Telecom Argentina S.A.
TABLE OF CONTENTS
Item
1 | English translation of the Unaudited Condensed Consolidated Financial Statements as of March 31, 2023 |
Telecom Argentina S.A.
Unaudited Condensed Consolidated Financial Statements as of March 31, 2023
General Hornos 690
(127) Ciudad Autónoma de Buenos Aires
Argentina
$: Argentine peso
US$: US dollar
$209.01 = US$1 as of March 31, 2023
TELECOM ARGENTINA S.A.
UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
AS OF MARCH 31, 2023 AND 2022
INDEX
Glossary of terms | F-1 |
Unaudited consolidated financial statements | |
Unaudited consolidated statements of financial position | F-3 |
Unaudited consolidated income statements | F-4 |
Unaudited consolidated statements of comprehensive income | F-5 |
Unaudited consolidated statements of changes in equity | F-6 |
Unaudited consolidated statements of cash flows | F-7 |
Notes to the unaudited consolidated financial statements | F-8 |
Operating and Financial Review and Prospects | I |
Corporate information |
TELECOM ARGENTINA S.A.
Glossary of terms
The following explanations are not technical definitions, but to assist the general reader to understand certain terms as used in these unaudited consolidated financial statements.
ADS: Telecom Argentina's American Depositary Share, listed on the New York Stock Exchange, each representing five Class B Shares.
ADR: American Depositary Receipt
BYMA (Bolsas y Mercados Argentinos): Buenos Aires Stock Exchange.
CAPEX: Capital expenditures.
CNV (Comisión Nacional de Valores): The Argentine National Securities Commission.
Company/Telecom Argentina: Telecom Argentina S.A.
CPCECABA (Consejo Profesional de Ciencias Económicas de la Ciudad Autónoma de Buenos Aires): The Professional Council of Economic Sciences of the City of Buenos Aires.
CVH: Cablevisión Holding S.A., controlling company of Telecom since January 1, 2018.
DFI: Derivate Financial Instrument
FACPCE (Federación Argentina de Consejos Profesionales en Ciencias Económicas): Argentine Federation of Professional Councils of Economic Sciences.
Fintech: Fintech Telecom LCC, a Telecom shareholder.
fintech: Financial technology services.
Fixed assets: Includes PP&E, Intangible assets, Goodwill and Rights of use assets.
IAS: International Accounting Standards.
IASB: International Accounting Standards Board.
ICT Services (Information and Communication Technology services): Services to transport and distribute signals or data, such as voice, text, video and images, provided or requested by third-party users, through telecommunications networks.
IFRS: International Financial Reporting Standards, as issued by the International Accounting Standards Board.
INDEC (Instituto Nacional de estadísticas y censos): The National Institute of statistics and cense.
La Capital Cable/Ver TV/TSMA: Names corresponding to limited companies La Capital Cable S.A., Ver T.V. S.A. and Teledifusora San Miguel Arcángel S.A., respectively, companies that are directly or indirectly associates according to the definition of the General Corporations Law.
LAD (Ley Argentina Digital): Argentine Digital Law No. 27,078.
LGS (Ley de General de Sociedades): Argentine Corporations Law No. 19,550 as amended. Since the enforcement of the new Civil and Commercial Code its name was changed to "General Corporations Law".
Micro Sistemas/Pem/Cable Imagen/AVC Continente Audiovisual/Inter Radios/Personal Smarthome/Personal Security/NYSSA: Names corresponding to limited companies or limited responsibility companies that are directly or indirectly controlled according to the definition of the General Corporations Law, or were controlled by the Company, directly or indirectly: Micro Sistemas S.A.U., Pem S.A.U., Cable Imagen S.R.L., AVC Continente Audiovisual S.A., Inter Radios S.A.U., Personal Smarthome S.A., Personal Smart Security S.A.U., Negocios y Servicios S.A.U.
NYSE: New York Stock Exchange.
PEN (Poder Ejecutivo Nacional): The executive branch of the Argentine government.
PP&E: Properties, plant and equipment.
RECPAM (Resultado por exposición a los cambios en el poder adquisitivo de la moneda): Inflation Adjustment Gain (Loss).
RMB: Official currency of Popular Republic of China.
RT: Technical resolutions issued by the FACPCE.
RT 26: Technical resolution No, 26 issued by the FACPCE, amended by RT29 and RT43.
Telecom: Telecom Argentina and its consolidated subsidiaries.
F-1
TELECOM ARGENTINA S.A.
Telecom USA/Núcleo/Personal Envíos/Tuves Paraguay/Televisión Dirigida/Adesol/Opalker: Names corresponding to foreign companies Telecom Argentina USA, Inc., Núcleo S.A.E, Personal Envíos S.A., Tuves Paraguay S.A., Televisión Dirigida S.A., Adesol S.A. and Opalker S.A., respectively, companies that are directly or indirectly controlled according to the definition of the General Corporations Law.
USA: United States of America
VLG: VLG S.A.U. (formerly VLG Argentina LLC), a company that is a shareholder of the Company and controlled by CVH.
In these unaudited consolidated financial statements, unless otherwise stated, $ amounts are stated in millions.
F-2
TELECOM ARGENTINA S.A.
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(In millions of Argentine pesos in current currency - Note 1.d)
March 31, | December 31, | ||
ASSETS | Note | 2023 | 2022 |
Current Assets | |||
Cash and cash equivalents | 2 | 41,594 | 48,756 |
Investments | 2 | 50,131 | 10,193 |
Trade receivables | 3 | 48,122 | 45,791 |
Other receivables | 4 | 25,442 | 23,783 |
Inventories | 5 | 8,667 | 7,849 |
Assets classified as held for sale | 1,149 | 1,161 | |
Total current assets | 175,105 | 137,533 | |
Non-Current Assets | |||
Trade receivables | 3 | 143 | 144 |
Other receivables | 4 | 1,886 | 2,031 |
Deferred income tax assets | 13 | 3,125 | 3,009 |
Investments | 2 | 8,139 | 7,844 |
Goodwill | 6 | 602,273 | 602,280 |
PP&E | 7 | 936,405 | 965,087 |
Intangible assets | 8 | 302,592 | 310,183 |
Right of use assets | 9 | 79,503 | 76,609 |
Total non-current assets | 1,934,066 | 1,967,187 | |
TOTAL ASSETS | 2,109,171 | 2,104,720 | |
LIABILITIES | |||
Current Liabilities | |||
Trade payables | 10 | 107,124 | 108,655 |
Borrowings | 11 | 180,802 | 163,561 |
Salaries and social security payables | 12 | 37,733 | 45,835 |
Income tax payables | 13 | 417 | 382 |
Other taxes payables | 14 | 13,828 | 12,089 |
Leases liabilities | 15 | 11,267 | 11,202 |
Other liabilities | 16 | 5,474 | 6,038 |
Provisions | 17 | 3,268 | 3,206 |
Total current liabilities | 359,913 | 350,968 | |
Non-Current Liabilities | |||
Trade payables | 10 | 365 | 388 |
Borrowings | 11 | 389,068 | 407,594 |
Salaries and social security payables | 12 | 3,106 | 3,344 |
Deferred income tax liabilities | 13 | 300,091 | 311,894 |
Other taxes payables | 14 | 31 | 54 |
Leases liabilities | 15 | 24,393 | 23,975 |
Other liabilities | 16 | 2,697 | 3,177 |
Provisions | 17 | 12,783 | 14,187 |
Total non-current liabilities | 732,534 | 764,613 | |
TOTAL LIABILITIES | 1,092,447 | 1,115,581 | |
EQUITY | |||
Equity attributable to Controlling Company | 996,389 | 969,405 | |
Equity attributable to non-controlling interest | 20,335 | 19,734 | |
TOTAL EQUITY(See Consolidated Statements of Changes in Equity) | 1,016,724 | 989,139 | |
TOTAL LIABILITIES AND EQUITY | 2,109,171 | 2,104,720 |
The accompanying notes are an integral part of these unaudited consolidated financial statements.
F-3
TELECOM ARGENTINA S.A.
CONSOLIDATED INCOME STATEMENTS
(In millions of Argentine pesos in current currency, except per share data in Argentine pesos in current currency - Note 1.d)
Three-month period ended March 31, | |||
Note | 2023 | 2022 | |
Revenues | 21 | 214,818 | 239,787 |
Employee benefit expenses and severance payments | 22 | (51,669) | (49,477) |
Interconnection and transmission costs | (6,408) | (7,328) | |
Fees for services, maintenance, materials and supplies | 22 | (25,185) | (25,602) |
Taxes and fees with the Regulatory Authority | 22 | (16,542) | (18,336) |
Commissions and advertising | (12,517) | (13,126) | |
Cost of equipment and handsets | 22 | (9,968) | (12,280) |
Programming and content costs | (12,316) | (15,316) | |
Bad debt expenses | 3 | (6,499) | (6,535) |
Other operating expenses | 22 | (8,668) | (8,657) |
Depreciation, amortization and impairment of fixed assets | 22 | (68,136) | (80,562) |
Operating income (loss) | (3,090) | 2,568 | |
Earnings from associates | 2 | 425 | 245 |
Debt financial results | 23 | 8,916 | 29,629 |
Other financial results, net | 23 | 10,459 | 16,011 |
Income before income tax | 16,710 | 48,453 | |
Income tax benefit | 13 | 11,773 | 57 |
Net income for the period | 28,483 | 48,510 | |
Attributable to: | |||
Controlling Company | 27,759 | 48,063 | |
Non-controlling interest | 724 | 447 | |
28,483 | 48,510 | ||
Earnings per share for income attributable to the Controlling Company - Basic and diluted | 1.c | 12.89 | 22.32 |
The accompanying notes are an integral part of these unaudited consolidated financial statements.
See Note 22 for additional information on operating expenses per function.
F-4
TELECOM ARGENTINA S.A.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In millions of Argentine pesos in current currency - Note 1.d)
Three-month period ended March 31, | ||
2023 | 2022 | |
Net income for the period | 28,483 | 48,510 |
Other comprehensive income - Will be reclassified subsequently to profit or loss | ||
Currency translation adjustments (no effect on Income Tax) | (770) | (3,465) |
DFI effects classified as hedges | (204) | 157 |
Income Tax effects on DFI classified as hedges and others | 76 | (51) |
Other comprehensive loss, net of tax | (898) | (3,359) |
Total comprehensive income for the period | 27,585 | 45,151 |
Attributable to: | ||
Controlling Company | 26,984 | 45,448 |
Non-controlling interest | 601 | (297) |
27,585 | 45,151 |
The accompanying notes are an integral part of these unaudited consolidated financial statements.
F-5
TELECOM ARGENTINA S.A.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(In millions of Argentine pesos in current currency - Note 1.d)
Owners contribution | Reserves | ||||||||||
Outstanding shares |
Inflation adjustment |
Contributed Surplus | Legal |
Special reserve for IFRS implementation |
Facultative (2) |
Other comprehensive results |
Retained earnings |
Equity attributable to controlling company |
Equity attributable to non-controlling interest |
Total Equity | |
Capital nominal value (1) | |||||||||||
Balances as of January 1, 2022 | 2,154 | 333,972 | 863,422 | 18,975 | 7,313 | 71,114 | (33,761) | 20,381 | 1,283,570 | 20,323 | 1,303,893 |
Comprehensive income: | |||||||||||
Net income for the period | - | - | - | - | - | - | - | 48,063 | 48,063 | 447 | 48,510 |
Other comprehensive loss | - | - | - | - | - | - | (2,615) | - | (2,615) | (744) | (3,359) |
Total Comprehensive Income (loss) | - | - | - | - | - | - | (2,615) | 48,063 | 45,448 | (297) | 45,151 |
Balances as of March 31, 2022 | 2,154 | 333,972 | 863,422 | 18,975 | 7,313 | 71,114 | (36,376) | 68,444 | 1,329,018 | 20,026 | 1,349,044 |
Balances as of January 1, 2023 | 2,154 | 333,972 | 827,171 | 19,943 | 7,313 | 71,849 | (39,997) | (253,000) | 969,405 | 19,734 | 989,139 |
Comprehensive income: | |||||||||||
Net income for the period | - | - | - | - | - | - | - | 27,759 | 27,759 | 724 | 28,483 |
Other comprehensive loss | - | - | - | - | - | - | (775) | - | (775) | (123) | (898) |
Total Comprehensive income (loss) | - | - | - | - | - | - | (775) | 27,759 | 26,984 | 601 | 27,585 |
Balances as of March 31, 2023 | 2,154 | 333,972 | 827,171 | 19,943 | 7,313 | 71,849 | (40,772) | (225,241) | 996,389 | 20,335 | 1,016,724 |
(1) See Note 20 to these unaudited consolidated financial statements.
(2) Correspond to the Voluntary reserve to maintain the Company's level of capital expenditures and its current solvency level.
The accompanying notes are an integral part of these unaudited consolidated financial statements.
F-6
TELECOM ARGENTINA S.A.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions of Argentine pesos in current currency - Note 1.d)
Three-month period ended March 31, | |||
Note | 2023 | 2022 | |
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES | |||
Net income for the period | 28,483 | 48,510 | |
Adjustments to reconcile net income to net cash flows provided by operating activities | |||
Allowances deducted from assets | 5,949 | 12,081 | |
Depreciation of PP&E | 7 | 53,058 | 61,195 |
Amortization of intangible assets | 8 | 8,585 | 8,781 |
Amortization of rights of use assets | 9 | 6,218 | 6,051 |
Disposals of fixed assets and consumption of materials | 69 | 1,156 | |
Earnings from associates | 2.a | (425) | (245) |
Financial results and others | (25,081) | (50,199) | |
Income tax | 13 | (11,773) | (57) |
Income tax paid (*) | (292) | (1,473) | |
Net increase in assets | 2.b | (28,913) | (20,276) |
Net increase in liabilities | 2.b | 17,263 | 9,562 |
Total cash flows from operating activities | 53,141 | 75,086 | |
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES | |||
PP&E acquisitions | (17,688) | (45,344) | |
Intangible asset acquisitions | (852) | (1,185) | |
Proceeds from dividends | 2.b | - | 300 |
Proceeds from the sale of PP&E and intangible assets | 1 | 55 | |
Net Investments acquisitions not considered as cash and cash equivalents | (42,740) | (31,120) | |
Total cash flows used in investing activities | (61,279) | (77,294) | |
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES | |||
Proceeds from borrowings | 2.b | 42,045 | 38,148 |
Payment of borrowings | 2.b | (16,762) | (15,900) |
Payment of interests and related expenses | 2.b | (18,237) | (17,337) |
Payments of leases liabilities | 15 | (4,536) | (3,015) |
Total cash flows from financing activities | 2,510 | 1,896 | |
NET DECREASE IN CASH AND CASH EQUIVALENTS | (5,628) | (312) | |
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR | 48,756 | 47,068 | |
NET FOREIGN EXCHANGE DIFFERENCES AND RECPAM ON CASH AND CASH EQUIVALENTS | (1,534) | (2,821) | |
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD | 41,594 | 43,935 |
(*) | Three-month period ended March 31 | |
2023 | 2022 | |
Corresponding to Controlling Company | (259) | (1,465) |
Corresponding to subsidiaries | (33) | (8) |
(292) | (1,473) |
See Note 2.b for additional information on the consolidated statements of cash flows.
The accompanying notes are an integral part of these unaudited consolidated financial statements.
F-7
TELECOM ARGENTINA S.A.
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
AS OF MARCH 31, 2023 AND 2022 (*)
(In millions of Argentine pesos in current currency, except as otherwise indicated)
INDEX
Page | |
Note 1 - Basis of preparation of the unaudited consolidated financial statements and significant accounting policies | F-9 |
Note 2 - Cash and cash equivalents and Investments. Additional information on the consolidated statements of cash flows | F-12 |
Note 3 - Trade receivables | F-14 |
Note 4 - Other receivables | F-14 |
Note 5 - Inventories | F-14 |
Note 6 - Goodwill | F-15 |
Note 7 - PP&E | F-15 |
Note 8 - Intangible assets | F-15 |
Note 9 - Right of use assets | F-16 |
Note 10 - Trade payables | F-16 |
Note 11 - Borrowings | F-16 |
Note 12 - Salaries and social security payables | F-18 |
Note 13 - Income tax payable and Deferred income tax assets/liabilities | F-18 |
Note 14 - Other taxes payables | F-19 |
Note 15 - Leases liabilities | F-19 |
Note 16 - Other liabilities | F-20 |
Note 17 - Provisions | F-20 |
Note 18 - Additional information of financial assets and liabilities | F-20 |
Note 19 - Purchase Commitments | F-22 |
Note 20 - Equity | F-22 |
Note 21 - Revenues | F-22 |
Note 22 - Operating expenses | F-22 |
Note 23 - Financial results | F-24 |
Note 24 - Balances and transactions with Companies under Section 33 - Law No. 19,550 and Related Parties | F-24 |
Note 25 - Restrictions on distribution of profits | F-25 |
Note 26 - Recent developments corresponding to the three-month period ended March 31, 2023 | F-25 |
Note 27 - Subsequent events to March 31, 2023 | F-26 |
(*) By convention the definitions used in the notes are in the Glossary of Terms.
F-8
TELECOM ARGENTINA S.A.
NOTE 1 - BASIS OF PREPARATION OF THE UNAUDITEDCONSOLIDATED FINANCIAL STATEMENTS AND SIGNIFICANT ACCOUNTING POLICIES
a)Basis of preparation and significant accounting policies
As required by the CNV, the unaudited consolidated financial statements of the Company have been prepared in accordance with RT 26 of FACPCE (and its amendments), which adopted IFRS as issued by the IASB, standards also adopted by the CPCECABA.
For the preparation of these unaudited consolidated financial statements, the Company has elected to make use of the option provided by IAS 34 and has prepared them in its condensed form. Therefore, these financial statements do not include all the information required in an annual financial statement and, consequently, they must be read jointly with the annual financial statements as of December 31, 2022, which can be consulted at the Company´s website (https://institucional.telecom.com.ar/inversores/informacionfinanciera.html). Therefore, these unaudited consolidated financial statements were prepared following the same accounting policies as in the most recent annual financial statements.
These unaudited consolidated financial statements were prepared including in the consolidation process the following companies:
Company | Main Activity | Country | Telecom Argentina's direct / indirect interest in capital stock and votes |
Núcleo | Mobile telecommunications Services | Paraguay | 67.50% |
Personal Envíos | Mobile financial services | Paraguay | 67.50% |
Tuves Paraguay | Distribution of television and audio signals direct to home services | Paraguay | 67.50% |
Micro Sistemas | Services related to the use of electronic payment media | Argentina | 100.00% |
Pem | Investment | Argentina | 100.00% |
Cable Imagen | Closed-circuit television | Argentina | 100.00% |
Televisión Dirigida | Cable television services | Paraguay | 100.00% |
Adesol (a) | Holding | Uruguay | 100.00% |
AVC Continente Audiovisual | Broadcasting services | Argentina | 100.00% |
Inter Radios | Broadcasting services | Argentina | 100.00% |
Telecom USA | Telecommunication services | USA | 100.00% |
Personal Smarthome (b) | Security solutions and services | Argentina | 100.00% |
Personal Smart Security (b) | Security services and/or related services | Argentina | 100.00% |
Opalker S.A. | Cybersecurity and related services | Uruguay | 100.00% |
NYSSA (c) | Internet Services | Argentina | 100.00% |
(a) | Includes the 100% interest in Telemas S.A., which holds interests in the following special-purpose entities: Audomar S.A., Bersabel S.A., Dolfycor S.A., Reiford S.A., Space Energy S.A., Tracel S.A. and Visión Satelital S.A. |
(b) | As of March 31, 2023 is a dormant entity. |
(c) | Company acquired on June 1, 2022. |
The preparation of these unaudited consolidated financial statements in accordance with IFRS requires that the Company's Management make estimates that affect the figures disclosed in the financial statements or its complementary information. Actual results may differ from these estimates.
These unaudited consolidated financial statements were prepared in current currency as of March 31, 2023 (see item d) on an accrual basis of accounting (except for the statement of cash flows).
The figures as of December 31, 2022 and for the three-month period ended on March 31, 2022, which are disclosed in these unaudited consolidated financial statements for comparative purposes, are a result of restating the financial statements as of such dates to values in current currency as of March 31, 2023. This is as consequence of the restatement process of the financial information described in point d). When applicable, certain reclassifications were made for comparative purposes.
These unaudited consolidated financial statements as of March 31, 2023, were approved by resolution of the Board of Directors' meeting held on May 9, 2023.
These unaudited consolidated financial statements contain all disclosures required under IAS 34. Some additional disclosures required by the LGS and/or by the CNV have been also included.
b) | Segment information |
An operating segment is defined as a component of an entity that may earn revenues and incur expenses, and whose financial information is available, held separately, and evaluated regularly by the chief operating decision maker. In the case of the Company, the Executive Committee and the Chief Executive Officer ("CEO") are responsible for controlling recourses and for the economic and financial performance of Telecom.
F-9
TELECOM ARGENTINA S.A.
The Executive Committee and the CEO have a strategic and operational vision of Telecom as a single business unit in Argentina, according to the current regulatory context of the converged ICT services industry (adding to the same segment both the activities related to the mobile services, internet services, cable television and fixed telephony services, services governed by the same regulatory framework of ICT services). To exercise its functions, both the Executive Committee and the CEO receive periodically the economic-financial information of Telecom Argentina and its subsidiaries (in current currency as of the date of each transaction), that is prepared as a single segment and evaluate the evolution of business as a unit of generation of results, administrating the resources in a unique way to achieve the objectives. Regarding to costs, they are not specifically appropriate to a type of service, considering that the Company has a single payroll and operating expenses that affect all services in general (non-specific). On the other hand, decisions on CAPEX affect all the types of services provided by Telecom in Argentina and not specifically to one of them. Based on what was previously described and under the accounting principles (provided by IFRS as issued by the IASB), it was defined that the Company has a single segment of operations in Argentina.
Additionally, Telecom, through Micro Sistemas, develops activities in the fintech industry in Argentina, which are not analyzed as a separate segment by the Executive Committee and the CEO, who analyze the consolidated information of companies in Argentina, taking into account that, as of March 31, 2023, activities of Micro Sistemas are not significant and do not exceed any of the quantitative thresholds identified under IFRS to qualify as reportable segments. The Executive Committee and the CEO will continue to monitor the evolution of this business to assess its eventual consideration as a separate reportable segment provided it complies with the requirements established by IFRS to that effect.
Telecom carries out activities abroad (Paraguay, United States of America and Uruguay). These operations are not analyzed as a separate segment by the Executive Committee and the CEO, who analyze the consolidated information of companies in Argentina and abroad (in current currency as of the date of each transaction), considering that the activities of foreign companies are not significant for Telecom. Operations carried out abroad by Telecom do not meet the aggregation criteria established by the standard to be grouped within the "Services rendered in Argentina" segment, and considering that they do not exceed any of the quantitative thresholds identified in the standard to qualify as reportable segments, they are grouped within the category "Other abroad segments".
The Executive Committee and the CEO evaluate the profitability for each reportable segment based on the measure of the Adjusted EBITDA. Adjusted EBITDA is defined as our net (loss) income less income taxes, financial results, Earnings (losses) from associates, depreciation, amortization and impairment of fixed assets.
Presented below is the Segment financial information as it is analyzed by the Executive Committee and the CEO for the three-month periods ended March 31, 2023 and 2022.
Consolidated Income Statement as of March 31, 2023
Services rendered in Argentina |
Services rendered in Argentina - Inflation restatement |
Services rendered in Argentina restated for inflation |
Other abroad segments |
Other abroad segments - Inflation restatement |
Other abroad segments restated for inflation | Eliminations | Total | |
Revenues | 188,115 | 13,634 | 201,749 | 13,008 | 938 | 13,946 | (877) | 214,818 |
Operating costs without depreciation, amortization and impairment of fixed assets | (131,957) | (10,558) | (142,515) | (7,590) | (544) | (8,134) | 877 | (149,772) |
Adjusted EBITDA | 56,158 | 3,076 | 59,234 | 5,418 | 394 | 5,812 | - | 65,046 |
Depreciation, amortization and impairment of fixed assets | (68,136) | |||||||
Operating loss | (3,090) | |||||||
Earnings from associates | 425 | |||||||
Debt financial expenses | 8,916 | |||||||
Other financial results, net | 10,459 | |||||||
Income before income tax | 16,710 | |||||||
Income tax benefit | 11,773 | |||||||
Net income | 28,483 | |||||||
Attributable to: | ||||||||
Controlling Company | 27,759 | |||||||
Non-controlling interest | 724 | |||||||
28,483 |
F-10
TELECOM ARGENTINA S.A.
Consolidated Income Statement as of March 31, 2022
Services rendered in Argentina |
Services rendered in Argentina - Inflation restatement |
Services rendered in Argentina restated for inflation |
Other abroad segments |
Other abroad segments - Inflation restatement |
Other abroad segments restated for inflation | Eliminations | Total | |
Revenues | 103,727 | 121,236 | 224,963 | 7,347 | 8,552 | 15,899 | (1,075) | 239,787 |
Operating costs without depreciation, amortization and impairment of fixed assets | (66,969) | (81,070) | (148,039) | (4,482) | (5,211) | (9,693) | 1,075 | (156,657) |
Adjusted EBITDA | 36,758 | 40,166 | 76,924 | 2,865 | 3,341 | 6,206 | - | 83,130 |
Depreciation, amortization and impairment of fixed assets | (80,562) | |||||||
Operating income | 2,568 | |||||||
Earnings from associates | 245 | |||||||
Debt financial expenses | 29,629 | |||||||
Other financial results, net | 16,011 | |||||||
Income before income tax | 48,453 | |||||||
Income tax benefit | 57 | |||||||
Net income | 48,510 | |||||||
Attributable to: | ||||||||
Controlling Company | 48,063 | |||||||
Non-controlling interest | 447 | |||||||
48,510 | ||||||||
Additional information per geographical area required under IFRS 8 (Operating Segments) is disclosed below:
As of March 31, | As of December 31 | ||
2023 | 2022 | 2022 | |
Revenues from customers located in Argentina | 201,015 | 224,146 | n/a |
Revenues from foreign customers | 13,803 | 15,641 | n/a |
CAPEX corresponding to the segment "Services rendered in Argentina" | 23,350 | 30,769 | n/a |
CAPEX corresponding to the segment "Other abroad segments" | 2,024 | 3,013 | n/a |
Fixed assets corresponding to the segment "Services rendered in Argentina" | 1,852,529 | n/a | 1,883,745 |
Fixed assets corresponding to the segment "Other abroad segments" | 68,244 | n/a | 70,414 |
Borrowings corresponding to the segment "Services rendered in Argentina" | 555,488 | n/a | 556,467 |
Borrowings corresponding to the segment "Other abroad segments" | 14,382 | n/a | 14,688 |
c) | Net earnings per share |
Basic earnings per share is calculated by dividing the net income attributable to the Controlling Company by the weighted average number of ordinary shares outstanding during the period. On the other hand, diluted earnings per share is computed by dividing the net income attributable to the Controlling Company for the period by the weighted average number of common shares issued and to be potentially issued at the end of the period. Since the Company has no dilutive potential common stock outstanding, basic and dilutive earnings per share amounts do not differ.
For the three-month periods ended March 31, 2023 and 2022, the weighted average number of shares outstanding amounted to 2,153,688,011.
d) | Financial reporting in hyperinflationary economies |
Since Argentina has been considered a high-inflation economy for accounting purposes in accordance with IAS 29 since July 1, 2018, the financial information expressed in Argentine pesos is restated in current currency of March 31, 2023.
The table below shows the evolution of the indexes as of March 31, 2023 and 2022 and December 31, 2022 according to official statistics (INDEC) in accordance with Resolution No. 539/18 and the devaluation of the Argentine peso vs. de US dollar for the same years / periods:
F-11
TELECOM ARGENTINA S.A.
As of March 31, 2022 | As of December 31, 2022 | As of March 31, 2023 | |
National Consumer Price Index (National CPI) (December 2016=100) | 676.06 | 1,134.59 | 1,381.16 |
Variation in prices | |||
Annual | 55.1% | 94.8% | 104.3% |
Accumulated 3 months | 16.1% | n/a | 21.7% |
Banco Nación US$/$ exchange rate | 111.01 | 177.16 | 209.01 |
Variation in the exchange rate | |||
Annual | 20.7% | 72.5% | 88.3% |
Accumulated 3 months | 8.1% | n/a | 18.0% |
The Company followed the same restatement policies for items identified in the annual consolidated financial statements as of December 31, 2022.
NOTE 2 - CASH AND CASH EQUIVALENTS AND INVESTMENTS. ADDITIONAL INFORMATION ON THE CONSOLIDATED STATEMENTS OF CASH FLOWS.
a)Cash and cash equivalents and Investments
March 31, | December 31, | |
Cash and cash equivalents | 2023 | 2022 |
Cash and Banks (1) | 19,960 | 19,791 |
Time deposits | 13,002 | 19,128 |
Mutual funds | 8,632 | 3,950 |
Government bonds at fair value | - | 5,887 |
Total cash and cash equivalents | 41,594 | 48,756 |
(1) | As of March 31, 2023 includes restricted funds for $439 corresponding to the funds to be paid to clients. |
Investments | ||
Current | ||
Government bonds at fair value | 50,001 | 10,059 |
Mutual funds | 130 | 134 |
50,131 | 10,193 | |
Non- current | ||
Investments in associates (a) | 8,138 | 7,843 |
2003 Telecommunications Fund | 1 | 1 |
8,139 | 7,844 | |
Total investments | 58,270 | 18,037 |
(a) | Information on Investments in associates is detailed below: |
Financial position information:
Companies | Main activity | Country |
Percentage of capital stock owned and voting rights (%) |
Valuation as of 03.31.2023 |
Valuation as of 12.31.2022 |
Ver TV. (1) | Cable television station | Argentina | 49.00 | 5,190 | 5,030 |
TSMA (1) (2) (3) | Cable television station | Argentina | 50.10 | 1,947 | 1,891 |
La Capital Cable (1) (2) | Closed-circuit television | Argentina | 50.00 | 1,001 | 922 |
Total | 8,138 | 7,843 |
(1) | Data about the issuer arises from extra-accounting information. |
(2) | Direct and indirect interest. |
(3) | Despite owning a percentage higher than a 50% of interest, the Company does not have the control in accordance with the requirements of IFRS. |
Earnings information:
Three-months period March 31, | ||
2023 | 2022 | |
Profit (loss) | ||
Ver TV | 290 | 229 |
TSMA | 56 | 35 |
La Capital Cable | 79 | (19) |
Total | 425 | 245 |
F-12
TELECOM ARGENTINA S.A.
b)Additional information on the consolidated statements of cash flows
Changes in assets/liabilities components:
March 31, | ||
Net (increase) decrease in assets | 2023 | 2022 |
Trade receivables | (16,459) | (13,986) |
Other receivables | (9,759) | (7,526) |
Inventories | (2,695) | 1,236 |
(28,913) | (20,276) | |
Net increase (decrease) in liabilities | ||
Trade payables | 11,662 | 7,659 |
Salaries and social security payables | 104 | (2,251) |
Other taxes payables | 3,959 | 1,743 |
Other liabilities and provisions | 1,538 | 2,411 |
17,263 | 9,562 |
Main Financing activities components
The following table presents the main financing activities components:
March 31, | ||
2023 | 2022 | |
Bank overdrafts | 28,265 | 10,364 |
Notes | 12,755 | 9,816 |
Bank and other financial entities loans | 1,025 | 16,291 |
Loans for purchase of equipment | - | 1,677 |
Total borrowings proceeds | 42,045 | 38,148 |
Notes | (2,436) | (57) |
Bank and other financial entities loans | (12,462) | (13,747) |
Loans for purchase of equipment | (1,864) | (2,096) |
Total payment of borrowings | (16,762) | (15,900) |
Bank overdrafts | (2,252) | (2,562) |
Notes | (4,524) | (8,629) |
Bank and other financial entities loans | (7,113) | (5,008) |
By DFI, loans for purchase of equipment and others | (4,348) | (1,138) |
Total payment of interest and related expenses | (18,237) | (17,337) |
Main non-cash operating transactions
Main non-cash operating transactions and that were eliminated from the consolidated statement of cash flows are the following:
March 31, | ||
2023 | 2022 | |
PP&E and intangible assets acquisition financed with accounts payable | 24,477 | 30,028 |
Trade payables cancelled with borrowings | 647 | 3,146 |
Uncollected dividends from Ver TV (1) | 130 | - |
(1) | Correspond to the distribution of cash dividends made by Ver TV in March 2023 that are uncollected as of March 31, 2023. |
Dividends proceeds
Brief information on dividends proceeds by the Company is provided below:
Three-month period March 31 | Associate Company | Dividends collected | |
Currency of the transaction date |
Current currency as of March 31, 2023 | ||
2022 | Ver TV | 104 | 237 |
TSMA | 28 | 63 | |
300 |
F-13
TELECOM ARGENTINA S.A.
NOTE 3 - TRADE RECEIVABLES
March 31, | December 31, | |
Current Trade receivables | 2023 | 2022 |
Ordinary receivables | 66,664 | 64,219 |
Companies under section 33 - Law No. 19,550 and related parties (Note 24.c) | 294 | 274 |
Contractual asset IFRS 15 | 25 | 30 |
Allowance for doubtful accounts | (18,861) | (18,732) |
48,122 | 45,791 | |
Non-current Trade receivables | ||
Ordinary receivables | 137 | 135 |
Contractual asset IFRS 15 | 6 | 9 |
143 | 144 | |
Total trade receivables, net | 48,265 | 45,935 |
Movements in the allowance for current doubtful accounts are as follows:
March 31, | ||
2023 | 2022 | |
At the beginning of the fiscal year | (18,732) | (23,226) |
Increases | (6,499) | (6,535) |
Uses | 2,766 | 3,741 |
RECPAM and currency translation adjustments | 3,604 | 3,295 |
At the end of the period | (18,861) | (22,725) |
NOTE 4 - OTHER RECEIVABLES
March 31, | December 31, | |
Current Other Receivables | 2023 | 2022 |
Prepaid expenses | 8,588 | 6,667 |
Guarantee of financial operations | 1,607 | 2,940 |
Tax credits | 11,500 | 11,619 |
Companies under section 33 - Law No. 19,550 and related parties (Note 24.c) | 285 | 416 |
DFI | 139 | 142 |
Indemnification assets | 82 | 84 |
Other | 4,007 | 2,827 |
Allowance for other receivables | (766) | (912) |
25,442 | 23,783 | |
Non-Current Other Receivables | ||
Prepaid expenses | 1,026 | 1,100 |
DFI | 83 | 245 |
Tax credits | 13 | 11 |
Other | 764 | 675 |
1,886 | 2,031 | |
Total other receivables, net | 27,328 | 25,814 |
Movements in the allowance for current other receivables are as follows:
March 31, | ||
2023 | 2022 | |
At the beginning of the year | (912) | (874) |
Increases | (17) | (31) |
RECPAM and currency translation adjustments | 163 | 134 |
At the end of the period | (766) | (771) |
NOTE 5 - INVENTORIES
March 31, | December 31, | |
2023 | 2022 | |
Mobile handsets and others | 9,273 | 8,445 |
Allowance for obsolescence of inventories | (606) | (596) |
Total inventories | 8,667 | 7,849 |
Movements in the allowance for obsolescence of inventories are as follows:
March 31, | ||
2023 | 2022 | |
At the beginning of the year | (596) | (766) |
Increases | (30) | (25) |
Decreases | 20 | 22 |
At the end of the period | (606) | (769) |
F-14
TELECOM ARGENTINA S.A.
NOTE 6 - GOODWILL
March 31, | December 31, | |
2023 | 2022 | |
Argentina (1) | 600,244 | 600,239 |
Abroad (2) | 2,029 | 2,041 |
Total goodwill | 602,273 | 602,280 |
(1) | The variation corresponds to the increase in the value of the goodwill of NYSSA acquired in the year 2022 due to contractual modifications during the current period. |
(2) | The variation in the amounts with respect to balance as of December 31, 2022 corresponds to temporary currency translation adjustments. |
NOTE 7 - PP&E
March 31, | December 31, | |
2023 | 2022 | |
PP&E | 947,796 | 977,078 |
Allowance for obsolescence and impairment of materials | (10,200) | (11,052) |
Impairment allowance of PP&E | (1,191) | (939) |
Total PP&E | 936,405 | 965,087 |
Movements in PP&E (without allowance for obsolescence and impairment of materials and impairment allowance of PP&E) are as follows:
March 31, | ||
2023 | 2022 | |
At the beginning of the year | 977,078 | 1,084,894 |
CAPEX | 24,339 | 32,344 |
Currency translation adjustments | (512) | (3,775) |
Net carrying value of decreases and consumption of materials | (51) | (486) |
Depreciation of the period | (53,058) | (61,195) |
At the end of the period | 947,796 | 1,051,782 |
Movements in the allowance for obsolescence and impairment of materials are as follows:
March 31, | ||
2023 | 2022 | |
At the beginning of the year | (11,052) | (11,202) |
(Increases)/Decreases | 849 | (219) |
Currency translation adjustments | 3 | 14 |
At the end of the period | (10,200) | (11,407) |
Movements in the impairment allowance of PP&E are as follows:
March 31, | ||
2023 | 2022 | |
At the beginning of the year | (939) | (3,841) |
Increases | (252) | (2,084) |
At the end of the period | (1,191) | (5,925) |
NOTE 8 - INTANGIBLE ASSETS
March 31, | December 31, | |
2023 | 2022 | |
Intangible assets | 315,822 | 323,413 |
Impairment allowance | (13,230) | (13,230) |
Total intangible assets | 302,592 | 310,183 |
Movements in Intangible assets (without considering the impairment allowance) are as follows:
March 31, | ||
2023 | 2022 | |
At the beginning of the year | 323,413 | 364,557 |
CAPEX | 1,035 | 1,438 |
Currency translation adjustments | (41) | (370) |
Net carrying value of decreases | - | (12,781) |
Amortization of the period | (8,585) | (8,781) |
At the end of the period | 315,822 | 344,063 |
F-15
TELECOM ARGENTINA S.A.
Movements in Impairment allowance of intangible assets are as follows:
March 31, | ||
2023 | 2022 | |
At the beginning of the year | (13,230) | (22,824) |
Increases | - | (3,187) |
Uses | - | 12,781 |
At the end of the period | (13,230) | (13,230) |
NOTE 9 - RIGHT OF USE ASSETS
March 31, | December 31, | |
2023 | 2022 | |
Leases rights of use | ||
Sites | 50,036 | 50,385 |
Real estate and others | 9,304 | 9,453 |
Poles | 7,424 | 3,783 |
Indefeasible right of use | 2,000 | 2,099 |
Asset retirement obligations | 10,739 | 10,889 |
Total rights of use assets | 79,503 | 76,609 |
Movements in right of use assets are as follows:
March 31, | ||
2023 | 2022 | |
At the beginning of the year | 76,609 | 79,236 |
Increase | 9,154 | 4,591 |
Net carrying value of decreases | (18) | (670) |
Currency translation adjustments | (24) | (402) |
Amortization of the period | (6,218) | (6,051) |
At the end of the period | 79,503 | 76,704 |
NOTE 10 - TRADE PAYABLES
March 31, | December 31, | |
Current | 2023 | 2022 |
Suppliers | 105,158 | 106,236 |
Companies under Sect. 33-Law No. 19,550 and Related Parties (Note 24.c) | 1,966 | 2,419 |
107,124 | 108,655 | |
Non-current | ||
Suppliers | 365 | 388 |
365 | 388 | |
Total trade payables | 107,489 | 109,043 |
NOTE 11 - BORROWINGS
March 31, | December 31, | |
Current | 2023 | 2022 |
Bank overdrafts - principal | 33,518 | 9,264 |
Bank and other financial entities loans - principal | 45,411 | 48,780 |
Notes - principal | 58,008 | 57,706 |
DFI | 4 | 23 |
Loans for purchase of equipment | 5,584 | 6,414 |
Interest and related expenses | 38,277 | 41,374 |
180,802 | 163,561 | |
Non-current | ||
Notes - principal | 224,871 | 220,422 |
Bank and other financial entities loans - principal | 111,490 | 124,883 |
Loans for purchase of equipment | 4,251 | 5,423 |
Interest and related expenses | 48,456 | 56,866 |
389,068 | 407,594 | |
Total borrowings | 569,870 | 571,155 |
F-16
TELECOM ARGENTINA S.A.
Movements in Borrowings are as follows:
Balances at the beginning of the year | Cash | Accrued | Exchange differences, currency translation adjustments and others | Balances as of March 31, 2023 | |
Bank overdrafts | 9,264 | 28,265 | - | (4,011) | 33,518 |
Bank and other financial entities loans - principal | 173,663 | (11,437) | - | (5,325) | 156,901 |
Notes - principal | 278,128 | 10,319 | - | (5,568) | 282,879 |
DFI | 23 | (913) | - | 894 | 4 |
Loans for purchase of equipment | 11,837 | (1,864) | - | (138) | 9,835 |
Interests and related expenses | 98,240 | (17,659) | 3,109 | 3,043 | 86,733 |
Total as of March 31, 2023 | 571,155 | 6,711 | 3,109 | (*) (11,105) | 569,870 |
Total as of March 31, 2022 | 632,940 | 4,290 | 409 | (**) (27,852) | 609,787 |
(*) Includes $647 of loans that do not represent cash movement.
(**) Includes $3,146 of loans that do not represent cash movement.
Most of the bank and other financing entities loans subscribed by the Company contain compliance ratios which are usual for this kind of agreements. As of March 31, 2023, Telecom has complied with them.
Recent developments of Borrowings as of the date of these unaudited consolidated financial statements are detailed below:
a) | Notes |
Telecom Argentina
Global Programs for the issuance of Notes
In connection with the Notes Global Program for a maximum outstanding amount of US$3,000 million or its equivalent in other currencies, the Company announced the subscription of new series of notes. The amount of the Notes finally issued and its main characteristics are detailed below:
Series | Currency | Amount (in millions) | Issuance date | Maturity date | Amortization | Interest rate |
Interest payment date | Unpaid (in millions) |
14 | US$ linked | 62.4 | 02/10/2023 | 02/10/2028 | In one installment at maturity date | Fixed rate of 1.00% | Quarterly basis | 12,990 |
b) | Bank and other financing entities loans |
Below are the main updates related to the loans reported in Note 13 to the consolidated financial statements as of December 31, 2022:
China Development Bank Shenzhen Branch ("CDB") Loan
During the current period the Company has subscribed new tranches for a total of RMB 49 million, equivalent to $1,348.
Cisco Systems Capital Corporation
During the current period, the Company had additions for US$0.8 million, equivalent to $154.During April, 2023, the Company had additions for US$1 million, equivalent to $214.
Banco Santander Argentina S.A. Loan ("Santander")
During March, 2023, the Company executed an addendum to Santander loan signed on March, 2022 for a total amount of $3,500, and agreed to change the principal maturity amortization schedule whose maturity was on March 9, 2023, by deferring it to July 10, 2023. Additionally, a new fixed interest rate of 73.5% annual nominal was renegotiated. This transaction was recognized as a debt refinancing, recognizing a loss of $312 that is included in "Financial debt renegotiation results" item, within Debt financial results.
F-17
TELECOM ARGENTINA S.A.
NOTE 12 - SALARIES AND SOCIAL SECURITY PAYABLES
March 31, | December 31, | |
2023 | 2022 | |
Current | ||
Salaries, annual complementary salaries, vacation, bonuses and their social security payables | 34,948 | 42,687 |
Termination benefits | 2,785 | 3,148 |
37,733 | 45,835 | |
Non-current | ||
Termination benefits | 3,106 | 3,344 |
3,106 | 3,344 | |
Total salaries and social security payables | 40,839 | 49,179 |
NOTE 13 - INCOME TAX PAYABLE AND DEFERRED INCOME TAX ASSETS/LIABILITIES
Income tax payable by company is presented below:
March 31, | December 31, | |
2023 | 2022 | |
Núcleo | 297 | 306 |
Adesol | 25 | 24 |
Pem | 3 | 2 |
Opalker | 1 | 1 |
NYSSA | 67 | 49 |
Telecom USA | 24 | - |
417 | 382 |
Deferred Income tax assets and liabilities, net of Telecom and its subsidiaries, and the actions for recourse tax receivable are presented below:
March 31, | December 31, | |
2023 | 2022 | |
Tax loss carryforward | (8,957) | (37,015) |
Allowance for doubtful accounts | (10,741) | (10,934) |
Provisions | (3,616) | (3,669) |
PP&E and Intangible assets | 255,067 | 260,477 |
Cash dividends from foreign companies | 3,276 | 2,967 |
Income tax inflation adjustment deferral effect | 65,013 | 100,115 |
Other deferred tax liabilities (assets), net | (2,188) | (1,975) |
Total deferred tax liabilities, net | 297,854 | 309,966 |
Actions for recourse tax receivable | (888) | (1,081) |
Total deferred tax liability, net | (*) 296,966 | 308,885 |
Net deferred tax assets | (3,125) | (3,009) |
Net deferred tax liabilities | 300,091 | 311,894 |
(*) Includes $9 of currency translation adjustments on foreign subsidiaries' initial balances.
As of March 31, 2023, Telecom and some subsidiaries have cumulative tax loss carryforwards of approximately $25,847 (including $68 of unrecognized tax loss carryforwards for considering them non-recoverable), that calculated considering statutory income tax rate, represents a deferred tax asset of approximately $8,957.
The detail of the maturities of estimated Tax loss carryforward is disclosed below:
Company |
Tax loss carryforward generation year |
Tax loss carryforward amount as of 03.31.2023 |
Tax loss carryforward expiration year |
Telecom | 2022 | 20,686 | 2027 |
Telemás (*) | 2019 | 461 | 2024 |
Micro Sistemas | 2021 | 240 | 2026 |
Micro Sistemas | 2022 | 3,432 | 2027 |
Micro Sistemas | 2023 | 882 | 2028 |
Televisión Dirigida | 2023 | 78 | 2028 |
AVC | 2021 | 3 | 2026 |
AVC | 2022 | 50 | 2027 |
AVC | 2023 | 15 | 2028 |
25,847 |
(*) This company is consolidated in the financial statements of Adesol.
Income tax expense differed from the amounts computed by applying the Company's statutory income tax rate to pre-tax income as a result of the following:
F-18
TELECOM ARGENTINA S.A.
Three-month period ended March 31, | ||
2023 | 2022 | |
Profit (loss) | ||
Income before income tax | 16,710 | 48,453 |
Non-taxable items - Earnings from associates | (425) | (245) |
Non-taxable items - Other | (437) | 278 |
Restatement in current currency of Equity, goodwill and other | 110,278 | 85,572 |
Subtotal | 126,126 | 134,058 |
Effective income tax rate | 34.74% | 34.89% |
Income tax expense at statutory tax rate of each subsidiary | (43,816) | (46,769) |
Deferred tax liability restatement in current currency and other | 89,965 | 80,477 |
Income tax inflation adjustment | (33,537) | (33,255) |
Income tax on cash dividends of foreign companies | (839) | (396) |
Income tax benefit(*) | 11,773 | 57 |
Current tax | (80) | (22,405) |
Deferred tax | 11,853 | 22,462 |
Income tax benefit | 11,773 | 57 |
(*) In 2022 includes $22,630 corresponding to the adjustment made in the Income tax affidavit of 2021, which includes, among others, the effects related to the full application of the tax inflation adjustment mechanisms detailed in Note 15 to the consolidated financial statements as of December 31, 2022.
NOTE 14 -OTHER TAXES PAYABLES
March 31, | December 31, | |
2023 | 2022 | |
Current | ||
Other national taxes | 12,190 | 9,944 |
Provincial taxes | 637 | 1,143 |
Municipal taxes | 1,001 | 1,002 |
13,828 | 12,089 | |
Non- current | ||
Provincial taxes | 31 | 54 |
31 | 54 | |
Total other taxes payables | 13,859 | 12,143 |
NOTE 15 - LEASES LIABILITIES
March 31, | December 31, | |
2023 | 2022 | |
Current | ||
Argentina | 10,993 | 10,929 |
Abroad | 274 | 273 |
11,267 | 11,202 | |
Non- current | ||
Argentina | 21,043 | 20,921 |
Abroad | 3,350 | 3,054 |
24,393 | 23,975 | |
Total leases liabilities | 35,660 | 35,177 |
Movements in Leases liabilities are as follows:
March 31, | ||
2023 | 2022 | |
At the beginning of the fiscal year | 35,177 | 44,857 |
Increases (*) | 9,154 | 4,591 |
Financial results, net (**) | 2,295 | 1,866 |
Payments | (4,536) | (3,015) |
Decreases (included RECPAM and currency translation adjustments) | (6,430) | (7,955) |
At the end of the period | 35,660 | 40,344 |
(*) Included in Rights of use assets acquisitions.
(**) Included in Other exchange differences and Other interests, net and other investments results.
F-19
TELECOM ARGENTINA S.A.
NOTE 16 - OTHER LIABILITIES
March 31, | December 31, | |
Current | 2023 | 2022 |
Deferred revenues on prepaid credit | 2,888 | 3,188 |
Deferred revenues on connection fees and international capacity leases | 1,342 | 1,642 |
Debt for acquisition of NYSSA | 246 | 240 |
Advances received for assets held for sale | 426 | - |
Other | 572 | 968 |
5,474 | 6,038 | |
Non-current | ||
Deferred revenues on connection fees and international capacity leases | 901 | 1,018 |
Pension benefits | 1,150 | 1,070 |
Debt for acquisition of NYSSA | 613 | 631 |
Advances received for assets held for sale | - | 426 |
Other | 33 | 32 |
2,697 | 3,177 | |
Total other liabilities | 8,171 | 9,215 |
NOTE 17 - PROVISIONS
Movements in Provisions are as follows:
Balances as of December 31, 2022 | Additions | Reclassifications | Payments | RECPAM and currency translation adjustments | Balances
as of | ||
Capital (i) |
Interest | ||||||
Current | |||||||
Legal Claims and contingent liabilities | 3,206 | 283 | - | 797 | (462) | (556) | 3,268 |
Total current provisions | 3,206 | 283 | - | 797 | (462) | (556) | 3,268 |
Non- Current | |||||||
Legal Claims and contingent liabilities | 7,921 | 1,077 | 376 | (797) | - | (945) | 7,632 |
Asset retirement obligations | 6,266 | - | - | - | - | (1,115) | 5,151 |
Total non-current provisions | 14,187 | 1,077 | 376 | (797) | - | (2,060) | 12,783 |
Total provisions | 17,393 | 1,360 | 376 | - | (462) | (2,616) | 16,051 |
Balances as of December 31, 2021 | Additions | Reclassifications | Payments | RECPAM and currency translation adjustments | Balances
as of | ||
Capital (i) |
Interest | ||||||
Current | |||||||
Legal Claims and contingent liabilities | 5,089 | 114 | - | 764 | (1,030) | (655) | 4,282 |
Total current provisions | 5,089 | 114 | - | 764 | (1,030) | (655) | 4,282 |
Non- Current | |||||||
Legal Claims and contingent liabilities | 14,485 | 799 | 47 | (764) | - | (953) | 13,614 |
Asset retirement obligations | 8,219 | - | - | - | - | (1,142) | 7,077 |
Total non-current provisions | 22,704 | 799 | 47 | (764) | - | (2,095) | 20,691 |
Total provisions | 27,793 | 913 | 47 | - | (1,030) | (2,750) | 24,973 |
(i) | Charged to Other operating expenses. |
(ii) | Charged to Other financial results, net - Other interests, net and other investments results. |
NOTE 18 - ADDITIONAL INFORMATION OF FINANCIAL ASSETS AND LIABILITIES
Financial assets and liabilities denominated in foreign currencies
Financial assets and liabilities denominated in foreign currencies as of March 31, 2023, and December 31, 2022 are the following:
03.31.2023 | 12.31.2022 | |
In equivalent millions of Argentine pesos | ||
Assets | 44,433 | 57,058 |
Liabilities | (527,815) | (539,395) |
Net Liabilities | (483,382) | (482,337) |
In order to reduce this net position (debt) in foreign currency, Telecom has DFI as of March 31, 2023 amounting to US$65 million, therefore the net liability not hedged amounts to approximately US$2,248 million as of that date.
F-20
TELECOM ARGENTINA S.A.
Offsetting of financial assets and financial liabilities in scope of IFRS 7
The information required by the amendment to IFRS 7 as of March 31, 2023 and December 31, 2022 is as follows:
As of March 31, 2023 | ||||
Trade receivables |
Other receivables |
Trade payables |
Other liabilities | |
Current and non-current assets (liabilities) - Gross value | 51,246 | 6,038 | (110,470) | (2,452) |
Offsetting | (2,981) | (616) | 2,981 | 616 |
Current and non-current assets (liabilities) - Book value | 48,265 | 5,422 | (107,489) | (1,836) |
As of December 31, 2022 | ||||
Trade receivables |
Other receivables |
Trade payables |
Other liabilities | |
Current and non-current assets (liabilities) - Gross value | 48,902 | 6,109 | (112,010) | (2,385) |
Offsetting | (2,967) | (555) | 2,967 | 555 |
Current and non-current assets (liabilities) - Book value | 45,935 | 5,554 | (109,043) | (1,830) |
Fair value hierarchy and other disclosures
The measurement at fair value of the financial instruments of Telecom are classified according to the three levels set out in IFRS 13:
- | Level 1: Fair value determined by quoted prices (unadjusted) in active markets for identical assets or liabilities. |
- | Level 2: Fair value determined based on inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (e.g. as prices) or indirectly (e.g. derived from prices). |
- | Level 3: Fair value determined by unobservable inputs where the reporting entity is required to develop its own assumptions. |
Financial assets and liabilities recognized at fair value as of March 31, 2023 and December 31, 2022, and the level of hierarchy are listed below:
March 31, 2023 | Level 1 | Level 2 | Total | |||
Assets | ||||||
Current Assets | ||||||
Mutual Funds (1) | 10,369 | - | 10,369 | |||
Government bonds (1) | 50,001 | - | 50,001 | |||
Other receivables: DFI | - | 139 | 139 | |||
Other receivables: Indemnification assets | - | 42 | 42 | |||
Non-current Assets | ||||||
Other receivables: DFI | - | 83 | 83 | |||
Total assets | 60,370 | 264 | 60,634 | |||
Liabilities | ||||||
Current Liabilities | ||||||
Other liabilities: Debt for acquisition of NYSSA | - | 246 | 246 | |||
Borrowings: DFI | - | 4 | 4 | |||
Non-current Liabilities | ||||||
Other liabilities: Debt for acquisition of NYSSA | - | 613 | 613 | |||
Total Liabilities | - | 863 | 863 |
December 31, 2022 | Level 1 | Level 2 | Total | |||
Assets | ||||||
Current Assets | ||||||
Mutual Funds (1) | 7,024 | - | 7,024 | |||
Government bonds (1) | 15,946 | - | 15,946 | |||
Other receivables: DFI | - | 142 | 142 | |||
Other receivables: Indemnification assets | - | 43 | 43 | |||
Non-current Assets | ||||||
Other receivables: DFI | - | 245 | 245 | |||
Total assets | 22,970 | 430 | 23,400 | |||
Liabilities | ||||||
Current Liabilities | ||||||
Other liabilities: Debt for acquisition of NYSSA | - | 240 | 240 | |||
Borrowings: DFI | - | 23 | 23 | |||
Non-current Liabilities | ||||||
Other liabilities: Debt for acquisition of NYSSA | - | 631 | 631 | |||
Total liabilities | - | 894 | 894 |
(1) | Mutual Funds are included in Cash and cash equivalents, Investments and Guarantee of financial operations included in Other receivables. Government bonds are included in Cash and cash equivalents and Investments. |
F-21
TELECOM ARGENTINA S.A.
In relation to the fair values set forth above, as of March 31, 2023, there were no changes in the methods and assumptions used with respect to what was reported in Note 22 to the consolidated financial statements as of December 31, 2022.
The Company also has certain financial instruments that are not measured at fair value for which the book value approximates their fair value, except for:
Borrowings
As of March 31, 2023, fair value of borrowings is as follows:
Carrying Value | Fair Value | |
Notes | 322,413 | 324,715 |
Other borrowings | 247,457 | 244,999 |
569,870 | 569,714 |
The fair value of the borrowings was assessed as follows:
a) | The fair value of Notes traded in active markets was measured based on quoted market prices at the end of the reporting period. As a result, its valuation classifies as Level 1. |
b) | The fair value of Notes that are not traded in an active market was measured based on quotes provided by first-tier financial entities, so their valuation qualifies as Level 2. |
c) | Fort the rest of the borrowings, the fair values were calculated based on cash flows discounted using a current lending rate, so as they are classified as level 3. |
NOTE 19 - PURCHASE COMMITMENTS
The Company has entered into various purchase commitments with domestic and foreign suppliers amounting to approximately $185,085 as of March 31, 2023 (of which $43,290 corresponds to fixed assets commitments).
NOTE 20 - EQUITY
As of March 31, 2023 and December 31, 2022, the capital stock of Telecom Argentina amounts to $2,153,688,011, represented by the same number of common book-entry shares with nominal value of $1 peso, as detailed below:
Class of Shares | Total | |
Class "A" | 683,856,600 | |
Class "B" | 628,058,019 | |
Class "C" | 106,734 | |
Class "D" | 841,666,658 | |
Total | 2,153,688,011 |
As of the date of these unaudited consolidated financial statements, all the shares of Telecom Argentina are authorized by the CNV for public offering.
Class B Shares are listed and traded on the leading companies' panel of the BYMA and the ADS representing 5 Class "B" shares of the Company are traded on the NYSE under the symbol TEO.
NOTE 21 - REVENUES
Three-month period ended March 31, | ||
2023 | 2022 | |
Mobile Services | 87,610 | 92,704 |
Internet Services | 47,017 | 51,571 |
Cable Television Services | 39,909 | 46,947 |
Fixed and Data Services | 24,501 | 30,279 |
Other services revenues | 1,745 | 1,955 |
Subtotal Services revenues | 200,782 | 223,456 |
Equipment revenues | 14,036 | 16,331 |
Total Revenues | 214,818 | 239,787 |
NOTE 22 - OPERATING EXPENSES
Operating expenses disclosed by nature of expense amounted to $217,908 and $237,219 for the three-month periods ended March 31, 2023 and 2022, respectively. The main components of the operating expenses are the following:
F-22
TELECOM ARGENTINA S.A.
Three-month period ended March 31, | ||
2023 | 2022 | |
Employee benefit expenses and severance payments | Profit (loss) | |
Salaries, social security expenses and benefits | (48,394) | (46,091) |
Severance indemnities | (2,600) | (2,762) |
Other employee expenses | (675) | (624) |
(51,669) | (49,477) | |
Fees for services, maintenance, materials and supplies | ||
Maintenance and materials | (12,098) | (14,221) |
Fees for services | (12,870) | (11,222) |
Directors and Supervisory Committee's members' fees | (217) | (159) |
(25,185) | (25,602) | |
Taxes and fees with the Regulatory Authority | ||
Turnover tax | (7,946) | (8,858) |
Regulatory Entity Fees | (4,242) | (4,693) |
Municipal taxes | (2,215) | (2,519) |
Other taxes and fees | (2,139) | (2,266) |
(16,542) | (18,336) | |
Cost of equipment and handsets | ||
Inventory balance at the beginning of the year | (8,445) | (8,153) |
Plus: | ||
Purchases | (11,898) | (10,029) |
Other | 1,102 | 535 |
Less: | ||
Inventory balance at the end of the period | 9,273 | 5,367 |
(9,968) | (12,280) | |
Other operating expenses | ||
Legal Claims and contingent liabilities | (1,360) | (913) |
Rental and internet capacity | (1,247) | (1,487) |
Energy, water and other services | (4,265) | (3,959) |
Postage, freight and travel expenses | (1,420) | (1,461) |
Other | (376) | (837) |
(8,668) | (8,657) | |
Depreciation, amortization and impairment of fixed assets | ||
Depreciation of PP&E | (53,058) | (61,195) |
Amortization of intangible assets | (8,585) | (8,781) |
Amortization of rights of use assets | (6,218) | (6,051) |
Impairment of fixed assets | (275) | (4,535) |
(68,136) | (80,562) |
Operating expenses, disclosed per function are as follows:
Concept | Operating costs |
Administration costs |
Commercialization costs |
Other expenses |
Total 03.31.2023 |
Total 03.31.2022 |
Employee benefit expenses and severance payments | (28,252) | (11,367) | (12,050) | - | (51,669) | (49,477) |
Interconnection costs and transmission costs | (6,408) | - | - | - | (6,408) | (7,328) |
Fees for services, maintenance, materials and supplies | (10,659) | (4,517) | (10,009) | - | (25,185) | (25,602) |
Taxes and fees with the Regulatory Authority | (16,279) | (107) | (156) | - | (16,542) | (18,336) |
Commissions and advertising | (114) | - | (12,403) | - | (12,517) | (13,126) |
Cost of equipment and handsets | (9,968) | - | - | - | (9,968) | (12,280) |
Programming and content costs | (12,316) | - | - | - | (12,316) | (15,316) |
Bad debt expenses | - | - | (6,499) | - | (6,499) | (6,535) |
Other operating expenses | (5,896) | (1,001) | (1,771) | - | (8,668) | (8,657) |
Depreciation, amortization and impairment of fixed assets | (52,506) | (9,475) | (5,880) | (275) | (68,136) | (80,562) |
Total as of 03.31.2023 | (142,398) | (26,467) | (48,768) | (275) | (217,908) | |
Total as of 03.31.2022 | (157,758) | (25,662) | (49,264) | (4,535) | (237,219) |
F-23
TELECOM ARGENTINA S.A.
NOTE 23 - FINANCIAL RESULTS
Three-month period ended March 31, | ||
2023 | 2022 | |
Profit (loss) | ||
Interests on financial debts (*) | (3,058) | (537) |
Foreign currency exchange gains on financial debts (**) | 12,286 | 30,166 |
Financial debt renegotiation results | (312) | - |
Total Debt financial results | 8,916 | 29,629 |
Losses on operations with notes and bonds | (2,848) | (5,428) |
Other exchange differences | (814) | (119) |
Other interests, net and other investments results | 1,283 | 856 |
Other taxes and bank expenses | (2,079) | (2,302) |
Financial expenses on pension benefits | (269) | (241) |
Financial discounts on assets, debts and others | (832) | (1,107) |
RECPAM | 16,018 | 24,352 |
Total other financial results, net | 10,459 | 16,011 |
Total financial results, net | 19,375 | 45,640 |
(*) Includes $56 and ($128) corresponding to net losses generated by DFI in the three-month period ended March 31, 2023 and 2022, respectively.
(**) Includes ($494) and ($633) corresponding to net losses generated by DFI in the three-month period ended March 31, 2023 and 2022, respectively.
NOTE 24 - BALANCES AND TRANSACTIONS WITH COMPANIES UNDER SECTION 33 - LAW No. 19,550 AND RELATED PARTIES
a) | Controlling Company |
CVH is the controlling company of Telecom Argentina, holding directly and indirectly 28.16% of the capital stock of the Company. Additionally, both VLG (controlled by CVH) and Fintech, contributed to the Voting Trust, in accordance with the Shareholders´ Agreement, shares representing 10.92% of the capital of the Company so the shares subject to such agreement represent 21.84% of the total capital of the Company (the "Shares in Trust").
On March 10th 2023, CVH announced that the Board of Directors resolved to carry out a corporate reorganization process through the merger by absorption of VLG. On April 28th, 2023, the Ordinary and Extraordinary General Shareholders' Meeting held, the shareholders of CVH approved the corporate reorganization process and the Pre-Merger Commitment. CVH will proceed to sign the Definitive Merger Commitment within the legal terms.
According to the Voting Trust Agreement, the trustee appointed by CVH must vote the Shares in Trust as instructed or voted by CVH with respect to all issues except in respect of certain matters subject to veto under the Shareholders' Agreement.
For further details on the Voting Trust Agreement and the Shareholders' Agreement, see Note 27 to the consolidated financial statements as of December 31, 2022.
b) | Related Parties |
For the purposes of these unaudited consolidated financial statements, related parties are those individuals or legal entities which are related to Telecom in terms of IAS 24.
c) | Balances with Companies under section 33 - Law No. 19,550 and Related Parties |
· | Companies under section 33 - Law No. 19,550 - Associates |
CURRENT ASSETS | March 31, | December 31, |
Trade receivables | 2023 | 2022 |
Ver TV | 1 | 1 |
1 | 1 | |
Other receivables | ||
La Capital Cable | 150 | 409 |
Ver TV | 132 | 2 |
282 | 411 | |
CURRENT LIABILITIES | ||
Trade payables | ||
TSMA | 1 | 1 |
1 | 1 |
F-24
TELECOM ARGENTINA S.A.
· | Related parties |
CURRENT ASSETS | March 31, | December 31, |
Trade receivables | 2023 | 2022 |
Other Related parties | 293 | 273 |
293 | 273 | |
Other receivables | ||
Other Related parties | 3 | 5 |
3 | 5 | |
CURRENT LIABILITIES | ||
Trade payables | ||
Other Related parties | 1,965 | 2,418 |
1,965 | 2,418 |
d) | Transactions with Companies under section 33 - Law No. 19,550 and related parties |
· | Companies under section 33 - Law No. 19,550- Associates |
Transaction | Three-month period ended March 31, | ||
2023 | 2022 | ||
Profit (loss) | |||
Revenues | |||
La Capital Cable | Services revenues and other revenues | - | 22 |
Ver TV | Services revenues and other revenues | 3 | 4 |
3 | 26 | ||
Operating costs | |||
La Capital Cable | Fees for services | (226) | (61) |
(226) | (61) |
· | Related Parties |
Transaction | Three-month period ended March 31, | ||
2023 | 2023 | ||
Profit (loss) | |||
Revenues | |||
Other Related parties | Services and advertising revenues | 169 | 153 |
169 | 153 | ||
Operating costs | |||
Other Related parties | Programming costs | (1,822) | (2,178) |
Other Related parties | Editing and distribution of magazines | (323) | (454) |
Other Related parties | Advisory services | (297) | (278) |
Other Related parties | Advertising purchases | (110) | (172) |
Other Related parties | Other purchases and commissions | (83) | (104) |
(2,635) | (3,186) |
The transactions discussed above were made by Telecom under the same conditions than would have been obtained from unaffiliated third parties. When Telecom's transactions represented more than 1% of its total shareholders' equity, they were approved according to Law No. 26,831, the Bylaws and the Executive Committees' Faculties and Performance Regulation.
NOTE 25 - RESTRICTIONS ON DISTRIBUTION OF PROFITS
Under the LGS, the by-laws of the Company and rules and regulations of the CNV, a minimum of 5% of net income for the year in accordance with the statutory books, plus/less previous years' adjustments and accumulated losses must be appropriated by resolution of the shareholders to a legal reserve until such reserve reaches 20% of the outstanding capital (common stock) plus inflation adjustment of common stock.
NOTE 26 - RECENT DEVELOPMENTS CORRESPONDING TO THE THREE-MONTH PERIOD ENDED MARCH 31, 2023
1. | Regulatory issues |
a) | Decree No. 690/20 - Amendment to the LAD |
In relation to the situation described in Note 2.c).ii) in the consolidated financial statements as of December 31, 2022, on March 8, 2023 the precautionary measure, which suspended the application of the standard, was extended for an additional period of six months. Consequently, the precautionary measure is fully in force as of the issuance date of these unaudited consolidated financial statements. Additionally, before the appeals presented by the National Executive Branch and ENACOM, on May 5, 2023, the Chamber II of the Court of Appeals denied the appeals and granted the extension of the precautionary measure.
F-25
TELECOM ARGENTINA S.A.
NOTE 27 - SUBSEQUENT EVENTS TO MARCH 31, 2023
Acquisition of the Open Pass Holding Corp Joint Venture
On April 24, 2023, the Company entered into a share subscription agreement, whereby it subscribed 1,000 Class B common shares, entitled to one vote per share, of Open Pass Holding Corp. ("OPHC"), representing 50% of its capital stock, as well as an agreement regarding the joint corporate governance of OPHC and its subsidiaries.
OPHC, a company incorporated in the state of Delaware, USA, holds a 100% equity interest in Open Pass S.A.U. ("Open Pass"), a company that provides computer services related to software development and maintenance. Micro Sistemas holds an agreement for the use and development of the electronic wallet platform.
The transaction price was set at US$ 13.8 million. On the date of subscription of the shares, the Company paid US$4.8 million (US$4.3 million in cash and US$0.5 million through the delivery of government securities), and the outstanding balance will be settled in three equal annual installments.
In April, 2023, Micro Sistemas assigned to the Company the call option rights receivable over Open Pass shares granted to Micro Sistemas by certain shareholders of Open Pass, which expired on April 30, 2023.
In addition, in March, 2023, the Company set up a guarantee trust to which the Company transferred trust assets for US$ 9.1 million, which include the outstanding balance to be settled for the acquisition of the Joint Venture.
Provisions of the Ordinary and Extraordinary Shareholders' Meeting of Telecom
At the Ordinary and Extraordinary Shareholders' Meeting held on April 27, 2023, the shareholders of Telecom decided, among other:
(i) To approve the Board of Directors' proposal stated in current currency as of March 31, 2023 using the National Consumer Price Index pursuant to CNV Resolution No. 777/18 in connection with the Accumulated Deficit as of December 31, 2022 for 207,832,672,505 Argentine pesos ($253,000 in current currency as of March 31, 2023). The Board proposed: i) to reclassify to the "Contributed Surplus" 273,927,247,113 Argentine pesos ($333,458 in current currency as of March 31, 2023) resulting from the adjustment for the loss of the higher value allocated to the assets and liabilities identified and incorporated as of the date of merger, which gave rise to the creation of the Contributed Surplus, (ii) to appropriate to the "Voluntary reserve to maintain the Company's level of capital expenditures and its current solvency level" the total amount of the difference in the accumulated deficit for 66,094,574,608 Argentine pesos ($80,458 in current currency as of March 31, 2023);
(ii)to delegate on the Board of Directors the power to reverse before December 31, 2023 the "Voluntary reserve to maintain the Company's level of capital expenditures and its current solvency level" in an amount that will allow to distribute the 2030 Global Bonds as dividends in kind for up to a nominal amount of US$473,623,896.
Distribution of dividends in kind
Pursuant to the powers delegated by the shareholders of Telecom Argentina at the Ordinary and Extraordinary Shareholders' Meeting held on April 27, 2023, on May 3, 2023, the Board of Directors decided to partially reverse the "Voluntary reserve to maintain the Company's level of capital expenditures and its current solvency level" for $47,701 to be distributed as dividends in kind through the delivery of Global Bonds of the Argentine Republic amortizable in US dollars due on July 9, 2030 (the "2030 Global Bonds"), for a nominal value of US$ 411,214,954.
Export Development Canada (EDC)
On May 5, 2023, the Company submitted a proposal for an export credit line for a total amount of up to US$50 million to EDC, the official export credit agency of Canada.
The funds received will be used to finance up to 100% of the payments due to Nokia Solutions and Networks Oy and/or Nokia Spain S.A., delivered during August 30, 2022 to November 1, 2024.
As of the date of these unaudited consolidated financial statements, the Company has not received any disbursement related to the aforementioned credit line.
Carlos Moltini | ||
Chairman of the Board of Directors |
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Telecom Argentina SA published this content on 11 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 11 May 2023 17:03:01 UTC.