UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF
BROOKFIELD BUSINESS PARTNERS L.P.
As at June 30, 2023 and December 31, 2022 and for the
three and six months ended June 30, 2023 and 2022
INDEX TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS OF BROOKFIELD BUSINESS PARTNERS L.P.
| | | | | |
| |
Unaudited Interim Condensed Consolidated Statements of Financial Position | 3 | |
Unaudited Interim Condensed Consolidated Statements of Operating Results | 4 | |
Unaudited Interim Condensed Consolidated Statements of Comprehensive Income (Loss) | 5 | |
Unaudited Interim Condensed Consolidated Statements of Changes in Equity | 6 | |
Unaudited Interim Condensed Consolidated Statements of Cash Flow | 7 | |
Notes to Unaudited Interim Condensed Consolidated Financial Statements | 8 | |
BROOKFIELD BUSINESS PARTNERS L.P.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS
OF FINANCIAL POSITION
| | | | | | | | | | | | | | | | | | | | |
(US$ MILLIONS) | | Notes | | June 30, 2023 | | December 31, 2022 |
Assets | | | | | | as adjusted (1) |
Current Assets | | | | | | |
Cash and cash equivalents | | 4 | | $ | 3,022 | | | $ | 2,870 | |
Financial assets | | 5 | | 1,857 | | | 1,979 | |
Accounts and other receivable, net | | 6 | | 6,207 | | | 6,401 | |
Inventory, net | | 7 | | 4,966 | | | 5,186 | |
Other assets | | 9 | | 2,738 | | | 1,858 | |
| | | | 18,790 | | | 18,294 | |
Non-Current Assets | | | | | | |
Financial assets | | 5 | | 11,572 | | | 10,929 | |
Accounts and other receivable, net | | 6 | | 981 | | | 877 | |
Other assets | | 9 | | 580 | | | 515 | |
Property, plant and equipment | | 10 | | 16,296 | | | 15,893 | |
Deferred income tax assets | | | | 1,282 | | | 1,245 | |
Intangible assets | | 11 | | 23,394 | | | 23,953 | |
Equity accounted investments | | 13 | | 2,050 | | | 2,065 | |
Goodwill | | 12 | | 15,369 | | | 15,479 | |
| | | | $ | 90,314 | | | $ | 89,250 | |
Liabilities and Equity | | | | | | |
Current Liabilities | | | | | | |
Accounts payable and other | | 14 | | $ | 13,636 | | | $ | 12,919 | |
| | | | | | |
Non-recourse borrowings in subsidiaries of the partnership | | 16 | | 2,990 | | | 3,758 | |
| | | | 16,626 | | | 16,677 | |
Non-Current Liabilities | | | | | | |
Accounts payable and other | | 14 | | 7,327 | | | 7,511 | |
Corporate borrowings | | 16 | | 1,990 | | | 2,100 | |
Non-recourse borrowings in subsidiaries of the partnership | | 16 | | 41,918 | | | 40,835 | |
Deferred income tax liabilities | | | | 3,561 | | | 3,698 | |
| | | | $ | 71,422 | | | $ | 70,821 | |
Equity | | | | | | |
Limited partners | | 19 | | $ | 1,456 | | | $ | 1,408 | |
Non-controlling interests attributable to: | | | | | | |
Redemption-exchange units | | 19 | | 1,360 | | | 1,318 | |
Special limited partner | | 19 | | — | | | — | |
BBUC exchangeable shares | | 19 | | 1,424 | | | 1,378 | |
Preferred securities | | 19 | | 1,490 | | | 1,490 | |
Interest of others in operating subsidiaries | | | | 13,162 | | | 12,835 | |
| | | | 18,892 | | | 18,429 | |
| | | | $ | 90,314 | | | $ | 89,250 | |
____________________________________
(1)As adjusted to reflect the adoption of IFRS 17, Insurance Contracts (“IFRS 17”). See Note 2(b) for further details.
The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.
BROOKFIELD BUSINESS PARTNERS L.P.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS
OF OPERATING RESULTS
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Three Months Ended June 30, | | Six Months Ended June 30, |
(US$ MILLIONS, except per unit amounts) | | Notes | | 2023 | | 2022 | | 2023 | | 2022 |
| | | | | | as adjusted (1) | | | | as adjusted (1) |
Revenues | | 22 | | $ | 13,506 | | | $ | 14,607 | | | $ | 27,264 | | | $ | 28,034 | |
Direct operating costs | | 21 | | (12,330) | | | (13,678) | | | (24,796) | | | (26,269) | |
General and administrative expenses | | | | (398) | | | (306) | | | (799) | | | (604) | |
Interest income (expense), net | | | | (932) | | | (556) | | | (1,797) | | | (1,016) | |
Equity accounted income (loss), net | | 13 | | 28 | | | 41 | | | 53 | | | 91 | |
Impairment reversal (expense), net | | 10, 12 | | (7) | | | 78 | | | (7) | | | 78 | |
Gain (loss) on acquisitions/dispositions, net | | 8 | | 87 | | | — | | | 168 | | | — | |
Other income (expense), net | | | | 138 | | | (218) | | | 267 | | | (317) | |
Income (loss) before income tax | | | | 92 | | | (32) | | | 353 | | | (3) | |
Income tax (expense) recovery | | | | | | | | | | |
Current | | | | (267) | | | (75) | | | (393) | | | (154) | |
Deferred | | | | 216 | | | 387 | | | 284 | | | 427 | |
Net income (loss) | | | | $ | 41 | | | $ | 280 | | | $ | 244 | | | $ | 270 | |
Attributable to: | | | | | | | | | | |
Limited partners | | 19 | | $ | (16) | | | $ | 47 | | | $ | 9 | | | $ | 55 | |
| | | | | | | | | | |
Non-controlling interests attributable to: | | | | | | | | | | |
Redemption-exchange units | | 19 | | (16) | | | 44 | | | 8 | | | 51 | |
Special limited partner | | 19 | | — | | | — | | | — | | | — | |
BBUC exchangeable shares | | 19 | | (16) | | | 46 | | | 9 | | | 47 | |
Preferred securities | | 19 | | 22 | | | — | | | 44 | | | — | |
Interest of others in operating subsidiaries | | | | 67 | | | 143 | | | 174 | | | 117 | |
| | | | $ | 41 | | | $ | 280 | | | $ | 244 | | | $ | 270 | |
Basic and diluted earnings (loss) per limited partner unit | | 19 | | $ | (0.22) | | | $ | 0.62 | | | $ | 0.12 | | | $ | 0.72 | |
____________________________________
(1)As adjusted to reflect the adoption of IFRS 17. See Note 2(b) for further details.
The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.
BROOKFIELD BUSINESS PARTNERS L.P.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS
OF COMPREHENSIVE INCOME (LOSS)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Three Months Ended June 30, | | Six Months Ended June 30, |
(US$ MILLIONS) | | Notes | | 2023 | | 2022 | | 2023 | | 2022 |
| | | | | | as adjusted (1) | | | | as adjusted (1) |
Net income (loss) | | | | $ | 41 | | | $ | 280 | | | $ | 244 | | | $ | 270 | |
Other comprehensive income (loss): | | | | | | | | | | |
Items that may be reclassified subsequently to profit or loss: | | | | | | | | | | |
Fair value through other comprehensive income | | | | (10) | | | (143) | | | 56 | | | (323) | |
Insurance finance reserve | | | | (4) | | | 40 | | | — | | | 49 | |
Foreign currency translation | | | | 142 | | | (820) | | | 238 | | | (453) | |
Net investment and cash flow hedges | | 4 | | 79 | | | 346 | | | (52) | | | 368 | |
Equity accounted investments | | 13 | | (1) | | | (1) | | | (1) | | | (1) | |
Taxes on the above items | | | | (19) | | | (2) | | | (12) | | | 42 | |
Reclassification to profit or loss | | | | (13) | | | 30 | | | (26) | | | 42 | |
| | | | 174 | | | (550) | | | 203 | | | (276) | |
| | | | | | | | | | |
Items that will not be reclassified subsequently to profit or loss: | | | | | | | | | | |
| | | | | | | | | | |
Fair value through other comprehensive income | | | | 37 | | | (153) | | | 91 | | | (269) | |
Taxes on the above item | | | | 1 | | | 10 | | | (1) | | | 13 | |
| | | | 212 | | | (693) | | | 293 | | | (532) | |
Comprehensive income (loss) | | | | $ | 253 | | | $ | (413) | | | $ | 537 | | | $ | (262) | |
Attributable to: | | | | | | | | | | |
Limited partners | | | | $ | (1) | | | $ | (31) | | | $ | 31 | | | $ | (9) | |
| | | | | | | | | | |
Non-controlling interests attributable to: | | | | | | | | | | |
Redemption-exchange units | | | | (2) | | | (29) | | | 29 | | | (8) | |
Special limited partner | | | | — | | | — | | | — | | | — | |
BBUC exchangeable shares | | | | (2) | | | (29) | | | 30 | | | (26) | |
Preferred securities | | | | 22 | | | — | | | 44 | | | — | |
Interest of others in operating subsidiaries | | | | 236 | | | (324) | | | 403 | | | (219) | |
| | | | $ | 253 | | | $ | (413) | | | $ | 537 | | | $ | (262) | |
____________________________________
(1)As adjusted to reflect the adoption of IFRS 17. See Note 2(b) for further details.
The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.
BROOKFIELD BUSINESS PARTNERS L.P.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Limited partners | | | | | | Non-controlling interests | | |
(US$ MILLIONS) | | Capital | Retained earnings | Ownership changes | Accumulated other comprehensive income (loss) (1) | Total limited partners | | | | | | Redemption- exchange units | | Special limited partner units | | BBUC exchangeable shares | | Preferred securities | | Interest of others in operating subsidiaries | | Total equity |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
Balance as at January 1, 2023 (2) | | $ | 2,114 | | $ | 97 | | $ | (660) | | $ | (143) | | $ | 1,408 | | | | | | | $ | 1,318 | | | $ | — | | | $ | 1,378 | | | $ | 1,490 | | | $ | 12,835 | | | $ | 18,429 | |
Net income (loss) | | — | | 9 | | — | | — | | 9 | | | | | | | 8 | | | — | | | 9 | | | 44 | | | 174 | | | 244 | |
Other comprehensive income (loss) | | — | | — | | — | | 22 | | 22 | | | | | | | 21 | | | — | | | 21 | | | — | | | 229 | | | 293 | |
Total comprehensive income (loss) | | — | | 9 | | — | | 22 | | 31 | | | | | | | 29 | | | — | | | 30 | | | 44 | | | 403 | | | 537 | |
Contributions | | — | | — | | — | | — | | — | | | | | | | — | | | — | | | — | | | — | | | 1,002 | | | 1,002 | |
Distributions (3) | | — | | (10) | | — | | — | | (10) | | | | | | | (8) | | | — | | | (9) | | | (44) | | | (1,219) | | | (1,290) | |
Ownership changes (4) | | — | | (11) | | 38 | | — | | 27 | | | | | | | 21 | | | — | | | 25 | | | — | | | 141 | | | 214 | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
Balance as at June 30, 2023 | | $ | 2,114 | | $ | 85 | | $ | (622) | | $ | (121) | | $ | 1,456 | | | | | | | $ | 1,360 | | | $ | — | | | $ | 1,424 | | | $ | 1,490 | | | $ | 13,162 | | | $ | 18,892 | |
Balance as at January 1, 2022 | | $ | 2,192 | | $ | 63 | | $ | 150 | | $ | (153) | | $ | 2,252 | | | | | | | $ | 2,011 | | | $ | — | | | $ | — | | | $ | 15 | | | $ | 8,722 | | | $ | 13,000 | |
Adoption of new accounting standards (2) | | — | | 1 | | — | | 1 | | 2 | | | | | | | 2 | | | — | | | 1 | | | — | | | 12 | | | 17 | |
As adjusted opening balance January 1, 2022 (2) | | 2,192 | | 64 | | 150 | | (152) | | 2,254 | | | | | | | 2,013 | | | — | | | 1 | | | 15 | | | 8,734 | | | 13,017 | |
Net income (loss) | | — | | 55 | | — | | — | | 55 | | | | | | | 51 | | | — | | | 47 | | | — | | | 117 | | | 270 | |
Other comprehensive income (loss) | | — | | — | | — | | (64) | | (64) | | | | | | | (59) | | | — | | | (73) | | | — | | | (336) | | | (532) | |
Total comprehensive income (loss) | | — | | 55 | | — | | (64) | | (9) | | | | | | | (8) | | | — | | | (26) | | | — | | | (219) | | | (262) | |
Contributions | | — | | — | | — | | — | | — | | | | | | | — | | | — | | | — | | | — | | | 865 | | | 865 | |
Distributions (3) | | — | | (9) | | — | | — | | (9) | | | | | | | (9) | | | — | | | (5) | | | — | | | (1,451) | | | (1,474) | |
Ownership changes (4) | | — | | 11 | | (17) | | 4 | | (2) | | | | | | | 10 | | | — | | | (1) | | | — | | | 114 | | | 121 | |
Unit repurchases (3) | | (78) | | — | | — | | — | | (78) | | | | | | | — | | | — | | | — | | | — | | | — | | | (78) | |
Issuance of BBUC exchangeable shares (5) | | — | | | (786) | | 47 | | (739) | | | | | | | (680) | | | — | | | 1,419 | | | — | | | — | | | — | |
Acquisition of interest (6) | | — | | — | | — | | — | | — | | | | | | | — | | | — | | | — | | | — | | | 1,850 | | | 1,850 | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
Balance as at June 30, 2022 (2) | | $ | 2,114 | | $ | 121 | | $ | (653) | | $ | (165) | | $ | 1,417 | | | | | | | $ | 1,326 | | | $ | — | | | $ | 1,388 | | | $ | 15 | | | $ | 9,893 | | | $ | 14,039 | |
____________________________________
(1)See Note 20 for additional information.
(2)As adjusted to reflect the adoption of IFRS 17. See Note 2(b) for further details.
(3)See Note 19 for additional information on distributions and Unit repurchases.
(4)Includes gains or losses on changes in ownership interests of consolidated subsidiaries.
(5)See Note 2 and Note 19 for additional information on BBUC exchangeable shares.
(6)See Note 3 for additional information.
The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.
BROOKFIELD BUSINESS PARTNERS L.P.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
| | | | | | | | | | | | | | | | | | | | |
| | | | Six Months Ended June 30, |
(US$ MILLIONS) | | Notes | | 2023 | | 2022 |
Operating Activities | | | | | | as adjusted (1) |
Net income (loss) | | | | $ | 244 | | | $ | 270 | |
Adjusted for the following items: | | | | | | |
Equity accounted earnings, net of distributions | | 13 | | 36 | | | 1 | |
Impairment expense (reversal), net | | | | 7 | | | (78) | |
Depreciation and amortization expense | | 21 | | 1,807 | | | 1,470 | |
Gain on acquisitions/dispositions, net | | 8 | | (168) | | | — | |
Provisions and other items | | | | (608) | | | 339 | |
Deferred income tax expense (recovery) | | | | (284) | | | (427) | |
Changes in non-cash working capital, net | | 24 | | (474) | | | (1,351) | |
Cash from (used in) operating activities | | | | 560 | | | 224 | |
Financing Activities | | | | | | |
Proceeds from non-recourse subsidiary borrowings of the partnership | | | | 7,376 | | | 11,366 | |
Repayment of non-recourse subsidiary borrowings of the partnership | | | | (7,065) | | | (4,082) | |
Proceeds from corporate borrowings | | | | 270 | | | 651 | |
Repayment of corporate borrowings | | | | (380) | | | (290) | |
Proceeds from other financing | | | | 53 | | | 23 | |
Repayment of other financing | | | | (73) | | | (50) | |
Proceeds from (repayment of) other credit facilities, net | | | | (63) | | | 265 | |
Lease liability repayment | | | | (194) | | | (185) | |
| | | | | | |
Capital provided by others who have interests in operating subsidiaries | | 19 | | 1,439 | | | 2,787 | |
| | | | | | |
| | | | | | |
Partnership units repurchased | | 19 | | — | | | (78) | |
Distributions to limited partners, Redemption-Exchange unitholders and BBUC exchangeable shareholders | | 19 | | (28) | | | (23) | |
Distributions to preferred securities holders | | 19 | | (48) | | | — | |
Distributions to Special limited partner | | 19 | | — | | | (78) | |
Distributions and capital paid to others who have interests in operating subsidiaries | | 19 | | (1,389) | | | (1,447) | |
Cash from (used in) financing activities | | | | (102) | | | 8,859 | |
Investing Activities | | | | | | |
Acquisitions | | | | | | |
Subsidiaries, net of cash acquired | | | | (517) | | | (7,657) | |
Property, plant and equipment and intangible assets | | | | (991) | | | (791) | |
Equity accounted investments | | | | (8) | | | (126) | |
Financial assets and other | | | | (1,332) | | | (1,730) | |
Dispositions | | | | | | |
Subsidiaries, net of cash disposed | | 8 | | 771 | | | — | |
Property, plant and equipment and intangible assets | | | | 45 | | | 51 | |
| | | | | | |
Financial assets and other | | | | 1,689 | | | 1,777 | |
Net settlement of derivative assets and liabilities | | | | (33) | | | 141 | |
Restricted cash and deposits | | | | 39 | | | (880) | |
Cash from (used in) investing activities | | | | (337) | | | (9,215) | |
Cash and cash equivalents | | | | | | |
Change during the period | | | | 121 | | | (132) | |
Impact of foreign exchange | | | | 70 | | | (57) | |
Net change in cash classified within assets held for sale | | | | (39) | | | — | |
Balance, beginning of year | | | | 2,870 | | | 2,588 | |
Balance, end of period | | | | $ | 3,022 | | | $ | 2,399 | |
____________________________________
(1)As adjusted to reflect the adoption of IFRS 17. See Note 2(b) for further details.
Supplemental cash flow information is presented in Note 24.
The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
NOTE 1. NATURE AND DESCRIPTION OF THE PARTNERSHIP
Brookfield Business Partners L.P. and its subsidiaries (collectively, the “partnership”) is an owner and operator of business services and industrials operations (“the Business”) on a global basis. Brookfield Business Partners L.P. was established as a limited partnership under the laws of Bermuda, and organized pursuant to a limited partnership agreement as amended on May 31, 2016, and as thereafter amended. Brookfield Corporation, formerly Brookfield Asset Management Inc. (“Brookfield Corporation” or together with its controlled subsidiaries, excluding the partnership, “Brookfield”), is the ultimate parent of the partnership. Brookfield Business Partners L.P.’s limited partnership units are listed on the New York Stock Exchange (“NYSE”) and the Toronto Stock Exchange (“TSX”) under the symbols “BBU” and “BBU.UN”, respectively. The registered head office of Brookfield Business Partners L.P. is 73 Front Street, 5th Floor, Hamilton HM 12, Bermuda.
Brookfield Business Partners L.P.’s sole direct investment is a managing general partnership interest in Brookfield Business L.P. (the “Holding LP”), which holds the partnership’s interests in business services and industrial operations. The partnership’s consolidated equity interests include the non-voting publicly traded limited partnership units (“LP Units”) held by public unitholders and Brookfield, general partner units held by Brookfield (“GP Units”), redemption-exchange partnership units (“Redemption-Exchange Units”) in the Holding LP held by Brookfield, special limited partnership units (“Special LP Units”) in the Holding LP held by Brookfield and class A exchangeable subordinate voting shares (“BBUC exchangeable shares”) of Brookfield Business Corporation (“BBUC”), a consolidated subsidiary of the partnership, held by the public and Brookfield. Holders of the LP Units, GP Units, Redemption-Exchange Units, Special LP Units and BBUC exchangeable shares will be collectively referred to throughout as “Unitholders” unless the context indicates or requires otherwise. LP Units, GP Units, Redemption-Exchange Units, Special LP Units and BBUC exchangeable shares will be collectively referred to throughout as “Units” unless the context indicates or requires otherwise.
The partnership’s principal operations include business services operations, such as a residential mortgage insurer, healthcare services, construction operations and dealer software and technology services operations. The partnership’s principal industrial operations include advanced energy storage operations and engineered components manufacturing operations. The partnership’s operations also include infrastructure services which comprise nuclear technology services operations, offshore oil services operations, modular building leasing services operations and lottery services operations. The partnership’s operations are primarily located in Canada, the U.K., the United States and Brazil.
Brookfield Business Corporation
On March 15, 2022, the partnership completed a special distribution whereby holders of LP Units and GP Units of record as of March 7, 2022 (the “Record Date”) received one BBUC exchangeable share, for every two Units held (the “special distribution”).
Immediately prior to the special distribution, the partnership received BBUC exchangeable shares through a distribution of BBUC exchangeable shares by the Holding LP (the “Holding LP Distribution”) to all of its unitholders. As a result of the Holding LP Distribution, (i) Brookfield and its subsidiaries received approximately 35 million BBUC exchangeable shares and (ii) the partnership received approximately 38 million BBUC exchangeable shares, which it subsequently distributed to its unitholders pursuant to the special distribution. Immediately following the special distribution, (i) holders of LP Units, excluding Brookfield, held approximately 35.3% of the issued and outstanding BBUC exchangeable shares, (ii) Brookfield and its affiliates held approximately 64.7% of the issued and outstanding BBUC exchangeable shares, and (iii) a subsidiary of the partnership owned all of the issued and outstanding class B multiple voting shares, or class B shares, which represent a 75% voting interest in BBUC, and all of the issued and outstanding class C non-voting shares, or class C shares, of BBUC. The class C shares entitle the partnership to all of the residual value in BBUC after payment in full of the amount due to holders of BBUC exchangeable shares and class B shares.
The partnership directly and indirectly controlled BBUC prior to the special distribution and continues to control BBUC subsequent to the special distribution through its interests in BBUC. The BBUC exchangeable shares are listed on the NYSE and the TSX under the symbol “BBUC”.
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
NOTE 2. MATERIAL ACCOUNTING POLICY INFORMATION
(a)Basis of presentation
These unaudited interim condensed consolidated financial statements of the partnership have been prepared in accordance with IAS 34, Interim Financial Reporting (“IAS 34”), as issued by the International Accounting Standards Board (“IASB”) and using the accounting policies the partnership applied in its annual consolidated financial statements as at and for the year ended December 31, 2022, except for the adoption of the new accounting policies and standards described below. The accounting policies the partnership applied in its annual consolidated financial statements as at and for the year ended December 31, 2022 are disclosed in Note 2 of such consolidated financial statements, with which reference should be made in reading these unaudited interim condensed consolidated financial statements. All defined terms are also described in the annual consolidated financial statements. The unaudited interim condensed consolidated financial statements are prepared on a going concern basis and have been presented in U.S. dollars rounded to the nearest million unless otherwise indicated.
These unaudited interim condensed consolidated financial statements were approved by the Board of Directors of the partnership’s general partner, Brookfield Business Partners Limited (the “General Partner”), on behalf of the partnership, and authorized for issue on August 8, 2023.
(i)Critical accounting judgments and measurement uncertainty
The preparation of financial statements in accordance with IAS 34 requires management to make critical judgments, estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period of the financial statements that are not readily apparent from other sources. The critical accounting estimates and judgments have been set out in Note 2 to the partnership’s annual consolidated financial statements as at and for the year ended December 31, 2022. These estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. There have been no significant changes to the method of determining critical accounting estimates and judgments since December 31, 2022.
(b)New accounting policies adopted
The partnership has applied new and revised standards issued by the IASB that are effective for the period beginning on or after January 1, 2023.
(i)IFRS 17 - Insurance Contracts (“IFRS 17”)
The partnership adopted IFRS 17 effective January 1, 2023. IFRS 17 establishes principles for the recognition, measurement, presentation and disclosure of insurance contracts. It replaces IFRS 4, Insurance Contracts (“IFRS 4”) and related interpretations. The adoption of IFRS 17 only impacted the reported results of the partnership’s residential mortgage insurer.
The partnership applied the full retrospective approach to insurance contracts issued on or after January 1, 2020. For groups of contracts issued in 2019 and prior years, the partnership has determined that it is impracticable to apply the full retrospective approach and has elected to apply the fair value approach. As a result, the comparative period has been adjusted and the transition impact of $17 million has been recorded as an increase to opening equity on January 1, 2022 (the “IFRS 17 adoption”).
The impact of the IFRS 17 adoption to the unaudited interim condensed consolidated statement of financial position as at December 31, 2022 was a decrease to other assets of $153 million and a decrease to intangible assets of $95 million, primarily due to the derecognition of balances associated with IFRS 4 concepts, and a decrease to accounts payable and other of $199 million primarily due to measurement differences under IFRS 17.
The impact of the IFRS 17 adoption to the unaudited interim condensed consolidated statement of operating results for the three and six months ended June 30, 2022 was a decrease to revenues of $19 million and $64 million, an increase to direct operating costs of $4 million and $nil, a decrease to general and administrative expenses of $4 million and $6 million, and an increase to deferred tax recovery of $5 million and $15 million. The impact to net income resulted in a decrease to basic and diluted earnings per limited partner unit of $0.03 and $0.11 per unit.
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
The impact of the IFRS 17 adoption to the unaudited interim condensed consolidated statement of comprehensive income for the three and six months ended June 30, 2022 was the recognition of the insurance finance reserve of $40 million and $49 million, and a decrease to deferred tax recovery of $11 million and $13 million.
While IFRS 17 changes the timing of earnings recognition, as well as presentation and disclosure of insurance contracts, cash flows generated by the partnership are not impacted. As a result, the adoption of IFRS 17 does not have a material impact on the business.
The partnership’s accounting policy for insurance contracts in accordance with IFRS 17 is detailed below.
Material accounting policies - Insurance contracts
The partnership’s insurance policies are classified as contracts without direct participating features and are measured using the general measurement approach under IFRS 17. The measurement approach is based on estimates of the present value of future cash flows that are expected to arise as the partnership fulfills the contracts, an explicit risk adjustment for non-financial risks and a contractual service margin. The risk adjustment for non-financial risk reflects the compensation that the insurer requires for bearing uncertainty about the amount and timing of cash flows. Estimates of the present value of future cash flows and a risk adjustment for non-financial risk are together referred to as fulfillment cash flows. The contractual service margin represents the unearned profit that is recognized as revenue systematically over the coverage period as insurance services are provided.
Mortgage insurance revenues earned in each reporting period primarily represents the changes in the liabilities for remaining coverage that relate to insurance contract services provided during the period and an allocation of premiums that relates to recovering insurance acquisition cash flows. For all periods presented, insurance revenues earned from insurance contracts are included under revenues in the consolidated statement of operating results.
The insurance liabilities are included in accounts payable and other, on the unaudited interim condensed consolidated statement of financial position and the carrying amount at each reporting date is the sum of the liability for remaining coverage and the liability for incurred claims.
(a) Liability for remaining coverage
At inception of the insurance contract, a liability for remaining coverage is established which comprises the fulfillment cash flows related to services that will be provided in future periods and the remaining contractual service margin at that date. If the fulfillment cash flows from a contract at the date of initial recognition are a net outflow, then the contract is considered onerous. A loss from onerous insurance contracts is recognized immediately in the consolidated statement of operating results.
All acquisition cash flows are included in the measurement of fulfillment cash flows and recognized within the insurance liabilities.
All cash flows are discounted using a market-based discount rate selected through a top-down approach that reflects the characteristics of the insurance liabilities. The partnership has elected to disaggregate insurance finance expense between amounts included in income and amounts included in other comprehensive income (“OCI”). Interest accretion is recognized as insurance finance expense in income while effect of changes in discount rates is recognized as insurance finance expense in OCI.
The risk adjustment has been determined using a confidence level technique.
The contractual service margin is recognized in income to reflect services provided in each reporting period based on the number of coverage units provided during the period, which is determined by considering, for each contract, the quantity of the benefits provided and its expected coverage period. The coverage units are reviewed and updated at each reporting date. The insurer determines the quantity of the benefits provided under its insurance contracts on the basis of Loss Given Default, which is defined as outstanding mortgage principal balance and expected costs of foreclosure, less the expected value of the property securing the claim.
(b) Liability for incurred claims
The liability for incurred claims includes the fulfillment cash flows for incurred claims and expenses that have not yet been paid, including claims that have been incurred but not yet reported.
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
Fulfillment cash flows include the cost of settling claims and cash flows from expected recovery of real estate in the event of default by borrowers (both reported and unreported) that have occurred on or before each reporting date, discounted to consider the time value of money using a market-based discount rate. The liability also incorporates a risk adjustment for non-financial risk using actuarially determined risk factors.
Critical judgments and estimates in applying IFRS 17
The partnership has applied critical judgments and estimates in the application of IFRS 17, including: (i) estimates and underlying assumptions in determining fulfillment cash flows related to the liability for remaining coverage; (ii) discount rate used to account for time value of money for all cash flows; (iii) the estimated risk adjustment for non-financial risk; (iv) timing of revenue recognition for the liability for remaining coverage; (v) estimated cash flows for settling claims; and (vi) estimated recoveries including recoveries from real estate included in the liability for incurred claims, based on third party property appraisals or other types of third party valuations deemed to be appropriate for a particular property in the event of default.
(ii)Amendments to IAS 12 Income taxes (“IAS 12”)
In May 2021, IAS 12 was amended to clarify that the initial recognition exception does not apply to the initial recognition of transactions that give rise to equal taxable and deductible temporary differences. The partnership adopted these amendments on January 1, 2023 and the adoption did not have a material impact on the partnership’s unaudited interim condensed consolidated financial statements.
In May 2023, IAS 12 was amended to clarify requirements relating to International Tax Reform - Pillar Two model rules. The amendments (i) introduce a temporary exception to the accounting for deferred taxes arising from the implementation of the Pillar Two model rules published by the Organization for Economic Co-operation and Development (“OECD”) and (ii) require additional disclosures. The amendments became effective immediately upon their issue and retrospectively in accordance with IAS 8, Accounting Policies, Changes in Accounting Estimates and Errors. The partnership adopted these amendments for the fiscal period beginning January 1, 2023 and elected to apply the temporary exception to the accounting requirements for deferred taxes related to Pillar Two income taxes. The adoption did not have an impact on the partnership’s unaudited interim condensed consolidated financial statements.
(iii)Amendments to IAS 1 Presentation of financial statements (“IAS 1”)
The amendments aim to provide accounting policy disclosures that are more useful by replacing the requirement to disclose ‘significant’ accounting policies with a requirement to disclose ‘material’ accounting policies and adding guidance on how to apply the concept of materiality in making decisions about accounting policy disclosures.
The partnership adopted these amendments on January 1, 2023 and the adoption did not have a material impact on the partnership’s unaudited interim condensed consolidated financial statements.
(c)Future changes in accounting policies
(i)Amendments to IAS 1 Presentation of financial statements (“IAS 1”)
The amendments clarify how to classify debt and other liabilities as current or non-current. The amendments to IAS 1 apply to annual reporting periods beginning on or after January 1, 2024. The partnership is currently assessing the impact of these amendments.
There are currently no other future changes to IFRS with expected material impacts on the partnership.
NOTE 3. ACQUISITION OF BUSINESSES
When determining the basis of accounting for the partnership’s investees, the partnership evaluates the degree of influence that the partnership exerts directly or through an arrangement over the investees’ relevant activities. Control is obtained when the partnership has power over the acquired entities and an ability to use its power to affect the returns of these entities.
The partnership accounts for business combinations using the acquisition method of accounting, pursuant to which identifiable tangible and intangible assets and liabilities are recognized and measured on the basis of the estimated fair values at the date of acquisition.
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
(a)Acquisitions completed in the six months ended June 30, 2023
Mobile Mini Solutions (“Mobile Mini”)
On January 31, 2023, the partnership’s modular building leasing services operations acquired a 100% economic interest in Mobile Mini, a provider of portable storage solutions in the U.K., for total consideration of $419 million, funded with debt and equity. The partnership received 100% of the voting rights in Mobile Mini, which provided the partnership with control, and accordingly, the partnership has consolidated the business for financial reporting purposes. The fair values of acquired assets, assumed liabilities and goodwill for the acquisition have been determined on a preliminary basis at the end of the reporting period.
Goodwill of $166 million was recognized and represents growth the partnership expects to experience from the operations. The goodwill recognized was not deductible for income tax purposes. Customer relationship intangible assets of $53 million, property, plant and equipment of $255 million and other net liabilities of $55 million were acquired as part of the transaction. Transaction costs of approximately $10 million were recorded as other expenses in the unaudited interim condensed consolidated statements of operating results.
(b)Acquisitions completed in 2022
The following table summarizes the consideration transferred, assets acquired, liabilities assumed and non-controlling interests recognized at the applicable acquisition dates for significant acquisitions. The consideration transferred reflects the partnership’s equity contribution, debt and equity raised alongside institutional partners to fund the acquisition, contingent and other non-cash consideration:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
(US$ MILLIONS) | | Business services | | Infrastructure services | | Industrials | | Total (1) |
Cash | | $ | 10,381 | | | $ | 6,488 | | | $ | 659 | | | $ | 17,528 | |
Contingent and other non-cash consideration | | 491 | | | 29 | | | 225 | | | 745 | |
Total consideration | | $ | 10,872 | | | $ | 6,517 | | | $ | 884 | | | $ | 18,273 | |
| | | | | | | | |
Cash and cash equivalents | | $ | 739 | | | $ | 76 | | | $ | 14 | | | $ | 829 | |
Accounts receivable and other, net | | 523 | | | 456 | | | 36 | | | 1,015 | |
Inventory, net | | 15 | | | 169 | | | 117 | | | 301 | |
| | | | | | | | |
Property, plant and equipment | | 774 | | | 364 | | | 42 | | | 1,180 | |
Intangible assets | | 5,727 | | | 4,373 | | | 356 | | | 10,456 | |
Goodwill | | 5,544 | | | 1,499 | | | 378 | | | 7,421 | |
Deferred income tax assets | | 1 | | | — | | | — | | | 1 | |
Financial assets | | 4,542 | | | 4 | | | — | | | 4,546 | |
Equity accounted investments and other assets | | 426 | | | 309 | | | 1 | | | 736 | |
| | | | | | | | |
Accounts payable and other | | (1,460) | | | (451) | | | (46) | | | (1,957) | |
Non-recourse borrowings in subsidiaries of the partnership | | (4,543) | | | — | | | — | | | (4,543) | |
Deferred income tax liabilities | | (1,337) | | | (282) | | | (14) | | | (1,633) | |
Net assets acquired before non-controlling interests | | $ | 10,951 | | | $ | 6,517 | | | $ | 884 | | | $ | 18,352 | |
Non-controlling interests acquired | | (79) | | | — | | | — | | | (79) | |
Net assets acquired | | $ | 10,872 | | | $ | 6,517 | | | $ | 884 | | | $ | 18,273 | |
____________________________________
(1)The fair values of acquired assets, assumed liabilities and goodwill for acquisitions completed within the last 12 months have been determined on a provisional basis pending finalization of the determination of the fair values of certain acquired assets and liabilities. The partnership is in the process of obtaining additional information to assess the fair values of property, plant and equipment, intangible assets, provisions, related deferred income taxes and the resulting impact to goodwill as at the date of the acquisitions.
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
Business services
La Trobe Financial Services Pty Limited (“La Trobe”)
On May 31, 2022, the partnership, together with institutional partners, acquired a 100% economic interest in La Trobe, an Australian residential mortgage lender, for total consideration of $1.1 billion, funded with debt, equity, non-cash and contingent consideration. The partnership received 100% of the voting rights in La Trobe, which provided the partnership with control, and accordingly, the partnership has consolidated the business for financial reporting purposes.
Goodwill of $384 million was recognized and represents growth the partnership expects to experience from the operations. The goodwill recognized was not deductible for income tax purposes. Intangible assets of $655 million were acquired as part of the transaction, comprising management contract rights, mortgage broker channel, computer software and brand name. Other items include $4.5 billion of loans receivable, $4.5 billion of borrowings and $14 million of other net liabilities. Transaction costs of approximately $8 million were recorded as other expenses in the 2022 consolidated statements of operating results.
CDK Global, Inc. (“CDK Global”)
On July 6, 2022, the partnership, together with institutional partners, acquired a 100% economic interest in CDK Global, a provider of technology services and software solutions to automotive dealers. Total consideration was $8.3 billion, funded with debt and equity. The partnership received 100% of the voting rights, which provided the partnership with control and accordingly, the partnership has consolidated the business for financial reporting purposes.
Goodwill of $4.6 billion was recognized and represents growth the partnership expects to experience from the operations. The goodwill recognized was not deductible for income tax purposes. Intangible assets acquired comprise a customer relationship asset of $3.8 billion with a useful life of 15 years, developed technology of $0.7 billion with a useful life of 3-5 years, and a brand intangible asset of $0.3 billion with a useful life of 15 years. Other items included $301 million of cash and cash equivalents, $377 million of accounts receivable and other, $953 million of accounts payable and other, $1.1 billion of deferred tax liabilities and $361 million of other net assets. Transaction costs of approximately $15 million were recorded as other expenses in the 2022 consolidated statements of operating results. Non-controlling interests of $81 million were recognized and measured at fair value.
The acquired customer relationship intangible was valued with significant inputs of revenue growth rates, customer attrition rates, and a discount rate determined using a capital asset pricing model. The useful life of 15 years represents the pattern of economic benefits realized by the business, primarily due to the low customer attrition rate observed, and reflects the period of time over which the majority of the cumulative present value of cash flows from the intangible asset would be realized, and after which any remaining forward-looking cash flows from the asset were determined to be de minimis in present value terms.
Magnati - Sole Proprietorship LLC (“Magnati”)
On August 8, 2022, the partnership, together with institutional partners, acquired a 60% economic interest in Magnati, a technology-enabled services provider in the payment processing space. Total consideration for the business was $763 million, funded with debt and equity and included contingent consideration payable to the former shareholder if certain performance targets are met and non-cash consideration from the former shareholder for retention of their 40% economic interest. The partnership received 60% of the voting rights in Magnati, which provided the partnership with control, and accordingly, the partnership has consolidated the business for financial reporting purposes.
Goodwill of $500 million was recognized and represents growth the partnership expects to experience from the operations. The goodwill recognized was not deductible for income tax purposes. Intangible assets of $226 million were acquired as part of the transaction, comprising customer relationships, trade name and service contracts. Other items include $345 million of financial assets and $308 million of other net liabilities. Transaction costs of approximately $3 million were recorded as other expenses in the 2022 consolidated statements of operating results.
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
Unidas Locadora S.A. (“Unidas”)
On October 1, 2022, the partnership, together with institutional partners, acquired a 100% economic interest in Unidas, a leading full-service car rental business in Brazil. Total consideration was $731 million, funded with debt, equity, non-cash and contingent consideration. The partnership received 100% of the voting rights, which provided the partnership with control, and accordingly, the partnership has consolidated the business for financial reporting purposes.
Goodwill of $103 million was recognized and represents growth the partnership expects to experience from the operations. Other items include $664 million of property, plant and equipment primarily related to the fleet of rental cars and $36 million of other net liabilities. Transaction costs of approximately $1 million were recorded as other expenses in the 2022 consolidated statements of operating results.
Infrastructure services
Scientific Games, LLC (“Scientific Games”)
On April 4, 2022, the partnership, together with institutional partners, acquired a 100% economic interest in Scientific Games, a service provider to government-sponsored lottery programs with capabilities in game design, distribution, systems and terminals and turnkey technology solutions. Total consideration was $5.8 billion, comprising debt and equity. The partnership received 100% of the voting rights, which provided the partnership with control, and accordingly, the partnership has consolidated the business for financial reporting purposes.
Goodwill of $1.2 billion was recognized and represents growth the partnership expects to experience from the operations. The goodwill recognized was not deductible for income tax purposes. Intangible assets acquired comprise a customer relationship asset of $2.8 billion with a useful life of 20 years, a brand intangible asset of $1.0 billion with an indefinite useful life, and software of $0.2 billion. Other items include $555 million of other net assets. Transaction costs of approximately $16 million were recorded as other expenses in the 2022 consolidated statements of operating results.
The acquired customer relationship intangible was valued with significant inputs of revenue growth rates, customer attrition rates, and a discount rate determined using a capital asset pricing model. The useful life of 20 years represents the pattern of economic benefits realized by the business, primarily due to the low customer attrition rate observed, and reflects the period of time over which the majority of the cumulative present value of cash flows from the intangible asset would be realized, and after which any remaining forward-looking cash flows from the asset were determined to be de minimis in present value terms.
The acquired brand intangible was valued using a relief from royalty method with significant inputs of revenue growth rates, royalty rates and a discount rate determined using a capital asset pricing model. The lottery services business has significant historical experience using the brand and intends to continue using the brand in the long-term. The partnership has determined the asset to have an indefinite life as there is no foreseeable limit to the period that this asset is expected to generate cash flows.
BHI Energy, Inc. (“BHI Energy”)
On May 27, 2022, the partnership’s nuclear technology services operations acquired a 100% economic interest in BHI Energy for total consideration of $737 million. The partnership received 100% of the voting rights through its nuclear technology services operations, which provided the partnership with control, and accordingly, the partnership has consolidated the business for financial reporting purposes.
Goodwill of $257 million was recognized, of which $68 million was deductible for tax purposes and represents growth the partnership’s nuclear technology services operations expect to experience from the operations. Intangible assets of $390 million were acquired as part of the transaction, comprising customer relationships and brand names. Other items include $90 million of other net assets. Transaction costs of approximately $8 million were recorded as other expenses in the 2022 consolidated statements of operating results.
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
Industrials
TexTrail Inc. (“TexTrail”)
On October 5, 2022, the partnership, together with institutional partners, acquired a 100% economic interest in TexTrail, a leading distributor of axles and trailer components. Total consideration was $884 million, funded with debt and equity. The partnership received 100% of the voting rights through its engineered components manufacturing operations, which provided the partnership with control, and accordingly, the partnership has consolidated the business for financial reporting purposes.
Goodwill of $378 million was recognized, of which $319 million was deductible for tax purposes and represents growth the partnership expects to experience from the operations. Intangible assets of $356 million were acquired as part of the transaction which primarily comprised customer relationships, trade names and trademarks. Other items include $150 million of other net assets. Transaction costs of approximately $6 million were recorded as other expenses in the 2022 consolidated statements of operating results.
NOTE 4. FAIR VALUE OF FINANCIAL INSTRUMENTS
The fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair values are determined by reference to quoted bid or ask prices, as appropriate. Where bid and ask prices are unavailable, the closing price of the most recent transaction of that instrument is used. In the absence of an active market, fair values are determined based on prevailing market rates such as bid and ask prices, as appropriate, for instruments with similar characteristics and risk profiles or internal or external valuation models, such as option pricing models and discounted cash flow analysis, using observable market inputs when available.
Fair values determined using valuation models require the use of assumptions concerning the amount and timing of estimated future cash flows and discount rates. In determining those assumptions, the partnership looks primarily to external readily observable market inputs such as interest rate yield curves, currency rates and price and rate volatility, as applicable.
The following table provides the details of financial instruments and their associated financial instrument classifications as at June 30, 2023:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
(US$ MILLIONS) | | | | | | | | |
MEASUREMENT BASIS | | FVTPL | | FVOCI | | Amortized cost | | Total |
Financial assets | | | | | | | | |
Cash and cash equivalents | | $ | — | | | $ | — | | | $ | 3,022 | | | $ | 3,022 | |
Accounts and other receivable, net (current and non-current) | | — | | | — | | | 7,188 | | | 7,188 | |
Other assets (current and non-current) (1) | | — | | | — | | | 548 | | | 548 | |
Financial assets (current and non-current) (2) | | 906 | | | 5,646 | | | 6,877 | | | 13,429 | |
Total | | $ | 906 | | | $ | 5,646 | | | $ | 17,635 | | | $ | 24,187 | |
Financial liabilities | | | | | | | | |
Accounts payable and other (current and non-current) (2) (3) | | $ | 778 | | | $ | 347 | | | $ | 11,596 | | | $ | 12,721 | |
Borrowings (current and non-current) | | — | | | — | | | 46,898 | | | 46,898 | |
Total | | $ | 778 | | | $ | 347 | | | $ | 58,494 | | | $ | 59,619 | |
____________________________________
(1)Excludes prepayments, assets held for sale and other non-financial assets of $2,770 million.
(2)FVOCI includes $534 million of derivative assets and $347 million of derivative liabilities designated in hedge accounting relationships. Refer to Hedging Activities in Note 4 (a) below.
(3)Includes derivative liabilities, and excludes liabilities associated with assets held for sale, provisions, decommissioning liabilities, deferred revenue, insurance contract liabilities, work in progress, post-employment benefits and other liabilities of $8,242 million.
Included in cash and cash equivalents as at June 30, 2023 was $2,113 million of cash (December 31, 2022: $2,229 million) and $909 million of cash equivalents (December 31, 2022: $641 million).
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
Included in financial assets (current and non-current) as at June 30, 2023 was $874 million (December 31, 2022: $1,136 million) of equity instruments and $4,238 million (December 31, 2022: $4,031 million) of debt instruments designated as measured at fair value through other comprehensive income.
The following table provides the details of financial instruments and their associated financial instrument classifications as at December 31, 2022:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
(US$ MILLIONS) | | | | | | | | |
MEASUREMENT BASIS | | FVTPL | | FVOCI | | Amortized cost | | Total |
Financial assets | | | | | | | | |
Cash and cash equivalents | | $ | — | | | $ | — | | | $ | 2,870 | | | $ | 2,870 | |
Accounts and other receivable, net (current and non-current) | | — | | | — | | | 7,278 | | | 7,278 | |
Other assets (current and non-current) (1) | | — | | | — | | | 469 | | | 469 | |
Financial assets (current and non-current) (2) | | 960 | | | 5,585 | | | 6,363 | | | 12,908 | |
Total | | $ | 960 | | | $ | 5,585 | | | $ | 16,980 | | | $ | 23,525 | |
Financial liabilities | | | | | | | | |
Accounts payable and other (2)(3) | | $ | 818 | | | $ | 223 | | | $ | 11,700 | | | $ | 12,741 | |
Borrowings (current and non-current) | | — | | | — | | | 46,693 | | | 46,693 | |
Total | | $ | 818 | | | $ | 223 | | | $ | 58,393 | | | $ | 59,434 | |
____________________________________
(1)Excludes prepayments, assets held for sale and other non-financial assets of $1,904 million.
(2)FVOCI includes $418 million of derivative assets and $223 million of derivative liabilities designated in hedge accounting relationships. Refer to Hedging Activities in Note 4(a) below.
(3)Includes derivative liabilities and excludes provisions, decommissioning liabilities, deferred revenues, insurance liabilities, work in progress, post-employment benefits, liabilities associated with assets held for sale and various taxes and duties of $7,689 million.
(a)Hedging activities
Derivative instruments not designated in a hedging relationship are classified as FVTPL, with changes in fair value recognized in the unaudited interim condensed consolidated statements of operating results.
Net investment hedges
The partnership uses foreign exchange derivative contracts and foreign currency denominated debt instruments to manage foreign currency exposures arising from net investments in foreign operations. For the three and six months ended June 30, 2023, a pre-tax net loss of $81 million and $154 million, respectively (June 30, 2022: net gain of $332 million and $233 million, respectively) was recorded in other comprehensive income for the effective portion of hedges of net investments in foreign operations. As at June 30, 2023, there was a derivative asset balance of $29 million (December 31, 2022: $29 million) and a derivative liability balance of $229 million (December 31, 2022: $101 million) relating to derivative contracts designated as net investment hedges.
Cash flow hedges
The partnership uses commodity swap contracts to hedge the sale price of natural gas contracts, purchase price of oil, lead, polypropylene, and tin, foreign exchange contracts and option contracts to hedge highly probable future transactions, and interest rate contracts to hedge the cash flows on its floating rate borrowings. A number of these contracts are designated as cash flow hedges. For the three and six months ended June 30, 2023, a pre-tax net gain of $160 million and $102 million, respectively (June 30, 2022: net gain of $14 million and $135 million, respectively) was recorded in other comprehensive income for the effective portion of cash flow hedges. As at June 30, 2023, there was a derivative asset balance of $505 million (December 31, 2022: $389 million) and derivative liability balance of $118 million (December 31, 2022: $122 million) relating to the derivative contracts designated as cash flow hedges.
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
(b)Fair value hierarchical levels – financial instruments
Level 3 assets and liabilities measured at fair value on a recurring basis include $658 million (December 31, 2022: $692 million) of financial assets and $523 million (December 31, 2022: $589 million) of financial liabilities, which are measured at fair value using valuation inputs based on management’s best estimates.
The following table categorizes financial assets and liabilities, which are carried at fair value, based upon the level of input as at June 30, 2023 and December 31, 2022:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | June 30, 2023 | | December 31, 2022 |
(US$ MILLIONS) | | Level 1 | | Level 2 | | Level 3 | | Level 1 | | Level 2 | | Level 3 |
Financial assets | | | | | | | | | | | | |
Common shares | | $ | 502 | | | $ | — | | | $ | — | | | $ | 736 | | | $ | — | | | $ | — | |
Corporate and government bonds | | 49 | | | 3,520 | | | — | | | 91 | | | 3,266 | | | — | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
Derivative assets | | 3 | | | 756 | | | — | | | 12 | | | 628 | | | — | |
Other financial assets (1) | | 365 | | | 699 | | | 658 | | | 429 | | | 691 | | | 692 | |
| | $ | 919 | | | $ | 4,975 | | | $ | 658 | | | $ | 1,268 | | | $ | 4,585 | | | $ | 692 | |
Financial liabilities | | | | | | | | | | | | |
Derivative liabilities | | $ | 4 | | | $ | 598 | | | $ | 10 | | | $ | 7 | | | $ | 445 | | | $ | 17 | |
Other financial liabilities (2) | | — | | | — | | | 513 | | | — | | | — | | | 572 | |
| | $ | 4 | | | $ | 598 | | | $ | 523 | | | $ | 7 | | | $ | 445 | | | $ | 589 | |
____________________________________
(1)Other financial assets include secured debentures, asset-backed securities and preferred shares. Level 1 other financial assets are primarily publicly traded preferred shares and mutual funds. Level 2 other financial assets are primarily asset-backed securities and Level 3 financial assets are primarily secured debentures and non-listed debt instruments.
(2)Includes $483 million (December 31, 2022: $544 million) of contingent consideration payable between 2023 and 2024 in relation to the acquisition of subsidiaries. Refer to Note 3 for further information.
There were no transfers between levels during the six months ended June 30, 2023.
The following table presents the change in the balance of financial assets classified as Level 3 for the six-month period ended June 30, 2023 and the twelve-month period ended December 31, 2022:
| | | | | | | | | | | | | | |
(US$ MILLIONS) | | June 30, 2023 | | December 31, 2022 |
Balance at beginning of period | | $ | 692 | | | $ | 297 | |
Fair value change recorded in net income | | 33 | | | (9) | |
Fair value change recorded in other comprehensive income | | (5) | | | (5) | |
Additions | | — | | | 523 | |
Dispositions | | (65) | | | (111) | |
Foreign currency translation and other | | 3 | | | (3) | |
Balance at end of period | | $ | 658 | | | $ | 692 | |
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
The following table presents the change in the balance of financial liabilities classified as Level 3 for the six-month period ended June 30, 2023 and the twelve-month period ended December 31, 2022:
| | | | | | | | | | | | | | |
(US$ MILLIONS) | | June 30, 2023 | | December 31, 2022 |
Balance at beginning of period | | $ | 589 | | | $ | 498 | |
Fair value change recorded in net income | | (53) | | | 12 | |
Fair value change recorded in other comprehensive income | | (1) | | | — | |
Additions | | 21 | | | 408 | |
Dispositions/settlements | | (49) | | | (356) | |
Foreign currency translation and other | | 16 | | | 27 | |
Balance at end of period | | $ | 523 | | | $ | 589 | |
NOTE 5. FINANCIAL ASSETS
| | | | | | | | | | | | | | |
(US$ MILLIONS) | | June 30, 2023 | | December 31, 2022 |
Current | | | | |
Marketable securities | | $ | 1,139 | | | $ | 1,227 | |
Restricted cash | | 184 | | | 214 | |
Derivative assets | | 153 | | | 133 | |
Loans and notes receivable | | 324 | | | 257 | |
Other financial assets (1) | | 57 | | | 148 | |
Total current | | $ | 1,857 | | | $ | 1,979 | |
Non-current | | | | |
Marketable securities | | $ | 2,743 | | | $ | 2,682 | |
Restricted cash | | 245 | | | 245 | |
Derivative assets | | 606 | | | 507 | |
Loans and notes receivable | | 6,010 | | | 5,500 | |
Other financial assets (1) | | 1,968 | | | 1,995 | |
Total non-current | | $ | 11,572 | | | $ | 10,929 | |
____________________________________
(1)Other financial assets include secured debentures, asset-backed securities and convertible preferred shares.
NOTE 6. ACCOUNTS AND OTHER RECEIVABLE, NET
| | | | | | | | | | | | | | |
(US$ MILLIONS) | | June 30, 2023 | | December 31, 2022 |
Current, net | | $ | 6,207 | | | $ | 6,401 | |
Non-current, net | | | | |
Accounts receivable | | 134 | | | 126 | |
Retainer on customer contract | | 84 | | | 70 | |
Billing rights | | 763 | | | 681 | |
Total non-current, net | | $ | 981 | | | $ | 877 | |
Total | | $ | 7,188 | | | $ | 7,278 | |
Non-current billing rights represent unbilled rights from the partnership’s water and wastewater operations in Brazil from revenues earned from the construction on public concession contracts classified as financial assets, which are recognized when there is an unconditional right to receive cash or other financial assets from the concession authority for the construction services.
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
The partnership’s construction operations has a retention balance, which comprises amounts that have been earned but held back until the satisfaction of certain conditions specified in the contract. The retention balance included in the current accounts and other receivable, net as at June 30, 2023 was $145 million (December 31, 2022: $142 million).
NOTE 7. INVENTORY, NET
| | | | | | | | | | | | | | |
(US$ MILLIONS) | | June 30, 2023 | | December 31, 2022 |
| | | | |
Raw materials and consumables | | $ | 1,297 | | | $ | 1,485 | |
Fuel products (1) | | 623 | | | 850 | |
Work in progress | | 876 | | | 778 | |
RTFO certificates | | 518 | | | 415 | |
Finished goods and other (2) | | 1,652 | | | 1,658 | |
Carrying amount of inventories | | $ | 4,966 | | | $ | 5,186 | |
____________________________________
(1)Fuel products that are traded in active markets are purchased with a view to resell in the near future. As a result, these stocks of fuel products are recorded at fair value based on quoted market prices.
(2)Finished goods and other comprises finished goods inventory in the industrials segment.
NOTE 8. DISPOSITIONS
(a)Dispositions completed in the six months ended June 30, 2023
Business Services - Dealer software and technology services operations
On May 1, 2023, the partnership’s dealer software and technology services operations completed the sale of its non-core division servicing the heavy equipment sector for total consideration of approximately $490 million, resulting in a gain of $87 million recorded in the unaudited interim condensed consolidated statements of operating results, included in gain (loss) on acquisitions/dispositions, net.
Business Services - Real estate services operations
On March 31, 2023, the partnership completed the sale of its residential property management operations, resulting in a gain of $67 million recorded in the unaudited interim condensed consolidated statements of operating results, included in gain (loss) on acquisitions/dispositions, net.
Infrastructure Services - Power delivery business
During February 2023, the partnership’s nuclear technology services operations completed the sale of its power delivery business for gross proceeds of approximately $275 million, resulting in a gain of $14 million recorded in the unaudited interim condensed consolidated statements of operating results, included in gain (loss) on acquisitions/dispositions, net.
(b)Dispositions completed in the six months ended June 30, 2022
For the three and six months ended June 30, 2022, the partnership did not recognize any net gains or losses on dispositions of operations in the unaudited interim condensed consolidated statements of operating results.
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
NOTE 9. OTHER ASSETS
| | | | | | | | | | | | | | |
(US$ MILLIONS) | | June 30, 2023 | | December 31, 2022 |
Current | | | | |
Work in progress (1) | | $ | 548 | | | $ | 469 | |
Prepayments and other assets | | 1,169 | | | 1,039 | |
Assets held for sale (2) | | 1,021 | | | 350 | |
Total current | | $ | 2,738 | | | $ | 1,858 | |
Non-current | | | | |
| | | | |
Prepayments and other assets | | $ | 580 | | | $ | 515 | |
Total non-current | | $ | 580 | | | $ | 515 | |
____________________________________
(1)See Note 15 for additional information.
(2)Assets held for sale as at June 30, 2023 includes the North American retail gas station assets of the partnership’s road fuels operations and a majority of the assets within the partnership’s automotive aftermarket parts remanufacturing operations.
NOTE 10. PROPERTY, PLANT AND EQUIPMENT
The following table presents the change in the balance of property, plant and equipment for the six-month period ended June 30, 2023 and the twelve-month period ended December 31, 2022:
| | | | | | | | | | | | | | |
(US$ MILLIONS) | | June 30, 2023 | | December 31, 2022 |
Gross carrying amount | | | | |
Balance at beginning of period | | $ | 21,980 | | | $ | 20,342 | |
Additions (cash and non-cash) | | 1,395 | | | 2,110 | |
Dispositions | | (443) | | | (466) | |
Acquisitions through business combinations (1) | | 255 | | | 1,241 | |
Assets reclassified as held for sale (2) | | (441) | | | (287) | |
| | | | |
Foreign currency translation and other | | 262 | | | (960) | |
Balance at end of period | | $ | 23,008 | | | $ | 21,980 | |
Accumulated depreciation and impairment | | | | |
Balance at beginning of period | | $ | (6,087) | | | $ | (5,017) | |
Depreciation/depletion/impairment expense | | (932) | | | (1,626) | |
Dispositions | | 170 | | | 245 | |
Assets reclassified as held for sale (2) | | 224 | | | 149 | |
| | | | |
Foreign currency translation and other | | (87) | | | 162 | |
Balance at end of period | | $ | (6,712) | | | $ | (6,087) | |
Net book value (3) | | $ | 16,296 | | | $ | 15,893 | |
____________________________________
(1)See Note 3 for additional information.
(2)See Note 9 for additional information.
(3)Includes right-of-use assets of $1,456 million as at June 30, 2023 (December 31, 2022: $1,490 million).
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
NOTE 11. INTANGIBLE ASSETS
The following table presents the change in the balance of intangible assets for the six-month period ended June 30, 2023 and twelve-month period ended December 31, 2022:
| | | | | | | | | | | | | | |
(US$ MILLIONS) | | June 30, 2023 | | December 31, 2022 |
Gross carrying amount | | | | |
Balance at beginning of period | | $ | 27,568 | | | $ | 17,128 | |
Changes in accounting policy (1) | | — | | | (225) | |
Additions | | 304 | | | 542 | |
Acquisitions through business combinations (2) | | 69 | | | 10,581 | |
Dispositions | | (336) | | | (15) | |
Assets reclassified as held for sale (3) | | (204) | | | (159) | |
Foreign currency translation | | 396 | | | (284) | |
Balance at end of period | | $ | 27,797 | | | $ | 27,568 | |
Accumulated amortization and impairment | | | | |
Balance at beginning of period | | $ | (3,615) | | | $ | (2,322) | |
Changes in accounting policy (1) | | — | | | 126 | |
Amortization and impairment expense | | (882) | | | (1,503) | |
Dispositions | | 79 | | | 7 | |
Assets reclassified as held for sale (3) | | 85 | | | 29 | |
Foreign currency translation | | (70) | | | 48 | |
Balance at end of period | | $ | (4,403) | | | $ | (3,615) | |
Net book value | | $ | 23,394 | | | $ | 23,953 | |
____________________________________
(1)See Note 2(b) for additional information.
(2)See Note 3 for additional information.
(3)See Note 9 for additional information.
NOTE 12. GOODWILL
The following table presents the change in the balance of goodwill for the six-month period ended June 30, 2023 and the twelve-month period ended December 31, 2022:
| | | | | | | | | | | | | | |
(US$ MILLIONS) | | June 30, 2023 | | December 31, 2022 |
Balance at beginning of period | | $ | 15,479 | | | $ | 8,585 | |
Acquisitions through business combinations (1) | | 164 | | | 7,446 | |
| | | | |
Impairment | | — | | | (111) | |
Dispositions | | (142) | | | (3) | |
Assets reclassified as held for sale (2) | | (218) | | | (11) | |
Foreign currency translation | | 86 | | | (427) | |
Balance at end of period | | $ | 15,369 | | | $ | 15,479 | |
____________________________________
(1)See Note 3 for additional information.
(2)See Note 9 for additional information.
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
NOTE 13. EQUITY ACCOUNTED INVESTMENTS
The following table presents the change in the balance of equity accounted investments for the six-month period ended June 30, 2023 and twelve-month period ended December 31, 2022:
| | | | | | | | | | | | | | |
(US$ MILLIONS) | | June 30, 2023 | | December 31, 2022 |
Balance at beginning of period | | $ | 2,065 | | | $ | 1,480 | |
| | | | |
Acquisitions through business combinations | | — | | | 461 | |
Additions | | 10 | | | 134 | |
| | | | |
| | | | |
Share of net income (loss) | | 53 | | | 165 | |
Share of other comprehensive income (loss) | | (1) | | | 2 | |
Distributions received | | (89) | | | (167) | |
Foreign currency translation | | 12 | | | (10) | |
| | | | |
| | | | |
| | | | |
Balance at end of period | | $ | 2,050 | | | $ | 2,065 | |
NOTE 14. ACCOUNTS PAYABLE AND OTHER
| | | | | | | | | | | | | | |
(US$ MILLIONS) | | June 30, 2023 | | December 31, 2022 |
Current | | | | |
Accounts payable | | $ | 4,508 | | | $ | 4,099 | |
Accrued and other liabilities (1) (2) | | 5,616 | | | 5,792 | |
Lease liabilities | | 304 | | | 332 | |
Financial liabilities (3) | | 290 | | | 352 | |
Insurance liabilities | | 396 | | | 357 | |
Work in progress (4) | | 1,312 | | | 1,175 | |
Provisions and decommissioning liabilities | | 736 | | | 770 | |
Liabilities associated with assets held for sale | | 474 | | | 42 | |
Total current | | $ | 13,636 | | | $ | 12,919 | |
Non-current | | | | |
Accounts payable | | $ | 98 | | | $ | 90 | |
Accrued and other liabilities (2) | | 1,589 | | | 1,623 | |
Lease liabilities | | 1,227 | | | 1,274 | |
Financial liabilities (3) | | 2,076 | | | 2,141 | |
Insurance liabilities | | 1,518 | | | 1,545 | |
Work in progress (4) | | 50 | | | 49 | |
Provisions and decommissioning liabilities | | 769 | | | 789 | |
Total non-current | | $ | 7,327 | | | $ | 7,511 | |
____________________________________
(1)Includes bank overdrafts of $457 million as at June 30, 2023 (December 31, 2022: $636 million).
(2)Includes post-employment benefits of $642 million ($14 million current and $628 million non-current) as at June 30, 2023 and $642 million ($20 million current and $622 million non-current) as at December 31, 2022.
(3)Includes financial liabilities of $1,429 million ($64 million current and $1,365 million non-current) as at June 30, 2023 and $1,673 million ($74 million current and $1,599 million non-current) as at December 31, 2022 related to a failed sale and leaseback of hospitals. During the quarter, a gain of $208 million was recognized in other income (expense), net in the unaudited interim condensed statement of operating results for the three months ended June 30, 2023, from the extinguishment of a liability related to leased hospitals. During the period the company entered into a new failed sale leaseback arrangement with a different counterparty for the same hospitals.
(4)See Note 15 for additional information.
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
As at June 30, 2023 and December 31, 2022 and
for the three and six months ended June 30, 2023 and 2022
NOTE 15. CONTRACTS IN PROGRESS
| | | | | | | | | | | | | | |
(US$ MILLIONS) | | June 30, 2023 | | December 31, 2022 |
Contract costs incurred to date | | $ | 21,251 | | | $ | 21,066 | |
Profit recognized to date (less recognized losses) | | 2,125 | | | 2,055 | |
| | $ | 23,376 | | | $ | 23,121 | |
Less: progress billings | | (24,190)< |