Intercorp Financial Services Inc.
For the period ended Dec 31, 2025. Filed Apr 24, 2026.
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The yearly report of a company based outside the US. It covers much of what a 10-K does, and may follow accounting rules other than US ones.
FY2025 · Filed Apr 24, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 20-F
(Mark One)
| ☐ | REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
OR
For the fiscal year ended December 31,2025
OR
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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OR
| ☐ | SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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Date of event requiring this shell company report ………………………….
Commission file number 001-38965
INTERCORP FINANCIAL SERVICES INC.
(Exact name of Registrant as specified in its charter)
INTERCORP FINANCIAL SERVICES INC.
(Translation of Registrant’s name into English)
REPUBLIC OF PANAMA
(Jurisdiction of incorporation or organization)
Intercorp Financial Services Inc.
Torre Interbank, Av. Carlos Villarán 140
La Victoria
Lima 13, Peru
(Address of principal executive offices)
Michela Casassa Ramat
Intercorp Financial Services Inc.
Torre Interbank, Av. Carlos Villarán 140
La Victoria
Lima 13, Peru
Telephone:(511) 219-2000 ext.22110
E-mail: mcasassa@intercorp.com.pe
(Name, telephone, e-mail and/or facsimile number and address of company contact person)
Securities registered or to be registered pursuant to Section 12(b) of the Act:
| Title of each class | TradingSymbol(s) | Name of each exchangeon which registered |
|---|---|---|
| Common Shares | IFS | NYSE and Lima |
Securities registered or to be registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:
None
(Title of Class)
Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report:
Common shares outstanding as of December 31, 2025:111,082,644
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934.
☐ Yes☒ No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files)
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer ☒ | Accelerated filer ☐ | Non-accelerated filer ☐ | Emerging growth company ☐ |
|---|
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.☐
† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐
Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this annual report on Form 20-F:
| U.S. GAAP ☐ | International Financial Reporting Standards as issued | Other ☐ | |
|---|---|---|---|
| by the International Accounting Standards Board | ☒ |
If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.
☐ Item 17☐ Item 18
If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
☐ Yes☒ No
(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.☐ Yes☐ No
TABLE OF CONTENTS
| Page | |
|---|---|
| PART I | 14 |
| ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS | 14 |
| ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE | 14 |
| ITEM 3. KEY INFORMATION | 14 |
| A. [RESERVED] | 14 |
| B. Capitalization and Indebtedness | 14 |
| C. Reasons for the Offer and Use of Proceeds | 14 |
| D. Risk Factors | 14 |
| ITEM 4. INFORMATION ON THE COMPANY | 42 |
| A. History and Development of the Company | 42 |
| B. Business Overview | 44 |
| C. Organizational Structure | 124 |
| D. Property, Plants and Equipment | 125 |
| ITEM 4A. UNRESOLVED STAFF COMMENTS | 142 |
| ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS | 142 |
| A. Operating Results | 142 |
| B. Liquidity and Capital Resources | 171 |
| C. Research and Development, Patents and Licenses, etc. | 179 |
| D. Trend Information | 179 |
| E. Critical Accounting Estimates | 181 |
| ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES | 181 |
| A. Directors and Senior Management | 181 |
| B. Compensation | 191 |
| C. Board Practices | 191 |
| D. Employees | 194 |
| E. Share Ownership | 194 |
| F. Disclosure of a Registrant’s Action to Recover Erroneously Awarded Compensation | 194 |
| ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS | 195 |
| A. Major Shareholders | 195 |
i
| B. Related Party Transactions | 195 |
|---|---|
| C. Interests of Experts and Counsel | 201 |
| ITEM 8. FINANCIAL INFORMATION | 201 |
| A. Consolidated Statements and Other Financial Information | 201 |
| B. Significant Changes | 204 |
| ITEM 9. THE OFFER AND LISTING | 204 |
| A. Offer and Listing Details | 204 |
| B. Plan of Distribution | 204 |
| C. Markets | 204 |
| D. Selling Shareholders | 204 |
| E. Dilution | 205 |
| F. Expenses of the Issue | 205 |
| ITEM 10. ADDITIONAL INFORMATION | 205 |
| A. Share Capital | 205 |
| B. Memorandum and Articles of Association | 205 |
| C. Material Contracts | 205 |
| D. Exchange Controls | 205 |
| E. Taxation | 206 |
| F. Dividends and Paying Agents | 213 |
| G. Statement by Experts | 213 |
| H. Documents on Display | 213 |
| I. Subsidiary Information | 213 |
| ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 213 |
| ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES | 228 |
| A. Debt Securities | 228 |
| B. Warrants and Rights | 228 |
| C. Other Securities | 228 |
ii
| D. American Depositary Shares | 228 |
|---|---|
| PART II | 229 |
| ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES | 229 |
| ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS | 229 |
| ITEM 15. CONTROLS AND PROCEDURES | 229 |
| ITEM 16. [RESERVED] | 230 |
| Item 16A. Audit Committee Financial Expert | 230 |
| Item 16B. Code Of Ethics | 230 |
| Item 16C. Principal Accountant Fees And Services | 230 |
| Item 16D. Exemptions From The Listing Standards For Audit Committees | 231 |
| Item 16E. Purchases Of Equity Securities By The Issuer And Affiliated Purchasers | 231 |
| Item 16F. Change in Registrant’s Certifying Accountant | 232 |
| Item 16G. Corporate Governance | 232 |
| Item 16H. Mine Safety Disclosure | 234 |
| Item 16I. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections | 234 |
| Item 16J. Insider Trading Policies | 234 |
| Item 16K. Cybersecurity | 234 |
| PART III | 239 |
| ITEM 17. FINANCIAL STATEMENTS | 239 |
| ITEM 18. FINANCIAL STATEMENTS | 239 |
| ITEM 19. EXHIBITS | 239 |
iii
INTRODUCTION
All references to “we”, “us”, “our company”, and “IFS” in this Annual Report on Form 20-F are to Intercorp Financial Services Inc., a corporation (sociedad anónima) organized under the laws of the Republic of Panama (“Panama”).
In this Annual Report on Form 20-F, we refer to and the discussion of our business includes the business of our principal subsidiaries as follows: (i) in our banking segment: Banco Internacional del Perú, S.A.A.—Interbank, an open-stock corporation (sociedad anónima abierta) organized under the laws of Peru, as “Interbank”; (ii) in our insurance segment: Interseguro Compañía de Seguros, S.A., a corporation (sociedad anónima) organized under the laws of Peru, as “Interseguro”; (iii) in our wealth management segment: Inteligo Group Corp., a corporation (sociedad anónima) organized under the laws of Panama, as “Inteligo”; Inteligo Bank Ltd., a corporation organized under the laws of The Bahamas, as “Inteligo Bank”; Inteligo Sociedad Agente de Bolsa S.A., a corporation (sociedad anónima) organized under the laws of Peru, as “Inteligo SAB”; Inteligo USA Inc., a corporation organized under the laws of New York, as “Inteligo USA,” and Interfondos S.A. Sociedad Administradora de Fondos, a corporation organized under the laws of Peru, as “Interfondos SAFM” or “Interfondos”; and (iv) Procesos de Medios de Pago S.A., a corporation (sociedad anónima) organized under the laws of Peru, as “PMP” and its subsidiary Izipay S.A.C., a closed-stock corporation (sociedad anónima cerrada) organized under the laws of Peru, as “Izipay.” Except otherwise provided, references to Izipay shall include PMP.
In this Annual Report on Form 20-F, we also refer to our parent company, Intercorp Perú Ltd. (“Intercorp Peru” or “Intercorp”), a holding company for a group of companies operating mainly in Peru under the name “Intercorp." Intercorp Peru’s main subsidiaries include our company and Intercorp Retail Inc. (“Intercorp Retail”). Intercorp Retail acts as a holding company for the retail and real estate operations of Intercorp Peru in Peru. Through its subsidiary, InRetail Peru Corp., whose shares are listed on the Lima Stock Exchange under the symbol “INRETC1,” Intercorp Retail has controlling stakes in (i) Supermercados Peruanos S.A. (“Supermercados Peruanos”), an operating supermarket chain that consolidates other operating companies, primarily operating under the: “Plaza Vea,” “Vivanda,” “MASS” and “Makro” brands, (ii) InRetail Pharma S.A., a holding company consisting of a chain of pharmacies operating under the “Inkafarma” and “MiFarma” brands with a distribution and marketing business as well as manufacturing some pharmaceutical products and (iii) InRetail Real Estate Corp., an owner, developer and operator of shopping malls under the “Real Plaza” brand. Intercorp Retail also controls directly (a) Tiendas Peruanas S.A., a department store chain operating under the “Oechsle” brand that started operations in 2009, and (b) Homecenters Peruanos S.A. (“Homecenters Peruanos”), a home improvement company operating under the “Promart” brand. Our parent company Intercorp Peru also controls the following companies involved in the private education and healthcare businesses under the following brands: “Innova Schools,” “Zegel,” “UTP,” “IDAT” and “Aviva.”
Effective as of April 1, 2026, IFS acquired 50% of the shares representing the corporate capital of IXP Holding Corp., in a joint venture with InRetail Perú Corp., an entity also controlled by Intercorp, who acquired the remaining 50%. See "Item 4. Information on the Company—History and Development of the Company—Recent Developments" for more information on this acquisition.
SUMMARY OF RISK FACTORS
An investment in our common shares is subject to a number of risks, including risks relating to the nature of our business as a holding company of banking, insurance, financial institutions, and payments institutions, our operations in Peru and our common shares. The following list summarizes some, but not all, of these risks. Please read the information in the section entitled “Risk Factors” for a more thorough description of these and other risks.
Risks Relating to Our Businesses
We are a holding company and all of our operations are conducted through our subsidiaries. Our ability to pay corporate expenses and to pay dividends, if any, to holders of our common shares depends on the ability of our subsidiaries to pay dividends and make other distributions to us.
As a holding company, our right to receive any distribution of assets of our subsidiaries will be effectively subordinated to the rights of our subsidiaries’ creditors, and holders of our common shares may have limited recourse against our subsidiaries’ assets in case of our liquidation.
Our subsidiaries are subject to extensive regulation and supervision, and changes in existing regulations or the implementation of future regulations may have a material adverse effect on our financial condition and results of operations.
Enhanced ESG and climate change disclosure may impose additional costs on us or our subsidiaries.
The operations of our subsidiaries require the maintenance of banking, insurance and other licenses and any non-compliance with applicable licenses and operating obligations could have a material adverse effect on our business, financial condition and results of operations.
Under certain circumstances, the SBS, the SMV, the Superintendency of Banks of Panama or the Central Bank of The Bahamas, as applicable, may intervene in our subsidiaries’ operations in order to prevent, control and reduce the effects of a failure of our operations.
The adoption of new international banking and insurance guidelines may cause our subsidiaries to require additional capital and could cause their cost of funds to increase, which could have a material adverse effect on our financial condition and results of operations.
We are subject to regulatory capital requirements imposed by the SBS, and failure to comply with these requirements could have a material adverse effect on our financial condition and results of operations.
Our subsidiaries face intense competition from other banking, insurance and financial institutions, and from other players including providers of emerging financial technologies and failure to compete successfully could have a material adverse effect on our financial condition and results of operations.
The failure of our subsidiaries to effectively anticipate or adapt to emerging technologies or changes in customer behavior could have a material adverse effect on our financial conditions and results of operations.
The banking and insurance markets are exposed to macroeconomic shocks that could have a material adverse effect on our financial condition and results of operations.
We could sustain losses if Interbank’s asset quality declines.
Reduced diversification in Interbank’s loan portfolio could have a material adverse effect on our financial condition and results of operations.
Interbank’s provisions for loan losses may not be adequate to cover the future losses to its loan portfolio or other assets, which could have a material adverse effect on our financial condition and results of operations.
Interbank may be unable to realize the collateral or guarantees securing its loans to cover the outstanding principal and interest balance of those loans, which may adversely affect our results of operations and financial condition.
Our financial results may be negatively affected by changes to International Financial Reporting Standards ("IFRS Accounting Standards").
Our financial results may be negatively affected by investment losses.
Interest rate changes could have a material adverse effect on our financial condition and results of operations.
Interseguro is exposed to the impact of changes in interest rates on other comprehensive income.
Actual mortality and morbidity rates and other factors may differ from those assumed in the calculation of technical reserves and may have a material adverse effect on Interseguro’s financial condition and results of operations.
Interbank may not be able to obtain the funding required to support growth and implement its strategy.
A reduction in our subsidiaries’ credit ratings could increase their cost of borrowing funds and make their ability to raise new funds and renew maturing debt more difficult.
Interseguro’s failure to underwrite and price insurance premiums accurately for the products it offers would have a material adverse effect on its financial condition and results of operations.
Interbank’s and Interseguro’s reliance on Peruvian sovereign and global bonds in their respective investment portfolios leaves us vulnerable to a default on such debt.
Interseguro may suffer losses in its investment portfolio because of risks associated with its real estate investments.
Tax exemptions applicable to a substantial portion of Interseguro’s investment earnings could be changed in the future.
We and our subsidiaries are dependent on key personnel.
Interruption, mismanagement or failure in our subsidiaries’ information technology systems may adversely affect their operations.
Cybersecurity events could negatively affect our reputation or results of operations and may result in litigation.
Our subsidiaries are susceptible to fraud, unauthorized transactions and operational errors.
Our existing insurance coverage may be insufficient and future coverage may be difficult or expensive to obtain.
Our subsidiaries' employees could join labor unions and our subsidiaries could be subject to organized labor actions, including work stoppages that could have a material adverse effect on their business.
Our trademarks and trade names may be misappropriated or challenged by others.
Any failure to comply with anti-corruption, anti-bribery, anti-money laundering and countering the financing of terrorism and antitrust laws and regulations could damage our reputation or expose us to penalties.
We and our subsidiaries are subject to litigation and other legal, administrative and regulatory proceedings.
Legal restrictions on our clients may reduce the demand for our services.
Our risk management structure may not be fully effective.
Implementation of tax laws related to the global minimum tax may increase our subsidiaries’ tax liabilities, and, as a result, have a material and adverse effect on us.
Disruptive innovation by fintechs and insurtechs may result in increased competition, and as a result, have a material and adverse effect on our subsidiaries.
Transition to a low-carbon economy may have a material and adverse effect on our subsidiaries’ results of operations.
Public health crises and epidemics/pandemics could adversely affect our and our subsidiaries’ business, financial condition and results of operations.
Risks Relating to Peru
Economic, social and political developments in Peru, including political instability, social unrest, inflation and unemployment, could have a material adverse effect on our businesses.
Political uncertainty may adversely affect our business, financial condition and results of operations.
The 2026 general elections in Peru may result in changes to the political landscape.
Fluctuations in the value of thesol could have a material adverse effect on our financial condition and results of operations.
A downgrade in Peru’s credit ratings may affect the perception of Peru and its economy and consequently adversely affect us.
Potential exchange controls implemented by the Peruvian government could adversely affect our ability to pay dividends and have a material adverse effect on our financial condition and results of operations.
Increased inflation in Peru could have an adverse effect on the Peruvian long-term credit market as well as the Peruvian economy generally and, therefore, on our financial condition and results of operations.
The stability of the Peruvian financial system depends on public confidence in Peruvian banking and financial institutions.
The Peruvian economy could be adversely affected by economic developments in regional or global markets.
A decline in the prices of certain commodities in the international markets could have a material adverse effect on our financial condition and results of operations.
The market volatility generated by distortions in the international financial markets may affect the Peruvian capital markets and the Peruvian banking system.
The operations of Interbank, Interseguro, Interfondos, Inteligo SAB and Izipay could be adversely affected by earthquakes, flooding or other natural disasters.
Corruption and ongoing high profile corruption investigations may hinder the growth of the Peruvian economy and have a negative impact on our business and operations.
Changes in tax laws may increase our tax liabilities and, as a result, have a material and adverse effect on us.
The dollarization of the Peruvian economy hampers monetary policy, which in turn may have an effect on our business.
Risks Relating to the Common Shares
There may be a lack of liquidity and market for our common shares.
The price of our common shares may be volatile.
We may raise additional capital in the future through the issuance of equity securities, which may result in dilution of the interests of our shareholders.
The significant share ownership of our controlling shareholder may conflict with the interests of the holders of our common shares and may have an adverse effect on the future market price of our shares.
Holders of our common shares may have fewer and less well-defined rights than shareholders of a company organized in other jurisdictions, such as the United States.
Holders of our common shares may have difficulty enforcing judgments against us, our officers and directors.
Judgments of Peruvian courts with respect to our common shares will be payable only insoles.
We are subject to different corporate disclosure and accounting standards than those holders of our common shares may be familiar with in the United States.
IFS could be considered a passive foreign investment company ("PFIC") for U.S. federal income tax purposes, which could result in adverse U.S. tax consequences for U.S. investors.
One or more of our subsidiaries could be classified as a PFIC for U.S. federal income tax purposes.
If we are unable to maintain effective internal control over financial reporting in the future, our results of operations and the price of our common shares could be adversely affected.
The requirements of being a public company may strain our resources, divert management’s attention and affect our ability to attract and retain qualified board members or executive officers.
Our status as a foreign private issuer allows us to follow alternate standards to the corporate governance standards of the NYSE, which may limit the protections afforded to investors.
If securities or industry analysts do not actively follow our business, or if they publish unfavorable research about our business, the price and trading volume of our common shares could decline.
Future offerings of debt or preferred securities may limit our operating and financial flexibility and may materially adversely affect the market price of, and dilute the value of, the common shares.
Peruvian corporations, including our subsidiaries, may be jointly and severally liable for any unpaid Peruvian capital gains tax related to the transfer of the common shares.
FORWARD-LOOKING STATEMENTS
This Annual Report on Form 20-F contains forward-looking statements. All statements other than statements of historical facts included in this Annual Report on Form 20-F regarding our business, financial condition, results of operations and certain of our plans, objectives, assumptions, projections, expectations or beliefs and statements regarding other future events or prospects are forward-looking statements. These statements include, without limitation, those concerning: our strategy and our ability to achieve it; expectations regarding sales, profitability and growth; our possible or assumed future results of operations; capital expenditures and investment plans; adequacy of capital; and financing plans. In addition, this Annual Report on Form 20-F includes forward-looking statements relating to our potential exposure to various types of market risks, such as macroeconomic risk, Peru specific risks, foreign exchange rate risk, interest rate risks and other risks related to our financial performance. The words “aim,” “may,” “will,” “expect,” “is expected to,” “anticipate,” “believe,” “future,” “continue,” “help,” “estimate,” “plan,” “schedule,” “intend,” “should,” “would be,” “seeks,” “estimates,” “shall,” or the negative or other variations thereof, as well as other similar expressions regarding matters that are not historical facts, are or may indicate forward–looking statements.
We have based these forward-looking statements on our management’s current views with respect to future events and financial performance. These views reflect the best judgment of our management but involve a number of risks and uncertainties which could cause actual results to differ materially from those predicted in our forward–looking statements and from past results, performance or achievements. Although we believe that the estimates reflected in the forward-looking statements are reasonable, such estimates may prove to be incorrect. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements. These factors include, among other things:
our holding company structure;
economic, business and political developments in Peru and globally, including corruption scandals involving the Peruvian government, related political instability and the upcoming elections;
economic and geopolitical developments in regional or global markets, including the effects of trade tariffs and international conflicts;
the financial market volatility and market turmoil generated by trade policies, bank failures or similar developments in the United States and other regions;
health epidemics and pandemics and other outbreaks, government measures to contain the spread of these pandemics or outbreaks, their effects on the economy of Peru, and their impact on global and regional economic growth prospects, creditworthiness, counter-party risk, as well as any logistical, operational or labor disruptions, among others;
protests and social unrest in Peru against government economic policies, violent crime, corruption scandals and social inequality;
changes in Peruvian, Panamanian and Bahamian and other foreign laws and regulations including the adoption of new capital requirements for banks or insurance companies, as well as interest rate caps for banks;
the dollarization of the Peruvian economy;
increased competition in the Peruvian financial services and insurance markets;
increased inflation;
exchange rate instability and government measures to control foreign exchange rates;
developments affecting the purchasing power of middle-income consumers or consumer spending generally;
changes in interest rates;
downturns in the capital markets and changes in capital markets in general that affect policies or attitudes towards lending to Peru or Peruvian companies or securities issued by Peruvian companies;
our ability to keep up with technological changes and integrate new businesses into our operations;
the inability to obtain the capital we need for further expansion of our businesses;
the inability to attract and retain key personnel;
any future acquisitions may not bring anticipated benefits;
changes in tax laws;
severe weather, adverse climate changes and natural disasters (including El Niño and La Niña);
changes and volatility in regional or global markets;
dependence on sovereign debt in our investment portfolios;
credit and other risks of lending, such as increases in defaults of borrowers, and increases in the provision for loan losses;
increased costs of funding or inability of our subsidiaries to obtain additional debt or equity financing on attractive terms or at all;
a deterioration in the quality of our assets;
our provisions for impairment losses or the provisions from impairment losses of our subsidiaries may be inadequate;
changes to accounting standards;
changes in actuarial assumptions upon which our annuity business is based;
failure to adequately price insurance premiums;
decreases in the spread between investment yields and implied interest rates in annuities;
dependence on information technology (“IT”) systems and cybersecurity risks; and
other risks and uncertainties described in “Item 3. Key Information—Risk Factors.”
We urge holders of our common shares to read the sections of this Annual Report on Form 20-F entitled “Item 3. Key Information—Risk Factors”, “Item 4. Information on the Company— Business Overview” and “Item 5. Operating and Financial Review and Prospects” for a more complete discussion of the factors that could affect our future performance and the industries in which we operate. Additionally, new risks and uncertainties can emerge from time to time, and it is not possible for us to predict all future risks and uncertainties, nor can we assess their potential impact. Accordingly, holders of our common shares should not place undue reliance on forward-looking statements as a prediction of actual results.
All forward-looking statements included in this Annual Report on Form 20-F are based on information available to us on the date of this Annual Report on Form 20-F. We undertake no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by applicable law. All other written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements contained throughout this Annual Report on Form 20-F.
PRESENTATION OF FINANCIAL INFORMATION
Our audited annual consolidated financial statements as of December 31, 2025 and 2024 and for each of the years ended December 31, 2025, 2024 and 2023 included in this Annual Report on Form 20-F have been prepared insolesand in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (“IASB”) and audited by Tanaka, Valdivia, Arribas & Asociados Sociedad Civil de Responsabilidad Limitada, PCAOB ID 1315, Lima, Peru, a member firm of Ernst & Young Global Limited (“EY Peru”).
For a description of our significant accounting policies, see Note 3 to our audited annual consolidated financial statements.
For regulatory purposes, including regulations of the Banco Central de Reserva del Perú(the “Central Reserve Bank of Peru” or “BCRP”) and regulations and the reporting requirements of the Superintendencia del Mercado de Valores(the “SMV”), our Peruvian subsidiaries, Interbank and Interseguro, also prepare in Spanish and make available to shareholders statutory financial statements as prescribed by the Peruvian Superintendency of Banks, Insurance and Private Pension Fund Administrators (Superintendencia de Banca, Seguros y Administradoras de Fondos de Pensiones, or “SBS”), hereinafter “SBS GAAP."
We have included in this Annual Report on Form 20-F certain information reported by the SBS for the Peruvian banking and insurance sectors as a whole as well as for individual financial institutions in Peru, including Interbank and Interseguro, which report to the SBS in SBS GAAP. The information under SBS GAAP has been presented for comparative market purposes. All statements in this Annual Report on Form 20-F regarding our relative market position and financial performance vis-à-vis the financial services and insurance sectors in Peru are based, out of necessity, on information obtained from the SBS and the SMV. With respect to comparative banking information, we typically compare ourselves against certain peer banks or against the system as a whole. With respect to comparative insurance information, we typically compare ourselves against the industry as a whole. Statements in this Annual Report on Form 20-F regarding our relative market position and financial performance, however, do not include information relating to Inteligo as Inteligo is not regulated by and does not report to the SBS or the SMV.
Certain comparative financial information related to our compound annual growth rate (“CAGR”) included in this Annual Report on Form 20-F has been prepared based on information reported pursuant to SBS GAAP, except for Inteligo. Compound Annual Growth Rate (“CAGR”) is calculated by (i) dividing the value of a variable on year X (ending value) by the value of this same variable on year Y (beginning value), then (ii) raising this to an exponent of one divided by (X-Y) and (iii) subtracting one from the result. In addition, our Peruvian subsidiaries pay dividends to us on the basis of the SBS GAAP financial statements as further described in this Annual Report on Form 20-F. See “Item 8. Financial Information—Consolidated Statements and Other Financial Information—Dividends and Dividends Policy” and “Item 3. Key Information—Risk Factors—We are a holding company and all of our operations are conducted through our subsidiaries. Our ability to pay corporate expenses and to pay dividends, if any, to holders of our common shares depends on the ability of our subsidiaries to pay dividends and make other distributions to us.”
IFRS Accounting Standards differs in certain significant respects from SBS GAAP. Consequently, information presented in this Annual Report on Form 20-F in accordance with SBS GAAP or based on information from the SBS or SMV may not be comparable with our financial information prepared in accordance with IFRS Accounting Standards. Unless otherwise indicated, all financial information provided in this Annual Report on Form 20-F has been prepared in accordance with IFRS Accounting Standards.
Change in Accounting Policies and Estimates
Generally, we have only adopted standards, interpretations or amendments that were effective in each year. In this regard, standards, interpretations or amendments adopted in the last three years have not had a significant impact on our consolidated financial statements. Standards, interpretations or amendments that become effective in 2026 or later have not been early adopted.
Currency Translation
The term “sol” and the symbol “S/” refer to the legal currency of Peru, and the term “U.S. dollar” and the symbol “U.S.$” refer to the legal currency of the United States.
We have translated some of thesoles amounts contained in this Annual Report on Form 20-F into U.S. dollars for convenience purposes only. Unless otherwise indicated or the context otherwise requires, the rate used to translate soles amounts to U.S. dollars as of December 31, 2025 was S/3.363 = U.S.$1.00, which was the exchange rate reported for December 31, 2025 by the SBS. The Federal Reserve Bank of New York does not report a noon buying rate forsoles. The U.S. dollar equivalent information presented in this Annual Report on Form 20-F is provided solely for convenience of investors and should not be construed as implying that thesolesor other currency amounts represent, or could have been or could be converted into, U.S. dollars at such rates or at any other rate.
Effect of Rounding
Certain figures included in this Annual Report on Form 20-F and in our consolidated financial statements have been rounded for ease of presentation. Percentage figures included in this Annual Report on Form 20-F have not in all cases been calculated on the basis of such rounded figures but on the basis of such amounts prior to rounding. For this reason, percentage amounts in this Annual Report on Form 20-F may vary from those obtained by performing the same calculations using the figures in our consolidated financial statements. Certain numerical figures shown as totals in some tables may not be an arithmetic aggregation of the figures that preceded them due to rounding.
Market and Industry Data
In this Annual Report on Form 20-F, unless otherwise indicated, all macroeconomic data relating to Peru is based on information published by the SBS, the Central Reserve Bank of Peru, the Peruvian Ministry of the Economy and Finance (Ministerio de Economía y Finanzas, or “MEF”), and the Peruvian National Institute of Statistics and Information Processing (Instituto Nacional de Estadística e Informática, or “INEI”). References in this Annual Report on Form 20-F to “GDP” refer to real gross domestic product, except for GDP per capita and penetration ratios of loan products.
References in this Annual Report on Form 20-F to “peer countries” in Latin America refer to Brazil, Chile, Colombia and Mexico. Certain information about peer countries in Latin America have been derived from the Economist Intelligence Unit (“EIU”), the Chilean Superintendency of Banks and Financial Institutions (Superintendencia de Bancos e Instituciones Financieras, or “SBIF”), the Central Bank of Brazil (Banco Central do Brasil), the Colombian Financial Superintendency (Superintendencia Financiera de Colombia), and the Mexican Commission for Banking and Securities (Comisión Nacional Bancaria y de Valores). References in this Annual Report on Form 20-F to the “four largest banks in Peru” or the “four largest Peruvian banks” refer to Banco de Crédito del Perú(“BCP”), Banco BBVA Perú (“BBVA”), Interbank and Scotiabank Perú S.A.A. (“Scotiabank”).
Unless otherwise indicated, statistical information in this Annual Report on Form 20-F relating to our Peruvian subsidiaries Interbank and Interseguro, regarding market share, ranking, and other measures, as well as information on other Peruvian financial institutions and the Peruvian financial system generally, has been derived from reports and information published by the SBS, the SMV, the Central Reserve Bank of Peru, the Association of Peruvian Banks (Asociación de Bancos del Perú, or “ASBANC”) or from other publicly available sources and industry publications.
Socioeconomic levels are determined based on the data collected by INEI in their national annual survey Encuesta Nacional de Hogares(“ENAHO”). INEI assigns a score to each household based on their ranking on the following four factors: (i) characteristics of the household living space, (ii) level of living space overcrowding, (iii) level of education of household head and (iv) ownership of durable goods/properties; and then groups them in five socioeconomic segments (A, B, C, D, E).
Other market share information and other statistical information and quantitative statements in this Annual Report on Form 20-F regarding our market position relative to our competitors, except where otherwise indicated, is not based on published statistical data or information obtained from independent third parties. Rather, such information and statements reflect management estimates based upon our internal records and surveys, statistics published by providers of industry data, information published by our competitors, and information published by trade and business organizations and associations and other sources within the industry in which we operate. We have not independently verified any data produced by third parties or industry or general publications, although we believe such data and publications are reliable. In addition, while we believe our internal data and surveys to be reliable, such data and surveys have not been verified by any independent sources.
Loan Portfolio Data
Unless otherwise indicated, references in this Annual Report on Form 20-F to performing loans refer to loans in compliance with their original contractual obligations. References to past-due loans refer to overdue loans defined as follows: commercial loans are considered past-due once amortization payments are 15 days overdue; loans to micro-businesses are considered past-due once amortization payments are 30 days overdue; and in the case of consumer, mortgage and leasing loans, the amortization portion of a coupon is considered past-due once 30 days overdue and the total amount of the loan is considered past-due once an amortization payment is 90 days overdue. For IFRS 7 and IFRS 9 “Financial Instruments” disclosure purposes, the entire loan balance is considered past due when debtors have failed to make a payment when contractually due. Past-due loans do not include refinanced and restructured loans. References to total gross loans include total loans outstanding, including past-due loans, refinanced loans and restructured loans, and references to total net loans refer to gross loans plus accrued interest less allowances for loan losses and deferred interest.
Changes in Operating Segments
During the second quarter of 2024, we changed the reporting structure of IFS’s operating segments compared with that presented in our annual report on Form 20-F for the year ended December 31, 2023 (the “2023 Form 20-F”), mainly as a consequence of the elimination of the payments segment, since its revenues and income do not meet the thresholds established by IFRS 8 "Operating Segments", as those represent less than 10% of IFS consolidated results. Therefore, since the second quarter of 2024, the results of the businesses that previously comprised the payments segment ceased being reported separately to the board and Izipay, our payments subsidiary, was reclassified under “Holding, Other Subsidiaries and Eliminations." For additional information on our current segments, see “Item 4. Information on the Company—Business Overview” and Note 27 to our audited annual consolidated financial statements.
In order to make the information as of and for the year ended December 31, 2023 comparable with the information as of and for the years ended December 31, 2024 and 2025, as required by IFRS 8 “Information by business segments”, figures as of and for the year ended December 31, 2023 were recast in conformity with the new operating segment reporting structure.
Certain Financial Definitions and Conventions
We present return on assets, or “ROA,” return on equity or “ROE,” net interest margin or “NIM,” risk adjusted net interest margin or “risk adjusted NIM,” cost of risk and efficiency ratio in this Annual Report on Form 20-F. We define our ROA as net profit for the period divided by average total assets; our ROE as net profit for the period divided by average total equity; NIM as (x) net interest and similar income divided (y) average interest earning assets; risk adjusted NIM as net interest margin after impairment loss on loans, net of recoveries; cost of risk is defined as impairment loss on loans, net of recoveries divided by average gross loans. Efficiency ratio as the division of (x) salaries and employee benefits plus administrative expenses plus depreciation and amortization by (y) net interest and similar income plus other income, plus net premiums earned.
We present average balances and nominal average interest rates in this Annual Report on Form 20-F. Except as otherwise indicated, average balances are based on quarterly balances. Nominal average interest rates have been calculated by dividing interest earned on assets or paid on liabilities by the corresponding average balances on such assets or liabilities.
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