOS JOSE MOLINELLI MATEO

Name: Carlos Jose Molinelli Mateo

Title: Stock Market Representative

 
 
Date: July 22, 2016
 
 
 
 
 
 
 
 
 
Cementos Pacasmayo S.A.A. and Subsidiaries
 
Unaudited interim condensed consolidated financial statements
 as of June 30, 2016 and for the three and six-month periods
then ended
 
 
 
 
 
 
 

 

Cementos Pacasmayo S.A.A. and Subsidiaries
 
 
Unaudited interim condensed consolidated financial statements as of June 30, 2016 and for the three and six-month periods then ended
 
 
 
Content

Report on review of interim condensed consolidated financial statements

Interim condensed consolidated financial statements
Interim condensed consolidated statements of financial position
Interim condensed consolidated statements of profit or loss
Interim condensed consolidated statements of other comprehensive income
Interim condensed consolidated statements of changes in equity
Interim condensed consolidated statements of cash flows
Notes to the interim condensed consolidated financial statements


Report on review of interim condensed consolidated financial statements
 
 
To the Board of Directors and Shareholders of Cementos Pacasmayo S.A.A.

Introduction
We have reviewed the accompanying interim condensed consolidated statement of financial position of Cementos Pacasmayo S.A.A. (a Peruvian company) and its Subsidiaries (together the "Group") as of June 30, 2016, and the related interim condensed consolidated statements of profit or loss, other comprehensive income, changes in equity and cash flows for the three and six-month periods then ended, and explanatory notes. Management is responsible for the preparation and presentation of these interim condensed consolidated financial statements in accordance with IAS 34 Interim Financial Reporting (IAS 34). Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review.

Scope of review
We conducted our review in accordance with International Auditing Standard on Review Engagements (ISRE) 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity. A review of interim financial information consists of making inquiries, primarily of the persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34.

Lima, Peru
July 21, 2016


Countersigned by:

 
 

   
Carlos Valdivia Valladares
C.P.C.C. Register No. 27255
 
 
 
Cementos Pacasmayo S.A.A. and Subsidiaries
 
 
Interim condensed consolidated statements of financial position
As of June 30, 2016 (unaudited) and December 31, 2015 (audited)
 
 
   
Note
  
As of
 June 30,
2016
  
As of
 December 31,
2015
           
S/(000)
 
    
S/(000)
 
Assets
                      
Current assets
                      
Cash and term deposits
    
3
      
124,611
      
158,007
  
Trade and other receivables
    
4
      
87,308
      
110,897
  
Prepayments
            
24,047
      
7,188
  
Inventories
    
5
      
352,323
      
307,478
  
Income tax prepayments
            
51,318
      
44,910
  
             
639,607
      
628,480
  
                         
Non-current assets
                        
Other receivables
    
4
      
67,338
      
64,145
  
Prepayments
            
967
      
1,432
  
Available-for-sale financial investments
    
12
      
649
      
436
  
Other financial instruments
    
12
      
91,813
      
124,770
  
Property, plant and equipment
    
6
      
2,513,762
      
2,490,815
  
Exploration and evaluation assets
            
88,997
      
81,862
  
Deferred income tax assets
            
23,046
      
21,077
  
Other assets
            
675
      
777
  
             
2,787,247
      
2,785,314
  
Total assets
            
3,426,854
      
3,413,794
  
                         
Liabilities and equity
                        
Current liabilities
                        
Trade and other payables
    
7
      
168,054
      
170,761
  
Income tax payable
            
2,357
      
3,906
  
Provisions
    
8
      
40,707
      
28,880
  
             
211,118
      
203,547
  
                         
Non-current liabilities
                        
Interest-bearing loans and borrowings
    
12
      
976,927
      
1,012,406
  
Other non-current provisions
    
8
      
11,543
      
32,638
  
Deferred income tax liabilities
            
118,982
      
119,069
  
             
1,107,452
      
1,164,113
  
Total liabilities
            
1,318,570
      
1,367,660
  
                         
Equity
                        
Capital stock
            
531,461
      
531,461
  
Investment shares
            
50,503
      
50,503
  
Treasury shares
            
(108,248
)
    
(108,248
)
Additional paid-in capital
            
545,945
      
553,466
  
Legal reserve
            
182,552
      
176,458
  
Other reserves
            
14,281
      
11,649
  
Retained earnings
            
782,615
      
727,765
  
Equity attributable to equity holders of the parent
            
1,999,109
      
1,943,054
  
Non-controlling interests
            
109,175
      
103,080
  
Total equity
            
2,108,284
      
2,046,134
  
Total liabilities and equity
            
3,426,854
      
3,413,794
  
 
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
 
 
Cementos Pacasmayo S.A.A. and Subsidiaries
 
 
Interim condensed consolidated statements of profit or loss
For the three and six-month periods ended June 30, 2016 and June 30, 2015 (both unaudited)
 
         
For the three-month periods ended
June 30,
  
For the six-month periods ended
June 30,
   
Note
  
2016
  
2015
  
2016
  
2015
           
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
  
                                       
Sales of goods
    
14
      
301,653
      
276,462
      
611,253
      
567,066
  
Cost of sales
            
(175,283
)
    
(156,930
)
    
(370,598
)
    
(322,448
)
Gross profit
            
126,370
      
119,532
      
240,655
      
244,618
  
                                         
Operating income (expense)
                                        
Administrative expenses
            
(48,727
)
    
(49,288
)
    
(97,136
)
    
(97,762
)
Selling and distribution expenses
            
(10,482
)
    
(7,306
)
    
(19,558
)
    
(14,205
)
Other operating income (expenses), net
            
(1,271
)
    
10,086
      
3,312
      
12,600
  
Total operating expenses, net
            
(60,480
)
    
(46,508
)
    
(113,382
)
    
(99,367
)
Operating profit
            
65,890
      
73,024
      
127,273
      
145,251
  
                                         
Other income (expenses)
                                        
Finance income
            
350
      
949
      
616
      
1,486
  
Finance costs
            
(18,908
)
    
(11,907
)
    
(35,747
)
    
(17,045
)
Net gain (loss) from exchange difference
            
(873
)
    
581
      
(5,762
)
    
5,266
  
Total other expenses, net
            
(19,431
)
    
(10,377
)
    
(40,893
)
    
(10,293
)
                                         
Profit before income tax
            
46,459
      
62,647
      
86,380
      
134,958
  
                                         
Income tax expense
    
9
      
(15,155
)
    
(18,380
)
    
(27,335
)
    
(38,434
)
                                         
Profit for the period
            
31,304
      
44,267
      
59,045
      
96,524
  
                                         
Attributable to:
                                        
Equity holders of the parent
            
32,485
      
45,253
      
60,944
      
98,485
  
Non-controlling interests
            
(1,181
)
    
(986
)
    
(1,899
)
    
(1,961
)
                                         
             
31,304
      
44,267
      
59,045
      
96,524
  
                                         
Earnings per share
                                        
Basic and diluted profit for the period attributable to equity holders of common shares and investment shares of the parent (S/ per share)
    
11
      
0.06
      
0.08
      
0.11
      
0.17
  
 
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
 
 
Cementos Pacasmayo S.A.A. and Subsidiaries
 
 
Interim condensed consolidated statements of other comprehensive income
For the three and six-month periods ended June 30, 2016 and June 30, 2015 (both unaudited)
 
         
For the three-month periods ended
June 30,
  
For the six-month periods ended
June 30,
   
Note
  
2016
  
2015
  
2016
  
2015
           
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
  
                                       
Profit for the period
          
31,304
      
44,267
      
59,045
      
96,524
  
                                       
                                       
Other comprehensive income
                                      
Other comprehensive income to be reclassified to profit or loss in subsequent periods:
                                      
Change in fair value of available-for-sale financial investments
          
72
      
33
      
213
      
(113
)
Not gain (loss) on cash flow hedges
    
12
      
(22,184
)
    
(2,755
)
    
3,343
      
(7,245
)
Deferred income tax related to component of other comprehensive income
    
9
      
5,750
      
593
      
(924
)
    
631
  
                                         
Other comprehensive income for the period, net of income tax
            
(16,362
)
    
(2,129
)
    
2,632
      
(6,727
)
                                         
Total comprehensive income, net of income tax
            
14,942
      
42,138
      
61,677
      
89,797
  
                                         
Total comprehensive income attributable to:
                                        
Equity holders of the parent
            
16,123
      
43,124
      
63,576
      
91,758
  
Non-controlling interests
            
(1,181
)
    
(986
)
    
(1,899
)
    
(1,961
)
                                         
             
14,942
      
42,138
      
61,677
      
89,797
  
 
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
 
 
Cementos Pacasmayo S.A.A. and Subsidiaries
 
 
Interim condensed consolidated statements of changes in equity
For the six-month periods ended June 30, 2016 and June 30, 2015 (both unaudited)
 
   
Attributable to equity holders of the parent
             
   
Capital
stock
  
Investment
shares
  
Treasury
shares
  
Additional
 paid-in
capital
  
Legal
reserve
  
Unrealized gain on
 available-for-sale
investments
  
Unrealized gain on
 derivative financial instruments
  
Retained
 earnings
  
Total
  
Non-
 controlling interests
  
Total
equity
     
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
  
                                                                                         
Balance as of January 1, 2015
    
531,461
      
50,503
      
-
      
553,791
      
154,905
      
218
      
4,926
      
696,736
      
1,992,540
      
78,145
      
2,070,685
  
Profit for the period
    
-
      
-
      
-
      
-
      
-
      
-
      
-
      
98,485
      
98,485
      
(1,961
)
    
96,524
  
Other comprehensive income
    
-
      
-
      
-
      
-
      
-
      
(84
)
    
(6,643
)
    
-
      
(6,727
)
    
-
      
(6,727
)
                                                                                         
Total comprehensive income
    
-
      
-
      
-
      
-
      
-
      
(84
)
    
(6,643
)
    
98,485
      
91,758
      
(1,961
)
    
89,797
  
                                                                                         
Appropriation of legal reserve
    
-
      
-
      
-
      
-
      
9,849
      
-
      
-
      
(9,849
)
    
-
      
-
      
-
  
Contribution of non-controlling interests, note 1
    
-
      
-
      
-
      
-
      
-
      
-
      
-
      
-
      
-
      
277
      
277
  
Other adjustments of non-controlling interests, note 1
    
-
      
-
      
-
      
(325
)
    
-
      
-
      
-
      
-
      
(325
)
    
325
      
-
  
                                                                                         
                                                                                         
Balance as of June 30, 2015
    
531,461
      
50,503
      
-
      
553,466
      
164,754
      
134
      
(1,717
)
    
785,372
      
2,083,973
      
76,786
      
2,160,759
  
                                                                                         
                                                                                         
Balance as of January 1, 2016
    
531,461
      
50,503
      
(108,248
)
    
553,466
      
176,458
      
(11
)
    
11,660
      
727,765
      
1,943,054
      
103,080
      
2,046,134
  
Profit for the period
    
-
      
-
      
-
      
-
      
-
      
-
      
-
      
60,944
      
60,944
      
(1,899
)
    
59,045
  
Other comprehensive income
    
-
      
-
      
-
      
-
      
-
      
159
      
2,473
      
-
      
2,632
      
-
      
2,632
  
                                                                                         
Total comprehensive income
    
-
      
-
      
-
      
-
      
-
      
159
      
2,473
      
60,944
      
63,576
      
(1,899
)
    
61,677
  
                                                                                         
Appropriation of legal reserve
    
-
      
-
      
-
      
-
      
6,094
      
-
      
-
      
(6,094
)
    
-
      
-
      
-
  
Contribution of non-controlling interests, note 1
    
-
      
-
      
-
      
-
      
-
      
-
      
-
      
-
      
-
      
473
      
473
  
Other adjustments of non-controlling interests, note 1
    
-
      
-
      
-
      
(7,521
)
    
-
      
-
      
-
      
-
      
(7,521
)
    
7,521
      
-
  
                                                                                         
                                                                                         
Balance as of June 30, 2016
    
531,461
      
50,503
      
(108,248
)
    
545,945
      
182,552
      
148
      
14,133
      
782,615
      
1,999,109
      
109,175
      
2,108,284
  
 
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
 

Cementos Pacasmayo S.A.A. and Subsidiaries
 
 
Interim condensed consolidated statements of cash flows
For the three and six-month periods ended June 30, 2016 and June 30, 2015 (both unaudited)
 
         
For the three-month
periods ended
June 30,
  
For the six-month
periods ended
June 30,
   
Note
  
2016
  
2015
  
2016 
  
2015
           
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
  
Operating activities
                                      
Profit before income tax
          
46,459
      
62,647
      
86,380
      
134,958
  
Non-cash adjustments to reconcile profit before income tax to net cash flows
                                      
Depreciation and amortization
          
27,173
      
16,275
      
51,349
      
33,274
  
Unrealized exchange difference hedge
          
10,800
      
(13,457
)
    
36,300
      
(31,487
)
Finance costs
          
18,086
      
11,907
      
34,925
      
17,045
  
Long-term incentive plan
    
10
      
2,518
      
2,151
      
4,744
      
4,360
  
Estimation of impairment of inventory
    
5
      
1,107
      
-
      
1,107
      
-
  
Amortization of costs of issuance of senior notes
            
411
      
411
      
822
      
822
  
Unwinding of discount of long-term incentive plan
            
87
      
198
      
174
      
396
  
Estimation of impairment of trade and other accounts receivables
            
-
      
-
      
50
      
-
  
Unrealized exchange difference related to monetary transactions
            
(10,117
)
    
14,326
      
(35,125
)
    
29,999
  
Finance income
            
(350
)
    
(949
)
    
(616
)
    
(1,486
)
Net gain on disposal of property, plant and equipment
            
(164
)
    
(8,761
)
    
(164
)
    
(8,761
)
Other operating, net
            
248
      
125
      
982
      
94
  
                                         
Working capital adjustments
                                        
Decrease (increase) in trade and other receivables
            
(1,627
)
    
(13,394
)
    
20,363
      
(10,925
)
Increase in prepayments
            
(3,581
)
    
(6,322
)
    
(16,394
)
    
(10,772
)
(Increase) decrease in inventories
            
(61,399
)
    
(13,680
)
    
(47,152
)
    
3,180
  
Increase (decrease) in trade and other payables
            
38,832
      
16,245
      
11,154
      
(3,800
)
                                         
             
68,483
      
67,722
      
148,899
      
156,897
  
                                         
Interests received
            
349
      
995
      
599
      
1,448
  
Interests paid
            
(694
)
    
710
      
(24,535
)
    
(21,074
)
Income tax paid
            
(9,442
)
    
(27,964
)
    
(38,273
)
    
(48,382
)
                                         
Net cash flows provided from operating activities
            
58,696
      
41,463
      
86,690
      
88,889
  
 
 
Interim condensed consolidated statements of cash flows (continued)

         
For the three-month
periods ended
June 30,
  
For the six-month
periods ended
June 30,
   
Note
  
2016
  
2015
  
2016
  
2015
           
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
  
                                       
Investing activities
                                      
Purchase of property, plant and equipment
    
6
      
(43,641
)
    
(121,431
)
    
(98,415
)
    
(254,670
)
Acquisition of time deposits with original maturities greater than 90 days
            
-
      
(157,750
)
    
-
      
(157,750
)
Purchase of evaluation and exploration assets
            
(1,097
)
    
(4,105
)
    
(7,135
)
    
(7,888
)
Proceeds from sale of property, plant and equipment
            
169
      
30
      
169
      
30
  
Net cash used in investing activities
            
(44,569
)
    
(283,256
)
    
(105,381
)
    
(420,278
)
                                         
Financing activities
                                        
Contribution of non-controlling interests
    
1
      
-
      
277
      
473
      
277
  
Payment of hedge commissions
            
-
              
(14,003
)
    
(2,879
)
Dividends paid
            
215
      
(105
)
    
-
      
(328
)
Net cash flows provided from (used in) financing activities
            
215
      
172
      
(13,530
)
    
(2,930
)
                                         
Net increase (decrease) in cash and cash equivalents
            
14,342
      
(241,621
)
    
(32,221
)
    
(334,319
)
Net foreign exchange difference
            
(683
)
    
8,664
      
(1,175
)
    
25,391
  
Cash and cash equivalents at the beginning of the period
            
110,952
      
504,528
      
158,007
      
580,499
  
                                         
Cash and cash equivalents at the end of the period
    
3
      
124,611
      
271,571
      
124,611
      
271,571
  
                                         
Transactions with no effect in cash flows:
                                        
Unrealized exchange difference related to monetary transactions
            
(10,117
)
    
14,326
      
(35,125
)
    
29,999
  
Unrealized exchange hedge difference
            
10,800
      
(13,457
)
    
36,300
      
(31,487
)
Sale of property, plant and equiptment, pending of collect
            
-
      
11,106
      
-
      
11,106
  
 
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
 
 
Cementos Pacasmayo S.A.A. and Subsidiaries
 
 
Notes to interim condensed consolidated financial statements
As of June 30, 2016 and 2015 (both unaudited), and December 31, 2015 (audited)
 
 
1. Economic activity
Cementos Pacasmayo S.A.A. (hereinafter "the Company") was incorporated in 1957 and, under the Peruvian General Corporation Law, is an open stock corporation with publicly traded shares on Lima Stock Exchange and New York Stock Exchange. The Company is a subsidiary of Inversiones ASPI S.A., which holds 50.01 percent of the Company’s common shares as of June 30, 2016 and December 31, 2015 (52.63 percent of the Company’s common shares as of June 30, 2015). The Company’s registered address is Calle La Colonia No.150, Urbanizacion El Vivero, Santiago de Surco, Lima, Peru.

The Company’s main activity is the production and selling of cement, blocks, concrete and quicklime in Peru’s northern region.

The interim condensed consolidated financial statements of the Company and its subsidiaries (hereinafter “the Group”) as of June 30, 2016 and for the three and six-month periods then ended, were authorized for issuance by the Company’s Management on July 21, 2016.

As of June 30, 2016, there were no changes in the main activities of the subsidiaries incorporated in the interim condensed consolidated financial statements of the Group, in relation to December 31, 2015, except for the liquidation of the subsidiary Calizas del Norte  S.A.C. on May 31, 2016 because the Group decided to engage a third party the Subsidiary’s activities (mainly mining activities of one quarry).

Contributions of non-controlling interest -
Salmueras Sudamericanas S.A.
In order to finance the Salmueras project, the General Shareholders’ Meeting of the subsidiary held on February 2, 2016, agreed a contribution of S/4,100,000.  During the six-month period ended June 30, 2016, the contribution made by Quimpac S.A. amounted to S/473,000.

All these contributions are partial payments of the capital commitment assumed by the Company and Quimpac S.A. if developed the brine project up to US$100,000,000 and US$14,000,000, respectively, to maintain its interests in this subsidiary.

The effect of the difference on capital contributions and interests maintained by each shareholder amounted to S/556,000 during the six-month period ended June 30, 2016, and these were recognized as a debit in additional paid-in capital and a credit in non-controlling interest.

Fosfatos del Pacifico S.A.
During February, 2016, the Company made an additional capital contribution of S/23,216,000, which was approved by the Board of Directors, this contribution did not include a change in the percentage interests held by the current shareholders.
 
 
Notes to interim condensed consolidated financial statements (continued)
 
 
The effect of the difference on capital contributions and interests acquired by each shareholder amounted to S/6,965,000  during the six-month period ended June 30, 2016, and it was recognized as a debit in additional paid-in capital and a credit in non-controlling interest.

2. Basis of preparation and changes to the Group’s accounting policies
2.1 Basis of preparation -
The interim condensed consolidated financial statements of the Company have been prepared in accordance with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board (IASB).

The interim condensed consolidated financial statements have been prepared on a historical cost basis, except for available-for-sale financial investments, derivatives financial instruments and the call-option that have been measured at fair value. The interim condensed consolidated financial statements are presented in soles and all values are rounded to the nearest thousand (S/000), except as otherwise indicated.

The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with Group’s annual consolidated financial statements as of December 31, 2015.

New standards, interpretations and amendments
The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group´s annual financial statements for the year ended December 31, 2015.

Several new standards and amendments apply for the first time in 2016. However, they do not impact the interim condensed consolidated financial statements or the annual consolidated financial statements of the Group.

For information purpose, following is a summary of the nature and impact of each new standard:

-
Amendments to IAS 16 and IAS 38: Clarification of Acceptable Methods of Depreciation and Amortization
The amendments clarify the principle in IAS 16 Property, Plant and Equipment and IAS 38 Intangible Assets that revenue reflects a pattern of economic benefits that are generated from operating a business (of which the asset is a part) rather than the economic benefits that are consumed through use of the asset. As a result, a revenue-based method cannot be used to depreciate property, plant and equipment and may only be used in very limited circumstances to amortize intangible assets. The amendments are effective prospectively for annual periods beginning on or after 1 January 2016, with early adoption permitted. These amendments do not have any impact to the Group given that the Group has not used a revenue-based method to depreciate its noncurrent assets.
 
2
 
Notes to interim condensed consolidated financial statements (continued)

 
-
Annual Improvements 2012-2014 Cycle
These improvements are effective for annual periods beginning on or after 1 January 2016. They include:

IFRS 7 Financial Instruments: Disclosures
(i) Servicing contracts
The amendment clarifies that a servicing contract that includes a fee can constitute continuing involvement in a financial asset. An entity must assess the nature of the fee and the arrangement against the guidance for continuing involvement in IFRS 7 in order to assess whether the disclosures are required. The assessment of which servicing contracts constitute continuing involvement must be done retrospectively. However, the required disclosures would not need to be provided for any period beginning before the annual period in which the entity first applies the amendments.

(ii) Applicability of the amendments to IFRS 7 to condensed interim financial statements
The amendment clarifies that the offsetting disclosure requirements do not apply to condensed interim financial statements, unless such disclosures provide a significant update to the information reported in the most recent annual report. This amendment must be applied retrospectively.

IAS 19 Employee Benefits
The amendment clarifies that market depth of high quality corporate bonds is assessed based on the currency in which the obligation is denominated, rather than the country where the obligation is located. When there is no deep market for high quality corporate bonds in that currency, government bond rates must be used. This amendment must be applied prospectively.

IAS 34 Interim Financial Reporting
The amendment clarifies that the required interim disclosures must either be in the interim financial statements or incorporated by cross-reference between the interim financial statements and wherever they are included within the interim financial report (e.g., in the management commentary or risk report). The other information within the interim financial report must be available to users on the same terms as the interim financial statements and at the same time. This amendment must be applied retrospectively.

These amendments do not have any impact on the Group.
 
3
 
Notes to interim condensed consolidated financial statements (continued)

 
-
Amendments to IAS 1 Disclosure Initiative
The amendments to IAS 1 Presentation of Financial Statements clarify, rather than significantly change, existing IAS 1 requirements. The amendments clarify:

- The materiality requirements in IAS 1.
- That specific line items in the statement(s) of profit or loss and OCI and the statement of financial position may be disaggregated.
- That entities have flexibility as to the order in which they present the notes to financial statements.
- That the share of OCI of associates and joint ventures accounted for using the equity method must be presented in aggregate as a single line item, and classified between those items that will or will not be subsequently reclassified to profit or loss.

Furthermore, the amendments clarify the requirements that apply when additional subtotals are presented in the statement of financial position and the statement(s) of profit or loss and OCI. These amendments are effective for annual periods beginning on or after 1 January 2016, with early adoption permitted. These amendments do not have any impact on the Group.

-
Amendments to IFRS 10, IFRS 12 and IAS 28 Investment Entities: Applying the Consolidation Exception
The amendments address issues that have arisen in applying the investment entities exception under IFRS 10.The amendments to IFRS 10 clarify that the exemption from presenting consolidated financial statements applies to a parent entity that is a subsidiary of an investment entity, when the investment entity measures all of its subsidiaries at fair value.

Furthermore, the amendments to IFRS 10 clarify that only a subsidiary of an investment entity that is not an investment entity itself and that provides support services to the investment entity is consolidated. All other subsidiaries of an investment entity are measured at fair value. The amendments to IAS 28 allow the investor, when applying the equity method, to retain the fair value measurement applied by the investment entity associate or joint venture to its interests in subsidiaries.

These amendments must be applied retrospectively and are effective for annual periods beginning on or after1 January 2016, with early adoption permitted. These amendments do not have any impact on the Group as the Group does not apply the consolidation exception.

The Group has not yet early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.

2.2 Basis of consolidation -
 The interim condensed consolidated financial statements comprise the financial statements of the Company and its subsidiaries as of June 30, 2016 and 2015.

2.3 Seasonality -
Seasonality is not relevant for the activities of the Group.

3. Cash and term deposits
(a) This caption consists of the following:
 
4
 
Notes to interim condensed consolidated financial statements (continued)

 
   
As of
June 30,
2016
  
As of
December 31,
2015
  
As of
June 30,
2015
     
S/(000)
      
S/(000)
      
S/(000)
  
                         
Cash on hand
    
1,432
      
1,388
      
1,414
  
Cash at banks (b)
    
24,744
      
46,419
      
51,359
  
Short-term deposits (c)
    
98,435
      
110,200
      
218,798
  
Cash balances included in statements of cash flows
    
124,611
      
158,007
      
271,571
  
Time deposits with original maturity greater than 90 days (d)
    
-
      
-
      
158,700
  
     
124,611
      
158,007
      
430,271
  

(b) Cash at banks is denominated in local and foreign currencies, is deposited in domestic and foreign banks and is freely available. The cash at banks interest yield is based on daily bank deposit rates.

(c) As of June 30, 2016, December 31, 2015 and June 30, 2015, the short-term deposits held in domestic banks were freely available and earned interest at the respective short-term market rates and have maturities of less than three months.

(d) As of June 30, 2015, these time deposits were saved in local banks, were freely available and earned interest at the respective market rates, and have original maturities between four and six months.


5
 
Notes to interim condensed consolidated financial statements (continued)
 

4. Trade and other receivables
As of June 30, 2016 and December 31, 2015 this caption mainly include trade receivables, value-added tax credit (VAT), interest receivables and tax refund receivable.

These tax refund receivables are value-added tax credits originated from purchases made from 2005 to 2007 in the northeast region of Peru. The Group has a formal disagreement with the Peruvian tax authorities in connection with these refunds. In the Group´s legal advisors opinion, the Group has strong basis to recover these tax refunds, however, they consider that such recovery will occur in the long-term, considering the long time that this kind of procedures last due to all instances and formal processes that have to be completed.

5. Inventories
As of June 30, 2016 and December 31, 2015 includes goods and finished products, work in progress, raw materials and other supplies to be used in the production process.

During the six-month period ended June 30, 2016 the Group has recognized a provision for inventory carried at net realizable value of S/1,107,000.

6. Property, plant and equipment
During the three and six-month periods ended June 30, 2016 the additions of the Group amounted approximately to S/33,372,000 and S/70,992,000, respectively  (S/92,791,000 and S/239,303,000 during the three and six-month periods ended June 30, 2015), which are mainly related to  the construction of a cement plant located in Piura in the northern of Peru. In September, 2015 part of this project began operations. On February, 2016 a significant part of this cement plant was launched to operations, nevertheless some final work will be performed among the period.

In connection with the construction of the cement plant in Piura, the borrowings costs capitalized during the six-month period ended as of June 30, 2016 were approximately S/3,309,000. The rate used to determine the amount of borrowings costs eligible for capitalization was approximately 5.00 percent, which is the effective rate of the only borrowing the Group has as of June 30, 2016. The amount of borrowing costs eligible for capitalization is determined by applying the capitalization rate to the expenditures on qualifying assets.

As of June 30, 2016 the Group maintains accounts payable related to property, plant and equipment for S/1,202,000 (S/28,625,000 as of December 31, 2015).

7. Trade and other payables
As of June 30, 2016 and December 31, 2015, this caption includes trade payables, interest and swap commissions, dividends among other minor payables. As of June 30, 2016 dividends payable amounted to S/4,242,000 (S/4,235,000 as of December 31, 2015).

8. Provisions
As of June 30, 2016 and December 31, 2015, this caption mainly includes workers’ profit sharing, long-term incentive plan and rehabilitation provision.
 
6
 
Notes to interim condensed consolidated financial statements (continued)

 
9. Income tax
The Company calculates income tax expense of the period using the tax rate that would be applicable to the expected total annual earnings.

The major components of the income tax expense in the interim condensed consolidated statement of profit or loss and statement of other comprehensive income are:

   
For the three-month
periods ended June 30,
  
For the six-month
periods ended June 30,
   
2016
  
2015
  
2016
  
2015
     
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
  
                                 
Current income tax expense
    
(16,272
)
    
(14,845
)
    
(30,316
)
    
(30,616
)
Deferred income tax expense
    
1,117
      
(3,535
)
    
2,981
      
(7,818
)
Income tax expense recognized in the consolidated statements of profit or loss
    
(15,155
)
    
(18,380
)
    
(27,335
)
    
(38,434
)
Income tax recognized in other comprehensive income
    
5,750
      
593
      
(924
)
    
631
  
                                 
Total income tax
    
(9,405
)
    
(17,787
)
    
(28,259
)
    
(37,803
)

Following is the composition of deferred tax related to items recognized in OCI:

   
For the three-month
periods ended June 30,
  
For the six-month
periods ended June 30,
   
2016
  
2015
  
2016
  
2015
     
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
  
                                 
Unrealized gain (unrealized loss) on available-for-sale financial investments
    
(17
)
    
(9
)
    
(54
)
    
29
  
Unrealized gain (unrealized loss) on derivative financial instruments
    
5,767
      
602
      
(870
)
    
602
  
                                 
Total deferred income tax on OCI
    
5,750
      
593
      
(924
)
    
631
  
 
7
 
Notes to interim condensed consolidated financial statements (continued)

 
10. Related party transactions
During the three and six months periods ended June 30, 2016 and 2015, the Group carried out the following main transactions with Inversiones ASPI S.A. and its related parties:

   
For the three-month periods
ended June 30,
  
For the six-month periods
ended June 30,
   
2016
  
2015
  
2016
  
2015
     
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
  
                                 
Income
                                
Fees from land rental services
    
85
      
81
      
174
      
161
  
Fees from office lease
    
86
      
83
      
176
      
162
  
Fees for management and administrative services
    
275
      
124
      
551
      
249
  
                                 
Expense
                                
Security services provided by Compañía Minera Ares S.A.C.
    
(285
)
    
(354
)
    
(542
)
    
(546
)

As a result of these and other transactions, the Group had the following rights and obligations with Inversiones ASPI S.A. and its related parties as of June 30, 2016 and December 31, 2015:

   
June 30, 2016
  
December 31, 2015
   
Accounts
 receivable
  
Accounts
 payable
  
Accounts
 receivable
  
Accounts
 payable
     
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
  
                                 
Inversiones ASPI S.A.
    
293
      
-
      
97
      
-
  
Others
    
293
      
-
      
407
      
-
  
                                 
     
586
      
-
      
504
      
-
  

Outstanding balances are unsecured and interest free. There have been no guarantees provided or received from any related party receivables or payables. For the periods ended June 30, 2016 and December 31, 2015, the Group has not recorded any impairment of receivables from related parties. This assessment is undertaken each financial year by examining the financial position of the related party.

Compensation of key management personnel of the Group -
The compensation paid to key management personnel includes expenses for profit-sharing, compensation and other concepts for members of the Board of Directors and the key management. The total short term compensations expense amounted to S/4,657,000  and  S/9,338,000, during the three and six-month periods ended June 30, 2016, respectively (S/4,775,000 and S/9,648,000 during the three and six-month periods ended June 30, 2015) , and the total long term compensations expense amounted to S/2,518,000 and  S/4,744,000 during the three and six-month periods ended June 30, 2016, respectively (S/2,151,000 and S/4,360,000 during the three and six-month periods ended June 30, 2015).  The Company does not compensate Management with post-employment or contract termination benefits or share-based payments.
 
8
 
Notes to interim condensed consolidated financial statements (continued)

 
11. Earnings per share (EPS)
Basic earnings per share amounts are calculated by dividing net profit for the three and six-month periods ended June 30, 2016 and 2015 attributable to common shares and investment shares of the parent by the weighted average number of common and investment shares outstanding during those periods.

The Group has no dilutive potential common shares as of June 30, 2016 and 2015.

Calculation of the weighted average number of shares and the basic and diluted earnings per share is presented below:

   
For the three-month periods
ended June 30,
  
For the six-month periods
ended June 30,
   
2016
  
2015
  
2016
  
2015
     
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
  
Numerator
                                
Net profit attributable to ordinary equity holders of the parent
    
32,485
      
45,253
      
60,944
      
98,485
  

 
   
For the three-month periods
ended June 30,
  
For the six-month periods
ended June 30,
   
2016
  
2015
  
2016
  
2015
   
Thousands
  
Thousands
  
Thousands
  
Thousands
Denominator
                        
Weighted average number of common and investment shares
    
544,687
      
581,964
      
544,687
      
581,964
  
 
 
   
For the three-month periods
ended June 30,
  
For the six-month periods
ended June 30,
   
2016
  
2015
  
2016
  
2015
     
S/
      
S/
      
S/
      
S/
  
                                 
Basic and diluted earnings for common and investment shares
    
0.06
      
0.08
      
0.11
      
0.17
  

There have been no other transactions involving common shares or potential common shares between the reporting date and the date of completion of these interim condensed consolidated financial statements.
 
9
 
Notes to interim condensed consolidated financial statements (continued)

 
12. Financial instruments
(a) Financial asset and liabilities –
Financial assets –

   
As of
June 30,
2016
  
As of
December 31,
2015
     
S/(000)
      
S/(000)
  
Financial instruments at fair value through of other comprehensive income
                
Derivative financial instruments (cross currency swaps)
    
91,813
      
124,770
  
Total cash flow hedge
    
91,813
      
124,770
  
                 
Available-for-sale financial investments at fair value through other comprehensive income
                
Quoted equity shares
    
649
      
436
  
Total available-for-sale investments
    
649
      
436
  
                 
Total financial assets at fair value
    
92,462
      
125,206
  

Financial instruments at fair value through other comprehensive income reflect the change in fair value of cross currency swaps contracts, designated as cash flow hedges to hedge the Senior Notes balance denominated in US dollars.

Except cash flow hedge and available-for-sale investments, all financial assets which included cash and cash equivalents and trade and other receivables are classified in the category of loans and receivables, are non-derivative financial assets carried at amortized cost and generate a fixed or variable interest income for the Group. The carrying value may be affected by changes in the credit risk of the counterparties.

Financial liabilities -
All financial liabilities of the Group including trade and other payables and interest-bearing loans and borrowings are classified as loans and borrowings and are carried at amortized cost.

(b) Hedging activities and derivatives -
Cash flow hedges -
Foreign currency risk -
As of June 30,2016 the Group maintain Cross currency swap contracts for a notional amount of US$300,000,000, which are measured at fair value through other comprehensive income and designated as hedging instruments in cash flows hedges of Senior Notes denominated in US dollars.

 
10

Notes to interim condensed consolidated financial statements (continued)

 
The cross currency swap contracts balances vary with the level of expected forward exchange rates.

   
As of June 30, 2016
   
Assets
  
Liabilities
     
S/(000)
      
S/(000)
  
                 
Cross currency swap contracts designated as hedging instruments
                
Fair value
    
91,813
      
-
  
                 
     
91,813
      
-
  

   
As of December 31, 2015
   
Assets
  
Liabilities
     
S/(000)
      
S/(000)
  
                 
Cross currency swap contracts designated as hedging instruments
                
Fair value
    
124,770
      
-
  
                 
     
124,770
      
-
  

The terms of the cross currency swaps contracts match the terms of the related Senior Notes.
The cash flow hedge of the expected future payments was assessed to be highly effective and an unrealized loss of S/22,184,000 and a unrealized gain of S/3,343,000 for the three and six-month periods ended June 30, 2016; respectively (unrealized loss of S/2,755,000 and S/7,245,000 for the three and six-month periods ended June 30, 2015, respectively), is included in other comprehensive income.  The amounts retained in other comprehensive income as of June 30, 2016 are expected to mature and affect the consolidated statement of profit or loss in each of the future years until 2023.

(c) Fair values –
Set out below is a comparison of the carrying amounts and fair values of financial instruments as of June 30, 2016 and December 31, 2015:

   
Carrying amount
  
Fair value
   
2016
  
2015
  
2016
  
2015
     
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
  
                                 
Financial assets
                                
Derivatives financial assets – Cross currency swaps
    
91,813
      
124,770
      
91,813
      
124,770
  
Available-for- sale financial investments
    
649
      
436
      
649
      
436
  
                                 
Total financial assets - non-current
    
92,462
      
125,206
      
92,462
      
125,206
  
                                 
Financial liabilities
                                
Financial obligations:
                                
   Senior Notes
    
976,927
      
1,012,406
      
986,366
      
961,411
  
                                 
Total financial liabilities
    
976,927
      
1,012,406
      
986,366
      
961,411
  
 
11
 
Notes to interim condensed consolidated financial statements (continued)

 
Management assessed that cash and term deposits, trade receivables, trade payables and other current liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

The following methods and assumptions were used to estimate the fair values:

- The fair value of cross currency swaps is measured by using valuation techniques where inputs are based on market data.  The most frequently applied valuation techniques include swap valuation models, using present value calculations. The models incorporate various inputs, including the credit quality of counterparties, foreign exchange, forward rates and interest rate curves.

A credit valuation adjustment (CVA) is applied to the “Over-The-Counter” derivative exposures to take into account the counterparty’s risk of default when measuring the fair value of the derivative.  CVA is the mark-to market cost of protection required to hedge credit risk from counterparties in this type of derivatives portfolio.  CVA is calculated by multiplying the probability of default (PD), the loss given default (LGD) and the expected exposure (EE) at the time of default.

A debit valuation adjustment (DVA) is applied to incorporate the Group’s own credit risk in the fair value of derivatives (that is the risk that the Group might default on its contractual obligations), using the same methodology as for CVA.

- The fair value of the quoted senior notes is based on price quotations at the reporting date, net of issuance costs.  The Group has not unquoted liability instruments for which fair value is disclosed as of June 30, 2016 and December 31, 2015.

- Fair value of available-for-sale investments is derived from quoted market prices in active markets.
 
12
 
Notes to interim condensed consolidated financial statements (continued)

 
(d) Fair value hierarchy-
All financial instruments for which fair value is recognized or disclosed are categorized within the fair value hierarchy, based on the lowest level input that is significant to the fair value measurement as a whole, as follows:

Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.
Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

For assets and liabilities that are recognized at fair value on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

The following table provides the fair value measurement hierarchy of the Group´s assets and liabilities.

Quantitative disclosures fair value measurement hierarchy for assets and liabilities as of June 30, 2016 –
 
   
Fair value measurement using
   
Total
  
Quoted prices in
active markets
(Level 1)
  
Significant
observable inputs
(Level 2)
     
S/(000)
      
S/(000)
      
S/(000)
  
Assets measured at fair value:
                        
Derivative financial assets:
                        
Cross currency swaps
    
91,813
      
-
      
91,813
  
Available-for-sale financial investments:
                        
Quoted equity shares
    
649
      
649
      
-
  
                         
Total financial assets
    
92,462
      
649
      
91,813
  
                         
Liabilities for which fair values are disclosed:
                        
Senior Notes
    
986,366
      
986,366
      
-
  
                         
Total financial liabilities
    
986,366
      
986,366
      
-
  

 
During the reporting period ending June 30, 2016, there were no transfers between Levels. There were no assets or liabilities measured or disclosed at fair value using significant unobservable inputs (Level 3).
 
13
 
Notes to interim condensed consolidated financial statements (continued)
 
 
Quantitative disclosures fair value measurement hierarchy for assets and liabilities as of December 31, 2015 –

   
Fair value measurement using
   
Total
  
Quoted prices in
active markets
(Level 1)
  
Significant
observable inputs
(Level 2)
     
S/(000)
      
S/(000)
      
S/(000)
  
                         
Assets measured at fair value:
                        
Derivative financial assets:
    
124,770
      
-
      
124,770
  
   Cross currency swaps
                        
Available-for-sale financial investments:
                        
   Quoted equity shares
    
436
      
436
      
-
  
                         
Total financial assets
    
125,206
      
436
      
124,770
  
                         
Liabilities for which fair values are disclosed:
                        
  Senior Notes
    
961,411
      
961,411
      
-
  
                         
Total financial liabilities
    
961,411
      
961,411
      
-
  

There have been no transfers between Levels during the period ending December 31, 2015. There were no assets or liabilities measured or disclosed at fair value using significant unobservable inputs (Level 3).

Risk management activities-
As a result of its activities, the Group is exposed to foreign currency risk therefore the Company has acquired hedge financial instruments to mitigate that risk. Since November, 2014 the Group uses cross currency swaps to hedge the foreign currency risk of the Senior Notes denominated in US dollars. During the six-month period ended June 30, 2016 was a moderate volatility in the US Dollar exchange rate against the Sol which effects were partially mitigated by the cross currency swaps hedge signed by the Company.

As of June 30, 2016 and December 31, 2015, except for the financial instruments (cross currency swaps) signed by the Company to hedge the foreign currency risk of its Senior Notes, the Group had no other financial instruments to hedge its foreign exchange risk, interest rates or market price (purchase price of coal) fluctuations.
 
14
 
Notes to interim condensed consolidated financial statements (continued)

 
13. Commitments and contingencies
Operating lease commitments – Group as lessor
As of June 30, 2016, the Group, as lessor, has a land lease with Compañía Minera Ares S.A.C. a related party of Inversiones ASPI S.A. This lease is annually renewable and for the three and six-month periods ended June 30, 2016 provided an income of S/85,000 and S/174,000, respectively (S/81,000 and S/161,000  for the three and six-months ended June 30, 2015, respectively).

Operating lease commitments – Group as lessee
In May 2012, the Group signed a contract with a third party to lease a land located in the north of Peru. The lease has a term of maturity of 30 years and accrued an annual rent of US$200,000 from 2012 to 2015, and from 2016 to the maturity date of the contract the rent will be equivalent to 0.64 percent of the sales of phosphoric rock of the subsidiary Fosfatos del Pacífico S.A., but may not be less than US$1,600,000 annually. The total amount incurred under this agreement is S/5,490,000 for the six month period ended June 30, 2016 (S/625,000 for the six month period ended June 30, 2015) and was recognized as part of exploration and evaluation assets.

Capital commitments
As of June 30, 2016, the Group had the following main commitments:
- Commitment of capital contribution, if developed, on brine Project up to US$100,000,000. In connection with this commitment, as of June 30, 2016 the Group has made contributions for S/54,601,000.

Other commitments
-
Commitment of future sales of phosphoric rock to Mitsubishi Corporation when the project starts production.
-
The Group maintains long-term electricity supply agreements which billings are determined taking into consideration consumption of electricity and other market variables.
-
Since November 2013, the Group has a five-year period natural gas supply agreement for its diatomite brick plant, which billings are determined taking into account consumption of natural gas and other market variables. Also, the volumes are subject to take or pay clauses that establish minimum levels of natural gas consumption. As of June 30, 2016, the Group has accomplished the minimum requirements established in this agreement.
-
Since July 2015, the Group has a five-year period natural gas supply agreement for a cement plant located in Piura, which billings are determined taking into account consumption of natural gas and other market variables. Also, the volumes are subject to take or pay clauses that establish minimum levels of natural gas consumption. As of June 30, 2016, the Group has accomplished the requirements established in this agreement.

Environmental matters
The Group exploration and exploitation activities are subject to environmental protection standards. Such standards are the same as those disclosed on the consolidated financial statement as of December 31, 2015.


15
 
Notes to interim condensed consolidated financial statements (continued)
 
 
Tax situation
The Group is subject to Peruvian tax law. As of June 30, 2016, the rate of income tax is 28 percent on taxable income. From 2015 onwards in attention to the 30296 Act, the tax rate applicable income on taxable income, after deducting the participation of workers is as follows:

- Exercise 2015 and 2016: 28 percent.
- Exercise 2017 and 2018: 27 percent.
- Exercise 2019 onwards: 26 percent.

Legal persons not domiciled in Peru and individuals are subject to retention of an additional tax on dividends received.

In this regard, in attention to the 30296 Act, the additional tax on dividend income generated is as follows:

-
For the profits generated from 2015 onwards, whose distribution is made after that date the percentages will be the following:

- 2015 and 2016: 6.8 percent.
- 2017 and 2018: 8 percent.
- 2019 onwards: 9.3 percent.

During the four years following the year tax returns are filed, the tax authorities have the power to review and, as applicable, correct the income tax computed by each individual company. The income tax and value-added tax returns for the following years are open for review by the tax authorities.

 
Years open to review by Tax Authorities
Entity
Income tax
Value-added tax
     
Cemento Pacasmayo S.A.A.
2011-2015
2011-2016
Cementos Selva S.A.
2009/2011-2015
2011-2016
Distribuidora Norte Pacasmayo S.R.L.
2012-2015
2011-2016
Empresa de Transmisión Guadalupe S.A.C.
2011-2015
2011-2016
Fosfatos del Pacífico S.A.
2011-2015
2011-2016
Salmueras Sudamericanas S.A.
2011-2015
2011-2016
Calizas del Norte S.A.C.
2013-2015
2013-2016
Corianta S.A. (*)
2011
Dec 2011
Tinku Generacion S.A.C. (*)
2011
2011

(*) These subsidiaries were merged with the Company in December 2011.
 
16
 
Notes to interim condensed consolidated financial statements (continued)
 

Due to possible interpretations that the tax authorities may give to legislation in effect, it is not possible to determine whether any of the tax audits that may be performed will result in increased liabilities for the Group. For that reason, tax or surcharge that could arise from future tax audits would be applied to the income during the period in which it is determined. However, in management’s opinion, any possible additional payment of taxes would not have a material effect on the interim condensed consolidated financial statements as of June 30, 2016 and the consolidated financial statements as of December 31, 2015.

Legal claim contingency
As of June 30, 2016, some third parties have commenced actions against the Group in relation with its operations which claims in aggregate represent S/16,153,000. From this total amount, S/1,270,000 corresponded to labor claims from former employees, S/7,681,000 is related to property tax assessment received from Pacasmayo District Municipality for periods from 2009 to 2014, and S/2,298,000 and S/4,904,000 is related to the tax assessments received from the tax administration corresponding to 2009 and 2010 tax period, which was reviewed by the tax authority during 2012 and 2013, respectively.

Management expects that these claims will be resolved within the next five years based on prior experience; however, the Group cannot assure that these claims will be resolved within this period because the authorities do not have a maximum term to resolve cases. The Group has been advised by its legal counsel that it is only possible, but not probable, that these actions will succeed. Accordingly, no provision for any liability has been made in these interim condensed consolidated financial statements.

Mining royalty
Third parties
In 2007, The Company signed an agreement with Activos Mineros S.A.C., Fundación Comunal San Martin de Sechura and the participation of Pro Inversión related to the use of the Bayovar concession 9, which contains seashells. As part of this agreement, the Company is required to pay to Fundación Comunal San Martin de Sechura and Activos Mineros S.A.C. an equivalent amount to US$5.1 each per metric ton of calcareous extracted. The annual royalty may not be less than the equivalent to 40,000 metric tons.

The subsidiary Fosfatos del Pacífico S.A., signed an agreement with the Peruvian Government, Fundación Comunal San Martin de Sechura and Activos Mineros S.A.C. related to the use of the Bayovar concession, which contains phosphoric rock and diatomites.  As part of this agreement, the Subsidiary Fosfatos del Pacífico S.A. is required to pay to Fundación Comunal San Martin de Sechura and Activos Mineros S.A.C. an equivalent amount to US$1.5 each for each metric tons of diatomite extracted. The annual royalty may not be less than the equivalent to 40,000 metric tons during the second year of production and 80,000 metric tons since the third year of production. This royalty amounted to S/193,000 and S/396,000 for the three and six-month periods ended June 30, 2016, respectively (S/209,000 and S/381,000 for the three and six-month periods ended June 30, 2015).


17
 
Notes to interim condensed consolidated financial statements (continued)
 
 
In December 2013, the Company signed an agreement with a third party, related to the use of the Virrilá concession, to carry out other non-metallic mining activities.  This agreement has a term of maturity of 30 years, with fixed annual payments of US$600,000 for the first three years and variables to the rest of the contract. As part of this agreement, the Company is required to pay an equivalent amount to S/4.5 for each metric tons of calcareous extracted; the annual royalty may not be less than the equivalent to 850,000 metric tons since the fourth year of production. This royalty amounted to S/2,638,000 for the six-month period ended June 30, 2016.

Interest-bearing loans and borrowings covenants
Senior Notes
In February 2013, the Company issued Senior Notes by US$300,000,000 with interest rate of 4.50% and maturity on 2023. During the six-month period ended as of June 30, 2016, the Senior Notes accrued interest for S/20,902,000, net of capitalization of interest.

In the case that the Company and Guarantee Subsidiaries requires to issue debt or equity instruments or merges with another company or dispose or rent significant assets, the Senior Notes will activate the following covenants, calculated on the Company and Guarantee Subsidiaries annual consolidated financial statements:

- The fixed charge covenant ratio would be at least 2.5 to 1.
- The consolidated debt-to-EBITDA ratio would be no greater than 3.5 to 1.

As of June 30, 2016, the Company has not entered in any of the operations previously mentioned.
 
18
 
Notes to interim condensed consolidated financial statements (continued)
 
 
14. Segment information
For management purposes, the Group is organized into business units based on their products and activities, and have three reportable segments as follows:

- Production and marketing of cement, concrete and blocks in the northern region of Peru.
- Sale of construction supplies in the northern region of Peru.
- Production and marketing of quicklime in the northern region of Peru.

No operating segments have been aggregated to form the above reportable operating segments.

Management monitors the profit before income tax of each business units separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit before income tax and is measured consistently with profit before income tax in the interim condensed consolidated financial statements.

Transfer prices between operating segments are on an arm’s length basis in a similar manner to transactions with third parties.

   
Revenues from
external customers
  
Gross
margin
  
Profit (loss) before
income tax
  
Income
tax
  
Profit (loss) for
the period
   
June 30,
2016
  
June 30,
2015
  
June 30,
2016
  
June 30,
2015
  
June 30,
2016
  
June 30,
2015
  
June 30,
2016
  
June 30,
2015
  
June 30,
2016
  
June 30,
2015
     
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
  
                                                                                 
For the three-month periods ended
                                                                                
Cement, concrete and blocks
    
265,527
      
239,930
      
121,870
      
115,413
      
52,051
      
66,394
      
(16,952
)
    
(19,469
)
    
35,079
      
46,925
  
Construction supplies
    
12,761
      
16,160
      
389
      
592
      
(241
)
    
(61
)
    
83
      
17
      
(158
)
    
(44
)
Quicklime
    
22,387
      
20,219
      
5,922
      
3,523
      
(757
)
    
(777
)
    
245
      
212
      
(512
)
    
(565
)
Other
    
978
      
153
      
(1,811
)
    
4
      
(4,594
)
    
(2,909
)
    
1,489
      
860
      
(3,105
)
    
(2,049
)
                                                                                 
Consolidated
    
301,653
      
276,462
      
126,370
      
119,532
      
46,459
      
62,647
      
(15,155
)
    
(18,380
)
    
31,304
      
44,267
  
                                                                                 
For the six-month periods ended
                                                                                
Cement, concrete and blocks
    
544,021
      
490,946
      
232,450
      
235,019
      
96,214
      
141,566
      
(30,447
)
    
(40,316
)
    
65,767
      
101,250
  
Construction supplies
    
28,167
      
36,600
      
392
      
1,337
      
(841
)
    
(2
)
    
266
      
1
      
(575
)
    
(1
)
Quicklime
    
37,026
      
39,171
      
9,386
      
8,245
      
(1,280
)
    
420
      
405
      
(120
)
    
(875
)
    
300
  
Other
    
2,039
      
349
      
(1,573
)
    
17
      
(7,713
)
    
(7,026
)
    
2,441
      
2,001
      
(5,272
)
    
(5,025
)
                                                                                 
Consolidated
    
611,253
      
567,066
      
240,655
      
244,618
      
86,380
      
134,958
      
(27,335
)
    
(38,434
)
    
59,045
      
96,524
  


19
 
Notes to interim condensed consolidated financial statements (continued)

 
   
Segment
assets
  
Other
assets
  
Total
assets
  
Segment liabilities
     
S/(000)
      
S/(000)
      
S/(000)
      
S/(000)
  
                                 
June 30, 2016
                                
Cement, concrete and blocks
    
2,773,846
      
91,813
      
2,865,659
      
1,288,882
  
Construction supplies
    
26,356
      
-
      
26,356
      
25,902
  
Quicklime
    
126,116
      
-
      
126,116
      
-
  
Other
    
408,074
      
649
      
408,723
      
3,786
  
                                 
Consolidated
    
3,334,392
      
92,462
      
3,426,854
      
1,318,570
  
                                 
December 31, 2015
                                
Cement, concrete and blocks
    
2,743,007
      
124,770
      
2,867,777
      
1,326,650
  
Construction supplies
    
27,719
      
-
      
27,719
      
30,182
  
Quicklime
    
125,584
      
-
      
125,584
      
-
  
Other
    
392,278
      
436
      
392,714
      
10,828
  
                                 
Consolidated
    
3,288,588
      
125,206
      
3,413,794
      
1,367,660
  

During the six-month period ended June 30, 2016 and 2015 there were no inter-segment revenues.

The “other” line includes activities that do not meet individually the threshold for disclosure under IFRS 8.13 and represent non-material operations of the Group.

Other assets
As of June 30, 2016 corresponds to the available-for-sale investments caption by S/649,000 and fair value of financial derivative instruments (cross currency swaps) for S/91,813,000 (S/436,000 and S/124,770,000, respectively as of December 31, 2015). Fair value of financial derivative instruments is allocated to cement segment, and available for sale financial investments are not allocated to any segment.

Geographic information
All revenues are from Peruvian clients.

As of June 30, 2016 and December 31, 2015, all non-current assets are located in Peru.
 
20