EXHIBIT 99.3

 

UNAUDITED CONSOLIDATED INTERIM FINANCIAL INFORMATION OF COMPANHIA DE PARTICIPAÇÕES EM CONCESSÕES

 

 

 

Companhia de Participações em Concessões

 

Unaudited Consolidated Interim Financial Information for the six month period ended June 30, 2026

 

 

 

Companhia de Participações em Concessões

Unaudited consolidated interim financial information
for the six month period ended June 30, 2026

 

Table of Contents

 

Report on the review of the consolidated interim financial information 3
   
Unaudited consolidated statement of financial position 5
   
Unaudited consolidated statement of profit or loss 7
   
Unaudited consolidated statement of comprehensive income 8
   
Unaudited consolidated statement of changes in equity 9
   
Unaudited consolidated statement of cash flows – Indirect Method 10
   
Notes to the unaudited consolidated information 12

 

 

 

 

 

KPMG Auditores Independentes Ltda.

Rua Verbo Divino, 1400 - Conjunto Térreo ao 801 - parte,

Chácara Santo Antônio, CEP 04719-911, São Paulo - SP

Caixa Postal 79518 - CEP 04707-970 - São Paulo - SP - Brasil

Telefone: 55 (11) 3940-1500

kpmg.com.br

 

Independent Auditors’ Report on Review of Consolidated Interim Financial Information

 

To the Shareholders and management of

Companhia de Participações em Concessões

São Paulo

 

Introduction

 

We have reviewed the accompanying consolidated statement of financial position of Companhia de Participações em Concessões (“the Company”) as at June 30, 2026, the consolidated statements of profit or loss, comprehensive income, changes in equity and cash flows for the six-month period then ended, and notes, comprising material accounting policies and other explanatory information (“the consolidated interim financial information”). Management is responsible for the preparation and fair presentation of this consolidated interim financial information in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (IFRS Accounting Standards) including the requirements of IAS 34, “Interim Financial Reporting”. Our responsibility is to express a conclusion on this consolidated interim financial information based on our review.

 

Scope of Review

 

We conducted our review in accordance with the International Standard on Review Engagements 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 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.

 

KPMG Auditores Independentes Ltda., uma sociedade simples brasileira, de responsabilidade limitada e firma-membro da organização global KPMG de firmas-membro independentes licenciadas da KPMG International Limited, uma empresa inglesa privada de responsabilidade limitada.  KPMG Auditores Independentes Ltda., a Brazilian limited liability company and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.

 

3

 

  

Conclusion

 

Based on our review, nothing has come to our attention that causes us to believe that the accompanying consolidated interim financial information do not give a true and fair view of the financial position of the Company as at June 30, 2026, and of its financial performance and its cash flows for the six-month period then ended in accordance with IFRS Accounting Standards including the requirements of IAS 34, “Interim Financial Reporting”.

 

São Paulo, September 21, 2026  
   
KPMG Auditores Independentes Ltda.  
CRC 2SP014428/O-6  
   
/s/ Fabian Junqueira Sousa  
Fabian Junqueira Sousa  
Accountant CRC 1SP235639/O-0  

 

KPMG Auditores Independentes Ltda., uma sociedade simples brasileira, de responsabilidade limitada e firma-membro da organização global KPMG de firmas-membro independentes licenciadas da KPMG International Limited, uma empresa inglesa privada de responsabilidade limitada.  KPMG Auditores Independentes Ltda., a Brazilian limited liability company and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.

 

4

 

 

Companhia de Participações em Concessões
Unaudited consolidated statement of financial position
As of June 30, 2026 and December 31, 2025
(In thousands of Mexican Pesos)

 

       Consolidated 
Assets  Note   06/30/2026   12/31/2025 
Current        5,089,504    5,194,334 
Cash and cash equivalents   7    2,501,520    2,711,795 
Financial investments   7    542,602    739,135 
Financial investments - restricted cash account   7    247,556    144,488 
Accounts receivable   8.1    890,843    885,878 
Accounts receivable with related parties   10    1,021    2,611 
Inventories        78,052    90,933 
Recoverable taxes        403,916    339,187 
Advances to suppliers        4,560    28,512 
Dividends and interest on capital   10    215,349    - 
Prepaid expenses and other credits        204,085    251,795 
                
Non-current        36,946,760    35,381,231 
Financial investments - restricted cash account   7    383,869    357,621 
Accounts receivable   8.1    2,228    3,965 
Inventories        48,369    25,764 
Recoverable taxes        270,559    136,054 
Deferred income tax and social security contribution   9.2    3,018,409    2,708,365 
Prepaid expenses and other credits        9,400    8,753 
                
Investments   11.1    1,425,551    1,467,967 
Property. plant and equipment   12    165,110    167,102 
Intangible assets   13    29,970,121    28,704,488 
Infrastructure under construction   13    1,649,973    1,794,801 
Right of use in lease        3,171    6,351 
                
Total Assets        42,036,264    40,575,565 

 

The notes are an integral part of the consolidated interim financial information.

 

5

 

 

Companhia de Participações em Concessões
Unaudited consolidated statement of financial position
As of June 30, 2026 and December 31, 2025
(In thousands of Mexican Pesos)

 

           Consolidated 
Liabilities and Equity  Note   06/30/2026   12/31/2025 
Current        2,554,115    2,583,492 
Loans and financing   14    178,028    231,031 
Debentures   15    255,329    247,383 
Suppliers        424,692    547,102 
Income tax and social security contribution        18,659    52,921 
Taxes and contributions payable        275,699    248,130 
Social. labor. and pension obligations        213,788    264,344 
Suppliers and accounts payable to related parties   10    425,372    312,833 
Dividends and interest on capital   10    128,905    129,928 
Obligations with the Concession Grantors   21.1 and 21.2    490,192    422,059 
Lease liabilities        3,030    6,155 
Obligations to be fulfilled        18,092    28,104 
Deferred revenue        23,947    6,700 
Other obligations        98,382    86,802 
                
Non-current        30,118,048    28,726,162 
Loans and financing   14    4,565,221    4,526,289 
Debentures   15    15,920,148    14,915,734 
Suppliers        3,869    4,729 
Taxes and contributions payable        468    920 
Deferred income tax and social security contribution   9.2    169,889    88,907 
Social. labor. and pension obligations        61,237    63,238 
Provision for civil. labor. social security. tax. and contractual risks:   16.1    28,413    101,988 
Obligations with the Concession Grantors   21.2    9,144,806    8,906,312 
Lease liabilities        212    268 
Deferred revenue        53,273    8,998 
Other obligations        170,512    108,779 
                
Equity   17    9,364,101    9,265,911 
Share capital        16,864,204    16,864,204 
Capital reserves        17,203    10,864 
Profit reserves        386,240    25,568 
Accumulated profits and losses        113,321    - 
Proposed additional dividend        -    360,672 
Equity valuation adjustment        (7,537,329)   (7,620,734)
Non-controlling interests (NCI)        (479,538)   (374,663)
                
Total liabilities and equity        42,036,264    40,575,565 

 

The notes are an integral part of the consolidated interim financial information.

 

6

 

 

Companhia de Participações em Concessões
Unaudited consolidated statement of profit or loss
For the semester ended June 30, 2026 and 2025
(In thousands of Mexican Pesos)

 

       Consolidated 
       2026   2025 
   Note   Jan - Jun   Jan - Jun 
Net operating revenue   18    5,022,122    4,610,112 
Costs of services provided        (3,074,672)   (2,434,063)
Construction costs        (794,391)   (652,546)
Services        (724,331)   (662,868)
Grant cost        (224,008)   (193,802)
Depreciation. amortization. and impairment        (558,643)   (211,571)
Personnel costs        (505,452)   (453,503)
Materials. equipment and vehicles        (76,290)   (73,401)
Other        (191,557)   (186,372)
Gross profit        1,947,450    2,176,049 
Operating expenses        (369,761)   (409,117)
Administrative and general expenses               
Personnel expenses        (235,463)   (220,598)
Services        (120,084)   (72,102)
Materials. equipment and vehicles        (12,814)   (9,356)
Depreciation and amortization        (14,777)   (14,399)
Non-deductible expenses. provisions and fines        (542)   343 
Advertising campaigns and events. fairs and newsletters        (18,207)   (23,232)
Rouanet Law. audiovisual. sports and other incentives        -    (2,511)
(Provision) reversal for civil. labor. social security. and contractual risks   16.1    71,503    (2,504)
Travels and lodging expenses        (6,932)   (9,688)
Water. electricity. telephone. internet and gas        (708)   (634)
Legal and judicial expenses        (288)   (592)
Contributions to trade unions and class associations        (2,546)   (3,564)
Taxes. fees and notary fees        (1,481)   (4,413)
Property rentals and condominiums        (2,424)   (2,296)
(Allowance) reversal for expected credit losses – trade receivables        3,993    (2,411)
Other operating expenses        (28,991)   (41,160)
Equity accounted-investees   11    256,185    339,492 
Income before financial result        1,833,874    2,106,424 
Net finance costs   19    (1,816,986)   (1,906,543)
Financial expenses        (2,016,365)   (2,081,749)
Financial revenues        199,379    175,206 
Profit before income tax and social contribution        16,888    199,881 
Current and deferred income tax and social security contribution   9.1    24,855    74,786 
Profit for the period        41,743    274,667 
Attributable to:               
Owners of the Company        113,321    407,836 
Non-controlling interests        (71,578)   (133,169)

 

The notes are an integral part of the consolidated interim financial information.

 

7

 

 

Companhia de Participações em Concessões
Unaudited consolidated statement of comprehensive income
For the semester ended June 30, 2026 and 2025
(In thousands of Mexican Pesos)

 

   Consolidated 
   06/30/2026   06/30/2025 
Profit for the period   41,743    274,667 
           
Other comprehensive income          
           
Items that will be subsequently reclassified to the statement of profit or loss   62,362    105,238 
Currency translation adjustments   20,639    105,238 
Cash flow hedge - reclassified to income - net of tax   41,723    - 
           
Total comprehensive income for the period   104,105    379,905 
           
Attributable to:          
Owners of the Company   196,726    17,512 
Non-controlling interests   (92,621)   362,393 

 

The notes are an integral part of the consolidated interim financial information.

 

8

 

 

Companhia de Participações em Concessões
Unaudited consolidated statements of changes in equity.
For the semester ended June 30, 2026 and 2025
(In thousands of Mexican Pesos)

 

           Capital reserve   Profit Reserves                         
                                   Equity         
                   Profit   Proposed   Currency   Accumulated   attributable to         
       Share     Long-Term        retention   additional   translation   profits and   owners of the   Non-controlling   Consolidated 
Consolidated  Note   capital   Incentive Plan   Legal   reserve   dividend   adjustments   losses   Company   Interests   equity 
Balances as of January 1. 2025       17,638,714   14,102   -   -   -   (3,983,272)   (2,906,571)  10,762,973   (268,935)  10,494,038 
Net profit for the period       -   -   -   -   -   -    407,836   407,836   (133,169)  274,667 
Long-Term Incentive Plans. payable in shares       -   9,148   -   -   -   -    -   9,148   -   9,148 
Other comprehensive income       -   -   -   -   -   (390,324)   -   (390,324)  495,562   105,238 
Balances as of June 30. 2025       17,638,714   23,250   -   -   -   (4,373,596)   (2,498,735)  10,789,633   93,459   10,883,092 
Balances as of January 1. 2026       16,864,204   10,864   25,568   -   360,672   (7,620,734)   -   9,640,574   (374,663)  9,265,911 
Net profit for the period   17   -   -   -   -   -   -    113,321   113,321   (71,578)  41,743 
Dividends paid       -   -   -   -   -   -    -   -   (12,255)  (12,255)
Long-Term Incentive Plans. payable in shares   17   -   6,339   -   -   -   -    -   6,339   -   6,339 
Other comprehensive income       -   -   -   -   -   83,405    -   83,405   (21,043)  62,362 
Allocations:                                              
Profit retention reserve   17   -   -   -   360,672   (360,672)  -    -   -   -   - 
Balances as of June 30. 2026       16,864,204   17,203   25,568   360,672   -   (7,537,329)   113,321   9,843,639   (479,538)  9,364,101 

 

The notes are an integral part of the consolidated interim financial information.

 

9

 

 

Companhia de Participações em Concessões
Unaudited consolidated statements of Cash Flows – Indirect Method
For the semester ended June 30, 2026 and 2025
(In thousands of Mexican Pesos)

 

       Consolidated 
Cash flow from operating activities  Note   06/30/2026   06/30/2025 
Profit for the period       41,743    274,667 
               
Adjustments as to:              
Deferred income tax and social contribution  9.2    (132,322)   (78,025)
(Reversal) allowance for expected credit losses – trade receivables  8.1    (3,993)   2,411 
Depreciation and amortization  12 and 13    511,262    141,745 
Write-off of fixed assets and intangible assets  12 and 13    15,777    346 
Amortization of the concession right generated in acquisitions  12 and 13    59,127    80,640 
Capitalization of borrowing costs  12 and 13    (40,703)   (87,138)
Net constitution of reversals and updates for provisions for civil, labor, social security, tax and contractual risks  18.1    (73,836)   3,737 
               
Monetary variation on obligations with the Concession Grantor  19    438,674    653,356 
Interest and monetary variation on loans, financing, debentures and commercial notes  19    1,317,290    1,223,367 
Income of derivatives operations  19    41,723    - 
Interest and adjustments for inflation  19    83,253    102,753 
Adjustment to present value on obligations with the Concession Grantors  19    124,043    215,513 
               
Exchange-rate variations on foreign suppliers and indemnities  19    (2,109)   (745)
Reversal of the leases present value adjustment  19    20    28 
Equity accounted-investees  11    (256,185)   (339,492)
Depreciation - leases       3,031    3,585 
Long-Term Bonus Program settled in shares       6,339    9,148 
               
Variation in assets and liabilities              
(Increase) decrease in assets              
Accounts receivable  8.1    31,879    56,983 
Accounts receivable - related parties  10    1,685    25,843 
Recoverable taxes       (62,039)   13,543 
Advances to suppliers       25,028    18,427 
Inventory       (5,943)   (3,235)
Prepaid expenses and others       55,852    100,436 
               
Increase (decrease) in liabilities              
Suppliers       (140,020)   (264,848)
Suppliers and accounts payable - related parties  10    19,651    (44,378)
Social, labor and social security obligations       (63,632)   (90,900)
Taxes and contributions payable and provision for income tax and social contribution       18,573    (148,257)
Income tax and social contribution payments       (33,394)   (5,587)
Provision payment for civil, labor, social security, tax risks and contractual  16.1    (3,519)   (1,226)
Obligations to be performed       (10,993)   9,515 
Obligations with the Concession Grantor  8.1 and 21    (560,840)   (140,564)
Deferred revenue       61,361    (11,628)
Other obligations       (52,428)   (289,950)
               
Net cash from operating activities       1,414,355    1,430,070 

 

10

 

 

Companhia de Participações em Concessões
Unaudited consolidated statements of Cash Flows – Indirect Method
For the semester ended June 30, 2026 and 2025
(In thousands of Mexican Pesos)

 

       Consolidated 
   Note   06/30/2026   06/30/2025 
Cash flow from investing activities            
             
Acquisition of fixed assets  12   (18,458)  (6,179)
Additions of intangible assets  13   (995,019)  (816,712)
Other fixed assets and intangible assets  12 and 13   -   2,702 
Dividends and interest on capital received      47,788   39,698 
Financial investments  7   221,974   (338,949)
Redemption / Financial investments - restricted cash account  7   (113,555)  (238,114)
             
Net cash used in investing activities      (857,270)  (1,357,554)
             
Cash flow from financing activities            
Funding (net of transaction costs)  14 and 15   -   1,035,723 
Principal payments  14 and 15   (83,629)  (214,588)
Interest payments  14 and 15   (756,888)  (681,340)
Dividends paid to shareholders of the parent company  11   -   (35)
Dividends paid to non-controlling shareholders  11   (12,255)  - 
Lease liabilities (principal and interest payments)      (3,054)  (7,187)
             
Net cash (used in) from financing activities      (855,826)  132,573 
             
Effect of exchange rate changes on cash and cash equivalents      88,466   58,429 
             
(Reduction) Increase in cash and cash equivalents      (210,275)  263,518 
             
Statement of (reduction) increase in cash and cash equivalents            
At the beginning of the period      2,711,795   2,490,144 
At the end of the period      2,501,520   2,753,662 
       (210,275)  263,518 

 

The notes are an integral part of the consolidated interim financial information.

 

11

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

1.Operational context

 

Companhia de Participações em Concessões (“CPC” or the “Company” or the “Group”) aims to assess new business opportunities, acting in the airport and related businesses, and is directly responsible for managing new business ventures. The registered office is located at Rua Pais Leme, 524, 4th floor, Room 1, Pinheiros, Postal Code 05.424-904, São Paulo - SP.

 

The fiscal year of the Company and its investees begins on January 1 and ends on December 31 of each year.

 

12

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

The companies in which the Company holds a direct or indirect interest, together with the respective percentage interests, are presented below:

 

Companies   Country   Direct investors   % interests
Subsidiaries            
Grupo de Aeropuertos Internacional AAH SRL (Aeropuertos)   Costa Rica   CCR Costa Rica Emprendimientos S.A.
CCR Costa Rica Concesiones y Participaciones S.A.
  48.77
51.23
Curaçao Airport Investment N.V. (CAI)   Curaçao   CCR España Concesiones y Participaciones S.L.U.
Companhia de Participações Aeroportuárias (CPA)
  39
51
Curaçao Airport Real Estate Enterprises N.V. (CARE)   Curaçao   Curaçao Airport Investment N.V. (CAI)   100
CCR España Concesiones y Participaciones S.L.U.     Spain   CPC   100
CCR España Emprendimientos S.L.U.   Spain   CPC   100
CCR Costa Rica Concesiones y Participaciones S.A.   Costa Rica   SJO Holding Ltd. (SJO Holding)   100
CCR Costa Rica Emprendimientos S.A.   Costa Rica   CCR España Concesiones y Participaciones S.L.U.   100
Companhia de Participações Aeroportuárias (CPA)   Brazil   CCR España Concesiones y Participaciones S.L.U.   80
Desarrollos de Aeropuertos Internacional AAH SRL (Desarrollos)   Costa Rica   CCR Costa Rica Emprendimientos S.A.
CCR Costa Rica Concesiones y Participaciones S.A.
  51
49
Green Airports Inc. (Green Airports)   British Virgin Islands   CPC   100
Inversiones Bancnat S.A. (IBSA BVI)   USA   Green Airports Inc. (Green Airports)
SJO Holding Ltd. (SJO Holding)
  50
50
Icaros Development Corporation S.A. (Icaros)   Ecuador   Quiport Holdings S.A. (Quiport Holdings)   100
Quiport Holdings S.A. (Quiport Holdings)   Uruguay   CCR España Emprendimientos S.L.U.   100
SJO Holding Ltd. (SJO Holding)   British Virgin Islands   CCR España Concesiones y Participaciones S.L.U.   100
Sociedade de Participação no Aeroporto de Confins S.A. (SPAC)   Brazil   CPC   75
Terminal Aerea General AAH SRL (Terminal)   Costa Rica   CCR Costa Rica Emprendimientos S.A.   50
Curaçao Airport Partners N.V. (CAP)   Curaçao   CAI   100
Concessionária do Aeroporto da Pampulha S.A. (Pampulha)   Brazil   CPC   100
Concessionária do Bloco Central S.A. (Bloco Central)   Brazil   CPC   100
Concessionária do Bloco Sul S.A. (Bloco Sul)   Brazil   CPC   100
Aeris Holding Costa Rica S.A. (Aeris)   Costa Rica   Aeropuertos
Desarrollos
Terminal
  42.50
52.40
2.60
Concessionaria do Aeroporto Internacional de Confins S.A. (BH Airport)   Brazil   SPAC   51
Joint ventures            
Quito Airport Management (Quiama)   USA   CCR España Emprendimientos S.L.U.   50
International Airport Finance S.A. (IAF)   Spain   CPC   46.50
Corporación Quiport S.A. (Quiport)   Ecuador   Quiport Holdings S.A. (Quiport Holdings)   46.50
Quito Airport Management Ecuador (Quiama Ecuador)   Ecuador   Quito Airport Management (Quiama)   100

 

13

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

Airports

 

The following table provides details of the airport concessions held by the Group. 

 

Airports
Concession
  Country   Direct investors   % interests   Airports   End of concession
        Aeropuertos   42.50        
Aeris Holding Costa Rica S.A. (Aeris)   Costa Rica   Desarrollos   52.40   1   May 2036
        Terminal   2.60        
Concessionaria do Aeroporto Internacional de Confins S.A. (BH Airport)   Brazil   SPAC   51   1   May 2044
Concessionária do Bloco Central S.A. (Bloco Central)   Brazil   CPC   100   6   November 2051
Concessionária do Bloco Sul S.A. (Bloco Sul)   Brazil   CPC   100   9   November 2051
Curaçao Airport Partners N.V. (CAP)   Curaçao   CAI   100   1   April 2033
Concessionária do Aeroporto da Pampulha S.A. (Pampulha)   Brazil   CPC   100   1   February 2052
Corporación Quiport S.A. (Quiport)   Ecuador   Quiport Holdings   46.50   1   January 2041

 

Other information

 

The Company’s concessions consist of the operation of infrastructure projects through the collection of tariffs and revenues arising from the operation of the assets granted, as well as from the rental of areas and commercial spaces. The concessionaires are responsible for constructing, repairing, expanding, preserving, maintaining, and operating the infrastructure under concession, in accordance with the respective concession agreements. The Concession Grantors will transfer to the concessionaires the real estate and other assets in their possession upon execution of the concession agreements. The concessionaires are responsible for ensuring the integrity of the assets transferred to them, as well as for making new investments in the construction or improvement of the infrastructure.

 

The concession agreements establish annual adjustments to the basic tariffs in accordance with specific formulas set forth therein, which are generally based on inflation indices also specified in the agreements. Although the concession agreements do not include renewal clauses, the concession term may be extended in the event that the economic and financial rebalancing of the agreement executed between the parties is required.

 

The rights of the concession grantors to terminate the Group’s concession agreements include the unsatisfactory performance of the concessionaire and the material breach of the terms of such agreements.

 

The Group’s concession agreements may be terminated at the initiative of the concessionaire in the event of non-compliance with contractual standards by the concession grantor, such as the concession grantor’s failure to make payments as established in the agreement, by means of specific legal action filed for such purpose. In this case, the services provided by the Group’s concessionaires may not be interrupted or suspended until a final and unappealable judicial decision is rendered.

 

14

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

Execution of the Share Purchase and Sale Agreement

 

On November 18, 2025, Motiva Infraestrutura de Mobilidade S.A. (“Motiva” or “Motiva Group”), the ultimate parent company of CPC, entered into a share purchase with Aeropuerto de Cancún, S.A. de C.V., a subsidiary of the Grupo Aeroportuario del Sureste (“ASUR”), pursuant to which Motiva agreed to sell, and ASUR agreed to acquire, all of the shares of CPC.

 

On September 1, 2026, the transaction was completed following the satisfaction of all conditions precedent. As a result of the completion of this transaction, CPC became a direct subsidiary of Aeropuerto de Cancún, S.A. de C.V. and an indirect subsidiary of ASUR, and Motiva ceased to hold any ownership interest in CPC.

 

Reversible assets, option to renew concession agreements, and rights to terminate the agreement

 

All rights, privileges, and assets acquired, built, or transferred under the concession agreement are returned to the Concession Grantor at the end of the concession period, as a general rule, no indemnification is payable upon such reversion. However, a few highway concession agreements provide for the right to reimbursement relating to the investments necessary to ensure the continuity and adjustment of the services comprised by the concession agreement, provided that they were not depreciated/amortized and the implementation of which, duly authorized by the Concession Grantor, has taken place over the last five years of the concession period.

 

2.Presentation of the consolidated interim financial information

 

Statement of compliance

 

These consolidated interim financial information have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (“IFRS Accounting Standards”) including the requirements of IAS 34 - Interim Financial Reporting.

 

On September 21, 2026, the Company’s Management authorized the issuance of the consolidated interim financial information.

 

15

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

Measurement basis

 

The consolidated interim financial information have been prepared on a historical cost basis, except for financial instruments measured at fair value through profit or loss.

 

Functional and presentation currency

 

The functional currency of CPC is BRL (Brazilian Real). These consolidated interim financial information were presented in Mexican pesos (“MXN”). All balances have been rounded up to the nearest thousand, unless otherwise indicated.

 

Use of estimates and judgments

 

The preparation of the consolidated interim financial information requires Management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts for assets, liabilities, revenues and expenses. Actual profit or loss may differ from those estimates.

 

Estimates and assumptions are periodically reviewed by the Company’s Management, and the changes are recognized prospectively.

 

Uncertainties regarding assumptions and estimates

 

Information about uncertainties related to assumptions and estimates at the reporting date that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities in the next year is included in the notes:

 

8.1. Expected credit loss: main assumptions for determining credit risk;

 

9.2. Recognition of deferred tax assets: availability of future taxable profit against which temporary deductible differences and tax losses can be used;

 

13. Amortization of intangible assets: amortization rate;

 

16. Provision for labor and social security risks: determination of sufficient value to cover probable estimated losses from ongoing lawsuits; and

 

20. Financial instruments measured at fair value: premises for measuring fair value, based on observable data.

 

3.Material accounting policies

 

The Group has consistently applied the following accounting policies to all periods presented in these consolidated financial statements.

 

16

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

3.1.Consolidation basis

 

Business combinations

 

Business combinations are accounted for using the acquisition method when the acquired set of activities and assets meets the definition of a business and control is transferred to the Group.

 

The Company measures goodwill as the excess of the fair value of the consideration transferred (including the recognized amount of any non-controlling interest in the acquiree) over the fair value of the identifiable assets acquired and liabilities assumed, all measured at the acquisition date. If the resulting amount is negative, a gain on a bargain purchase is recognized immediately in profit or loss.

 

In business combinations involving concession arrangements with defined contractual terms, any excess amount attributable to the future economic benefits arising from the concession is allocated to the concession intangible asset and amortized over the concession period, based on the pattern in which the related economic benefits are expected to be consumed.

 

Transaction costs, other than those associated with the issuance of debt or equity securities, incurred in a business combination are recognized as expenses as incurred.

 

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the provisional fair values recognized to date are presented. These provisional amounts are adjusted during the measurement period (one year), or additional assets or liabilities are recognized to reflect new information obtained about facts and circumstances that existed at the acquisition date and, if known, would have affected the amounts recognized at that date.

 

Subsidiaries and joint ventures

 

The Company controls an entity when it is exposed to variable returns or has the right over the variable returns that arise from its involvement with the entity, also having the capacity to affect those returns using its power over the entity. The financial information of the subsidiaries are included in the consolidated interim financial information from the time control is obtained until the date it no longer exists.

 

The financial information of subsidiaries is fully consolidated in the consolidated interim financial information.

 

The Company elected to initially measure any non-controlling interest at its proportionate share of the identifiable net assets of the acquiree at the acquisition date. Changes in the Company’s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.

 

17

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

When the entity loses control over a subsidiary, the Company derecognizes the assets and liabilities and any non-controlling interest and other components recorded in equity relating to that subsidiary. Any gain or loss from loss of control is recognized in the statement of profit or loss. If the Group retains any interest in the former subsidiary, that interest is measured at fair value at the date control is lost.

 

The financial information of joint ventures (ventures over which the Company exercises joint control, directly or indirectly, with one or more investor(s) through a contractual arrangement) are accounted for in the consolidated interim financial information using the equity accounting method.

 

Description of main consolidation procedures

 

The consolidated interim financial information include the financial information of the Company and its direct and indirect subsidiaries, as disclosed in Note 11.

 

The main consolidation procedures are as follows:

 

−Elimination of intercompany asset and liability account balances;

 

−Elimination of equity interests, reserves, and accumulated profits (losses) of the subsidiaries;

 

−Elimination of intercompany revenues and expenses and unrealized profits arising from transactions conducted by companies that are an integral part of the consolidation;

 

−Elimination of taxes on the portion of unrealized profits. Unrealized gains (losses) arising from transactions with investees, recognized under the equity accounting method, are eliminated against the investment in proportion to the parent company’s ownership interest in the investee; and

 

−The interests of non-controlling shareholders, in the shareholders’ equity and in the profit (loss) for the year in subsidiaries, are presented under the line item “Non-controlling interests (NCI)”.

 

3.2.Foreign currency

 

Transactions in foreign currency

 

Monetary assets and liabilities denominated in foreign currency are translated into the Company’s functional currency at the exchange rate prevailing at the end of the reporting period. Non-monetary assets and liabilities purchased or denominated in foreign currency are converted according to the exchange rates prevailing on the transaction dates or on the fair value measurement date, when this is used, and are included in the carrying amounts in Brazilian Reais of these transactions, not being subject to subsequent exchange-rate variation.

 

18

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

Gains and losses from exchange rate variations on the assets and liabilities are recognized in the statement of profit or loss.

 

Foreign operations

 

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising from the acquisition, are translated into Brazilian reais at the exchange rates prevailing at the reporting date. The revenue and expenses of foreign operations are translated into Brazilian reais at the monthly average exchange rate.

 

Foreign currency translation differences are recognized in Other Comprehensive Income and accumulated under the caption Currency translation adjustments in equity. If the subsidiary is not wholly owned, the corresponding portion of the translation difference is attributed to non-controlling interests.

 

Translation of financial statements from the functional currency to the presentation currency

 

The financial information of each entity included in the consolidation of CPC’s consolidated financial statements are prepared using the functional currency of the primary economic environment in which it operates. At the entity level, transactions in foreign currencies other than the functional currency of the entity are initially measured using the exchange rates prevailing at the dates of each transaction. Foreign currency monetary items in the statement of financial position are translated using the closing exchange rate as of the reporting date. Foreign exchange gains and losses resulting from the settlement of such transactions and from the remeasurement at period end of foreign currency monetary assets and liabilities are recognized in the consolidated statement of income, under the captions “Finance income” or “Finance expense.” For consolidation purposes, the financial statements of subsidiaries whose functional currency is different from the CPC’s presentation currency are translated into MXN. Assets and liabilities are translated at the exchange rates prevailing at the reporting date, while income and expenses are translated at average exchange rates for the period. Exchange differences arising from the translation of the financial statements of subsidiaries whose functional currency differs from the Group’s presentation currency are recognized in other comprehensive income and accumulated in equity as a cumulative translation adjustment.

 

19

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

3.3.Revenue from agreements with customers

 

A five-step model for accounting of revenue arising from agreements with customers is applied, so that revenue is recognized at an amount that reflects the consideration to which the entity expects to receive in exchange for the transfer of the assets or services control to a customer.

 

The five steps mentioned above are: (1) identification of agreements with customers; (2) identification of the performance obligations; (3) determination of transaction price; (4) allocation of transaction price for performance obligations; and (5) revenue recognition.

 

Airport revenue is recognized when airport services are used by customers.

 

Ancillary revenue is recognized when the related services are rendered. Revenue from operating leases is recognized on a straight-line basis over the lease term.

 

Construction revenue: under IFRIC 12, when the concessionaire provides infrastructure construction or improvement services, revenues and costs related to these services are calculated, which are determined according to the stage of completion of the physical progress of the contracted assignment, which is aligned with the measurement of assignments performed.

 

Tariff values are agreed upon at the conclusion of each concession agreement, which provide for annual readjustments.

 

The Company also earns revenue from the provision of administrative services to other non-controlled companies within the Group and recognizes such revenue as the services are rendered.

 

Revenues are not recorded if there is significant uncertainty as to their realization.

 

See note 18 for further details.

 

3.4.Financial instruments

 

Initial recognition and measurement

 

Accounts receivable and debt securities are initially recognized on the date they originated. All other financial assets and liabilities are initially recognized when the Group becomes one of the parties to the contractual provisions of the instrument.

 

20

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

A financial asset (unless in the case of trade receivables from customers without a significant financing component) or a financial liability is initially measured at fair value, plus or minus, for an item not measured at fair value through profit or loss (FVTPL), the transaction costs that are directly attributable to its acquisition or issuance. Trade receivables without a significant financing component are initially measured at the transaction price.

 

Subsequent classification and measurement

 

Financial assets

 

In initial recognition, a financial asset is classified as measured: at amortized cost or to FVTPL.

 

Financial assets are not subsequently reclassified after their initial recognition unless the Group changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the reporting period following the change in the business model.

 

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as measured at FVTPL:

 

·it is maintained within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and

·its contractual terms generate, on specific dates, cash flows related only to payment of principal and interest on the outstanding principal amount.

 

All financial assets not classified as measured at amortized cost, as described above, are classified as FVTPL. This includes all derivative financial assets. At initial recognition, the Group may irrevocably designate a financial asset that would otherwise meet the requirements to be measured at amortized cost as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

 

Financial assets - Assessment of the business model

 

The Group assesses the objective of the business model in which a financial asset is held in a portfolio because this best reflects how the business is managed and how information is provided to Management. The information considered includes:

 

21

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

·the policies and goals established for the portfolio and the practical functioning of such policies. They include whether Management’s strategy focuses on obtaining contractual interest revenue, maintaining a certain interest rate profile, matching the duration of financial assets with the duration of related liabilities or expected cash outflows, or the realization of cash flows through the sale of assets;

·how the portfolio’s performance is evaluated and reported to the Group’s Management;

·the risks that affect the performance of the business model (and the financial asset held in that business model) and the way those risks are managed;

·how business managers are remunerated, for example, whether the remuneration is based on the fair value of the assets managed or on the contractual cash flows obtained; and

·the frequency, volume, and timing of sales of financial assets in prior periods, the reasons for such sales, and expectations for future sales.

 

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales, consistent with the Group’s continuing recognition of the assets.

 

Financial assets held for trading or managed with performance measured at fair value are measured at fair value through profit or loss.

 

Financial assets – Assessment of whether contractual cash flows are only payments of principal and interest

 

For the purposes of such assessment, “principal” is defined as the fair value of a financial asset upon initial recognition. “Interest” is defined as a consideration for the value of money over time for the credit risk associated with the outstanding principal over a given period and for the other basic risks and costs of loans (for example, liquidity risk and administrative costs), as well as a profit margin.

 

The Group considers the contractual terms of the instrument to assess whether the cash flows are solely payments of principal and interest. This includes assessing whether the financial asset contains a contractual term that could change the timing or value of contractual cash flows so that it would not meet this condition. In making this assessment, the Group considers:

 

·contingent events that change the value or timing of cash flows;

·terms that may adjust the contractual rate, including variable rates;

·prepayment and extension of the term; and

·terms that limit the Group’s access to cash flows from specific assets (for example, based on the performance of an asset).

 

22

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

Prepayment is consistent with the payment criterion of principal and interest if the prepayment amount represents, in the most part, unpaid amounts of principal and interest on the outstanding amount of principal—which may include reasonable compensation for the early termination of the contract. Furthermore, in relation to a financial asset acquired at a value lower or greater than the nominal value of the agreement, the authorization or requirement of prepayment at a value representing the nominal value of the agreement plus contractual interest accrued (but unpaid) (which may also include reasonable offsetting for the early termination of the contract) are treated as consistent with this criterion if the fair value of the prepayment is insignificant at the initial recognition.

 

Financial assets – Subsequent measurement and gains and losses

 

Financial assets at amortized cost These assets are subsequently measured at amortized cost using the effective interest method. The amortized cost is reduced by impairment losses. The revenue from interest, exchange gains and losses, and impairment are recognized in the statement of profit or loss. Any gain or loss on derecognition is recognized in the statement of profit or loss.
   
Financial assets at FVTPL These assets are subsequently measured at fair value. Net profit or loss, including interest, is recognized in the statement of profit or loss.

 

Derecognition

 

Financial assets

 

The Group derecognizes a financial asset when:

 

·the contractual rights to the cash flows from the asset expire; or

·it transfers the contractual rights to receive the contractual cash flows on a financial asset in a transaction where:

·all the risks and benefits of ownership of the financial asset are substantially transferred; or

·the Group neither transfers nor retains substantially all the risks and rewards of ownership of the financial asset and does not retain control over the financial asset.

 

23

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

The Group enters into transactions in which it transfers assets recognized in the balance sheet but retains all or substantially all of the risks and rewards of the transferred assets. In such cases, financial assets are not derecognized.

 

Financial liabilities

 

The Group derecognizes a financial liability when its contractual obligations are discharged, cancelled, or expire. The Group also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

 

Upon the derecognition of a financial liability, the difference between the terminated carrying amount and the consideration paid (including transferred assets that do not transit through the cash or liabilities assumed) is recognized in the statement of profit or loss.

 

Hedge accounting

 

The Company designates certain hedging instruments related to foreign currency and interest rate risk as fair value hedges or cash flow hedges.

 

At the beginning of the hedging relationship, the Company documents the relationship between the hedging instrument and the hedged item, along with its risk management objectives and its strategy for undertaking various hedging transactions. Additionally, at the inception of the hedge and on an ongoing basis, the Company documents whether the hedging instrument used in a hedging relationship is highly effective in offsetting changes in the fair value or cash flow of the hedged item attributable to the hedged risk.

 

Note no. 20 provides further details on the fair value of derivative instruments used for hedging purposes.

 

Cash flow hedge: hedge of the exposure to variability in cash flows that is attributable to a particular risk associated with a recognized asset or liability (such as all or some of the future interest payments on a variable-rate debt) or a highly probable anticipated transaction that could affect profit or loss.

 

The effective portion of changes in the fair value of derivatives that is designated and qualified as a cash flow hedge is recognized in other comprehensive income and accumulated in the cash flow hedge item, in equity, and is limited to the cumulative change in the fair value of the hedged item, determined on a present value basis, since the inception of the hedge. Losses or gains related to the ineffective portion are recognized immediately in the profit or loss for the period.

 

Amounts previously recognized in other comprehensive income and accumulated in equity are reclassified to profit or loss in the period in which the hedged item is recognized in profit or loss, under the same heading in the income statement in which such item is recognized.

 

24

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

Hedge accounting is discontinued when the Company cancels the hedging relationship, the hedging instrument expires or is sold, terminated, or enforced, or when it no longer qualifies as hedge accounting.

 

When the hedged transaction is no longer expected to occur, the accumulated and deferred gains or losses in equity are recognized immediately in profit or loss.

 

Offsetting

 

Financial assets and liabilities are offset and the net amount is presented in the balance sheet when, and only when, the Group currently has a legally enforceable right to offset the amounts and intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

 

3.5.Cash and cash equivalents and financial investments

 

Cash and cash equivalents

 

Cash and cash equivalents encompass the balances of cash and immediately convertible financial investments with insignificant risk of change in value. These funds are kept for the purpose of meeting short-term commitments.

 

In addition to the criteria above, the projected resource outflows for the next 3 months from the date of the evaluation are used as a classification parameter.

 

Financial investments

 

Financial investments comprise financial assets whose expected realization exceeds three months from the acquisition date, or that are not readily available for general use, and therefore do not qualify for classification as cash and cash equivalents.

 

3.6.Transaction cost in the issuance of debt securities

 

Costs incurred to raise funds from third parties are initially deducted from the carrying amount of the related financial liability and subsequently recognized in profit or loss as the term elapses, based on the amortized cost method, which considers the Effective Interest Rate (EIR) of the transaction to appropriate financial charges during the term of the transaction. The internal return rate takes into account all cash flows, from the net present value of the transaction through all payments made or to be made, for the settlement of the transaction.

 

25

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

3.7.Property, plant, and equipment

 

Recognition and measurement

 

Property, plant, and equipment are measured at the historical cost, including acquisition and construction costs, less accumulated depreciation and any accumulated impairment losses, when necessary.

 

The costs of property, plant, and equipment are composed of expenditures that are directly attributable to the acquisition/construction of the assets, including the costs of materials, direct labor, and any other costs to place the asset in the location and condition necessary for it to operate. Additionally, for qualified assets, loan costs are capitalized.

 

When parts of an item of property, plant, and equipment have different useful lives, they are accounted for as individual items (major components) of property, plant, and equipment.

 

Other expenditures are capitalized only when there is an increase in the future economic benefits of the item of property, plant, and equipment to which it refers; if not, it is recognized in the statement of profit or loss as expenses.

 

Gains and losses on disposal of an item of property, plant, and equipment determined by comparing the proceeds from disposal with the carrying amount of the same are recognized in the statement of profit or loss as other operating revenues/expenses.

 

The replacement cost of a property, plant, and equipment component is recognized as such when it is probable that future economic benefits are embodied in it and its cost can be reliably measured. The carrying amount of a component replaced by another is written off. The maintenance costs are recognized in the statement of profit or loss when incurred.

 

Depreciation

 

Depreciation is calculated using the straight-line basis, at the rates compatible with the economic useful life and/or concession period, whichever is shorter. The useful lives are shown in note 12.

 

The depreciation methods, useful lives, and residual values are reviewed at the end of each year and potential adjustments are recognized as changes in accounting estimates.

 

26

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

3.8.Intangible assets

 

The Company has the following intangible assets:

 

·Software licenses and development costs

 

These assets are measured at cost less accumulated amortization and accumulated impairment losses, if any. Amortization is recognized on a straight-line basis over their estimated useful lives.

 

·Infrastructure exploration rights – see Note 3.14.

 

Assets under construction are classified as Construction in Progress.

  

3.9.Impairment of assets

 

Non-derivative financial assets

 

The Group recognizes allowances for expected credit losses on financial assets measured at amortized cost.

 

Expected credit losses with a significant financing component are measured over 12 months, unless credit risk has increased significantly, in which case losses allowances are measured over the entire life of the asset.

 

Expected credit losses for 12 months are credit losses that result from potential default events within 12 months after the reporting date (or in a shorter period if the expected life of the instrument is less than 12 months).

 

Provisions for losses regarding trade receivables without a significant component of financing are measured at a value equal to a credit loss estimated for the instrument’s entire life, which derives from all possible default events throughout the financial instrument’s expected life.

 

The maximum period considered in estimating expected credit losses is the maximum contractual period over which the Group is exposed to credit risk.

 

In determining whether the credit risk of a financial asset has increased significantly since initial recognition and in estimating expected credit losses, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes quantitative and qualitative analyses based on the Group’s historical experience, credit assessment, and consideration of forward-looking information (forward-looking).

 

27

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

Expected credit losses are estimates weighted by the probability of credit losses. When applicable, credit losses are measured at present value, based on the difference between the cash flows due to the Group in accordance with the agreement and the cash flows the Group expects to receive. The expected credit losses are discounted by the effective interest rate of the financial asset.

 

The gross carrying amount of a financial asset is written off when the Group has no reasonable expectation of recovering the financial asset in full or in part. However, financial assets written off may still be subject to collection activities to comply with the Group’s procedures for recovering amounts due.

 

The loss allowance for financial assets measured at amortized cost is deducted from the gross carrying amount of the assets and charged to profit or loss.

 

Non-financial assets

 

The carrying amounts of non-financial assets are reviewed annually to determine if there is an indication of impairment loss. For impairment testing purposes, assets are grouped into cash-generating units (CGUs), and, if any such indication exists, the recoverable amount of the respective CGU is estimated.

 

The Group determines an asset’s value in use based on the present value of expected cash flow projections, based on budgets approved by Management, as of the valuation date and through the end of the concession term, considering discount rates that reflect the specific risks associated with each cash-generating unit.

 

During the projection period, the key assumptions considered are related to estimates of traffic for the infrastructure projects held, indices used to adjust tariffs, growth in Gross Domestic Product (GDP) and the respective GDP elasticity of each business, operating costs, inflation, capital expenditures, discount rates, and contractual rebalancing.

 

An impairment loss is recognized in the statement of profit or loss when the carrying amount of an asset exceeds its estimated recoverable amount.

 

The recoverable value of an asset is the higher between its value in use and its fair value, less costs of disposal. The value in use is based on estimated future cash flows discounted to present value using a discount rate before taxes that reflects current market evaluations of the value of money over time and the specific risks of the asset.

 

28

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

At the end of each reporting period, the Group assesses whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. An impairment is reversed in case of changes in the estimates used to determine the recoverable value, only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, less depreciation or amortization, had no impairment been recognized.

 

3.10.Provisions

 

A provision is recognized in the balance sheet when the Company has a legal or unformalized obligation incorporated as a result of a past event, which can be reliably estimated, and it is probable that economic resources will be required to settle the obligation. Provisions are calculated by discounting the expected future cash flows at a pre-tax rate which reflects the current market evaluations as to the value of the cash over time and the specific risks of the liability. The financial costs incurred are recorded in the statement of profit or loss.

 

3.11.Financial revenues and expenses

 

Financial revenue basically comprises interest from financial investments, changes in the fair value of financial assets, which are recorded through the profit or loss for the year, and positive adjustments for inflation and exchange rate variations on financial instruments, whether classified as assets or liabilities..

 

Financial expenses basically comprise interest, inflation adjustments and exchange-rate variations on financial liabilities, rearrangement of adjustments to present value on provisions, and changes in the fair value of financial assets measured at fair value through profit or loss. Loan costs that are not directly attributable to the acquisition, construction, or production of qualifying assets are recognized in the statement of profit or loss for the year using the effective interest method.

 

3.12.Employee benefits

 

Defined contribution plans

 

A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions to a separate entity (pension fund) and will have no obligation to pay further amounts. Obligations for contributions to defined contribution pension plans are recognized as employee benefit expenses in the statement of profit or loss, for the periods in which the services are rendered by the employees.

 

29

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

Short-Term Employee Benefits

 

Short-term employee benefit obligations are measured on an undiscounted basis and are recorded as expenses as the related service is provided.

 

3.13.Income tax and social security contributions

 

Current and deferred income tax and social contribution are calculated based on the tax rates of 15% plus a surcharge of 10% on taxable profit in excess of BRL 240 (annual basis – equivalent to MXN 814) for income tax and 9% on taxable profit for social security contribution on net income, considering the offsetting of tax losses and negative basis of social security contribution limited to 30% of the taxable profit.

 

Current and deferred taxes are recognized in the statement of profit or loss unless they are related to items recognized directly in equity.

 

Current taxes are the taxes payable on the taxable profit for the year, at rates effective on the date of consolidated interim financial information.

 

Deferred taxes are recognized in relation to temporary differences between the carrying amounts of the assets and liabilities for accounting purposes, and the corresponding amounts are used for taxation purposes. Deferred tax assets and liabilities are measured based on tax rates that are expected to be applied to the temporary differences when they are reversed, based on tax rates that were decreed up to the reporting date, which reflect the uncertainty related to tax on profit, if any.

 

To determine current and deferred income tax, the Company takes into consideration the impact of uncertainties on positions taken on taxes and if the additional income tax and interest payment should be made. The Company believes that the provision for income tax recorded in liabilities is adequate for all outstanding years, based on its evaluation of several factors, including interpretations of tax laws and past experience. This evaluation is based on estimates and assumptions that may involve a range of judgments on future events. New information may be provided, making the Company change its judgment on the adequacy of the existing provision; such changes will impact income tax expenses for the year in which they are made. Deferred tax assets and liabilities are offset when there is a legally enforceable right to compensate current tax assets and liabilities, and the latter relate to income taxes levied by the same tax authority on the same taxable entity subject to taxation.

 

A deferred income tax and social security contribution asset is recognized for tax losses, negative bases, and deductible temporary differences, to the extent that it is probable that future taxable profit will be available against which these can be used, such use being limited to 30% of future annual taxable profit.

 

30

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

Deferred tax assets arising from temporary differences consider the expected generation of future taxable profit, based on a technical feasibility study approved by management, which includes assumptions that are affected by expected future conditions of the economy and the market, in addition to assumptions of growth in the revenue arising from each operating activity of the Company, which may be impacted by economic reductions or growth, expected inflation rates, traffic volume, among others.

 

Deferred tax is not recognized for:

 

·temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination, and which does not affect the taxable profit or loss, nor the accounting result; and

·temporary taxable differences arising from the initial recognition of goodwill.

 

3.14.Service concession agreements – Infrastructure operation right (IFRIC 12)

 

The infrastructure, within the scope of Technical Interpretation IFRIC 12 - Concession Agreements, is not recognized as the concessionaire’s property, plant, and equipment, since the concession agreement sets forth only the transfer of ownership of these assets for the provision of public services, and they are handed over to the Concession Grantor after the termination of the relevant agreement. The concessionaire has access to construct and/or operate the infrastructure for the provision of services for a specified period under the concession agreement.

 

Under the terms of the concession agreements in the scope of IFRIC 12, the concessionaire is a service renderer, building or improving the infrastructure (construction or improvement services) used to provide a public service and operates and maintains this infrastructure (operation services) during a determined period.

 

If the concessionaire provides construction or improvement services, received or receivable remuneration is recorded at fair value. This remuneration may correspond to a right over an intangible asset, financial asset, or both. The Concessionaire recognizes an intangible asset to the extent it receives the right (authorization) to charge the users for the provision of public services. The Concessionaire recognizes a financial asset to the extent that it has the unconditional contractual right to receive cash or another financial asset from the Concession Grantor for the construction services.

 

Such financial assets are measured at their fair value on initial recognition and then measured at amortized cost.

 

31

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

Should the Company be partially remunerated for the construction services through a financial asset and partially through an intangible asset, each item of the remuneration received or receivable is individually registered, and it is initially recognized at the fair value of the remuneration received or receivable.

 

The infrastructure operation right results from expenses on construction works for improvements in exchange for the right to charge users for the use of the infrastructure. This right is comprised of construction cost plus profit margin and loan costs attributable to this asset. The Company estimated that any margin, net of taxes, is immaterial, considering it as zero.

 

The infrastructure exploration right may also arise from payments to the Granting Authority in exchange for the right to charge users for the use of the infrastructure, such as the existing concessions at BH Airport, Bloco Sul, Bloco Central and Pampulha.

 

Expenditures incurred in the performance of improvement construction works that do not generate future economic benefits are recorded as costs when incurred, as they do not meet the criteria for recognition of intangible assets.

 

Because concession agreements are subject to execution, construction of infrastructure improvement works are only recognized in the accounting records when they are physically executed.

 

Additionally, the Company accountably recognizes the non-monetary assets from the concession agreements entered into with the Concession Grantors related to the extension of terms resulting from economic rebalancing, according to the characteristics mentioned above, as intangible assets at its fair value, since there is no associated performance obligation, as intangible assets, the corresponding entry being revenue in the profit or loss. Regarding the amount registered in the profit or loss, deferred tax liabilities are constituted, originating from the temporary difference.

 

Amortization of the infrastructure exploration right is recognized in profit or loss based on the expected economic benefit curve over the concession term, taking into consideration the estimated curve of airport passenger traffic as the basis for amortization.

 

3.15.Segment information

 

Segment information is presented in accordance with IFRS 8 – Segment Information.

 

The Company’s Management in place at the reporting date, appointed by the Motiva Group and acting as the Chief Operating Decision Maker (“CODM”), regularly reviewed the Company’s operational and financial information for purposes of performance assessment and resource allocation.

 

32

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

Based on the information reviewed by the CODM as of the reporting date, the Company operated in a single operating segment, consisting of airport concession activities. Therefore, segment information is presented on a consolidated basis.

 

3.16.New standards not yet in effect

 

Certain new standards will become effective for periods ending after January 01, 2026, and have not been adopted in the preparation of these consolidated interim financial information.

 

Presentation and disclosure of financial statements

 

IFRS 18 will replace IAS 1 – Presentation of Financial Statements and applies to annual reporting periods beginning on or after January 1, 2027. The new standard introduces the following key new requirements:

 

·Entities are required to classify all income and expenses into five categories in the statement of profit or loss: operating, investing, financing, discontinued operations, and income tax. Entities are also required to present a newly defined operating profit subtotal. Entities’ net profit will not change.

·Management-defined performance measures (MPMs) are disclosed in a single note to the financial statements.

·Enhanced guidance is provided on how to group information in the financial statements.

 

Additionally, all entities are required to use the operating profit subtotal as the starting point for the statement of cash flows when presenting operating cash flows using the indirect method.

 

The Group is still in the process of assessing the impact of the new standard, particularly with respect to the structure of the Group’s statement of profit or loss, statement of cash flows, and additional disclosures required for MPMs. Entities are required to classify all revenues and expenses into five categories in the Statement of Profit or Loss, namely: operating, investing, financing, discontinued operations, and income tax.

 

Other accounting standards

 

The following amended standards are not expected to have a significant impact on the consolidated interim financial information:

 

·Nature-related electricity agreements (amendments to IFRS 7 and IFRS 9); and

·Classification and Measurement of Financial Instruments (amendments to IFRS 7 and IFRS 9).

 

33

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

  

3.18.Tax reform

 

On December 20, 2023, Constitutional Amendment No. 132 was enacted, establishing the Consumption Tax Reform based on the Dual VAT model: the Contribution on Goods and Services (CBS - Federal) and the Tax on Goods and Services (IBS - Subnational).

 

On January 16, 2025, Complementary Law No. 214/2025 (originating from PLP 68/2024) was enacted, regulating the main provisions of the new regime and the Excise Tax (IS).

 

On April 30, 2026, Decree No. 12,955/2026 was published, regulating the CBS, providing, among other aspects, for the incidence, calculation basis, and passive subjection, as well as the operational rules applicable to the federal tax.

 

The transition to the new system will take place between 2026 and 2032. Given the current transition phase and the dependence on regulatory definitions, the quantitative effects of the Reform on the calculation of taxes cannot yet be estimated with precision. Consequently, there were no measurable impacts on these consolidated interim financial information as of June 30, 2026.

 

Management notes that the concession agreements operated by the Group provide for economic and financial rebalancing arising from impacts on revenue. Therefore, any increases in tax costs resulting from the transition shall be subject to economic and financial rebalancing.

 

3.19Share-based payment

 

Share-based payments, payable in shares, are accounted for at the fair value of the equity instruments granted at the grant date. This cost is recognized over the vesting period of the instruments.

 

4.Determination of fair values

 

A number of the Company’s accounting policies and disclosures require the determination of fair value, for both financial and non-financial assets and liabilities. Fair values have been determined for measurement and/or disclosure purposes, based on the following methods. When applicable, additional information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability.

 

34

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

·Cash and banks

 

The fair values of these financial assets are equal to the carrying amounts, considering their immediate liquidity.

 

·Financial investments

 

The fair value of financial assets measured at fair value through profit or loss is determined by reference to their closing prices on the date of recognition of consolidated interim financial information.

 

·Non-derivative financial liabilities

 

The fair value determined for accounting and/or disclosure purposes is calculated based on the present value of projected future cash flows. The rates used in calculations were obtained from public sources (B3 and Bloomberg).

 

The Company uses observable market data as much as possible to measure the fair value of an asset or a liability. Fair values are classified at different levels in a hierarchy based on inputs used in valuation techniques in the following way. The different levels are defined below:

 

·Level 1: (non-adjusted) prices traded in active markets for identical assets and liabilities;
·Level 2: inputs, other than prices traded in active markets included in tier 1, that are observable for the asset or liability, either directly (prices) or indirectly (derived from prices); and
·Level 3: assumptions, for assets or liabilities, which are not based on observable market data (non-observable inputs).

 

5.Financial risk management

 

5.1Overview

 

The Company is exposed to the following risks:

 

a)Credit risk;

b)Interest rates and inflation risk;

c)Foreign exchange rate risk; and

d)Financial risk and liquidity.

 

35

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

Information on the Company’s exposure to each of the abovementioned risks, the goals, policies, and processes for measuring and managing risk and capital is presented below. Additional quantitative disclosures are included throughout these consolidated interim financial information.

 

a.Credit risk

 

Credit risk arises from the possibility that the Company and its subsidiaries may incur losses resulting from default by counterparties or financial institutions that hold cash and cash equivalents or financial investments. To mitigate these risks, the Group adopts as a practice the analysis of the financial and equity position of its counterparties, as well as the establishment of credit limits and ongoing monitoring of outstanding positions, except for accounts receivable from Concession Grantors, which are primarily subject to concession risk. As regards financial institutions, operations are only carried out with low-risk financial institutions, assessed by rating agencies. Further details in this regard can be found in Notes 7, 8, 10, 14, 15, and 20.

 

b.Interest rates and inflation risk

 

Arises from the possibility of reduced gains or increased losses arising from oscillations in interest rates on its financial assets and liabilities.

 

The Company and its subsidiaries are exposed to floating interest rates, primarily related to variations in: (1) the Long-Term Interest Rate (TJLP) and the Interbank Deposit Certificate (CDI) applicable to borrowings in Brazilian reais; (2) the General Market Price Index (IGP-M), the Broad Consumer Price Index (IPCA), and the CDI applicable to debentures; and (3) the IGP-M and IPCA applicable to the concession term. The interest rates of financial investments are mainly linked to the CDI rate variation. Further details in this regard can be found in Notes 7, 10, 14, 15, and 20.

 

The Group’s concession tariffs are adjusted based on inflation indices.

 

c.Exchange rate risk

 

This risk arises from the possibility of fluctuations in the exchange rates of foreign currencies used for the acquisition of equipment and supplies abroad, as well as for the settlement of financial liabilities. In addition to amounts payable and receivable in foreign currencies, the Company has investments in subsidiaries and joint ventures abroad and has cash flows from purchases and sales in other currencies. The Company, its subsidiaries, and joint ventures continually assess whether to enter into hedging transactions to mitigate these risks.

 

36

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

The subsidiaries finance part of their operations through loans and financing denominated in foreign currencies linked to the U.S. dollar (USD) equivalent, as of June 30, 2026.

 

For further details, see Notes 14 and 20.

 

d.Financial risk and liquidity

 

This risk arises from the choice between equity financing (capital contributions and retained earnings) and third-party capital used by the Company and its subsidiaries to finance their operations. Liquidity risk is the risk that the Group will encounter difficulties in meeting obligations associated with financial liabilities that are settled through cash payments or the delivery of another financial asset. To mitigate liquidity risks and optimize the weighted average cost of capital, the Group monitors investment and indebtedness levels in accordance with market standards and compliance with covenants set forth in loan, financing, and debenture agreements. Management believes that the Company and its subsidiaries have the capacity to maintain business continuity under normal operating conditions.

 

Information on the maturity of financial instruments liabilities may be obtained in the respective note.

 

The table below shows non-derivative financial liabilities according to maturity intervals, corresponding to the period remaining in the balance sheet until the contractual maturity date. These are gross, non-deducted amounts and include payment of contractual interest:

 

   Consolidated 
   Less than               Over 
   1 year   1-2 years   2-3 years   3-4 years   4 years old 
Loans and financing (a)  181,200   78,079   163,192   1,655,443   2,703,724 
Debentures (a)  262,130   21,419   644,567   184,499   15,199,427 
Suppliers and other accounts payable  523,074   174,381   -   -   - 
Suppliers and accounts payable to related parties  425,372   -   -   -   - 
Dividends and interest on capital  128,905   -   -   -   - 

 

(a) Gross values from transaction costs.

 

6.Operating segments

 

6.1Operating segments’ profit or loss

 

The Company has operations in Brazil and abroad. The Group’s activities are concentrated in a single business segment, consisting of airport operations through public concessions.

 

37

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

7.Cash and cash equivalents and Financial investments

 

   Consolidated 
Cash and cash equivalents  06/30/2026   12/31/2025 
Cash and banks  1,434,550   1,474,664 
Financial investments classified as cash equivalents (a)  1,066,970   1,237,131 
Total  2,501,520   2,711,795 
         
Financial investments  06/30/2026   12/31/2025 
Current  790,158   883,623 
Financial investments (a)  542,602   739,135 
Reserve account (b)  247,556   144,488 
Non-current  383,869   357,621 
Reserve account (b)  383,869   357,621 
Total  1,174,027   1,241,244 

 

The financial investments are remunerated at an average rate of 101.84% of CDI, equivalent to 15.05% per annum, as of June 30, 2026 (100.08% of CDI, equivalent to an average of 14.33% per annum, as of December 31, 2025).

 

a)They substantially comprise investments in an exclusive investment fund and in Bank Deposit Certificates (CDB);

b)Intended to meet long-term contractual obligations related to loans and debentures (Notes 14 and 15).

 

8.Accounts receivable

 

8.1Net accounts receivable
   06/30/2026   12/31/2025 
Current   890,843    885,878 
Accounts receivable (a)   922,993    922,657 
Allowance for expected credit losses (b)   (32,150)   (36,779)
Non-current   2,228    3,965 
Accounts receivable of operations (a)   2,228    3,965 
Total   893,071    889,843 

 

(a)Trade receivables arising from operations; and

 

(b)It reflects the loss allowance on transactions relating to the receivables mentioned in item (a).

 

38

 

 

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

8.2Aging in accounts receivable

 

Aging list of receivables   06/30/2026     12/31/2025  
Credits to become due     925,221       926,622  
Total     925,221       926,622  

  

8.3(Non-current) receivable maturity schedule

 

(Non-current) receivable maturity schedule   06/30/2026   12/31/2025 
2027   1,377   3,163 
2028   851   802 
Total   2,228   3,965 

 

9.Income tax and social contribution

 

9.1Reconciliation of current and deferred income tax and social security contribution

 

The reconciliation of income tax and social security contribution registered in the profit or loss is shown as follows:

   

    Consolidated  
    2026     2025  
Reconciliation of income tax and social security contribution   Jan - Jun     Jan - Jun  
Income before income tax and social security contribution     16,888       199,881  
Income tax and social security contribution at nominal tax rate (34%)     (5,742 )     (67,960 )
                 
Tax effect of permanent additions and exclusions                
Equity accounted-investees     87,103       115,427  
Non-deductible expenses     (2,061 )     (2,127 )
Variable compensation of officers appointed pursuant to the articles     (410 )     623  
(Cultural, artistic, and sporting) incentives related to income tax     44       52  
Not-constituted income tax and social contribuition on tax losses and differences over time     (7,648 )     (8,545 )
Inflation adjustment on tax liabilities (Selic)     1,661       1,673  
Other tax adjustments     (48,092 )     35,643  
Income tax and social security contribution expenses     24,855       74,786  
Current taxes     (107,467 )     (3,239 )
Deferred taxes     132,322       78,025  
Effective tax rate     -147.18 %     -37.42 %

  

39

 

 

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

9.2Deferred taxes

 

Deferred income tax and social security contributions have the following sources:

 

    Consolidated 
Deferred income tax and social security contribution   06/30/2026   12/31/2025 
Assets   3,427,661   3,087,840 
Corporate income tax (IRPJ) and social contribution on net profit (CSLL) on tax losses and negative bases (a)   2,853,209   2,553,486 
Provisions (b)   30,394   42,252 
Long-Term Compensation Program   -   4,886 
Adjustment to present value   505,160   469,566 
Assisted operation   2,959   5,000 
Taxes with suspended enforceability - PIS and COFINS   10,839   8,391 
Other   25,100   4,259 
Offsetting of tax assets   (409,252)  (379,475)
Taxes assets after offsetting   3,018,409   2,708,365 
Liabilities   (579,141)  (468,382)
Capitalization of interest   (349,424)  (329,262)
Loan transaction costs   (60,920)  (60,512)
Difference between tax and accounting amortization criteria   (168,797)  (78,608)
Offsetting of tax liabilities   409,252   379,475 
Tax liabilities after offsetting   (169,889)  (88,907)
Net deferred tax   2,848,520   2,619,458 

  

   Consolidated 
Movement in deferred tax  2026   2025 
Balance as of January 1  2,619,458   2,650,522 
Recognition in the income or loss  132,322   78,025 
Recognition in equity  96,740   (109,089)
Deferred taxes on cash flow hedge  14,186   - 
Currency translation adjustments  82,554   (109,089)
Balances as of June 30  2,848,520   2,619,458 

 

(a)The subsidiaries expect to recover tax credits arising from tax losses and negative social contribution tax bases in future periods, as follows:

  

      Consolidated  
2026     8,260  
2027     9,600  
2028     26,226  
2029     54,873  
2030     92,968  
2031     65,294  
2032 onwards     2,595,988  
Total     2,853,209  

  

40

 

 

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

(b)Provisions: For labor, tax, civil and contractual risks, equity-accounted investments (PLR), and losses allowances – accounts receivable.

 

CPC and its subsidiary SPAC did not recognize deferred tax assets on tax loss carryforwards and negative tax bases amounting to MXN 769,056 and MXN 899,605, respectively, as there is no expectation of generating taxable profit in the long term. If recognized, the deferred tax asset balance (IRPJ/CSLL) would amount to MXN 273,229 as of June 30, 2026 (MXN 267,082 as of December 31, 2025).

 

10.Related parties

 

The balances of assets and liabilities on June 30, 2026 and December 31, 2025, as well as transactions that have influenced the income for the six-month period ended June 30, 2026 and 2025, related to operations with related parties, result from transactions between the Company, its ultimate parent company, joint ventures, key management personnel, and other related parties.

 

    06/30/2026   12/31/2025  
                Other                   Other        
Balances   Parent
Companies
    Joint
ventures
    related
parties
    Total   Parent
Companies
    Joint
ventures
  related
parties
    Total  
Assets   415     214,877     7,277     222,569   584     -   6,887     7,471  
Bank – checking accounts   -     -     2,828     2,828   -     -   1,609     1,609  
Financial investments   -     -     3,337     3,337   -     -   1,893     1,893  
Accounts receivable   415     -     606     1,021   584     -   2,027     2,611  
Dividends and interest on capital   -     214,877     472     215,349   -     -   -     -  
Other credits   -     -     34     34   -     -   1,358     1,358  
Liabilities   531,355     -     24,095     555,450   433,098     -   10,963     444,061  
Suppliers and accounts payable   405,929     -     19,443     425,372   311,642     -   1,191     312,833  
Dividends and interest on capital   125,426     -     3,479     128,905   121,456     -   8,473     129,929  
Other accounts payable   -     -     1,173     1,173   -     -   1,299     1,299  

  

    2026     2025  
    Jan - Jun     Jan - Jun  
          Other                 Other        
Transactions   Parent
Companies
    related
parties
    Total     Parent Companies     related
parties
    Total  
Costs/expenses - employee private pension benefit     -       3       3       -       2,553       2,553  
Costs/expenses - employee benefit vouchers     -       23,373       23,373       -       28,389       28,389  
Costs / expenses - technology support and maintenance services     -       37       37       -       693       693  
Costs/expenses - specialized services and consultancies     -       14       14       -       1,486       1,486  
Costs / expenses - other general expenses     -       1,834       1,834       592       627       1,219  
Costs / expenses - infrastructure used     -       729       729       -       1,788       1,788  
Costs / expenses - donations     -       -       -       -       2,480       2,480  
Costs / Expenses - Services for promotional campaigns and events     -       349       349       -       343       343  
Costs/expenses of snacks and meals     -       27       27       -       10       10  
Costs / expenses - vehicle maintenance services     -       3       3       -       3       3  
Costs / expenses - staff training services     -       20       20       -       10       10  
Costs / expenses - services operations     -       3       3       -       3       3  
Costs / expenses - Purchase of goods     -       10       10       -       -       -  
Expenses related to the provision of guarantees in debt issuances     83,053       742       83,795       83,283       1,590       84,873  
Financial expenses - interest, exchange rate and monetary variations     -       203       203       -       18,254       18,254  
Transfer of employee costs and expenses     -       -       -       159       260       419  
Transfer of costs and expenses / CCR     86,487       -       86,487       75,985       -       75,985  
Revenues from financial investments     -       (180 )     (180 )     -       (859 )     (859 )
Revenue from services rendered between related parties.     -       (38,336 )     (38,336 )     -       (11,376 )     (11,376 )
Revenue from mutual cooperation     -       (169 )     (169 )     -       -       -  
Financial revenue - interest, exchange rate and monetary variations     -       (1,190 )     (1,190 )     -       -       -  
Other operating revenues     -       (3 )     (3 )     -       (55 )     (55 )

 

41

 

  

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

10.1Key management professionals

 

Expenses with key personnel

 

    Consolidated  
    2026     2025  
Expenses with key management professionals    Jan - Jun     Jan - Jun  
Compensation (a)     38,082       15,639  
Short-term benefits - fixed remuneration     27,621       18,829  
Other benefits:     10,461       (3,190 )
Provision for variable compensation for the year     9,156       7,534  
Reversal (supplement) of PPR provision from the previous year paid in year (b)     827       (11,271 )
Private pension plan     454       520  
Life insurance     24       28  

 

At the Annual General Meeting (AGM), held on April 30, 2026, the annual global remuneration for the members of the Parent Company’s Management for fiscal year 2026 was approved, in an amount of up to MXN 21,563.

 

Balances payable to key personnel

 

   Consolidated 
   06/30/2026   12/31/2025 
Compensation of managers (a)   10,503    12,399 

 

(a)Includes the total fixed and variable remuneration attributable to the members of Management and the Board of Directors (Board of Directors, Statutory Executive Board, and non-Statutory Executive Board); and

 

(b)Refers to the supplement/(reversal) of the Profit Sharing Program (PPR) provision due to the final determination of goal achievement. During the semester ended June 30, 2026, PRP payments were made in the amount of MXN 14,756 on a consolidated basis.

 

11.Investments in joint ventures

 

11.1Breakdown of the joint ventures

 

    Investments     Profit or loss from equity
interest
 
Joint ventures   06/30/2026     12/31/2025     06/30/2026     06/30/2025  
Abroad                                
Corporación Quiport     1,027,112       1,047,311       225,147       299,610  
IAF     1,530       11,916       (7 )     4,583  
Quiama     90,142       88,695       41,459       44,104  
Concession right from business acquisition     306,767       320,045       (10,414 )     (8,805 )
Total     1,425,551       1,467,967       256,185       339,492  

  

42

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

11.2Activity in investments

 

   Consolidated 
   2026   2025 
Balance as of January 1  1,467,967   2,297,788 
Equity accounted-investees  256,185   339,492 
Dividends and interest on capital  (261,861)  (171,541)
Currency translation adjustments  (36,740)  (95,117)
Other activities  -   1,703 
Balances as of June 30  1,425,551   2,372,325 

 

11.3Summarized financial information on joint ventures

 

The amounts presented below do not consider CPC’s ownership percentage; that is, they refer to 100% of the financial information of the jointly controlled ventures.

 

    06/30/2026  
    Corporación           Quiama        
Summarized balance sheet   Quiport     Quiama     Ecuador     IAF  
Current assets   2,563,640     179,656     106,114     6,926  
Cash and cash equivalents   1,966,943     82,952     14,452     5,848  
Other assets   596,697     96,704     91,662     1,079  
Non-current assets   11,780,957     1,072     -     -  
Total Assets   14,344,597     180,728     106,114     6,926  
    -     -     -     -  
Current liabilities   1,114,786     438     50,030     3,637  
Financial liabilities (a)   32,548     -     -     -  
Other liabilities   1,082,238     438     50,030     3,637  
Non-current liabilities   11,020,964     -     55,019     -  
Financial liabilities (a)   8,344,530     -     -     -  
Other liabilities   2,676,434     -     55,019     -  
Equity   2,208,847     180,290     1,065     3,290  
Total liabilities and equity   14,344,597     180,728     106,114     6,926  

 

43

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

   12/31/2025 
   Corporación       Quiama     
Summarized balance sheet  Quiport   Quiama   Ecuador   IAF 
Current assets  2,022,226   171,159   100,101   28,273 
Cash and cash equivalents  1,427,507   83,597   16,374   27,369 
Other assets  594,719   87,562   83,727   904 
Non-current assets  12,410,770   6,237   -   - 
Total Assets  14,432,996   177,396   100,101   28,273 
   -   -   -   - 
Current liabilities  693,897   7   41,341   2,611 
Financial liabilities (a)  24,037   -   -   3 
Other liabilities  669,860   7   41,341   2,608 
Non-current liabilities  11,488,747   -   52,526   (3)
Financial liabilities (a)  8,661,524   -   -   (3)
Other liabilities  2,827,223   -   52,526   - 
Equity  2,250,352   177,389   6,234   25,666 
Total liabilities and equity  14,432,996   177,396   100,101   28,273 

 

(a) Balance of loans and debentures.

 

   06/30/2026 
   Corporación       Quiama     
Summarized statement of profit and loss  Quiport   Quiama   Ecuador   IAF 
Revenues  2,050,557   86,571   153,519   - 
Depreciation and amortization  (403,829)  -   -   - 
Financial revenues  19,380   417   -   590 
Financial expenses  (405,104)  -   (98)  (458)
Operating income before taxes  644,363   82,914   454   (234)
IR and CS  (160,166)  -   (92)  224 
Profit or loss from transactions  484,197   82,914   363   (10)
Other comprehensive income  (599,932)  (85,826)  (5,743)  (23,336)
Comprehensive income for the period  (115,735)  (2,912)  (5,380)  (23,346)

 

   06/30/2025 
   Corporación       Quiama     
Summarized statement of profit and loss  Quiport   Quiama   Ecuador   IAF 
Revenues  2,381,781   91,562   161,052   - 
Depreciation and amortization  (427,005)  -   -   - 
Financial revenues  36,664   866   -   452,401 
Financial expenses  (485,259)  -   (104)  (439,118)
Operating income before taxes  644,323   88,209   499   12,797 
IR and CS  -   -   -   (2,942)
Profit or loss from transactions  644,323   88,209   499   9,854 
Other comprehensive income  (580,098)  (41,046)  (831)  (1,914)
Comprehensive income for the period  64,225   47,163   (333)  7,940 

 

44

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

11.4Other relevant information – Legal, administrative-regulatory, and arbitration proceedings related to concession agreements issues

 

The Company and its subsidiaries are parties to legal, administrative-regulatory, and arbitration proceedings related to concession agreements matters.

 

In the context of concessions in general, administrative-regulatory proceedings are the formal instruments through which interaction between concessionaires and Concession Grantors occurs (such as a service provider relationship with the customer) regarding various topics relating to the concession agreements, covering, but not limited to, matters that affect the contractual interpretation and the economic-financial balance of the concession. Such administrative-regulatory proceedings can be initiated by either party, and technical, regulatory, contractual, and legal topics of different natures regarding the dynamics of the concession are presented and discussed. During their course, such proceedings bring preliminary or non-definitive positions regarding the legal expectations of each requesting party. Administrative decisions must be made in compliance with the governing legislation and the concession agreements themselves and, in general, may be subject to judicial or arbitration review.

 

The nature of these contractual discussions typically involves tariff adjustments, force majeure events (i.e., COVID-19 pandemic), changes to the time of execution or scope of the construction works provided for in the concession agreements, controversies regarding compliance or non-compliance with specific contractual requirements, or even the form of measurement.

 

There are uncertainties related to the measurement of regulatory proceedings, including: (i) the understanding of each party on the topic, (ii) negotiations or their subsequent developments, which substantially alter the amounts involved, (iii) the complexity of measurement, which commonly involves technical expertise, (iv) the high probability of different issues being evaluated and resolved jointly, based on the respective net balance of the recognized claims of each party, and (v) the form of settlement.

 

Final resolutions on regulatory issues can occur in different, non-exclusive ways, such as: (i) receipt or payment in cash, (ii) extension or reduction of the concession agreement term, and (iii) reduction or increase of commitment to future investments, increase or reduction of the tariff.

 

Furthermore, rebalancing received in the form of a tariff increase or reduction is recognized as the service is provided by the concessionaire, as well as rebalancing in the form of a reduction or increase in future investment commitments, which, being executory agreements, will be recognized with the realization of the infrastructure improvement construction work. Management reiterates its confidence in the current legal procedures applicable to concession agreements and assesses the risk of loss of discussions related to regulatory matters of the agreements as being remote and/or with no expectation of cash disbursement.

 

45

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

The financial information of the Group do not reflect any adjustments arising from these discussions.

 

12.Property, plant, and equipment and construction in process

  

    Property, plant and equipment            Total  
    Furniture     Machinery           Facilities                       property,  
    and     and           and     Operating     Total     Construction     plant, and  
    fixtures     equipment     Vehicles     buildings     equipment     operating     in process     equipment  
Balance as of January 1, 2025   5,864     58,654     31,226     1,065     3     96,812     88,942     185,754  
Additions   -     -     -     -     -     -     35,634     35,634  
Write-offs   (17 )   (350 )   (742 )   -     -     (1,109 )   -     (1,109 )
Transfers   738     27,498     14,803     13,656     -     56,695     (56,764 )   (69 )
Depreciation   (2,324 )   (27,076 )   (10,721 )   (2,492 )   (3 )   (42,616 )   -     (42,616 )
Conversion adjustment   (423 )   (3,684 )   (2,154 )   (711 )   -     (6,972 )   (1,790 )   (8,762 )
Other   -     (1,188 )   (542 )   -     -     (1,730 )   -     (1,730 )
Balance as of December 31, 2025   3,838     53,854     31,870     11,518     -     101,080     66,022     167,102  
Cost   25,202     161,377     115,078     27,213     7,043     335,913     66,022     401,935  
Accrued depreciation   (21,364 )   (107,523 )   (83,208 )   (15,695 )   (7,043 )   (234,833 )   -     (234,833 )
Balance as of December 31, 2025   3,838     53,854     31,870     11,518     -     101,080     66,022     167,102  
Additions   -     -     -     -     -     -     19,614     19,614  
Write-offs   -     (44 )   (14 )   -     -     (58 )   -     (58 )
Transfers   75     7,193     2,098     8,526     -     17,892     (17,892 )   0  
Depreciation   (1,000 )   (15,963 )   (6,787 )   (1,593 )   -     (25,343 )   -     (25,343 )
Conversion adjustment   117     2,425     306     323     -     3,171     1,268     4,439  
Other   (7 )   (525 )   (112 )   -     -     (644 )   -     (644 )
Balance as of June 30, 2026   3,023     46,940     27,361     18,774     -     96,098     69,012     165,110  
Cost   26,215     166,485     118,797     36,883     7,273     355,653     69,012     424,665  
Accrued depreciation   (23,192 )   (119,545 )   (91,436 )   (18,109 )   (7,273 )   (259,555 )   -     (259,555 )
Balance as of June 30, 2026   3,023     46,940     27,361     18,774     -     96,098     69,012     165,110  
Average annual depreciation rate %                                                
June 30, 2026   10     16     10           10                    

 

Additions to property, plant and equipment included borrowing costs of MXN 1,156 in the semester ended June 30, 2026 (MXN 1,492 in the semester ended June 30, 2025). The average capitalization rates for the semester ended June 30, 2026 and 2025 were 0.94% per period and 0.89% per period, respectively.

 

13.Intangible assets and infrastructure under construction

 

    Intangible assets  
    Exploitation of           Concession right     Computerized           Infrastructure     Total  
    the granted     Computerized     from business     systems in     Total     under     intangible  
    infrastructure     systems     acquisition      progress     operating     construction     assets  
Balances as of January 1, 2025   27,444,270     20,700     279,514     30,673     27,775,157     2,186,597     29,961,755  
Additions   19,132     -     36,626     7,343     63,101     2,172,774     2,235,875  
Write-offs   131,743     -     -     -     131,743     -     131,743  
Transfers   2,392,624     11,782     -     (11,720 )   2,392,686     (2,392,617 )   69  
Amortization   (612,689 )   (6,341 )   (150,305 )   -     (769,335 )   -     (769,335 )
Conversion adjustment   (1,089,237 )   (1,186 )   76,574     (565 )   (1,014,414 )   (152,351 )   (1,166,765 )
Other   125,550     -     -     -     125,550     (19,602 )   105,948   
Balance as of December 31, 2025   28,411,393     24,955     242,409     25,731     28,704,488     1,794,801     30,499,289  
Cost   38,399,164     149,364     1,403,257     25,731     39,977,516     1,794,801     41,772,317  
Accrued amortization   (9,987,771 )   (124,409 )   (1,160,848 )   -     (11,273,028 )   -     (11,273,028 )
Balance as of December 31, 2025   28,411,393     24,955     242,409     25,731     28,704,488     1,794,801     30,499,289  
Additions   13,533     -     -     2,963     16,496     1,018,067     1,034,563  
Write-offs   (3,037 )   -     -     -     (3,037 )   (12,682 )   (15,719 )
Transfers   1,129,995     21,394     -     (21,394 )   1,129,995     (1,129,995 )   -  
Amortization   (481,451 )   (4,468 )   (59,127 )   -     (545,046 )   -     (545,046 )
Conversion adjustment   791,974     479     (4,098 )   947     789,302     (20,218 )   769,084  
Other   (121,921 )   (156 )   -     -     (122,077 )   -     (122,077 )
Balance as of June 30, 2026   29,740,486     42,204     179,184     8,247     29,970,121     1,649,973     31,620,094  
Cost   40,056,566     173,829     1,373,970     8,247     41,612,612     1,649,973     43,262,585  
Accrued amortization   (10,316,080 )   (131,625 )   (1,194,786 )   -     (11,642,491 )   -     (11,642,491 )
Balance as of June 30, 2026   29,740,486     42,204     179,184     8,247     29,970,121     1,649,973     31,620,094  
Average annual amortization rate %                                          
June 30, 2026   (a)     20     (a)                          

 

(a) Amortization based on the economic benefit curve;

 

46

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

Infrastructure under construction

 

The amount of infrastructure under construction as of June 30, 2026, refers mainly to the construction works detailed below:

 

BHAirport   216,652  
Improvements to passenger terminals   91,924  
Improvements to equipment and facilities   89,616  
Acquisition of equipment for passenger terminals   15,387  
Improvements to cargo terminals   17,370  
Systems renewal and modernization   2,356  
Bloco Central   339,831  
Contractual works - Phase 1B   132,013  
Airport expansion and modernization works   60,306  
Construction of the new runway   51,330  
Systems development and implementation   37,899  
Modernization of the public address system   22,970  
Acquisition of buses and passenger transportation equipment, upgrades to firefighting vehicles and acquisition of fuel transportation equipment   16,848  
Modernization of the airport access control system   9,509  
Modernization of the airport video surveillance system   3,275  
Modernization of the airport operations center   1,909  
Modernization of information display monitors   3,773  
Bloco Sul   281,613  
1st pavement rehabilitation intervention   119,457  
Airport expansion and modernization works   32,669  
Airport expansion and modernization works   32,669  
Contractual works - Phase 1B   24,807  
Modernization of the public address system   22,814  
Systems development and implementation   8,970  
Acquisition of buses and passenger transportation equipment, upgrades to firefighting vehicles and acquisition of fuel transportation equipment   10,024  
Modernization of the airport access control system   9,343  
Implementation of the Goiânia Air Cargo Terminal (TECA)   7,729  
Modernization of the airport video surveillance system   7,210  
Modernization of the airport operations center   2,997  
Modernization of information display monitors   2,925  
Pampulha   230,897  
Contractual works - Phase 1B   230,897  

   

Additions to intangible assets included borrowing costs of MXN 39,544 in the semester ended June 30, 2026 (MXN 83,788 in the semester ended June 30, 2025). The average capitalization rates for the semester ended June 30, 2026 and 2025 were 0.94% per period and 0.89% per period, respectively.

 

47

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

14.Loans and financing

 

Company   Financial
institutions
  Contractual fees   Transaction cost
effective rate
(% p.a.)
  Final
maturity
  Transaction
costs
incurred
    Cost
balances
to be
appropriated
    06/30/2026     12/31/2025  
Aeris   San Jose   USD + 4.6% p.a.   N/I   September 2032   -     -     1,511,100     1,556,247 (e)
BH Airport   BNDES (Subcredit A and B)   TJLP + 2.31% p.a.   2.3814%(a)   December 2035   7,336     2,396     1,311,641     1,294,742 (b) (c) (d) (f)
Bloco Central   BNB - 1st, 2nd and 3rd disbursements   6.0323% p.a.   6.4131%(a)   July 2045   780     674     27,597     26,740 (h)
Bloco Central   BNB - 1st, 2nd and 3rd disbursements   6.5594% p.a.   6.9531%(a)   July 2045   12,183     10,543     431,156     417,764 (h)
Bloco Central   BNDES - FINEM I (Sub-loan A - 1st disbursement)   IPCA + 8.052378% p.a.   8.4241%(a)   October 2047   5,756     5,042     229,949     222,950 (c) (d) (g)
Bloco Central   BNDES - FINEM I (Sub-loan A - 2nd disbursement)   IPCA + 8.052378% p.a.    8.4850%(a)   October 2047   3,898     3,512     137,482     133,287 (c) (d) (g)
Bloco Sul   BNDES - FINEM I (Subcredit C - 1st disbursement)   IPCA + 8.252144% p.a.    8.7324%(a)   October 2047   16,607     15,025     537,310     502,588 (c) (d) (g)
Bloco Sul   BNDES - FINEM I (Subcredit C - 2nd disbursement)   IPCA + 8.252144% p.a.    8.5313%(a)   October 2047   1,295     1,196     71,389     66,824 (c) (d) (g)
CAP   Maduro and Curiel’s Bank   USD + 4.2% p.a.   N/I   April 2030   -     -     485,625     536,178 (d)
                    Total     38,389     4,743,249     4,757,320  

 

   Consolidated 
   06/30/2026   12/31/2025 
Current  178,028   231,031 
Loans and financing  181,200   234,089 
Transaction costs  (3,172)  (3,058)
Non-current  4,565,221   4,526,289 
Loans and financing  4,600,438   4,561,929 
Transaction costs  (35,217)  (35,640)
Total  4,743,249   4,757,320 

 

N/I - Transaction cost not identified due to unfeasibility or immateriality.

 

(a)The actual cost of these transactions refers to costs incurred in the issuance of securities and does not consider post-fixed rates since interest and principal will be settled at the end of the transaction, and the applicable future rates are not known on the date of each transaction. These rates will only be known as each transaction period elapses. When a transaction has more than one series/tranche, it is presented at the weighted average rate;

 

Guarantees:

 

(b)Assignment of bank accounts, indemnities, and receivables;

 

(c)Motiva’s accommodation/corporate bond proportional to its direct/indirect equity participation;

 

(d)Security interest;

 

(e)100% accommodation/corporate bond from Motiva;

 

(f)Surety provided by the other concessionaire shareholder, in proportion to its direct/indirect ownership interest.

 

(g)Motiva’s corporate bond under a suspensive condition in the event of early termination of the concession agreement; and

 

48

 

 

Companhia de Participações em Concessões

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

(h)Bank guarantee.

 

Payment schedule (non-current)   06/30/2026 
2027    78,079 
2028    163,192 
2029    1,655,443 
2030    182,157 
2031 onwards    2,521,567 
(-) Transaction costs    (35,217)
Total    4,565,221 

 

The Company and its subsidiaries have financial agreements, such as loans and financing, among others, with cross-default and/or cross-acceleration sections, establishing early maturity if they are in default of amounts due in other agreements signed by them, or in case the early maturity of these agreements occurs. These indicators are constantly monitored at each reporting date in order to avoid the enforcement of such sections. There are no breaches of covenants relating to loans and financing.

 

15.Debentures

 

Company   Series   Contractual rates
(% p.a.)
  Transaction cost
effective rate
(% p.a.)
  Final
maturity
  Transaction
costs
incurred
    Cost
balances
to be
appropriated
  06/30/2026   12/31/2025  
CPC   6th Issuance - Single Series   CDI + 0.95% p.a.   1.0122%(a)   February 2030   756     553   262,777   255,548 (g)
                Subtotal Parent Company     553   262,777   255,548  
Bloco Central   3rd Issue - Single Series   IPCA + 6.96% p.a.   7.0561%(a)   October 2047   23,309     20,603   3,096,522   2,898,188 (c) (d) (e) (f)
Bloco Sul   3rd Issue - Series 1   IPCA + 6.99% p.a.   7.0784%(a)   October 2047   69,605     62,349   9,691,173   9,066,208 (c) (d) (e) (f)
Bloco Sul   3rd Issue - Series 2   IPCA + 6.99% p.a.   7.2953%(a)   October 2047   55,625     51,955   2,540,853   2,375,281 (c) (d) (e) (f)
Pampulha   1st Issue - Single Series   CDI + 0.70% p.a.   1.2217%(a)   February 2028   1,932     1,105   584,152   567,892 (b)
                    Total     136,565   16,175,477   15,163,117  

 

   Consolidated 
   06/30/2026   12/31/2025 
Current  255,329   247,383 
Debentures  262,130   253,773 
Transaction costs  (6,801)  (6,390)
Non-current  15,920,148   14,915,734 
Debentures  16,049,912   15,044,732 
Transaction costs  (129,764)  (128,998)
Total  16,175,477   15,163,117 

 

(a)The actual cost of these transactions refers to the Internal Return Rate (IRR) calculated considering contracted interest plus transaction costs. For applicable cases, variable contractual rates were not considered for the purposes of calculating the IRR;

 

Guarantees:

 

(b) Motiva’s accommodation/corporate bond proportional to its direct/indirect equity participation;

 

49

 

 

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

  

(c) Security interest;

 

(d) Fiduciary sale;

 

(e) Fiduciary assignment of concession rights and receivables;

 

(f) Motiva’s corporate bond under a suspensive condition in the event of early termination of the concession agreement; and

 

(g) There are no guarantees.

 

Payment schedule (non-current)  06/30/2026 
2027  21,419 
2028  644,567 
2029  184,499 
2030  499,390 
2031 onwards  14,700,037 
(-) Transaction costs  (129,764)
Total  15,920,148 

 

The Company and its subsidiaries have financial agreements, such as bonds, among others, with cross-default and/or cross-acceleration sections, establishing early maturity if they are in default of amounts due in other agreements signed by them, or in case the early maturity of these agreements occurs. The indicators are constantly monitored at each reporting date in order to avoid the enforcement of such sections. There has been no breach of covenants related to the debentures.

 

16.Provision for civil, labor, social, tax, and contractual risks

 

The Company and its subsidiaries are parties to lawsuits and administrative proceedings before courts and governmental agencies, arising from the normal course of their operations, involving tax, labor, civil, and contractual matters.

 

16.1Proceedings with a probable loss expectation

 

Management constituted a provision in an amount considered sufficient to cover estimated probable losses regarding pending actions, according to the table below, based on (i) information from its legal advisors, (ii) an analysis of the ongoing legal proceedings, and (iii) previous experience in relation to the amounts claimed:

 

   Civil,
Administrative,
   Labor and social             
Consolidated  and other   security   Tax   Contractual   Total 
Balance as of December 31, 2025   764    101,224    -    -    101,988 
Constitution   4,685    4,546    515    37    9,783 
Reversal   (783)   (86,182)   -    -    (86,965)
Payments   (346)   (2,658)   (515)   -    (3,519)
Update of procedural and monetary bases   983    2,363    -    -    3,346 
Conversion adjustment   (1)   3,781    -    -    3,780 
Balance as of June 30, 2026   5,302    23,074    -    37    28,413 

 

50

 

 

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated) 

 

16.2 Proceedings with a possible loss expectation

 

The Company and its subsidiaries are exposed to other risks related to tax, civil, and labor matters, which have been assessed by legal counsel as representing a possible risk, in the amounts set out below, for which no provision has been recognized.

 

   Consolidated 
   06/30/2026   12/31/2025 
Tax   189,420    146,557 
Civil and administrative matters   25,538    4,357 
Labor and social security   17,192    29,723 
Total   232,150    180,637 

 

17.Equity

 

17.1.Share capital

 

As of June 30, 2026, the Company’s share capital is MXN 16,864,204, divided into 939,744,237 registered common shares and 939,744,236 registered preferred shares.

 

The shares are distributed as follows:

 

   06/30/2026   12/31/2025 
   Equity
interest
   Common
shares
   Preferred
shares
   Paid-in
shares
   Equity
interest
   Common
shares
   Preferred
shares
   Paid-in
shares
 
CCR S.A.  99.99999999%  939,744,236   939,744,236   1,879,488,472   99.99999999%  1,091,199,743   1,091,199,744   2,182,399,487 
SIP - Sociedade de Investimentos e Participações Ltda  0.00000001%  1   -   1   0.00000001%  1   -   1 
   100%  939,744,237   939,744,236   1,879,488,473   100%  1,091,199,744   1,091,199,744   2,182,399,488 

 

17.2.Legal Reserve

 

This reserve is established by allocating 5% of the net income determined for each fiscal year, pursuant to Article 193 of Law No. 6,404/76, until it reaches 20% of share capital.

 

17.3.Equity valuation adjustment

 

This line includes the effects of:

 

  · Foreign exchange variations on investments in subsidiaries abroad. This accumulated effect will be reclassified to profit or loss as a gain or loss only upon disposal or write-off of the investment.

 

51

 

  

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

17.4.Long-Term Incentive Plans, payable in shares

 

No new Long-Term Incentive Plans were granted during the semester. The plans granted in prior years retain the characteristics disclosed in the notes to the respective consolidated interim financial information, with 185,580 shares remaining to vest as the vesting period progresses.

 

Settlement of share-based payment awards

 

In connection with the sale transaction of CPC, concluded on September 1, 2026 (see note n. 1), the following settlement conditions apply to the outstanding long-term incentive plans:

 

  · Lock-up: The one-year lock-up restriction is released upon closing of the transaction.

 

  · Retention Tranche (50% of each grant): Motiva’s shares will be transferred to the beneficiaries at closing, with immediate settlement, regardless of the originally established vesting schedule.

 

  · Performance Tranche (50% of each grant): Settlement remains subject to the measurement and achievement of the applicable TSR index. The vesting periods are accelerated and deemed fulfilled as of the closing date; however, the actual transfer of shares is contingent upon confirmation that the TSR (Total Shareholder Return) target has been met, and this tranche remains restricted until the index is determined.

 

  · Share transfer (2023, 2024 and 2025 grants): Settled through the transfer of shares at closing, under the conditions described above.

 

The lock-up release process has been initiated, with the share transfer expected to take place in October 2026.

 

17.5.Profit retention reserve

 

On April 30, 2026, at the Annual General Meeting, the retention of MXN 360,672 in the Retained Earnings Reserve was approved, as previously disclosed as an additional dividend as of December 31, 2025.

 

52

 

 

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

18.Net operating revenue

 

   Consolidated 
   2026   2025 
   Jan - Jun   Jan - Jun 
Construction revenues (IFRIC 12)  794,391   652,546 
Airport Revenue  4,002,170   3,737,023 
Accessory revenues  187,519   192,791 
Rebalancing Revenue - Aeris (a)  -   16,744 
Revenues from service provision among related parties  38,041   11,009 
Net operating revenue  5,022,121   4,610,113 
Net operating revenue in Brazil  2,937,296   3,107,035 
Net operating revenue abroad  2,084,826   1,503,077 

 

(a)Economic and financial rebalancing revenue for Aeris, resulting from the execution of the 4th Amendment to the Airport Concession Agreement for the operation of Aeroporto Juan Santamaría.

 

18.1Seasonality of operations

 

The airport segment is subject to seasonality at airports located both abroad and in Brazil, with peak demand from leisure travelers occurring in December, January and July, driven by school holidays and Northern Hemisphere vacation periods, as well as extended public holidays such as Christmas, New Year, Carnival (in Brazil), and Holy Week. Additional demand peaks arise from traditional local festivals in the states and/or municipalities where the airports are located, including the Festa de São João in São Luís and Petrolina, and the Oktoberfest in Blumenau.

 

Although business travel demand tends to decline during these same periods, the increase in leisure travel demand generally more than offsets such reduction, which generally contributes positively to the Group’s operating performance during these periods.

 

For the 12 months ended June 30, 2026, the reported net operating revenue of MXN 10,050,000 and profit before tax and social contribution of MXN 566,828.

 

53

 

 

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

19.Financial profit or loss

 

   Consolidated 
   2026   2025 
   Jan - Jun   Jan - Jun 
Financial expenses  (2,016,365)  (2,081,749)
Interest on loans, financing, debentures, and commercial notes  (755,139)  (741,776)
Adjustment for inflation on loans, financing, bonds and promissory notes.  (562,151)  (481,591)
Adjustment for inflation on obligations to the Concession Grantors  (438,674)  (653,356)
Interest and adjustments for inflation  (83,253)  (102,753)
Losses with derivative transactions  (41,723)  - 
Capitalization of loan costs  40,703   87,138 
Adjustment to present value of obligations with the Concession Grantors  (124,043)  (215,513)
Exchange-rate variation on foreign suppliers  685   (783)
Adjustment to present value - lease  (20)  (28)
Fees, commissions, and other financial expenses  (52,750)  26,913 
Financial revenues  199,379   175,206 
Earnings on financial investments  146,627   138,984 
Exchange-rate variation on foreign suppliers  1,424   1,528 
Interest and other financial revenues  51,328   34,694 
Net financial income  (1,816,986)  (1,906,543)

 

20. Financial instruments

 

20.1 Financial instruments by category and fair value hierarchy

 

The table below shows the carrying amounts and the fair values of the financial assets and liabilities, including their levels in the hierarchy of fair value. It does not include information on the fair value of the financial assets and liabilities not measured at fair value if the carrying amount is a reasonable approximation of the fair value.

 

          Consolidated  
          06/30/2026     12/31/2025  
Assets   Level 2     4,785,255     4,845,799  
Fair value through profit or loss           3,675,548       3,953,038  
Cash and banks   Level 2       1,434,550       1,474,664  
Financial investments           1,609,572       1,976,266  
Linked financial investments - restricted cash account           631,426       502,108  
Amortized cost           1,109,707       892,761  
Accounts receivable           893,071       889,843  
Accounts receivable with related parties           1,021       2,611  
Loans with related parties           266       307  
Dividends and interest on capital           215,349       -  
Liabilities           (31,753,859 )     (30,415,091 )
Amortized cost           (31,753,859 )     (30,415,091 )
Debentures and commercial notes (a)           (16,175,477 )     (15,163,117 )
Loans and financing (a)           (4,743,249 )     (4,757,320 )
Suppliers and other accounts payable           (645,858 )     (723,522 )
Suppliers and accounts payable to related parties           (425,372 )     (312,833 )
Obligations with the Concession Grantors           (9,634,998 )     (9,328,371 )
Dividends and interest on capital           (128,905 )     (129,928 )
Total           (26,968,604 )     (25,569,292 )

  

54

 

 

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

  

(a) Carrying amounts are gross of transaction costs.

 

Loans and Debentures Measured at Amortized Cost - If the criterion of recognizing these liabilities at their fair value (Level 2) were adopted, the resulting balances would be as follows:

  

   Consolidated 
   06/30/2026   12/31/2025 
   Carrying
amount
   Fair
value
   Carrying
amount
   Fair
value
 
Debentures (a)   16,312,042    15,231,834    15,298,505    14,940,398 
Loans and financing (b)   4,781,638    4,697,290    4,796,018    4,748,654 

 

(a) Carrying amounts are gross from transaction costs.

 

Fair values were calculated by projecting cash flows up to the maturity of the transactions based on future rates obtained from public sources (e.g., B3, ANBIMA, and Bloomberg), adding contractual spreads and brought to present value using a pre-fixed rate (pre-DI), plus credit risk components, which considers the ANBIMA triple-A credit curve on the base date as the spread.

 

20.2Derivative financial instruments

 

The main purpose of the operations conducted as of June 30, 2026, is to protect against fluctuations in other indexes and interest rates, without a speculative nature. Accordingly, they are characterized as hedge instruments and recorded at fair value through profit or loss.

 

The Company contracted and settled NDF (Non-Deliverable Forward) for protection against exchange-rate variation in relation to open balances with supplier Alstom.

 

All derivative financial instruments were traded over-the-counter (OTC).

 

A summarized table of derivative instruments contracted for the Company is shown below:

 

       Reference value   Gross values contracted and
settled
   Income (loss) 
       (Notional)   Received/(paid) local currency   Gain/(loss) in
comprehensive income
 
Operation  Maturity date   2026   2025   2026
Jan - Jun
   2025
Jan - Jun
   2026
Jan - Jun
   2025
Jan - Jun
 
NDF - foreign exchange risks        -    1,307,174    (41,723)   -    (41,723)   - 
Assets position   2025    -    1,307,174    (41,723)   -    (41,723)   - 

 

20.3Sensitivity analysis

 

Sensitivity analyses are established based on assumptions and premises related to future events. The Management of the Company and its subsidiaries regularly review these estimates and assumptions used in calculations. However, the settlement of transactions involving these estimates may result in amounts that differ from estimated amounts, as a result of the subjectivity inherent to the process used to prepare the analyses.

 

In the sensitivity analysis calculations, new contracts of operations with derivatives were not considered other than the current ones.

 

For the A and B stress scenarios of the sensitivity analysis, the Company adopted the percentages of 25% and 50%, respectively, which are applied to present the situation showing relevant sensitivity to variable risk.

 

55

 

  

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

  

20.3.1Sensitivity analysis of interest rate variations

 

The table below presents the amounts arising from foreign exchange variations and interest on loan, financing, debenture, intercompany loan, bond, and other financial instrument agreements with post-fixed rates, within the 12-month period, i.e., through June 30, 2027, or through the maturity date of each transaction, whichever occurs first.

 

        Consolidated - Effect in MXN on the result  
Risk   Exposure in MXN
(6) e (7)
  Probable
scenario
  Scenario A
25%
  Scenario B
50%
 
CDI rate   (4,254,055 ) (141,873 ) (172,452 ) (203,035 )
IPC-A   (46,390,350   (5,456,075 ) (6,022,857 ) (6,589,639 )
TJLP   (8,354,740   (951,524 ) (1,094,238 ) (1,236,982 )
Effect on Debentures, Loans and financing   (58,999,145 ) (6,549,472 ) (7,289,547 ) (8,029,656 )
CDI rate   (613,210   (6,203 ) (7,682 ) (9,134 )
Effect on mutuals   (613,210   (6,203 ) (7,682 ) (9,134 )
CDI rate   4,164,731   391,921   479,633   566,669  
Effect on financial investments   4,164,731   391,921   479,633   566,669  
Total net effect of gains / (losses)   (55,447,624 ) (6,163,754 ) (6,817,596 ) (7,472,121 )
The interest rates considered were (1):                  
    CDI rate increase  (2) 14.14 % 17.68 % 21.22%  
    IPC-A  (3) 1.99 % 2.48 % 2.98%  
    TJLP  (4) 9.13 % 11.42 % 13.71%  
    CDI rate decrease  (2) 14.14 % 17.68 % 21.22%  

 

(1) The rates presented above served as the basis for the calculation and were used in the 12 months of the calculation:

 

The assumptions used to determine the discount rates for levels 2 to 4 are detailed below:

 

(2) Rate as of 06/30/2026, published by B3. The increase in the CDI rate was taken into account to calculate the stress scenarios for both liabilities and investments, so that the total net impact at risk can be observed by offsetting the increase in financial investments against the increase in liabilities.;

 

(3) Accumulated annual variation in the past 12 months, published by the Brazilian Institute of Geography and Statistics (IBGE);

 

(4) Rate on 06/30/2026, published by the BNDES;

 

(5) Rate on 06/30/2026, published by the Central Bank of Brazil;

 

(6) The exposure amounts do not include adjustments to fair value, are not deducted from transaction costs, and do not consider the balances of interest on 06/30/2026, when they do not affect the calculations of subsequent effects; and

 

(7) The stress scenarios consider depreciation of the risk factors (CDI rate, Long Term Interest Rate (TJLP), Amplified Consumer Price Index (IPCA), and Special System for Settlement and Custody (Selic) rate).

 

56

 

 

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

21. Commitments subject to concession agreements

 

21.1Commitments to the Concession Grantor

 

                  Current 
          Amount paid during the period   Amount payable 
          06/30/2026   06/30/2025   06/30/2026   12/31/2025 
Variable concession fee  %   Base  308,085   218,257   127,860   100,708 
Curaçao Airport (CAP)   16.0   Aviation and non-aeronautical revenue   164,492    144,973    77,765    6,547 
BH Airport   5.0   Gross Revenue (a)   141,881    70,852    37,378    90,865 
Pampulha   5.0   Gross revenue   1,712    2,432    1,068    3,296 
Bloco Sul   0.93%  Gross revenue   -    -    10,837    - 
Bloco Central   0.12%  Gross revenue   -    -    812    - 

 

21.2Fixed contribution – BHAirport

 

   06/30/2026   12/31/2025 
       Present value       Present value 
   Par value   (Carrying amount)   Par value   (Carrying amount) 
Current  609,407   362,332   557,454   321,351 
Non-current  11,662,993   9,144,806   11,467,360   8,906,312 
Total  12,272,400   9,507,138   12,024,814   9,227,663 

 

 

   06/30/2026   12/31/2025 
       Present value       Present value 
   Par value   (Carrying amount)   Par value   (Carrying amount) 
2026  -   -   557,454   321,351 
2027  609,407   362,332   557,454   327,686 
2028  596,057   361,985   557,454   333,704 
2029  596,057   369,093   557,454   341,381 
2030 onwards  10,470,879   8,413,728   9,794,998   7,903,541 
Total  12,272,400   9,507,138   12,024,814   9,227,663 

 

It refers to the annual amount to be paid to the Concession Grantor as a result of the offer made in the auction under the concession, which was provided in the Bidding Notice as fully owed from the start of concession, as well as the extraordinary contribution for economic and financial restoration, provided for in the extraordinary review of the concession agreement.

 

57

 

 

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

21.3Commitments related to concessions

 

The concessionaires assumed commitments in their concession agreements, which encompass investments (improvements and major periodic maintenance) to be made over the concession period. The values shown below reflect the value of investments established at the beginning of each concession agreement, adjusted by rebalancing agreed upon with the Concession Grantors and restated on an annual basis by the Tariff Adjustment Indices of each concessionaire; therefore, they do not include possible differences in relation to market prices and other price correction indicators:

 

Company  06/30/2026   12/31/2025 
BH Airport (a)  482,326   435,793 
Pampulha  184,795   249,909 
   667,121   685,702 

 

(a) The amounts represent 100% of the concessionaire.

 

The amounts above do not include any contingent investments related to service-level matters, cases under discussion concerning rebalancing, and minor non-recurring maintenance.

 

22.Statements of cash flows

 

22.1Transactions not affecting cash flow

 

Transactions that did not affect cash during the six-month periods ended June 30, 2026 and 2025 are presented in the cash flow statement under the following lines:

 

    Consolidated  
    06/30/2026     06/30/2025  
Changes in assets and liabilities     (122,721 )     156,979  
Accounts receivable from related parties     -       163,459  
Recoverable taxes     (122,721 )     (6,481 )
Effect on net cash from investment activities     122,721       (156,979 )
Other Property, plant and equipment, and intangible assets     122,721       (156,979 )

 

22.2Financing activities

 

The Company classifies the interest paid as a financing activity, as it considers that such classification best represents the funding flows to fulfill the obligations in the concession agreements.

 

58

 

 

Companhia de Participações em Concessões 

Notes to the consolidated interim financial information for the six-month period ended June 30, 2026

(Expressed in thousands of Mexican Pesos, unless otherwise indicated)

 

The reconciliation of financing activities is shown below:

 

   Loans and             
Consolidated  financing   Debentures   Lease liabilities   Total 
Balance as of December 31, 2025  (4,757,320)  (15,163,117)  (6,423)  (19,926,860)
Variation in financing cash flows  265,359   575,158   3,055   843,572 
Payments of principal  82,104   1,525   146   83,775 
Payments of interest  183,255   573,633   2,909   759,797 
Other variations that do not affect cash  (251,288)  (1,587,518)  126   (1,838,680)
Expenses with interest, adjustment for inflation and exchange rate variation  (222,513)  (1,094,777)  -   (1,317,290)
Reversal of the present value adjustment  -   -   (20)  (20)
Cumulative conversion adjustment  (28,775)  (492,741)  146   (521,370)
Balance as of June 30, 2026  (4,743,249)  (16,175,477)  (3,242)  (20,921,968)

 

23.Subsequent events

 

CPC

 

Capital Increase

 

On September 1, 2026, the Shareholders’ Extraordinary General Meeting approved an increase in the Company’s share capital in the amount of MXN 831,538, through the issuance of 161,583,752 common shares, increasing the Company’s share capital from MXN 16,864,204 to MXN 17,695,743.

 

   09/01/2026 
    Equity interest    Common shares    Preferred shares    Paid-in shares 
Aeropuerto de Cancún   100%   1,101,327,988    939,744,236    2,041,072,224 

 

***

 

Early Redemption of Debentures

 

On September 10, 2026, the Company completed the optional early redemption of its entire 6th debenture issuance, resulting in the full settlement of the related debt, which had been recognized as a liability of the Company as of June 30, 2026.

 

59