0000925261akoa:EmployeeProceduresMember2023-12-31

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As filed with the Securities and Exchange Commission on April 28, 2021March 27, 2024

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 20-F

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2020

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2023

Commission file number 001-13142

Embotelladora Andina S.A.

(Exact name of Registrant as specified in its charter)

Embotelladora Andina S.A.

(Exact name of Registrant as specified in its charter)

Andina Bottling Company

(Translation of Registrant’s name into English)

Republic of Chile

Republic of Chile

(Jurisdiction of incorporation or organization)

Miraflores 9153, 7th Floor


Renca - Santiago, Chile

(Address of principal executive offices)

Paula Vicuña, Tel. (56-2) (56-2) 2338-0520 E-mail: paula.vicuna@koandina.com

Miraflores 9153, 7th Floor- Renca - Santiago, Chile

(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

Trading Symbol

Name of each exchange on which registered

Series A Shares, Series B Shares of Registrant represented by American Depositary Shares

AKO.A

AKO.B

AKO.A
AKO.B

New York Stock Exchange

Securities registered or to be registered pursuant to Section 12(g) of the Act: None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None

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.report.

Series A Shares

473,289,301

Series B Shares

473,281,303

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

x Yes¨No

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 x 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.

x Yes¨ No

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).

x Yes¨ No

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 the definitions of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filerx

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“new or revised financial accounting standard’’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.

x Yes ¨ No

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 checkmark 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 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 filing:

U.S. GAAP ¨

International Financial Reporting Standards as issued
by the International Accounting Standards Board
x

Other ¨

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 x No

Table of Contents

TABLE OF CONTENTS

INTRODUCTION

2

PART IINTRODUCTION

5

2

PART I

6

ITEM 1.

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

5

6

ITEM 2.

OFFER STATISTICS AND EXPECTED TIMETABLE

5

6

ITEM 3.

KEY INFORMATION

5

6

ITEM 4.

INFORMATION ON THE COMPANY

24

25

ITEM 4A.

UNRESOLVED SECURITIES AND EXCHANGE COMMISSION STAFF COMMENTS

58

59

ITEM 5.

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

58

59

ITEM 6.

DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

75

ITEM 7.

MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

85

87

ITEM 8.

FINANCIAL INFORMATION

86

88

ITEM 9.

THE OFFER AND LISTING

88

90

ITEM 10.

ADDITIONAL INFORMATION

89

91

ITEM 11.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

96

99

ITEM 12.

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

98

101

PART II

99

103

ITEM 13.

DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

99

103

ITEM 14.

MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

99

103

ITEM 15.

CONTROLS AND DISCLOSURE PROCEDURES

100

103

ITEM 16.

[Reserved]

100

104

ITEM 16A.

AUDIT COMMITTEE FINANCIAL EXPERT

100

104

ITEM 16B.

CODE OF ETHICS

101

104

ITEM 16C.

PRINCIPAL ACCOUNTANT FEES AND SERVICES

101

104

ITEM 16D.

EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

101

105

ITEM 16E.

PURCHASERS OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

102

105

ITEM 16F.

CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT

102

105

ITEM 16G.

CORPORATE GOVERNANCE

102

106

ITEM 16H.

MINE SAFETY DISCLOSURE

104

107

PART IIIITEM 16I.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

105

107

ITEM 17.16J.

FINANCIAL STATEMENTSINSIDER TRADING POLICIES

105

107

ITEM 18.16K

FINANCIAL STATEMENTSCYBERSECURITY

105

107

PART III

110

ITEM 17.

FINANCIAL STATEMENTS

110

ITEM 18.

FINANCIAL STATEMENTS

110

ITEM 19.

EXHIBITS

106

111

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INTRODUCTION

Certain Definitions

Unless the context otherwise requires, as used in this annual report the following terms have the meanings set forth below:

·the “Company,” “we,” “our,” “Andina” and “Coca-Cola Andina” means Embotelladora Andina S.A. and its consolidated subsidiaries;

·“Andina Argentina” means our subsidiary, Embotelladora del Atlántico S.A., or EDASA;

·“Andina Brazil” means our subsidiary, Rio de Janeiro Refrescos Ltda. and its subsidiaries;

·“AEASA” means our subsidiary, Andina Empaques Argentina S.A.;

·“EDASA” means our subsidiary, Embotelladora del Atlántico S.A.;

·“PARESA” means our subsidiary, Paraguay Refrescos S.A.;

·“Envases CMF” means our affiliate, Envases CMF S.A.;

·“ECSA” means our subsidiary, Envases Central S.A.;

·“Re-Ciclar” means our subsidiary, Re-Ciclar S.A.;
“Circular-Pet” means Circular-Pet S.A.;
“Vital Jugos” means our subsidiary, VJ S.A., previously known as Vital S.A. and subsequently Vital Jugos S.A.;

·“VASA” means our subsidiary, Vital Aguas S.A.;

·“TAR” means our subsidiary, Transportes Andina Refrescos Ltda.;

·“The Coca-Cola Company” means The Coca-Cola Company and its subsidiaries, including without limitation Coca-Cola de Chile S.A. (“CC Chile”), which operates in Chile, Recofarma IndustriasIndústrias do Amazonas Ltda. (“CC Brazil”), which operates in Brazil, and Servicios y Productos para Bebidas Refrescantes S.R.L. (“CC Argentina”), which operates in Argentina;

·the “Chilean territory” means the regions of Antofagasta, Atacama, Coquimbo, Metropolitan Region of Santiago, Aysén and Magallanes and the Chilean AntarticAntarctic and the provinces of Cachapoal and San Antonio;

·the “Brazilian territory” means the greater part of the State of Rio de Janeiro, the totality of the State of Espírito Santo and parts of the stateState of São Paulo and the stateState of Minas Gerais;

·the “Argentine territory” means the provinces of Córdoba, Mendoza, San Juan, San Luis, Santa Fe, Entre Ríos, La Pampa, Neuquén, Río Negro, Chubut, Santa Cruz, Tierra del Fuego as well as the western part of the province of Buenos Aires; and

·the “Paraguayan territory” means the country of Paraguay.

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Presentation of Financial and Certain Other Information

Unless otherwise specified, references herein to “dollars”, “U.S. dollars” or “US$” are to United States dollars; references to “pesos”, “Chilean pesos”, “Ch$” or “ThCh$” are to Chilean pesos; references to “Argentine pesos” or “AR$” are to Argentine pesos; references to “real”, “reais” or “R$” are to Brazilian reais; and references to “guaraníes”, “guaraní” or “G$” are to Paraguayan guaraníes. References to “UF” are to Unidades de Fomento. The UF is an inflation-indexed Chilean monetary unit with a value in Chilean pesos that is adjusted daily to reflect changes in the official consumer price index of the Instituto Nacional de Estadísticas (the “Chilean National Institute of Statistics”). The UF is adjusted in monthly cycles. Each day in the period beginning on the tenth day of the current month through the ninth day of the succeeding month, the nominal peso value of the UF is indexed up (or down in the event of deflation) in order to reflect a proportionate amount of the change in the Chilean consumer price index during the prior calendar month. Certain percentages and amounts contained in this annual report have been rounded for ease of presentation.

The Company’s consolidated financial statements for the years ended December 31, 2018, 20192021, 2022 and 2020 were2023 have been prepared in accordance with International Financial Reporting Standards (hereinafter “IFRS”)as issued by the International Accounting Standards Board (hereinafter “IASB”(“IFRS Accounting Standards”).

and the Interpretations issued by the International Financial Reporting Standards IFRS Interpretations Committee (IFRIC) applicable to companies reporting under IFRS.

Our consolidated financial statements are presented in Chilean pesos. Our consolidated financial statements reflect the results of our subsidiaries located in Brazil, Argentina and Paraguay, converted tointo Chilean pesos (our functional and presentation currency). IFRS requires assets and liabilities to be converted from the functional currency of our subsidiaries outside Chile to our reporting currency (Chilean peso) at the end of period exchange rates and income and expense accounts to be converted at the average monthly exchange rate for the month in which income or expense is recognized for subsidiaries that do not operate in hyperinflationary economies.

In the case of our Argentine subsidiaries, which have been operating in an environment that during 2018, 20192021, 2022 and 20202023 was classified as hyperinflationary, the conversion criteria from the functional currency of those subsidiaries to our presentation currency is the following:

·First adoption of a hyperinflationary economy was in 2018: Losses and gains by correction of current non-monetary items the previous year were recorded in accumulated results as of January 1, 2018.


·Statement of financial position (balance sheet): Non-monetary items are expressed in the current currency at the balance sheet date and translated to the presentation currency of the closing exchange rate. Losses and gains are included in net earnings (fiscal year income).

·Income statement: Income statement items are expressed in the current currency unit at the end of the reporting period, using the variation of the general price index from the date on which the expenses and revenues were accrued, and translated to the presentation currency at closing exchange rate.

·Cash flow statement: Cash flow statement items are expressed in the current currency unit at the end of the reporting period and translated to the presentation currency at closing exchange rate.

For more information on the effects of the hyperinflationary environment in Argentina see note 2.5 of our consolidated financial statements included herein.

Unless otherwise specified, our financial data is presented herein in Chilean pesos.

Forward-Looking Statements

This annual report includes forward looking statements, principally under the captions “Item 4. Information on the Company—Part B. Business Overview,” “Item 3. Key Information—Part D. Risk Factors,” and “Item 5. Operating and Financial Review and Prospects.” We have based these forward-looking statements largely on our current beliefs, expectations and projections about future events and financial trends affecting our business. Examples of such forward-looking statements include:

·statements of our plans, objectives or goals, including those related to anticipated trends, competition or regulation;

·statements about our future economic performance and that of Chile or other countries in which we operate;

·statements about our exposure to market risks, including interest rate risks, foreign exchange risk and equity price risk; and

·statements of assumptions underlying such statements.

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Words such as “believes,” “expects,” “anticipates,” “projects,” “intends,” “should,” “could,” “may,” “seeks,” “aim,” “combined,” “estimates,” “probability,” “risk,” “target,” “goal,” “objective,” “future” or similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and actual results may differ materially and adversely from those described in such forward-looking statements included in this annual report as a result of various factors (including, without limitation, the actions of competitors, future global economic conditions, market conditions, foreign exchange rates and operating and financial risks), many of which are beyond our control. The occurrence of any such factors not currently expected by us would significantly alter the results set forth in these statements.

You should understand that the following important factors, in addition to those discussed elsewhere in this annual report, could affect our future results and could cause those results or other outcomes to differ materially and adversely from those expressed in our forward-looking statements:

·changes in general economic, business, political or other conditions in the regions where we operate;

·the impact of the ongoingoccurrence or resurgence of global or regional health events, such as the COVID-19 pandemic, and government measures aimed at limiting the spread of the virus;pathogens;

·changes in the legal and regulatory framework of the beverage sector in the regions where we operate;

·the monetary and interest rate policies of the central banks of the countries in which we operate;

·unanticipated movements or volatility in interest rates, foreign exchange rates, inflation, equity prices or other rates or prices;

·changes in taxes;

·our inability to hedge certain risks economically;

·potential effects of weather conditions, earthquakes, tsunamis or other natural disasters;

·the outcome of litigation against us;

·the nature and extent of competition in the beverage industry in Latin America and the effect of competition on the prices we are able to charge for our products;

·volatility and fluctuations in demand for our products and the effect of such changes on the volume that we are able to sell and the price that we are able to charge for our products;

·capital and credit market conditions, including the availability of credit changes in interest rates;

·delays in the development of our projects, changes to our investment plans, due to changes in demand, authorizations, etc.; and

·the factors described under “Risk Factors”.Factors.”


The forward-looking statements contained in this document speak only as of the date of this annual report, and we do not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, unless required by law.

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Market Data

We have computed the information contained in this annual report regarding annual volume and per capita growth rates and levels, and market share, product segment, and population data in our bottling territories, based upon accumulated statistics developed by us. Market share information presented with respect to soft drinks, juices, waters and beer is based on data supplied by A.C. Nielsen Company. For market share information, corresponding to year 2021, note that A.C. Nielsen Company changed the methodology and sample in Argentina, Chile and Paraguay and figures for that period were obtained using such methodology, however, 2022 and 2023 figures presented herein were obtained from surveys carried out using the former methodology. Therefore, 2022 and 2023 figures pertaining to market share information in those countries may not be fully comparable to those of 2021. Furthermore, in 2023, A.C., Nielsen modified the calculation methodology in conjunction with a change in the information collection channels in Brazil; therefore, for the purpose of ensuring comparability, the figures for 2021 and 2022 in Brazil were recalculated.


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PART I

ITEM 1.IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

ITEM 1.

Not applicable.

ITEM 2.OFFER STATISTICS AND EXPECTED TIMETABLE

Not applicable.

ITEM 3.KEY INFORMATION

A.[Reserved]

B.CAPITALIZATION AND INDEBTEDNESS

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Not applicable.

ITEM 2.C.REASONS FOR THE OFFER AND USE OF PROCEEDSOFFER STATISTICS AND EXPECTED TIMETABLE

Not applicable.

ITEM 3.D.RISK FACTORSKEY INFORMATION

A.Reserved.

The selected financial data previously required by Item 3.A of Form 20-F has been omitted in reliance on SEC Release No. 33-10890, Management’s Discussion and Analysis, Selected Financial Data and Supplementary Financial Information.

B.CAPITALIZATION AND INDEBTEDNESS

Not applicable.

C.REASONS FOR THE OFFER AND USE OF PROCEEDS

Not applicable.

D.RISK FACTORS

Summary of Risk Factors

The following summarizes some, but not all, of the principal risks provided below. Please carefully consider all of the information discussed in this Item 3.D “Risk Factors” in this annual report on Form 20-F for a detailed description of these and other risks.

·We rely heavily on our relationship with The Coca-Cola Company, which has substantial influence over our business and operations;operations. Non-renewal of our authorization to produce and market its branded products, or other changes in thisour relationship, may adversely affect our business.

·The beverage business environment is changing rapidly, including as a result of epidemic diseases such as the recent outbreak of the COVID-19 pandemic, and increased health and environmental concerns, such as epidemic diseases, single use packaging, and plastic bottles pollution, and if we do not address evolving consumer product and shopping preferences, our business could suffer.

·Increased concern about the health effects of sugar and other sweeteners in beverages could result in changes to the beverage business.business that may adversely affect our financial results.

·Our business is highly competitive, including with respect to price competition, which may adversely affect our net profits and margins.

·If our raw material costs increase, including as a result of U.S. dollar/local currency exchange risk, and price volatility and inflation, our profitability may be affected.

·Instability in the supply of utility services and oil prices may adversely impact our results of operations.

·Water scarcity, and poor water quality and energy shortages could adversely impact our production costs and capacity.

·Climate change and legal or regulatory responses thereto may have an adverse impact on our business and results of operations.
Our ability to achieve our environmental, social and governmental goals are subject to risks, many of which are outside of our control and our reputation and brands could be harmed if we fail to meet such goals.
Significant additional labeling or warning requirements may inhibit sales of our products.

·Our business may be adversely affected if we are unable to maintain brand image and product quality.

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·Trademark infringement could adversely impact our beverage business.


·We may not be able to successfully implement our expansion strategies or achieve the expected operational efficiencies or synergies from potential acquisitions.
Weather conditions or natural disasters may adversely affect our business.

·Our business is subject to risks arising from pandemics such as the ongoing COVID-19 pandemic.COVID-19.

·Our insurance coverage may not adequately cover losses resulting from the risks for which we are insured.
If we are unable to protect our information systems against data corruption, cyber-based attacks or network security breaches, our operations could be disrupted.

·If we fail to comply with personal data protection and privacy laws, we could be subject to adverse publicity, government enforcement actions and/or private litigation, which could negatively affect our business and operating results.
Perception of risk in emerging economies may impede our access to international capital markets, hinder our ability to finance our operations and adversely affect our financial performance.

·Our business may be adversely affected if we fail to renew collective bargaining labor agreements on satisfactory terms or experience strikes or other labor unrest.

·Our business is subject to extensive regulation, which is complex and subject to change.

·Our business is subject to increasing environmental regulation, which may result in increases in our operating costs or adverse changes in consumer demand.

·If we were to become subject to adverse judgments or determinations in legal proceedings to which we are, or may become, a party, our future profitability could suffer through significant liabilities, a reduction of sales, increased costs or damage to our reputation.
Adverse judgments or determinations in tax proceedings to which we are, or may become, a party, may have a material adverse impact on our business and results of operations.
The countries in which we operate may adopt new tax laws or modify existing laws or their interpretations, to increase taxes applicable to our business or reduce existing tax incentives.

��

·If we do not successfully comply with laws and regulations designed to combat corruption in countries in which we sell our products, we could become subject to fines, penalties or other regulatory sanctions, and our sales and profitability could suffer.
We may not be able to recruit or retain key personnel.
A devaluation of the currencies of the countries where we have our operations, with regard to the Chilean peso, can negatively affect the results reported by the Company in Chilean pesos. In addition, our financial condition and results of operations could also be adversely affected by changes over which we have no control.

·The imposition of exchange controls could restrict the entry and exit of funds to and from the countries in which we operate, which could significantly limit our financial capacity.
Geopolitical and other challenges and uncertainties globally could have a material adverse effect on the global economy and our business.
Negative information on social media and similar platforms could adversely affect our reputation.

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You should carefully consider the following factors in addition to the other information set forth in this annual report on Form 20-F. Any of the following risks, if they materialize, could materially and adversely affect our business, results of operations, prospects and financial condition.

Risks Relating to our Company

We rely heavily on our relationship with The Coca-Cola Company, which has substantial influence over our business and operations; and changes in this relationship may adversely affect our business.

The Coca-Cola Company has substantial influence on the conduct of our business. The interests of The Coca-Cola Company may be different from the interests of our other shareholders. 68% and 65%The largest part of our net sales for 20192022 and 2020,2023, respectively, were derived from the distribution of soft drinks under The Coca-Cola Company trademarks, while 22% and 18% of our net sales for 2019 and 2020, respectively, were derived from the distribution of other beverages also bearing trademarks owned by The Coca-Cola Company. In addition, The Coca-Cola Company currently owns, directly or through its subsidiaries, 14.65% of our Series A shares (representing 7.33% of our total shares) and benefits from certain rights under a shareholders’ agreement.

We produce, market and distribute Coca-Cola products through standard bottler agreements between our bottler subsidiaries and The Coca-Cola Company. Under these bottler agreements, we are prohibited from producing, bottling, distributing, or selling any products that could be substituted for, be confused with or be considered an imitation of soft drinks or other beverages and products under the trademarks of The Coca-Cola Company.

The Coca-Cola Company has the ability to exert a substantial influence on the business of the Company through its rights under the bottler agreements. According to the bottler agreements, The Coca-Cola Company unilaterally sets the prices for Coca-Cola concentrate that they sell to us. The Coca-Cola Company may in the future increase the price we pay for the concentrate, increasing our costs. The Coca-Cola Company also monitors our prices and has the right to review and approve our marketing, operating and advertising plans. These factors may have an impact on our profit margins, which could adversely affect our net income and results of operations.

Our marketingMarketing campaigns for Coca-Cola products are designed and controlled by The Coca-Cola Company. The Coca-Cola Company also makes significant contributions to our marketing expenses, although it is not required to contribute a particular amount. Accordingly, The Coca-Cola Company may discontinue or reduce such contribution at any time. Pursuant to the bottler agreements, we are required to submit a business plan to The Coca-Cola Company for prior approval on a yearly basis. In accordance with our bottler agreements, The Coca-Cola Company may, among other things, require that we demonstrate the financial ability to meet our business plan, and if we are not able to demonstrate our financial capacity, The Coca-Cola Company may terminate our rights to produce, market and distribute Coca-Cola soft drinks or other Coca-Cola beverages in territories where we have such approval. Under these bottler agreements, we are prohibited from producing, bottling, distributing or selling any products that could be substituted for,


be confused with or be considered an imitation of soft drinks or other beverages and products under the trademarks of The Coca-Cola Company.

We depend on The Coca-Cola Company to renew our bottler agreements, which are subject to termination by The Coca-Cola Company in the event we default or upon expiration of their respective terms. We currently are party to four bottler agreements: one agreement for Chile, which expires in 2023,December 2024, one agreement for Brazil, which expires in 2022,October 2027, one agreement for Argentina, which expires in 2022,September 2027, and one agreement for Paraguay, which expires in March 2022.2028. We cannot provide any assurance that our bottler agreements will be maintained or renewed upon their termination. Even if they are renewed, we cannot provide any assurance that renewal will be granted on the same terms as those currently in effect. Termination, non-extension or non-renewal of any of our bottler agreements would prevent us from selling Coca-Cola trademark beverages in the affected territory, which would have a material adverse effect on our business, financial condition and results of operation.

In addition, any acquisition we make of bottlers of Coca-Cola products in other territories may require, among other things, the consent of The Coca-Cola Company under bottler agreements to which such other bottlers are subject. We cannot assure you that The Coca-Cola Company will consent to any future geographic expansion of our Coca-Cola beverage business.

We cannot assure you that our relationship with The Coca-Cola Company will not deteriorate or otherwise undergo significant changes in the future. If such changes do occur, our operations and financial results and condition could be materially affected.

The beverage business environment is changing rapidly, including as a result of epidemic diseases such as the recent outbreak of the COVID-19 pandemic, and increased health and environmental concerns, such as epidemic diseases, single use packaging, and plastic bottles pollution, and if we do not address evolving consumer product and shopping preferences, our business could suffer.

The beverage business environment in our territories is dynamic and constantly evolving rapidly as a result of, among other things, changes in consumer preferences, including changes based on health and nutrition considerations, epidemic diseases, single use packaging, and obesity concerns, shifting consumer preferences and needs; changesplastic bottles pollution. Changes in consumer lifestyles, especially as affected by the COVID-19 pandemic;lifestyles; concerns regarding location of origin or source of ingredients and raw materials, and the environmental and sustainability impact of the product manufacturing process; consumer shopping patterns that are changing with the digital revolution;patterns; consumer emphasis on transparency related to our products and packaging; and competitive product and pricing pressures. While we have reducedare affecting the amounts of sugar in multiple beverages across our portfolio and increased availability of low or no-calorie soft drinks, ifindustry. If we are unable to successfully adapt in this new environment, our participation in the sales of beverages and financial results in general would be negatively affected.

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Increased concern about the health effects of sugar and other sweeteners in beverages could result in changes to the beverage business.

Consumers, public health officials and government agencies in the majority of our markets, are increasingly concerned with public health consequences associated with obesity, particularly among young people. Additionally, some researchers, health advocates and dietary guidelines are encouraging consumers to reduce consumption of sugar-sweetened beverages and beverages sweetened with nutritive or alternative sweeteners. Increasing public concern about these issues, the possibility of taxes on sugar-sweetened beverages or other sweeteners, additional governmental regulations concerning the marketing, labeling, packaging or sale of our beverages and any negative publicity resulting from actual or threatened legal actions against beverage companies relating to the marketing, labeling or sale of beverages may reduce demand for our products or increase the cost, which could adversely affect our profitability.

Our business is highly competitive, including with respect to price competition, which may adversely affect our net profits and margins.

The beverage business is highly competitive in each of the territories in which we operate. We compete with bottlers of local and regional brands, including low cost beverages and Pepsi products. This competition in each of the regions where we operate is likely to continue, and we cannot assure you that it will not intensify in the future, which could materially and adversely affect our financial condition and results of operations. If we do not continuously strengthen our capabilities in marketing and innovation to maintain our brand loyalty and market share, our business and results of operations could be negatively affected.

If our raw material costs increase, including as a result of U.S. dollar/local currency exchange risk, and price volatility and inflation, our profitability may be affected.

In addition to water, our most significant raw materials are (1) concentrate, which we acquire from affiliates of The Coca-Cola Company, (2) sweeteners and (3) packaging materials. Our most significant packaging raw material costs arise from the purchase of resin and plastic preforms to make plastic bottles and from the purchase of finished plastic bottles, the prices of which are related to


crude oil prices and global resin supply. Prices for concentrate are determined by The Coca-Colaan agreement between the Company and The Coca-Cola Company has unilaterally increased concentrate prices in the past and may do so again in the future. We cannot assure you that The Coca-Cola Company will not increase the price of the concentrate for Coca-Cola trademark beverages or change the manner in which these prices will be calculated in the future. Company. The prices for our remaining raw materials are driven by market prices and local availability, the imposition of import duties and restrictions, and fluctuations in exchange rates.rates and inflation. We may not be successful in negotiating or implementing measures to mitigate the negative effect that increased raw material costs may have in the pricing of our products or our results.

We purchase our raw materials from both domestic and international suppliers, some of which must be approved by The Coca-Cola Company, which may limit the number of suppliers available to us. Because the prices of our main raw materials –except for concentrate– are denominated in U.S. dollars, we are subject to local currency risk with respect to each of our operations. If any of the Chilean peso, Brazilian real, Argentine peso, or Paraguayan guaraní were to depreciate significantly against the U.S. dollar, the cost of certain raw materials in our respective territories could rise significantly, which could have an adverse effect on our financial condition and results of operations. We cannot assure you that these currencies will not lose value against the U.S. dollar in the future. Additionally, some raw material prices are subject to high volatility, which could also have a material adverse effect on our profitability. The supply or cost of specific raw materials could be adversely affected by domestic or global price changes, strikes, weather conditions, taxes, inflation, governmental controls, pandemics, or other factors. Any sustained interruption in the supply of these raw materials or any significant increase in their price could have a material adverse effect on our financial performance.

Instability in the supply of utility services and oil prices may adversely impact our results of operations.

Our operations depend on a stable supply of utilities and fuel in the countries where we operate. Electrical power outages could lead to increased energy prices and possible service interruptions. We cannot assure you that in the future we will not experience energy interruptions that could materially and adversely affect our business. In addition, a significant increase in energy prices would raise our costs, which could materially impact our results of operations. Fluctuations in oil prices have adversely affected our cost of energy and transportation in the regions where we operate, and we expect that they will continue to do so in the future. We cannot assure you that fuel prices will not increase in the future, and that such an increase would not have a significant effect on our financial performance.

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Water scarcity, and poor water quality and energy shortages could adversely impact our production costs and capacity.

Water is the main ingredient in substantially all of our products. It is also a limited resource in many parts of the world, facing unprecedented challenges from overexploitation, increasing demand for food and other consumer and industrial products whose manufacturing processes require water, increasing pollution and poor management.management, lack of physical or financial access to water, sociopolitical tensions due to lack of public infrastructure in certain areas of the world and the effects of climate change. As demand for water continues to increase around the world, and as the quality of available water deteriorates, we may incur increasing production costs or face capacity constraints thatand the possibility of reputational damage, which could adversely affect our profitability. We obtain water from various sources in our territories, including springs, wells, rivers and municipal and state water companies pursuant to concessions granted by governments in our various territories. We also anticipate future discussions on new regulations in Chile and other countries where we operate relating to future ownership of water resources, including possible nationalization, and stricter controls on water usage. Water scarcity or changes in governmental regulations aimed at rationing water in the regions where we operate could affect our water supply and therefore our business.

Some of the countries in which we operate have experienced prolonged periods of drought in the past. In the event that these drought periods occur and are prolonged over time, the costs of our operations could be significantly affected due to water scarcity and consequent power shortages. Similarly, in the event that a drought situation worsens, the authorities could be forced to issue new laws and regulations that could limit or restrict the sale of our products, which could adversely affect our financial results.

We also anticipate future discussions on new regulations in countries where we operate relating to future ownership and use of water resources, including possible nationalization, and stricter controls on water usage. In the event that these discussions lead to relevant changes in regulations regarding the ownership or use of water resources, the costs of our operation could be significantly affected.

We cannot assure you that water will be available in sufficient quantities and/or quality to meet our future production needs or will prove sufficient to meet our current water supply needs.

Climate change and legal or regulatory responses thereto may have an adverse impact on our business and results of operations.

There is increasing concern that a gradual increase in global average temperatures due to increased concentration of carbon dioxide and other greenhouse gases in the atmosphere is causing significant changes in weather patterns around the globe and an increase in the frequency and severity of natural disasters. Decreased agricultural productivity in certain regions of the world as a result of changing weather patterns may limit the availability or increase the cost of key agricultural commodities, such as sugarcane, and corn which are important sources of ingredients for our products. Climate change may also exacerbate extreme weather, resulting in water scarcity or flooding, and cause a further deterioration of water quality in affected regions, which could limit water availability for our operations. Increased frequency or duration of extreme weather conditions could also impair production capabilities, disrupt our supply chain or impact demand for our products. Increasing concern over climate change also may result in additional legal or regulatory requirements designed to reduce or mitigate the effects of carbon dioxide and other greenhouse gas emissions on the environment and/or may result in increased disclosure obligations. Among such increased disclosure obligations are the rules recently adopted by the SEC on March 6, 2024, which require registrants to disclose certain climate-related information, including greenhouse gas emissions. These rules are expected to become effective for our company for the fiscal year 2025. If these rules become effective, we would incur in additional compliance burdens. Increased energy or compliance costs and expenses due to increased legal or regulatory requirements may cause disruptions in, or an increase in the costs associated with, the manufacturing and distribution of our beverage products. The effects of climate change and legal or regulatory initiatives to address climate change could have an adverse impact on our business and results of operations.

Our ability to achieve our environmental, social and governance goals are subject to risks, many of which are outside of our control, and our reputation and brands could be harmed if we fail to meet such goals.

Companies across all industries are facing increasing scrutiny from stakeholders related to environmental, social and governance (“ESG”) matters, including practices and disclosures related to environmental stewardship; social responsibility; diversity, equity and inclusion; and workplace rights. Our ability to achieve our ESG goals and objectives and to report our progress accurately and transparently, presents numerous operational, financial, legal and other risks. If we are unable to meet our ESG goals or evolving stakeholder expectations and industry standards, or if we are perceived to have not responded appropriately to the growing concern for ESG issues, our reputation, and therefore our ability to sell products, could be negatively impacted.

In addition, in recent years, investor advocacy groups and certain institutional investors have placed increasing importance on ESG matters. If, as a result of their assessment of our ESG practices, certain investors are unsatisfied with our actions or progress, they may reconsider their investment in our Company.

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Significant additional labeling or warning requirements may inhibit sales of our products.

The countries in which we operate may adopt significant advertising restrictions as well as additional product labeling or warning requirements relating to the chemical content or perceived adverse health consequences of certain of our Coca-Cola products or other products. The Chilean Congress passed Law No. 20,606 with respect to labelingThese requirements may adversely affect sales of certain consumerour products including soft drinks and bottled juices and waters such as ours. The law became effective in June 2016 and its implementation has been carried out in stages, with labeling requirements becoming progressively stricter in June 2018 and June 2019. Givenour results of operations. In addition, given the uncertainty surrounding the interpretation of the law,these requirements, we may occasionally be subject to costs and penalties associated with non-compliance, which are difficult to predict. These requirements may adversely affect sales of our products and our results of operations.

Our business may be adversely affected if we are unable to maintain brand image and product quality.

Our beverage business is highly dependent on maintaining the reputation of our products in the countries where we operate. If we fail to maintain high standards for product quality, our reputation and ability to remain a distributor of The Coca-Cola Company beverages in the countries where we operate could be jeopardized. Negative publicity or incidents related to our products may reduce their demand and could have a material adverse effect on our financial performance. If any of our products is defective or found to contain contaminants, or causes injury or illness, we may be subject to legal claims filed by consumers, product recalls, business interruptions and/or other liabilities.


We take significant precautions in order to minimize any risk of defects or contamination in our products. These precautions include quality-control programs for raw materials, the production process and our final products. We have also have established procedures to correct as soon as practicable any problems that are detected. However, the precautions and procedures we implement may not be sufficient to protect us from potential incidents.

Trademark infringement could adversely impact our beverage business.

A significant portion of our sales derives from sales of beverages branded with trademarks of The Coca-Cola Company, as well as other trademarks. If other parties attempt to misappropriate trademarks we use, we may be unable to protect these trademarks. The maintenance of the reputation of these brands is essential for the future success of our beverage business. Misappropriation of trademarks we use, or challenges thereto, could have a material adverse effect on our financial performance.

We may not be able to successfully implement our expansion strategies or achieve the expected operational efficiencies or synergies from potential acquisitions.

We have, and we may continue to, acquire businesses and pursue other strategic transactions as part of our expansion strategies. We cannot assure you that we will be successful in identifying opportunities and consummating acquisitions and other strategic transactions on favorable terms or at all. These types of transactions may involve additional risks to our Company, including operating in geographic regions or with beverage categories in which we have less or no operating history. Depending on the size and timing of an acquisition or transaction, we may be required to raise future financing to consummate the acquisition or transaction. Moreover, even if we are able to consummate a transaction, acquisitions and other strategic opportunities may involve significant risks and uncertainties.

Key elements to achieving the benefits and expected synergies of our acquisitions are the integration of acquired businesses’ operations into our own in a timely and effective manner and the retention of qualified and experienced key personnel. We may incur in unforeseen liabilities in connection with acquiring, taking control of, or managing beverage operations and other businesses and may encounter difficulties and unforeseen or additional costs in restructuring and integrating them into our operating structure. These difficulties include distraction of management from current operations, difficulties in integration with our existing business and technology, greater than expected liabilities and expenses, inadequate return on capital, and unidentified issues not discovered in our pre-acquisition investigations and evaluations of those strategies and acquisitions. We cannot assure you that these efforts will be successful or completed as expected by us, and our business, financial condition, and results of operations could be adversely affected if we are unable to do so.

In addition, mergers and acquisitions may require prior approval by local regulators. We cannot assure you that such regulators will grant their approval for all transactions involving Andina.

Weather conditions or natural disasters may adversely affect our business.

Lower temperatures and higher rainfall may negatively impact consumer patterns, which may result in lower per capita consumption of our beverages. Additionally, adverse weather conditions or natural disasters, such as earthquakes and floods, may affect road infrastructure in the countries in which we operate and limit our ability to sell and distribute our products. For example, in February

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Table of 2010 our business experienced a temporary interruption in our production as a result of the 8.8 magnitude earthquake in central Chile; and in March 2015, flash floods in the north of Chile interrupted our production and distribution in such territory.Contents

Our business is subject to risks arising from pandemics such as the ongoing COVID-19 pandemic.COVID-19.

The outbreak of the Novel Coronavirus 2019 (COVID-19), which was declared by the World Health Organization to be a “public health emergency of international concern”, has spread across most of the world. Countries around the world have adopted extraordinary measures to contain the spread of COVID-19, including imposing travel restrictions and bans, closing borders, establishing restrictions on public gatherings, instructing residents to practice social distancing, requiring closures of non-essential businesses, issuing stay-at-home advisories and orders, implementing quarantines and similar actions. The impact to date of the COVID-19 pandemic on global economic conditions has significantly increased economic uncertainty and is likely to have caused a global recession. We cannot predict how long the COVID-19 pandemic will continue or how long current or future governments’ restrictions will remain in place. Furthermore, even if the outbreaks of COVID-19 subside, we cannot predict whether subsequent outbreaks, including from new variants of the virus, will reoccur, or whether governments will implement longer-term measures that continue to affect industries.

Given uncertainties regarding the impact of the COVID-19 pandemic, we cannot predict accurately the extent to which the COVID-19 outbreak could affect our business and results of operations. COVID-19Pandemics poses the risk that we or our employees, contractors, suppliers and other partners may be limited or prevented from conducting business activities for an indefinite period of time, including due to shutdowns that may be requested or mandated by governmental authorities. While our operations have not beenAdditionally, we may experience raw material supply disruptions.


materially disrupted to date, the COVID-19 pandemicPandemics and related government measures taken to contain the spread of the virus could disrupt our supply chain and the manufacture or shipment of our products, and adversely impact our business or results of operations.

Additionally, the COVID-19 pandemic and government measures have disrupted certain of our sales channels, in particular as a result of the temporary mandatory closing of restaurants and bars and prohibition on social gathering events, which adversely affects our sales volumes to these channels. We cannot predict how much of an impact the COVID-19 pandemic and government measures will ultimately have on these sales channels, including whether many channels will be able to resume their operations after the virus is contained. Nor can we predict how much or for how long consumer spending patterns may change as a result of these developments.

The COVID-19 pandemic and government measures could in the future adversely affect our business and results of operations, potentially materially. In addition, an outbreak of other epidemics in the future, such as the bird flu, influenza, SARS, the Ebola virus and the Zika virus, could also result in a similar impact.

Our insurance coverage may not adequately cover losses resulting from the risks for which we are insured.

We maintain insurance for our principal facilities and other assets. Our insurance coverage protects us in the event we suffer certain losses resulting from fire, terrorism and natural disasters, such as earthquake and floods, or from business interruptions caused by such events. In addition, we maintain other insurance policies for general liability and product contamination. We cannot assure you that our insurance coverage will be sufficient or will provide adequate compensation for losses that we may incur.

If we are unable to protect our information systems against data corruption, cyber-based attacks or network security breaches, our operations could be disrupted.

We are increasingly dependent on information technology networks and systems, including over the Internet, to process, transmit and store electronic information. In particular, we depend on our information technology infrastructure for digital marketing activities and electronic communications among us and our clients, suppliers and also among our subsidiaries and facilities. Security breaches or infrastructure flaws can create system disruptions, shutdowns or unauthorized disclosure of confidential information. If we are unable to prevent such breaches or flaws, our operations could be disrupted, or we may suffer financial damage or loss because of lost or misappropriated information.

Cyber threats are rapidly evolving and the means for obtaining access to information in digital and other storage media are becoming increasingly sophisticated. Cyber threatsCoca-Cola Andina has recognized cyber risk as a threat to our business and cyber-attackers can be sponsoredto mitigate it, it has implemented a cybersecurity strategy which, through its regulations, processes and measures aims to increase the level of cyber resilience of the Company.

Despite the measures and systems that have been implemented by countries or sophisticated criminal organizations or be the work of single “hackers” or small groups of “hackers”.

We are in the process of analyzing the adequacy of our information technology systems and installing new and upgrading existing information technology systems in order to achieve industry standard levels of protection for the Company’s data and business processes against risk of data security breach and cyber-attack. We are working to strengthen the integrity of our data network and expect this process to continue over the coming years. Insider or employee cyber and security threats are increasingly a concern for all companies, including ours. Nevertheless,Company, as cyber threats evolve, change and become more difficult to detect and successfully defend against, therefore one or more cyber-attacks might defeat our or a third-party service provider’s security measures in the future and obtain the personal information of customers or employees. Employee error or other irregularities may also defeat of security measures and result in a breach of information systems. Because information systems are critical to many of the Company’s operating activities, our business may be impacted by system shutdowns, service disruptions or cybersecurity incidents. These incidents may be caused by failures during routine operations such as system upgrades or by user errors, as well as network or hardware failures, malicious or disruptive software, unintentional or malicious actions of employees or contractors, cyberattacks by hackers, criminal groups or nation-state organizations (which may include social engineering, business email compromise, cyber extortion, denial of service, or attempts to exploit vulnerabilities), geopolitical events, natural disasters, failures or impairments of telecommunications networks, or other catastrophic events. If our information systems or third-party information systems on which we rely suffer severe damage, disruption or shutdown and our business continuity plans do not effectively resolve the issues in a timely manner, we could experience delays in reporting our results, and we may lose revenue and profits as a result of our inability to timely manufacture, distribute, invoice and collect payments for finished products.

Moreover, hardware, software or applications we use may have inherent defects of design, manufacture or operations or could be inadvertently or intentionally implemented or used in a manner that could compromise information security. A security breach and loss of information may not be discovered for a significant period of time after it occurs. While we have no knowledge of a material security breach to date, any compromise of data security could result in a violation of applicable privacy and other laws or standards, the loss of valuable business data, or a disruption of our business. A security breach involving the misappropriation, loss or other unauthorized disclosure of sensitive or confidential information could give rise to unwanted media attention, materially damage our customer relationships and reputation, and result in fines or liabilities, which may not be covered by our insurance policies.

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If we fail to comply with personal data protection and privacy laws, we could be subject to adverse publicity, government enforcement actions and/or private litigation, which could negatively affect our business and operating results.

In the ordinary course of our business, we receive, process, transmit and store information relating to identifiable individuals (“personal data”), primarily employees, former employees, suppliers and consumers with whom we interact. As a result, we are subject to laws and regulations relating to personal data. These laws have been subject to frequent changes, and new legislation in this area may be enacted in any jurisdictions in which Andina operates and at any time. These laws impose operational requirements for companies receiving or processing personal data, and many provide for significant penalties for noncompliance. Also, new standards or regulations over data security or the handling of personal information, in the countries where we operate, may increase our costs in order to comply with those potential regulations and have required and may in the future require costly changes to our business practices and information security systems, policies, procedures and practices.

Perception of risk in emerging economies may impede our access to international capital markets, hinder our ability to finance our operations and adversely affect our financial performance.

International investors, as a general rule, consider the countries in which we operate to be emerging market economies. Consequently, economic conditions and the market for securities of emerging market countries influence investors’ perceptions of Chile, Brazil, Argentina and Paraguay and their evaluation of securities of companies located in these countries.

During periods of heightened investor concern regarding emerging market economies, in particular in recent years Argentina, the countries where we operate may experience significant outflows of U.S. dollars.


In addition, during these periods companies based in the countries where we operate have faced higher costs for raising funds, both domestically and abroad, as well as limited access to international capital markets, which have negatively affected the prices of the aforementioned countries’ securities. Although economic conditions are different in each of the emerging-market countries, investors’ reactions to developments in one of these countries may affect the securities of issuers in the others. For example, adverse developments in emerging market countries may lead to decreased investor interest in the securities of Chilean companies.

Our business may be adversely affected if we fail to renew collective bargaining labor agreements on satisfactory terms or experience strikes or other labor unrest.

A substantial portion of our employees is covered by several collective bargaining labor agreements. TheseSome of these agreements generally expire every year. Our inability to renegotiate these agreements on satisfactory terms could cause work stoppages and interruptions, which may adversely impact our operations. Changes to the terms and conditions of existing agreements could also increase our costs or otherwise have an adverse effect on our operational efficiency. We experience periodic strikes and other forms of labor unrest through the ordinary course of business. We cannot assure you labor interruptions or other labor unrest will not occur in the future. If we experience strikes, work stoppages or other forms of labor unrest at any of our production facilities, our ability to supply beverages to customers could be impaired, which would reduce our net operating revenues and could expose us to customer claims.

Our business is subject to extensive regulation, which is complex and subject to change.

We are subject to local regulations in each of the territories in which we operate. The main areas of regulation are water, environment, labor, taxation, health, consumer protection, advertising, social security, and antitrust. Regulation could affect our ability to set prices for our products. The adoption of new laws or regulations or a stricter interpretation or enforcement thereof in the countries in which we operate may increase our operating costs or impose restrictions on our operations which, in turn, may adversely affect our financial condition, business and results. Further changes in current regulations may result in increased compliance costs, which may have an adverse effect on our results or financial condition.

In the past, voluntary price restraints or statutory price controls have been imposed in several of the countries in which we operate. Currently, there are no restraints or price controls applicable to our products in any of the territories in which we operate, except with respect to a limited number of products in Argentina.operate. However, we cannot assure you that government authorities in any country in which we operate will not impose statutory price controls, or that we will not be requested to impose voluntary price restraints in the future. The potential imposition of restraints or price controls in the future may have an adverse effect on our results and financial condition. Additionally, increases in minimum wages, as well as changes in the interpretation of labor laws and regulations, may also have an adverse effect on our results and financial condition.

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Our business is subject to increasing environmental regulation, which may result in increases in our operating costs or adverse changes in consumer demand.

We are subject to various environmental laws and regulations in the countries where we operate, which apply to our products, containers and activities. If these environmental laws and regulations are strengthened or newly established in jurisdictions in which we conduct our businesses, we may be required to incur considerable expenses in order to comply with such laws and regulations. WeWe are also subject to uncertainty regarding the interpretation of the environmental laws and regulations of the countries in which we operate, and any ambiguity or uncertainty regarding the interpretation or application of regulations can result in increased production costs or penalties for non-compliance, which are difficult to predict. Such increased expenses may have a material adverse effect on our results of operations and financial position. To the extent we determine that it is not financially sound for us to continue to comply with such laws and regulations, we may have to curtail or discontinue our activities in the affected business areas.

In addition, concerns over the environmental impact of plastic may reduce the consumption of our products sold in plastic bottles or result in additional taxes that could adversely affect consumer demand. In 2019, different bills seeking to restrictAdditionally, new laws and regulations on waste management and extended liability of the generationproducer of single-use plastic products and regulate plastics in Chile were consolidated in one bill and introduced for consideration by the Chilean Congress. The bill would consider specific regulations for single-use plastic bottles and refillables. During 2020, the bill was approved by the Senate, and currently is under discussion at the House of Representatives. However, we cannot predict whether this bill will pass. If enacted, this bill may also have an adverse effect on our results of operations.and financial condition.

If we were to become subject to adverse judgments or determinations in legal proceedings to which we are, or may become, a party, our future profitability could suffer through significant liabilities, a reduction of sales, increased costs or damage to our reputation.

In the ordinary course of our business, we become involved in various claims, lawsuits, investigations and governmental and administrative proceedings, some of which are or may be significant. We are currently a party to certain legal proceedings. Adverse


judgments or determinations in one or more of these proceedings could require us to change the way we do business or use substantial resources in adhering to the settlements. These could have a material adverse effect on our business, including, among other consequences, by significantly increasing the costs required to operate our business. Ineffective communications during or after these proceedings could amplify the negative effects, if any, of these proceedings on our reputation and may result in a negative market impact on the price of our securities. We evaluate these litigation claims and legal proceedings to assess the likelihood of unfavorable outcomes and to estimate, if possible, the amount of potential losses. Based on these assessments and estimates, we establish reserves and/or disclose the relevant litigation claims or legal proceedings, as appropriate. These assessments and estimates are based on the information available to management at the time and involve a significant amount of management judgment. Actual outcomes or losses may differ materially from our current assessments and estimates.

In addition, during recent years, the Company has been subject to judicial proceedings and administrative investigations associated with alleged monopolistic practices. Although these proceedings and investigations have not resulted in any convictions or penalties for the Company, we cannot assure that this will not occur in the future.

Antitrust complaints may be submitted in Chile without any prior admissibility test and, as a result, we cannot predict whether unsubstantiated claims against us will be filed. In addition, the Economic National Public Prosecutors’ Officer (Fiscalía Nacional Económica or FNE) may initiate ex officio investigations involving our business to identify potential risks of antitrust infringement. Possible sanctions in matters of competition could have an adverse effect on our business.

Adverse judgments or determinations in tax proceedings to which we are, or may become, a party, may have a material adverse impact on our business and results of operations.

For further information, see “Risks Relating to Brazil – Brazilian tax proceedings may result in a significant tax liability.”

The countries in which we operate may adopt new tax laws or modify existing laws or their interpretations, to increase taxes applicable to our business or reduce existing tax incentives.

We cannot assure you that any governmental authority in any country where we operate will not impose new taxes or increase the taxes on our products in the future. The imposition of new taxes, the increases in taxes or the reduction of tax incentives may have a material adverse effect on our business, financial condition and results.

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For example, in Chile on September 29, 2014 Law No. 20,780 wasTable of Contents

New income, sales, use, or other tax laws, statutes, rules, regulations, or ordinances could be enacted which was subsequently amended by Law No. 20,899, on February 8, 2016 (the “Tax Reform”). The Tax Reform introduced a new tax regime for corporations, the Semi-Integrated Regime established in article 14(B) of the Chilean Income Law, increasing the tax burden, among other changes. For companies such as Andina, the latest reform introduced in Chile (by Law 21.210 of February 2020) maintains corporate tax and withholding tax rates on dividends.

In Argentina in December 2017, a tax reform was passed, which came into force in 2018. The most important consequence for the Company is the reductionat any time in the previous incomejurisdictions in which we operate. Any new taxes could adversely affect our domestic and international business operations and our business and financial performance. Existing tax rate from 35%laws, statutes, rules, regulations, or ordinances could be interpreted, changed, modified or applied adversely to 30%us. These events could require us to pay additional tax amounts on a prospective or retroactive basis. They could require us to pay fines and/or penalties and interest for the fiscal years 2018 and 2019 and from 2020 onwards the rate decreases to 25%. However, this reduction is only available when profits are reinvested. In addition, a tax of 7% must be paid at the time of distribution of dividends for the first two years and 13% from 2020 onwards. The Argentine government had suspended the corporate income tax rate decrease previously contemplated for fiscal years 2020 and 2021. As a result, the corporate income tax rate has remained at 30% and the income tax rate on dividends has remained at 7%. In addition, a bill was introduced in the Argentinian Congress to amend and increase the corporate income tax rate from 30% to 35% on companies with income in excess of AR$20,000,000, while taxes on dividends would continuepast amounts deemed to be taxed at 7%. Ifdue. Additionally, new or modified tax laws could increase our compliance, operating and other costs, as well as the bill is approved, the increased tax rate may apply for fiscal year 2021. In relation to gross income tax, in 2019 there was a 0.5% average reduction in the gross income tax rate for industry activity in provincescosts of Argentina where Andina has no productive plants, while the 0.5% reduction planned for 2020 was suspendedour platform. Any or all of these events could adversely impact our business and continues suspended for 2021. Municipal rates in 2019 and so far as of the date of this annual report, remain unchanged, with few insignificant exceptions.financial performance.

Andina Argentina enjoys the benefit of a zero-tax rate on gross income in the province of Córdoba until 2030 under a new industrial promotion granted on August 31, 2020. For further information, see also “Risks Relating to Brazil – Changes in tax laws may increase our tax burden and reduce tax incentives and, as a result, negatively affect our profitability.”

Brazilian tax proceedings may result in a significant tax liability.

Our subsidiary Rio de Janeiro Refrescos Ltda. is party in several tax proceedings in which the Brazilian federal tax authorities argue the alleged existence of liabilities associated with value added tax on industrialized products for an approximate total amount of R$ 2,471 billion (equivalent to approximately US$475.49 million). These proceedings are at different administrative as well as judicial procedural stages. We disagree with the Brazilian tax authorities’ position and believe that Rio de Janeiro Refrescos Ltda. is entitled to claim Imposto sobre Produtos Industrializados (IPI) tax credits in connection with its purchases of certain exempt raw materials from suppliers located in the Manaus Free Trade Zone. We believe that the Brazilian tax authorities’ claims are without merit. Our external Brazilian counsel has advised us that it believes that Rio de Janeiro Refrescos Ltda.’s likelihood of loss in most of these proceedings is classified as possible to remote (i.e., approximately 30%). Despite the foregoing, the outcome of these claims is subject to uncertainty, and it is difficult to predict their final resolution or any other negative repercussions from this dispute with the Brazilian tax authorities to The Coca-Cola Company or its bottling companies in Brazil, including our Brazilian subsidiaries.


The modifications to the beer distribution agreement with Heineken in Brazil may not be approved by the Brazilian antitrust authorities, which could adversely affect our results of operations.

In July 2017 Heineken Brazil notified us of the termination of the agreement by virtue of which Rio de Janeiro Refrescos Ltda. distributes Heineken and Amstel branded beers, among others, within its franchise territories, effective as of March 2022. The termination of this agreement will adversely affect our results. During 2020, however, the Coca-Cola system in Brazil and Heineken reached an agreement to redesign their distribution partnership in Brazil. As per the agreement, expected to become effective mid-2021, the Coca-Cola system in Brazil will continue to offer the Kaiser, Bavaria and Sol brands, and will complement this portfolio with the Eisenbahn brand and certain other brands. Additionally, as part of the redesign of the distribution partnership, the agreement allows the Coca-Cola system bottlers in Brazil to distribute and produce other national or international brands, in certain percentages and under certain conditions. We estimate that initially the brands portfolio under the modified agreement will represent approximately 26% of the volume under the previous agreement with Heineken, based on sales volume during 2020. The modified agreement is subject to antitrust approval. Consequently, our business and results of operations may be adversely affected if we are unable to obtain the necessary authorizations to implement the modified agreement with Heineken.

If we do not successfully comply with laws and regulations designed to combat corruption in countries in which we sell our products, we could become subject to fines, penalties or other regulatory sanctions, and our sales and profitability could suffer.

Although we are committed to conducting business in a legal and ethical manner in compliance with local and international statutory requirements and standards applicable to our business, there is a risk that our employees or representatives may take actions that violate applicable laws and regulations that generally prohibit the making of improper payments to foreign government officials for the purpose of obtaining or keeping business, including laws relating to the 1997 OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions or the U.S. Foreign Corrupt Practices Act.

We may not be able to recruit or retain key personnel.

The implementation of our strategic business plans could be undermined by a failure to recruit or retain key personnel or the unexpected loss of senior employees, including in acquired companies. We face various challenges inherent in the management of a large number of employees over diverse geographical regions. Key employees may choose to leave their employment for a variety of reasons, including reasons beyond our control. The impact of the departure of key employees cannot be determined and may depend on, among other things, our ability to recruit other individuals of similar experience and skill. It is not certain that we will be able to attract or retain key employees and successfully manage them, which could disrupt our business and have an unfavorable material effect on our financial position, income from operations and competitive position.

A devaluation of the currencies of the countries where we have our operations, with regard to the Chilean peso, can negatively affect the results reported by the Company in Chilean pesos.

The Company reports its results in Chilean pesos, while a large part of its revenues and Adjusted EBITDA comes from countries that use other currencies. During 20192022 and 2020, 35%2023, 24% and 34%28% of the Company’s net sales were generated in Brazil, 22%26% and 19%18% in Argentina, and 9%8% and 9% in Paraguay, while 34% and 33% of Adjusted EBITDA was generated in Brazil, 16% and 14% in Argentina, and 12% and 14% in Paraguay, respectively.Paraguay. If the currencies of these countries depreciate against the Chilean peso, this would have a negative effect on the results and financial condition of the Company, which are reported in Chilean pesos.

The imposition of exchange controls could restrict the entry and exit of funds to and from the countries in which we operate, which could significantly limit our financial capacity.

The imposition of exchange controls in the countries in which we operate could affect our ability to repatriate profits, which could significantly limit our ability to pay dividends to our shareholders. Additionally, it may limit the ability of our foreign subsidiaries to finance payments of U.S. dollar denominated liabilities required by foreign creditors.creditors and suppliers.

Geopolitical and other challenges and uncertainties globally could have a material adverse effect on the global economy and our business.

In addition to the significant macroeconomic challenges posed by health concerns, we could be exposed to experience negative impacts to our businesses, financial condition and results of operations as a result of geopolitical and other challenges and uncertainties globally, including inflation, increase in the interest rates, increased unemployment, foreign exchange rates and recession or economic slowdown, changing policy positions or priorities. Currently, the world economy is facing several exceptional challenges.

Geopolitical and economic risks have also increased over the past few years as a result of trade tensions between the United States and China, Brexit, and the rise of populism and tensions in South America and Middle East. Growing tensions may lead, among others, to a deglobalization of the world economy, an increase in protectionism or barriers to immigration, a general reduction of international trade in goods and services and a reduction in the integration of financial markets, any of which could materially and adversely affect our business, financial condition and results of operations.

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Negative information on social media and similar platforms could adversely affect our reputation.

Negative or inaccurate information concerning us or The Coca-Cola trademarks may be posted on social media and similar platforms of Internet-based communications at any time. This information may affect our reputation, and adversely impact our business and results of operations.


Risks Relating to Chile

Our growth and profitability depend significantly on economic conditions in Chile.

Our operations in Chile represented 37.7%44.1% and 47.8%46.4% of our assets as of December 31, 20192022 and December 31, 2020,2023, respectively, and 34.2%42.3% and 38.0%45.5% of our net sales for 20192022 and 2020,2023, respectively. Accordingly, our business, financial condition, and results of operations depend, to a considerable extent, upon economic conditions in Chile.

International and local economic conditions may adversely affect the Chilean economy, and unfavorable general economic conditions could negatively affect the affordability of and demand for some of our products in the country. In difficult economic conditions, consumers may seek to reduce discretionary spending by forgoing purchases of our products or buying low cost brands offered by competitors. Any of these events could have an adverse effect on our business, financial condition and results of operations.

According to data published by the Central Bank, the Chilean economy grew at a rate of 1.3% in 2016, 1.5% in 2017, 4.0% in 2018 and 1.1% in 2019and in 2020 it contracted 5.8%, as a result of the impact of the COVID-19 pandemic. Our financial condition and results of operations could also be adversely affected by changes over which we have no control, including, without limitation:

·political or economic developments in or affecting Chile;

·the economic or other policies of the Chilean government, which has a substantial influence over many aspects of the private sector;

·tax rates and policies;

·regulatory changes or administrative practices of Chilean authorities;

·the Chilean constitutional process, and the impact of a new Chilean Constitution, if approved;

·government restrictions in response to the COVID-19 pandemic and authorities, capacity to keep the pandemic under control;

·inflation and governmental policies to combat inflation;

·currency exchange movements; and

·global and regional economic conditions.

We cannot assure you that the future development of the Chilean economy will not impair our ability to successfully carry out our business plan or materially adversely affect our business, financial condition or results of operations.

Civil unrest in Chile, the approval by the general publicprocess to draft a new Constitutionconstitution, and the health conditions resulting from COVID-19 have had and could have in the future a significant adverse effect on the general economic conditions in Chile and our business, results of operations and financial condition.

Currently, Chile is in a period of uncertainty generated by political and economic factors. Beginning in October 2019, widespread protests have takentook place in Chile. This began with the government's announcement of an increase in subway fares in Santiago and quickly grew into broader unrest over economic inequality in the country. Demonstrations spread across the country and resulted in violent and, sometimes, fatal acts, as well as significant damage to public and private property. While to date the riots and protests described above have ceased, they are not completely over.

The Congress of Chile, as a measuremost recent plebiscite, which was held in December 2023 to address the protests, agreed to submit to the general public the approval of a potential reform to the Constitution. On October, 2020, Chile held a referendum whereby nearly 80% of voters opted to replace the Constitution and to havevote on a new constitution, drafted bywas rejected; as a special constitutional convention comprised of 155 citizens to be electedresult, the current constitution will remain in April 2021 solely for that task. Upon its draftingeffect without a new defined process.

Any new constitution could alter the Chilean economy, political situation and approval by two-thirdstherefore the business and outlook of the constitutional convention’s members, the final draft of the new constitution will be submitted toCompany. In addition, a further public referendum expected to be held during 2022 for its approval or rejection by absolute majority vote.

During 2020 the country was affected by the COVID-19 pandemic, resulting in countless fatalities and an economic crisis caused, in part, by government restrictions aimed at continuing the spread of the virus. Significant measures have been taken to support households and businesses, both tax incentives and social assistance contributions were made,reform and a 10% two-time withdrawal of pension plan savings was approved. However, developments in the economy during the last quarter of 2020 were less favorable than projected duesystem reform are currently being discussed, adding to new health restrictions and a slow recovery in the sectors most affected, which has negatively impacted the dynamism of the economic recovery and is expected to have a significant effect on consumption and trade-related activities in 2021. At the same time, government fiscal stimulus is expected to continue, in line with the approved budget, and Chile's economy is expected to receive a significant external boost, with copper price averaging increasing significantly.

uncertainty.

We cannot predict the extent to which Chile'sthe economy of Chile will be affected by civil unrest, the uncertainty of apolitical discussion regarding the new Constitution, orconstitution and the effects of the pandemictax and government restrictions to contain the spread of the virus,pension system reform, nor can we predict whetherif government policies enacted in response to these situations will have a negative impact on the Chilean economy. Despite looting at our distribution centerChanges in Puente Alto, our operations have not been affected bygovernment policies may include higher tax rates and other changes in laws and policies that could result in a less favorable environment for private businesses. Thus, the protests and vandalism in any material respect to date. Additionally, despite the impositionlong-term effects of the changesnew constitution are hard to predict, but could include slower economic growth and higher taxes, which could adversely affect our operations to mitigate the potential spreadbusiness, financial condition and results of the virus, and changesoperation.

Political developments in consumption patterns, our financial results have not been significally impacted. Chile could result in instability.

We cannot assure these or similarthat measures taken by the government impacting private investment, such as higher taxation, will not be implemented, and we cannot assure whether the Chilean government will continue to pursue business-friendly and open-market economic policies that stimulate economic growth and stability. Further, there can be no assurance that future developments in or affecting the Chilean political landscape, including economic, social or political instability in Chile, will not materially and adversely affect our production and logistics infrastructure in the future.business, financial condition or results of operations.


The Chilean peso is subject to depreciation and volatility, which could adversely affect our business.

The Chilean peso has been subject to large nominal devaluations in the past and may be subject to significant fluctuations in the future. The main drivers of exchange rate volatility in past years were the significant fluctuations of commodity prices, as well as general uncertainty and trade imbalances in the global markets. TheDuring 2023, the Chilean peso appreciated by 6%had an average value of 840 Ch$/US$, reaching an average of 926 Ch$/US$ during the month of October, and 8% during 2016 and 2017, respectively, depreciated by 13% and 8% during 2018 and 2019 and appreciated by 5% in 2020, compared toending the previous year's closing exchange rateyear at 875 Ch$/US$.

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A significant part of the raw materials used by the Company are in U.S. dollars, therefore a devaluation of the Chilean peso against the U.S. dollar can affect our costs and margins in a significant way.

In addition, as we report our results of operations in Chilean pesos, fluctuations in the value of the Chilean peso versus the Brazilian real, the Argentine peso and the Paraguayan guaraní could also impact our reported performance in Chilean pesos.

Inflation in Chile and government measures to curb inflation may disrupt our business and have an adverse effect on our financial condition and results of operations.

Although Chilean inflation has decreased in recent years, Chile has experienced significant levels of inflation in the past. The rates ofDuring 2021 and 2022, inflation in Chile which in 2016, 2017, 2018, 2019remained high with rates of 7.2% and 2020 were 2.7%12.8%, 2.3%, 2.6%, 3.0%respectively. The crisis caused by the COVID-19 pandemic and 3.0%, respectively, as measured by changes in the consumer price index and as reportedeconomic relief packages enacted by the Chilean National Institute of Statistics, could adversely affectCongress were the Chilean economy and have a material adverse effect on our financial condition and results of operations if we are unableprimary reasons leading to increase our prices in line withthis inflation. We cannot assure you that Chilean inflation will not increaseIn order to control it, the Central Bank has made recurring increases in the future.

monetary policy rate ranging from 0.5% in 2021, 11.25% during 2022 and 8.25% for 2023, in an effort to achieve a significant decrease in consumption. By 2023 inflation has been on a downward path, reaching 3.9% year-on-year in December 2023, approaching the level recorded prior to the COVID-19 pandemic (3.0%).

The measures taken by the Central Bank in the past to control inflation have often included maintaining a conservative monetary policy with high interest rates, thereby restricting the availability of credit and economic growth. Inflation, measures to combat inflation, and public speculation about possible additional actions by the government have also contributed in the past to economic uncertainty in Chile and to heightened volatility in its securities markets. Periods of higher inflation may also slow the growth rate of the Chilean economy, which could lead to reduced demand for our products and decreased sales. Inflation is also likely to increase some of our costs and expenses, given that the majority of our supply contracts in Chile are UF-denominated or are indexed to the Chilean consumer price index. We cannot assure you that, under competitive pressure, we will be able to carry out price increases, which could adversely impact our operating margins and operating income. Additionally, an important part of our financial debt in Chile is UF-denominated, and therefore the value of the debt reflects any increase of the inflation in Chile.

A severe natural disaster, such as earthquake or tsunami or wildfires, in Chile could adversely affect the Chilean economy and our network infrastructure.

Chile lies on the Nazca tectonic plate, one of the world’s most seismically active regions. Chile has been adversely affected by powerful earthquakes in the past, including an 8.0 magnitude earthquake that struck Santiago in 1985 and a 9.5 magnitude earthquake in 1960 which is the largest earthquake ever recorded.

In February 2010, an 8.8 magnitude earthquake struck the central and south-central regions of Chile. The quake epicenter was located 200 miles southwest of Santiago and 70 miles north of Concepción, Chile’s second largest city. The regions of Bío Bío and Maule were the most severely affected regions, especially the coastal area, which, shortly after the earthquake, was hit by a tsunami that significantly damaged cities and port facilities. The Valparaíso and Metropolitan regions were also severely affected. At least 1.5 million homes were damaged, and more than 500 people were killed. As a result of these developments, economic activity in Chile was adversely affected in March 2010. Legislation was passed to raise the corporate income tax rate in order to pay for reconstruction following the earthquake and tsunami, which had an adverse effect on our results.

past.

A severe earthquake, tsunami and/or tsunamiwildfires which in Chile in the future could have an adverse impact on the Chilean economy and on our business, financial condition and results of operation, including our production and logistics network.

Risks Relating to Brazil

Our business operations in Brazil are dependent on economic conditions in Brazil.

Our operations in Brazil represented 40.1%31.5% and 32.4%31.8% of our assets as of December 31, 20192022 and December 31, 2020,2023, respectively, and 34.8%24.0% and 34.2%28.5% of our net sales for 20192022 and 2020,2023, respectively. Because demand for soft drinks and beverage products is usually correlated to economic conditions prevailing in the relevant local market, developments in economic conditions in Brazil, and measures taken by the Brazilian government, have had and are expected to continue to have an impact on our business, results of operations and financial condition.


The Brazilian economy has historically been characterized by unstable economic cycles and interventions by the Brazilian government. Brazilian GDP contracted by 3.3% in 2016, grew by 1.3%, 1.8%4.8% in 2021, grew 3.0% in 2022 and 1.4%grew 2.9% in 2017, 2018 and 2019, respectively,2023 according to the Brazilian Institute of Geography and Statistics (Instituto(Instituto Brasileiro de Geografia e EstatisticaEstatística or “IBGE”). According to the Brazilian Institute of Geography and Statistics, the Brazilian GDP contracted by 4.1% in 2020. The Brazilian government has often changed monetary, taxation and other policies to influence the course of Brazil’s economy. Our business, results of operations and financial condition may be adversely affected by, among others, the following factors:

·expansion or contraction of the Brazilian economy;

·exchange rate fluctuations;

·high inflation rates;

·changes in fiscal or tax policies;

·changes in monetary policy, including an increase in interest rates;

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·exchange control policies and restrictions on remittances abroad;

·investment levels;

·liquidity of domestic capital and credit markets;

·employment levels and labor and social security regulations;

·energy or water shortages or rationalization;

·changes in environmental regulation;

·government restrictions in response to the COVID-19any pandemic and the capacity of authorities to keep the pandemic under control;

·social and political instability; and

·uncertainty related to the government and the policies it may adopt; and
other developments in or affecting Brazil.

The Brazilian economy is also affected by international economic and market conditions in general, especially economic and market conditions in the United States, the European Union and China.

HistoricallyHistorically volatile political, social and economic conditions in Brazil could adversely affect our business and results of operations.

Brazil’s political environment has historically influenced, and continues to influence, the performance of the country’s economy. Political crisiscrises have affected and continue to affect the confidence of investors and the general public, which have historically resulted in economic deceleration.

Economic instability in Brazil has contributed to a decline in market confidence inLuiz Inácio Lula da Silva, from the Brazilian economy as well as to a deteriorating political environment. In addition, various ongoing investigations into allegations of money laundering and corruption being conducted by the Office of the Brazilian Federal Prosecutor, including the largest such investigation, known as “Operação Lava Jato,” have negatively impacted the Brazilian economy and political environment. The potential outcome of these investigations is uncertain, but they have already had an adverse impact on the image and reputation of the implicated companies, and on the general market perception of the Brazilian economy. We cannot predict whether the ongoing investigations will result in further political and economic instability, or if new allegations against government officials and/or executives of private companies will arise in the future.

Jair BolsonaroWorkers’ Party (Partido dos Trabalhadores) was elected as the President of Brazil in October 2018. His election led to a market recovery2022 and the recovery of the value of the local stock market. However, we cannot assure that this confidencetook office in the market will remain, nor that the policies promoted by this government will be beneficial to the economy or our business.January 2023. A failure by the Brazilian government to implement necessary reforms may result in diminished confidence in the Brazilian government’s fiscal condition and budget, which could result in downgrades of Brazil’s sovereign foreign credit rating by credit rating agencies, negatively impact Brazil’s economy, lead to further depreciation of the real and an increase in inflation and interest rates, adversely affecting our business, financial condition and results of operations.

Inflation and the Brazilian government’s measures to curb inflation, including by increasing interest rates, may contribute to economic uncertainty in Brazil.

Brazil has historically experienced high rates of inflation, including periods of hyperinflation before 1995. Several measures have been implemented by the Brazilian government in an effort to curb rising inflation, but we cannot predict whether these policies will be effective. According to the National Consumer Price Index (Índice Nacional de Preços ao Consumidor Amplo,, or “IPCA”), published by the Brazilian Institute of Geography and Statistics (Instituto Brasileiro de Geografia e Estatística, “IBGE”)IBGE), Brazilian annual rates of inflation for consumer prices were 6.3%10.1% in 2016, 3.0%2021, 5.8% in 2017, 3.8%2022 and 4.6% in 2018, 4.3% in 2019, and 4.5% in 2020.2023.


Inflationary pressures may result in governmental interventions in the economy, including policies that could adversely affect the general performance of the Brazilian economy, which, in turn, could adversely affect our business operations in Brazil. Inflation may also increase our costs and expenses, and we may be unable to transfer such costs to our customers, reducing our profit margins and net income. In addition, inflation could also affect us indirectly, as our customers may also be affected and have their financial capacity reduced. Any decrease in our net sales or net income, as well as any reduction in our financial performance, may also result in a reduction in our net operating margin. Our customers and suppliers may be affected by high inflation rates and such effects on our customers and suppliers may adversely affect us.

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The Brazilian real is subject to depreciation and volatility, which could adversely affect our business, financial condition and results of operations.

The Brazilian currency has been subject to significant fluctuations over the past three decades. Throughout this period, the Brazilian government has implemented various economic plans and exchange rate policies, including sudden devaluations, periodic mini devaluations (during which the frequency of adjustments has ranged from daily to monthly), exchange controls, dual exchange market and floating exchange rate systems. Although long-term devaluation of the real is generally related to the rate of inflation in Brazil, the devaluation of the real over shorter periods has resulted in significant fluctuations in the exchange rate between the Brazilian currency, the U.S. dollar and other currencies. The Brazilian real depreciated 7% in 2021, appreciated 17% during 20167% in 2022 and depreciated 2%, 17%, 4%, and 29% during 2017, 2018, 2019 and 2020, respectively,appreciated 8% in 2023 compared to the closing exchange rate as of the end of the prior period for the U.S. dollar in nominal terms.

A significant part of the raw materials we use in Brazil are priced in U.S. dollars, so a depreciation of the Brazilian real against the U.S. dollar has a significant adverse effect in our costs and margins.

Any depreciation of the real against the U.S. dollar could create additional inflationary pressure, which might result in the Brazilian government adopting restrictive policies to combat inflation. This could lead to increases in interest rates, which might negatively affect the Brazilian economy as a whole, as well as our results of operations, in addition to restricting our access to international financial markets. It also reduces the U.S. dollar value of our revenues. On the other hand, future appreciation of the real against the U.S. dollar might result in the deterioration of Brazil’s current and capital accounts, as well as a weakening of Brazilian GDP growth derived from exports. We cannot assure you that the real will not again fluctuate significantly against the U.S. dollar in the future and, as a result, have an adverse effect on our business, results of operations and financial condition.

Changes in tax laws may increase our tax burden and reduce tax incentives and, as a result, negatively affect our profitability.

The Brazilian government regularly implements changes to tax regimes that may increase our and our customers’ tax burdens. These changes include modifications in the tax rates and, on occasion, enactment of temporary taxes, the proceeds of which are earmarked for designated governmental purposes. In the past,late 2023, the Brazilian government has presented certainapproved a tax reform proposals, which have been mainly designedwhose prime objective is to simplify the Braziliantaxes on goods and services, thus reducing distortions and enhancing transparency for businesses operating in Brazil. This tax reform will be highly relevant because the current tax system to avoid internal disputes withinis considered one of the most complex in the world, with too many rules, numerous exceptions and between the Brazilian states and municipalities, and to redistribute tax revenues. Thehigh compliance costs. This tax reform proposals provide forsubstantially changes in the rules governingway Brazil taxes goods and services, replacing several of the federal Social Integration Program (Programa de Integração Social, or “PIS”)current “indirect taxes” (ICMS, IPI, ISS and Social Security Contribution (Contribuição para o Financiamento da Seguridade Social, or “COFINS”) taxes,PIS/Cofins) by basically three new ones: the state Tax on the Circulation of Goods and Services (Imposto SobreTax (IBS), the Contribution on Goods and Services (CBS) and the Excise Tax (IS). Additionally, there are plans to approve a Circulação de Mercadorias e Serviços, or “ICMS”)second tax reform which, among other factors, would have an impact on the income tax paid by Andina on profits and some other taxes, such as increases in payroll taxes. These proposals may not be approved and passed into law.dividends. The effects of these proposedthe approved tax reform measures and any other changes that result from the enactment of additional tax reforms have not been, and cannot be, quantified. However, some of theseIf the enacted measures if enacted, may result in increases in our overall tax burden, which could negatively affect our overall financial performance. performance will be negatively affected. In addition, the Brazilian beverage industry experiences unfair competition arising from tax evasion, which is primarily due to the high level of taxes on beverage products in Brazil. An increase in taxes may lead to an increase in tax evasion, which could result in unfair pricing practices in the industry.

Since 2018, the Brazilian government has gradually altered the value-added tax on industrialized products (Imposto(Imposto sobre Produtos Industrializados or “IPI”) applicable to soft drinks concentrate. This measure has negatively affected our operations, since it significantly reduced the tax credit derived from the purchases of concentrate from the Manaus Free Trade Zone that currently benefits Rio de Janeiro Refrescos, and the soft drinks industry as a whole.Such alterations have been implemented gradually, as follows:

(1) 20% IPI rate until August 2018;

(2) 4% IPI rate from September to December 2018;

(3) 12% IPI rate in the first half of 2019;

(4) 8% IPI rate from July to September 2019;

(5) 10% IPI rate from October to December 2019;

(6) 4% IPI rate from January to May 2020;

(7) 8% IPI rate from June to November 2020;


(8) 4% IPI rate from December 2020 to January 2021; and

(9) 8% IPI rate from February 2021 onwards.

Any further reductions of the IPI may adversely affect our financial condition and results of operations.

Given the highBrazilian tax burdenproceedings may result in Brazil, federal and state authorities of that country offer a series of significant tax incentives to certain territories and/or localities in order to attract investment, particularly for manufacturers and other companies operating and investing in Brazil. Coca-Cola Andina Brazil has received some of these tax incentives and its results have been positively affected by these incentives. Although these incentives have generally been renewed in the past, we cannot assure that they will continue to be renewed in the future. Current tax incentives from the State ofliability.

Our subsidiary Rio de Janeiro Refrescos Ltda. (“RJR”) is party in several tax proceedings in which the Brazilian federal tax authorities argue the alleged existence of liabilities associated with value added tax on industrialized products for an approximate total amount of R$3.44 billion (equivalent to approximately Ch$623,240 million). These proceedings are at different administrative as well as judicial procedural stages. We disagree with the Brazilian tax authorities’ position and believe that Rio de Janeiro Refrescos Ltda. is entitled to claim Imposto sobre Produtos Industrializados (IPI) tax credits in connection with its purchases of certain exempt raw materials from suppliers located in the developmentManaus Free Trade Zone. We believe that the Brazilian tax authorities’ claims are without merit. Our external Brazilian counsel has advised us that it believes that Rio de Janeiro Refrescos Ltda.’s likelihood of loss in most of these proceedings is classified as possible or remote. Despite the foregoing, the outcome of these claims is subject to uncertainty, and constructionit is difficult to predict their final resolution or any other negative repercussions from this dispute with the Brazilian tax authorities to The Coca-Cola Company or its bottling companies in Brazil, including our Brazilian subsidiaries.

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RJR is party in tax proceedings in which the Brazilian federal tax authorities are charging Corporate Income Taxes (CIT), added by penalties and interest, involving an approximate total amount of R$960 million. These proceedings result from the disallowance of expenses from the tax deduction of (i) goodwill paid and registered by RJR, mainly upon the acquisition of the Duqueinvestment in Companhia de Caxias production plant expiredBebidas Ipiranga (Ipiranga) in October 20202013, under the ground that the “real acquirer or investor” was a company located abroad (and not directly RJR); and (ii) interest expenses incurred by RJR under a loan agreement executed with Andina Bottling Investments to finance part of the purchase price paid to sellers of Ipiranga, arguing that such expenses were not renewed, resulting“unnecessary” to RJR. These proceedings are at different stages at the administrative level. We believe that the Brazilian tax authorities’ claims are without merit. Our external Brazilian counsel has advised us that it believes that the likelihood of loss in a negative impactthese proceedings is classified as possible, mainly under the grounds that (i) the acquisition of R$41.9 millionIpiranga was carried out between independent parties in 2020 when comparedaccordance with the applicable law; (ii) all legal requirements established by the regime of Law N. 9,532/97 were observed; (iii) the goodwill registered by RJR was fully based on the expected future profitability of the acquired investment, which was demonstrated through technical valuation reports; (iv) there is no legal basis to 2019. Termination, non-extensionsupport allegations of “real acquirer or non-renewal ofinvestor” or other related grounds; and (v) the interest expenses incurred by RJR are normal and necessary expenses to its business activities and, therefore, should be qualified as deductible for tax incentives could have a material adverse effect on our business, financial condition and results of operation.purposes.

Risks Relating to Argentina

Our business operations in Argentina are dependent on economic conditions in Argentina.

Our operations in Argentina represented 10.1%13.1% and 8.8%9.5% of our assets as of December 31, 20192022 and December 31, 2020,2023, respectively, and 22.2%25.9% and 18.8%17.6% of our net sales for 20192022 and 2020,2023, respectively. Developments in economic, political, regulatory and social conditions in Argentina, and measures taken by the Argentine government, have had and are expected to continue to have an impact on our business, results of operations and financial condition.

Historically, the Argentine economy has experienced periods of high levels of instability and volatility, low or negative economic growth and high and variable inflation and devaluation levels. According to the National Statistics and Census Institute (Instituto Nacional de Estadísticas y Censos, or “INDEC”), Argentine GDP contracted in real terms by 2.1%grew 10.7% in 2016,2021 and grew by 2.8%5.0% in 2017 and contracted by 2.6% and 2.1% in 2018 and 2019, respectively. During 2020, Argentine GDP decreased by 9.9%2022, compared to the previous year according to the INDEC.

GDP in 2023 is estimated to have contracted 1.6% according to the INDEC.

Argentine economic conditions are dependent on a variety of factors, including the following:

·domestic production, international demand and prices for Argentina’s principal commodity exports;

·the competitiveness and efficiency of domestic industries and services;

·the stability and competitiveness of the Argentine peso against foreign currencies;

·the rate of inflation;

·the government’s fiscal deficits;

·the government’s public debt levels;

·government restrictions in response to the COVID-19any pandemic and the capacity of authorities to keep the pandemic under control;

·foreign and domestic investment and financing; and

·governmental policies and the legal and regulatory environment.

Government policies and regulation—which at times have been implemented through informal measures and have been subject to radical shifts—that have had a significant impact on the Argentine economy in the past have included, among others: monetary policy, including exchange controls, capital controls, high interest rates and a variety of measures to curb inflation, restrictions on exports and imports, price controls, mandatory wage increases, taxation and government intervention in the private sector.

We cannot assure you that the future development of the Argentine economy will not impair our ability to successfully carry out our business plan or materially adversely affect our business, financial condition or results of operations.

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Political and economic instability in Argentina may recur, which could have a material adverse effect on our Argentine operations and on our financial condition and results of operations.

Argentina has a history of political and economic instability that often results in abrupt changes in government policies. Argentine governments have pursued different, and often contradictory, policies to those of preceding administrations. In recent decades, succeeding administrations have implemented interventionist policies, which included nationalization, debt renegotiation, price controls, and exchange restrictions, as well as market-friendly policies, such as export tax reductions, elimination of currency controls, deregulation of utility prices, negotiation of free trade agreements and implementation of pro-investor initiatives.


InThe last presidential election in Argentina was held between October 2019, Argentine presidential, legislative(first round) and certain provincial and municipal governments elections were held and Alberto Fernández was elected president. The new administration took office in December 2019. Certain members of the current government coalition, including president Alberto Fernández and vice president Cristina Fernández de Kirchner, were part of administrations which in the past were characterized by high levels of government intervention and policies at times disadvantageous to investors and the private sector.November 2023 (runoff). As a result thereof such election, President Javier Milei, the La Libertad Avanza party candidate, was elected president and took office on December 10, 2023. President Milei is uncertainty regarding thetrying to implement new monetary, fiscal, and exchange rate policies, and changes in regulation that the current Argentine government will implement. In December 2019, the government passed a law granting emergency powers to the executive branch, among other measures. We cannot predict what policies this government will implement under these emergency powers.

which could have an impact on our business. We cannot provide assurance that the Argentine government will not adopt policies, over which we have no control, that adversely affect the Argentine economy and impair our Argentine operations and our business, financial condition or results of operations.be able to implement business-friendly policies.

Inflation in Argentina may adversely affect our operations, which could adversely impact our financial condition and results of operations.

Argentina has experienced high levels of inflation in recent decades. Argentina’s historically high rates of inflation resulted mainly from its lack of control over fiscal policy and the money supply. Argentina continues to face high inflationary pressures. TheIn 2021, INDEC in 2017 reported that therecorded a consumer price index (índice de precios al consumidor or “CPI”) increased 24.8%increase of 50.9%, while the wholesale price index (íWPI (índice de precios internos al por mayor or “WPI”) increased 18.8%51.3%. In 2018, the2022, INDEC registeredrecorded a variation in the CPI increase of 47.6% and an increase in94.79% while WPI of 73.5%increased 94.78%. In 2019, the2023, INDEC registered anrecorded a CPI increase in CPI of 53.7%,211.4% while the WPI increased 58.5%276.3%. In 2020, the INDEC registered an increase in CPI of 42.0%, while the WPI increased 35.4%.

During 2018, 20192021, 2022 and 2020,2023, Argentina met the criteria to be considered a hyperinflationary economy as provided by IAS 29 guidelines, which include, among other characteristics, a cumulative inflation rate over three years that approaches or exceeds 100%. Accordingly, IAS 29 must be applied for financial statements for fiscal years ending on or after July 1, 2018. IAS 29 requires non-monetary assets and liabilities, shareholders’ equity and comprehensive income to be restated in terms of a measuring unit current at the period end. IAS 29 also requires the use of a general price index to reflect changes in purchasing power. As a result, since July 2018, we began to apply IAS 29 in the preparation of our financial statements and report the results of our operations in Argentina as if this economy waswere hyperinflationary from January 1, 2018. In addition, by application of IAS 29, we had to translate figures in Argentine pesos to Chilean pesos using the period closing exchange rate (and not the average exchange rate), thus reducing our results of operations and net earnings. We cannot predict for how long Argentina will be considered a hyperinflationary economy and we will have to apply IAS 29 to the preparation of our financial statements.

In the past, inflation has materially undermined the Argentine economy and the government’s ability to generate conditions that foster economic growth. High inflation or a high level of price instability may materially and adversely affect the business volume of the financial system. This result, in turn, could adversely affect the level of economic activity and employment in the country.

High inflation would also undermine Argentina’s foreign competitiveness and adversely affect economic activity, employment, real salaries, consumption and interest rates, thereby materially and adversely affecting economic activity and consumers’ income and their purchasing power, all of which could have a material adverse effect on our financial condition and operating results.

Between 2007 and 2015, the INDEC, which is the only institution in Argentina with the statutory authority to produce official national statistics, experienced significant institutional and methodological changes that gave rise to controversy regarding the reliability of the information that it produces, including inflation, GDP and unemployment data, resulting in allegations that the inflation rate in Argentina and the other rates calculated by INDEC could be substantially different than as indicated in official reports. While previously the previous administration undertook reforms and the credibility of the national statistics systems has since been restored, we cannot assure you that the new or future administrations will not implement policies that may affect the national statistics system undermining consumer and investor confidence, which ultimately could affect our business, results of operations and financial condition.

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The Argentine peso is subject to depreciation and volatility, which could adversely affect our financial condition and results of operations.

Fluctuations in the value of the peso continue to affect the Argentine economy. Since January 2002, the peso has fluctuated significantly in value, often following periods of high inflation and currency controls that artificially appreciated the value of the currency. Frequent devaluations have had an adverse effect on the ability of the Argentine government and Argentine companies to make timely payments on their foreign currency denominated obligations, have significantly reduced wages in real terms, and have adversely impacted the stability of businesses whose success depends on the domestic market demand.


In an effort to reduce downward pressure on the value of the Argentine peso, the Argentine government has at times implemented policies aimed at maintaining the level of reserves of the Banco Central de la República Argentina (“BCRA”) that limit the purchase of foreign currency by private companies and individuals. Currently, access to the foreign exchange market is subject to several restrictions and governmental authorizations.

In 2016, 2017, 2018, 20192021, 2022 and 2020,2023, the Argentine peso depreciated 22%, 17%, 102%, 59%72% and 41%356%, respectively, compared to the closing exchange rate as of the end of the prior period for the U.S. dollar. A significant part of the raw materials used by the company in Argentina are in U.S. dollars, so a devaluation of the Argentine peso against the U.S. dollar can affect our costs and margins in a significant way.

The depreciation of the Argentine peso may have a negative impact on the ability of certain Argentine businesses to service their foreign currency denominated debt, significantly reduce real wages and jeopardize the stability of businesses which success depends on domestic market demand. It may also, adversely affect the Argentine government’s ability to honor its foreign debt obligations. A significant appreciation of the Argentine peso against the U.S. dollar also presents risks for the Argentine economy, including the possibility of a reduction in exports as a consequence of the loss of external competitiveness. Any such appreciation could also have a negative effect on economic growth and employment, and reduce tax revenues.

Given the economic and political conditions in Argentina, we cannot predict whether, and to what extent, the value of the Argentine peso may depreciate or appreciate against the U.S. dollar, the euro or other foreign currencies. We cannot predict how these conditions will affect the consumption of our products. Moreover, we cannot predict whether the currentnew Argentine government of President Javier Milei, which took office on December 10, 2023, will continue itsbe able to establish a new monetary, fiscal, and exchange rate policy and, if so, what impact any of these changes could have on the value of the Argentine peso and, accordingly, on our financial condition, results of operations and cash flows, and on our ability to convert and transfer funds abroad in order to comply with commercial or financial obligations.

The Argentine government couldhas imposed, and may in the future impose certainfurther, restrictions on currency conversions and remittances abroad, which could affect the timing and amount of any dividends or other payment we receive from our Argentine subsidiary.

Beginning in December 2015, theThe Argentine government gradually easedhas imposed restrictions which significantly curtailedon currency conversions and remittances abroad. These controls have limited access to the foreign exchange market by individualsfor Argentine residents, both companies and private sector entities and affected our ability to declare and distribute dividendsnatural persons, including with respect to our Argentine subsidiary. These measures included informal restrictions, which consisted of de facto measures restricting local residents and companies from purchasing foreign currency through the foreign exchange market to make payments abroad, such as dividends and payment for the importation of goods and services.

On September 1, 2019, in a response to the weakening of the Argentine peso following the results of the primary elections, the Argentine government temporarily reinstated certain exchange restrictions. The new controls apply with respect to access to the foreign exchange market by residents (both companies and natural persons) for savings and investment purposes abroad, the payment of external financial debts abroad, the payment of dividends in foreign currency abroad, as well as the payment of external financial debt and the payment of imports of goods and services, and the obligation to repatriate and settle for Argentine pesos the proceeds from exports of goods and services, among others.

Under current Argentine law, and in spite of the new regulations issued by the current administration (Decree of Necessity and Urgency DNU-2023-70-APN-PTE, dated December 20, 2023, as well as other measures issued in the area of customs law and foreign trade), we arecontinue to be restricted from accessing the official foreign exchange market to make dividend payments in U.S. dollar, euro or other foreign currencies to usthe Company from our Argentine subsidiaries without prior approval from the Argentine Central Bank.

The current administration has indicated that it intends to provide more access to foreign currencies, but we cannot assure you that the implementation of these policies will be successful.

The significant restrictions on foreign exchange transactions imposed by the Argentine government could maintain or impose newhave led to the existence of an informal foreign exchange control regulations, restrictions and adopt other measures to prevent capital flight or significant depreciation ofmarket where foreign currencies quote at levels significantly higher than the peso, which could limit access to international capital markets, adversely affecting Argentina's economy, and further impair our ability to declare and distribute dividends fromofficial exchange rate. In the past, in some occasions, our Argentine subsidiaries.subsidiary has only been able to purchase foreign currency at the informal exchange rate in order to remit dividends abroad. We cannot assure you that our Argentine subsidiary will not be required to access the informal foreign exchange market in order to purchase foreign currency in the future.

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The Argentine government’s ability to obtain financing from international capital markets may be limited or costly, which may impair its ability to implement reforms and foster economic growth.

At the end of 2001, the Argentine government defaulted in part of its sovereign debt. In 2005 and 2010, Argentina conducted exchange offers to restructure part of its sovereign debt that had been in default since the end of 2001. Through these exchange offers, Argentina restructured over 92% of its eligible defaulted debt. In April 2016, after a series of judicial actions by Argentina’s bondholders, the Argentine government settled substantially all of the remaining defaulted debt. Additionally, as a result partially of emergency measures undertaken by the government in response to the crisis of 2001 and 2002, foreign shareholders of several Argentine companies filed claims with the International Centre for Settlement of Investment Disputes (“ICSID”), alleging that those measures diverged from the just and equal treatment standards set forth in bilateral investment treaties to which Argentina is a party. The ICSID ruled against the Argentine government in a number of these proceedings, and the Argentine government has settled some but not all of these claims.


Between December 2019 and September 2020, the Argentine government agreed restrictions to its sovereign debt with international and local bondholders. In August and September 2020, the Argentine government restructured its sovereign bonds debt under foreign law in the amount of US$67 billion and under local law in the amount of US$45 billion, in both cases with an acceptance level of over 99%. The Ministry of Economy is currently renegotiating the agreement with the International Monetary Fund after extending part of a US$57 billion bailout program agreed with the previous Administration. As a result, Fitch rating agency changed its rating to Argentina from "restricted default" to "substantial credit risk" and Standard & Poor's changed its rating from "selective default" to "substantial risk.

While Argentina had regained access to the international capital markets, actions by the Argentine government, or investor perceptions of the country’s creditworthiness, could curtail access in the future or could significantly increase borrowing costs, limiting the government’s ability to foster economic growth. Limited or costly access to international financing for the private sector could also affect our business, financial condition and results of operations.

The government may order salaryenact wage increases to be paid to employees in thefor private sector employees, which could increase our operating costs and affect our results of operations.

In the past,The Argentine government has previously enacted laws, rules, and decrees compelling private sector businesses to pay their workers more and offer them particular benefits. Because inflation is always high, labor unions frequently demand large wage increases. Furthermore, the Argentine government has passed laws, regulations and decrees requiring companies ininstituted multiple policies aimed at reducing the private sector to increase wages and provide specified benefits to employees. On December 23, 2019, the Argentine government passed a law granting emergency powers to the executive branch which, among others, include the ability to mandate increases to private sector wages. Due to persistent high levels of inflation, labor organizations regularly demand significant wage increases. In 2016, 2017, 2018, 2019 and 2020 the increase in the federally-mandated minimum wage was 35%, 17%, 28%, 48% and 22%, respectively, and for these same years the market average salary increase for workers was 33%, 26%, 32%, 48% and 38%, respectively. In addition, the Argentine government has arranged various measures to mitigate the impactadverse effects of inflation and exchange rate fluctuationswings on wages. Employers in wages. Due to high levels of inflation, boththe public and private sector employers continue to experience significantsectors are under constant pressure to further increase salaries.

raise wages due to the high rates of inflation.

Labor relations in Argentina are governed by specific legislation, such as Labor Law No. 20,744 and Law No. 14,250 on Collective Bargaining Agreements, which, among other things, dictatespecify how salary negotiations and other labor negotiations are toshould be conducted. InThe new government of President Javier Milei, through the future,enactment of a Decree of Necessity and Urgency DNU-2023-70-APN-PTE, dated December 20, 2023, provided for a labor reform that, among other issues, included significant changes to the government could take new measures requiring salary increases or additional benefits for workers,aforementioned laws. The aforementioned DNU-2023-70-APN-PTE, regarding labor reform and the labor force and labor unions may apply pressure in support of such measures. Any such increase in wages or worker benefit could result in added costs and reduced results of operations for Argentine companies, including us.its effectiveness, is currently on hold due to a judicial order.

Government measures to preempt or respond to social unrest may adversely affect the Argentine economy and our business.

In recent decades, Argentina has experienced significant social and political turmoil, including civil unrest, riots, looting, nationwide protests, strikes and street demonstrations. Social and political tension and high levels of poverty and unemployment continue. Unions frequently stage nationwide strikes and protests, and riots and lootings of shops and supermarkets in cities around the country have taken place at times of social turmoil.

Future government policies to preempt, or in response to, social unrest may include expropriation, nationalization, forced renegotiation or modification of existing contracts, suspension of the enforcement of creditors’ rights, new taxation policies and changes in laws and policies affectingfavoring foreign trade and investment. Such policies could destabilize the country and adversely and materially affect the Argentine economy, and thereby our business, results of operations and financial condition.

Price control policies of previous governments in Argentina, may be accentuated, whichif reinstated in the future, may have a material and adverse effect on theour results of our Argentine operations.operations in Argentina.

TheIn the past the Argentine government has from time to time established price controls on consumer products. To the extent that the price of our products in Argentina areis restricted by government imposed price controls the results of our Argentine operations may be materially affected. As of 2020, with the change of administration, the Argentine government restablished its Precios Cuidados price-watch program with new products including 93 new items from different categories of the mass consumption basket with price revisions on a quarterly basis or every four months. In March 2020, with the implementation of the COVID-19 pandemic health measures, through a resolution issued by the Secretariat of Commerce presidential decree and in parallel to the current Precios Cuidados price-watch program, the Maximum Reference Prices program was created, freezing prices of 2,300 products from 50 basic consumer categories (in force for hypermarkets, supermarkets, mom & pops, self-service, mini markets and wholesale supermarkets and their respective products suppliers throughout the country). Price increases for the products involved in the new program were subsequently authorized in July and October. The extension and validity of this program will depend on the Argentine government's politics based on developments in the health crisis and inflation. As of the date of this annual report, the program is scheduled to end on May 15, 2021, as the Secretariat of Commerce decided to extend, once more, the validity of this program to protect consumers. Aligned with the price control policies, in March 2021 the Secretariat of Commerce created a new information regime known as


“System for the Implementation of Economic Reactivation Policies” (“SIPRE”) to avoid arbitrary price increases and shortage of products. The SIPRE requires large commercial and industrial companies, including beverages manufacturers, to inform on a monthly basis the price, production and sales, and inventory stocks of their products. Also, the Secretariat of Commerce announced, during April 2021, the formation of the Observatory of Prices and Availability of Inputs, Goods and Services, that will monitor, survey and systematize the prices and availability of all inputs, goods and services that are produced, traded and rendered in Argentina.

Towards the end of 2020 and beginning of 2021, the Argentine government began to reduce the number of categories in the Maximum Reference Prices program, with the aim and commitment to expand the offer of items in the current Precios Cuidados price-watch program. Starting in 2021, the Precios Cuidados price-watch program reaches 800 referential products, covering the main categories of mass consumption and other relevant industries.

Consistent with these price control policies, the Secretariat of Commerce created in March 2021 a new information regime known as “System for the Implementation of Economic Reactivation Policies” (SIPRE for its acronym in Spanish) to prevent unjustified price increases and shortage of products. The SIPRE requires large commercial and industrial companies, including beverages manufacturers, to inform on a monthly basis the price, production, sales, and stocks of their products.

The participation of Coca-Cola products in the Precios Cuidados price-watch program as referential products involved one product from the soft drinks’ category, which was temporarily extended to three in sugar-free variants until the end of 2020, where new categories were incorporated, reaching four products as estimated.

We cannot assure that price controls in Argentina will not continue or be expected to include additional consumer products.reinstated in the future. Nor can we assure you the affect to which government imposed price control will affect the profitability of our Argentina operations.

Risks Relating to Paraguay

Our business operations in Paraguay are dependent on economic conditions in Paraguay.

Our operations in Paraguay represented 12.1%11.3% and 11.1%12.3% of our assets as of December 31, 20192022 and December 31, 2020,2023, respectively, and 8.9%8.0% and 9.3%8.5% of our net sales for 20192022 and 2020,2023, respectively. Because demand for soft drinks and beverage products is generally related to the economic conditions prevailing in the local market which, in turn, depend on the macroeconomic and political conditions of the country, our financial situation and our results of operations could be adversely affected by changes in these factors over which we have no control.

Paraguay has a history of economic and political instability,stability, exchange controls, frequent changes in regulatory policies, corruption and weak judicial security. Paraguayan GDP grew by 4%, 5%, 3% in 2021, grew 0.1% in 2022 and grew 4.5% in 2016, 2017 and 2018, respectively; did not grow in 2019 and contracted 1% in 2020,2023, according to the Paraguayan Central Bank. Paraguayan GDP is closely tied to the performance of Paraguay’s agricultural sector, which can be volatile.

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The situation of the Paraguayan economy is also strongly influenced by the economic situation in Argentina and Brazil. A deterioration in the economic situation of these countries could adversely affect the Paraguayan economy and, in turn, our financial condition and operating results.

Inflation in Paraguay may adversely affect our financial condition and results of operations.

Although inflation in Paraguay has remained stable at around 4%4.7% over the last five years, we cannot assure that inflation in Paraguayit will not increase significantly. An increase in inflation in Paraguay could decrease the purchasing power of our consumers in the country, which could adversely affect our volumes and impact our sales income.

The Paraguayan guaraní is subject to depreciation and volatility, which could adversely affect our financial condition and results of operations.

The exchange rate of Paraguay is free and floating and the Paraguay Central Bank, actively participates in the exchange market in order to reduce volatility. Since a relevant portion of our total costs (28%) in Paraguay for raw material and supplies are denominated in U.S. dollars, a significant depreciation of the local currency could adversely affect our financial situation and results.

The Paraguayan guaraní appreciated by 1% and 3%0.2% in 2016 and 2017, respectively, and2021, depreciated by 7%, 8% in 2022 and 7% in 2018, 2019 and 2020, respectively,2023 it appreciated by 0.8%, in each case compared to the closing exchange rate as of the end of the prior period of the U.S. dollar.


The local currency follows regional and global trends. When the U.S. dollar’s value increases, and raw materials lose value in Paraguay, this directly impacts Paraguay’s generation of foreign exchange which occurs mainly through the export of raw materials. A deterioration in the economic growth of Paraguay as result of a significant depreciation of the Paraguayan guaraní could have an effect on our business, financial condition and results of operations.

Risk Factors Relating to the ADRs and Common Stock

Preemptive rights may be unavailable to ADR holders.

According to the Ley de Sociedades Anónimas No. 18,046 and the Reglamento de Sociedades Anónimas (collectively, the “Chilean Companies Law”), whenever we issue new shares for cash, we are required to grant preemptive rights to holders of our shares (including shares represented by ADRs), giving them the right to purchase a sufficient number of shares to maintain their existing ownership percentage. However, we may not be able to offer shares to United States holders of ADRs pursuant to preemptive rights granted to our shareholders in connection with any future issuance of shares unless a registration statement under the U.S. Securities Act of 1933, as amended, is effective with respect to such rights and shares, or an exemption from the registration requirements of the U.S. Securities Act of 1933, as amended, is available.

Under the procedure established by the Central Bank of Chile, the foreign investment agreement of a Chilean company with an existing ADR program will become subject to an amendment (which will also be deemed to incorporate all laws and regulations applicable to international offerings in effect as of the date of the amendment) that will extend the benefits of such contract to new shares issued pursuant to a preemptive rights offering to existing ADR owners and to other persons residing and domiciled outside of Chile that exercise preemptive rights, upon request to the Central Bank of Chile. We intend to evaluate at the time of any rights offering the costs and potential liabilities associated with any such registration statement as well as the indirect benefits to us of enabling United States ADR holders to exercise preemptive rights and any other factors that we consider appropriate at the time, and then make a decision as to whether to file such registration statement.

We cannot assure you that any registration statement would be filed. To the extent ADR holders are unable to exercise such rights because a registration statement has not been filed, the depositary will attempt to sell such holders’ preemptive rights and distribute the net proceeds thereof if a secondary market for such rights exists and a premium can be recognized over the cost of any such sale. If such rights cannot be sold, they will expire, and ADR holders will not realize any value from the grant of such preemptive rights. In any such case, such holder’s equity interest in the Company would be diluted proportionately.

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Shareholders’ rights are less well-defined in Chile than in other jurisdictions, including the United States.

Under the United States federal securities laws, as a foreign private issuer, we are exempt from certain rules that apply to domestic United States issuers with equity securities registered under the United States Securities Exchange Act of 1934, as amended, including the proxy solicitation rules, the rules requiring disclosure of share ownership by directors, officers and certain shareholders. We are also exempt from certain of the corporate governance requirements of the Sarbanes-Oxley Act of 2002 and the New York Stock Exchange, Inc., including the requirements concerning independent directors.

Our corporate affairs are governed by the laws of Chile and our estatutos or bylaws. Under such laws, our shareholders may have fewer or less well-defined rights than they might have as shareholders of a corporation incorporated in a U.S. jurisdiction.

Pursuant to Law No. 19,705, enacted in December 2000, the controlling shareholders of an open stock corporation can only sell their controlling shares through a tender offer to all shareholders in which the bidder would have to buy all of the offered shares up to the percentage determined by it, where the price paid is substantially higher than the market price (i.e., when the price paid was higher than the average market price for a period starting 90 days before the proposed transaction and ending 30 days before such proposed transaction, plus 10%).

The market for our shares may be volatile and illiquid.

The Chilean securities markets are substantially smaller, less liquid and more volatile than major securities markets in the United States. The Bolsa de Comercio de Santiago (the “Santiago Stock Exchange”), which is Chile’s principal securities exchange, had a market capitalization of approximately US$174,570178,803 million as of December 31, 20202023 and an average monthly trading volume of approximately US$3,3072,546 million for the year. The lack of liquidity is owed, in part, to the relatively small size of the Chilean securities markets and may have a material adverse effect on the trading prices of our shares. Because the market for our ADRs depends, in part, on investors’ perception of the value of our underlying shares, this lack of liquidity for our shares in Chile may have a significant effect on the trading prices of our ADRs.


ITEM 4.INFORMATION ON THE COMPANY

INFORMATION ON THE COMPANY

A.A.HISTORY AND DEVELOPMENT OF THE COMPANY

Overview

Our legal name is Embotelladora Andina S.A., and our commercial name is Coca-Cola Andina. We were incorporated and organized under Chilean law as a sociedad anónima on February 7, 1946. An abstract of our bylaws is registered in the Registro de Comercio del Conservador de Bienes Raíces de Santiago (Public Registry of Commerce of the Real Estate Commission Administrator of the City of Santiago) under No. 581 of the year 1946. Pursuant to our bylaws, our term of duration is indefinite.

Our common shares are listed and traded on the Santiago Stock Exchange and on the Bolsa Electrónica de Chile (the Chilean Electronic Stock Exchange) and, until October 2018, were listed on the Bolsa de Corredores de Valparaiso (the Valparaiso Brokers Stock Exchange), which closed operations in October 2018. . Our Series A and Series B ADRs representing our Series A and Series B shares, respectively, are listed on the New York Stock Exchange.

Our principal executive offices are located at Avenida Miraflores 9153, Floor 7, Renca, Santiago, Chile. Our telephone number is +562-2338-0520 and our website is www.koandina.com.

www.koandina.com.

Our depositary agent for the ADRs in the United States is The Bank of New York Mellon Corporation, located at 240 Greenwich Street, New York, New York 10286. Our depositary agent’s telephone number is (212) 815-2296.+1 888 269 2377 (toll free number for U.S. calls) and +1 201 680 6825 (for international calls). Our authorized representative in the United States is Puglisi & Associates, located at 850 Library Avenue, Suite 204, Newark, Delaware 19711-7144, United States, and its phone number is (302) 738-6680.

History

Chile

Chile

In 1941, The Coca-Cola Company licensed a private Chilean company to produce Coca-Cola soft drinks in Chile and production began in 1943. In 1946, the original licensee withdrew from the license arrangement and a group of U.S. and Chilean investors formed Andina, which became The Coca-Cola Company’s sole licensee in Chile.

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Between 1946 and the early 1980s, Andina developed the Chilean market for Coca-Cola soft drinks with a system of production and distribution facilities covering the central and southern regions of Chile. In the early 1980s, Andina sold its Coca-Cola licenses for most areas outside the Santiago metropolitan region and concentrated on the development of its soft drink business in the Santiago metropolitan area. Although we are no longer the sole Coca-Cola bottler in Chile, we have been the principal manufacturer of Coca-Cola products in Chile for an uninterrupted period since 1946.

In 1998, we purchased a 49% stake in Vital S.A. from The Coca-Cola Company. Concurrently, The Coca-Cola Company purchased Vital S.A. mineral water springs located in Chanqueahue, 80 miles south of Santiago. As part of the transaction, the Vital bottler agreement was replaced with a Minute Maid International Inc. juice bottler agreement and a new mineral water bottling agreement with The Coca-Cola Company.

The production and packaging business of water, juices and non-carbonated beverages licensed by The Coca-Cola Company in Chile was restructured in 2005. Vital Aguas S.A. (“VASA”) was created in 2005 in order to develop the processing, production and packaging of mineral water and other waters by Agua Mineral de Chanqueahue Vital. Andina and Embonor S.A. continued the development of juices and non-carbonated beverages through their ownership stakes in Vital S.A., holding 66.5% and 33.5%, respectively. In January 2011, the juice production business was restructured to incorporate other Coca-Cola bottlers in Chile as shareholders of Vital S.A., which changed its name initially to Vital Jugos S.A. and then to VJ S.A. in 2019. Andina and Embonor hold 65% and 35% stakes in VJ S.A., respectively.

In 2001, we entered into a joint venture with Cristalerías de Chile to produce PET bottles. On January 27, 2012, Coca-Cola Embonor through its subsidiary, Embonor Empaques S.A., acquired Cristalerías de Chile’s stake equivalent to a 50% ownership interest in Envases CMF.

In 2012, in order to reinforce our leadership position among Coca-Cola bottlers in South America, the Company completed its merger with Embotelladoras Coca-Cola Polar S.A. (“Polar”). Polar was a Coca-Cola bottler with operations in Chile, where it serviced territories in the II, III, IV, XI and XII regions, as well as parts of Argentina, as described below, and all of Paraguay. The merger granted former shareholders of Polar a 19.68% ownership interest in the merged entity, however the Company controls its day to day


operations. As a result of the transaction, we also acquired additional indirect ownership interests in Vital Jugos, Vital Aguas and Envases Central.

ECSA.

In January 2016, the Company incorporated a closed joint-stock company called Coca-Cola Del Valle New Ventures S.A. (“Coca-Cola Del Valle”). Embotelladora Andina S.A. contributed 35% of the capital of Coca-Cola Del Valle, with Embonor S.A. and Coca-Cola de Chile S.A. contributing the remaining 15% and 50%, respectively. The main corporate purpose of Coca-Cola Del Valle is the development and production of juices, waters and non-carbonated beverages under brands owned by The Coca-Cola Company that Andina and Coca-Cola Embonor S.A. are authorized to commercialize and distribute in their respective franchise territories.

In August 2016, the Company signed an agreement with Monster Energy Company for the distribution of Monster Energy products in the Chilean territory covered by Andina, which we began distributing in September 2016.

In March 2017, The Coca-Cola Company, together with its bottlers in Latin America, announced the closing of the acquisition from Unilever of the AdeS vegetable protein-based beverage business. Andina began distributing AdeS products in Chile in July 2017.

In January 2018, the Company, Embonor S.A., Coca-Cola del Valle New Ventures S.A., and Coca-Cola de Chile S.A., as buyers, and Inversiones Siemel S.A. as seller, entered into a stock purchase agreement under which the parties agreed to transfer 100% ownership of the shares of Comercializadora Novaverde S.A. (“Novaverde”), a Chilean company dedicated to the production and distribution of juices, ice cream, and other food, mainly under the brand “Guallarauco”. The transaction did not include the acquisition of the avocado sales business line and the General Mills brand representation. In October 2018, the purchase of 100% of the shares of Novaverde was completed.

In May 2018, Diageo Chile Ltda., Embonor S.A. and Embotelladora Andina S.A. signed an agreement for the distribution in Chile of the brands belonging to Diageo, including Johnnie Walker, Baileys, Smirnoff, Guinness, Pampero, among others.

In October 2019, Cooperativa Agrícola Pisquera Elqui Ltda. (“Capel”), Embonor S.A. and Andina, signed an agreement for the distribution in Chile of products bearing the brands belonging to Capel, including Capel (brand), Alto del Carmen, Monte Fraile, Brujas de Salamanca, Artesanos del Cochiguaz, among others.

In August 2020, Cervecería Chile S.A. and Andina signed an agreement for the distribution in Chile of the brands belonging to AB InBev, including Corona, Becker, Báltica, Budweiser, Stella Artois, Cusqueña, among others.

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In August 2021, Viña Santa Rita and Andina signed an agreement for the distribution in Chile of wine products under the brands belonging to Santa Rita, including Doña Paula, 120 Tres Medallas, Casa Real, Medalla Real, Carmen, Santa Rita, among others.

BrazilIn August 2021, Andina together with Embonor Empaques S.A. incorporated a company named Re-Ciclar S.A. The main purpose of this company is to produce recycled resin for the Coca-Cola system and third parties.

Brazil

Andina Brazil, our Brazilian subsidiary, began production and distribution of Coca-Cola soft drinks in Rio de Janeiro in 1942. In1994,In 1994, we acquired 100% of the capital stock of Andina Brazil. In 2000, we purchased a Coca-Cola franchise licensee NVG through Andina Brazil for a territory in Brazil comprising the State of Espírito Santo and part of the States of Rio de Janeiro and Minas Gerais.

In 2004, Andina Brazil entered into a franchise swap agreement with the Brazilian subsidiary of The Coca-Cola Company, Recofarma Indústriastrias do Amazonas Ltda., for an exchange of franchising rights, goods and other assets of Andina Brazil in the territory of Governador Valadares in the State of Minas Gerais, and other franchise rights of The Coca-Cola Company in the territories of Nova Iguaçu in the state of Rio de Janeiro, which were previously owned by Companhia Mineira de Refrescos S.A.

In 2007, The Coca-Cola Company along with the Coca-Cola bottlers in Brazil created a joint venture, Mais Indústria de Alimentos, in order to enhance the non-carbonated business for the entire system in that country, and in 2008 The Coca-Cola system acquired a second company that produces non-carbonated beverages called Sucos del Valle do Brasil Ltda. These two companies merged in 2011 and SABB (Sistema de Alimentos y Bebidas do Brasil) was created.created.

In 2010, The Coca-Cola Company along with its bottlers, acquired in a joint venture the company Leão Junior S.A. (currently Leão Alimentos e Bebidas Ltda.). with a consolidated presence and market share in Andina Brazil’s region in the category of iced tea. Leão Alimentos e Bebidas Ltda. commercializes the Matte Leão brand, among others. Andina Brazil holdsheld a 10.26% ownership interest in Leão Alimentos e Bebidas Ltda.

In 2012, Andina Brazil acquired a 40% stake in Sorocaba Refrescos S.A., a Coca-Cola bottler located in the state of São Paulo.

In 2013, Andina Brazil, acquired 100% of the capital stock of Companhia de Bebidas Ipiranga (“Ipiranga”) in an all-cash transaction. Ipiranga is also a Coca-Cola bottler with operations in part of the States of São Paulo and part of the State of Minas Gerais. This acquisition was previously arranged between the parties through an agreement signed on July 10, 2013.


During 2013, there was a restructuring of the juice and mate herb (“yerba mate”) business, pursuant to which the companies in which Andina Brazil held an interest were merged. As a result of the restructuring, Andina Brazil ended up with a 9.57% ownership interest in Leão Alimentos y Bebidas Ltda., the legal successor of these companies. This percentage increased to 10.87% as a result of our acquisition of, and subsequent merger with, CompañíaCompanhia de Bebidas Ipiranga that held an ownership interest in Leão Alimentos y Bebidas Ltda. During 2014,

In 2016, Andina Brazil, sold 2.05%along with Coca-Cola Brazil and the other bottlers in Brazil joined in Trop Frutas do Brasil Ltda., in which Andina Brazil holds a 7.52% of its ownership interest in Leão Alimentos e Bebidas Ltda., resulting in its current ownership interest of 10.26%.ownership.

During 2016, Andina Brazil, along with Coca-Cola Brazil and the other bottlers in Brazil, acquired Laticinios Verde Campo Ltda. The purchase was made through Trop Frutas do Brasil Ltda. a subsidiary of Leão Alimentos e Bebidas Ltda. Andina Brazil acquired 7.5%7.52% of Laticinios Verde Campo Ltda..

Ltda.

In 2016, Andina Brazil signed an agreement with Monster Energy Company for the distribution of Monster Energy products in Andina Brazil’s territory. These products began being distributed in November 2016.

In 2016, Andina Brazil closed its production facility in Cariacica, state of Espírito Santo, leaving only two production facilities, in the States of Rio de Janeiro and São Paulo.

In 2017, Andina Brazil bought, together with Coca-Cola Brazil and the other Coca-Cola bottlers in Brazil, the company UBI 3 Participações Ltda. The operation was carried out to make the distribution and marketing of AdeS products in Brazil viable. Andina Brazil boughtacquired 8.50% of UBI 3 Participações Ltda..Ltda. Andina Brazil began distributing AdeS products in June 2017.

In August 2017, Andina Brazil increased its ownership interest in Leão Alimentos e Bebidas Ltda. from 8.8% to 10.3%10.26%.

In March 2018, Andina Brazil started the production of soft drinks at the new Duque de Caxias plant in the state of Rio de Janeiro, and in January 2019, the production of mineral waters started in the same plant.

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In October 2018, Trop Frutas do Brasil Ltda incorporated the company Laticínios Verde Campo Ltda., thereby acquiring ownership of the brand Laticínios Verde Campo.

ArgentinaIn September 2021, the distribution agreement under which our subsidiary Rio de Janeiro Refrescos Ltda commercialized and distributed Heineken and Amstel branded beers in Brazil was terminated. On the same date, our subsidiary Rio de Janeiro Refrescos Ltda and Heineken agreed a new distribution agreement, pursuant to which Rio de Janeiro Refrescos Ltda began to market and distribute Eisenbahn and Tiger branded beers, and continued to market and distribute beers from the Sol Premium, Kaiser and Bavaria branded beers, within its franchise territories in Brazil.

In September 2021, Andina Brazil acquired 50% of the Therezópolis beer brands from the company Greenday Natural Products Gestão de Ativos Ltda., for R$35 million.

In September 2021, the Coca-Cola Brazil System, including Andina Brazil, signed a Master Agreement and Distribution Agreement with Estrella de Galicia Importação e Comercialização de Bebidas e Alimentos Ltda, with a term of 12 years, for the distribution of branded beers Estrella Galicia throughout the Brazilian territory with exclusivity.

In April 2022, the Coca-Cola Brazil System, including Andina Brazil, signed a Master Agreement and Distribution Agreement with Campari, with an expiration date of December 31, 2026, for the exclusive distribution of Campari-branded beverages throughout the Brazilian territory.

In November 2022, Andina Brazil, signed a Copacking Agreement with Monster, with a term of 10 years.

On August 9, 2023, Andina Brazil signed a Distribution Agreement with Perfetti Van Melle with an expiration date of August 9, 2028, authorized by the Master Agreement signed by the Coca-Cola Brazil system in July 2022, for the distribution of Perfetti Van Melle-branded portfolio throughout the Brazilian territory.

Argentina

Production of Coca-Cola soft drinks in Argentina began in 1943 with operations in the province of Córdoba, Argentina, through Inti S.A.I.C., (“INTI”). In 1995, we, through an investment company incorporated in Argentina called Inversiones del Atlántico S.A., (“IASA”), acquired a 59% interest in Embotelladoras del Atlántico S.A. (“EDASA”, the parent company of Rosario Refrescos S.A. and Mendoza Refrescos S.A.). These entities were subsequently merged to create Rosario Mendoza Refrescos S.A., (“ROMESA”). In 1996, we acquired an additional 35.9% interest in EDASA, an additional 78.7% interest in INTI, a 100% interest in CIPET (a PET plastic bottle and packaging business located in Buenos Aires) and a 15.2% interest in Cican S.A. During 1997, the operations of ROMESA were merged with INTI. In 1999, EDASA was merged into IASA. In 2000, IASA was merged into INTI, forming Embotelladora del Atlántico S.A. (“EDASA”). In 2002, CIPET merged into EDASA. During 2007, EDASA’s ownership interest in Cican S.A. was sold to FEMSA.

In 2011, EDASA'sEDASA’s shareholders resolved to form Andina Empaques Argentina S.A., through a spin-off of all of EDASA’s Packaging Division, including all tangible and intangible assets related thereto. Subsequently, EDASA absorbed Coca-Cola Polar Argentina S.A.

Additionally, as a result of the Company’s merger with Polar which was completed in October 2012, the Company gained territory serviced by Polar in Argentina, consisting of territories in Santa Cruz, Neuquén, El Chubut, Tierra del Fuego, Río Negro, La Pampa and the western part of the province of Buenos Aires.

In March 2017, EDASA acquired 13.0% of the shares of the company Alimentos de Soja S.A.U., dedicated to the production of vegetable protein-based beverages marketed under the brand “AdeS”.“AdeS.” The sale of Alimentos de Soja S.A.U. shares was carried out within the framework of a global transaction under the terms of which The Coca-Cola Company and certain Coca-Cola bottlers acquired the “AdeS” liquid soy-based food business from the Unilever Group in Brazil, Mexico, Argentina, Colombia, Paraguay, Uruguay, Bolivia and Chile. EDASA began distributing AdeS products in July 2017. In 2018, EDASA acquired shares of Alimentos de Soja S.A.U. (currently Alimentos de Soja S.A.), increasing its ownership interest to 14.3%. As of the date of this annual report, EDASA’s interest in Alimentos de Soja S.A. is equivalent to 14.82%. The amount of shares transferred was sufficient to provide EDASA with a percentage of shares approximately proportional to its market share in the territory.

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In December 2017, EDASA, together with Monster Energy Company, entered into an agreement in which Monster Energy Company named Embotelladora del Atlántico S.A. as distributor in the franchise territory of Andina Argentina of the products bearing the "Monster"“Monster” brand for an initial period of 10 years. In February 2018, we began commercializing and distributing Monster products entering the category for energy drinks. Also, in April 2021 EDASA, together with Monster Energy Company, entered into an agreement whereby Monster Energy Company appointed Embotelladora del Atlántico S.A. as the manufacturer of products bearing the “Monster” brand for an initial term of 5 years.


ParaguayIn June 2022, Andina Argentina signed a distribution agreement with Grupo Peñaflor S.A. with an expiration date of June 2026, for the distribution of alcoholic beverages manufactured or imported by Grupo Peñaflor S.A. for the territory of the Provinces of Mendoza, San Juan and San Luis.

Paraguay

PARESA is the first authorized Coca-Cola Bottler Company in Paraguay, which started its operations in 1965. In 1967, Plant 1 was opened with a capacity of 400,000 annual unit cases. In 1980, the Barcequillo Plant - located on Km 3.5 Barcequillo of the Ñemby route, in the City of San Lorenzo- was opened, reaffirming and applying the concept of the highest end technology of bottling. Beginning in 2004, PARESA became property of the Grupo Polar from Chile, continuing its operations in the Paraguayan market. In 2012, PARESA became part of Grupo Coca-Cola Andina due to the merger of Embotelladoras Coca-Cola Polar S.A. into Embotelladora Andina S.A.

In March 2017, The Coca-Cola Company, together with its bottlers in Latin America, announced the closing of the acquisition from Unilever of the AdeS vegetable protein-based beverage business.

PARESA began distributing AdeS and Monster products in July 2017 and May 2019, respectively.

In February 2021, PARESA together with local partners incorporated a company named Circular-PET S.A. The main activity of this company is the manufacturing and commercialization of post-consumer recycled PET resins, coming from the transformation of PET flakes.

In October 2022 PARESA and Cervepar S.A. signed a Logistics and Sales Master Agreement valid for a period of 5 years, and in this context, from September 2023 PARESA began to distribute alcoholic beverages, mainly beers, in the departments of Caazapá and Concepción.

Capital Expenditures

The following table sets forth our capital expenditures by country for the 2018-20202021-2023 period:

    

Year ended December 31,

    

2021

    

2022

    

2023

(in millions of Ch$)

Chile

 

57,245

 

70,395

 

107,314

Brazil

 

30,882

 

44,611

 

54,082

Argentina

 

31,723

 

37,757

 

44,729

Paraguay

 

22,102

 

20,912

 

16,495

Total

 

141,952

 

173,675

 

222,620

  Year ended December 31, 
  2018  2019  2020 
          
  (in millions of Ch$) 
Chile  37,601   56,141   26,488 
Brazil  47,444   22,737   19,138 
Argentina  29,571   22,011   16,508 
Paraguay  14,292   15,283   20,519 
Total  128,908   116,171   82,653 

Our total capital expenditures were, Ch$128,908141,952 million in 2018,2021, Ch$116,171173,675 million in 20192022 and Ch$82,653222,620 million in 2020.2023. The decreaseincrease in 20202023 was mailymainly due to the uncertainty regarding the potential impacts of the COVID-19 pandemic.

new projects.

In 2020,2023, capital expenditures were principally related to the following:

Argentina

·Returnable containers (glass and PET bottles) and cases for bottles,bottles;

·Coolers - Cold Equipment,Equipment;

·Multi Serve Returnable Products Capacity Expansion Project (Mendoza Plant, stage 2023: civil works and facilities);

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RefPET Returnable LabelingSeed-based products production project (Monte Cristo plant and Bahía Blanca plant),Plant - start-up);

·Returnable Glass Labeling (Monte Cristo plant),Other sustainability projects (water treatment, recycling, effluent treatment, returnable labeling);

·Sugar reduction in carbonated products,

·Adaptation of Effluents’ process (Monte Cristo plant),

·"Front Office Project" (stage 2 of implementation, to be completed during 2021),

·Purchase of LGVs, forklifts and transpallets,transpallets; and

·Hardware technology upgrade and software development for productivity and management improvement.

Brazil

·Beer production facility in Duque de Caxias plant;
Production lines and equipment for the Andina’s plants,plants;

·Implementation of returnable labelling project,

·Returnable containers (Ref PET and glass bottles) and plastic bottle cases,cases;

·Cold equipment post-mix and other equipment for the point of sale,sale;

·Improvements in the management systems,systems;

·Machinery to increase efficiency and productive capacity,capacity; and

·Renewal of part of the trucks and forklifts for industrial and logistics areas.


Chile

·Logistics Densification (refurbishmentPartial automation of racks and centersthe sorting process of returned containers in Renca to receive new beer category),reduce the number of cases that operators must check, standardizing the sorting process;
Start of construction of the new wastewater treatment plant capable of neutralizing and biologically treating the wastewater generated at the Renca plant, projecting flows for the year 2030;
Construction of a new distribution center in Antofagasta to increase product storage capacity and truck dispatch flow; and
Installation of a new OW bottling line for soft drinks, water and canned cold-fill products (line 12).

Paraguay

·Implementation of production lines at Antofagasta plant (transfer from Coquimbo),Returnable glass bottle labeling;

·New Renca and Inamar wells,

·Engineering for decreasing water ratio, and

·Engineering of wastewater treatment plant.

Paraguay

·New line for stills products,

·Fructose production facilities,

·Extension of deposits,

·“Front Office” project,

·Returnable bottles and plastic cases,cases; and

·Coolers - Cold equipment.

We have budgeted approximately US$160-180250 million for our capital expenditures in 20212024, which is expected to be mainly destined to:

·Machinery and infrastructure at the Duque de Caxias plant in Brazil and electrical substation for beer production;
Machinery and infrastructure in the Cuyo region in Argentina, to expand the capacity of returnable beverages;
Improve logistics capacity in Chile, specifically in central and northern Chile;
Improve water use efficiency in Chile;
Compliance with industrial water treatment regulations in Chile with a new effluent treatment plant and expansion of the existing plant in Argentina;
Renewal of the truck and forklift fleet in Chile and Brazil, respectively; and

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Improve our information technologies in our relationship with a main focus on big dataclients, consumers and internal processes, accelerating digitization with the incorporation of more technological solutions, artificial intelligence and machine learning.

·Improve our productive capacity (for product reformulation, in addition to continuing the returnables labeling project in Argentina, and a production line in Paraguay),

·Improve infrastructure for greater flexibility (mainly in Paraguay),

·Returnable bottles and containers (optimizing the use of multipurpose bottles),

·Cold equipment (with energy efficiency savings and better customer service),

·Renew trucks (Brazil and Chile) to comply with regulations, and

·Improve water use efficiency (Chile).

For 2021,2024, we estimate that internally generated funds will finance a large part of our budgeted capital expenditure. Our capital expenditure plan for 20212024 may change based on market conditions and how the economy evolves in the countries where we operate. We believe the uncertainty regarding the COVID-19 pandemic has diminished, but our capital expenditures plans are dynamic and subject to change if the conditions requires it.


B.BUSINESS OVERVIEW

We are the third largest bottler of Coca-Cola trademark beverages in Latin America in terms of sales volume. We are the largest bottler of Coca-Cola trademark beverages in Chile and Argentina and the third largest in Brazil, in each case in terms of sales volume. We are also the only bottler of Coca-Cola trademark beverages in Paraguay.

In 2020,2023, we had consolidated net sales of Ch$1,698,2812,618,437 million and total sales volume of 734.6882.6 million unit cases of beverages.

In addition to our soft drinks business, which accounted for 65%62.2% of our consolidated net sales during 2020,2023, we also:

·produce, sell and distribute fruit juices, other fruit-flavored beverages, sport drinks, flavored waters, mineral and purified water in Chile, Argentina, Brazil and Paraguay under trademarks owned by The Coca-Cola Company;Company, and flavored waters in Chile, Argentina and Paraguay;

·produce, sell and distribute iced tea, mate beverages in Brazil;
produce, sell and distribute seed-based beverages in Argentina under trademarks owned by The Coca-Cola Company, and sell and distribute these products in Brazil, Chile and Paraguay;
produce, sell and distribute energy drinks in Argentina, Brazil and Chile under trademarks owned by Monster Energy Company, and sell and distribute these products in Paraguay;
produce, sell and distribute pre-mixed cocktails in Argentina;
manufacture polyethylene terephthalate (“PET”) bottles and preforms, returnable PET bottles, cases and plastic caps, primarily for our own use in the packaging of our beverages in Chile and Argentina;

·produce, sell and distribute ice tea, mate beverages, and sell and distribute lactose free dairy products in Brazil;

·produce, sell and distribute seed-based beverages in Argentina under trademarks owned by The Coca-Cola Company, and sell and distribute these products in Brazil, Chile and Paraguay;

·sell and distribute energy drinks in Argentina, Brazil, Chile and Paraguay under trademarks owned by Monster Energy Company;

·sell and distribute beer in Brazil under the brands Amstel, Bavaria, Heineken, Kaiser, Sol, Therezópolis, Tiger, Eisenbahn and Sol;Estrella Galicia;

·sell and distribute alcoholic beverages in Brazil under the group Campari SPA’s brands, such as Campari, Aperol, Skyy;
produce, sell and distribute alcoholic drink ready-to-drink Jack & Coke, Schweppes with alcohol and Lemon-Dou in Brazil;
sell and distribute beer, sparkling wine, spirits, wine, cider and ciderother alcoholic products in southern Argentina;

·sell and distribute beer, spirits and wine in Chile; and

·sell and distribute beer and other alcoholic beverages in Paraguay;
sell and distribute confectionery in Brazil under the Perfetti Van Melle Brazil’s brands: Mentos and Frutalle; and
distribute ice cream and other frozen products under the Guallarauco brand in Chile.

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Our Territories

The following map shows our territories, estimates of the population to which we offer products, the number of retailers of our beverages and the per capita consumption of our beverages as of December 31, 2020.2023.

 

Graphic

Per capita consumption data for a territory is determined by dividing total beverage sales volume, excluding the sales to other Coca-Cola bottlers within the territory by the estimated population within such territory, and is expressed on the basis of the number of eight-ounce servings of our products. One of the factors we use to evaluate the development of local volume sales in our territories and to determine product potential is the per capita consumption of our beverages.


Our Product Overview

We produce, market and distribute the following Coca-Cola trademark beverages and brands licensed from third parties throughout our franchise territories. In addition, we distribute Heineken brand beer in Brazil, beer, wine and cider in southern Argentina, and beer, spirits and wine in Chile. The following table sets forth the brands of the products that we distribute by country as of December 31, 2020:

ChileBrazilArgentinaParaguay
Colas
Coca-Colaüüüü
Coca-Cola Zero/Sin azúcarüüüü
Coca-Cola Lightüü
Coca-Cola Plus Caféüü
Coca-Cola Energyü
Flavored soft drinks
Cantarinaü
Crush Light/Zero/Sin azúcarüü
Fantaüüüü
Fanta Zero/Sin azúcarüüüü
Inca Kolaü
Inca Kola Zeroü
Kuat Zeroü
Nordic Mistü
Nordic Mist Agua Tónicaü
Nordic Mist Zeroü
Quatro Light/Liviana/Zero/Sin azúcarü
Royal Blissü
Schweppesüüü
Schweppes Light/Zero/Sin azúcarü
Schweppes Tónicaüüü
Schweppes Tónica Lightü
Spriteüüüü
Sprite Zero/Sin azúcarüüüü
& Nadaüü
Juices
Andina Del Valleü
Andina Del Valle Lightü
Cepitaü
Cepita Light/Zero/Sin azúcarü
Del Valleü
Del Valle Lightü
Frugosü
Frugos Light/Sin azúcar/0%ü
Guallaraucoü
Kapoü
Waters
Aquariusüüü
Aquarius Zero Gasificadaü
Benedictinoü
Benedictino Sabores ü
Bonaqua Con Gasü
Bonaqua Sin gasü
Crystalü


ChileBrazilArgentinaParaguay
Dasaniü
Glaceau Smart Waterüüü
Glaceau Vitamin Waterü
Guallarauco Agua de Frutaü
Kin Con Gasü
Kin Sin Gasü
Vitalü
Other Non-alcoholic Beverages
AdeSüüüü
Blakü
Burnü
Fuze Ice Teaü
Fuze Ice Tea Zeroü
I9ü
Leão Ice Tea Light/Zero/sin azúcarü
Matte Leãoü
Matte Leão Zeroü
Minilacü
Monsterüüüü
Monster Zero/Light/Sin azúcarüüü
Poweradeüüüü
Powerade Zero/Light/Sin azúcarüü
Reignü
Shake Wheyü
Tropicalü
Beer
Amstelüü
Bálticaü
Bavariaü
Beckerü
Becksü
Blue Moonü
Brahmaü
Bud lightü
Budweiserü
Buschü
Coronaü
Corona Lightü
Coronitaü
Cusqueñaü
Grolschü
Heinekenüü
Imperialü
Isenbeckü
Kaiserü
Kilómetro 24.7ü
Kunstmannü
Malta del Surü
Michelob Ultraü
Millerü
Modeloü
Negra Modeloü


ChileBrazilArgentinaParaguay
Palermoü
Pilsen del Surü
Quilmesü
Schneiderü
Solüü
Stella Artoisü
Stella Artois Gluten Freeü
Warsteinerü
Spirits and Wine
Alto del Carmen Iceü
Artesanos del Cochiguaz Sourü
Baileysü
Bourbon Bulleitü
Capel Iceü
Capel Mixü
Capel Pisco Sourü
Capel Pisco Sour Lightü
Cremisseü
Espumante Francisco de Aguirreü
Espumante Mylaü
Espumante Nola Zeroü
Espumante Sensusü
Fernet Brancaü
Gin Tanquerayü
Maddero Iceü
Pisco Alto del Carmenü
Pisco Artesanos del Cochiguazü
Pisco Brujas de Salamancaü
Pisco Capelü
Pisco Hacienda La Torreü
Pisco Monte Fraileü
Ron Caciqueü
Ron Madderoü
Ron Pamperoü
Ron Zacapaü
Sheridan'sü
Sidra 1888ü
Sidra Pehueniaü
Sidra Realü
Sour Inca de Oroü
Tequila Don Julioü
Vino Carbonatado Pkadorü
Vino Colónü
Vino Eugenio Bustosü
Vino Graffignaü
Vino Grossoü
Vino La Celiaü
Vino Prólogo Late Harvestü
Vodka Cirocü
Vodka Smirnoffü
Whisky Bell'sü
Whisky Buchanan'sü
Whisky J&Bü


ChileBrazilArgentinaParaguay
Whisky Johnnie Walkerü
Whisky Old Parrü
Whisky Sandy Macü
Whisky Singletonü
Whisky Vat-69ü
Whisky White Horseü
Ice Creams and Frozen Products
Guallaraucoü

In addition, in Chile, we import and distribute some other Coca-Cola branded beverages, such as Coca-Cola Caffeine Free, Coca-Cola Zero Cherry, Coca-Cola Zero Vainilla, Aloe Gloe (organic aloe vera), Coca-Cola Plus Espresso, Zico coconut water, among others.

We produce, market and distribute Coca-Cola products in our franchise territories through standard bottler agreements between our bottler subsidiaries and the local subsidiary in each jurisdiction of The Coca-Cola Company. We consider our relationship with The Coca-Cola Company to be an integral part of our business strategy.

The following table sets forth the brands of the non-alcoholic beverages that we distribute by country as of December 31, 2023:

Argentina

Brazil

Chile

Paraguay

Soft drinks

Cantarina

ü

PR

Coca-Cola

ü

PR

ü

PR

ü

PR

ü

PR

Coca-Cola Light

ü

PR

ü

PR

Coca-Cola Plus Café

ü

PR

ü

PR

ü

PR

Coca-Cola Zero/Sin azúcar

ü

PR

ü

PR

ü

PR

ü

PR

Crush Light/Zero/Sin azúcar

ü

PR

ü

PR

Fanta

ü

PR

ü

PR

ü

PR

ü

PR

Fanta Zero/Sin azúcar

ü

PR

ü

PR

ü

PR

Inca Kola

ü

PR

Inca Kola Zero

ü

PR

Kuat

ü

PR

Nordic

ü

PR

Nordic Agua Tónica

ü

PR

Nordic Zero

ü

PR

Quatro Light/Liviana/Zero/Sin azúcar

ü

PR

Schweppes

ü

PR

ü

PR

ü

PR

ü

PR

Schweppes Light/Zero/Sin azúcar

ü

PR

ü

PR

ü

PR

ü

PR

Schweppes Tónica

ü

PR

ü

PR

ü

PR

ü

PR

Schweppes Tónica Light

ü

PR

ü

PR

ü

PR

ü

PU

Sprite

ü

PR

ü

PR

ü

PR

ü

PR

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Argentina

Brazil

Chile

Paraguay

Sprite Zero/ Sin azúcar

ü

PR

ü

PR

ü

PR

ü

PR

Juices

Andina Del Valle

ü

PR

ü

PR

Andina Del Valle Fresh

ü

PR

Andina Del Valle Light

ü

PR

Cepita

ü

PR

ü

PR

Cepita Fresh

ü

PR

Cepita Nutridefensas

ü

PR

Del Valle 100%

ü

PU

Del Valle Fresh

ü

PR

ü

PR

ü

PR

Del Valle Frut

ü

PR

ü

PR

Del Valle Mais

ü

PU

Del Valle Mais Light

ü

PU

ü

PR

Frugos Light/Sin azúcar/0%

ü

PR

Guallarauco Aloe Vera

ü

PR

Guallarauco Jugo

ü

PR

Guallarauco Limonada

ü

PR

Guallarauco Nectar

ü

PR

Kapo

ü

PR

ü

PR

ü

PR

Waters

Aquarius

ü

PR

ü

PR

ü

PR

Aquarius Zero Gasificada

ü

PR

Benedictino

ü

PR

ü

PR

ü

PR

Benedictino Sabores

ü

PR

Bonaqua Con Gas

ü

PR

Bonaqua Sin gas

ü

PR

Crystal

ü

PR

Dasani

ü

PR

Glaceau Vitamin Water

ü

PR

Guallarauco Agua de Fruta

ü

PR

Vital

ü

PR

Other non-alcoholic beverages

AdeS Frutales

ü

PR

ü

PU

ü

PU

ü

PU

AdeS Leches

ü

PU

ü

PU

ü

PU

ü

PU

Fastlyte

ü

PR

Guaraná Power

ü

PR

I9 Isotónico

ü

PR

Leão Ice Tea

ü

PR

Leão Ice Tea Light/Zero/Sin azúcar

ü

PR

Matte Leão

ü

PR

Matte Leão Zero

ü

PR

Monster

ü

PU

ü

PU

ü

PU

ü

PU

Monster Zero/Light/Sin azúcar

ü

PU

ü

PU

ü

PU

ü

PU

Powerade

ü

B

ü

PR

ü

PR

ü

PR

Powerade Zero/Light/Sin azúcar

ü

PR

Reign

ü

PU

ü

PU

Symbology

PR

Produced

PU

Purchased

B

Both (Produced and Purchased)

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In addition to non-alcoholic beverages portfolio, we sell and distribute beer, spirits and wine in Chile, produce, sell and distribute alcoholic ready to drink in Brazil, sell and distribute beer and other alcoholic beverages in Brazil and sell and distribute confectionery in Brazil; produce, sell and distribute pre-mixed cocktails in Argentina and sell and distribute beer, wine and other alcoholic beverages in Argentina; sell and distribute beer and other alcoholic beverages in Paraguay.

In Argentina we distribute beer of the brand Antares; Wines and sparkling wines of the brands Alaris, Alma Mora, Colección Privada, Dadá, Dolores, Don David, El Bautismo, Elementos, Fair for Life, Finca Las Moras, Fond de Cave, Los Árboles, Los Intocables, Navarro Correas, Paz, San Telmo, Suter, Termidor, Trapiche, Blend de Extremos, El Esteco, El Que Ríe Último Ríe Mejor, Finca Notables, Iscay Syrah, La Mascota, Medalla, Origen, Unánime ; Liquors of the brands Baileys, Gin Tanqueray, Vodka Smirnoff, Whisky J&B, Whisky Johnnie Walker, Whisky Old Parr, Whisky Vat-69, Whisky White Horse, Legui, and other alcoholic beverages of the brands Schweppes, Frizze and Smirnoff ICE.

In Brazil we distribute beers of the brands Bavaria, Heineken, Kaiser, Sol, Therezópolis, Estrella Galicia, Eisenbahn, Tiger; Liquors of the brands Aperol, Bulldog, Campari, Cinzano, Cynar, Dreher, Drury'S, Old Eight, Sagatiba, Skyy, Bickens, Espolon, Frangelico, Wild Turkey; Wines and sparkling wines of the brand Liebfraulmilch, and other alcoholic beverages of the brands Schweppes, Jack Daniels & Coca-Cola, Lemon-Dou.

In Chile we distribute beers of the brands Budweiser, Corona/Coronita/Corona Light, Imperial, Stella Artois, Becker, Becks, Cusqueña, Báltica, Kilómetro 24.7, Quilmes, Bud light, Michelob Ultra, Modelo, Pilsen del Sur, Malta del Sur, Leffe, Goose Island, Hoegaarden, Baltica; we also distribute Baileys, Bourbon Bulleit, Gin Tanqueray, Ron Cacique, Ron Pampero, Ron Zacapa, Sheridan's, Tequila Don Julio, Vodka Ciroc, Vodka Smirnoff, Whisky Bell's, Whisky Buchanan's, Whisky J&B, Whisky Johnnie Walker, Whisky Old Parr, Whisky Sandy Mac, Whisky Singleton, Whisky Vat-69, Whisky White Horse, Pisco Monte Fraile, Pisco Hacienda La Torre, Pisco Alto del Carmen/Alto del Carmen Ice, Pisco Capel/Capel Ice, Pisco Brujas de Salamanca, Pisco Artesanos del Cochiguaz, Ron Maddero, Gin Gordon, Lepac, Estrella del Elqui. Additionally, we distribute Wines and sparkling wines of the brands Prologo Late Harvest, Vino Grosso, Espumante Francisco de Aguirre, Espumante Sensus, Espumante Myla, 120, Amaranta/Amaranta Spritz, Bodega Uno, Cabernario, Carmen, Casa Real, Cavanza, Doña Paula, Floresta, Hermanos Carrera, Heroes, Invictas, Los Cardos, Medalla Real, Rita, Sangria Guay, Santa Rita, Stellar-Ice, Terra Andina, Pkdor, Bougainville, Cigar Box, Pewen, Secret Reserve, Triple C, and other alcoholic beverages of the brands Sour Inca de Oro, Jack Daniels & Coca-Cola.

In Paraguay we distribute beers of the brands Budweiser, Corona/Coronita/Corona Light, Brahma, Ouro Fino, Patagonia Amber, Pilsen, SKOL. We also distribute other alcoholic products of the brand Mikes.

All the alcoholic products we commercialize are purchased from our commercial partners, except for some pre-mixed cocktails produced in Argentina and Brazil.

We seek to enhance our business throughout the franchise territories by developing existing markets, penetrating other soft drink, waters and juices markets, and also alcoholic beverages markets, forming strategic alliances with retailers to increase consumer demand for our products, increasing productivity, and by further internationalizing our operations.


Reporting Segments

The following discussion analyzes our product sales and customers by reporting segments.

Chile

In Chile, we produce, market and distribute our beverages under The Coca-Cola Company trademarks in the metropolitan region of Santiago and the provinces of Cachapoal and San Antonio, as well as the regions of Antofagasta, Atacama, Coquimbo, Aysén and Magallanes.

During 2020,2023, Chile accounted for 32.2%35.1% and 38.0%45.5% of our volume and consolidated net sales, respectively.

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Soft Drinks: Our Chilean soft drink operations accounted for net sales in 20202023 of Ch$407,191575,674 million. We measure sales volume in terms of unit cases (UCs). The following table highlights historical sales and volume of Coca-Cola soft drinks sold in Chile for the periods indicated:

    

Year ended December 31,

    

2021

    

2022

    

2023

(in millions)

Ch$

UCs

Ch$

UCs

Ch$

UCs

Colas

 

380,542

 

133.8

 

430,436

 

133.4

 

464,262

 

130.7

Flavored soft drinks

 

99,616

 

34.8

 

108,898

 

32.8

 

111,412

 

30.2

Total

 

480,158

 

168.6

 

539,334

 

166.1

 

575,674

 

160.8

  Year ended December 31, 
  2018  2019  2020 
          
  (in millions) 
  Ch$  UCs  Ch$  UCs  Ch$  UCs 
Colas  284,155   112.5   305,205   119.3   319,811   120.5 
Flavored soft drinks  106,627   42.2   103,263   38.9   87,380   33.2 
Total  390,782   154.7   408,468   158.2   407,191   153.8 

As of December 31, 2020,2023, we sold our products to approximately 64,00068,000 customers in Chile. The following table highlights the type of customer in Chile for our products:

  Year ended December 31 (1) , 
  2018  2019  2020 
          
   (%) 
Mom & Pops (2)  46   47   52 
Supermarkets  27   27   24 
On premise  14   13   11 
Wholesale distributors  13   13   13 
Total  100   100   100 

    

Year ended December 31,

    

2021

    

2022

    

2023

(%)

Mom & Pops (1)

 

50

 

46

 

46

Supermarkets

 

26

 

28

 

30

On premise

 

10

 

13

 

13

Wholesale distributors

 

14

 

13

 

11

Total

 

100

 

100

 

100

(1)In 2020, we made more uniform our channel definitions accross our four segments, consequently percentages from previous years were reclassified for comparison purposes.

(2)Mom & Pops are neighborhood stores (grocery stores, minimarkets, kiosks, liquor stores, bakeries, etc.) characterized by providing daily shopping needs, and differentiated because they are nearby, and products are available in smaller formats.

Other Beverages: Coca-Cola Andina, through VJ S.A., produces and sells juices, fruit flavored beverages and sports drinks. Juices are manufactured and commercialized under the brands Andina del Valle (juices and fruit nectars), Kapo (juice drink), Glaceau Vitamin Water (water with added vitamins and minerals), Aquarius (juice drink), Powerade (isotonic) and, Ades (soy juice), Guallarauco (fruit waters and nectars) and Fastlyte (electrolyte drink). Vital Aguas S.A. is in charge of bottling mineral and mineralized water under the brands Vital and SmartWater (sparkling and still versions).brand Vital. Also, Andina (in Chile) produces purified water under the brand Benedictino.

In September 2016 and July 2017, the Company began the distribution in Chile of products under the trademarks of Monster and AdeS, respectively.respectively. In 2018, the Company began selling and distributing certain Guallarauco products and also spirits from the company Diageo, and in 2019 the Company began with the sale and distribution of liquors and wine of the company Capel.

In 2020, the Company began selling and distributing AB InBev beer in Chile, under the following brands: Corona, Becker, Báltica, Budweiser, Stella Artois, Cusqueña, among others.

In May 2020, the Company began the production of Monster in Chile, through Envases Central S.A.

In 2020,2021 the Company began selling and distributing Viña Santa Rita wines under the following brands: Doña Paula, 120 Tres Medallas, Casa Real, Carmen, Santa Rita, among others.

In 2023, net sales of waters, juices, seed-based beverages, sports drinks and energy drinks in Chile were Ch$173,459324,885 million, and net sales of beer and spirits were Ch$64,111291,415 million.


Brazil

In Brazil, we produce, market and distribute our beverages under The Coca-Cola Company trademarks or brands authorized by The Coca-Cola Company in the majority of the State of Rio de Janeiro and the entirety of the State of Espírito Santo and since October 1, 2013 in part of the state of São Paulo and part of the state of Minas Gerais, as a consequence of the consummation of the Ipiranga acquisition on October 1, 2013.

During 2020,2023, Brazil accounted for 36.1%34.1% and 34.2%28.5% of our volume and consolidated net sales, respectively.

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Soft Drinks: The Brazilian soft drink operations accounted for net sales of Ch$317,713535,018 million. The following table highlights historical sales and volume of Coca-Cola soft drinks sold in Brazil for the periods indicated:

    

Year ended December 31,

    

2021

    

2022

    

2023

(in millions)

Ch$

UCs

Ch$

UCs

Ch$

UCs

Colas

 

260,157

 

163.1

 

395,211

 

181.3

 

448,129

 

192.3

Flavored soft drinks

 

52,991

 

41.2

 

77,193

 

43.2

 

86,889

 

45.7

Total

 

313,148

 

204.3

 

472,404

 

224.5

 

535,018

 

238.1

  Year ended December 31, 
  2018  2019  2020 
          
  (in millions) 
  Ch$  UCs  Ch$  UCs  Ch$  UCs 
Colas  245,955   152.0   264,929   145.6   262,741   163.7 
Flavored soft drinks  80,601   49.4   95,862   61.2   54,972   41.8 
Total  326,016   201.4   360,792   206.8   317,713   205.5 

As of December 31, 2020,2023, we sold our products to approximately 87,00085,000 customers in Brazil. The following table highlights the type of customer in Brazil for our products:

  Year ended December 31 (1) , 
  2018  2019  2020 
          
   (%) 
Mom & Pops (2)  32   33   34 
Supermarkets  34   32   33 
On premise  16   16   12 
Wholesale distributors  19   20   22 
Total  100   100   100 

    

Year ended December 31,

    

2021

    

2022

    

2023

(%)

Mom & Pops (1)

 

33

 

33

 

32

Supermarkets

 

33

 

33

 

33

On premise

 

13

 

13

 

13

Wholesale distributors

 

22

 

22

 

23

Total

 

100

 

100

 

100

(1)In 2020, we made more uniform our channel definitions accross our four segments, consequently percentages from previous years were reclassified for comparison purposes.

(2)Mom & Pops are neighborhood stores (grocery stores, minimarkets, kiosks, liquor stores, bakeries, etc.) characterized by providing daily shopping needs, and differentiated because they are nearby, and products are available in smaller formats.

Other Beverages: Wefrom September 2021, we sell and distribute beer under the Amstel, Bavaria, Heineken,Therezópolis, Estrella Galicia, Eisenbahn, Tiger, Sol Premium, Kaiser and Sol labels.Bavária brands. We also produce, sell and distribute alcoholic drink ready-to-drink Jack & Coke, Schweppes with alcohol and Lemon-Dou. We sell and distribute water under the labels Crystal, and SmartWater, ready-to-drink juices under the labels Del Valle Frut eMais, Del Valle Fresh, Del Valle Mais,Frut, Del Valle 100%, Del Valle Nutri, Del Valle Hortifruti and Kapo, energy drinks under the brand names BurnMonster and Monster,Reign, isotonic drinks under i9 and Powerade brand names and Fuze Ice Tea,Matte Leão, Leão Ice Tea Matte Leão and Guaraná LeãoPower ready-to-drink teas. We also sell and distribute seed-based beverages, AdeS Juice and AdeS Milk, under the brand name AdeS and Shake Whey and Minilac lactose-freeAdeS. From May 2022 we started to distribute alcoholic beverages from Campari´s portfolio under the brand name Verde Campo. As of November 2016names Campari, Aperol, Sagatiba, Dreher, Old Eight, Drury’S, Skyy, Bulldog, Cinzano, Cynar, Liebfraulmilch, Bickens, Espolon, Frangelico and June 2017,Wild Turkey.

Confectionery: from September 2023, we started sell and distribute candy and gum from the Company began the distribution in its Brazilian franchise territories of products under the trademarks of MonsterPerfetti’s brands: Mentos and AdeS, respectively.

Fruittella.

In 2020,2023, net sales of waters, juices, ready-to-drink teas, seed-based beverages, sports drinks and energy drinks in Brazil were Ch$99,184167,900 million, and net sales of beer and other alcoholic products were Ch$163,16742,464 million.

Argentina

Argentina

In Argentina, we produce, market and distribute our beverages under The Coca-Cola Company trademarks in the entirety of the provinces of Córdoba, Mendoza, San Juan, San Luis, Entre Ríos, western part of the province of Buenos Aires and most of Santa Fe, as well as La Pampa, Neuquén, Río Negro, Chubut, Santa Cruz, and Tierra del Fuego. Fuego.

During 2020,2023, Argentina accounted for 22.7%22.0% and 18.8%17.6% of our sales volume and consolidated net sales, respectively.

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Soft Drinks: The Argentine soft drink operations accounted for net sales of Ch$260,118344,434 million in 2020.2023. The following table highlights historical sales and volume of Coca-Cola soft drinks sold in Argentina for the periods indicated:

    

Year ended December 31,

    

2021

    

2022

    

2023

(in millions)

Ch$

UCs

Ch$

UCs

Ch$

UCs

Colas

 

316,587

 

121.3

 

393,145

 

130.0

 

256,586

 

122.6

Flavored soft drinks

 

103,137

 

36.1

 

130,763

 

39.8

 

87,848

 

39.7

Total

 

419,724

 

157.4

 

523,908

 

169.8

 

344,434

 

162.3

  Year ended December 31, 
  2018  2019  2020 
          
  (in millions) 
  Ch$  UCs  Ch$  UCs  Ch$  UCs 
Colas  235,678   119.0   222,140   108.9   194,621   111.6 
Flavored soft drinks  95,125   48.0   91,726   40.8   65,497   33.6 
Total  330,803   167.0   313,866   149.7   260,118   145.2 

As of December 31, 2020,2023, we sold our products to approximately 65,00066,000 clients in Argentina. The following table highlights the type of client in Argentina for our products:

  Year ended December 31 (1) , 
  2018  2019  2020 
          
   (%) 
Mom & Pops (2)  37   37   36 
Supermarkets  23   23   23 
On premise  7   8   4 
Wholesale distributors  33   32   36 
Total  100   100   100 

    

Year ended December 31,

    

2021

    

2022

    

2023

(%)

Mom & Pops (1)

 

34

 

35

 

33

Supermarkets

 

27

 

26

 

32

On premise

 

6

 

7

 

7

Wholesale distributors

 

33

 

32

 

28

Total

 

100

 

100

 

100

(1)In 2020, we made more uniform our channel definitions accross our four segments, consequently percentages from previous years were reclassified for comparison purposes.

(2)Mom & Pops are neighborhood stores (grocery stores, minimarkets, kiosks, liquor stores, bakeries, etc.) characterized by providing daily shopping needs, and differentiated because they are nearby, and products are available in smaller formats.

Other Beverages: in Argentina we produce, sell and distribute flavored waters under the brand name Aquarius, and mineral and drinking water under the brands Bonaqua and Kin, and sell and distribute Glaceau Smartwater (which was incorporated into the portfolio in 2020).Benedictino. In addition, we produce, sell and distribute ready to drink juices under the Cepita and Cepita Fresh brand name, and fruit and vegetable seed based drinks under the brand name AdeS (which in 2017 was incorporated into the portfolio through a joint venture between The Coca-Cola Company and other Coca-Cola bottlers, including Andina). We also produce, sell and distribute sport drinks under the Powerade brand name, and produce, sell and distribute energy drinks under the Monster brand name (which was incorporated into the portfolio in 2018). We also produce, sell and distribute beer, wine and cider inARTD's (alcoholic ready-to-drink beverages) under the southern regionSchweppes brand. We distribute beers of the franchisebrand Antares; Wines and sparkling wines of the brands Alaris, Alma Mora, Colección Privada, Dadá, Dolores, Don David, El Bautismo, Elementos, Fair for Life, Finca Las Moras, Fond de Cave, Los Árboles, Los Intocables, Navarro Correas, Paz, San Telmo, Suter, Termidor, Trapiche, Blend de Extremos, El Esteco, El Que Ríe Último Ríe Mejor, Finca Notables, Iscay Syrah, La Mascota, Medalla, Origen, Unánime; spirits such as Baileys liqueurs, Tanqueray Gin, Smirnoff Vodka, J&B Whisky, Johnnie Walker Whisky, Old Parr Whisky, Vat-69 Whisky, White Horse Whisky and Legui; and other alcoholic beverages under the following brands: Amstel, Blue Moon, Grolsch, Heineken, Imperial, Isenbeck, Kunstmann, Miller, Palermo, Schneider, Solbrands Frizze and Warsteiner (beer); Colón, Eugenio Bustos, Graffigna and La Celia (wine); and 1888, Pehuenia and Real (cider).

Smirnoff ICE.

In 2020,2023, net sales of juices, waters, seed-based beverages, sports, and energy drinks and alcoholic beverages in Argentina were Ch$49,818101,536 million. These values also consider the commission for distribution of beer, wine and cider.alcoholic products.

Paraguay

In Paraguay, we produce, market and distribute our beverages under The Coca-Cola Company trademarks in the entire country.

During 2020,2023, Paraguay accounted for 9.0%8.8% and 9.3%8.5% of our volume and consolidated net sales, respectively.

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Soft Drinks: The Paraguayan soft drinks operations accounted for net sales of Ch$126,058173,464 million. The following table highlights historical sales and volume of Coca-Cola soft drinks sold in Paraguay for the periods indicated:

    

Year ended December 31,

    

2021

    

2022

    

2023

(in millions)

Ch$

UCs

Ch$

UCs

Ch$

UCs

Colas

 

84,555

 

33.9

 

107,150

33.7

 

113,878

38.3

Flavored soft drinks

 

49,729

 

23.6

 

59,339

26.2

 

59,587

23.9

Total

 

134,284

 

57.6

 

166,489

59.9

 

173,464

62.2


  Year ended December 31, 
  2018  2019  2020 
          
  (in millions) 
  Ch$  UCs  Ch$  UCs  Ch$  UCs 
Colas  67,538   32.1   72,303   30.6   58,597   30.1 
Flavored soft drinks  50,557   24.0   52,553   25.6   67,460   25.0 
Total  118,095   56.1   124,856   56.2   126,058   55.1 

As of December 31, 2020,2023, we sold our products to approximately 58,00053,000 customers in Paraguay. The following table highlights the type of customer in Paraguay for our products:

  Year ended December 31 (1) , 
  2018  2019  2020 
          
   (%) 
Mom & Pops (2)  37   39   42 
Supermarkets  12   13   12 
On premise  14   13   9 
Wholesale distributors  37   35   36 
Total  100   100   100 

    

Year ended December 31,

    

2021

    

2022

    

2023

(%)

Mom & Pops (1)

 

41

 

38

 

38

Supermarkets

 

12

 

13

 

14

On premise

 

11

 

12

 

13

Wholesale distributors

 

37

 

36

 

36

Total

 

100

 

100

 

100

(1)In 2020, we made more uniform our channel definitions accross our four segments, consequently percentages from previous years were reclassified for comparison purposes.

(2)Mom & Pops are neighborhood stores (grocery stores, minimarkets, kiosks, liquor stores, bakeries, etc.) characterized by providing daily shopping needs, and differentiated because they are nearby, and products are available in smaller formats.

Other Beverages: Inin Paraguay, we produce and distribute juices ready to drink under the trademark FrugosDel Valle and we import and distribute seed-based drinks under the AdeS trademark. We also manufacture and sell water under the trademarks Dasani (purified water), Aquarius (flavored water), KinBenedictino (mineral water) and Powerade (sports drinks). We also manufactureimport and selldistribute energy drinks under the trademark Monster (since May 2019).

During September 2023 we began to distribute in Paraguay alcoholic beverages, mainly Beers, under the brands Brahma, Budweiser 66, Skol, among others.

In 2020,2023, net sales of juices, waters, seed-based beverages, sports and energy drinks in Paraguay were Ch$31,09549,130 million and net sales of beer and other alcoholic products were Ch$1,246 million.

Distribution

Chile

Chile

Soft Drinks, Juices, Waters and otherOther Beverages: In Chile, we distribute our products through a distribution system that includes: (i) third-partytrucks owned trucks (569by third parties (495 trucks) thatwhich provide an exclusive distribution service, and (ii) our own trucks (244(381 trucks). In 2020, 81%2023, 90% of our distribution was performedcarried out by exclusive third-party transporttrucking companies and 19%10% by companies in the Andina group. The distributiongroup companies. Distribution of all Andina’sAndina beverages in Chile is carried out from distribution centers and production facilities. In most cases, the carriertransportation company collects payment in cash payment or customer checks.checks from the customer. In some cases, the driver also collects empty returnable glass containers or PET bottles of the same type and quantity as those that were delivered or collects cash deposits for net returnable bottles delivered. This task is particularly significant in the Chilean territory where returnable containers accounted for approximately 47.0%30.4% of the total soft drinks volume sold of non-alcoholic beverages in 2020.2023. Certain important customers (such as supermarkets), maintain accounts receivablesreceivable with us, which are settled on average every 4646.6 days after invoices are issued.

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Table of Contents

Beer and spiritsother Alcoholic Beverages: Andina in Chile uses its distribution system to distribute beer, and spiritsother alcoholic beverages in its franchise territory.territories. Since 2018 Andina in Chileit has developed a portfolio expansion strategy to become a more completetotal beverage company. To this end, the Company has entered into agreements with different strategic partners transformingthat have transformed its value proposition towards the customers of the different channels it serves in each product category. Since 2018 it has distributed Diageo's total portfolio ofbeen distributing Diageo’s complete distilled spirits portfolio, brands such as Johnnie Walker, Vat 69 andVat-69, Sandy Mac (whiskey), Cacique and Zacapa (rum), Smirnoff and Ciroc (vodka), Tanqueray and Gordon'sGordon’s (gin), and Baileys,Bailey’s liqueur, among others, in the traditional channel, on-premise channel, convenience stores and B2C digital channel. DuringIn the third quarter of 2019, distribution of the complete product portfolio of the Cooperativa Capel Cooperative (Alto del Carmen and Capel piscos, among other brands, and wines of thefrom Viña Francisco de Aguirre) began to be distributed in all the channels ofin the territory. In 2020, we entered into a commercialization and distribution agreement incorporatingwas signed, with which most of the AB InBev brands in Chile thereby commercializingwere added to our portfolio, as part of the agreement, the products of thesaid multinational companyare commercialized in the different channels ofin most of our territory. Finally, in 2021 a distribution agreement was signed with “Viña Santa Rita” to commercialize and distribute its main brands (as of November 2021) throughout Chile, such as wines, sparkling wines and cocktails. Andina in Chile purchasesbuys the different alcoholic products from the commercial partners (Diageo, Cooperativa Capel, AB InBev and AB InBev)Viña Santa Rita) at a price determined by thesethose partners and sellsells them to its customers with a margin previously agreed by category and channel.channel, to which different variables are added for the achievement of goals. The discount scheme is different in each category, but as a common rule the discounts approved by the commercial partners are paid by thesethose partners without affecting theand do not affect Andina’s margin of Andina in Chile.

Brazil

Brazil

Soft Drinks, Juices, Waters, Other Non-alcoholic, Alcoholic Beverages and WatersConfectionery:: In Brazil, we generally distribute Coca-Cola products through a distribution system that includes: (i) own trucks, (ii) trucks operated by independent distributors pursuant to non-exclusive distribution arrangements, and


(iii) trucks operated by independent transport companies on an exclusive basis with us. In 2020, 11.7%2023, 13.3% was distributed by exclusive distributors, 7.2%1.7% by independent transport companies and 81.1%85% by our own trucks. Distribution of all of Andina Brazil’s beverages takes place from distribution centers and production facilities.

Other Beverages: Andina Brazil uses its distribution system to distribute beer in the Brazilian territory. Andina Brazil started distributing beer in the 1980s as a result of the acquisition of Cervejarias Kaiser S.A. (“Kaiser”) by a consortium of Coca-Cola bottlers (including Andina Brazil) in Brazil. In March 2002, the Canadian brewing company Molson Inc. acquired Kaiser. In 2006, FEMSA acquired from Molson a controlling ownership interest in Kaiser and in 2010, Heineken acquired a controlling interest in FEMSA’s beer operation. Andina Brazil buys beer from Heineken at a price determined by Heineken and sells it to its customers with a fixed margin. In the case of certain discount sales that have been approved by Heineken, Heineken shares between 50% and 100% of the cost of such discounts. In 2020, Andina Brazil’s net sales of beer were Ch$163,167 million.

In 2002, the Coca-Cola Company and the Brazilian Association of Coca-Cola Manufacturers entered into an agreement regarding the distribution through the Coca-Cola system of beer produced and imported by what is now Heineken. In July 2017 Heineken Brazil notified usAndina Brazil of the termination of the agreement by virtue of which Andina Brazil commercialized and distributed Heineken-branded beers in Brazil, which will bewas effective inuntil March 2022. During 2020, the Coca-Cola system in Brazil and Heineken reached a new agreement to redesign their distribution partnership in Brazil. As per the agreement, expected to becomewhich became effective mid-2021as of September 2021 and have ahas an initial five year term of duration, the Coca-Cola system in Brazil willwould discontinue the distribution of Heineken and Amstel brands but would continue to offer the Kaiser, Bavaria and Sol brands, and will complement this portfolio with the Eisenbahn brand and other brands.Tiger. Additionally, as part of the redesign of the distribution partnership, the agreement allows the Coca-Cola system bottlers in Brazil to distribute and produce other national or international brands, in certain percentages and under certain conditions. See “Item 3. Key Information — Risk Factors — Risks Related to our Company— The modifications to the beer distribution agreement with Heineken in Brazil may not be approved by the Brazilian antitrust authorities, which could adversely affect our results of operations”.

In 2016, Andina Brazil signed an agreement with Monster Energy Company for the distribution of Monster Energy products in Andina Brazil’sBrazil's territory. These products began being distributed in November 2016.

In September 2021, the Coca-Cola Brazil System, including Andina Brazil, signed a Master Agreement and Distribution Agreement with Estrella de Galicia Importação e Comercialização de Bebidas e Alimentos Ltda, with a term of 12 years, for the distribution of branded beers Estrella Galicia throughout the Brazilian territory with exclusivity.

ArgentinaIn April 2022, the Coca-Cola Brazil System, including Andina Brazil, signed a Master Agreement and Distribution Agreement with Campari, with an expiration date of December 31, 2026, for the exclusive distribution of Campari-branded beverages throughout the Brazilian territory.

In November 2022, Andina Brazil, signed a Copacking Agreement with Monster, with a term of 10 years.

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Table of Contents

Other Products: On August 9, 2023, Andina Brazil signed a Distribution Agreement with Perfetti Van Melle with an expiration date of August 9, 2028, authorized by the Master Agreement signed by the Coca-Cola Brazil system in July 2022, for the distribution of Perfetti Van Melle-branded portfolio throughout the Brazilian territory.

Argentina

Soft Drinks, Juices and Waters: In 2020, 63%in 2023, 72% of EDASA’s Coca-Cola soft drinksNARTD volume were distributed by direct distribution and 37%28% by other distributors and wholesale distribution (indirect distribution). The direct distribution is done by a group of independent transport companies, on an exclusive basis.

Other Beverages: Until June 2023 Andina Argentina usesused its distribution system to distribute beer in the territory composed by the provinces of La Pampa, Neuquén, Río Negro, Chubut, Santa Cruz, Tierra del Fuego and the following parts of the Province of Buenos Aires: Bahía Blanca, Tornquist, Coronel M.L.Rosales, Coronel Dorrego, Villarino, Daireaux, Guamini, Adolfo Alsina, Coronel Suarez, Coronel Pringles, Saavedra, Puán, Saliqueló, Municipio Urbano de Monte Hermoso, Benito Juárez, Gonzalez Chávez, Tres Arroyos, Carmen de Patagones, Olavarría, Azul, Tapalqué, Laprida, Lamadrid, Arrecifes, Chacabuco, Colón, Pergamino, Rojas, Salto, Bartolomé Mitre, Capitán Sarmiento, 9 de Julio, 25 de Mayo, General Alvear, Chivilcoy, Alberti, Bragado, Junín, Viamonte, Arenales, L.N.Alem, Lincoln, General Pinto, Ameghino, Tres Lomas, Pehuajó, Carlos Casares, Hipólito Yrigoyen, Bolívar, Carlos Pellegrini, Trenque Lauquen, Rivadavia, Carlos Tejedor, General Villegas. Andina Argentina beganhad begun distributing beer in 2012 due to the merger with Coca-Cola Polar. Since mid-2019, wine and cider have beenwere added to the business. Andina Argentina distributesThis distribution was carried out on behalf of and according to an order by CICSA (Compañ(Compañía Industrial Cervecera S.A.) at a set price which is segmented for each of the regions where the contract operates,operated, and for which Andina Argentina receives a commission. Currently, Andina Argentina sells and distributes products belonging to alcohol categories, which are purchased from Grupo Peñaflor S.A., as a result of a commercial purchase and sale agreement with such company as of September 2022. Under this agreement, Andina Argentina uses its distribution system to sell and distribute beer, sparkling wines, ARTD's (alcoholic beverages ready to drink), wines (from different segments such as table wines, young wines and aging wines), and spirits such as liqueurs, gin, vodka and whiskey in the territory comprised by the provinces of Mendoza, San Juan and San Luis.

In 2003, The Coca-Cola Company and two bottlers (ex-Coca-Cola Polar Argentina S.A., today Andina Argentina, and ex Juanex-Juan Bautista Guerrero S.A., today Salta Refrescos S.A. of the Arca group) executed a master agreement regarding the distribution of beer manufactured or imported by CICSA, through the Coca-Cola distribution system. The distribution master agreement was executed in 2003 for an initial period of five years, with successive extensions every three years, and the last one agreed in November 2017 for a new five-year term expiring on June 12, 2022. In 2019, an addendum to this agreement was signed to amend the commissions and includeincluded wine and cider within the scope of the distribution agreement.

Also, on June 21, 2022, the parties agreed to extend the master distribution agreement for a one-year term until June 12, 2023, date on which the contractual relationship with CICSA was irrevocably terminated. Lastly, on June 28, 2022, Andina Argentina and Grupo Peñaflor S.A. entered into a distribution agreement for alcoholic beverages manufactured or imported by Grupo Peñaflor S.A. in the territory of the Provinces of Mendoza, San Juan and San Luis.

In addition, in December 2017, EDASA executed an agreement with Monster Energy Company for the distribution and commercialization of energy drinks of the “Monster” trademark for an initial period of 10 years in the territory within the franchise of Andina Argentina, with the consent of The Coca-Cola Company. Also, in April 2021 EDASA, together with Monster Energy Company, entered into an agreement whereby Monster Energy Company appointed Embotelladora del Atlántico S.A. as the manufacturer of products bearing the "Monster" brand for an initial term of 5 years.


Paraguay

Soft Drinks, Juices and Waters: In 2023, PARESA distributed 89.6%88.6% of its products through direct distribution (independent transport companies), and 10.4%11.4% through wholesale distributors.

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Competition

We face intense competition throughout the franchise territories principally from bottlers of competing soft drink brands. See “Item 3. Key Information — Risk Factors — Risks Related to our Company—Our Business is highly competitive including with respect to price competition which may adversely affect our net profits and margins”. Our business is highly competitive including with respect to price competition which may adversely affect our net profits and margins. As a result of restrictions related to COVID-19, for 2021, A.C. Nielsen the surveying company, changed the methodology and sample in Argentina, Chile and Paraguay thereforeand figures for that period were obtained using such methodology, however, 2022 and 2023 figures presented herein were obtained from surveys carried out using the former methodology. Therefore, 2023 and 2022 figures in those countries may not be fully comparable to those of previous periods2021. Additionally, in these countries. Brazil during 2023 A.C. Nielsen modified the calculation methodology with a change in the channels in which the information is collected, so the figures for 2021 and 2022 in Brazil were recalculated for comparability purposes.

The following table presents the market share of Coca-Cola and other soft drinks in Chile, Brazil, Argentina and Paraguay for the periods indicated:

  2018  2019  2020 
  Chile  Brazil  Argentina  Paraguay  Chile  Brazil  Argentina  Paraguay  Chile  Brazil  Argentina  Paraguay 
                    (%)                
Coca-Cola soft drinks  67   62   63   72   67   62   63   73   65   62   61   76 
Pepsi Bottler soft drinks  29   17   16   8   30   17   14   7   31   18   14   7 
Other soft drinks  4   21   21   20   4   21   23   20   4   20   25   17 
Total  100   100   100   100   100   100   100   100   100   100   100   100 

    

2021

    

2022

    

2023

    

Chile

    

Brazil

    

Argentina

    

Paraguay

    

Chile

    

Brazil

    

Argentina

    

Paraguay

    

Chile

    

Brazil

    

Argentina

    

Paraguay

(%)

Coca-Cola soft drinks

 

64

 

61

 

59

 

76

 

64

 

62

 

59

 

75

 

65

 

63

 

60

 

75

Pepsi Bottler soft drinks

 

33

 

18

 

15

 

7

 

32

 

19

 

15

 

6

 

31

 

19

 

14

 

6

Other soft drinks

 

3

 

21

 

26

 

17

 

4

 

19

 

25

 

19

 

4

 

18

 

26

 

19

Total

 

100

 

100

 

100

 

100

 

100

 

100

 

100

 

100

 

100

 

100

 

100

 

100

Source: A.C. Nielsen. During 2022, in Argentina, Nielsen conducted a recalculation of data from 2020 and 2021. This reprocessing resulted from a quality review conducted jointly by Nielsen and The Coca-Cola Company teams, based on the detection of certain opportunities for improvement on the data collection that was carried out during 2020 and 2021 in times of the COVID-19 pandemic. This reprocessing was carried out at country level, so data from all bottlers in Argentina were recalculated. Additionally, in Brazil during 2023 A.C. Nielsen modified the calculation methodology with a change in the channels in which the information is collected, so the figures for 2021 and 2022 in Brazil were recalculated for comparability purposes.

Chile

Chile

Soft Drinks: Thethe soft drink segment of the Chilean beverage industry is highly competitive. The most important areas of competition are product image, pricing, advertising, ability to deliver product in popular bottle sizes, distribution capacity, and the number of returnable bottles held by retailers or by consumers. Returnable bottles can be exchanged at the time of new purchases in lieu of paying a bottle deposit, thereby decreasing the purchase price. Our main competitor in the Chilean franchise territory is Embotelladora Chilenas Unidas or ECUSA,(ECUSA), a subsidiary of Compañía Cervecerías Unidas S.A. or CCU,(CCU), the largest brewer in Chile. ECUSA produces and distributes Pepsi-Cola products and its own soft drinks brands (soft drinks(e.g., Bilz and bottled water)Pap). Based on reports by A.C. Nielsen, we estimate that in 2020,2023, our average soft drink market share within our franchise territories was 65.2%64.7%.

Other Beverages:beverages Our principal: our main competitor in the water segmentmarket is CCU, butwhich has its own brand (Cachantun y +Mas), where there is also competition from low pricedother low-priced brands (“B-brands”("B-Brands"). Our principalmain competitors in the juice segment are Watt’s-CCUthe Watt's-CCU joint venture, CorporaCórpora Tres Montes and three of the leading dairymain milk producers in Chile: Soprole S.A., Nestlé Chile S.A. and Loncoleche. The Chilean market for fruit-flavored beverages in Chile also includes low-cost, lower-quality fruit juicelower-cost concentrates of lower quality and artificially flavored powdered beveragesoft drink mixes. We do not consider these products competition forto compete with our waterswater and juicesjuice business becauseas we believe that these products are of lower quality and value. Based on reports by A.C. Nielsen, we estimate that in 2020,2023, our average market share within our Chilean franchise territories reached approximately 39.7%37.9% for juices and others segment and approximately 46.8%46.5% for waters.

In the different alcoholic categories, for alcoholic beverages, CCU is theAndina’s main competitor of Andina in Chile.Chile is CCU, which through different business models distributes beer (mainbeers (its main brands are Escudo, Cristal, KunstmannRoyal and Heineken), spirits (Pernod(brands from the Pernod Ricard portfolio brands) andportfolio), piscos (Control and Mistral brands, among others) and wines (Viña San Pedro brands such as Castillo de Molina, among others).

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Brazil

Brazil

Soft Drinks: Thethe soft drink segment of the Brazilian beverage industry is highly competitive. The most important areas of competition are product image, pricing, advertising and distribution capacity (including the number and location of sales outlets). According to A.C. Nielsen, our main soft drink competitor in the Brazilian territory is American Beverage Company or AmBev, the largest beer producer and distributor in Brazil and also produces soft drinks, including Pepsi-Cola products. Based on reports by A.C. Nielsen, we estimate that in 2020,2023, our average soft drink market share within our Brazilian franchise territories was approximately 62.1%62.8%.

Other Beverages: Inin the beer sector, Andina Brazil’s main competitor is AmBev which during 20202023 had a very dominant position in the Brazilian market. AmBev stands out in the advancement of digital platforms, both in B2B (Bees) and D2C (Zé Delivery). Based on reports by A.C. Nielsen, we estimate that in 2020,2023, our average market share for waters reached 20.3%24.6%, where we distributedistributed under the Crystal brand mineral water and SmartWater.Glaceau SmartWater brands. In the segment of juices and others, based on reports by A.C. Nielsen, we estimate that in 2020,2023, our average market share was 51.4%41.8%.


Argentina

Soft Drinks: Thethe soft drink segment of the Argentine beverage industry is highly competitive. The most important areas of competition are product image, pricing, advertising, ability to produce bottles in popular sizes and distribution capacity. Our greatest competitor in Argentina is Pepsi, commercialized by InBev. The most significant B-brands competitors are: Refres Now (Manaos), Pritty and Produnoa (Secco). Based on reports by A.C. Nielsen, we estimate that in 2020,2023, our average soft drink market share within our Argentine franchise territories reached approximately 61.5%59.9%.

Other Beverages: we service the market of flavored and plain waters with the brands Aquarius, Bonaqua Kin and Glaceau Smartwater. Benedictino. Based on reports by A.C. Nielsen, we estimate that in 2020,2023, our average market share was 16.6%15.4%. In addition, the Juicesjuices and Othersothers market is serviced by the Cepita, Cepita Fresh, AdeS and Powerade brands. Based on reports by A.C. Nielsen, we estimate that in 2020,2023, our average market share was 44.9%46.8%. Our biggest competitor in the water category is Danone, RPB (Baggio) in juices and InBev in sports drinks.

Paraguay

Paraguay

Soft Drinks: The the soft drink segment of the Paraguayan beverage industry is highly competitive. The most important areas of competition are product image, pricing, advertising, ability to produce bottles in popular sizes and the number of returnable bottles held by retailers or by consumers.

Our greatest competitor, local brand “Niko/De La Costa,” is produced and bottled by Embotelladora Central S.A., which had a 8.7%10.1% market share in 2020. B-brands in Paraguay represented 22.2% of the soft drink industry.2023. In 2020,2023, Pepsi had a market share of 7.0%5.7%, and is produced and marketed by Vierci Group, a local franchisee. Based on reports by A.C. Nielsen, we estimate that in 2020,2023, our average soft drinks market share within our Paraguayan franchise territories was approximately 76.5%75.1%.

Other Beverages: Wewe are leaders in all non-carbonated categories. In waters, based on reports by A.C. Nielsen, we estimate that in 2020,2023, our average market share was 51.7%56.6% with our Dasani, Aquarius, Tropical and KinBenedictino brands. The market for juices and others is serviced through the FrugosDel Valle and AdeS brands, Powerade in sport drinks, and Monster in energy drinks. Based on reports by A.C. Nielsen, we estimate that in 2020,2023, our average market share was 44.9%61.1%.

Seasonality

Each of our lines of business are seasonal. Most of our beverage products have their highest sales volumes during the South American spring and summer (October through March), with the exception of nectar products, which have a slightly higher sales volume during the South American winter and autumn (April through September).

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PackagingTable of Contents

OverviewPackaging

Overview

Through Envases CMF S.A. in Chile (50% owned by Andina and 50% owned by Embonor), and Andina Empaques Argentina S.A. (“AEASA”) in Argentina we produce PET bottles in both returnable and non-returnable formats, preforms and plastic caps. On average, returnable PET bottles can be used up to 12 times. Non-returnable PET bottles are produced in various sizes and are used by a variety of soft drink producers and, in Chile, also by producers of edible oil products,food, wine, home care and personal hygiene products.

Sales

In 2020,2023, total sales of AEASA reached Ch$15,14922,145 million, of which Ch$6,2577,779 million corresponded to sales to EDASA, Ch$2,4521,574 million corresponded to sales to other related companies of the group and Ch$6,44012,792 million corresponded to sales to third parties.

Competition

AEASA is the supplier of returnable bottles, preforms, plastic caps and cases for Coca-Cola Bottlers in Argentina, also supplying some formats to Coca-Cola bottlers in Chile, BoliviaUruguay and Paraguay. In Argentina, we compete principally with Alpla S.A. and Amcor.

CMF isand Syphon are the exclusive suppliersuppliers of PET resin raw materials, returnable and preform packaging, as well as a main supplier in caps, cases and other plastic resin inputs. This marketThere are few suppliers in Chile is very concentrated, there is only a secondfor these inputs; the other supplier ofwith similar manufacturing dimensions andproductive capacities is Plasco S.A., which manufactures mainly for ECUSA, the Pepsi bottlerPepsi's bottling company in Chile.


Raw Materials and Supplies

The main raw materials used in the production of Coca-Cola soft drinks are concentrate, sweetener, water and carbon dioxide gas. Production also requires glass and plastic bottles, bottle caps and labels. Water used in soft drink production is treated for impurities and adjusted for taste reasons. All raw materials, especially water, are subjected to continuous quality control.

Chile

Chile

Soft Drinks: Main suppliers of raw materials for the production of soft drinks:

·Concentrate: Coca-Cola de Chile S.A.

·Sweetener:Sweeteners (Sugar/Fructose): Iansa Ingredientes S.A., Sucden Chile S.A. and Comercializadora de Productos Panor Ltda.

·Carbon dioxide gas: Linde Gas Chile S.A.

·Plastic bottles and packaging:Preform plastic containers: Envases CMF S.A.

·Glass bottles:containers: Cristalerías de Chile S.A. and Cristalerías Toro S.P.A.

·Plastic caps:Caps: Sinea S.A.

·Labels: Impregraph Ltda.Cardboard: Corrupac S.A. and Envases Impresos S.P.A.

·Carbon dioxide: Linde Gas Chile S.A.
Thermo-contractible: Plásticos Arpoli S.P.A.

During 2020, 81%In 2023, 88% of the variable cost of sales forof soft drinks corresponded to the main raw materials and acquired finished products purchased by Andina in Chile. The cost of each raw material cost mixwithin the total of main raw materials is divided as follows:the following: concentrate represents 73%;70%, sweeteners 13%;, non-returnable bottles 9%;10%, bottle caps 3%2%, carbon dioxide 1% and other raw material 2%materials 3%. Water doesis not constitute an important raw material cost. Additionally, the cost of finished products purchasedacquired from our subsidiaries, such as ECSA, is included withinin the cost of sales of soft drinks.drink sales. These costs represent 11%16% of the total costssoft drink cost of sales of soft drinks and correspond mainly to cans, PET bottles and sweeteners.

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Other Beverages: The principalthe main raw materials used by Vital Jugos in the production of juices and as a percentage of total raw material costs, are sweeteners 2.3%3.2%, fruit pulp and juices 6.7%13.1%, concentrate 31.7%26.2%, containers 18.7%18.4%, wrapping material 3.0%4.2%, caps 3.9%4.5%, and other raw material 2.5% all of which during 20202023 accounted for 68.8%72.1% of total costs for sales of juice, including packaging. Additionally, AdeS finished product represented 1.6%2% of total costs for sales of juices.

The principal raw materials used by Vital Aguas in the production of still and sparkling mineral water and as a percentage of total raw material costs are: packaging 25%33.2%, concentrate 26%23.8%, caps 4%6.3%, wrapping material 4%6%, carbonation 1%1.2%, and other raw materials 2%1.9%, all of which during 20202023 accounted for 61%72.5% of total costs for sales of water, including packaging.

Brazil

Brazil

Soft Drinks: Mainmain suppliers of raw materials for the production of soft drinks:

·Concentrate: Recofarma IndustriasIndustria do Amazonas Ltda.

·Sweetener:Sweeteners (Sugar/Fructose): Usina Alta Mogiana S.A. Açúcar e Alcool.

·Water: Companhia Estadual de Água e Esgotos.Preform plastic containers: Valgroup Rj Industria De Embalagens Rigidas Ltda.

·Preforms: Lorenpet Industria e Comercio de Plásticos Ltda.

·Containers (RefPET):Returnable plastic containers: RioPet Embalagens S.A.

·Aluminum cans and aluminum caps: BallCans: Crown Embalagens Ltda.Metalicas Da Amazonia S.A.

·Plastic caps: Bericap do BrasilCaps: Valgroup Mg Industria De Embalagens Rigidas Ltda.

·Reels (tetrapak): Tetra Pak Ltda.
Labels: Pp Print Embalagens S.A.
Electricity/Gas: Ecogen Rio Soluções EnergéticasEnergeticas S.A.

·Thermo-contractible: Valfilm MG Industria de Embalagens Ltda.Water: Igua Rio De Janeiro S.A.

Thermo-contractible: Valgroup Mg Industria De Embalagens Flexiveis Ltda.

In 2020, 72.1%2023, 75.7% of the variable cost of sales for soft drinks produced by Andina Brazil corresponded to main raw materials. The cost of each raw material within the total of main raw materials is the following: concentrate (including juice used for some flavors) represents 46.7%47.0%; sugar and artificial sweeteners 20.2%17.9%; non-returnable bottles 14.4%14.5%; cans 9.6%13.1%; bottle caps 3.0%2.8%; carbon dioxide 1.8%1.7% and other raw material 4.3%materials 2.9%.

Argentina

Argentina

Soft Drinks: Mainmain suppliers of raw materials for the production of soft drinks:


·Concentrate: Servicios y Productos para Bebidas Refrescantes S.R.L.

·Sweetener:Sweeteners (Sugar/Fructose): Ingrecor S.A. and Complejo Azucarero Concepción.Aliment. San Salvador S.A.

·Bottles and Preforms:Preform plastic containers: Andina Empaques Argentina S.A. and Vinisa Fueguina S.R.L.

·Carbon dioxide gas, Carbonic gas and Nitrogen: Praxair Argentina S.R.L.

·Resin bottles: Dak Americas Argentina S.A.

·Glass bottles: Cattorini Hermanos S.A.C.I.F.E.I.

·Plastic caps: Andina Empaquescontainers: Alpek Polyester Argentina S.A. and Closure Systems International Sistemas de Vedação Ltda.Circular-Pet S.A.

·Reels (tetrapak): Tetra Pak S.R.L.
Glass containers: Cattorini Hnos. S.A.C.I.F.E I.
Cans: Ball Beverage Can South America.America S.A.

·Chemical inputs (Caustic Soda, Hydrochloric Acid, etc.): Frini Ariel Ramon.Cardboard / Pallet / Chapadur: Fiplasto S.A.

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·Caps: Priva S.A.
Thermo-contractible: Rio Chico S.A.

In 2020, 64.8%2023, 61.7% of the variable cost of sales for soft drinks produced by Andina Argentina corresponded to main raw materials. The cost of each raw material as a percentage of the total cost of raw materials is as follows: concentrate 65.0%60.8%, sugar and artificial sweeteners 15.4%16.2%, non-returnable bottles 11.4%12.4%, bottle caps 3.3%2.7%, carbon dioxide 0.6%0.7%, cans and caps 2.7%3.1%, and other raw materials 1.7%4.2%. Additionally, the cost of finished products purchased from third parties is included within the cost of sales of soft drinks. These costs represent 1.1%6.21% of the total costs of sales of soft drinks and correspond to can formats and other formats of soft drinks which are not produced by Andina Argentina during 2020.2023.

PET Packaging: The principal raw material required for production of PET bottles is PET resin. During 2020,2023, this raw material was mainly purchased from DAK Americas deAlpek Polyester Argentina S.A. and, Ecopek S.A y Circular-Pet S.A. In the case of plastic caps and cases, the main raw material required for their production is HDPE resin (high density polyethylene), which during the year 20202023 was bought mainly from PBB Polisur S.A.

, The Dow Chemical Co. and GC Marketing Solution CO.

In 2020,2023, AEASA’s costs for PET resin accounted for 41%34% of the total variable cost of its sales of PET bottles and preforms.sales.

Paraguay

Paraguay

Soft Drinks: Mainmain suppliers of raw materials for the production of soft drinks:

·Concentrate: Recofarma IndustriasIndústrias do Amazonas Ltda. and Servicios y Productos para Bebidas.

·Sugar:Sweeteners (Sugar/Fructose): Inpasa del Paraguay S.A., Alcotec Sociedad Anónima, Ingrecor S.A. and Azucarera Paraguaya S.A.

·Carbon dioxide gas: Liquid Carbonic del Paraguay S.A.Preform plastic containers: Industrias PET S.A.E.C.A.

·Caps: Andina Empaques Argentina S.A.

·Preforms: Industrias PET S.A.E.C.A.Reels (tetrapak): Tetra Pak Global Distribution S.A.

·Fructose: Ingredion Argentina S.R.L. and Arcor S.A.I.C.Thermo-contractible: Petropack S.A.

Cans: Embotelladora del Atlántico S.A.

During 2020, 75%2023, 71% of the variable cost of sales for beverages produced by PARESA corresponded to our main raw materials. The composition of this raw material cost is as follows: concentrate represents 50%52%, sugar and artificial sweeteners 19%18%, non-returnable bottles 12%17%, bottle caps 3%4%, carbon dioxide 1% and other raw materials 7.5%8%. Additionally, AdeS finished products for the sale of juices and soft drink cans purchased from third parties represented 7.5%2.5% and 3.6% of total variable costs.costs, respectively.

Marketing

We and The Coca-Cola Company jointly promote and market Coca-Cola products in our franchise territories, in accordance with the terms of our respective bottler agreements. We advertise in major communications media. We focus our advertising efforts on increasing brand recognition by consumers and improving our customer relations. National advertising campaigns are designed and proposed by The Coca-Cola Company’s local affiliates, with our input at the local or regional level.

Generally, we pay approximately 50% of the advertising and promotional expenses incurred by The Coca-Cola Company in our franchise territories. Nearly all media advertising and promotional materials for Coca-Cola soft drinks are produced and distributed by The Coca-Cola Company. See “Item 4. Information on the Company —Bottler Agreements.” Marketing and promotional programs, including television, radio and print advertising, point-of-sale advertising, sales promotions, social media and entertainment are developed by The Coca-Cola Company for all Vital Jugos’ and Vital Aguas’ products.

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Pursuant to the existing distribution agreements with Heineken, Estrella Galicia, Monster, Perfetti Van Melli and Monster,Campari, these companies are responsible for planning and managing advertising, marketing and promotional activities related to beer, and energy drinks, alcoholic beverages, and confectionery, respectively. Andina Brazil, however, is free to undertake marketing or promotional activities with Heineken’s, Estrella Galicia, Monster’s, Perfetti’s and Monster’sCampari´s prior approval. The parties have agreed to


assume jointly the costs of certain promotional activities (radio or television) and for certain outdoor events which take place in the Rio de Janeiro, Espírito Santo and Ribeirão Preto regions.

In Argentina, in accordance with the existing distribution agreement with CICSA, CICSAGrupo Peñaflor S.A., Grupo Peñaflor S.A. is responsible for planning and managing advertising, marketing and promotional activities related to beer, wine and cider. Andina Argentina, however, is free to undertake marketing or promotional activities with CICSA’sGrupo Peñaflor S.A.’s prior approval. The parties have agreed that CICSAGrupo Peñaflor S.A. will assume the costs of promotional activities (radio, television, outdoor advertising and media) in the region.

In Chile, pursuant to existing distribution agreements with Diageo, Cooperativa Capel, AB InBev and Viña Santa Rita, these companies are responsible for the planning and administration of advertising, commercialization and promotional activities related to their respective products. Coca-Cola Andina Chile may, however, engage in promotional or commercialization activities in the categories and channels in which it is authorized to operate with the prior approval of the company that owns the brand. In all cases the parties have agreed that the costs of advertising activities (including radio, television, street advertising and media in general) as well as the materials used in executing promotions in each channel will be borne by the companies that own the brands.

In Paraguay, in accordance with the existing distribution agreement with Cervepar S.A., Cervepar S.A.is responsible for planning and managing advertising, marketing and promotional activities related to beer.

In September 2016, November 2016, February 2018 and May 2019, Andina (Chile), Andina Brazil, Andina Argentina and Paraguay Refrescos, respectively, began to commercialize the Monster Energy energy drink, called Monster Energy.drink. This brand is part of the collaboration agreement entered into during 2015 by The Coca-Cola Company and Monster Energy, which included the distribution of its products in the territories of the Coca-Cola System, such as Chile, Brazil, Argentina and Paraguay.

Channel Marketing

In order to provide more dynamic and specialized marketing of our products, our strategy is to divide our market into distribution channels. Our main channels are “mom and pops” which are small retailers, “on premise” consumption such as restaurants and bars, “supermarkets” and “wholesale distributors”.distributors.” Presence in these channels entails a comprehensive and detailed analysis of the purchasing patterns and preferences of various groups of soft drinks and other beverages consumers in each type of location or distribution channel. In response to this analysis, we seek to tailor our product, price, packaging and distribution strategies to meet the particular needs of and exploit the potential of each channel.

We believe that the implementation of our channel marketing strategy also enables us to respond to competitive initiatives with channel-specific responses. This focused response capability isolates the effects of competitive pressure in a specific channel, thereby avoiding costlier market-wide responses. Our channel marketing activities are facilitated by our management information systems. We have invested significantly in creating such systems, including providing hand-held computer and data gathering equipment to support the gathering of product, consumer and delivery information, as well as applications that may be used on smartphones enabled to use these applications. All of which is required to implement our channel marketing strategies effectively for most of our sales routes in Chile, Brazil, Argentina and Paraguay. We will continue investing to increase pre-sale coverage in our territories.

Bottler Agreements

General

General

Our status as a The Coca-Cola Company franchisee is based on the bottler agreements that the Company has entered into with The Coca-Cola Company by which it has the license to produce and distribute Coca-Cola brand products within its operating franchise territories in Chile, Brazil, Argentina and Paraguay. The Company’s operations are highly dependent on maintaining and renewing the bottler agreements which provide for the production and distribution of Coca-Cola brand products under certain terms and provisions.

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The bottler agreements are international standard contracts. The Coca-Cola Company enters into with bottlers outside the United States for the sale of concentrates and beverage basis for certain Coca-Cola soft drinks and non-soft drink beverages. These are renewable upon request by the bottler and at the sole discretion of The Coca-Cola Company. We cannot assure you that the bottler agreements will be renewed upon their expiration or that they will be renewed upon the same or better terms.

Concentrates and beverage basis

The bottler agreements provide that we will purchase our entire requirement of concentrates and beverage basis for Coca-Cola soft drinks and other Coca-Cola beverages from The Coca-Cola Company and other authorized suppliers. Although underConcentrate prices for Coca-Cola trademark beverages are a percentage of the bottler agreements,weighted average retail price in local currency net of applicable taxes, and are determined by an agreement between the Company and The Coca-Cola Company, in its sole discretion, may set the price of concentrates and beverage basis, among other terms, weCompany. We set the price of products sold to retailers at our discretion, subject only to certain price restrictions.

As of the date of this annual report, we are the sole producer of Coca-Cola soft drinks and other Coca-Cola beverages in our franchise territories. Although this right is not exclusive, The Coca-Cola Company even though it has the ability to do so, has never authorized any other entity to produce or distribute Coca-Cola soft drinks or other Coca-Cola beverages in such territories, although we cannot assure you that in the future it will not do so. In the case of post-mix soft drinks, the bottler agreements explicitly establish such non-exclusive rights.

The bottler agreements include an acknowledgment by us that The Coca-Cola Company is the sole owner of the trademarks that identify the Coca-Cola soft drinks and other Coca-Cola beverages and of any secret formula used in concentrates.


Production and Distribution

All distribution must be in authorized containers. The Coca-Cola Company has the right to approve, at its sole discretion, any and all kinds of packages and containers for beverages, including their size, shape and any of their attributes. The Coca-Cola Company has the authority at its sole discretion to redesign or discontinue any package of any of the Coca-Cola products, subject to certain limitations, so long as Coca-Cola soft drinks and other Coca-Cola beverages are not all discontinued at the same time. We are prohibited from producing or handling any other beverage products, other than those of The Coca-Cola Company or other products or packages that would imitate, infringe or cause confusion with the products, trade dress, containers or trademarks of The Coca-Cola Company, or from acquiring or holding an interest in a party that engages in such activities. The bottler agreements also impose restrictions concerning the use of certain trademarks, authorized containers, packaging and labeling of The Coca-Cola Company and prohibit bottlers from distributing Coca-Cola soft drinks or other Coca-Cola beverages outside their designated territories.

The bottler agreements require us to maintain adequate production and distribution facilities; inventories of bottles, caps, boxes, cartons and other exterior packaging or materials; to undertake adequate quality control measures prescribed by The Coca-Cola Company; to develop, stimulate, and fully satisfy the demand for Coca-Cola soft drinks and other Coca-Cola beverages and that we use all approved means, and spend such funds on advertising and other forms of marketing, as may be reasonably required to meet that objective; and to maintain financial capacity as may be reasonably necessary to assure performance by us and our affiliates of our obligations before to The Coca-Cola Company. All bottler agreements require us to submit, on an annuallyannual basis, our business plans for such franchise territories to The Coca-Cola Company, including without limitation, marketing, management and promotional and advertising plans for the following year.

Advertising and marketing

The Coca-Cola Company has no obligation to contribute to our expenditures for advertising and marketing, but it may, at its discretion, contribute to such expenditures and perform independent advertising and marketing activities, as well as cooperative advertising and sales promotion that would require our cooperation and support. In each of the franchise territories, The Coca-Cola Company has been contributing approximately 50% of our advertising and marketing expenses, but no assurances can be given that equivalent contributions or any contributions at all will be made in the future.

Assignments and other provisions

Each bottler is prohibited from, directly or indirectly, assigning, transferring or pledging its bottler agreement, or any interest therein, whether voluntarily, involuntarily or by operation of law, without the prior consent of The Coca-Cola Company, and each bottler agreement is subject to termination by The Coca-Cola Company in the event of default by us. Moreover, no material change of ownership or control in the bottler may occur without the prior consent of The Coca-Cola Company.

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Termination

The Coca-Cola Company may terminate a bottler agreement immediately by written notice to the bottler in the event that, among other events, (i) the bottler suspends payments to creditors, declares bankruptcy, is declared bankrupt, is expropriated or nationalized, is liquidated, dissolved, changes its legal structure, or pledges or mortgages its assets; (ii) the bottler does not comply with instructions and standards established by The Coca-Cola Company relating to the production of its authorized soft drink products; (iii) the bottler ceases to be controlled by its controlling shareholders (without the prior consent of The Coca-Cola Company); or (iv) the terms of the bottler agreement become contrary to the applicable law.

Either party to any bottler agreement may, within 60 days’ notice thereof to the other party, terminate the bottler agreement in case of default of the other party, provided that such default is not remedied during such period.

In addition, if a bottler does not wish to pay the required price for concentrate for any Coca-Cola products, it must notify The Coca-Cola Company within 30 days of receipt of The Coca-Cola Company’s new prices. In the case of any Coca-Cola soft drink or other Coca-Cola beverages other than Coca-Cola concentrate, the franchise regarding such product shall be deemed automatically canceled three months after The Coca-Cola Company’s receipt of the bottler’s notice of refusal. In the case of Coca-Cola concentrate, the bottler agreements shall be deemed terminated three months after The Coca-Cola Company’s receipt of the bottler’s notice of refusal.

The Coca-Cola Company may also terminate the bottler agreements if the bottler or any individual or legal entity that controls it, engages in the production of any non-Coca-Cola beverage, whether through direct ownership of such operations or through control or administration thereof, provided that, upon request, the bottler shall be given six months to remedy such situation.


Chile

Our licenses for the territories in Chile expire in January 2023.

December 2024.

In 20052019, VJ S.A. and The Coca-Cola Company entered into a Juice BottlerBottler's Agreement by whichfor beverage products whereby The Coca-Cola Company authorized VJ S.A. to produce, prepareprocess and bottle, products under certain brands in packagingcontainers previously approved by The Coca-Cola Company, the previously mentioned trademarks.

Andina and Embonor S.A. havehold the rightrights to purchase products fromacquire VJ S.A.'s products. This contract was renewed on January 1,expires in December 2024.

In 2019, and expires on December 31, 2021. Additionally, Andina, VJ S.A. and Embonor S.A. have agreed with The Coca-Cola Company to produce, bottle and commercialize these products at their respective plants.

In 2005, Vital Aguas and The Coca-Cola CompanyS.A. entered into a Water ManufacturingProduction and Packaging Agreement for the preparationto prepare and packagingpackage different types of beverages in connection with the Vital, Chanqueahue, Vital de Chanqueahue, and Dasani brands incorporating at the beginning of 2008 the Benedictino brand to the product portfolio manufactured by Vital Aguas under the agreement.water. This contract was renewed on January 1, 2019 and expires onin December 31, 2021.2024.

Brazil

Brazil

Our licenses for the territories in Brazil expire in October 2022.2027.

Argentina

Argentina

Our licenses for the territories in Argentina expire in September 2022.2027.

Paraguay

Our licenses for the territories in Paraguay expire in March 2022.

Regulation

2028.

GeneralRegulation

General

We are subject to a full range of government regulations generally applicable to companies engaged in business in our franchise territories, including but not limited to labor, social security, public health, consumer protection, environmental, sanitation, employee safety, securities and anti-trust laws. Currently,As of December 31, 2023, we have no materialknowledge of any legal or administrative material pending proceedings are pending against us with respect to any regulatory matter in any of our franchise territories except those listed as such in “Item 3. Key Information—Risk Factors” and “Item 8. Financial Information—Contingencies”.

Contingencies.”

We believe that, to the best of our knowledge, we are in compliance in all material respects with applicable statutory and administrative regulations relating to our business in each of our franchise territories.

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Chile: There are no special licenses or permits specifically required to manufacture and distribute soft drinks and juices in the Chilean territory. Food and beverage producers in Chile, however, must obtain authorization from, and are supervised by the Health Ministry’s respective regional offices (Secretaría Regional Ministerial de Salud), which inspects production facilities and takes liquid samples for analysis on a regular basis. Our main plant in Renca obtained its permit to operate on October 6, 2011 which has been granted for an indefinite period. Likewise, the permits we have to operate our other plants in Chile, have also been granted for an indefinite period. In addition, production and distribution of mineral water is subject to special regulations such that mineral water may be drawn only from sources designated for such purpose by supreme decree. Certification of compliance with such decree is provided by the National Health Service, the Undersecretary’s Office of the Ministry of Health (Servicio de Salud Metropolitano del Ambiente). Our mineral water production facilities have received the required certification.

With regard to the storage and distribution of alcoholic beverages, these activities are governed by the rules of Laws No. 18,455 and No. 19,925, which regulate the production, processing, commercialization, sale and consumption of alcoholic beverages.

Brazil: Labor laws, in addition to mandating employee benefits, include regulations to ensure sanitary and safe working conditions in our production facilities located in Brazil. Food and beverage producers in Brazil must register their products with and receive a ten-year permit from the Ministry of Agriculture and Provisioning and the Ministry of Health. Our permits from said


Ministries are valid and in force for a term of ten years for each product we produce. Although we cannot assure you that they will be renewed, we have not experienced any material difficulties in renewing our permits in the past nor do we expect to experience any difficulties in the future. The Ministries do not regularly inspect facilities, but they do send inspectors to investigate any complaints it receives.they receive.

Argentina: While most laws applicable to EDASA are enforced at the federal level, some, such as sanitary and environmental regulations, are primarily enforced by provincial and municipal governments. Licenses or permits are required for the manufacture or distribution of beverages in the Argentine territory, which are evidenced through national records of food establishment and food products. Additionally, our production facilities are subject to registration with federal and provincial authorities and to supervision by municipal health agencies, which certify compliance with applicable laws.

Paraguay: PARESA is registered with the Ministry of Industry and Trade in Paraguay, which issues and renews the industrial registry. Food and beverage producers in Paraguay must register with the Ministry of Health, which performs inspections of plants and monitors products in the market. Industries must also have an environmental license issued by the Ministry of Environment and Sustainable Development, which is the main body responsible for monitoring compliance with environmental laws. In addition to establishing the mandatory employee benefits, include safe working and sanitary conditions at industrial installations within Paraguay. PARESA maintains all of its licenses, permits and registrations issued by these institutions and ensures compliance with the regulations and ordinances of the municipalities where its plant is located.

Environmental Matters

It is our policy to conduct environmentally sound operations on a basis consistent with applicable laws and within criteria established by The Coca-Cola Company. Although regulation of matters relating to the protection of the environment is not as well-developed in the franchise territories as in the United States and other industrialized countries, we expect that additional laws and regulations may be enacted in the future with respect to environmental matters that may impose additional restrictions on us which could materially or adversely affect our results of operations in the future. There areAs of December 31, 2023, we have no knowledge of any material legal or administrative proceedings pending against us in any of the franchise territories with respect to environmental matters, and we believe that, to the best of our knowledge, we are in compliance in all material respects with all environmental regulations applicable to us.

Chile

The Chilean government has several regulations governing environmental matters relating to our operations.

Law N° 19,300 addressing general environmental concerns, passed in March 1994, regulates general environmental issues and fundamental aspects applicable to our activities and that could require the hiring of independent experts to conduct studies or environmental impact statements of any future project or activity that may be affected by the provisions of Law N° 19,300. In January 2010, the aforementioned law was amended by Law N° 20,417, which created a new environmental agency, the Environment Ministry, the Environmental Assessment Service and the Environment Superintendence. In January 2012, Law N° 20,600 was published which created the Environmental Tribunals (3), which came into operation on December 2012.

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Law N° 20,920 passed in June 2016, sets the framework for waste management, the extended liability of the producer and the promotion of recycling, which aims to reduce waste generation and encourage reuse, recycling and other types of valorization, in order to protect people’s health and the environment. Law 21,368 was published on August 13, 2021, which requires that the composition of disposable plastic bottles must contain a percentage of plastic that has been collected and recycled within the country.

Brazil

Our Brazilian operations are subject to several environmental laws, none of which currently impose substantial restrictions on us. The Brazilian Constitution establishes the broad guidelines for the new treatment of environmental concerns. Environmental issues are regulated at federal, state and municipal levels. The Brazilian Constitution empowers the public authorities to develop regulations designed to preserve and restore the environment and to control industrial processes that affect human life. Violations of these regulations are subject to criminal, civil and administrative penalties.

In addition, Law N° 6,938 of 1981, known as the Brazilian Environmental Policy, introduced an environmental regime under which no environmental damage is exempt from coverage. This legislation is based on the idea that even a polluting waste tolerated under the established standards could cause environmental damage, and therefore subjects the party causing such damage to the payment of an indemnity. Moreover, as mentioned above, activities damaging to the environment lead to criminal and administrative penalties, provided for in Law N° 9,605 of 1998 or the Environmental Crimes Act.


Numerous governmental bodies have jurisdiction over environmental matters. At the federal level, the Ministério do Meio Ambiente (Brazilian Ministry of Environment) and the Conselho Nacional do Meio-Ambiente or CONAMA dictate environmental policy, including, without limitation, initiating environmental improvement projects, establishing a system of fines and administrative penalties and reaching agreements on environmental matters with offending industries. The Instituto Brasileiro do Meio Ambiente e dos Recursos Naturais Renováveis or IBAMA, enforces environmental regulations set by CONAMA, including by developingthrough the development of several activities for the preservation and conservation of natural heritage and controlling and supervising the use of natural resources. In addition, various federal authorities have jurisdiction over specific industrial sectors, but none ofall aspects listed by these currently affect us.government bodies are fully met by Andina Brazil.

Finally, various state and local authorities regulate environmental matters in the Brazilian territory including the Instituto Estadual do Ambiente or INEA, the main environmental authority in Rio de Janeiro, the Instituto Estadual de Medio Ambiente e Recursos Hídricos (“IEMA”), the main authority on environmental issues in Espírito Santo, the Companhia de Tecnologia de Saneamento Ambiental - CETESB, the main environmental authority in São Paulo and the Secretaria de Estado de Meio Ambiente e Desenvolvimento Susutentável (SEMAD), the main environmental authority in Minas Gerais. INEA, IEMA, CETESB and SEMAD periodically inspect industrial sites. We believe that we are in compliance in all material respects with the standards established by all the governmental authorities applicable to our operations in Brazil. We cannot assure you, however, that additional regulations will not be enacted in the future, and that such restrictions would not have a material adverse effect on our results or operations. The operation in Brazil as that of Chile counts with all certifications mentioned in terms of Quality, Environment and Occupational Health and Safety and those associated with Food Safety and Best Practices in Food Processing.

Argentina

The Argentine Constitution, as amended in 1994, allows any individual who believes a third party may be damaging the environment to initiate an action against it. No action of this nature has been initiated against EDASA, but we cannot ensure that it will not be initiated in the future. Though provincial governments have primary regulatory authority over environmental matters, municipal and federal authorities also have authority competent to enact decrees and laws on environmental issues. Thus, municipalities can set policy on local environmental matters, such as waste management, while the federal government regulates inter-province environmental issues, such as transport of hazardous waste or environmental matters covered by international treaties.

In 2002, the National Congress approved federal Law N° 25,612, Comprehensive Management of Industrial Residues and Service Activities (Gestión Integral de Residuos Industriales y de Actividades de Servicios) and Law N° 25,675, General Environmental Law (Ley General del Ambiente) establishing minimum guidelines for the protection of the sustainable environmental management and the protection of biodiversity, applicable throughout Argentina. The law establishes the purposes, principles and instruments of the national environmental policy, the concept of “minimum guidelines,” the judicial purview and the rules governing environmental education and information, citizens’ participation and self-management, among other provisions.

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Provincial governments within the Argentine territory have enacted laws establishing a framework for the preservation of the environment. Provincial laws that are applicable to industrial facilities at EDASA, among others are Law N° 7,343 of the Province of Córdoba and its supplemental N° 10,208 since 2014, Law N° 11,459 of the Province of Buenos Aires and Environmental Code N° 5,439 of the Chubut province. These laws contain principles on environmental policy and management, as well as rules on environmental impact assessment. They also give certain agencies jurisdiction over environmental issues.

Almost all provinces as well as many municipalities have established rules regarding the use of water, the sewage system and the disposal of liquids into underground flows of water or rivers. There are currently no claims pending against EDASA related to these rules, whose violation normally results in a fine.

Paraguay

The environmental framework comprises several national and local environmental regulations. The Paraguayan Constitution of 1992 states that everyone has the right to live in a healthy and ecologically balanced environment and has the obligation to preserve it. All damage caused to the environment will carry the obligation to repair and compensate.

Law 1561/00 chartered the three primary environmental agencies in Paraguay. These are: The Ministry of the Environment and Sustainable Development of Paraguay (Ministerio del Ambiente y Desarrollo Sostenible or “MADES”), National Environmental Council (Consejo Nacional del Ambienteor “CONAM”), and National Environmental System (Sistema Nacional del Ambiente or “SISNAM”). The Law establishes the authority and responsibility of these agencies to develop and oversee the national environmental policy.

The Ministry of the Environment and Sustainable Development is the main environmental body responsible for the development and implementation of national environmental laws and it is also the authority responsible for implementing most of the national


environmental regulations and for monitoring their compliance. The CONAM is responsible for investigating and establishing the main goals in the environmental policies, which the MADES must then implement. The SISNAM is integrated by several bodies, including governmental and municipal agencies and private sector stakeholders, all interested in solving environmental issues. The SISNAM provides a discussion forum for the public and private sectors to work together collectively, developing ideas and plans to promote a sustainable development.

Environmental Impact: Law 294/93 states the rights and obligations that will be triggered by any damage caused to the environment and provides the obligation to restore the environment to its previous state or, if that is technically impossible, to make a payment or provide compensation.

Water Resources Act of Paraguay: Law 3239/07 on water resources establishes the sustainable management of all waters (superficial, ground, atmospheric) and the territories that generate such waters, regardless of their location, physical condition or natural occurrence within the Paraguayan territory, in order to make it socially, economically and environmentally sustainable for the people living in the territory of Paraguay. The supervising agency is the Ministry of Environment and Sustainable Development. Superficial and ground waters are property of the State’s public domain. The law establishes the following order of priority for the use of water: i) fulfillment of the needs of aquatic ecosystems; ii) social use within the home environment; iii) use and enjoyment for agricultural activities, including aquaculture; iv) use and utilization for power generation; v) use and enjoyment for other industrial activities and vi) use and enjoyment for other activities. The use of water for productive purposes is subject to the authorization granted by the State through a permit (for the use of small amounts of water) or through concessions (prior public bidding process), in both cases after the payment of applicable fees. Authorizations may be revoked based on the occurrence of situations contemplated under the law. Concessions may be expropriated for public benefit or be terminated in certain situations established by the law. In addition, a National Registry of Water Resources has been created to keep record of all individuals or legal entities that utilize water resources or engage in activities related to them.

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C.C.ORGANIZATIONAL STRUCTURE

The following chart presents a summary of our direct and indirect ownership interests in our subsidiaries and associated companies:

Graphic

T:\tm2038578-1\tm2038578-1_20fseq1 

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The following table presents information relating to the main activities of our subsidiaries and associated companies, as well as our direct and indirect ownership interests in them as of the date of this document:

Subsidiary

Activity

Country of

Incorporation

Percentage 

of direct and 

indirect 

ownership

Embotelladora Andina Chile S.A. (1)

Manufacture, bottle, distribute, and commercialize non-alcoholic beverages.

Chile

99.99

100.0

VJ S.A. (2)

Manufacture, distribute, and commercialize all kinds of food products, juices, and beverages.

Chile

65.00

Vital Aguas S.A. (2)

Manufacture, distribute, and commercialize all kinds of waters and beverages in general.

Chile

66.50

Servicios Multivending Ltda.

Commercialize products through equipment and vending machines.

Chile

99.99

100.0

Transportes Andina Refrescos Ltda.

Provide administrative services and management of domestic and foreign ground transportation.

Chile

99.99

100.0

Transporte

Transportes Polar S.A. (3)

Provide administrative services and management of domestic and foreign ground transportation.

Chile

99.99

100.0

Envases Central S.A. (2)

Manufacture and packaging of all kinds of beverages and commercialize all kinds of packaging.

Chile

59.27

Andina Bottling Investments S.A.

Manufacture, bottle and commercialize beverages and food in general. Invest in other companies.

Chile

99.99

100.0

Andina Bottling Investments Dos S.A.S.A (2)

Carry out exclusively foreign permanent investments and lease all kinds of real estate.

Chile

99.99

100.0

Andina Inversiones Societarias S.A.SpA.

Invest in all types of companies and commercialize food products in general.

Chile

99.99

100.0

Comercializadora Novaverde S.A

Process and commercialize fruits, ice cream, vegetables and food in general, under the Guallarauco trademark.

Chile

35.00

Re-Ciclar S.A. (3).

Produce recycled resin for the Coca-Cola system and third parties.

Chile

60.00

Rio de Janeiro Refrescos Ltda. (4)

Manufacture and commercialize beverages in general, powdered juices and other related semi-processed products.

Brazil

99.99

Embotelladora del Atlántico S.A. (5)

Manufacture, bottle, distribute, and commercialize non-alcoholic beverages.

Argentina

99.99

100.0

Andina Empaques Argentina S.A. (5)

Design, produce, and commercialize plastic products mainly packaging.

Argentina

99.98

Alimentos de SOJA S.A. (6)

Manufacture, commercialize, import, export, transformation, fraction, package and distribute food products and beverages in general, and their raw materials and related products and by-products.

Argentina

14.30

14.82

Paraguay Refrescos S.A. (3)

Manufacture, bottle, distribute, and commercialize non-alcoholic beverages.

Paraguay

97.83

Abisa Corp.

Circular-Pet S.A. (4)

Invest in financial instruments,

Produce recycled resin for its own account or on behalf ofthe Coca-Cola system and third parties.

British Virgin Islands

Paraguay

99.99

33.33

Aconcagua Investing Ltda. (3)Invest in financial instruments, for its own account or on behalf of third parties.British Virgin Islands99.99

Red de Transportes Comerciales Ltda.(7)

Provide administrative services and management of domestic and foreign ground transportation.

Chile

99.99

100.0

Envases CMF S.A.

Manufacture, acquire and commercialize all types of containers and packaging; and provide bottling services.

Chile

50.00

Coca-Cola del Valle New Ventures S.A.(8)

Manufacture, distribute and commercialize all kinds of juices, waters and beverages in general.

Chile

35.00

Leão Alimentos e Bebidas Ltda.(9)

Manufacture, bottle and commercialize beverages and food in general. Invest in other companies.

Brazil

10.26

Trop Frutas do Brasil Ltda.(10)

Manufacture, commercialize and export natural fruit pulp and coconut water.

Brazil

7.52

6.10

Sorocaba Refrescos S.A.(11)(1)

Manufacture, bottle and commercialize beverages and food in general. Invest in other companies.

Brazil

40.00

SRSA Participações Ltda.(11)

Purchase and sale of real estate investments and property management.

Brazil

40.00

Kaik Participações Ltda.

Invest in other companies with own resources.

Brazil

11.32

UBI 3 Participações Ltda

Invest in other companies with own resources. Purchase and sale of real estate investments and property management.

Brazil

8.5

8.50

(1)At the extraordinary shareholders’ meeting held in 2011, the shareholders of Embotelladora Andina Chile S.A. agreed to increase its capital of the latter from Ch$10,000,000 (divided into 10,000 shares) to Ch$4,778,206,076 (divided into 4,778,206 shares). It was agreed


that the capital increase was to be subscribed and paid by the shareholder Embotelladora Andina S.A. through the contribution of movable goods and real estate property, which are identified in the minutes of the Shareholders’ Meeting.

(2)Vital Aguas, Vital Jugos, and Envases Central, modified their percentage interests, due to the merger with Embotelladoras Coca-Cola Polar in 2012.

(3)Companies incorporated during 2012, due to the merger with Embotelladoras Coca-Cola Polar S.A.

(4)During the fourth quarter of 2013 Rio de Janeiro Refrescos Ltda. acquired Companhia de Bebidas Ipiranga, which was legally merged into this entity.

(5)At the extraordinary general shareholders’ meeting held on November 1st, 2011, Embotelladora del Atlántico S.A. decided to divide part of its equity to form a new company, Andina Empaques Argentina S.A., for the purpose of developing the design, manufacture and sale of all kinds of plastic products or products derived from the industry for plastics, primarily in the packaging division. Accounting and tax effects began on January 1, 2012.

(6)At the end of the fiscal year 2017, Embotelladora Andina S.A., indirectly through Embotelladora del Atlántico S.A. (EDASA) held an ownership interest of 12.96% (76,507,211 shares) in the stock capital of Alimentos de Soja S.A. On August 23, 2018, the capitalization of contributions made by the shareholders in 2017 was approved. As a result of such capitalization, EDASA maintained its ownership percentage (84,692,875 shares). In August 2018, EDASA acquired 8,849,363 shares from the shareholder Salta Refrescos S.A., according to the volume quotas, and as a result the ownership interest of EDASA increased to 14.30% (93,542,238 shares). Additionally, in August and December 2018, two capital increases were approved for which EDASA's holding increased to 113,431,590 and then 130,449,895 shares, respectively, maintaining its ownership interest of 14.30%.

(7)Companies created to facilitate the restructuring of the distribution process in Chile.

(8)Coca-Cola del Valle New Ventures S.A. was incorporated during 2016.

(9)During the first quarter of 2013, there was a reorganization of the companies that manufacture juice products and mate in Brazil, with the merger of Holdfab2 Participações Ltda. and Sistema de Alimentos de Bebidas Do Brasil Ltda. into a single company that is the legal continuing entity, namely Leão Alimentos e Bebidas Ltda. According to the current business scheme in Brazil for this company, during 2014 a 2.05% ownership interest held by Rio de Janeiro Refrescos Ltda. in Leão Alimentos e Bebidas Ltda. was sold to the rest of the bottlers’ system in Brazil.

(10)As a result of company restructuring in 2016, Trop Frutas do Brasil Ltda, began to depend on the group of bottlers from The Coca-Cola System in Brazil, Rio de Janeiro Refrescos Ltda, holds a 7.52% direct ownership interest in that company.

(11)In 2012, 40% of the Brazilian company Sociedad Brasilera Sorocaba Refrescos S.A. was acquired for a total price of R$146.9 million.


(2)D.In November 2021, Abisa Corp and Aconcagua Investing Ltda. were merged into Andina Bottling Investments Dos S.A. (ABISA DOS) for corporate reorganization purposes. As a consequence of the merger, Abisa Corp and Aconcagua Investing Ltda. were absorbed by ABISA DOS, which became the owner of the shares issued by Andina Inversiones Societarias S.A, previously held by Aconcagua Investing Ltda. Abisa Corp had no investment in any entity.
(3)During 2021, Embotelladora Andina S.A. held an interest in Re-Ciclar, a company whose purpose is to produce recycled resin for the Coca-Cola system and third parties. Non-controlling interest reaches 40.0%.

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(4)In February 2021, the subsidiary Paraguay Refrescos S.A. together with INPET S.A.E.C.A and CORESA incorporated and executed a shareholders’ agreement for a company named Circular-Pet. Each of these companies will own 33.3% Circular-Pet share capital. The main activity of Circular-Pet will be the manufacture and commercialization of post-consumer recycled PET resins, coming from the transformation of PET flakes.
D.PROPERTY, PLANTS AND EQUIPMENT

We own production plants in each of the principal population centers that comprise the franchise territories. In addition, we own distribution centers and administrative offices in each of the franchise territories. We also use (i) facilities owned by third parties through lease agreements and (ii) facilities owned by third parties through contracts other than lease agreements, such as distribution contracts. The following table sets forth our principal real property (in square meters) and other facilities that we use in each of the franchise territories:

MAIN USE

Square
meters

Property

ARGENTINA

Square
meters

Property

ARGENTINA

Embotelladora del Atlántico S.A.S.A.

Azul

Distribution Center / Warehouses

600

600

Third Parties

Bahía Blanca*

Offices / Production of Soft Drinks / Distribution Center / Warehouses

102,708

102,708

Own

Own

Bahía Blanca

Warehouses (Don Pedro)

Commercial Office

903

6,000

Leased

Leased

Bahía BlancaCommercial Office903Leased

Bahía Blanca*

Real Estate (parking lot)

73,150

73,150

Own

Own

Bahía Blanca

Warehouses (M&F Palletizer -EDF deposit)

1,400

1,400

Leased

Leased

Bariloche

Offices / Distribution Center / Warehouses

2,495

1,870

Leased

Leased

Bialet Masse*Masse (Córdoba)*

Real Estate**

880

880

Own

Own

Bragado

Commercial Office

38

38

Leased

Leased

Carlos Paz (Córdoba)

Commercial Office

270

270

Leased

Leased

Carmen de Patagones

Commercial Office / Warehouses / Crossdocking

1,600

1,600

Leased

Leased

Chacabuco*

Offices / Distribution Center / Warehouses

25,798

25,798

Own

Own

Chivilcoy

Distribution Center / Warehouses

1,350

1,350

Third Parties

Chivilcoy

Commercial Office

72

72

Leased

Leased

Comodoro Rivadavia

Offices / Distribution Center / Warehouses

7,500

7,500

Leased

Leased

Concepcion del Uruguay

Commercial Office

118

118

Leased

Leased

Concordia

Commercial Office / Third party Distribution Center / Warehouses

1,214

1,214

Leased

Leased

Córdoba*

Offices /Production of soft drinks and other still beverages / Distribution Center / Warehouses / Real estate

959,585

959,585

Own

Own

Córdoba (H.Primo)Commercial Office / Parking Lot / Deposit1,173Leased

Córdoba (San Isidro)*

Deposit and/ Offices / Cold equipment repair workshop

8,808

8,808

Own

Own

Córdoba

Deposit (Rigar)

6,270

8,800

Leased

Leased

Córdoba

Marketing and Cooling Deposit (Ricardo Balbín)

2,500

2,500

Leased

Leased

Córdoba

Galot and Lessen Deposit- Raw Materials - Finished product

2,800

Leased

Córdoba

Galot and Lessen Deposit- Finished product

8,400

Leased

Córdoba

Commercial offices (Dinosaurio Mall Alto Verde)

357

Leased

Córdoba

Cold deposit (Granate SRL)

1,500

Leased

Córdoba

Raw material deposit (Granate SRL)

4,720

Leased

Coronel Suarez

Offices / Third party Distribution Center / Warehouses / Deposit

1,000

1,000

Leased

Leased

General Pico*

Offices / Distribution Center / Warehouses

15,525

15,525

Own

Own

General Roca

Distribution Center / Warehouses

2,800

2,800

Third Parties

Gualeguaychu

Commercial Office / Warehouses

2,392

2,392

Leased

Leased

Junín

Junin (Buenos Aires)

Cross Docking

995

995

Third Parties

Junín

Junin (Buenos Aires)

Commercial Office

108

108

Leased

Leased

Mendoza*

Offices / Distribution Center / Warehouses

36,452

36,452

Own

Own

Mendoza*

Commercial Office

520

Leased

Mendoza*

Cold deposit

4,240

Leased

Monte Hermoso*

Real Estate**

300

300

Own

Own

Neuquén*

Offices / Distribution Center / Warehouses**

10,157

Own

Neuquén*

Centenario Deposit / Offices

48,188

Leased

Neuquén*

Commercial Office

230

Leased

Olavarria

Offices / Distribution Center / Warehouses

3,065

10,157

Leased

Own

Olavarría

Paraná

Commercial Office

318

Leased

Pehuajo

Offices / Distribution Center / Warehouses

1,060

3,065

Leased

Leased


MAIN USESquare
meters
Property
Paraná

Pergamino*

Commercial Office

Offices / Cross Docking

15,700

318

Own

Leased

Pehuajo

Rio Gallegos

Distribution Center / Warehouses

937

Leased

Rio Gallegos

Distribution Center / Warehouses

2,491

Leased

Rio Grande

Offices / Distribution Center / Warehouses

2,460

1,060

Leased

Leased

Pergamino*Offices / Cross Docking15,700Own
Puerto MadrynCommercial Office115Leased

Río GallegosCuarto (Córdoba)*

Distribution Center / Warehouses2,491Leased
Río GrandeOffices

Deposit / Distribution Center / WarehousesCross Docking

7,482

2,460

Own

Leased

Río IV*Cuarto (Córdoba)

Housing

Commercial Office

93

1,914

Leased

54

Table of Contents

MAIN USE

Square
meters

Property

Rivadavia (Mendoza)*

Deposit**

800

Own

Río IV*

Rosario*

Private Passageway5,170Own
Río IV*Cross Docking7,482Own
Río IVCommercial Office93Leased
Rivadavia (Mendoza)*Deposit**800Own
Rosario*

Offices / Distribution Center / Warehouses / Parking Lot / Real Estate

27,814

27,814

Own

Own

San Francisco

Rosario (calle Casilda)

Commercial Office

Deposit / Parking / Truck parking lot

20,152

63

Own

Leased

Rosario (Comuna Alvear)

Cold deposit (Distribuidora Raymundo SRL)

2,165

Leased

San Francisco (Córdoba)

Commercial Office

63

Leased

San Juan*

Offices / Distribution Center / Warehouses

48,036

48,036

Own

Own

San Luis*

Commercial OfficesOffice / Distribution Center / Warehouses

5,205

5,205

Own

Own

San Nicolas

Commercial Office

50

50

Leased

Leased

San Rafael (Santa Fe)

Commercial Office

58

58

Leased

Leased

Santa Fe (Casilda)

Commercial Office

40

40

Leased

Leased

Santa Fe

Commercial Office

238

238

Leased

Leased

Santa Rosa

Distribution Center / Warehouses

1,200

1,200

Third Parties

Santo Tomé*

Administrative Office / Distribution Center / Warehouses / Deposit

75,000

88,309

Own

Own

Trelew*

Offices / Production of Soft Drinks / Distribution Center / Warehouses

51,000

51,000

Own

Own

Trelew

Warehouses

1,500

1,500

Leased

Leased

Tres Arroyos

Offices / Crossdocking / Warehouses

1,548

1,548

Leased

Leased

Ushuaia

Offices / Distribution Center / Warehouses

1,360

1,360

Leased

Leased

Ushuaia

Commercial Office

94

94

Leased

Leased

Venado Tuerto

Commercial Office / Distribution Center / Warehouses

2,449

2,449

Third Parties

Villa Maria

Commercial Office

125

125

Leased

Leased

Villa Mercedes

Commercial Office

70

70

Leased

Leased

Andina Empaques Argentina S.A.

Buenos Aires*

Production of bottles, PET Preforms, Plastic Caps and Cases

27,520

27,520

Own

Own

Buenos Aires

Deposit adjoining the production plant

1,041

1,041

Leased

Leased

Buenos Aires

Deposit adjoining the production plant

940

940

Leased

Leased

BRAZIL

Rio de Janeiro Refrescos Ltda.

Jacarepaguá

Offices / Production of Soft Drinks / Distribution Center / Warehouses

249,470

249,470

Own

Own

Duque de Caxias*

Offices / Production of Soft Drinks / Distribution Center / Warehouses

2,243,953

2,243,953

Own

Own

Nova Iguaçu*

Distribution Center / Warehouses

82,618

82,618

Own

Own


MAIN USESquare
meters
Property

Bangu*

Distribution Center

44,389

44,389

Own

Own

Campos*

Campos dos Goytacazes*

Distribution Center

36,083

36,083

Own

Own

Cabo Frio*

Distribution Center**

1,985

1,985

Own

Own

São Pedro da Aldeia*Aldeia 1*

Distribution Center

10,139

10,139

Concession

Concession

Itaperuna*

Cross Docking

2,500

2,500

Leased

Leased

Caju*

Caju 1*

Distribution Center

4,866

4,866

Own

Own

Caju*

Caju 2*

Distribution Center

8,058

8,058

Own

Own

Caju*

Caju 3*

Parking Lot

7,400

7,400

Leased

Leased

Vitória (Cariacica)*

Distribution Center

93,320

93,320

Own

Own

Cachoeiro do Itapemirim *Itapemirim*

Cross Docking

8,000

8,000

Leased

Leased

Linhares*Cross Docking1,500Leased

Ribeirão Preto

Offices / Production of Soft Drinks / Distribution Center / Warehouses

238,096

238,096

Own

Own

Ribeirão Preto*

Real Estate

279,557

279,557

Own

Own

Franca*

Distribution Center

32,500

32,500

Own

Own

Mococa*

Distribution Center

33,669

33,669

Leased

Leased

Araraquara*

Distribution Center

11,658

11,658

Own

Own

São Paulo*

Apartment

69

69

Own

Own

São Joao da Boa Vista*

Cross Docking

20,773

20,773

Own

Own

São Pedro da Aldeia*Aldeia 2*

Parking Lot

6,400

6,400

Concession

Concession

Itaipu*Commercial Office750Leased

Nova Friburgo*

Commercial Office / Cross Docking

350

350

Leased

Leased

Guarapari*

Commercial Office

218

218

Leased

Leased

Colatina*

Commercial Office / Cross Docking

3,840

3,840

Leased

Leased

São Mateus*

Commercial Office / Cross Docking

2,007

2,007

Leased

Leased

Rio das Ostras*

Commercial Office

527

527

Leased

Leased

CHILE

Passos*

Distribution Center

8,500

Leased

Guarapari*

Commercial Office

218

Leased

Xerém*

Deposit

10,000

Leased

Anhanguera*

Deposit

57,162

Leased

CHILE

Embotelladora Andina S.A.S.A.

Renca*

Offices / Production of Soft Drinks / Distribution Center / Warehouses

415,517

380,833

Own

Own

Renca*

Warehouses

55,562

55,562

Own

Own

Renca*

Warehouses

11,211

11,211

Own

55

Table of Contents

MAIN USE

Square
meters

Property

Renca*

Warehouses

46,965

Own

Renca*Warehouses46,965Own

Carlos Valdovinos*

Distribution Center / Warehouses

106,820

106,820

Own

Own

Puente Alto *

Distribution Center / Warehouses

68,682

68,682

Own

Own

Maipú*

Distribution Center / Warehouses

45,833

45,833

Own

Own

Demetrop (Metropolitan Region)

Bodega MCC

Warehousesn/aLeased
Trailerlogistic (Metropolitan Region)Warehouses  n/aLeased
Monster (Metropolitan Region)Warehouses  n/aLeased
Rancagua*

Distribution Center / Warehouses

9,280

25,920

Leased

Own

San Antonio*

Colina

Distribution Center / Warehouses

6,550

19,809

Leased

Own


MAIN USESquare
meters
Property

Chimba

Distribution Center / Warehouses

1,000

Leased

Demetrop (Metropolitan Region)

Warehouses

n/a

Leased

Trailerlogistic (Metropolitan Region)

Warehouses

n/a

Leased

Monster (Metropolitan Region)

Warehouses

n/a

Leased

Rancagua*

Distribution Center / Warehouses

25,920

Own

San Antonio*

Distribution Center / Warehouses

19,809

Own

Antofagasta *

Offices / Production of Soft Drinks / Distribution Center / Warehouses

34,729

34,729

Own

Own

Antofagasta *

Warehouses

8,028

Own

Calama*

Distribution Center / Warehouses

10,700

Own

Tocopilla*

Distribution Center / Warehouses

562

Own

Coquimbo*

Offices / Distribution Center / Warehouses

31,383

Own

Copiapó*

Distribution Center / Warehouses

26,800

Own

Ovalle*

Distribution Center / Warehouses

6,223

Own

Vallenar*

Distribution Center / Warehouses

5,000

Own

Illapel

Distribution Center / Warehouses

n/a

Leased

Punta Arenas*

Offices / Production of Soft Drinks / Distribution Center / Warehouses

109,517

8,028

Own

Own

Calama*

Coyhaique*

Distribution Center / Warehouses

5,093

10,700

Own

Own

Tocopilla*

Puerto Natales

Distribution Center / Warehouses

850

562

Leased

Own

Coquimbo*

VJ S.A.

Renca*

Offices / Distribution Center / WarehousesProduction of Juices

40,000

31,383

Own

Own

Copiapó*

Vital Aguas S.A.

Distribution Center / Warehouses

26,800Own

Ovalle*

Rengo*

Distribution Center

Offices / WarehousesProduction of Waters

346,532

6,223

Own

Own

Vallenar*

Envases Central S.A.

Distribution Center / Warehouses

5,000Own

Illapel

Renca*

Distribution Center / Warehousesn/aLeased
Punta Arenas*

Offices / Production of Soft Drinks / Distribution Center / Warehouses

51,907

109,517

Own

Own

Coyhaique*

Re-Ciclar S.A.

Distribution Center / Warehouses

5,093Own

Puerto Natales

Lampa*

Distribution Center

Offices / WarehousesRPET Resin production (under construction)

7,500

850

Own

Leased

VJ S.A.

PARAGUAY

Renca*Offices / Production of Juices40,000Own
Vital Aguas S.A.
Rengo*Offices / Production of Waters573,620Own
Envases Central S.A.
Renca*Offices / Production of Soft Drinks51,907Own
PARAGUAY

Paraguay Refrescos S.A.

San Lorenzo*

Offices / Production of Soft Drinks / Warehouses

275,292

275,292

Own

Own

Coronel Oviedo*

Offices / Warehouses

32,911

32,911

Own

Own

Encarnación*

Offices / Warehouses

12,744

12,744

Own

Own

Ciudad del Este*

Offices / Warehouses

14,620

14,620

Own

Own

* Free of encumbrance properties.

**Inactive: facilities that are not being use currently by the Company.

*

Free of encumbrance properties.

**

Inactive: facilities that are not currently being used by the Company.

Leased: facilities owned by third parties, used by the Company through a lease agreement.

Third Parties: facilities owned by third parties, used by the Company through contracts other than lease agreements, such as distribution contracts.

Own: facilities owned by the Company.

56

Table of Contents

Capacity by Line of Business

Set forth below is certain information concerning the installed capacity and approximate average utilization of our production facilities, by line of business.


  Year Ended December 31, 
  2019  2020 
  Annual
Total
Installed
Capacity(1)
  Average
Capacity
Utilization
(%)
  Capacity
Utilization
During
Peak Month
(%)
  Annual
Total
Installed
Capacity(1)
  Average
Capacity
Utilization
(%)
  Capacity
Utilization
During
Peak Month
(%)
 
Soft drinks (millions of UCs):                  
Andina Chile  337   45   63   317   50   64 
Andina Brazil  430   58   62   421   53   63 
Andina Argentina  344   44   55   378   39   58 
Paraguay Refrescos  118   45   59   128   39   57 
Other beverages (millions of UCs)                        
Andina Chile  22   50   72   22   54   61 
Andina Brazil  45   47   42   56   43   54 
Andina Argentina  105   25   36   117   15   24 
Paraguay Refrescos  29   40   54   33   29   36 
ECSA/VJSA/VASA  115   49   54   122   53   59 
PET packaging (millions of bottles) (2)  46   42   60   46   38   66 
Preforms (millions of preforms) (2)  968   67   93   860   64   85 
Plastic caps (millions of caps) (2)  1,000   54   88   1,000   41   97 
Cases(2)  0.7   68   100   0.7   59   100 

    

Year Ended December 31,

2022

2023

Capacity

Capacity

Annual

Average

Utilization

Annual

Average

Utilization

Total

Capacity

During

Total

Capacity

During

Installed

Utilization

Peak Month

Installed

Utilization

Peak Month

    

Capacity(1)

    

(%)

    

(%)

    

Capacity(1)

    

(%)

    

(%)

Soft drinks (millions of UCs):

 

  

 

  

 

  

 

  

 

  

 

  

Andina Chile

 

323

 

53

 

71

 

373

 

46

 

52

Andina Brazil

 

403

 

64

 

69

 

388

 

68

 

71

Andina Argentina

 

365

 

48

 

56

 

363

 

47

 

53

Paraguay Refrescos

 

142

 

40

 

60

 

147

 

42

 

52

Other beverages (millions of UCs)

 

  

 

  

 

  

 

 

 

Andina Chile

 

23

 

51

 

74

 

23

 

63

 

70

Andina Brazil

 

57

 

66

 

71

 

68

 

70

 

68

Andina Argentina

 

123

 

22

 

30

 

118

 

27

 

33

Paraguay Refrescos

 

48

 

28

 

37

 

48

 

30

 

21

ECSA/VJSA/VASA

 

136

 

69

 

82

 

142

 

62

 

75

PET packaging (millions of bottles) (2)

 

46

 

49

 

79

 

45

 

31

 

66

Preforms (millions of preforms) (2)

 

900

 

88

 

99

 

1,050

 

84

 

96

Plastic caps (millions of caps) (2)

 

1,000

 

53

 

76

 

1,426

 

36

 

76

Cases (millons of cases) (2)

 

0.7

 

75

 

100

 

0.7

 

78

 

100

(1)(1)Annual Total Installed Capacity assumes production of the mix of products and containers produced in 20192022 and 2020. Capacity calculation was standardized for all operations. Thus, calculation considers Overall Equipment Effectiveness budgeted for the years 2019 and 2020.2023.

(2)(2)Andina Empaques Argentina only.

In 2020,2023, we continued to modernize and renovate our manufacturing facilitiesproduction plants in order to maximize efficiency and productivity. For instance, in Paraguay, in 2020

In Andina Chile, at the end of 2023 we finalizedstarted the investment of an in-line blowing machine, which made it possiblemost significant project to stop producing bottles inincrease the old blowing plant (intermediate process) and to maximize the productive capacity of the PET OW line,Renca Facility since its initial installation. This project included the construction of Production Line #12, which can fill up to 30,000 bottles per hour (our highest filling speed production line), allowing to increase the one way bottle (bottles that are not refillable) volume in 35%, which we believe will cover the same line is performed blowing and filling. We also made significant improvements to our auxiliary services and complementary processes such as the investment of a new well in Renca, in order to ensure water supplyestimated demand for the next 10 years, increasing extractionyears. This project also included the construction of a product warehouse, adding more than 5,000 pallet positions to the facility (which represents 45% more in the storage capacity). Additionally, it included the syrup room, multiplying by six the current capacity by 25%.of flavored water production. To achieve a vertical start up, we trained the operation team in a learning center in Brazil. We are enthusiastic with this new capacity of the Renca facility as we believe it will allow us to cover the demand increase in the long term and to be more productive in the short term.

Regarding our subsidiaries in Chile, in Vital Jugos, Vital Aguas and ECSA, during 2023 we have completed the capacity in eachmodernization of our isotonics production line, allowing us to substantially reduce the weight of the franchise territories to meet consumer demand for each product format. Because bottling isbottles, reduce energy and water consumption, and increase production capacity. In addition, we stabilized the efficiency of a seasonal business with significantly higher demandnew high speed can production line implemented during the South American summer and spring and becausesecond quarter of 2022, increasing the local capacity of carbonated soft drinks are perishable, it is necessaryand copacking of Monster Energy portfolio. Finally, by the end of 2023, we bottled Fastlyte, an RTD hydrating serum, being the second operation in the world of the Coca-Cola system to introduce the category in its portfolio.

In Brazil, 2023 consolidated Andina Brazil as the most relevant supplier for bottlers to carry significant over-capacity in order to meet the substantially greater seasonal demand. We assure the qualityother KO franchises over a wide variety of categories, reaching above 18 MMUC shipped from one of our production facilities. Ribeirão Preto’s plant holds the lead with above 14 MMUC in SSDs, Energy, Sports Drinks, mineral water and ARTDs. Nonetheless, Jacarepagua plant serves as a relevant supplier for Tea beverages and SSDs having reached 2.4 MMUC last year, while Duque de Caxias mineral water sources were responsible for another 2.3 MMUC. Also important to mention, Andina’s initiatives on expanding Duque de Caxias plant into a multicategory plant are on the march and phase 1 of this project is estimated to be concluded by the first semester of 2025. In logistics, Andina Brazil has renewed its forklifts fleet with 18 new equipment’s, of which 4 are electric powered.

57

Table of Contents

In Argentina, in 2023, we continued to invest in the purchase of equipment and bottle inventory adjustments required to have single returnable bottles in Ref PET 2.5 liters and 0.35 liters glass bottles, by replacing the ACL label (permanent) with the OW label, optimizing the number of bottles and allowing greater flexibility to change formulas, expand the flavor portfolio, and adapt to the new Labeling Law regulations. We continued with the purchase and installation of equipment, as well as the execution of adjustments and building works required for the full production of seed-based products through worldwide class practicesfor the entire Coca-Cola system in Argentina and procedures maintainingsupply to neighboring countries, using five validated Tetra Pak lines. Personnel for manufacturing, quality control, laboratoriesinventory management, and structuresstorage were educated and trained on the new capabilities required for these products. Suppliers and new alternatives were developed to alleviate the soybean shortage caused by the drought in each production facility where raw materialsthe country. We began with civil works and the import of equipment for the start-up of a returnable products line at the Mendoza Plant, with the goal of supplying the second most important location in returnable product consumption. Because of the economic environment and consumer realities, this strategic investment also allows us to reduce logistics costs and improve our carbon footprint. Production is expected to begin the third quarter of 2024.

In Paraguay, in 2023, the launch of the labeling machine and label extraction in line 4 was carried out, which will allow us to use unique bottles in this line, also allowing us to expand the portfolio of flavors that are tested and wherefilled in this line. Additionally, given the uncertainty of the sugar market, we analyze samples ofmigrated our products.

entire portfolio sweetened from simple syrup to fructose as the main sweetener, capitalizing the investment made in 2022.

As of December 31, 2020,2023, we had total installed annual production capacity, including soft drinks, fruit juices, water and water,other beverages, of 1,5941,671 million unit cases. Our primary facilities include:

·through Coca-Cola Andina, in the Chilean territory, three3 soft drink and other beverages production facilities with 2321 production lines, with total installed annual capacity of 339396 million unit cases (21.3%(23.7% of our total installed annual capacity);

·through Vital Jugos in the Chilean territory, one fruit juice production facility, with 1512 production lines, with total installed annual capacity of 3241.5 million unit cases (2.0%(2.5% of our total installed annual capacity);

·through Envases CentralECSA in the Chilean territory, one fruit juicesoft drink and other beverages production facility, with 23 production lines, with total installed annual capacity of 4665 million unit cases (2.9%(3.9% of our total installed annual capacity);

·through Vital Aguas in the Chilean territory, one mineral water production facility, with 2 production lines, with total installed annual capacity of 4435.3 million unit cases (2.8%(2.1% of our total installed annual capacity);

·through Rio de Janeiro Refrescos in the Brazilian territory, three3 soft drink and other beverages production facilities with 1917 production lines for soft drinks with total installed annual capacity of 421388 million unit cases (26.4%(23.2% of our total installed annual capacity); and 1117 production lines for juices, tea, water and waterother non-alcoholic beverages which satisfy the franchise’s needs and re-sales to other Bottlersbottlers in Brazil, with total installed annual capacity of 5668 million unit cases (3.5%(4.1% of our total installed annual capacity);

·through Embotelladora del Atlántico in the Argentine territory, three3 soft drink and other beverages production facilities with 17 production lines for soft drinks with a total installed annual capacity of 378363 million unit cases (23.7%(21.7% of our total installed annual capacity); four7 production lines for juices that covers the needs of our franchise, and one production line for waters and sensitive products with a total installed annual capacity of 117118 million unit cases (7.3%(7.1% of our total installed annual capacity);


·through Andina Empaques Argentina S.A. in the Argentine territory, one production facility for bottles, preforms and plastic caps that covers the needs of the Coca-Cola system in that country. It has 13 preform injectors, two2 bottle blowers, two3 injectors for plastic caps and one production line for cases, with a total installed annual capacity of 1,0972,522 million units considering PET bottles, preforms, plastic caps and cases;

·through PARESA in the Paraguayan territory, one production facility located in San Lorenzo, with seven8 soft drink and other beverages production lines with a total installed annual capacity of 143147 million unit cases (9.0%(8.8% of our total installed annual capacity); and three3 tetra pack lines with a total installed annual capacity of 1848 million unit cases (1.1%(2.9% of our total installed annual capacity).

58

ITEM 4A.UNRESOLVED SECURITIES AND EXCHANGE COMMISSION STAFF COMMENTS

Table of Contents

ITEM 4A.UNRESOLVED SECURITIES AND EXCHANGE COMMISSION STAFF COMMENTS

Not applicable.

ITEM 5.OPERATING AND FINANCIAL REVIEW AND PROSPECTS

A.ITEM 5.OPERATING AND FINANCIAL REVIEW AND PROSPECTS

A.OPERATING RESULTS 20202023

Results of operation

Set forth below is a discussion and analysis of our results of operation for the years ended December 31, 2020, 20192023, 2022 and 2018.

2021.

Our consolidated financial results for the years ended December 31, 2020, 20192023, 2022 and 20182021 include the results of our subsidiaries in Chile, Brazil, Argentina and Paraguay. Our consolidated financial statements reflect the results of the subsidiaries outside Chile, converted into Chilean pesos (our functional and reporting currency).

IFRS requires that assets and liabilities of our subsidiaries outside of Chile be converted from the functional currency to the presentation currency (Chilean peso) at year-end exchange rates, and that income and expense accounts are converted at monthly average exchange rates for the month in which they are recognized for those subsidiaries that do not operate in hyperinflationary economies.

In the case of our Argentine subsidiaries, which have been operating in an environment that during 2018, 20192021, 2022 and 20202023 was classified as hyperinflationary, the conversion criteria from the functional currency of those subsidiaries to our presentation currency is the following:

·First adoption of a hyperinflationary economy was in 2018: Losses and gains by correction of current non-monetary items the previous year are recorded in accumulated results as of January 1, 2018.

·The statement of financial position (balance sheet): Non-cash items are expressed in the current currency at the balance sheet date and translated to the presentation currency at the closing exchange rate. Losses and gains are included in net earnings (fiscal year income).

·The income statement: Income statement items are expressed in the current currency unit at the end of the reporting period, using the variation of the general price index from the date on which the expenses and revenues were accrued, and translated to the presentation currency at closing exchange rate.

·Cash flow statement: Cash flow statement items are expressed in the current currency unit at the end of the reporting period and translated to the presentation currency at closing exchange rate.

For more information on the effects of the hyper-inflationary environment in Argentina, see note 2.5 of our consolidated financial statements included herein.

The Current Impact of the Ongoing COVID-19 Pandemic

As a result ofDuring 2023, the impact that the ongoing COVID-19 pandemic is having acrossdid not affect our operations in a significant manner, as the world, includinginfection rate in the countries where we operate we have taken measures necessary to protect the healthdecreased, and safety of our employees and to ensure the continuity of our operations. Among the measures we have taken areby the following:

·the launch of a campaign to educate our employees on actions to be taken to avoid the spread of the virus;

·sending home any employee that has been exposed to the virus;

·implementation of additional cleaning protocols for our facilities;


·modifying certain work practices and activities, without affecting our operational standards; for instance, home office has been implemented for those employees whose work can be performed remotely, and domestic and international traveling has been canceled; and

·providing personal protection and cleaning products (including face masks and sanitizers) to those employees who need to keep working at our plants and distribution centers or in the transportation of our products.

Beginning mid-March 2020, governments around the world, including in the countries where we operate, have adopted extraordinary measures to contain the spread of COVID-19 and reduce infection rates, including, in some cases, the closing of schools, universities, shopping centers, restaurants and bars, prohibiting social gathering events, issuing stay-at-home orders and establishing quarantine requirements, imposing additional sanitary requirements on exports and imports, and limiting international travel and closing borders. Governments in the countries where we operate have also announced economic stimulus programs for families and businesses, including in Argentina a temporary restriction on workforce reductions. These government measures are affecting our Company and our customers. As these measures become more restrictive or are extended in time, our Company’s priority will continue to be to protect the health and safety of our employees and to continue operating to serve our customers and communities in the best way we can. To date, our operations have not been required to closepandemic were less restrictive. Our channel mix reached pre-pandemic levels, and we are not awaredidn´t have any significant effects of the virus affecting any significant part of our workforce.

As a result of the COVID-19 pandemic and government measures, we have experienced high volatility in our sales across channels. During the fourth quarter of 2020, in consolidated terms, we continue to experience a decrease (albeit to a lesser extent than in previous quarters)volume nor in our sales volumes in the on-premise channel, consisting mainlycosts.

59

Table of restaurants and bars, which are currently able to operate but with capacity restrictions. We have also observed volume growth again in supermarkets, although marginal, with the traditional (mom & pops) and wholesale channels continuing to drive volume growth. Because the pandemic and the actions taken by governments change rapidly, we believe it is too early to make conclusions about changes in long-term consumption patterns, and how changes may affect our operational and financial results in the future.Contents

Due to uncertainty regarding the evolution of the COVID-19 pandemic and government measures, including how long they will persist, we cannot predict the effect these trends will have on our financial performance. We believe that the Company will have no liquidity problems. To date, we also do not anticipate significant provisions or write-offs. Additionally, our investment plan for 2021 returns to pre-crisis investments levels (i.e., around US$160 – US$180 million). We continuously monitor our investment plans and we cannot assure you that we will fully abide by our current plans, especially in the event of a stronger flare-up of the virus in the countries in which we operate, or for some other unforeseen circumstance.


Summary of Results of Operations for the Years ended December 31, 20192022 and 2020

2023

The following tables set forth our sales volume, net sales and gross profit for the years ended December 31, 2018, 20192022 and 2020:2023:

  Year ended December 31, 
  2019  2020 
       
  (millions of unit cases (1)) 
Sales volume:        
Chile        
Soft drinks  158.2   153.8 
Mineral water  44.6   41.1 
Juices and other non-alcoholic  36.1   33.9 
Beer and Spirits  0.6   7.5 
Total  239.6   236.3 
         
Brazil        
Soft drinks  206.8   205.5 
Mineral water  11.5   17.9 
Juices and other non-alcoholic  22.3   18.8 
Beer  18.7   23.0 
Total  259.3   265.1 
         
Argentina(2)        
Soft drinks  149.5   145.2 
Mineral water  18.9   12.0 
Juices and other non-alcoholic  9.9   9.5 
Total  178.2   166.7 
         
Paraguay        
Soft drinks  56.2   55.1 
Mineral water  7.9   6.5 
Juices and other non-alcoholic  5.2   4.8 
Total  69.3   66.4 

    

Year ended December 31,

    

2022

    

2023

(millions of unit cases (1))

Sales volume:

Chile

Soft drinks

 

166.1

 

160.8

Mineral water

 

57.4

 

59.1

Juices and other non-alcoholic

 

54.5

 

49.4

Beer & Spirits

 

41.7

 

40.5

Total

 

319.8

 

309.9

Brazil

 

  

 

Soft drinks

 

224.5

 

238.1

Mineral water

 

20.4

 

24.6

Juices and other non-alcoholic

 

28.5

 

32.4

Beer & Spirits

 

4.7

 

5.8

Total

 

278.0

 

300.9

Argentina

 

  

 

Soft drinks

 

169.8

 

162.3

Mineral water

 

16.4

 

16.8

Juices and other non-alcoholic

 

15.1

 

14.9

Spirits(2)

0.1

0.3

Total

 

201.4

 

194.2

Paraguay

 

  

 

Soft drinks

 

59.9

 

62.2

Mineral water

 

8.7

 

8.7

Juices and other non-alcoholic

 

5.8

 

6.5

Beer

0.2

Total

 

74.4

 

77.6

(1)Unit cases refer to 192 ounces of finished beverage product (24 eight-ounce servings) or 5.68 liters.

(2)Volumes byIn 2022 the Spirits category was included in Argentina were reclassified in previous years to reflect comparable figures with 2020; however total volumes did not change.the Juices and other non-alcoholic category; this year it is separated for better comparability.

Note: Totals may not sum due to rounding.rounding.

  Year ended December 31, 
  2019  2020 
  Ch$ millions  % of Total  Ch$ millions  % of Total 
Net sales:                
Chile  608,952   34.2   644,762   38.0 
Brazil  619,321   34.8   580,063   34.2 
Argentina  394,636   22.2   318,828   18.8 
Paraguay  158,892   8.9   157,153   9.3 
Inter-country eliminations (1)   (2,776)  (0.2)  (2,524)  (0.1)
Total net sales  1,779,025   100.0   1,698,281   100.0 

    

Year ended December 31,

2022

2023

    

Ch$ millions

    

% of Total

    

Ch$ millions

    

% of Total

Net sales:

Chile

 

1,123,665

 

42.3

1,191,974

45.5

Brazil

 

636,860

 

24.0

745,383

28.5

Argentina

 

688,705

 

25.9

460,338

17.6

Paraguay

 

212,339

 

8.0

223,841

8.5

Inter-country eliminations (1)

 

(4,691)

 

(0.2)

(3,098)

(0.1)

Total net sales

 

2,656,878

 

100.0

2,618,437

100.0

(1)Eliminations represent intercompany sales.

Note: Totals may not sum due to rounding.rounding.

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The following tables set forth our results of operations for the years ended December 31, 20192022 and 2020.2023.

  Year ended December 31, 
  2019  2020 
  Ch$ millions  % of net sales  Ch$ millions  % of net sales 
Net sales  1,779,025   100.0   1,698,281   100.0 
Cost of sales  (1,048,344)  (58.9)  (1,022,499)  (60.2)
Gross profit  730,681   41.1   675,783   39.8 
Distribution, administrative and sales expenses  (492,900)  (27.7)  (436,171)  (25.7)
Other (expense) income, net (1)   (1,368)  (0.1)  (61,589)  (3.6)
Income taxes  (61,167)  (3.4)  (54,905)  (3.2)
Net income  175,246   9.9   123,117   7.2 

    

Year ended December 31,

2022

2023

% of net

% of net

    

Ch$ millions

    

 sales

    

Ch$ millions

    

 sales

Net sales

 

2,656,878

 

100.0

2,618,437

100.0

Cost of sales

 

(1,628,702)

 

(61.3)

(1,601,997)

(61.2)

Gross profit

 

1,028,177

 

38.7

1,016,440

38.8

Distribution and administrative expenses

 

(683,032)

 

(25.7)

(659,103)

(25.2)

Other (expense) income, net (1)

 

(112,341)

 

(4.2)

(96,831)

(3.7)

Income taxes

 

(104,345)

 

(3.9)

(85,994)

(3.3)

Net income

 

128,459

 

4.8

174,511

6.7

(1)Includes other expenses, other income (expense)(expenses), financial income financial costs,(expenses), share in profit of investees accounted for under the equity method, foreign exchange gains (losses), other (losses) gains and gains (losses) from indexed financial assets and liabilities.


  Chile  Brazil  Argentina  Paraguay  Eliminations  Total (1) 
Millons Ch$ 2019  2020  2019  2020  2019  2020  2019  2020  2019  2020 ��2019  2020 
Net Sales  608,952   644,762   619,321   580,063   394,636   318,828   158,892   157,153   (2,776)  (2,524)  1,779,025   1,698,281 
Cost of sales  (359,466)  (392,720)  (384,839)  (373,445)  (214,447)  (172,066)  (92,368)  (86,792)  2,776   2,524   (1,048,344)  (1,022,499)
Gross profit  249,486   252,041   234,482   206,618   180,189   146,762   66,524   70,361   -   -   730,681   675,783 
Distribution, administrative and sales expenses  (161,508)  (160,876)  (144,297)  (117,623)  (148,150)  (120,729)  (34,073)  (31,516)  -   -   (488,028)  (430,744)
Corporate expenses  -   -   -   -   -   -   -   -   -   -   (4,872)  (5,427)

    

Chile

    

Brazil

    

Argentina

    

Paraguay

    

Eliminations

    

Total (1)

Millons Ch$

    

2022

    

2023

    

2022

    

2023

    

2022

    

2023

    

2022

    

2023

    

2022

    

2023

    

2022

    

2023

Net Sales

 

1,123,665

1,191,974

636,860

745,383

688,705

460,338

212,339

223,841

(4,691)

(3,098)

2,656,878

2,618,437

Cost of sales

 

(743,227)

(785,164)

(403,696)

(460,649)

(367,880)

(234,814)

(118,591)

(124,799)

4,691

3,428

(1,628,702)

(1,601,997)

Gross profit

 

380,439

406,810

233,164

284,734

320,825

225,524

93,748

99,042

330

1,028,177

1,016,440

Distribution and administrative expenses

 

(245,598)

(267,291)

(151,958)

(176,029)

(234,326)

(162,564)

(44,040)

(44,320)

(675,922)

(650,203)

Corporate expenses

 

 

 

 

 

 

 

 

 

 

 

(7,110)

(8,900)

(1)Totals may not sum due to rounding.rounding.

Net Sales

Our sales volume was 734.6882.6 million unit cases during the year ended December 31, 2020,2023, a 1.6% decrease1.0% increase compared to 746.4873.6 million unit cases in 2019, mainly2022, explained by the volume increase in our operations in Brazil and Paraguay, which was partially offset by the volume decrease in the Argentine and Chilean and Paraguayan operations, and partly offset by the volume increase in the Brazilian operation.operations. Volume for soft drinks, decreased 1.9%waters and beer and spirits increased 0.5%, 6.2% and 0.7%, respectively, while volume for waters decreased 6.6% and volume for juices and juices/other non-alcoholic beverages decreased 8.7% while beer and spirits increased 57.2%0.7%, in each case during the year ended December 31, 20202023 compared to 2019.2022. The increasedecrease of sales volume of beerjuices/other non-alcoholic beverages is mainly due to (i) the new distribution agreement signed with AB InBev in Chile, beginning November 2020, and (ii) higherreduction of the volume in Brazil. Excluding beerthe Chilean operation, which was partially offset by the growth of the volume in Chile, resulting from the new agreement with AB InBev, sales volume would have decreased by 2.4% during the year.Brazilian and Paraguayan operations.

Our net sales were Ch$1,698,2812,618,437 million during the year ended December 31, 2020,2023, a 4.5% decrease of 1.4% compared to Ch$1,779,0252,656,878 million during 2019.2022. Our net sales decreased mainly as a result of a decrease in sales in Argentina, and Paraguay, and awhich was mainly explained by the negative effect uponof the translation of figures from our corporationsto the reporting currency, and to a lesser extent by the lower volume sold and the price controls applied during most of the year in Brazil and Argentina. This wasthis operation. Lower revenues in the Argentine operation were partially offset by higher salesrevenues in Chile, mainly as a result of higher sales volume,the Brazilian, Chilean and higher average revenue per unit case sold.

Paraguayan operations.

Soft drinks represented 65.4%62.2% of net sales during the year ended December 31, 2020,2023, compared to 67.9%64.0% during 2019.

2022.

Chile

Our sales volume in Chile was 236.3309.9 million unit cases during the year ended December 31, 2020,2023, a 1.3%3.1% decrease compared to 239.6319.8 million unit cases during 2019.2022. Volume for soft drinks, waters and juices and juices/other non-alcoholic beverages and beer and spirits in Chile decreased 2.8%3.2%, 7.9%9.4% and 6.1%,2.9% respectively, while volume for beer and spiritswaters increased 1,063.6%3.0% in each case during the year ended December 31, 2020,2023, compared to 2019. Excluding beer volume in Chile resulting from the new agreement with AB InBev, sales volume would have decreased by 3.7% during the year.

2022.

Our average market share for soft drinks in Chile during the year ended December 31, 2020,2023, according to A.C. Nielsen Company, was 65.2%64.7% (in terms of volume), compared to 66.7%64.4% for 2019,2022, and 68.3% (in67.7% in terms of average sales),sales, compared to 68.9%67.4% for 2019. As a result of restrictions related to COVID-19, the surveying company changed the methodology and sample, therefore 2020 figures may not be fully completely comparable to prior periods.

2022.

Our net sales in Chile were Ch$644,7621,191,974 million during the year ended December 31, 2020,2023, a 5.9%6.1% increase compared to Ch$608,9521,123,665 million during 2019,2022, which is explained mainly by a higher revenues per unit case, andaverage price in the period, due to the price increases performed, partially offset by the aforementioned volume decrease.decrease in volume.

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Our net sales of soft drinks in Chile were Ch$407,191575,674 million during the year ended December 31, 2020,2023, a 0.3% decrease6.7% increase when compared to Ch$408,468539,334 million in 2019, mainly2022, as a result of the lower volume sold, and partially offset by higher revenues per unit case.case, partially offset by the lower volume sold. Our net sales of water juices and juices/other non-alcoholic beverages in Chile were Ch$173,459324,885 million during the year ended December 31, 2020,2023, a 5.6% decrease3.8% increase compared to Ch$183,738313,074 million during 2019,2022, primarily as a result of the lower volume sold, and partially offset by higher revenues per unit case.case, partially offset by the lower volume sold. Our net sales of beer and spirits in Chile were Ch$64,111291,415 million during the year ended December 31, 2020,2023, a 282.8%7.4% increase compared to Ch$16,746271,257 million during 2019,2022, mainly as a result of higher revenues per unit case, partially offset by the new distributing agreement with AB InBev, effective since November 2020.

lower volume sold.

Brazil

Our sales volume in Brazil was 265.1300.9 million unit cases during the year ended December 31, 2020, a 2.3%2023, an 8.2% increase compared to 259.3278.0 million unit cases during 2019.2022. Volume for soft drinks, and juices and waters, juices/other non-alcoholic beverages and beer and spirits in Brazil decreased


0.6%increased 6.0%, 20.9%, 13.8% and 15.7%, respectively, while volume for waters and beer increased 55.6% and 22.5%23.6%, respectively, in each case during the year ended December 31, 20202023 compared to 2019. The increase of sales volume of water is mainly explained because the state of Rio de Janeiro was affected by the quality of the drinking water, particularly in the first quarter of 2020, translating into a sharp growth of our water sales volume.

2022.

Our average market share for soft drinks in Brazil, during the year ended December 31, 2020,2023, according to A.C. Nielsen Company, was 62.1%62.8% (in terms of volume), compared to 61.6%62.3%1 for 2019,2022, and 68.3% (in69.6% in terms of average sales),sales, compared to 68.0%69.4%1 for 2019.

2022.

Our net sales in Brazil were Ch$580,063745,383 million during the year ended December 31, 2020,2023, a 6.3% decrease17.0% increase compared to Ch$619,321636,860 million during 2019.

2022.

Our net sales of soft drinks in Brazil were Ch$317,713535,018 million during the year ended December 31, 2020, an 11.9% decrease2023, a 13.3% increase compared to Ch$360,792472,404 million during 2019.2022. In local currency, net sales of soft drinks increased 2.2%13.6%, mainly becauseprimarily as a result of higher revenuerevenues per unit case and partially offset by the lower volume sold.increase. Our net sales of water and juices and juices/other non-alcoholic beverages in Brazil were Ch$99,184167,900 million during the year ended December 31, 2020,2023, a 19.9% decrease26.1% increase compared to Ch$123,829133,138 million during 2019.2022. In local currency, net sales of water and juices and juices/other non-alcoholic beverages decreased 8.5%increased 26.5%, mainly becauseprimarily as a result of a lower average revenuethe volume increase and by higher revenues per unit case sold, and partially offset by the increase in volume sold.case. Our net sales of beer and spirits in Brazil were Ch$163,16742,464 million during the year ended December 31, 2020,2023, a 21.1%35.6% increase compared to Ch$134,70131,318 million during 2019.2022. In local currency, net sales of beer and spirits increased 40.7%35.2%, mainly as a result of the volume increase and by higher volume sold and a higher average revenuerevenues per unit case sold.

case.

Argentina

Our sales volume in Argentina was 166.7194.2 million unit cases during the year ended December 31, 2020,2023, a 6.5%3.5% decrease compared to 178.2201.4 million unit cases during 2019.2022. Volume for soft drinks waters and juices and juices/other non-alcoholic beverages in Argentina decreased 2.8%, 36.7%4.4% and 3.5%1.3%, respectively, while volume for waters and other alcoholic beverages increased 2.2% and 304.0%, respectively, in each case during the year ended December 31, 20202023 compared to 2019. The decrease of sales volumes is explained by the negative macroeconomic environment faced by the country during 2020.

2022.

Our average market share for soft drinks in Argentina during the year ended December 31, 2020,2023, according to A.C. Nielsen Company, was 61.5%59.9% (in terms of volume), compared to 62.9%59.2% for 2019,2022, and 71.2% (in70.3% in terms of average sales),sales, compared to 71.6%69.8% for 20191. As a result of restrictions related to COVID-19, the surveying company changed the methodology and sample, therefore 2020 figures may not be fully comparable to prior periods.

2022.

Our net sales in Argentina were Ch$318,828460,338 million during the year ended December 31, 2020,2023, a 19.2%33.2% decrease compared to Ch$394,636688,705 million during 2019. This was2022. In local currency, net sales in Argentina decreased 4.0% in real terms, explained mainly explained by (i) the decrease in sales volume, (ii) lower average revenue per unit case sold, because of price controls, and (iii) the negative effect of the conversion of results to Chilean pesos.volume.

Our net sales of soft drinks in Argentina were Ch$260,118344,434 million during the year ended December 31, 2020,2023, a 17.1%34.3% decrease compared to Ch$313,866523,908 million during 2019. 2022. In local currency, net sales of soft drinks decreased 9.9%5.5% in real terms, mainly as a result of the decrease in sales volume and by a lower average pricerevenue per unit case sold and the decrease in volume.sold. Our net sales of juices and juices/other non-alcoholic beverages, waters and beer and beer/spirits in Argentina were Ch$49,818101,536 million during the year ended December 31, 2020,2023, a 29.8%27.5% decrease compared to Ch$70,990140,095 million during 2019.2022. In local currency, net sales of juices and juices/other non-alcoholic beverages, water and beer and beer/spirits decreased 25.3%increased 11.2% in real terms, mainly due to higher revenues per unit case, and to lesser extent to the previously mentioned declineincrease in volumes.sales volume.

1 In Brazil during 2023 A.C. Nielsen modified the calculation methodology with a change in the channels in which the information is collected, so the figures for 2021 and 2022 in Brazil were recalculated for comparability purposes..

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Paraguay

Our sales volume in Paraguay was 66.477.6 million unit cases during the year ended December 31, 2020,2023, a 4.2% decrease4.3% increase compared to 69.374.4 million unit cases during 2019.2022. Volume for soft drinks, water and juices and juices/other non-alcoholic beverages in Paraguay decreased 2.0%increased 3.8%, 17.6%0.4% and 7.6%12.3%, respectively, in each case during the year ended December 31, 2020,2023, compared to 2019.2022. In 2023, we began commercializing and distributing alcoholic beverages, and volume sold during 2023 was 0.2 million unit cases.

Our average market share for soft drinks in Paraguay during the year ended December 31, 2020,2023, according to A.C. Nielsen Company, was 76.5% (in75.1% in terms of volume)volume, compared to 73.4%75.3% for 2019,2022, and 81.3%80.7% in terms of average sales, compared to 78.3%80.9% for 20192022 according to the same source. As a result of restrictions related to COVID-19, the surveying company changed the methodology and sample, consequently 2020 figures may not be fully comparable to prior periods.

Our net sales in Paraguay were Ch$157,153223,841 million during the year ended December 31, 2020,2023, a 1.1% decrease5.4% increase compared to Ch$158,892212,339 million during 2019,2022, mainly resulting from loweras a result of the volume sold, and partially offset by (i) higher revenues per unit case in local currency, and (ii) a positive effect upon translation of figures into Chilean pesos.increase.


Our net sales of soft drinks in Paraguay were Ch$126,058173,464 million during the year ended December 31, 2020,2023, a 1.0%4.2% increase compared to Ch$124,856166,489 million during 2019.2022. In local currency, our net sales of soft drinks decreased 1.8%increased 12.3%, due to higher revenues per unit case and by the volume increase. Our net sales of juices/other non-alcoholic beverages, waters and beer/spirits in Paraguay were Ch$50,376 million during the year ended December 31, 2023, a 9.9% increase compared to Ch$45,850 million during 2022. In local currency, net sales of juices/other non-alcoholic beverages, water and beer/spirits increased by 18.2%, primarily as a result of a decrease in volume sold, partially offset by a higher average revenue per unit case. case sold and the increase in sales volume.

Cost of Sales

Our netcost of sales of water and juices and other non-alcoholic beverages in Paraguay werewas Ch$31,0951,601,997 million during the year ended December 31, 2020, an 8.6%2023, a 1.6% decrease, compared to Ch$34,0361,628,702 million during 2019. In2022. This decrease is mainly explained by (i) the effect of translating figures from the local currencies of Argentina and Paraguay to the reporting currency, net sales of water and juices and other non-alcoholic beverages decreased by 11.3%, primarily as(ii) a result of lower volume.

Cost of Sales

Our cost of salesPet resin in the four countries where we operate, and (iii) a lower cost of concentrate in Argentina. This was Ch$1,022,499 million duringpartially offset by (i) the year ended December 31, 2020,higher cost of concentrate due to price increases in Chile and Paraguay, (ii) the higher volume sold in Brazil and Paraguay, (iii) the shift in the mix towards higher unit cost products in Brazil, Chile and Paraguay, and (iv) a 2.5% decrease, compared to Ch$1,048,344 million during 2019.higher cost of sugar in all four operations. The cost of sales per unit case decreased 0.9%2.6% in the same period. This decrease was mainly due to (i) the sales volume decrease in Argentina, Chile and Paraguay, (ii) the lower cost of PET resin, and (iii) a shift in the soft drinks’ mix towards future consumption packaging which carry a lower unit cost. These effects were partially offset by (i) increased sales in the beer and spirits category in Chile, which carry a higher cost per unit case, and (ii) the negative effect of the depreciation of the Argentine peso, the Brazilian real, the Paraguayan guaraní and the Chilean peso on our dollarized costs. Our cost of sales represented 60.2%61.2% of net sales for the year ended December 31, 2020,2023, compared to 58.9%61.3% for 2019.

2022.

Chile

Our cost of sales in Chile was Ch$392,720785,164 million during the year ended December 31, 2020,2023, a 9.3%5.6% increase compared to Ch$359,466743,227 million during 2019.2022. The increase in the cost of sales was mainly due to (i) a shift in the mix towards higher unit cost products, and (ii) a higher cost of concentrate due to the implementation of price increases. This was partially offset by a lower cost of raw materials, especially Pet resin. The cost of sales per unit case increased 10.7%9.0% in the same period. This was mainly due to (i) increased sales of the beer and spirits category, which carry a higher cost per unit case, (ii) the negative effect of the depreciation of the Chilean peso on our dollarized costs, and (iii) greater depreciation expenses. This was partly offset by a shift in the soft drinks’ mix from immediate to future consumption, which carries a lower average cost. Our cost of sales in Chile represented 60.9%65.9% of net sales in Chile for the year ended December 31, 2020,2023, compared to 59.0%66.1% for 2019.

2022.

Brazil

Our cost of sales in Brazil was Ch$373,445460,649 million during the year ended December 31, 2020,2023, a 3.0% decrease14.1% increase compared to Ch$384,839403,696 million during 2019.2022. The cost of sales per unit case decreased 5.1%increased 5.4% in the same period. In local currency, total cost of sales increased 12.2%14.5%, mainly due to (i) the negative effect ofhigher sales volume, (ii) the depreciation of the Brazilian real on our dollarized costs, (ii) greater concentrate costs due to lower tax benefits, and (iii) the increase of beershift in the sales mix which carriestowards higher unit cost products, (iii) a higher sugar cost, and (iv) a higher labor cost. This was partially offset by a lower cost of raw materials, especially Pet resin. Our cost of sales in Brazil represented 64.4%61.8% of net sales in Brazil for the year ended December 31, 2020,2023, compared to 62.1%63.4% for 2019.

2022.

Argentina

Our cost of sales in Argentina was Ch$172,066234,814 million during the year ended December 31, 2020,2023, a 19.8%36.2% decrease compared to Ch$214,447367,880 million during 2019.2022. The cost of sales per unit case decreased 14.2%33.8% in the same period. In local currency (in real terms, based on currency rates as of December 2020)2023) cost of sales decreased 12.7% 8.3% mainly due to (i) the reduction in volume sold, (ii) a lower sales volume, (ii) lower sugar costs,cost of concentrate, and (iii) a lower PET resin costs.cost of Pet resin. This was partlypartially offset by the effect of the depreciation of the Argentine peso on our dollarizedhigher labor costs. Our cost of sales in Argentina represented 54.0%51.0% of net sales in Argentina for the year ended December 31, 2020,2023, compared to 54.3%53.4% for 2019.2022.

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Paraguay

Our cost of sales in Paraguay was Ch$86,792124,799 million during the year ended December 31, 2020,2023, a 6.0% decrease5.2% increase compared to Ch$92,368118,591 million during 2019.2022. Cost of sales per unit case decreased 1.9%increased 0.9% during the same period. In local currency, cost of sales decreased 8.7%. This isincreased 13.5%, mainly explained by (i) lowerthe higher sales volume, sold, (ii) a reductionhigher cost of concentrate due to price increases, (iii) a change in the pricemix towards higher unit cost products, and (iv) a higher cost of PET resin, and (iii)sweeteners. This was partially offset by the lower repair and maintenance expenses, among other items, due to the savings plan implemented.cost of Pet resin. Our cost of sales in Paraguay represented 55.2%55.8% of net sales in Paraguay for the year ended December 31, 2020, compared to 58.1% for 2019.2023, same figure as 2022.

Gross Profit

Due to the factors described above, our gross profit was Ch$675,7831,016,440 million during the year ended December 31, 2020,2023, a 7.5%1.1% decrease compared to Ch$730,6811,028,177 million during 2019.2022. Our gross profit represented 39.8%38.8% of our net sales during the year ended December 31, 2020,2023, compared to 41.1%38.7% of our net sales in 2019.2022.


Distribution, administrative and sales expenses

We had distribution, administrative and sales expenses of Ch$436,171659,103 million during the year ended December 31, 2020, an 11.5%2023, a 3.5% decrease compared to Ch$492,900683,032 million during 2019.2022. This decrease is explained mainly by (i) the effect of translating figures from the local currencies of Argentina and Paraguay to the reporting currency, and (ii) lower freight expense in Argentina. This was partially offset by (i) higher distribution administrativeexpenses in Brazil, Chile and sales expenses, was mainly due to (i) lowerParaguay, (ii) higher labor costs, across our four segments, (ii) lowerand (iii) higher marketing expenses across our four segments,in Argentina and (iii) lower distribution costs due to lower sales volume.Chile. Our distribution, administrative and sales expenses represented 25.7%25.2% of our net sales during the year ended December 31, 2020,2023, compared to 27.7%25.7% for 2019.

2022.

Chile

In Chile, our distribution, administrative and sales expenses were Ch$160,876267,291 million during the year ended December 31, 2020, a 0.4% decrease2023, an 8.8% increase compared to Ch$161,508245,598 million during 2019.2022. This was mainly due to (i) lowera higher cost of labor costs, and (ii) lower advertising expenses. This effect was partially offsetservices provided by (i) lower other operating income classified under this item, andthird parties, (ii) higher distribution and transportation expenses, on uncollectible accountsas a consequence of higher tariffs, and (iii) higher insurancemarketing expenses. Our distribution, administrative and sales expenses in Chile represented 25.0%22.4% of our net sales in Chile during the year ended December 31, 2020,2023, compared to 26.5%21.9% for 2019.

2022.

Brazil

In Brazil, our distribution, administrative and sales expenses were Ch$117,623176,029 million during the year ended December 31, 2020, an 18.5% decrease2023, a 15.8% increase compared to Ch$144,297151,958 million during 2019. 2022. In local currency, they decreased 6.8%increased 16.3%, mainly due toexplained by (i) lower advertising expenses, (ii) lowerhigher labor costs, (ii) higher distribution and transportation expenses, and (iii) lower distribution freight expenses.higher depreciation charges. Our distribution, administrative and sales expenses in Brazil represented 20.3%23.6% of our net sales in Brazil during the year ended December 31, 2020,2023, compared to 23.3%23.9% for 2019.

2022.

Argentina

In Argentina, our distribution, administrative and sales expenses were Ch$120,729162,564 million during the year ended December 31, 2020, an 18.5%2023, a 30.6% decrease compared to Ch$148,150234,326 million during 2019.2022. In local currency (in real terms, based on currency rates as of December 2020)2023), the distribution, administrative and sales expenses decreased 11.3%0.3%, which is mainly explained by a lower distribution cost due to lower sales volume. This was partially offset by (i) lowerhigher labor costsexpenses, and expenses for services provided by third parties, which grew below local inflation, (ii) lowerhigher advertising expenses, (iii) higher other operating income classified under this item, and (iv) the effect of lower volumes on distribution expenses. Our distribution, administrative and sales expenses in Argentina represented 37.9%35.3% of our net sales in Argentina during the year ended December 31, 2020,2023, compared to 37.5%34.0% for 2019.

2022.

Paraguay

In Paraguay, our distribution, administrative and sales expenses were Ch$31,51644,320 million during the year ended December 31, 2020,2023, a 7.5% decrease,0.6% increase, compared to Ch$34,07344,040 million during 2019.2022. The distribution, administrative and sales expenses in local currency in Paraguay decreased 11.0%increased 9.1%, which is mainly explained by (i) higher distribution expenses, mainly due to (i) lower advertising expenses,higher tariffs, and (ii) lowerhigher labor costs, (iii) greater other operating income classified under this item, and (iv) lower freight expenses due to lower volume sold.services provided by third parties. Our distribution, administrative and sales expenses in Paraguay represented 20.1%19.8% of our net sales in Paraguay during the year ended December 31, 2020,2023, compared to 21.4%20.7% for 2019.2022.

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Other Income (Expense), Net

The following table sets forth our other income (expense), net for the year ended December 31, 20192022 and 2020:2023:

    

Year Ended December 31,

    

2022

    

2023

(in millions of Ch$)

Other income (expense)

 

(23,373)

 

(41,040)

Financial income

 

39,722

 

31,396

Financial expenses

 

(59,548)

 

(65,288)

Share of profit of investments in associates and joint ventures accounted for using the equity method

 

1,409

 

2,716

Foreign exchange differences

 

(11,608)

 

(17,216)

Income (loss) by indexation units

 

(58,944)

 

(7,399)

Other income (expense), net

 

(112,341)

 

(96,831)

  Year Ended December 31, 
  2019  2020 
       
  (in millions of Ch$) 
Other income (expense)  14,767   (9,074)
Financial income  45,156   14,946 
Financial costs  (46,209)  (54,773)
Share of income (losses) from affiliated companies and joint business that are accounted for using the equity method  (3,415)  2,229 
Exchange rate differences  (4,131)  (3,088)
Gain (loss) from differences in indexed financial assets and liabilities  (7,536)  (11,829)
Other income (expense), net  (1,368)  (61,589)


We had other expenses, net, of Ch$61,58996,831 million during the year ended December 31, 2020,2023, a 4,401.7% increase13.8% decrease compared to Ch$1,368112,341 million during 2019.2022. The increasedecrease in other expenses, net, is mainly explained by a decrease in losses from financial incomedebt indexed to inflation in Chile, because of lower inflation compared to the previous period. The above is offset by an increase in Other expenses due to losses of Ch$30,21025,530 million recorded due to the assignment of a loan owned by Embotelladora Andina S.A. to a financial institution with a discount. The receivable of Embotelladora Andina was originally generated as a result of dividends from subsidiaries declared in Argentinian pesos. In addition, we present a loss due to write-off of fixed assets in Chile and Paraguay. We also had a decrease in other income (expense) of Ch$23,841 million (both accounts were impacted in 2019 by the recognition of a tax credit in Brazil and its monetary restatement, which resulted in Ch$40,282 million in other income and by Ch$35,543 million in financial income (netmainly as a result of lower financial costs), respectively). In addition, there is an increaseincome from investments held in financial costs of Ch$8,564 million mainly due to a new bond issuance in January 2020 (senior notes due 2050) and the costs of derivative instruments utilized for hedging purposes (bonds series B, C, D and E and new Bond due 2050).portfolio management.

Income Taxes

We had income taxes of Ch$54,90585,994 million during the year ended December 31, 2020,2023, a 10.2%17.6% decrease compared to Ch$61,167104,345 million during 2019.2022. This decrease is mainly explained by the recognition of income tax resultinglower taxable profits from tax credits from previous years recognized by the operation in Brazil in 2019, which involved an increase in income tax by Ch$25,780 million in that year. This decrease in income tax expenses was partially offset by the appreciation of the Chilean peso against the dollar (5.0%) which led to higher taxes derived from incomemonetary correction due to the exchangedecrease in the inflation rate differences.in Chile.

Net Income

Due to the factors described above, we had a net income of Ch$123,117174,511 million during the year ended December 31, 2020,2023, a 29.7% decrease35.8% increase compared to Ch$175,246128,459 million during 2019.2022. Our net income represented 7.2%6.7% of our net sales during the year ended December 31, 2020,2023, compared to 9.9%4.8% for 2019.2022.

Summary of Results of Operations for the Years ended December 31, 20182021 and 2019

2022

For information regarding the results of operations for the years ended December 31, 20182021 and December 31, 2019,2022, See “Item 5. Operating and Financial Review and Prospects –A. Operating Results 20192022 –Summary of Results of Operations for the years ended December 31, 2017, 20182021 and 2019”2022” in our Company’s annual report on Form 20-F for the fiscal year ended December 31, 2019.2022.

Basis of Presentation

The aforementioned discussion should be read in conjunction with and is qualified in its entirety by reference to the consolidated financial statements, including the notes thereto.

These consolidated financial statements have been prepared in accordance with IFRS issued by the IASB.

These financial statements reflect the consolidated financial position of Embotelladora Andina S.A. and its subsidiaries as of December 31, 20202023 and 20192022 as well as the operating results, changes in shareholders’ equity and cash flows for the years ended December 31, 2020, 20192023, 2022 and 2018,2021, all of which were approved by the board of directors on April 15, 2021.March 26, 2024.

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Our consolidated financial results include the results of our subsidiaries located in Chile, Brazil, Argentina and Paraguay. Our subsidiaries outside Chile prepare their financial statements in accordance with IFRS and to comply with local regulations in accordance with generally accepted accounting principles of the country in which they operate. The consolidated financial statements reflect the results of the subsidiaries outside of Chile, converted to Chilean pesos (functional and reporting currency of the parent company) and are presented in accordance with IFRS. The IFRS require that balances of subsidiaries be converted from their functional currency to the presentation currency (Chilean peso). The conversion for subsidiaries operating in non-hyperinflationary environments (Brazil and Paraguay) is performed by converting the assets and liabilities of subsidiaries at year-end exchange rates, and income and expense accounts must be converted at monthly average exchange rates of the month in which they are recognized. In the case of subsidiaries operating in hyperinflationary environments (Argentina), non-monetary assets and liabilities and income statements are restated by the inflation rate of the hyperinflationary economy, bringing its effects to the income statement. These restated balances are converted from the functional currency to the presentation currency at the closing exchange rate of each year.


Critical Accounting Estimates

Discussion of critical accounting estimates

In the ordinary course of business, we have made a number of estimates and assumptions relating to the reporting of our results of operations and financial position in the preparation of financial statements in conformity with IFRS. We cannot assure you that actual results will not differ from those estimates. We believe that the following discussion addresses our most critical accounting policies, which are those that are most important to the portrayal of our financial condition and results of operations and require management’s most difficult, subjective and complex judgments, often as a result of the need to make estimates and assumptions about the effect of matters that are inherently uncertain. For a more detailed discussion of accounting policies significant to our operations, please see note 2.232.22 to our Consolidated Financial Statements.

Impairment of goodwill and intangible assets of indefinite useful life

The Company tests if goodwill and intangible assets of indefinite useful life have suffered impairment loss on an annual basis or whenever there are indicators of impairment. The recoverable amounts of cash generating units (“CGU”) are determined based on calculations of the value in use. The key variables that management calculates include the volume of sales, prices, marketing expenses and other economic factors. The estimation of these variables requires a material administrative judgment as those variables imply inherent uncertainties. However, the assumptions are consistent with our internal planning. Therefore, management evaluates, and updates estimates according to the conditions affecting the variables. If these assets are deemed to have become impaired, they will be written off at their estimated fair value or future recovery value according to discounted cash flows. Discounted free cash flows in the cash generating unit of the Parent Company in Chile as well as the subsidiaries in Brazil, Argentina and Paraguay generated greater values than their respective assets, including goodwill for the Brazilian, Argentine and Paraguayan subsidiaries.

The management of the Company understands that these discounted cash flows of the Company and subsidiaries are sensitive to many factors. The following further discusses the sensitivity of the most significant estimates in the value in use calculation: Discount Rate, Residual Cash Flows Growth Rate and EBITDA Margin

Discount Rate: The Comany used a weighted average cost of capital (WACC) in which each category of capital was proportionately weighted to obtain the discount rate. For each CGU we used a different discount rate, reflecting the specific risks related to its country’s and operation’s risk. To provide a more broader understanding of the effect of this variable on the valuation, changes in the discount rate of +/- 100 bps were applied. The result of this sensitivity analysis was that the value in use were greater than their respective recorded assets of each of the CGUs.

Residual Cash Flows Growth Rate: In the model it was assigned an specific growth rate to future residual cash flows (beyond 5 years projections) for each CGU. To have a better understanding of the effect of this perpetual growth rate on the valuations, changes in the growth rate on +/- 75 bps were applied for each of the CGU. As a result of this sensitivity analysis, the value in use were greater than their respective recorded assets of each of the CGUs.

EBITDA Margin: Given that cash flows from each CGU may vary from the original projections for different reasons, such as variations on volume of sales, on prices, on expenses and also on other economic factors, management decided to apply a sensitivity analysis based on the variation of EBITDA margin of each CGU. The variation range of margins was of +/-100 bps from the original EBITDA margin of each year projected (2021-2025) and perpetuity. The result of the sensitivity analysis was that the generated value in use were greater than their respective assets on each CGU.

Fair value of assets and liabilities

IFRS requires, in certain cases, that assets and liabilities be recorded at their fair value. Fair value is the amount at which an asset can be purchased or sold or the amount at which a liability can be incurred or liquidated in an actual transaction among parties duly informed under conditions of mutual independence, different from a forced liquidation.

The basis for measuring assets and liabilities at fair value are the current prices in the active market. Lacking such an active market, we estimate said values based on the best information available, including the use of models or other valuation techniques.

We estimated the fair value of the intangible assets acquired as a result of mergers and acquisitions based on the multiple period excess earning method, which implies the estimation of future cash flows generated by intangible assets, adjusted by cash flows that do not come from intangible assets, but from other assets. For this, we estimated the time during which the intangible asset will generate cash flows, the cash flows themselves, cash flows from other assets and a discount rate.

Other assets acquired and implicit liabilities in the business combination are carried at fair value using valuation methods that are considered appropriate under the circumstances including the cost of depreciated recovery and recent transaction values for


comparable assets, among others. These methodologies require certain inputs to be estimated, including the estimation of future cash flows.

Allowances for expected credit losses

We evaluate the possibility of collecting trade accounts receivables using several factors. We apply a simplified approach in calculating expected credit losses. Accordingly, we do not track changes in credit risk, but instead recognize a loss allowance based on lifetime expected credit losses at each reporting date. We have established a provision matrix that is based on our historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

Useful life, residual value and impairment of property, plant, and equipment

Property, plant, and equipment are recorded at cost and depreciated using the straight-line method over the estimated useful life of those assets. Changes in circumstances, such as technological advances, changes to our business model, or changes in our capital strategy might modify the effective useful lives compared to our estimates. Whenever we determine that the useful life of property, plant and equipment might be shortened, it depreciates the excess between the net book value and the estimated recoverable amount according to the revised remaining useful life. Factors such as changes in the planned use of manufacturing equipment, dispensers, and transportation equipment or computer software could make the useful lives of assets shorter. We review the impairment of long-lived assets each time events or changes in circumstances indicate that the book value of any of those assets might not be recovered. The estimate of future cash flows is based, among other things, on certain assumptions about the expected operating profits in the future. Our estimates of discounted cash flows may differ from real cash flows because of, among other reasons, technological changes, economic conditions, changes in the business model, or changes in the operating profit. If the sum of discounted cash flows that have been projected (excluding interest) is less than the carrying value of the asset, the asset will be written down to its estimated recoverable value.

Impact of Foreign Currency Fluctuations

Pursuant to the methodology of conversion of IFRS, the assets and liabilities of the subsidiaries of Brazil and Paraguay are converted from their functional currency (Brazilian real and Paraguayan guaraní, respectively) to the presentation currency of the Parent company (Chilean peso), at the closing exchange rate, and income accounts at the exchange rate of the date of each transaction or at the average exchange rate of each month in which these are performed. In the case of subsidiaries operating in hyperinflationary environments (Argentina, beginning in 2018), non-monetary assets and liabilities and income statements items are restated by the inflation rate of the hyperinflationary economy, bringing its effects to the income statement. These restated balances are converted from the functional currency to the presentation currency at the closing exchange rate of each year. The effects of these conversions are presented as other comprehensive income not affecting the results of the fiscal years ended as of December 31, 2018, 2019 and 2020. The conversion effect resulting from bringing assets and liabilities (including the effects of intercompany accounts designated as an integral part of the investment) from the functional currency to the presentation currency, according to the methodology described above, resulted in a decrease of other comprehensive income of Ch$178,420 million in 2020 (a net decrease of Ch$32,402 million in 2019 and a net decrease of Ch$69,597 million in 2018).

In order to protect us from the effects on income resulting from the volatility of the Brazilian real and the Chilean peso against the U.S. dollar, we maintain derivative contracts (cross currency swaps) to cover almost 100% of U.S. dollar-denominated financial liabilities.

Additionally, according to our currency hedge policy, we enter into forward contracts on a monthly basis to protect against the risk of variation of the U.S. dollar against our local currencies, which has an impact on some of our principal raw materials. Our balance sheets reflect these dollar forward contracts against the Argentine peso, the Brazilian real, the Chilean peso and the Paraguayan guaraní.

The mark to market of these contracts are recorded according to the hedge accounting methodology outlined in IFRS standards, i.e., the valuation at fair value is carried to equity accounts, and when the effect on results of the hedged item occurs, the effects of derivatives contracts, are recycled from equity to operating results. For further information about the instruments we use to protect against foreign currency risk, see “Item 11. Quantitative and Qualitative Disclosures about Market Risk—Foreign Currency Risk”.


B.B.LIQUIDITY AND CAPITAL RESOURCES

Capital Resources, Treasury and Funding Policies

The products we sell are usually paid for in cash or short-term credit, and therefore our main source of financing comes from the cash flow of our operations. This cash flow has been generally sufficient to cover the investments necessary for the normal course of our business, as well as the distribution of dividends approved at our general shareholders’ meeting. Should additional funding be required for potential future investments in geographic expansion or other needs, our main sources of financing are expected to be: (i) debt offerings in the Chilean and international capital markets (ii) borrowings from commercial banks, both internationally and in the local markets where we have operations; and; (iii) public equity offerings.

Certain restrictions could exist to transfer funds from our operating subsidiaries to our parent company, however during 2020,2023, we received dividends from subsidiaries in Argentina, Brazil and Paraguay. On September 1, 2019,In July 2021, the Argentine government reinstated certain exchange restrictions. WeAside from these restrictions that we will likely continue to face during 2024, we cannot assure you that we will not face restrictions in the future regarding the distribution of dividends from ourany other foreign subsidiaries.

Our management believes that we have access to financial resources to maintain our current operations and provide for our current capital expenditure and working capital requirements, scheduled debt payments, interest and income tax payments and dividend payments to shareholders.

The amount and frequency of future dividends to our shareholders will be determined at the general shareholders’ meeting upon the proposal of our board of directors in light of our earnings and financial condition at such time, and we cannot assure you that dividends will be declared in the future. However, it should be noted that Chilean Corporate Law requires us to distribute at least 30% of any profits generated each year.

Our board of directors has been empowered by our shareholders to define our financing and investment policies. Our bylaws do not define a strict financing structure, nor do they limit the types of investments we may make. Traditionally, we have preferred to use our own resources to finance our investments.

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Our financing policy contemplates that each subsidiary finances its own operations. From this perspective, each subsidiary’s management focuses on cash generation and should establish clear targets for operating income, capital expenditures and levels of working capital. These targets are reviewed on a monthly basis to ensure that their objectives are met. Should additional financing needs arise, either as a result of a cash deficit or to take advantage of market opportunities, our general policy is to prefer local financing to allow for natural hedging. If local financing conditions are not acceptable, because of costs or other constraints, Andina will provide financing, or our subsidiary could finance itself in a currency different than the local one and will use derivative instruments to hedge against the operation’s functional currency.

Our cash management policy contemplates that cash surpluses be invested in low risk securities that are mainly short-term and easily liquidated assets until such time that this surplus should be needed.

Derivative instruments are utilized only for business purposes, and not for speculative purposes. Pursuant to our currency hedge policy, forward currency contracts are used in some operations to cover the risk of local currency devaluation relative to the U.S. dollar in an amount not greater than the budgeted purchases of U.S. dollar-denominated raw materials. Depending on market conditions, instead of forward currency contracts, from time to time we prefer to utilize our cash surplus to purchase raw materials in advance to obtain better prices and a fixed exchange rate.

The Company believes its balances of cash and cash equivalents, which totaled Ch$303,684 million as of December 31, 2023, along with cash generated by ongoing operations and continued access to debt markets, will be sufficient to satisfy its cash requirements over the next twelve months and beyond.

The Company’s material cash requirements include the following contractual and other obligations.

Debt

As of December 31, 2023, the Company had outstanding floating- and fixed-rate notes with varying maturities for an aggregate principal amount of Ch$906,223 million (collectively the “Notes”). Future interest payments associated with the Notes total Ch$484,582 million, with Ch$48,971 million payable within 12 months.

Leases

The Company has lease arrangements for certain equipment and facilities, including machinery and production lines, building and installations and technology equipment. As of December 31, 2023, the Company had fixed lease payment obligations of Ch$34,737 million, with Ch$9,926 million payable within 12 months.

Manufacturing Purchase Obligations

The Company has agreements with its collaborating entities for its operation, which are mainly related to contracts entered into to supply products and/or support services in purchase of supplies for production like sugar, beverage cans and payments to obtain rights over mineral spring waters, among others. As of December 31, 2023, the Company had manufacturing purchase obligations of Ch$158,285 million, with Ch$99,771 million payable within 12 months.

Other Purchase Obligations

The Company’s other purchase obligations primarily consist of contracts entered into to supply information technology services, company commitments with its franchisor to make investments or expenses related to the development of the franchise, staff support services, security services, maintenance services for fixed assets. As of December 31, 2023, the Company had other purchase obligations of Ch$31,540 million, with Ch$21,822 million payable within 12 months.

Cash Flows from Operating Activities 20202023 vs. Cash Flows from Operating Activities 20192022 and 20182021

Cash flows from operating activities during 20202023 amounted to Ch$278,769366,830 million compared to Ch$255,148397,452 million in 2019.2022. The increasedecrease in cash flow generation was mainly due to lower paymentshigher payment to suppliers lower tax payments and otheremployees.

For information regarding the cash outflows, partially offset by lower collections.

Seeflows from operating activities 2022 vs 2021, see “Item 5.Operating and Financial Review and Prospects –B. Liquidity and Capital Resources –Capital Resources, Treasury and Funding Policies”,Policies,” in our Company’s annual report on Form 20-F for the fiscal year ended December 31, 2019.2022.

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Cash Flows from Investing Activities 20202023 vs. Cash Flows from Investing Activities 20192022 and 20182021

Cash flows for investment activities (includes purchase and sale of property, plant and equipment; investments in associated companies; and financial investments) amounted togenerated a negative cash flow of Ch$223,879158,289 million in 20202023 compared to a negative cash flow of Ch$110,04885,168 million during 2019.2022. The increase in cash flow used in investing activitiesvariation of Ch$73,120 million with respect to the previous year is mainly explained by greater purchasesthe fact that in the current year net investments for an amount of short-term financial instrumentsCh$32,000 million have been redeemed while in 2022 period investments for an amount of Ch$101,191 million have been redeemed, decreasing cash and cash equivalents. This is partially offset by lower investmentan increase in property, plant and equipment.Capex.


SeeFor information regarding the cash flows from investing activities 2022 vs 2021, see “Item 5.Operating and Financial Review and Prospects –B. Liquidity and Capital Resources –Capital Resources, Treasury and Funding Policies”,Policies,” in our Company’s annual report on Form 20-F for the fiscal year ended December 31, 2019.

2022.

Cash Flows from Financing Activities 20202023 vs. Cash Flows from Financing Activities 20192022 and 20182021

Financing activities generated a positivenegative cash flow of Ch$113,041187,127 million in 2020, increasing2023, with a positive variation of Ch$240,15399,837 million comparedwith respect to 2019,the previous year, which is mainly explained by a new bond issuance in January 2020 (Senior Notes due 2050).

lower payment of dividends.

As of December 31, 2020, 232023, 20 short-term credit lines are available for an amount equivalent to Ch$150,107115,016 million, of which all of them are unused lines of credit that remain available. In Argentina, we had the equivalent of Ch$36,89830,173 million in credit available from nine lines of credit, which have not been used. In Brazil, we had the equivalent of Ch$88,51364,949 million in credit available from 11nine lines of credit, which remaninedremained unused as of December 31, 2020.2023. In Chile, we had the equivalent of Ch$7,000 million in credit available from one line of credit, which has not been used. In Paraguay, we had the equivalent of Ch$17,69612,894 million in credit available from two linesone line of credit, which have not been used.

SeeFor information regarding the cash flows from financing activities 2022 vs 2021, see “Item 5. Operating and Financial Review and Prospects –B. Liquidity and Capital Resources –Capital Resources, Treasury and Funding Policies”,Policies,” in our Company’s annual report on Form 20-F for the fiscal year ended December 31, 2019.2022.

Liabilities

As of December 31, 2020,2023, our total liabilities, excluding non-controlling interest, were Ch$1,616,5042,000,535 million, representing a 13.7% increase6.0% decrease compared to December 31, 2019.

2022.

Current liabilities decreased by Ch$33,602256,374 million, 8.2%27.0% compared to December 2019,2022, mainly due to the decrease in Other current financial liabilities (-Ch$314,305 million) mainly explained by the payment on maturity of the 144A Bond. This decrease was partially offset by the increase in current accounts payable to related entities (-Ch$14,096 million), mainly by lower accounts payable to The Coca-Cola Company and other related companies, coupled with the decrease in trade accounts payableTrade and other current accounts payable (-Ch$13,255(Ch$44,110 million), mainly explained by the negative effectreclassification of translating figures on accountsthe account payable maintained with the former shareholders of Companhia de Bebidas Ipiranga related to a tax credit, from the caption "Other non-current non-financial liabilities", considering that it is a debt that will be paid in Brazil and Argentina.

the short term.

Non-current liabilities increased by Ch$228,062129,611 million, 22.6%11.0% compared to December 2019,2022, mainly due to the increase in otherOther non-current financial liabilities (Ch$246,503139,524 million), which is mainly explained by the recognitionplacement of the Swiss Bond, which is partially offset by the decrease in the mark to market liability forof the cross currency swap of the bond placementissued in the U.S. marketUnited States in January 2020 and by the mark-to-market liability of cross currency swaps of this same bond.(Senior Notes due 2050).

As of December 31, 2020,2023, our bond obligation had a weighted average interest rate of 3.7%3.57% in UF, and 4.5%3.95% in US$ and 2.71% in CHF, while our bank obligation had a weighted average interest rate of 26.6%4.64% for debts in Argentine pesos and 2.0% forthe debts in Chilean pesos.

The following table presents future expirations for additional long-term liabilities. These expirations have been estimated based on accounting estimates because the liabilities do not have specific dates of future payment, as allowance for severance indemnities, contingencies, and liabilities are included.

    

Maturity Years

    

Total

    

1-3 Years

    

3-5 Years

    

More than 5 Years

(Millions Ch$2023)

Provisions

 

54,802

1,314

490

52,998

Other long-term liabilities

 

18,474

455

573

17,446

Total long-term liabilities

 

73,276

1,769

1,063

70,444

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Summary of Significant Debt Instruments

As of December 31, 2020,2023, the Company is in compliance with all its debt covenants which are summarized below:

Series B Local Bonds (BANDI-B1; BANDI-B2)

During 2001, we issued in Chile Series B bonds. This issuance was structured into two series, one of which matured in 2008. As of December 31, 2020,2023, Series B is the outstanding series with sub-series B1 and B2. During 2001, UF 3.7 million in bonds were issued with final maturity in 2026, bearing an annual interest rate of 6.5%. The Series B Local Bonds are subject to the following restrictive covenants:

·In October 2020, the covenant of Consolidated Financial Liabilities / Consolidated Equity was amended as the following: Maintain an indebtedness level where Net Consolidated Financial Liabilities shall not exceed Consolidated Equity by 1.20 times. For these purposes Net Consolidated Financial Liabilities will be the result of: (i) Other Current Financial Liabilities, plus (ii) Other Non-Current Financial Liabilities, less (iii) the sum of Cash and Cash Equivalents; plus, Other Current Financial Assets; plus Other Non-Current Financial Assets (to the extent that they correspond to the active balances of derivative financial instruments, taken to cover exchange rate risks or interest rate risks on financial liabilities).

·Maintain and not lose, sell, assign, or transfer to a third party the geographical area today called the “Metropolitan Region”, as franchised territory in Chile by The Coca-Cola Company, for the development, production, sale and distribution of products and brands of such licensor, in accordance with the respective bottling agreement or license, renewable from time to time.


·Not lose, sell, assign, or transfer to a third party any other territory of Argentina or Brazil, which to date is franchised to the Company by The Coca-Cola Company for the manufacture, production, sale and distribution of products and brands of such licensor; as long as these territories account for more than 40% of the Company’s Adjusted Consolidated Operating Flow.

·Maintain consolidated assets free of any pledge, mortgage or other lien by an amount, less than or equal to 1.3 times the Company’s unsecured consolidated current liabilities.

Unsecured consolidated current liabilities are the Company’s total liabilities, obligations and debts that are not secured with real guarantees on goods and assets of the latter, made voluntarily or by agreement by the Company less the active balances of derivative financial instruments, taken to cover exchange rate risks or interest rate risks on financial liabilities accounted for under Other Current Financial Assets and Other Non-current Financial Assets of the Company’s Consolidated Statement of Financial Position.

Consolidated Assets are assets free of any pledge, mortgage or other lien, as well as those assets that have real liens, mortgage or encumbrances that operate only by law, less the active balances of derivative financial instruments, taken to cover exchange rate risks or interest rate risks on financial liabilities accounted for under Other Current Financial Assets and Other Non-current Financial Assets of the Company’s Consolidated Statement of Financial Position.

In July 2020, derivatives have been contracted (Cross Currency Swaps) that cover 100% of UF denominated financial obligations, redenominating them to Chilean pesos.

Series C Local Bonds (BKOP-C)(BEKOP-C)

As a consequence of our merger with Polar, we became an obligor under the following outstanding bonds issued by Polar in Chile in 2010.

·Series C bonds due 2031, bearing interest at a fixed annual rate equal to 4.00%.

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This series is subject to the following restrictions:

·Maintain a level of Net Financial Indebtedness within its quarterly financial statements that may not exceed 1.5 times, measured by figures included in the Company Consolidated Statement of Financial Position. For these purposes, net financial indebtedness level is defined as the ratio of net financial debt to total equity of the Company (equity attributable to the owners of the controllers plus non-controlling interests). Net financial debt means the difference between the Company financial debt and cash.

·Maintain consolidated assets free of any pledge, mortgage or other encumbrances for an amount at least equal to 1.3 times of the Company unsecured consolidated liabilities.

Unencumbered Assets are (a) assets that meet the following conditions: (i) they are the property of the Company, (ii) they are classified under Total Assets in the Company’s Financial Statement and, (iii) they are free of any pledge, mortgage or other levies constituted in favor of third parties, less (b) Other Current Financial Assets and Other Non-Current Financial Assets included in the Company’s Financial Statements (to the extent they correspond to the active balances of derivative financial instruments, taken to cover exchange rate risks or interest rate risks on financial liabilities).

Unsecured Total Liabilities are (a) liabilities included under Total Current Liabilities and Total Non-Current Liabilities on the Company Financial Statements which do not benefit from preferences or privileges, less (b) Other Current Financial Assets and Other Non-Current Financial Assets of the Company’s Financial Statements (to the extent they correspond to the active balances of derivative financial instruments, taken to cover exchange rate risks or interest rate risks on financial liabilities).

·Not invest in instruments issued by related parties or carry out operations with related parties other than those related to the general purpose of the entities, in conditions that are less favorable to those of the Company in relation to those prevailing in the market.

·Maintain a Net Financial Coverage ratio greater than 3.0 times. Net financial coverage is the ratio between the Company’s EBITDA for the past 12 months and the Company’s Net Financial Expenses. Net financial Expenses is defined as the difference between the absolute value of the interest expenses associated with the issuer'sissuer’s financial debt recorded in the “Financial Costs” account; and interest income associated with the issuer'sissuer’s cash, recorded in the Financial Income account,


for the past 12 months. However, this restriction will be considered breached when the mentioned net financial coverage ratio is lower than the ratio previously indicated during two consecutive quarters.

In July 2020, derivatives have been contracted (Cross Currency Swaps) that cover 100% of UF denominated financial obligations, redenominating them to Chilean pesos.

Series D and E Local Bonds (BANDI-D; BANDI-E)

During 2013 and 2014, Andina placed local bonds in the Chilean market. The issuance was structured into three series, one of which matured in 2020.

·UF 4.0 million of Series D Bonds due 2034 were issued in August 2013, bearing an annual interest rate of 3.8%;

·UF 3.0 million of Series E Bonds due 2035 were issued in March 2014, bearing an annual interest rate of 3.75%.

The Series D and E local bonds are subject to the following restrictions:

·Maintain an indebtedness level where Net Consolidated Financial Liabilities shall not exceed Consolidated Equity by 1.20 times.

For these purposes Net Consolidated Financial Liabilities will be the result of: (i) Other Current Financial Liabilities, plus (ii) Other Non-Current Financial Liabilities, less (iii) the sum of Cash and Cash Equivalents; plus, Other Current Financial Assets; plus, Other Non-Current Financial Assets (to the extent that they correspond to the active balances of derivative financial instruments, taken to cover exchange rate risks or interest rate risks on financial liabilities).

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Consolidated Equity is total equity including non-controlling interests.

·Maintain Consolidated Assets free of any pledge, mortgage or other lien by an amount, at least equal to 1.3 times of the Issuer’s unsecured consolidated current liabilities.

Unsecured Consolidated Current Liabilities are the Company’s total liabilities, obligations and debts that are not secured with real guarantees on goods and assets of the latter, made voluntarily or by agreement by the Company, less the active balances of derivative financial instruments, taken to cover exchange rate risks or interest rate risks on financial liabilities accounted for under Other Current Financial Assets and Other Non-current Financial Assets of the Company’s Consolidated Statement of Financial Position.

For purposes of determining Consolidated Assets these will consider assets free of any pledge, mortgage or other lien, as well as those assets that have real liens, mortgage or encumbrances that operate only by law. Therefore, Consolidated Assets free of any lien, mortgage or other encumbrance are regarded as those assets for which no real lien, mortgage or other encumbrance has been made voluntarily or by agreement by the Company, less the active balances of derivative financial instruments, taken to cover exchange rate risks or interest rate risks on financial liabilities accounted for under Other Current Financial Assets and Other Non-current Financial Assets of the Company’s Consolidated Statement of Financial Position.

·Maintain and not lose, sell, assign, or transfer to a third party the Metropolitan Region, as franchised territory in Chile by The Coca-Cola Company for the production, sale and distribution of products and brands of the licensor. Losing said territory means the non-renewal, cancellation, early termination or annulment of the license agreement granted by The Coca-Cola Company for the Metropolitan Region.

·Not lose, sell, assign, or transfer to a third party any other territory of Argentina or Brazil, which as of the issuance date of the Series C, D and E local bonds were franchised to the Company by The Coca-Cola Company for the manufacture, production, sale and distribution of products and brands of The Coca-Cola Company; as long as these territories account for more than 40% of the Company’s Adjusted Consolidated Operating Flow of the audited fiscal year immediately prior to the moment when such loss, sale, assignment or transfer occurs. For these purposes Adjusted Consolidated Operating Flow is the addition of the following accounting items of the Issuer’s Consolidated Statement of Financial Position: (i) Gross Income, including revenue and cost of sales, less (ii) Distribution Costs, less (iii) Administrative Expenses, plus (iv) Participation in Earnings (Losses) of Associates and Joint Ventures accounted for using the Equity Method, plus (v) Depreciation, plus (vi) Amortization of Intangibles.

In July 2020, derivatives have been contracted (Cross Currency Swaps) that cover 100% of UF denominated financial obligations, redenominating them to Chilean pesos.


Series F Local Bonds (BANDI-F)

During 2018, Andina undertook the partial repurchase (US$210 million) of the Senior Notes due 2023, which was refinanced with the placement of the Series F Local Bonds in the Chilean local market. These bonds were issued in October 2018, in the amount of UF5.7UF 5.7 million, accruing an annual interest rate of 2.8% and with a maturity of 2039.

The Series F local bonds are subject to the following restrictions:

·Maintain an indebtedness level where Net Consolidated Financial Liabilities shall not exceed Consolidated Equity by 1.20 times.

For these purposes Net Consolidated Financial Liabilities will be the result of: (i) Other Current Financial Liabilities, plus (ii) Other Non-Current Financial Liabilities, less (iii) the sum of Cash and Cash Equivalents; plus, Other Current Financial Assets; plus, Other Non-Current Financial Assets (to the extent that they correspond to the active balances of derivative financial instruments, taken to cover exchange rate risks or interest rate risks on financial liabilities).

Consolidated Equity is total equity including non-controlling interests.

·Maintain Consolidated Assets free of any pledge, mortgage or other lien by an amount, at least equal to 1.3 times of the Issuer’s unsecured consolidated current liabilities.

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Unsecured Consolidated Current Liabilities are the Company’s total liabilities, obligations and debts that are not secured with real guarantees on goods and assets of the latter, made voluntarily or by agreement by the Company, less the active balances of derivative financial instruments, taken to cover exchange rate risks or interest rate risks on financial liabilities accounted for under Other Current Financial Assets and Other Non-current Financial Assets of the Company’s Consolidated Statement of Financial Position.

For purposes of determining Consolidated Assets these will consider assets free of any pledge, mortgage or other lien, as well as those assets that have real liens, mortgage or encumbrances that operate only by law. Therefore, Consolidated Assets free of any lien, mortgage or other encumbrance shall be regarded as those assets for which no real lien, mortgage or other encumbrance has been made voluntarily or by agreement by the Company, less the active balances of derivative financial instruments, taken to cover exchange rate risks or interest rate risks on financial liabilities accounted for under Other Current Financial Assets and Other Non-current Financial Assets of the Company’s Consolidated Statement of Financial Position.

·Maintain and not lose, sell, assign, or transfer to a third party the Metropolitan Region, as franchised territory in Chile by The Coca-Cola Company for the production, sale and distribution of products and brands of the licensor. Losing said territory means the non-renewal, cancellation, early termination or annulment of the license agreement granted by The Coca-Cola Company for the Metropolitan Region.

·Not lose, sell, assign, or transfer to a third party any other territory of Argentina or Brazil, which as of the issuance date of the Series F local bonds, is franchised to the Company by The Coca-Cola Company for the manufacture, production, sale and distribution of products and brands of The Coca-Cola Company; as long as these territories account for more than 40% of the Company’s Adjusted Consolidated Operating Flow of the audited fiscal year immediately prior to the moment when said loss, sale, assignment or transfer occurs. For these purposes Adjusted Consolidated Operating Flow is the addition of the following accounting items of the Issuer’s Consolidated Statement of Financial Position: (i) Gross Income, including revenue and cost of sales, less (ii) Distribution Costs, less (iii) Administrative Expenses, plus (iv) Participation in Earnings (Losses) of Associates and Joint Ventures accounted for using the Equity Method, plus (v) Depreciation, plus (vi) Amortization of Intangibles.

In addition, on November 11, 2021, bondholders’ meetings were held for the series C, D, E and F bonds issued in the Chilean local market under the lines registered in the Securities Registry of the CMF under No. 641 (Series C), No. 760 (Series D and E) and No. 912 (Series F), and for the series B bonds corresponding to the fixed amount issue registered in the Securities Registry of the CMF under No. 254. As a result of the aforementioned bondholders’ meetings, the issuance contracts of the aforementioned bond issues were amended. Furthermore, the issuance contracts of the bond lines registered in the Securities Registry of the CMF under No. 911, No. 971 and No. 972 were also amended, because there were no bonds outstanding. In this respect, the modifications were made to financial indebtedness covenants that existed in the aforementioned issuance contracts, to be substituted by a new indebtedness level obligation defined as follows:

Indebtedness Level: Maintain an indebtedness level, measured and calculated quarterly, presented in the manner and within the terms determined by the Financial Market Commission, no greater than 3.5 times.

The following terms shall be construed as:

“Indebtedness Level” the ratio between (a) the average of the Consolidated Net Financial Liabilities, calculated on the last four “Consolidated Financial Statements of Financial Position” contained in the Issuer’s Consolidated Financial Statements filed by the Issuer with the Financial Market Commission as of the calculation date; and (b) the accumulated EBITDA in the twelve consecutive month period ending at the close of the last of the “Consolidated Financial Statements of Results by Function” contained in the Consolidated Financial Statements that the Issuer has filed with the Financial Market Commission as of the calculation date;

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“Consolidated Net Financial Liabilities” means the result of the following transactions on the accounting items of the “Consolidated Statements of Financial Position” contained in the Issuer’s Consolidated Financial Statements indicated below: (i) ”Other Financial Liabilities, Current”, which include short-term obligations with banks and financial institutions, bond liabilities at face rate, issuance costs and discounts associated with the placement and other minor items that in accordance with IFRS regulations must be included in this heading; plus (ii) ”Other Non-Current Financial Liabilities”, which include long-term obligations with banks and financial institutions, bond liabilities at face rate, issuance costs and discounts associated with the placement and other minor items that according to IFRS standards should be included in this heading; less (iii) the sum of “Cash and Cash Equivalents”; plus “Other Financial Assets, Current”; plus “Other Financial Assets, Non-Current” (to the extent that they correspond to asset balances for derivative financial instruments, taken to hedge exchange rate and/or interest rate risk of financial liabilities);
“EBITDA” means the sum of the following accounts of the “Consolidated Statements of Income by Function” contained in the Issuer’s Consolidated Financial Statements: “Revenues from Ordinary Activities”, “Cost of Sales”, “Distribution Costs”, “Administrative Expenses” and “Other Expenses, by function”, deducting the value of “Depreciation” and “Amortization for the Fiscal Year” presented in the Notes to the Issuer’s Consolidated Financial Statements.

Senior Notes due 2023

In October 2013, we issued US$575 million of Senior Notes in the U.S. market under 144A/Reg S regulations. These notes are unsecured obligations with the whole principal amount due in 2023. The proceeds from these notes were used to finance a portion of the purchase price for our acquisition of Ipiranga and for general corporate purposes.

In October 2018, as part of the Company’s debt reprofiling, Andina undertook a partial repurchase of the Senior Notes in the amount of US$210 million (which was refinanced with the placement of Series F Local Bonds in the Chilean local market), with a total remaining outstanding amount of Senior Notes of US$365 million.

In parallel, derivatives have been contracted (cross currency swaps) to partially redenominate US$360 million dollar-denominated financial obligations to Brazilian reais.


In September 2023, these Senior Unsecured bonds matured, being refinanced by a new corporate issuance in the Swiss Market.

Senior Notes due 2050

On January 21, 2020, the Company issued a 30-year corporate bondUS$300 million Senior Bond in the international markets for US$300 millionU.S. market under 144A/Reg S regulations. These notes are unsecured obligations with the whole principal amount due in 2050, with an annual coupon rate of 3.950%. The use of fundsproceeds from this operation arethese notes were used to finance general corporate purposes which could include an eventual payment of existing liabilities, financing of potential acquisitions and improvement of the company's liquidity position.

At the same time, derivative contracts (cross currency swaps) have been entered into to fully redenominate financial obligations denominated in U.S. dollars to UF.

Senior Notes due 2028

In September 2023, the Company issued a 5-year corporate bond for CHF$170 million in the Swiss market under local regulations. These notes are unsecured obligations with the whole principal amount due in 2028, with an annual fixed rate of 2.7175%. The proceeds from these notes were used mainly to refinance the Company’s 2023 Senior Unsecured Bond and to finance investments in Brazil.

In parallel, derivatives have been contracted (Cross Currency Swaps)(cross currency swaps) by Rio de Janeiro Refrescos Ltda., a subsidiary of Embotelladora Andina in Brazil, to fullyeffectively redenominate the US dollar-denominated financial obligationsCHF$170 million Swiss francs to UF’s.

Brazilian reais.

C.C.RESEARCH AND DEVELOPMENT, PATENTS AND LICENSES

Given the nature of the business and the support provided by The Coca-Cola Company as franchisor to its bottlers, the Company’s research and development expenses are not meaningful. For more information on patents and licenses, see “Item 4. Information on the Company – Bottler Agreements”.Agreements.”

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D.D.TREND INFORMATION

Our results will likely continue to be influenced by changes in the level of consumer demand in the countries in which we operate, resulting from governmental economic measures that are or may be implemented in the future. Additionally, principalthe main raw materials used in the production of soft drinks, such as sugar and resin, may experience price increases in the future. Such price increases may affect our results if we are unable to pass the cost increases on to the sales price of our products due to depressed consumer demand and/or heightened competition.

Increased competition from low-price brands is another factor that could limit our ability to grow, and thus negatively affect our results.

Additionally, exchange rate fluctuations, in particular the potential devaluations relative to the U.S. dollar of local currencies in the countries in which we operate, may adversely affect our results because of the impact on the cost of U.S. dollar-denominated raw materials and the conversion of monetary assets.

E.[Reserved]

The outbreak of the COVID-19 pandemic and the extraordinary measures adopted by the government to contain the spread of the virus, could adversely affect our business and results of operations. For more information see “Item 3. Key Information – D. Risk Factors – Our business is subject to risks arising from the ongoing COVID-19 pandemic”.F.[Reserved]

E.OFF-BALANCE SHEET ARRANGEMENTS

As of December 31, 2020, we did not have any material off-balance sheet arrangements.

F.CONTRACTUAL OBLIGATIONS

The following table sets forth our principal contractual and commercial obligations as of December 31, 2020:

  Payments Due by Period 
  Less than 1 year  1-3 Years  3-5 Years  More than 5 years  Total 
                
  (in millions of Ch$) 
Debt with financial institutions (1)   776   850   162   4,081   5,869 
Bonds (1) (2)   72,133   11,977   285,048   628,944   998,102 
Lease obligations (1)   5,718   5,129   10,012   198   21,057 
Purchase obligations (1) (3)   8,426   83,368   23,287   9,714   124,795 
Total  87,053   101,324   318,509   642,937   1,149,823 

(1)Includes interest.

(2)See note 17 to our consolidated financial statements for additional information.

(3)G.SAFE HARBORThis includes: (i) IT services contract, and (ii) some services and raw material contracts, mainly for sugar.


The following table presents future expirations for additional long-term liabilities. These expirations have been estimated based on accounting estimates because the liabilities do not have specific dates of future payment, as allowance for severance indemnities, contingencies, and liabilities are included.

  Maturity Years 
  Total  1-3 Years  3-5 Years  More than 5 Years 
             
  (Millions Ch$ 2020) 
Provisions  50,070   1,335   789   47,946 
Other long-term liabilities  13,636   648   427   12,561 
Total long-term liabilities  63,706   1,983   1,216   60,507 

G.SAFE HARBOR

See “Introduction - Presentation of Financial and Certain Other Information—Forward-Looking Statements”.Statements.”


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ITEM 6.

ITEM 6.DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

A.A.DIRECTORS AND SENIOR MANAGEMENT

Pursuant to Chilean law, we are managed by a group of executive officers under the supervision of our board of directors. The Company’s operations in Chile, Brazil, Argentina and Paraguay report to the corporate headquarters in Chile.

Board of Directors

In accordance with our current bylaws, the board of directors is comprised of fourteen (14) directors. The directors may or may not be shareholders and are elected at general shareholders’ meetings for a three-year term, with re-election permitted. Cumulative voting is permitted for the election of directors.

In the event of a vacancy, the board of directors may appoint a replacement to fill the vacancy, and the entire board of directors must be elected or re-elected at the next regularly scheduled general shareholders’ meeting.

The shareholders agreement regulates the election of directors of the Company by the controlling shareholders (See “Item 7. Major Shareholders and Transactions with Related Companies”). In addition, pursuant to the terms and conditions of the deposit agreement entered between The Company and the Bank of New York dated as of December 14, 2000, (the “Deposit Agreement”), if no instructions are received by The Bank of New York, as depositary (the “Depositary”), it shall give a discretionary proxy to a person designated by the chairman of our board of directors with respect to the shares or other deposited securities that represent the ADRs.

The following table sets forth information with respect to the current directors of the Company, which have been elected at our general shareholders’ meeting dated April 15, 2021:

Company:

Name

Age(3)

Date of expiration
current term

Position

Juan Claro

Name

Age(3)

70

current term

April 15, 2024Chairman

Position

Eduardo Chadwick

Juan Claro

73

61

April 25, 2024

April 15, 2024Director

Chairman

Salvador Said(1)

Gonzalo Said(1)

59

56

April 25, 2024

April 15, 2024

Vice Chairman

Salvador Said(1)

59

April 25, 2024

Director

José Antonio Garcés

57

54

April 25, 2024

April 15, 2024

Director

Gonzalo Said(1)

Eduardo Chadwick

64

56

April 25, 2024

April 15, 2024

Director

Roberto Mercadé

55

52

April 25, 2024

April 15, 2024

Director

Gonzalo Parot(2)Parot(2)

71

68

April 25, 2024

April 15, 2024

Director

Georges de Bourguignon

61

58

April 25, 2024

April 15, 2024

Director

Domingo Cruzat(2)

67

64

April 25, 2024

April 15, 2024

Director

Rodrigo Vergara

61

58

April 25, 2024

April 15, 2024

Director

Felipe Joannon

64

61

April 25, 2024

April 15, 2024

Director

Marco Antonio Araujo

Luis Felipe Coelho Duprat Avellar

57

54

April 25, 2024

April 15, 2024

Director

Mariano Rossi

58

54

April 25, 2024

April 15, 2024

Director

Carmen Román

56

53

April 25, 2024

April 15, 2024

Director

(1)(1)Salvador Said is first cousin of Gonzalo Said.

(2)(2)Independent from controlling shareholder pursuant to Article 50 bis, paragraph 6 of the Chilean Public Company Law N° 18,046.

(3)(3)Age at December 31, 2020.2023.

The following are brief biographies of each of the Company’s directors:

Juan Claro GonzalezGonzález

Appointment: He has been a member of the board of directors, and also the Chairman since 2004.

Experience:Experience: He holds ahas studies of civil engineering degree fromand theoretical physics at the Pontificia Universidad Católica de Chile. He was the president ofhas developed an outstanding business representation activity by chairing the Sociedad de Fomento Fabril (Sofofa)(SOFOFA), between 2001 and 2005, the Confederación de la Producción y del Comercio (CPC), between 2002 and 2005, and also of the Chile-China Bilateral Business Council, between 2005 and 2007. He has served on the boards of Gasco S.A. (1991-2000), CMPC S.A. (2005-2011) and Entel S.A. (2005-2011). He was the founding Chairman of Metrogas S.A. (1994-2000) worked on the development of the trans-Andean gas interconnection and of the electric company Emel S.A. (2001-2007).

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Other positions: With more than 17 years of experience in the mass consumption and beverage industry, he is a director of Melón S.A., of Agrosuper S.A., where he is a member of the Risk Committee, and of Antofagasta PLC, where he is a member of the Sustainability and Stakeholders Committee. He is also an honorary member of the Centro de Estudios Públicos (CEP).

Gonzalo Said Handal

Appointment: He has been member of the board of directors of the Company since April 1993.

Experience: He holds a business administration degree from Universidad Gabriela Mistral, with specialization in finance, best practices and corporate governance. He is Vice-chairman of SOFOFA and director of Fundación Generación Empresarial, from where he promotes his vision on Corporate Governance and good business practices. With 30 years of experience in the beverage and mass consumption industry. Currently,industry, he is a member of the risk committeeRisk Committee of AgrosuperScotiabank Chile and of the Ethics and Sustainability Committee of Coca-Cola Andina, contributing with his experience in Corporate Risk and ESG matters.

Other positions: He serves as director of Scotiabank Chile S.A. and member of the sustainability and stakeholders' committee of Antofagasta PLC.Holding de Empresas Said Handal.

Salvador Said Somavía

Appointment:He has been a member of the board of directors of the following companies: Gasco S.A (1991-2000), CMPC S.A. (2005-2011), Entel S.A. (2005-2011) and chairman of the board of directors of Metrogas (1994-2000) and Emel S.A (2001-2007).Company since 1992.

Other positions:Experience: Currently, he is He holds a business administration degree from Universidad Gabriela Mistral, with specialization in business management. He was a member of the board of directors of Antofagasta PLC, Cementos Melon, AgrosuperEnvases del Pacífico S.A. and Energía Llaima.Envases CMF S.A. He also participates in non-profit organizations oriented to entrepreneurship, such as Endeavor Chile, where he was the chairman for six years. He is also an honorary memberadvisor of the Centro de Estudios Públicos (CEP).

Other positions: Currently, he is the chairman of Scotiabank Chile S.A. and of Parque Arauco S.A., chief executive officer of Inversiones Caburga SpA and Inversiones Cabildo SpA, and director of several companies from diverse business sectors.


José Antonio Garcés Silva

Appointment:Appointment: He has been a member of the board of directors of the Company since 1992.

Experience:He holds a business administration degree from the Universidad Gabriela Mistral with a specialization in Finance, andFinance. He has postgraduate studies with an executiveExecutive MBA and PADE from the ESE school fromof the Universidad de Los Andes. Previously, he was chairmanAndes and a master’s in philosophy and ethics from the Universidad Adolfo Ibáñez. He is Chairman of the board of directorsBoard of Banvida S.A., CEOPast President of USEC and director of Fundación Paternitas, as well as General Manager of Inversiones San Andrés (family holding company), past presidentholding) and Advisor of USEC, member of the board of Fundación Paternitas and advisor of Sofofa.SOFOFA. He has 25 years of experience in the beverage and mass consumption industry and extensivea vast experience in risk and cybersecurity in the financial sector. Currently he is a member of the risk committee of Banco Consorcio.

Other positions: Currently, heHe is member of the board of directorsalso currently a director of Banco Consorcio, CN Life Compañía de Seguros, Consorcio Nacional de Seguros, Banvida S.A., Energía Llaima SpA, and Andes Iron SpASpA. He is also a member of the Culture, Ethics and Viña Montes.Sustainability Committee of Coca - Cola Andina.

Eduardo Chadwick Claro

Marco Antonio Araujo

Appointment: He has been member of the board of directors of the Company since June 2012.

Experience: He holds a civil industrial engineering degree with a major in Chemistry from the Pontificia Universidad Católica de Chile, Class of 1981, and was elected UC Engineer of the Year in 2017. He is a recognized entrepreneur in the agricultural sector, mainly in the wine and beverage industries, with more than 40 years of experience, both in Chile and abroad. He is considered as one of the main promoters and developers of the image of fine wines in Chile. He was Chairman of Cervecería Austral until 2007, Chairman of Viña Errázuriz and Coca-Cola Polar until 2012 and is currently a director and member of the executive committee of Coca-Cola Andina.

Other Positions: He is President of the holding company of the Chadwick Claro family, Founder and Director of Hatch Mansfield Co. in England and Maltexco S.A. He was Director of Sofofa until 2015, and also served as ABAC/APEC representative of the Government of Chile during the years 2018 to 2020. He was selected in 2021 as one of the 25 people chosen from Imagen de Chile to be part of the "Chilen@s Creando Futuro" Network. He successfully participated at the University of Oxford in The Oxford Strategic Leadership Programme in 2013 and later he was a Fellow of the Advance Leadership Initiative Program at Harvard University, which he attended during the year 2022.

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Roberto Mercadé

Appointment: He has been member of the board of directors of the Company since April 2020.2019.

Experience: He holds a systems andan industrial engineer degrees, both from Pontificia Universidad Católica de Rio de Janeiro, Brazil; He also holds a masters in financeengineering degree from the Pontificia Universidad Católica de Rio de Janeiro, Brazil and postgraduate studies in accounting from the FGV in Rio de Janeiro, Brazil. He is CFOGeorgia Institute of Technology, Atlanta (United States). Previously, he was member of the Latin America Operating Unit at The Coca-Cola Company.board of directors of ARCA-Lindley in Peru, Escuela Campo Alegre in Venezuela and American International School of Johannesburg in South Africa. He has 2830 years of experience in the beverage industry and mass consumption industry. He was President of Coca-Cola de Mexico where he also led the Coca-Cola Foundation. He has developed his experience in mergersthe regions of Latin America, Africa and acquisitions, risk management and sustainability.Asia- Pacific.

Other positions:At He is currently Global President of The McDonald’s Division at The Coca-Cola Company.

Gonzalo Parot Palma

Appointment: He has been member of the board of directors of the Company since 2009.

Experience: He holds a civil industrial engineering degree from the Universidad de Chile, a master's in industrial engineering degree with a major in Economics from the Universidad de Chile and a master's in economics from the University of Chicago. His areas of specialization are Business Economics, Market Organization and Regulation, Public Finance and Corporate Finances. With 23 years of experience in the beverage and mass consumption industry, he has servedworked as Finance VP & CFO JapanHead of Studies at CCU S.A., Corporate Manager of Studies and Development at Empresas CMPC S.A., Executive President of Filiales Envases y Productos de Papel CMPC S.A., General Manager and Director of Celulosa del Pacífico, Corporate General Manager of CMPC Tissue S.A. and Director and Corporate General Manager of Copesa S.A. During his career he has stood out as Director, Chief Executive Officer and Advisor of the Corporación Municipal and Teatro Municipal de Santiago; Director of the National Press Association and of the Chilean-Argentine Chamber of Business, Unit; Finance VP & CFO BrazilProfessor and Director of the School of Economics and Business Unit; Finance VP & CFO Mexico Business Unit; M&A Manager for Latin America, Atlanta-USA; Financeof the Universidad de Chile; Professor and Dean of Economics and Administration of the Universidad Gabriela Mistral.

Other positions: Currently serves as Director Madrid, Spain; Finance Manager SE Region, Brazil Division; and Financial Planning Analyst/Manager, Brazil Division.of AES Andes S.A.

Georges De Bourguignon Arndt

Appointment: He has been a member of the board of directors of the Company since April 2016.

Experience: He holds an economist degree from the Pontificia Universidad Católica de Chile with a specialization in finance and has an MBA from Harvard University. In the academic field, he washas been a professor of economicsEconomics at the Universidad Católica and Director of Harvard Business School Alumni Boardde Chile, while in Boston. Hethe business world, he is co-founder and CEOcurrently President of Asset Chile. PreviouslyChile S.A., a corporate finance consulting firm, and Asset AGF, an investment fund management company. He also serves as a Director in several companies, including Vivo Spa, where he has been Chairman since August 2022, and Tanica S.A., since May 2017. With more than 10 years of experience in mass consumption issues, he was directora Director of Soquimich S.A. (2019 - April 2022), Empresas La Polar S.A. (2011-2015), Sal Lobos S.A. (2006-2018) and Chairman of the Directors’ Committee of Latam Airlines Group (2011-2019) and Empresas La Polar S.A. (2011-2015)(2012-2019). He has more than five years of experience in the mass consumption industry. He was a member of the Latam Airlines Group and currently serves in the risk committees of Sociedad Química y Minera de Chile S.A. and Asset AGF S.A. He also is a member of the sustainability committee of Sociedad Química y Minera de Chile S.A.

Other positions: Currently, he is member of the board of directors of Asset Chile S.A., Asset AGF S.A., Sociedad Química y Minera de Chile S.A. and Tánica S.A.

Eduardo Chadwick Claro

Appointment: He has been member of the board of directors of the Company since June 2012.

Experience: He holds a civil industrial engineering degree from the Pontificia Universidad Catolica de Chile. He has 30 years experience in the beverage and mass consumption industry.

Other positions: Currently, he is the chairman of the board of Vina Errazuriz and member of the board of directors of Empresas Penta S.A., Maltexco S.A. and Ebema S.A.

Domingo Cruzat Amunátegui

Appointment: He has been member of the board of directors of the Company since 2021.

Experience:He holds a civil industrial engineering degree from the Universidad de Chile and an MBA from The Wharton School of the University of Pennsylvania. Previously, he served as comercial manager at Pesquera Coloso – San José; CEO at Watt’s Alimentos; CEO at Loncoleche, CEO at Bellsouth Chile and chief operations officer at Compañía Sudamericana de Vapores. He hasWith more than 12 years of experience in the beverage and mass consumption industry.industry, he served as Commercial Manager at Pesquera Coloso-San José; CEO of Watt’s Alimentos; CEO of Loncoleche, CEO of Bellsouth Chile and Deputy General Manager of Compañía Sudamericana de Vapores. He is a university professor in the areas of marketing and sales at the ESE from theof Universidad de Los Andes. He has also been member ofserved on the board of directorsBoards of Conpax, Construmart, Copefrut, Essal, Principal Financial Group, Compañía Sudamericana de Vapores and Viña San Pedro de Tarapacá. Additionally,In addition, he was chairmanChairman of the boardBoard of Correos de Chile and presidentChairman of the SEP (“Sistema de Empresas Públicas”)blicas (SEP).

Other positions: Currently, he is member of the board of directors of Enel Américas, IP Chile, SEP and Stars (Family Office). Additionally, he is founding partner of Fundación La Esperanza, a foundation dedicated to rehabilitating young drug addicts.

Rodrigo Vergara Montes

Roberto Mercade

Appointment: He has been member of the board of directors of the Company since April 2019.

Experience: He holds a civil industrial engineering degree from the Georgia Institute of Technology, Atlanta (United States). Previously, he was member of the board of directors of ARCA-Lindley in Peru, Escuela Campo Alegre in Venezuela and American


International School of Johannesburg in South Africa. Has 29 years of experience in the beverage and mass consumption industry. He was responsible for the risk management operation at The Coca-Cola Company’s Latin Center. In the sustainability area, he was responsible for co-creating and managing the World Without Waste strategy for the same unit. He has developed his experience in the regions of Latin America, Africa and Asia.

Other positions: Currently serves as president of Coca-Cola Mexico in The Coca-Cola Company.

Gonzalo Parot Palma

Appointment: He has been member of the board of directors of the Company since 2009.

Experience: He holds a civil industrial engineering and economist degree from the Universidad de Chile, a master in industrial engineering degree from Universidad de Chile and a master in economics from the University of Chicago. Previously, he served as head of research at CCU S.A., corporate manager of research and development in Empresas CMPC S.A., executive chairman of Filiales Envases y Productos de Papel CMPC S.A.; general manager and director of Pacific Pulp; corporate general manager of CMPC Tissue S.A.; and director and corporate general manager of Copesa S.A. In his career he has been director, executive vice president and advisor of the Municipal Corporation and Municipal Theater of Santiago, director of the Asociación Nacional de la Prensa and the the Cámara Chileno-Argentina de Negocios, professor and director of the School of Business and Economics of the Universidad de Chile, professor and dean of economics and Administration of the Universidad Gabriela Mistral. He has 16 years of experience in the beverage and mass consumption industry.

Other positions: Currently serves as Director of AES Gener S.A.

Mariano Rossi

Appointment: He has been member of the board of directors of the Company since June 2012.

Experience: He holds a business administration degree from the School of Economics, Universidad de Buenos Aires with a specialization in finance. At The Coca-Cola Company, he was CFO in Spain, Latin America and General Manager in Argentina. He has also been director in different bottlers of the Coca-Cola System in Chile (Embonor and Polar), Peru (JRL Lindley) and Uruguay (Monresa) between 1999 and 2008. He has participated in executive programs at the University of Michigan and IESE (Switzerland), as well as in the executive development programs of The Coca-Cola Company of Emory & Wharton Universities (USA). He has 30 years of experience in the beverage and mass consumption industry.

Salvador Said Somavia

Appointment: He has been member of the board of directors of the Company since 1992.

Experience: He holds a business administration degree from Universidad Gabriela Mistral, with specialization in business management. He was a member of the board of Envases del Pacífico S.A. and Envases CMF S.A. He also participates in non-profit organizations, such as Endeavor Chile, where he was the chairman for six years and currently he continues as a member of the board. He is a member of the board of directors of the Centro de Estudios Públicos (CEP). He has 22 years of experience in the beverage and mass consumption industry. He has knowledge and experience in risk management due to his position as member of the board of Scotiabank Chile since 2011 and as a member of the risk committe of the bank.

Other positions: Currently, he is the chairman of Scotiabank Chile S.A. and member of the board of Parque Arauco S.A., Energía Llaima SpA, SmSalud S.A., Idelpa Energía S.A., Inversiones Sevillana S.A., Inmobiliaria Atlantis S.A., Inversiones del Pacífico S.A., and Administradora Costanera S.A.

Gonzalo Said Handal

Appointment: He has been member of the board of directors of the Company since April 1993.

Experience: He holds a business administration degree from Universidad Gabriela Mistral, with specialization in finance, best practices and corporate governance. he is a member of the board of directors of Sofofa and chairman of the board of directors of Fundación Generación Empresarial. He has 30 years of experience in the beverage and mass consumption industry. He has knowledge and experience in risk management as a business administrator and member of the risk committee of Scotiabank Chile, as well as knowledge and experience in sustainability as a member of the ethics and sustainability committee of Embotelladora Andina S.A. and through Fundación Generación Empresarial.

Other positions: Currently, he serves as director of Scotiabank Chile S.A., Energia Llaima SpA and of Holding de Empresas Said Handal.

Felipe Joannon Vergara

Appointment: He has been member of the board of directors of the Company since April 2018.

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Experience:He holds a business administration degree wihtfrom the Pontificia Universidad Católica de Chile and a PhD in Economics from Harvard University. In the academic field, he is a professor at the Economics Institute of the Universidad Católica de Chile, while in his professional career he was President of the Central Bank of Chile (2011-2016) and advisor of the same entity (2009-2011). He was a director at Moneda S.A., Moneda AGF, Entel S.A. and Banco Internacional. Due to his experience in the Central Bank, he has extensive knowledge of Risk Management and Financial Matters, as well as Cybersecurity and Sustainability.

Other positions: He is a Director of Banco Santander Chile and Besalco S.A. He holds the position of Senior Economist at the Centro de Estudios Públicos (CEP) and Research Associate at the Mossavar- Rahmani Center at Harvard University’s School of Governance. He is also Director of the Fundación Nacional para la Superación de la Pobreza (National Foundation for Overcoming Poverty).

Felipe Joannon Vergara

Appointment: He has been member of the board of directors of the Company since April 2018.

Experience: He holds a business administration degree with a major in economics from the Pontificia Universidad Católica de Chile and an MBA from The Wharton School. Previously, he was member of the board of directors of the companies of Grupo Luksic, development manager of Quiñenco S.A., general manager of Viña Santa Rita and assistant general manager of Cristalerías de Chile S.A. In the academic field, he is a professor at the School of Administration and Economics of the Pontificia Universidad Católica de Chile and at the ESE of the Universidad de los Andes.Chile.


Other positions: Currently, he is a member of the board of Forestal O'Higgins (parent company of the Matte Group), Quimetal Industrial S.A., Icom Gestión Inmobiliaria SpA, Altis S.A. AGF, and Maquinarias y Construcciones Río Loa S.A., Almendral S.A., Constructora e Inmobiliaria EBCO S.A., Wenco S.A and VIVO S.A.

Luis Felipe Coelho Duprat Avellar

Rodrigo Vergara Montes

Appointment: He has been a member of the board of directors of the Company since 2023.

Experience: Since January 2023, he has served as President of Coca-Cola Mexico at The Coca-Cola Company. He joined Coca-Cola Brazil in 2002 in the Finance department, where he gained experience in several roles in Finance and Planning. He was also Director of Market Development for Coca-Cola FEMSA's territory in Brazil, and General Manager of Southern Brazil operations. He subsequently served as Vice President and General Manager of The Coca-Cola Company's South African franchise and led the Coca-Cola System in South Africa, Swaziland and Lesotho. From 2021-2022, he served as President of Southern Operations for The Coca-Cola Company. In this position, he was responsible for operations in 6 Latin American countries: Argentina, Bolivia, Brazil, Chile, Paraguay and Uruguay. Prior to joining the board of Coca-Cola Andina in 2023, he served on the boards of Arca Continental Bebidas in Mexico from 2021-2022, and MOVER (Movement for Racial Equity) in Brazil from its foundation until 2022. In addition, he was chairman of the board of directors of the Coca-Cola Brazil Institute between 2021-2022 and is currently chairman of the board of directors of the Coca-Cola Mexico Foundation.

Mariano Rossi

Appointment: He has been member of the board of directors of the Company since April 2018.June 2012.

Experience: He holds a business administration degree from from the Pontificia Universidad Católica de Chile and a PhD inSchool of Economics from Harvard University. Former President of the Banco CentralUniversidad de Chile (2011-2016) and director of the same monetary entity (2009-2011). He was a director of Moneda S.A., Moneda AGF, Entel S.A. and Banco Internacional.Buenos Aires, specializing in Finance. He has knowledgeparticipated in Executive Programs at the University of Michigan and IESE (Switzerland) as well as in Executive Development Programs at The Coca-Cola Company of Emory & Wharton Universities (USA). With 32 years of experience in Risk Management due to the functions he developed in Banco Central. He exhibits knowledgebeverage and experience in sustainability from his work in the monetary entity and in the companies in whichmass consumption industry, he has been director. In the area of cybersecurity, heChief Financial Officer in Spain, Chief Financial Officer (CFO) in Latin America and General Manager in Argentina at The Coca-Cola Company. He has knowledge and experience given that this is an issueparticipated as Director in different bottlers of the utmost relevance for Banco Central, as well as for the banks in which he has been director. In the academic field, he is a professor at Instituto de EconomíaCoca-Cola System: Chile (Embonor and Polar), Peru (JRL Lindley) and Uruguay (Monresa), between 1999 and 2008.

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Other positions: Currently, he is member of the board of Banco Santander Chile and Besalco S.A. He also is a Senior Economist at the Centro de Estudios Públicos and an Associate Researcher at the Mossavar-Rahmani Center for Business and Government of Harvard University.

Carmen Román Arancibia

Appointment: She has been member of the board of directors of the Company since 2021.

Experience:She holds a law degree from from Universidad Gabriela Mistral. Former chief legal officer and head of corporate affairs of Walmart Chile. She has developed a strongsolid experience in the retail industry, working for 11 years inat Walmart, four years in Santa Isabel, and for seven years in Cencosud.at Cencosud and 4 years at Santa Isabel. She has knowledge and experience in risk management, due to her role as chief complianceDirector of Compliance and ethics officer inEthics at Walmart. She exhibitsDue to her knowledge and experience in sustainability from her work as presidentCorporate Governance, Sustainability and Shared Value, she was appointed Co-Chair of the sustainabilitySustainability and corporate governance committee atCorporate Governance Committee of SOFOFA. In the area of diversity and inclusion, she has knowledge and experience as a mentor and trainer of femalewomen’s leadership programs.

Other positions: Currently, sheShe is currently a member of the boardLegal Sustainability Council of directors of the legal sustainability council in the Universidad Católica, and Valle Escondido Golf Club. Also, she is counselormember of the Legal Circle of Icare, advisor in Comunidad Mujer and Laboratoria ONGDirector of Fundación Generación Empresarial. She is also a member of Coca-Cola Andina’s Culture, Ethics and part of the Círculo Legal of Icare.Sustainability Committee.

Executive Officers

The following table includes information regarding our senior executives:

Name
Age(1)
Position

Name

Age(1)

Position

Miguel Ángel Peirano

64

61

Chief Executive Officer

Andrés Wainer

53

50

Chief Financial Officer
Fernando Jaña43Chief Strategic Planning Officer
Jaime Cohen53Chief Legal Officer
Martín Idígoras45Chief IT Officer
Gonzalo Muñoz59Chief Human Resources Officer
Fabián Castelli55General Manager of Embotelladora del Atlántico S.A.
Renato Barbosa60General Manager of Rio de Janeiro Refrescos Ltda.
José Luis Solorzano50General Manager of Embotelladora Andina S.A.
Francisco Sanfurgo66General Manager of Paraguay Refrescos S.A.

(1)Age at December 31, 2020.

Miguel Angel Peirano

Chief Executive Officer

He holds an electronic engineer degree from the Instituto Tecnológico de Buenos Aires and has postgraduate studies at Harvard Business School and Stanford University. He joined the Company and became Executive Vice President in 2011. Previously, he was senior engagement manager at McKinsey & Company and was president of Coca-Cola Femsa Mercosur.

Andres Wainer

Chief Financial Officer

Fernando Jaña

He holds a business administration degree with a major in economics from the Pontificia Universidad Católica de Chile and a master's degree in finance from the London Business School. He joined the Company in 1996 and since 2010 he has been

46

Chief Financial Officer. Previously, he was development manager at Coca-Cola Andina Argentina, administration and finance manager at Coca-Cola Andina Chile and research and development corporate manager at the Corporate Office.Strategic Planning Officer


Jaime Cohen

56

Chief Legal Officer

Martín Idígoras

He holds a law degree from the Universidad de Chile and a master law degree from the University of Virginia, United States. He joined the Company in 2008. Previously, he was manager of legal affairs at Socovesa S.A. (2004-2008); corporate banking lawyer at Citibank N.A., Santiago de Chile (2000-2004); international associate at Milbank, Tweed, Hadley & McCloy, New York (2001-2002); associate lawyer at Cruzat, Ortúzar & Mackenna, Baker & McKenzie (1996-1999) and lawyer in the area of financial and real estate advisory at Banco Edwards (1993-1996).

48

Chief IT Officer

Gonzalo Muñoz

62

Chief Human Resources Officer

Fabián Castelli

He He holds an auditor accountant degree from Universidad de Chile. He joined the Company in 2015. Previously, he was director of finance, general manager and director of human resources in various latin american countries in the British American Tobacco company. He has also served as a professor of marketing at Universidad de Chile.

58

Martin Idigoras 

Chief Information Technology Officer

He holds a bachelor's degree in systems from Universidad John F. Kennedy in Argentina, with a specialization in information technology. He joined the Company in 2018. Previously he worked for 17 years at Cencosud. During that time he served as CIO for the home improvement division (2015-2018), regional manager of the SAP center of expertise (2014-2015) and CTO for the home improvement division (2015-2018) and regional CTO (2010-June 2014). He also worked in different technology positions in different companies such as Correo Argentino and Arcor.

Fernando Jaña 

Chief Strategic Planning Officer

He holds a industrial civil engineering degree from Universidad Adolfo Ibáñez and a master's degree in logistics and supply chain management from The University of Sydney, Australia. He joined the Company in 2014 and has held his current position since 2019. He was general manager of Coca-Cola del Valle, manager of innovation and projects in Coca-Cola Andina Chile, ecommerce manager at Cencosud Supermercados and logistics and distribution manager at CCU. He has also worked as a teacher and researcher at Universidad Adolfo Ibáñez.

Jose Luis Solorzano 

General Manager Coca-Cola Andina Chile

He holds a business administration degree from Universidad Adolfo Ibáñez, with specialization in the areas of marketing and finance. He joined the Company in 2003 and since 2014 he has been general manager of Coca-Cola Andina Chile. He previously held the positions of general manager of Coca-Cola Andina Argentina and commercial manager of Coca-Cola Andina Chile. Prior to that, he was commercial manager of Coca-Cola Polar.Embotelladora del Atlántico S.A.

Renato Barbosa

Fabian Castelli 

63

General Manager Coca-Cola Andina Argentina

He holds a industrial engineering degree from Universidad Nacional de Cuyo, with specialization in a management development program at IAE, Argentina and Donald R. Keough System Leadership Academy. He joined the Company in 1994 and since 2014 he has been general manager of Coca-Cola Andina Argentina. Previously he held the positions of head of the mendoza sales department, business development and planning manager, marketing manager and commercial manager. He was also director of AdeS in Argentina, vice president of Asociación de Fabricantes Argentinos de Coca-Cola (AFAC) and Director of Cámara Argentina de Industria de Bebidas sin Alcohol (Argentine Chamber of Non-Alcoholic Beverages Industry).

Renato Barbosa 

General Manager Coca-Cola Andina Brazil

He holds an economist degree from Universidade do Distrito Federal Brazil, with specialization in business and post graduation studies in business from FGV Sao Paulo, Brazil and an MBA in marketing from the FGV Rio de Janeiro Brazil. He joined the Company in 2012 as general manager of Coca-Cola Andina Brazil. Previously held the position of general manager of Brasal Refrigerantes (Coca-Cola bottler in the central-eastern region of Brazil).Refrescos Ltda.

José Luis Solórzano

Francisco Sanfrugo 

53

General Manager Coca-Cola Paresa

He holds a mechanical engineering degree from Universidad de Concepción and a specialization in project management from Universidad Adolfo Ibáñez. He joined the Company in 1988, and has been general manager of Coca-Cola Paresa since 2005. Previously, he was managerEmbotelladora Andina S.A.

Francisco Sanfurgo

69

General Manager of commercial dimetralParaguay Refrescos S.A.

(1)Age at December 31, 2023.

Miguel Ángel Peirano

Chief Executive Officer

He holds an electronic engineering degree from the Instituto Tecnológico de Buenos Aires and has postgraduate studies at Harvard Business School and Stanford University. He joined the Company and became Executive Vice President in 2011. Previously, he was senior engagement manager at McKinsey & Company and was president of Coca-Cola Femsa Mercosur.

Andrés Wainer

Chief Financial Officer

He holds a business administration degree with a major in economics from the Pontificia Universidad Católica de Chile and a master’s degree in finance from the London Business School. He joined the Company in 1996 and since 2011 he has been Chief Financial Officer. Previously, he was development manager at Coca-Cola Andina Argentina, administration and finance manager at Coca-Cola Andina Chile and research and development corporate manager at the Corporate Office.

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Fernando Jaña

Chief Strategic Planning Officer

He holds an industrial civil engineering degree from Universidad Adolfo Ibáñez and a master's degree in logistics and supply chain management from The University of Sydney, Australia. He joined the Company in 2014 and has held his current position since 2019. He was general manager of Coca-Cola del Valle, manager of innovation and projects in Coca-Cola Andina Chile, ecommerce manager at Cencosud Supermercados and logistics and distribution manager at CCU. He has also worked as a teacher and researcher at Universidad Adolfo Ibáñez.

Jaime Cohen

Chief Legal Officer

He holds a law degree from the Universidad de Chile and a master law degree from the University of Virginia, United States. He joined the Company in 2008. Previously, he was manager of legal affairs at Socovesa S.A. (2004-2008); corporate banking lawyer at Citibank N.A., Santiago de Chile (2000-2004); international associate at Milbank, Tweed, Hadley & McCloy, New York (2001-2002); associate lawyer at Cruzat, Ortúzar & Mackenna, Baker & McKenzie (1996-1999) and lawyer in the area of financial and real estate advisory at Banco Edwards (1993-1996).

Martín Idígoras

Chief Information Technology Officer

He holds a bachelor’s degree in systems from Universidad John F. Kennedy in Argentina, with a specialization in information technology. He joined the Company in 2018. Previously he worked for 18 years at Cencosud. During that time, he served as CIO for the home improvement division (2015-2018), regional manager of the SAP center of expertise (2014-2015) and regional CTO (2010- 2014). He also worked in different technology positions in different companies such as Correo Argentino and Arcor.

Gonzalo Muñoz

Chief Human Resources Officer

He holds an auditor accountant degree from Universidad de Chile. He joined the Company in 2015. Previously, he was director of finance, general manager and director of human resources in various Latin American countries in the British American Tobacco company. He has also served as a professor of marketing at Universidad de Chile.

Fabián Castelli

General Manager Coca-Cola Andina Argentina

He holds an industrial engineering degree from Universidad Nacional de Cuyo, with specialization in a management development program at IAE, Argentina and Donald R. Keough System Leadership Academy. He joined the Company in 1994 and since 2014 he has been general manager of Coca-Cola Andina Argentina. Previously he held the positions of head of the Mendoza sales department, business development and planning manager, marketing manager and commercial manager. He was also director of AdeS in Argentina, vice president of Asociación de Fabricantes Argentinos de Coca-Cola (AFAC) and Director of Cámara Argentina de Industria de Bebidas sin Alcohol (Argentine Chamber of Non-Alcoholic Beverages Industry).

Renato Barbosa

General Manager Coca-Cola Andina Brazil

He holds an economist degree from Universidade do Distrito Federal Brazil, with specialization in business and post-graduation studies in business from FGV Sao Paulo, Brazil and an MBA in marketing from the FGV Rio de Janeiro, Brazil. He joined the Company in 2012 as general manager of Coca-Cola Andina Brazil. Previously held the position of general manager of Brasal Refrigerantes (Coca-Cola bottler in the central-eastern region of Brazil).

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Jose Luis Solórzano

General Manager Coca-Cola Andina Chile

He holds a business administration degree from Universidad Adolfo Ibáñez, with specialization in the areas of marketing and finance. He joined the Company in 2003 and since 2014 he has been general manager of Coca-Cola Andina Chile. He previously held the positions of general manager of Coca-Cola Andina Argentina and commercial manager of Coca-Cola Andina Chile. Prior to that, he was commercial manager of Coca-Cola Polar.

Francisco Sanfurgo

General Manager Coca-Cola Paresa

He holds a mechanical engineering degree from Universidad de Concepción and a specialization in project management from Universidad Adolfo Ibáñez. He joined the Company in 1988 and has been general manager of Coca-Cola Paresa since 2005. Previously, he was manager of Comercial Dimetral in Punta Arenas, branch manager of Citicorp Punta Arenas and general manager of Cervecería Austral in Punta Arenas.

B.COMPENSATION

Compensation of Executive Officers

B.COMPENSATION

Compensation of Executive Officers

For our executive officers, the compensation plans are composed of a fixed compensation and a performance bonus, which are defined according adapted to the competitive and offer conditions of each market, and whose amounts vary according to the position and/or responsibility exercised. The performance bonuses are payable only to the extent that the objectives determined by the Company for each officer are met.

For the Company's Chief Executive Officer, the main performance indicators are consolidated EBITDA, net income, consolidated cash flow and capex. for general managers of operations, the main performance indicators are EBITDA generated by their operation in local currency, consolidated EBITDA in Chilean pesos, participation in the NARTD (non-alcohol ready-to-drink) market share, safety and certain individualized goals in the event that the Company's Chief Executive Officer so determines.

For corporate officers, the main performance indicators are consolidated EBITDA in Chilean pesos and certain individualized goals in the event that the Company's Chief Executive Officer so determines. Particularly, for those executive officers who, by the nature of their position, are directly related to the Company's investors, there is a payment scheme for their performance bonus that is partly deferred over four years indexed to the Company's

For our executive officers, the compensation plans are composed of a fixed compensation and a performance bonus, which are adapted to the reality and competitive conditions of each market, and whose amounts vary according to the position and/or responsibility exercised. The performance bonuses are payable only to the extent that the personal goals of each executive and the Company, previously defined, are met.

For the Company’s Chief Executive Officer, the main performance indicators that affect its performance bonus are consolidated EBITDA. For general managers of operations, the main performance indicators are EBITDA generated by their operation in local currency, consolidated EBITDA in Chilean pesos, market share, sustainability indicators (Water Use Ratio; % returnability and % resin recycled in bottles in the operations that applied), safety, talent and succession and certain individualized goals in the event that the Company’s Chief Executive Officer so determines.

For corporate officers, the main performance indicators are consolidated EBITDA in Chilean pesos and certain individualized goals in the event that the Company’s Chief Executive Officer so determines. Particularly, for those executive officers who, by the nature of their position, are directly related to the Company’s investors, there is a payment scheme for their performance bonus that is partly deferred over four years indexed to the Company’s share price. Additionally, within the compensation structure for certain executive officers, there are permanence bonuses, which are paid out upon completion of the agreed terms of service.

For 2023, the fixed remuneration paid to Coca-Cola Andina's executive officers amounted to Ch$6,846 million (Ch$5,406 million in 2022). Similarly, the remuneration paid for performance bonuses amounted to Ch$3,546 million (Ch$3,400 million in 2022). During 2023, there were no severance indemnities paid to the Company's executive officers. During 2022, there were no severance indemnities paid to the Company's executive officers.

We do not make available to the public information as to the compensation of our executive officers on an individual basis, as disclosure of such information is not required under Chilean law.

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Compensation of Directors

Directors receive an annual fee for their services and participation as members of the board of directors and committees. The amounts paid to each director varies in accordance with the position held and the period of time during which such position is held. Total compensation paid to each director during 2023, which was approved by our shareholders, was as follows:

    

    

    

    

Culture,

    

Directors’

 Ethics & 

Directors’

Executive 

and Audit 

Sustainability 

 Compensation

Committee

Committee

Committee

Total

2023

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

Juan Claro González(1)

 

156,000

 

  

 

  

 

156,000

Gonzalo Said Handal

 

78,000

 

97,600

 

13,000

 

188,600

José Antonio Garcés Silva

 

78,000

 

97,600

 

13,000

 

188,600

Salvador Said Somavía

 

78,000

 

97,600

 

26,000

 

201,600

Eduardo Chadwick Claro

 

78,000

 

97,600

 

13,000

 

188,600

Gonzalo Parot Palma(2)

 

78,000

 

26,000

 

  

 

104,000

Georges de Bourguignon Arndt

 

78,000

 

  

 

78,000

Rodrigo Vergara Montes

 

78,000

 

 

  

 

78,000

Felipe Joannon Vergara

 

78,000

 

  

 

78,000

Carmen Román

 

78,000

 

13,000

 

91,000

Domingo Cruzat(2)

 

78,000

26,000

 

 

104,000

Mariano Rossi

 

78,000

 

 

  

 

78,000

Roberto Mercadé Rovira

 

78,000

 

  

 

78,000

Marco Antonio Fernández De Araujo(4)

 

30,750

 

  

 

30,750

Luis Felipe Coelho Avellar(3)

 

47,250

 

  

 

  

 

47,250

Total Gross

 

1,170,000

 

390,400

 

78,000

 

52,000

 

1,690,400

(1)Includes Ch$78 million additional as Chairman of the agreed terms of service.

For 2020, the fixed remuneration paidBoard.

(2)Independent from controlling shareholder pursuant to Coca-Cola Andina's executive officers amounted to Ch$5,259 million (Ch$4,167 million in 2019). Similarly, the remuneration paid for performance bonuses amounted to Ch$2,502 million (Ch$2,407 million in 2019). During 2020, there were no severance indemnities payed to the Company's executive officers. During 2019, the amount paid for severance indemnities to the Company's managers and executive officers amounted to Ch$55 million.

We do not make available to the public information as to the compensation of our executive officers on an individual basis, as disclosure of such information is not required under Chilean law.

Compensation of Directors

Directors receive an annual fee for their services and participation as membersArticle 50 bis, paragraph 6 of the board of directors and committees. The amounts paid to each director variesChilean Public Company Law N° 18,046.

(3)Joined the Board in accordance withMay 2023.
(4)Left the position held and the period of time during which such position is held. Total compensation paid to each director during 2020, which was approved by our shareholders, was as follows:

2020 Directors’
Compensation
ThCh$
  Executive
Committee
ThCh$
  Directors’ and
Audit Committee
ThCh$
  Total
ThCh$
 
Juan Claro González(1)  144,000           144,000 
Arturo Majlis Albala(2)  54,000   54,000       108,000 
Gonzalo Said Handal  72,000   72,000       144,000 
Jose Antonio Garcés Silva  72,000   72,000       144,000 
Salvador Said Somavía  72,000   72,000   24,000   168,000 
Eduardo Chadwick Claro  72,000   72,000       144,000 
Gonzalo Parot Palma(3)  72,000       24,000   96,000 
Marco Antonio Fernandez De Araujo(4)  51,000           51,000 
Rodrigo Vergara Montes  72,000           72,000 
Mariano Rossi  72,000           72,000 
Roberto Mercadé Rovira  72,000           72,000 
Georges de Bourguignon Arndt  72,000           72,000 
Enrique Rapetti(5)  24,000           24,000 
María del Pilar Lamana Gaete(3)  72,000       24,000   96,000 
Felipe Joannon Vergara  72,000           72,000 
Total Gross  1,065,000   342,000   72,000   1,479,000 

(1)Includes Ch$72 million additional as Chairman of the Board.

(2)Left the Board in September 2020.

(3)Independent from controlling shareholder pursuant to Article 50 bis, paragraph 6 of the Chilean Public Company Law N° 18,046.

(4)Joined the Board in April 2020.

(5)Left the Board in April 2020.


For the year that ended December 31, 2020, the aggregate amount of compensation we paid to all directors and executive officers as a group was Ch$9,355 million of which Ch$7,876Board in May 2023.

For the year ended December 31, 2023, the aggregate amount of compensation we paid to all directors and executive officers as a group was Ch$12,082 million of which Ch$10,392 million was paid to our executive officers. We do not disclose to our shareholders or otherwise make available to the public information as to the compensation of our executive officers on an individual basis, as disclosure of such information is not required under Chilean law. We only maintain a retirement plan for our chief executive officer.

C.BOARD PRACTICES

Our board of directors has regularly scheduled meetings at least once a month, and extraordinary meetings are convened when called by the chairman or when requested by one or more directors. The quorum for a meeting of the board of directors is established by the presence of an absolute majority of its directors. Directors serve terms of three years from the date they are elected. Resolutions are adopted by the affirmative vote of a majority of those directors present at the meeting, with the chairman determining the outcome of any tie vote.

C.BOARD PRACTICES

Our board of directors has regularly scheduled meetings at least once a month, and extraordinary meetings are convened when called by the chairman or when requested by one or more directors. The quorum for a meeting of the board of directors is established by the presence of an absolute majority of its directors. Directors serve terms of three years from the date they are elected. Resolutions are adopted by the affirmative vote of a majority of those directors present at the meeting, with the chairman determining the outcome of any tie vote.

Benefits upon Termination of Employment

There are no contracts providing benefits to directors upon termination of employment.

Executive Committee

Our board of directors is counseled by an Executive Committee that proposes Company policies and is currently comprised by the following Directors: Mr. Eduardo Chadwick Claro, Mr. José Antonio Garcés Silva (junior), Mr. Gonzalo Said Handal, and Mr. Salvador Said Somavía, who were elected during the ordinary Board Meeting held on April 27, 2021. The Executive Committee is also comprised by the Chairman of the Board, Mr. Juan Claro González and our chief executive officer. This committee meets permanently throughout the year and normally holds one or two monthly sessions.

Directors’ Committee

Pursuant to Article 50 bis of Chilean Company Law N°18,046 and in accordance with the dispositions of Circular N°1,956 of the Financial Market Commission (Comisión para el Mercado Financiero – “CMF”) a new Directors’ Committee was elected during the Board Meeting held on April 27, 2021, applying the same election criteria set forth by Circular N°1,956. The directors Mr. Domingo Cruzat Amunátegui and Mr. Gonzalo Parot Palma (both as Independent Directors), and Mr. Salvador Said Somavía comprised the Committee. Mr. Gonzalo Parot Palma is the Chairman of the Company’s Directors’ Committee.

The duties performed by this Committee during 2020,

Benefits upon Termination of Employment

There are no contracts providing benefits to directors upon termination of employment.

Executive Committee

Our board of directors is counseled by an Executive Committee that proposes Company policies and is currently comprised by the following Directors: Mr. Eduardo Chadwick Claro, Mr. José Antonio Garcés Silva (junior), Mr. Gonzalo Said Handal, and Mr. Salvador Said Somavía, who were elected during the ordinary Board Meeting held on April 27, 2021. The Executive Committee is also comprised by the Chairman of the Board, Mr. Juan Claro González and our chief executive officer. This committee meets permanently throughout the year and normally holds one or two monthly sessions.

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Table of Contents

Directors’ Committee

Pursuant to Article 50 bis of Chilean Company Law N°18,046 and in accordance with the dispositions of Circular N°1,956 of the Financial Market Commission (Comisión para el Mercado Financiero – “CMF”) a new Directors’ Committee was elected during the Board Meeting held on April 27, 2021, applying the same election criteria set forth by Circular N°1,956. The directors Mr. Domingo Cruzat Amunátegui and Mr. Gonzalo Parot Palma (both as Independent Directors), and Mr. Salvador Said Somavía comprised the Committee. Mr. Gonzalo Parot Palma is the Chairman of the Company’s Directors’ Committee.

The duties performed by this Committee during 2023, following the same categorization of faculties and responsibilities established by Article 50 bis of Law N°18,046, were the following:

·
Subject to the duties of the Audit Committee, examine the reports of external auditors, the balance sheets and other financial statements, presented by the administrators of the Company, and take a position on such reports before they were presented to the board of directors and shareholders for their approval.

·
Subject to the duties of the Audit Committee, analyze and prepare proposal of external auditors and private rating agencies to the Board of Directors, which were suggested to the respective shareholders’ meeting.

·Examine background information regarding the operations referred to by Title XVI of Law N°18,046 (related parties transactions) and issue a report on those operations.

·Examine the salary systems and compensation plans of the Company’s managers, executive officers and employees.

·Review anonymous reports.

·Subject to the duties of the Audit Committee, review and approve the 20F and compliance with Section 404 of the Sarbanes-Oxley Act.

·Prepare the budget proposal for the Committee’s operation.

·Review internal audit reports.

·Subject to the duties of the Audit Committee, periodically interview the Company’s external auditors’ representatives.

·Interview with Chief Human Resources Officer.

·Review operating budget between related companies (production joint ventures).

·Review corporate insurances.

·Review and approve press releases that refer to the Company’s communications.

·Review the Company’s four operations’ internal control standards, including critical risks in accounting processes, compliance of corporate policies, tax contingencies and status of internal and external audit observations.

·Analyze risk aanagement model.


·Review Crime Prevention Model Law No. 20,393.

·Review advances in Cybersecurity and IT.

·Review judicial procedures and contingency analysis.

·Review tax status.

·Analyze possible improvements to corporate governance.

·Prepare the Annual Management Report.

Audit Committee

In accordance with NYSE and SEC requirements, the Board of Directors, established an Audit Committeewhich were suggested to the respective shareholders’ meeting.

Examine background information regarding the operations referred to by Title XVI of Law N°18,046 (related parties’ transactions) and issue a report on July 26, 2005. The current Audit Committee was elected duringthose operations.
Examine the Board Meeting held on April 27, 2021. The Committee is comprised by the directors Mr. Domingo Cruzat Amunátegui, Mr. Gonzalo Parot Palma,salary systems and Mr. Salvador Said Somavía, with the Board of Directors determining that Mr. Domingo Cruzat Amunátegui and Mr. Gonzalo Parot Palma fulfill the independence standards set forth in Rule 10A-3compensation plans of the U.S. Exchange ActCompany’s managers, executive officers and applicable NYSE rules. Mr. Salvador Said Somavía has non-voting observer status, as described in Item 16D. Also, Mr. Parot Palma was determined byemployees.
Review anonymous reports.
Subject to the Board of Directors to qualify as the audit committee financial expert in accordance with the definitions of the SEC.

The resolutions, agreements and organizationduties of the Audit Committee, are governed byreview and approve the rules relating to Board Meetings20F and compliance with Section 404 of the Sarbanes-Oxley Act.

Prepare the budget proposal for the Committee’s operation.
Review internal audit reports.
Subject to the Company’s Directors’ Committee. Since its creation, the sessionsduties of the Audit Committee, have been held with the Directors’ Committee, since some of the functions are very similar and the members of both of these Committees are the same.

The Audit Committee Charter, which is available on our website: www.koandina.com, defines the duties and responsibilities of this Committee. The Audit Committee is responsible for analyzingperiodically interview the Company’s financial statements; supportingexternal auditors’ representatives.

Review operating budget between related companies (production joint ventures).
Review corporate insurances.
Review and approve press releases that refer to the financial supervisionCompany’s communications.
Review the Company’s four operations’ internal control standards, including critical risks in accounting processes, compliance of corporate policies, tax contingencies and renderingstatus of accounts; ensuring management’s development of reliable internal controls; ensuring compliance by the audit department and external auditorsaudit observations.
Analyze risk management model.
Review Crime Prevention Model.
Review advances in Cybersecurity and IT.
Review judicial procedures and contingency analysis.
Review tax status.
Authorization of their respective roles;non-prohibited services.
Analysis of impairment test.
Review of “Oficio CMF”.

83

Prepare the Annual Management Report and Agenda.

Audit Committee

In accordance with NYSE and SEC requirements, the Board of Directors established an Audit Committee on July 26, 2005. The current Audit Committee was elected during the Board Meeting held on April 27, 2021. The Committee is comprised by the directors Mr. Domingo Cruzat Amunátegui, Mr. Gonzalo Parot Palma, and Mr. Salvador Said Somavía, with the Board of Directors determining that Mr. Domingo Cruzat Amunátegui and Mr. Gonzalo Parot Palma fulfill the independence standards set forth in Rule 10A-3 of the U.S. Exchange Act and applicable NYSE rules. Mr. Salvador Said Somavía has non-voting observer status, as described in Item 16D. Also, Mr. Parot Palma was determined the Board of Directors to qualify as the audit committee financial expert in accordance with the definitions of the SEC.

The resolutions, agreements and organization of the Audit Committee are governed by the rules relating to Board Meetings and to the Company’s Directors’ Committee. Since its creation, the sessions of the Audit Committee have been held with the Directors’ Committee since some of the functions are very similar and the members of both of these Committees are the same.

The Audit Committee Charter, which is available on our website: www.koandina.com, defines the duties and responsibilities of this Committee. The Audit Committee is responsible for analyzing the Company’s financial statements; supporting the financial supervision and rendering of accounts; ensuring management’s development of reliable internal controls; ensuring compliance by the audit department and external auditors of their respective roles; and reviewing auditing practices.

Culture, Ethics & Sustainability Committee

The Culture, Ethics and Sustainability Committee was established during the Board Meeting held on January 28, 2014. This Committee is comprised by four directors, who are appointed by the Board of Directors and will occupy their posts until their successors are elected, or until resignation or dismissal. The current members of the Culture, Ethics and Sustainability Committee are Mr. José Antonio Garcés Silva, Mr. Eduardo Chadwick Claro, Mrs. Carmen Román Arancibia and Mr. Gonzalo Said Handal. In addition, the Chairman of the Board also participates in this Committee.

Culture, Ethics & Sustainability Committee

The Culture, Ethics and Sustainability Committee was established during the Board Meeting held on January 28, 2014. This Committee is comprised by three directors, who are appointed by the Board of Directors and will occupy their posts until their successors are elected, or until resignation or dismissal. The current members of the Culture, Ethics and Sustainability Committee are Mr. José Antonio Garcés Silva, Mr. Eduardo Chadwick Claro, Mrs. Carmen Román Arancibia and Mr. Gonzalo Said Handal, in addition to the Chairman of the Board.

D.EMPLOYEES

Overview

D.EMPLOYEES

As of December 31, 2023, we had 19,667 employees (full time equivalent), including 5,284 in Chile (3,897 own and 1,387 outsourced), 8,390 in Brazil (8,056 own and 334 outsourced), 3,483 in Argentina (3,374 own y 109 outsourced) and 1,693 in Paraguay (1,182 own and 511 outsourced). From these employees, 1,057 were temporary employees in Chile, 600 were temporary employees in Argentina, 0 were temporary in Brazil and 110 were temporary employees in Paraguay. During the South American Summer, it is customary for us to increase the number of employees in order to meet peak demand. Additionally, in Vital Jugos, Vital Aguas, ECSA and Re-Ciclar we had 400, 84, 275 and 12 employees, respectively, for a total aggregate amount of 771 employees for those four companies. Additionally, the corporate office had 46 employees.

As of December 31, 2023, 2,174, 1,180, 2,301 and 368 of our employees in Chile2 , Brazil, Argentina and Paraguay, respectively, were members of unions. 396 of our employees in Vital Jugos, Vital Aguas and ECSA were members of unions.

Management believes that the Company has good relations with its employees.The following table represents a breakdown of our employees for the years ended December 31, 2022 and 2023:

    

2022

Chile(1)

Brazil

Argentina(2)

Paraguay

    

Total

    

Union

    

Non-Union

    

Total

    

Union

    

Non-Union

    

Total

    

Union

    

Non-Union

    

Total

    

Union

    

Non-Union

Executives

 

56

 

 

56

 

7

 

 

7

 

96

 

 

96

 

42

 

 

42

Technicians and professionals

 

769

 

100

 

669

 

1,217

 

108

 

1,109

 

781

 

10

 

771

 

306

 

56

 

250

Workers

 

3,356

 

1,985

 

1,371

 

7,026

 

1,039

 

5,987

 

1,940

 

1,825

 

115

 

1,173

 

296

 

877

Temporary workers

 

1,106

 

 

1,106

 

 

 

 

582

 

466

 

116

 

130

 

 

130

Total

 

5,287

 

2,085

 

3,202

 

8,250

 

1,147

 

7,103

 

3,399

 

2,301

 

1,098

 

1,651

 

352

 

1,299

84

    

2023

Chile(1)

Brazil

Argentina(2)

Paraguay

    

Total

    

Union

    

Non-Union

    

Total

    

Union

    

Non-Union

    

Total

    

Union

    

Non-Union

    

Total

    

Union

    

Non-Union

Executives

 

50

 

 

50

 

7

 

 

7

 

98

 

 

98

 

40

 

 

40

Technicians and professionals

 

688

 

60

 

628

 

1,288

 

116

 

1,172

 

835

 

10

 

825

 

323

 

57

 

266

Workers

 

3,488

 

2,106

 

1,382

 

7,095

 

1,064

 

6,031

 

1,951

 

1,831

 

120

 

1,220

 

311

 

909

Temporary workers

 

1,057

 

7

 

1,050

 

 

 

 

599

 

460

 

139

 

110

 

 

110

Total

 

5,284

 

2,174

 

3,110

 

8,390

 

1,180

 

7,210

 

3,483

 

2,301

 

1,182

 

1,693

 

368

 

1,325

2022

Vital Aguas/Vital Jugos/Envases Central

    

Total

    

Union

    

Non-Union

Executives

10

 

2

 

8

Technicians and professionals

225

 

183

 

42

Workers

266

 

252

 

14

Temporary workers

144

 

 

144

Total

645

 

437

 

208

    

2023

Vital Aguas/Vital Jugos/Envases Central

    

Total

    

Union

    

Non-Union

Executives

 

11

 

 

11

Technicians and professionals

 

225

 

140

 

85

Workers

 

485

 

256

 

229

Temporary workers

 

38

 

 

38

Total

 

759

 

396

 

363

(1)Information for Chile includes only Andina Chile.

Overview

As of December 31, 2020, we had 17,354 employees, including 4,345 in Chile (3,240 own and 1,105 outsourced), 7,817 in Brazil (7,715 own and 102 outsourced), 3,102 in
(2)Argentina (3,012 own and 90 outsourced) and 1,488 in Paraguay (1,069 own and 419 outsourced). From these employees, 915 were temporary employees in Chile, 387 were temporary employees in Argentina, 0 were temporary in Brazil and 73 were temporary employees in Paraguay. During the South American Summer, it is customary for us to increase the number of employees in order to meet peak demand. Additionally, in Vital Jugos, Vital Aguas and Envases Central we had 311, 67 and 183 employees, respectively, for a total aggregate amount of 561 employees for those three companies. Additionally, the corporate office had 41 employees.

As of December 31, 2020, 2,181, 638, 2,078 and 410 of our employees in Chile, Brazil, Argentina and Paraguay, respectively, were members of unions.

Management believes that the Company has good relations with its employees.

The following table represents a breakdown of our employees for the years ended December 31, 2019 and 2020:

  2019 
  Chile(1)  Brazil Argentina(2)  Paraguay 
  Total  Union  Non-Union  Total  Union  Non-Union Total  Union  Non-Union  Total  Union  Non-Union 
Executives  70   0   70   53   1   52  97   0   97   38   0   38 
Technicians and professionals  481   2   479   981   38   943  738   10   728   335   53   282 
Workers  3,029   1,858   1,172   6,998   696   6,302  1,883   1,757   126   1,168   357   811 
Temporary workers  691   1   690   0   0   0  341   271   70   105   0   105 
Total  4,271   1,860   2,411   8,032   735   7,297  3,059   2,038   1,021   1,646   410   1,236 

includes AEASA.


  2020 
  Chile(1)  Brazil Argentina(2)  Paraguay 
  Total  Union  Non-Union  Total  Union  Non-Union Total  Union  Non-Union  Total  Union  Non-Union 
Executives  47   0   47   46   1   45  95   0   95   38   0   38 
Technicians and professionals  567   29   538   928   29   899  739   10   729   332   52   280 
Workers  2,816   2,152   664   6,843   608   6,235  1,881   1,759   122   1,045   358   687 
Temporary workers  915   0   915   0   0   0  386   308   77   73   0   73 
Total  4,345   2,181   2,164   7,817   638   7,179  3,102   2,078   1,024   1,488   410   1,078 

  2019 
   Vital Aguas/Vital Jugos/Envases Central 
   Total   Union   Non-Union 
Executives  10   0   10 
Technicians and professionals  135   44   91 
Workers  375   270   105 
Temporary workers  17   1   16 
Total  537   315   222 

  2020 
   Vital Aguas/Vital Jugos/Envases Central 
   Total   Union   Non-Union 
Executives  10   0   10 
Technicians and professionals  175   101   74 
Workers  264   210   54 
Temporary workers  102   0   102 
Total  561   309   252 

Note: The number of employees is calculated as equivalent to full time hours, which means that extraordinary hours are considered as additional employees. Totals may not sum due to rounding.

(1)Information for Chile includes only Andina Chile.

Chile

(2)Argentina includes AEASA.

Note: The number of employees is calculated as equivalent to full time hours, which means that extraordinary hours are considered as additional employees.

Chile

In Chile, we continue to make provisions for severance indemnities in accordance with our collective bargaining agreements and current labor legislations, in the amount of one month’s salary for every year of employment subject to certain restrictions. In addition, we benefit our employees with a contribution to a health insurance system that complements what the employee pays, which contributes to decrease health costs for the employees’ families. Employees are required to contribute funds for financing pension funds, which are mainly managed by private entities.

In Chile 64.53% of employees with indefinite work contracts are affiliated with a labor union organization, with a total of 13 labor union organizations and a total of 17 collective bargaining agreements.

Brazil

In Brazil, 8.27% of our employees are members of labor unions. Collective bargaining agreements are negotiated on an industry-wide basis, although companies can negotiate special terms for their affiliates that apply to all employees in each jurisdiction where companies have a plant. Collective bargaining agreements are generally binding for one year.

With respect to Andina Brazil, there are 31 collective bargaining agreements in force as of December 31, 2020.

The agreements do not require us to increase wages on a collective basis. Selected increases were granted, however, according to inflation. We provide benefits to our employees according to the relevant legislation and to the collective bargaining agreements. Andina Brazil experienced its most recent work stoppages in December 2014, for three days organized by the drivers of internal buses in the Espirito Santo operation. However, as this operation no longer uses internal buses, such work stoppages are not expected to occur in the future.

Argentina

In Argentina, 66.6% of EDASA’s employees are parties to collective bargaining agreements and are represented by local workers’ unions associated with a national federation of unions. The Argentine Chamber of Non-Alcoholic Beverages of the Argentine Republic (Cámara Argentina de Industria de Bebidas sin Alcohol de la República Argentina) (the “Chamber”) and the Argentine Workers Federation of Carbonated Water (Federación Argentina de Trabajadores de Aguas Gaseosas) (the “Federation”) are parties to a collective bargaining agreement that began July 29, 2008. On November 27, 2020, the Chamber and the Federation entered into a new collective bargaining agreement establishing new salaries, new non- salary benefits and a new complementary regulation on company contributions.


Argentine law requires severance payments upon dismissal without cause in an amount at least equal to an average of one-month’s wages for each year of employment or a fraction thereof if employed longer than three months. Severance payments are subject to maximum and minimum amounts fixed by legislations and jurisprudence of the Justice Supreme Court of Argentina.

On December 13, 2019, a public emergency in occupational matters was declared, which was in force throughout 2020. Consequently, during this period in the event of a employees’s dismissal without just cause, the employees shall be entitled to receive double the compensation referred to in the preceding paragraph. Along with this, on March 31, 2020, by means of a Decree of Need and Urgency, the national government banned dismissals without just cause and on the grounds of lack or decrease in labor and force majeure. This measure was originally valid for 90 days, but then had successive extensions, such that the measure was in force throughout 2020.

All employee contributions are made to the state social security system. Most of the health system in the Argentine territory is run by the unions through contributions from employees within the Collective Work Agreements (CCT — Convenios Colectivos de Trabajo).

Paraguay

In Paraguay, 27.6%

In Chile, we have continued with the severance indemnity provision that employees are entitled to according to collective bargaining agreements and current legislation, which grants all employees one month per year of service with certain limits. Additionally, we benefit our employees with a contribution to a supplementary health insurance system in addition to that paid by the worker, which contributes to reducing the health costs of their families. On the other hand, employees are required to contribute funds to finance their retirement pensions. These pension funds are mostly managed by private entities.

In Chile, 61.68% of employees with indefinite employment contracts are affiliated with a labor union organization, with a total of 12 labor unions organizations and a total of 17 collective bargaining agreements.

Brazil

In Brazil, 14.06% of our employees are members of labor unions. Collective bargaining agreements are negotiated on an industry-wide basis, although companies can negotiate special terms for their affiliates that apply to all employees in each jurisdiction where companies have a plant. Collective bargaining agreements are generally binding for one year.

With respect to Andina Brazil, there are 33 collective bargaining agreements in force as of December 31, 2023.

The agreements do not require us to increase wages on a collective basis. Selected increases were granted, however, according to inflation. We provide benefits to our employees according to the relevant legislation and to the collective bargaining agreements. Andina Brazil experienced its most recent work stoppages in December 2014, for three days organized by the drivers of internal buses in the Espírito Santo operation. However, as this operation no longer uses internal buses, such work stoppages are not expected to occur in the future.

85

Argentina

In Argentina, 66.1% of EDASA’s employees are parties to collective bargaining agreements and are represented by local workers’ unions associated with a national federation of unions. The Argentine Chamber of Non-Alcoholic Beverages of the Argentine Republic (Cámara Argentina de Industria de Bebidas sin Alcohol de la República Argentina) (the “Chamber”) and the Argentine Workers Federation of Carbonated Water (Federación Argentina de Trabajadores de Aguas Gaseosas) (the “Federation”) are parties to a collective bargaining agreement that began July 29, 2008. Historically, the Federation and the Chamber convened once a year to discuss salary conditions for the upcoming year. However, due to the current economic circumstances in Argentina (high inflation) three salary agreements were signed in 2023—the first for salaries through June 30, 2023, the second for salaries in September/October 2023, and the third for salaries as of November 2023—. It seems likely that as long as inflationary indices remain as high as they currently are, collective bargaining will continue to follow this new periodicity.

Argentine law requires severance payments upon dismissal without cause in an amount at least equal to an average of one-month’s wages for each year of employment or a fraction thereof if employed longer than three months. Severance payments are subject to maximum and minimum amounts fixed by legislations and jurisprudence of the Justice Supreme Court of Argentina.

On December 13, 2019, a public emergency in occupational matters was declared, which was in force throughout 2021. Consequently, during this period in the event of an employee’s dismissal without just cause, the employees shall be entitled to receive double the compensation referred to in the preceding paragraph. Along with this, on March 31, 2020, by means of a Decree of Need and Urgency, the national government banned dismissals without just cause and on the grounds of lack or decrease in labor and force majeure. This measure was originally valid for 90 days, but then had successive extensions, such that the measure was in force throughout 2021, however, neither in 2022 nor 2023.

All employee contributions are made to the state social security system. Most of the health system in the Argentine territory is run by the unions through contributions from employees within the Collective Work Agreements (CCT — Convenios Colectivos de Trabajo).

Paraguay

In Paraguay, 22% of PARESA’s employees are members of labor unions. Collective bargaining agreements are negotiated with the company (Coca-Cola Paresa Paraguay). Unions can negotiate special terms for their members, which are applicable to all employees. Collective bargaining agreements generally have a two year term of duration.

E.SHARE OWNERSHIP

E.SHARE OWNERSHIP

The following table sets forth the amount and percentage of our shares beneficially owned by our directors and executive officers as of December 31, 2023.

    

Series A

    

Series B

    

Beneficial

    

    

Direct

    

    

Indirect

    

    

Beneficial

    

    

Direct

    

    

Indirect

    

Owner

% Class

Owner

% Class

Owner

% Class

Owner

% Class

Owner

% Class

Owner

% Class

Shareholder

José Antonio Garcés Silva

 

 

 

 

65,487,786

 

13.84

 

 

49,600

 

0.01

 

12,978,583

 

2.75

Salvador Said Somavía

 

 

 

 

65,487,786

 

13.84

 

 

 

 

36,950,863

 

7.81

Gonzalo Said Handal

 

 

 

 

65,489,786

 

13.84

---

 

---

 

 

 

25,214,463

 

5.32

Eduardo Chadwick Claro

 

 

 

 

65,963,601

 

13.93

 

 

 

 

33,935,325

 

7.76

F.DISCLOSURE OF REGISTRANT’S ACTION TO RECOVER ERRONEOUSLY AWARDED COMPENSATION

[RESERVED]

86

ITEM 7.MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

A.MAJOR SHAREHOLDERS

The following table sets forth certain information concerning beneficial ownership of our capital stock with respect to the principal shareholders known to us who maintain at least a 5% beneficial ownership in our shares and with respect to all of our directors and executive officers as a group as of December 31, 2023:

    

Series A

    

Series B

Shareholder

    

Shares

    

% Class

    

Shares

    

% Class

Controlling shareholders(1)

262,428,986

 

55.45

109,128,834

 

23.06

The Bank of New York Mellon(2)

3,537,846

 

0.75

23,980,704

 

5.07

The Coca-Cola Company, directly or through subsidiaries

69,348,241

 

14.65

 

AFPs as a group (Chilean pension funds)

30,249,610

 

6.39

23,971,723

 

5.07

International Shareholders

15,295,280

 

3.23

126,874,413

 

26.81

Executive officers as a group

 

 

Directors as a group(3)

262,428,986

 

55.45

109,128,834

 

23.06

(1)For further information of our shares beneficially owned by our directors and executive officerscontrolling shareholders, see below.
(2)Acting as of December 31, 2020.

  Series A Series B 
  Beneficial
Owner
  % Class  Direct
Owner
  % Class  Indirect
Owner
  % Class Beneficial
Owner
  % Class  Direct
Owner
  % Class  Indirect
Owner
  % Class 
Shareholder                                               
José Antonio Garcés Silva              65,487,786   13.84              13,028,183   2.75 
Salvador Said Somavía              65,487,786   13.84              37,000,463   7.82 
Gonzalo Said Handal              65,489,786   13.84  ---   ---         25,214,463   5.33 
Eduardo Chadwick Claro        63,327   0.01   65,683,396   13.88        63,327   0.01   22,918,824   4.84 


ITEM 7.MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONSDepositary for ADRs.

A.MAJOR SHAREHOLDERS

The following table sets forth certain information concerning beneficial ownership of our capital stock with respect to the principal shareholders known to us who maintain at least a 5% beneficial ownership in our shares and with respect to all of our directors and executive officers as a group as of December 31, 2020:

   Series A   Series B 
Shareholder  Shares   % Class   Shares   % Class 
Controlling shareholders(1)  262,148,781   55.39   98,161,933   20.74 
The Bank of New York Mellon(2)  2,458,494   0.52   13,167,618   2.78 
The Coca-Cola Company, directly or through subsidiaries  69,348,241   14.65       
AFPs as a group (Chilean pension funds)  32,248,480   6.81   53,912,262   11.39 
International Shareholders  37,920,965   8.01   135,083,304   28.54 
Executive officers as a group            
Directors as a group(3)  262,148,781   55.39   98,161,933   20.74 

(1)For further information of our controlling shareholders, see below.

(2)Acting as Depositary for ADRs.

(3)Represents shares held directly and indirectly by Mr. Gonzalo Said Handal, Mr. José Antonio Garcés Silva (junior), Mr. Salvador Said Somavía and Mr. Eduardo Chadwick Claro.

As of December 31, 2023, approximately 96.77% of our Series A shares and 73.19% of our Series B shares are held in Chile. It is not practicable for us to determine the number of record holders in Chile.

Our controlling shareholders are: Inversiones SH Seis Limitada (controlled by family Said Handal), Inversiones Cabildo SpA (controlled by the Said Somavía and Mr. Eduardo Chadwick Claro.

As of December 31, 2020, approximately 91.47% of our Series A shares and 68.68% of our Series B shares are held in Chile. It is not practicable for us to determine the number of record holders in Chile.

Our controlling shareholders are: Inversiones SH Seis Limitada (controlled by family Said Handal), Inversiones Cabildo SpA (controlled by the Said Somavia family), Inversiones Nueva Delta S.A. (controlled by the Garcés Silva family), Inversiones Nueva Delta Dos S.A. (controlled by the Garcés Silva family), Inversiones Nueva Sofia Limitada (controlled by the Garcés Silva family), Inversiones Playa Amarilla SpA (controlled by Andres Herrera Ramirez), Inversiones Playa Negra SpA (controlled by Patricia Claro Marchant), Inversiones Don Alfonso Limitada (controlled by María de la Luz Chadwick Hurtado), Inversiones El Campanario Limitada (controlled by María Soledad Chadwick Claro), Inversiones Los Robles Limitada (controlled by María Carolina Chadwick Claro), Inversiones Las Niñas Dos SpA (controlled by Eduardo Chadwick Claro).

Below is a summary of the members of our controlling shareholders or their related persons and the number of shares and percentage they hold in Andina (including series A and series B shares):

Controlling Shareholder Entity

    

Series A

    

Series B

 

Inversiones SH Seis Limitada(1)

 

65,489,786

 

25,164,863

Estate of Mr. Jaime Said Demaría (1)

 

 

49,600

Total of shares percentage of Andina:

 

13.8371

%  

5.3275

%

Inversiones Cabildo SpA(2)

 

65,487,786

 

36,950,863

Total of shares percentage of Andina:

 

13.8367

%  

7.8178

%

Inversiones Nueva Delta S.A.(3)

 

58,927,056

 

Inversiones Nueva Delta Dos S.A.(3)

 

3,574,999

 

Inversiones Nueva Sofía Limitada(3)

 

2,985,731

 

12,978,583

José Antonio Garcés Silva(3)

 

 

49,600

Total of shares percentage of Andina:

 

13.8367

%  

2.7527

%

Inversiones El Campanario Limitada(4)

 

16,475,069

 

10,174,594

Inversiones Los Robles Limitada(4)

 

16,475,069

 

10,196,883

Inversiones Las Niñas Dos SpA(4)

 

16,538,395

 

5,126,992

Inversiones Don Alfonso Limitada(4)

 

16,475,068

 

3,975,928

Inversiones Las Niñas Limitada

 

-

 

4,460,928

Total of shares percentage of Andina:

 

13.9372

%  

7.7557

%

(1)Inversiones SH Seis Limitada is controlled by the Said Handal family. The family members are: Jaime, Gonzalo, Javier, Bárbara, Marisol and Cristina Said Handal.
(2)Inversiones Cabildo SpA is controlled by the Said Somavía family. The family members are: Isabel Margarita Somavía Dittborn and Salvador, Isabel, Constanza and Loreto Said Somavía.

87

(3)Inversiones Nueva Delta S.A., Inversiones Nueva Delta Dos S.A. and Inversiones Nueva Sofía Limitada are controlled by the Garcés Silva family. The family members are: José Antonio Garcés Silva (father), María Teresa Silva Silva and María Teresa, María Paz, José Antonio (Jr.), Matías Alberto and Andrés Sergio Garcés Silva.
(4)Inversiones Don Alfonso Limitada is controlled by María de la Luz Chadwick Hurtado),Hurtado; Inversiones El Campanario Limitada (controlledis controlled by María Soledad Chadwick Claro),Hurtado; Inversiones Los Robles Limitada (controlledis controlled by María Carolina Chadwick Claro),Claro; and Inversiones Las Niñas Dos SpA (controlledis controlled by Inversiones Las Niñas Limitada, company owned by Eduardo Chadwick Claro), and the estatesClaro.

Our controlling shareholders act pursuant to a shareholders’ agreement that establishes that this group will exercise joint control in order to ensure a majority vote at shareholders’ meetings and board meetings. Our controlling shareholders pass resolutions with the simply majority approval except with respect to the following matters, which require a unanimous decision:

carrying out of Jaime Said Demaría, José Said Saffie and José Antonio Garcés Silva.

Below is a summarynew business activities different from our current line of business (unless related to “ready to drink products” or Coca-Cola products);

amendment of the membersnumber of our controlling shareholdersdirectors;
issuances of new shares;
spin-offs or their related persons and the numbers of shares and percentage they hold in Andina (including series A and series B shares):

Controlling Shareholder Entity Series A  Series B 
Inversiones SH Seis Limitada(1)  65,489,786   25,164,863 
Estate of Mr. Jaime Said Demaría (1)  -   49,600 
Total of shares percentage of Andina:  13.8371%  5.3275%
Inversiones Cabildo SpA(2)  65,487,786   36,950,863 
Estate of Mr. José Said Saffie(2)  -   49,600 
Total of shares percentage of Andina:  13.8367%  7.8178%
Inversiones Nueva Delta S.A.(3)  58,927,056   - 
Inversiones Nueva Delta Dos S.A.(3)  3,574,999   - 
Inversiones Nueva Sofía Limitada(3)  2,985,731   12,978,583 
José Antonio Garcés Silva(3)  -   49,600 
Total of shares percentage of Andina:  13.8367%  2.7527%
Inversiones Playa Amarilla SpA(4)  16,689,895   8,513,594 
Inversiones Playa Negra SpA(4)  637,205   315,939 
Inversiones El Campanario Limitada(4)  12,089,074   - 
Inversiones Los Robles Limitada(4)  12,089,074   6,638,363 
Inversiones Las Niñas Dos SpA(4)  12,089,074   - 
Inversiones Don Alfonso Limitada(4)  12,089,074   7,450,928 
Eduardo Chadwick Claro(4)  63,327   63,327 
Total of shares percentage of Andina:  13.8914%  4.8559%


(1)Inversiones SH Seis Limitada is controlled by the Said Handal family. The family members are: Jaime, Gonzalo, Javier, Bárbara, Marisol and Cristina Said Handal.mergers;

(2)Inversiones Cabildo SpA is controlled by the Said Somavia family. The family members are: Isabel Margarita Somavía Dittborn and Salvador, Isabel, Constanza and Loreto Said Somavía.
capital increases (subject to certain indebtedness thresholds); and

(3)Inversiones Nueva Delta S.A., Inversiones Nueva Delta Dos S.A. and Inversiones Nueva Sofía Limitada are controlled by the Garcés Silva family. The family members are: José Antonio Garcés Silva (father), María Teresa Silva Silva and María Teresa, María Paz, José Antonio (Jr.), Matías Alberto and Andrés Sergio Garcés Silva.

(4)Inversiones Playa Amarilla SpA is controlled by Andrés Herrera Ramírez; Inversiones Playa Negra SpA is controlled by Patricia Claro Marchant; Inversiones Don Alfonso Limitada is controlled María de la Luz Chadwick Hurtado; Inversiones El Campanario Limitada is controlled by María Soledad Chadwick Hurtado; Inversiones Los Robles Limitada is controlled by María Carolina Chadwick Claro; and Inversiones Las Niñas Dos SpA is controlled by Eduardo Chadwick Claro.

Our controlling shareholders act pursuant to a shareholders’ agreement that establishes that this group will exercise joint control in order to ensure a majority vote at shareholders’ meetings and board meetings. Our controlling shareholders pass resolutions with the simply majority approval except with respect to the following matters, which require an unanimous decision:

·carrying out of new business activities different from our current line of business (unless related to “ready to drink products” or Coca-Cola products);

·amendment of the number of our directors;

·issuances of new shares;

·spin-offs or mergers;

·capital increases (subject to certain indebtedness thresholds); and

·
the joint acquisition of our Series A shares.

In connection with The Coca-Cola Company’s investment in us, The Coca-Cola Company and our controlling shareholders entered into a Shareholders’ Agreement dated September 5, 1996, as amended (the “Amended and Restated Shareholders Agreement or Shareholders’ Agreement”,included as exhibit to this annual report), providing for certain restrictions on the transfer of shares of our capital stock by the Coca-Cola Shareholders and our controlling shareholders. Specifically, our controlling shareholders are restricted from transferring itsSeries A shares.

In connection with The Coca-Cola Company’s investment in us, The Coca-Cola Company and our controlling shareholders entered into a Shareholders’ Agreement dated September 5, 1996, as amended (the “Amended and Restated Shareholders Agreement or Shareholders’ Agreement”, included as exhibit to this annual report), providing for certain restrictions on the transfer of shares of our capital stock by the Coca-Cola Shareholders and our controlling shareholders. Specifically, our controlling shareholders are restricted from transferring their Series A shares without the prior authorization of The Coca-Cola Company. The Shareholders’ Agreement also provides for certain corporate governance matters, including the right of the Coca-Cola shareholders to elect two members of our board of directors as long as The Coca-Cola Company and its subsidiaries collectively own, in aggregate, a certain percentage of the Series A shares. In addition, in related agreements, our controlling shareholders granted The Coca-Cola Company an option, exercisable upon the occurrence of certain changes in the beneficial ownership of the controlling shareholders, to acquire 100% of the Series A shares held by our controlling shareholders at a price and in accordance with procedures established in such agreements.

B.RELATED PARTY TRANSACTIONS

In the ordinary course of our business, we engage in a variety of transactions with certain of our affiliates and related parties. Financial information concerning these transactions is set forth in note 12.3 to our consolidated financial statements and were carried out under the following conditions: (i) they were previously approved by the Company’s Board of Directors, with the abstention of the director involved in the corresponding case; (ii) the purpose of these transactions was to contribute to the Company’s interest; and (iii) they were consistent with prevailing market price, terms and conditions at the time of their approval. Our Directors’ Committee is responsible for evaluating transactions with related parties and for reporting these transactions to the full board of directors. See “Item 6. Directors, Senior Management and Employees—Directors’ Committee.”

B.RELATED PARTY TRANSACTIONS

In the ordinary course of our business, we engage in a variety of transactions with certain of our affiliates and related parties. Financial information concerning these transactions is set forth in note 12.3 to our consolidated financial statements and were carried out under the following conditions: (i) they were previously approved by the Company’s Board of Directors, with the abstention of the director involved in the corresponding case; (ii) the purpose of these transactions was to contribute to the Company’s interest; and (iii) they were consistent with prevailing market price, terms and conditions at the time of their approval. Our Directors’ Committee is responsible for evaluating transactions with related parties and for reporting these transactions to the full board of directors. See “Item 6. Directors, Senior Management and Employees—Directors’ Committee”.

Our management believes, to the best of its knowledge, that it has complied in all material respects with the Chilean Public Company law regarding to the transactions with related parties in effect as of December 31, 2020.

Our management believes, to the best of its knowledge, that it has complied in all material respects with the Chilean Public Company law regarding to the transactions with related parties in effect as of December 31, 2023. There can be no assurance, however, that these regulations will not be modified in the future.

C.INTERESTS OF EXPERTS AND COUNSEL

Not applicable.

C.INTERESTS OF EXPERTS AND COUNSEL

ITEM 8.FINANCIAL INFORMATION

Not applicable.
A.CONSOLIDATED STATEMENTS AND OTHER FINANCIAL INFORMATION

See “Item 18 - Financial Statements” for our consolidated financial statements filed as part of this annual report.

88

Contingencies

We are party to certain legal proceedings that have arisen during the normal course of business, and we believe none of them are likely to have a material adverse effect on our financial condition. In accordance with accounting principles, the provisions regarding legal proceedings and other contingencies must be recorded if such procedures or contingencies are reasonably probable to be resolved against the Company and it is probable that an outflow of economic benefits will be required to settle the corresponding obligation, and a reliable estimate can be made of the amount of such obligation.

The following table represents accounting provisions made as of December 31, 2022 and 2023, for probable loss contingencies stemming from labor, tax, commercial and other litigation faced by our Company:

    

For the year ended December 31,

    

2022

    

2023

Million Ch$

Chile

1,552

1,267

Brazil

45,707

52,998

Argentina

1,397

490

Paraguay

39

47

Total

48,695

54,802

For more details, see note 23 of our consolidated financial statements included herein.

Dividend Policy

The declaration and payment of dividends are determined, subject to the limitations set forth below, by the affirmative vote of a majority of our shareholders at a general shareholders’ meeting, based upon the recommendation of our board of directors.

At our annual general shareholders’ meeting, our board of directors submits our annual financial statements for the preceding fiscal year together with reports prepared by our Audit Committee for approval by our shareholders. Once our shareholders have approved our annual financial statements, they determine the allocation of our net income, after provision for income taxes and legal reserves for the preceding year and considering the accumulation of losses from prior periods. All shares of our capital stock outstanding at the time a dividend or other distribution is declared are entitled to share equally in that dividend or other distribution, except that holders of our Series B shares are entitled to a dividend 10% greater than any dividend on Series A shares.

Pursuant to Chilean law, we must distribute cash dividends equal to at least 30% of our annual net income, calculated in accordance with IFRS. If we do not record any net income in a given year, we are not legally required to distribute dividends from accumulated earnings. At the general shareholders' meeting to be held on April 25, 2024, we expect our shareholders to approve a distribution of dividends.

During 2021, 2022 and 2023, our respective general shareholders’ meetings approved additional dividend payments to be paid from retained earnings, given our significant cash generation. These additional dividend payments for 2021, 2022 and 2023 are not indicative of whether or not additional dividend payments will be made in any future period.

89

The following table sets forth the amount in Chilean pesos of dividends declared and paid per share each year and the U.S. dollar amounts paid to shareholders (each ADR represents six shares), on each of the respective payment dates:

Aggregate Amount

    

Dividend

Fiscal year with

of Dividends Declared

Approval

Dividend

respect to which

and Paid

Series A

Series B

Date

    

payment Date

    

dividend was declared

    

(Ch$ millions)

    

Ch$ per share

    

US$ per share

    

Ch$ per share

    

US$ per share

12-28-2023

 

01-25-2024

 

2023

 

31,805

 

32.00

0.03522

35.20

 

0.03874

09-27-2023

 

10-26-2023

 

2023

 

28,823

 

29.00

0.03091

31.90

 

0.03400

07-25-2023

 

08-25-2023

 

2023

 

28,823

 

29.00

0.03393

31.90

 

0.03732

04-20-2023

 

05-26-2023

 

Accumulated earnings

 

49,695

 

50.00

0.06179

55.00

 

0.06797

04-20-2023

 

05-09-2023

 

2022

 

28,823

 

29.00

0.03655

31.90

 

0.04021

12-27-2022

 

01-27-2023

 

2022

 

28,823

 

29.00

0.03613

31.90

 

0.03975

09-27-2022

 

10-28-2022

 

2022

 

28,823

 

29.00

0.03068

31.90

 

0.03375

07-26-2022

 

08-26-2022

 

2022

 

28,823

 

29.00

0.03187

31.90

 

0.03505

04-13-2022

 

04-26-2022

 

Accumulated earnings

 

187,847

 

189.00

0.22213

207.90

 

0.24434

12-21-2021

 

01-28-2022

 

2021

 

28,823

 

29.00

0.03629

31.90

 

0.03992

09-28-2021

 

10-29-2021

 

2021

 

28,823

 

29.00

0.03600

31.90

 

0.03960

04-15-2021

 

08-27-2021

 

Accumulated earnings

 

25,841

 

26.00

0.03312

28.60

 

0.03643

04-15-2021

 

05-28-2021

 

2020

 

25,841

 

26.00

0.03560

28.60

 

0.03916

12-22-2020

 

01-29-2021

 

2020

 

25,841

 

26.00

0.03507

28.60

 

0.03858

B.SIGNIFICANT CHANGES

We are not aware of any changes bearing upon our financial condition since the date of the financial statements included in this annual report.

ITEM 8.FINANCIAL INFORMATION

ITEM 9.THE OFFER AND LISTING

A.OFFER AND LISTING DETAILS

Our common shares are listed and traded on the Santiago Stock Exchange and on the Bolsa Electrónica de Chile (the Chilean Electronic Stock Exchange).

A.CONSOLIDATED STATEMENTS AND OTHER FINANCIAL INFORMATION


See “Item 18 - Financial Statements” for our consolidated financial statements filed as part of this annual report.

Contingencies

We are party to certain legal proceedings that have arisen during the normal course of business, and we believe none of them are likely to have a material adverse effect on our financial condition. In accordance with accounting principles, the provisions regarding legal proceedings must be recorded if said procedures are reasonably probable to be resolved against the Company.

The following table represents accounting provisions made as of December 31, 2019 and 2020, for potential loss contingencies stemming from labor, tax, commercial and other litigation faced by our Company:

  For the year ended December 31, 
  2019  2020 
  Million Ch$ 
Chile  2,065   1,301 
Brazil  66,070   47,946 
Argentina  968   789 
Paraguay  3   34 
Total  69,108   50,070 

For more details, see note 23 of our consolidated financial statements included herein.

Dividend Policy

The declaration and payment of dividends are determined, subject to the limitations set forth below, by the affirmative vote of a majority of our shareholders at a general shareholders’ meeting, based upon the recommendation of our board of directors.

At our annual ordinary shareholders’ meeting, our board of directors submits our annual financial statements for the preceding fiscal year together with reports prepared by our Audit Committee for approval by our shareholders. Once our shareholders have approved our annual financial statements, they determine the allocation of our net income, after provision for income taxes and legal reserves for the preceding year and considering the accumulation of losses from prior periods. All shares of our capital stock outstanding at the time a dividend or other distribution is declared are entitled to share equally in that dividend or other distribution, except that holders of our Series B shares are entitled to a dividend 10% greater than any dividend on Series A shares.

Pursuant to Chilean law, we must distribute cash dividends equal to at least 30% of our annual net income, calculated in accordance with IFRS. If we do not record any net income in a given year, we are not legally required to distribute dividends from accumulated earnings. At the general shareholders’ meeting held on April 15, 2021, our shareholders authorized our board of directors to distribute final dividends on account of 2020 fiscal year and an Additional dividend on account of retained earnings.

During 2018, 2019 and 2020, our respective general shareholders’ meetings approved additional dividend payments to be paid from retained earnings, given our significant cash generation. These additional dividend payments for 2018, 2019 and 2020 are not indicative of whether or not additional dividend payments will be made in any future period.

The following table sets forth the amount in Chilean pesos of dividends declared and paid per share each year and the U.S. dollar amounts paid to shareholders (each ADR represents six shares), on each of the respective payment dates:


Dividend
Approval  
 Dividend  Fiscal year with
respect to which
  Aggregate Amount
of Dividends
Declared and Paid
  Series A  Series B 

Date 

 

payment Date 

 

dividend was declared 

  

(Ch$ millions)

  

Ch$ per share 

  

US$ per share

  

Ch$ per share

  

US$ per share

 
12-22-2020 01-29-2021  2020   25,841   26.00   0.03507   28.60   0.03858 
10-27-2020 11-24-2020  2020   25,841   26.00   0.03394   28.60   0.03734 
02-25-2020 08-28-2020  Accumulated earnings   25,841   26.00   0.03315   28.60   0.03647 
02-25-2020 05-29-2020  2019   25,841   26.00   0.03199   28.60   0.03519 
12-20-2019 01-23-2020  2019   22,462   22.60   0.02927   24.86   0.03220 
09-24-2019 10-24-2019  2019   21,369   21.50   0.02961   23.65   0.03257 
04-17-2019 08-29-2019  Accumulated earnings   21,369   21.50   0.02969   23.65   0.03266 
04-17-2019 05-30-2019  2018   21,369   21.50   0.03036   23.65   0.03339 
12-20-2018 01-24-2019  2018   21,369   21.50   0.03199   23.65   0.03519 
09-25-2018 10-25-2018  2018   21,369   21.50   0.03127   23.65   0.03440 
04-19-2018 08-30-2018  Accumulated earnings   21,369   21.50   0.03160   23.65   0.03475 
04-19-2018 05-31-2018  2017   21,369   21.50   0.03406   23.65   0.03746 
12-22-2017 01-25-2018  2017   21,369   21.50   0.03587   23.65   0.03946 
09-27-2017 10-26-2017  2017   18,884   19.00   0.03018   20.90   0.03319 
04-26-2017 08-31-2017  Accumulated earnings   18,884   19.00   0.03021   20.90   0.03323 
04-26-2017 05-30-2017  2016   18,884   19.00   0.02814   20.90   0.03095 
12-22-2016 01-26-2017  2016   18,884   19.00   0.02931   20.90   0.03224 
09-27-2016 10-27-2016  2016   16,896   17.00   0.02601   18.70   0.02861 
04-21-2016 08-27-2016  Accumulated earnings   16,896   17.00   0.02564   18.70   0.02821 
04-21-2016 05-27-2016  2015   16,896   17.00   0.02473   18.70   0.02721 
12-22-2015 01-28-2016  2015   16,896   17.00   0.02374   18.70   0.02611 
09-29-2015 10-29-2015  2015   14,908   15.00   0.02182   16.50   0.02400 
04-22-2015 08-28-2015  Accumulated earnings   14,908   15.00   0.02144   16.50   0.02358 
04-22-2015 05-29-2015  2014   14,908   15.00   0.02429   16.50   0.02673 
12-18-2014 01-29-2015  2014   8,946   9.00   0.01446   9.90   0.01590 

At our general shareholders’ meeting held on April 15, 2021, the distribution of dividends corresponding to the year 2020 were approved. The general shareholders’ meeting approved to distribute definitive dividends for the amount of Ch$25,841,367,092, and additional dividends for the amount of Ch$25,841,367,092, which are expected to be paid in May and August, 2021, respectively.

Also, our common shares have been traded in the United States on the New York Stock Exchange (“NYSE”) since July 14, 1994 in the form of ADRs, which represent six common shares each. The Depositary for the ADRs is The Bank of New York Mellon Corporation.

B.SIGNIFICANT CHANGES

We are not aware of any changes bearing upon our financial condition since the date of the financial statements included in this annual report.

ITEM 9.THE OFFER AND LISTING

A.OFFER AND LISTING DETAILS

Our common shares are listed and traded on the Santiago Stock Exchange and on the Bolsa Electrónica de Chile (the Chilean Electronic Stock Exchange) and, until October 2018, were listed on the Bolsa de Corredores de Valparaiso (the Valparaiso Brokers Stock Exchange), which closed operations in October 2018.

Also, our common shares have been traded in the United States on the New York Stock Exchange (“NYSE”) since July 14, 1994 in the form of ADRs, which represent six common shares each. The Depositary for the ADRs is The Bank of New York.

The total number of registered ADR holders we had at December 2020 was 23 (18 in the Series A ADRs and 5 in the Series B ADRs). As of that date the ADRs represented 1.65% of the total number of our issued and outstanding shares. On December 31, 2020 the closing price for the Series A shares on the Santiago Stock Exchange was Ch$1,580.00 per share (US$ 13.32 per Series A ADR) and Ch$1,829.00 for the Series B shares (US$ 14.94 per Series B ADR). At December 31, 2020, there were 409,749 Series A ADRs (equivalent to 2,458,494 Series A shares) and 2,194,603 Series B ADRs (equivalent to 13,167,618

The total number of registered ADR holders we had at December 31, 2023 was 29 (22 in the Series A ADRs and 7 in the Series B ADRs). As of that date the ADRs represented 2.90% of the total number of our issued and outstanding shares. On December 31, 2023, the closing price for the Series A shares on the Santiago Stock Exchange was Ch$1,745.70 per share (US$ 11.99 per Series A ADR) and Ch$2,190.00 for the Series B shares (US$ 14.91 per Series B ADR). As of December 31, 2023, there were 589,641 Series A ADRs (equivalent to 3,537,846 Series A shares) and 3,996,784 Series B ADRs (equivalent to 23,980,704 Series B shares).

Trading activity on the Santiago Stock Exchange is on average substantially less than that on the principal national securities exchanges in the United States.


Other than as previously discussed in “Item 7 - Major Shareholders”, we are not aware of any other existing contracts or documents that impose material limitations or qualifications on the rights of shareholders of our listed securities.

B.PLAN OF DISTRIBUTION

B.PLAN OF DISTRIBUTION

Not applicable.

C.MARKETS

See “Item 9. The Offer and Listing—A. Offer and Listing Details.”

C.MARKETS

See “Item 9. The Offer and Listing—A. Offer and Listing Details”.

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D.SELLING SHAREHOLDERS

D.SELLING SHAREHOLDERS

Not applicable.

E.DILUTION

Not applicable.

E.DILUTION

ITEM 10.ADDITIONAL INFORMATION

A.SHARE CAPITAL

Not applicable.

B.MEMORANDUM AND ARTICLES OF ASSOCIATION

Our bylaws (“Estatutos”) are included as an exhibit to this annual report, and are also available on our website www.koandina.com, under Corporate Governance/Board of Directors/Deeds of Incorporation. The following is a summary of the material provisions of our bylaws. The last amendment of our bylaws was approved on July 12, 2012.

ITEM 10.

Organization

We are a publicly held company and were incorporated on February 7, 1946. Our legal domicile is the city of Santiago, Chile, notwithstanding the special domiciles of offices, agencies or branches that are established in the country as well as abroad. Our duration is indefinite.

Purposes

ADDITIONAL INFORMATION

A.SHARE CAPITAL

Not applicable.

B.MEMORANDUM AND ARTICLES OF ASSOCIATION

Our bylaws (“Estatutos”) are included as an exhibit to this annual report, and are also available on our website www.koandina.com, under Corporate Governance/Board of Directors/Deeds of Incorporation. The following is a summary of the material provisions of our bylaws. The last amendment of our bylaws was approved on July 12, 2012.

Organization

We are a publicly held company and were incorporated on February 7, 1946. Our legal domicile is the city of Santiago, Chile, notwithstanding the special domiciles of offices, agencies or branches that are established in the country as well as abroad. Our duration is indefinite.

Purposes

Our corporate purposes are to execute and develop the following:

·
Develop one or more industrial establishments dedicated to the business, operations and activities to manufacture, produce, transform, bottle, can, distribute, transport, import, export, purchase, sell and market in general, in any form and in any way, any type of food product and in particular any type of mineral water, juice, beverage and drink in general or other similar products, and raw materials or semi-finished materials used in such activities and/or products complementary or related to the preceding businesses and activities;

·Develop one or more agricultural or agro industrial establishments and farmland dedicated to the business, operations and development of agricultural activities and agro industry in general;

·Produce, transform, distribute, transport, import, export, purchase, sell and market in general, in any form and in any way, any type of agricultural products and/or agro industrial products and raw materials, or semi-finished materials used in such activities, and/or products complementary or related to the preceding activities;

·Manufacture, distribute, transport, import, export, purchase, sell and market in general, in any form and in any way, any type of container; and execute and develop any type of material recycling process and activity;

·Accept from and/or grant the representation of trademarks, products and/or licenses related to such businesses, activities, operations and products to national or foreign companies;

·Provide any type of service and/or technical assistance in any way related to the goods, products, businesses and activities referred to in the preceding letters;

·Invest cash surplus, even in the capital market; and


·In general, undertake all other businesses and activities supplementary or linked to the above mentioned operations.

We may execute our objectives directly or by participating as a partner or shareholder in other companies or by acquiring rights or interests in any other type of association related to the aforementioned activities.

Voting Rights

preceding businesses and activities;

Develop one or more agricultural or agro industrial establishments and farmland dedicated to the business, operations and development of agricultural activities and agro industry in general;
Produce, transform, distribute, transport, import, export, purchase, sell and market in general, in any form and in any way, any type of agricultural products and/or agro industrial products and raw materials, or semi-finished materials used in such activities, and/or products complementary or related to the preceding activities;
Manufacture, distribute, transport, import, export, purchase, sell and market in general, in any form and in any way, any type of container; and execute and develop any type of material recycling process and activity;
Accept from and/or grant the representation of trademarks, products and/or licenses related to such businesses, activities, operations and products to national or foreign companies;
Provide any type of service and/or technical assistance in any way related to the goods, products, businesses and activities referred to in the preceding letters;
Invest cash surplus, even in the capital market; and
In general, undertake all other businesses and activities supplementary or linked to the above mentioned operations.

We may execute our objectives directly or by participating as a partner or shareholder in other companies or by acquiring rights or interests in any other type of association related to the aforementioned activities.

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Voting Rights

Our capital equity is divided into Series A shares and Series B shares, both preferred and with no par value, whose features, rights and privileges are the following:

·
The preference of Series A shares consists solely of the right to elect twelve out of the fourteen board members of the Company. Series A shares are entitled to full voting rights without limitations.

·
The preference of Series B shares consists solely of the right to receive all and any of the per share dividends we may distribute, whether temporary, definitive, minimum mandatory, additional, or eventual, increased by 10%. Series B shares are entitled to a limited voting right, voting only with respect to the election of two board members for the Company.

·
The preferences of Series A and B shares will remain in effect through December 31, 2130. Once this period has expired, Series A and B will be eliminated and the shares which comprise them shall automatically become common shares without any preferences whatsoever, therefore eliminating the division of shares into series.

Board of DirectorsSeries A and Shareholder Meetings

B shares will remain in effect through December 31, 2130. Once this period has expired, Series A and B will be eliminated and the shares which comprise them shall automatically become common shares without any preferences whatsoever, therefore eliminating the division of shares into series.

Board of Directors and Shareholder Meetings

The members of the board of Directors are proposed and elected every three years during the general annual shareholders’ meeting. Separate voting of the Series A and Series B shareholder elect board members. As mentioned, Series A shares elect twelve directors, and Series B shares elect two Directors.

Board members are elected by separate voting at Series A and Series B shareholders’ meeting and will hold their offices for three years with the possibility to be re-elected for an indefinite number of periods. Even though we have not established a formal process that allows our shareholders to communicate with the directors, shareholders desiring to do so may share their opinions, considerations or recommendations before or during the corresponding shareholders’ meeting which will be heard and attended by the Chairman of the Board, or by the Chief Executive Officer, as the case may be, and any such recommendations will be submitted for resolution by the shareholders in attendance during the meeting.

Regular general shareholders’ meetings are held once a year within the first four months following the date of the annual balance sheet. We prepare a balance sheet annually on our operations as of December 31, which is presented together with the profit and loss statement, the report by the auditors and annual report to the respective shareholders’ meeting. The board sends a copy of the balance sheet, annual report, report by the auditors and respective notes to each of the shareholders registered in the registry no later than by the date the first summons is published. Special shareholders’ meetings may be held at any time according to corporate needs and to discuss and decide upon any matter within the competence thereof, provided it is indicated in the summons. Being a shareholder of the Company is the only condition for entry to a shareholder’s meeting.

C.MATERIAL CONTRACTS

See “Item 4. Information on the Company - Bottler Agreements and Item 5. Operating and Financial Review and Prospects - Summary of Significant Debt Instruments"
C.MATERIAL CONTRACTS

See “Item 4. Information on the Company - Bottler Agreements and Item 5. Operating and Financial Review and Prospects - Summary of Significant Debt Instruments”.

D.EXCHANGE CONTROLS

Foreign Investment and Exchange Controls in Chile

D.EXCHANGE CONTROLS

Foreign Investment and Exchange Controls in Chile

The Central Bank is responsible, among other matters, for setting monetary policies and exchange controls in Chile. As of April 19, 2001, the Chilean Central Bank (“CCB”) eliminated prior foreign exchange controls, imposed certain reporting requirements and determined that certain operations be conducted through the Formal Exchange Market (“FEM”). The main purpose of these amendments, as declared by the Central Bank, is to facilitate the flow of capital into Chile and outside the country and to foster foreign investment.

Equity investments in Chile (including investments in stock) by non-resident persons or entities must comply with some existing exchange control restrictions.

Equity investments in Chile (including investments in stock) by non-resident persons or entities must comply with some existing exchange control restrictions.

Any foreign individual or legal entity, as well as Chileans with residence abroad, can invest in Chile through the New Direct Foreign Investment Statute or by Chapter XIV of the Foreign Exchange Regulations of the Central Bank.

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Under the New Direct Foreign Investment Statute, any legal entity or individual that qualifies as foreign investor under the terms of the aforementioned Statute, may request a certificate to be issued by the Foreign Investment Promotion Agency, confirming its status as foreign investor, and enabling access to the new foreign investment regime.

During 2001, the CCB eliminated certain exchange controls. For instance, it revoked Chapter XXVI of the CFER, which regulated the issuance and placement of ADRs by Chilean corporations. Pursuant to the new rules, the Central Bank’s approval is no longer a pre-condition for ADR issuances. ADR issuances are now regarded as an ordinary foreign investment, and the only requirements are that the CCB be informed of the transaction, by fulfilling the rules of Chapter XIV of the CFER, that mainly establishes that the monies come in or leave the country exclusively through the Formal Exchange Market, if the recipient of the investment decides to enter the foreign currency to the country or if it carries out payments or remittances from Chile.

Notwithstanding these changes, exchange transactions authorized prior to April 19, 2001 remained subject to the rules in force as of the date of such transactions. The new exchange regime did not affect Chapter XXVI of the CFER and the Foreign Investment Contract (“FIC”) between Andina, the Central Bank and The Bank of New York Mellon (as Depositary of the shares represented by ADRs). Notwithstanding the previous, the parties to the FIC may choose to adopt the norms imposed by the CCB, resigning to those of the FIC, and which has been the option we have taken until this date. The FIC is the agreement by which access to the FEM is given to the Depositary and ADR holders. The FIC adopted the dispositions of Chapter XXVI and was celebrated pursuant to Article 47 of the Constitutional Organic Act of the CCB.

Under Chapter XXVI of the CFER, if the funds to purchase the common shares underlying the ADRs are brought into Chile, the Depositary must deliver, on behalf of foreign investors, an annex providing information on the transaction to the Formal Exchange Market entity involved, together with a letter instructing such entity to deliver the foreign currency or the equivalent amount in pesos, on or before the date the foreign currency is brought or is to be brought into Chile.

Repatriation of amounts received with respect to deposited common shares or common shares withdrawn from deposits on surrender of ADRs (including amounts received as cash dividends and proceeds from the sale in Chile of the underlying common shares and any rights arising there from) need be made through the FEM. The FEM entity intervening in the repatriation must provide certain information to the CCB on the following banking business day.

Under Chapter XXVI and the FIC, the CCB agreed to grant to the Depositary, on behalf of ADR holders, and to any investor not residing nor domiciled in Chile who acquire shares or replace ADRs for common stock, which we refer to as “Withdrawn Shares”, FEM access to convert Chilean pesos into U.S. dollars and to remit those dollars outside Chile including amounts received as: (i) cash dividends; (ii) proceeds from the sale in Chile of Withdrawn Shares; (iii) proceeds from the sale in Chile of preemptive rights to subscribe for additional shares; (iv) proceeds from the liquidation, merger or consolidation of Andina; (v) proceeds resulting from capital decreases or earnings or liquidations; and (vi) other distributions, including those in respect of any re-capitalization resulting from holding shares, ADRs or by Withdrawn Shares.

The guarantee of FEM access under the FIC will extend to the participants of the ADR offering if the following requirements are met: (i) that the funds to purchase the shares underlying the ADRs are brought into Chile and converted into Chilean pesos through the FEM; (ii) that the purchase of the underlying shares is made on a Chilean stock exchange; and (iii) that within five business days from the conversion of the funds into Chilean pesos, the CCB is informed that the funds converted were used to purchase the underlying shares, if those funds are not invested in shares within that period, it can access the FEM to reacquire foreign currency, provided that the request is submitted to the CCB within seven banking business days of the initial conversion into pesos.

Chapter XXVI provides that FEM access in connection with dividend payments is conditioned to our certifying to the CCB that a dividend payment has been made and that any applicable tax has been withheld. Chapter XXVI also provides that FEM access in connection with the sale of Withdrawn Shares, or distribution thereon, is conditioned upon receipt by the CCB (i) a certificate by the Depositary or custodian, as the case may be, that the shares have been withdrawn in exchange for delivery of the appropriate ADRs; and (ii) a waiver of the benefits of the FIC with respect to ADRs (except in connection with the proposed sale of the shares) until the Withdrawn Shares are re-deposited.

FEM access under any of the circumstances described above is not automatic. Pursuant to Chapter XXVI, such access needs the CCB’s approval on a request submitted to that end through a banking institution established in Chile. The FIC provides that if the CCB has not acted upon the request within seven banking days, the request is deemed to have been granted.

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Any foreign individual or legal entity, as well as Chileans with residence abroad, can invest in Chile through the New Direct Foreign Investment Statute or by Chapter XIV of the Foreign Exchange Regulations of the Central Bank.

Under the New Direct Foreign Investment Statute, any legal entity or individual that qualifies as foreign investor under the terms of the aforementioned Statute, may request a certificate to be issued by the Foreign Investment Promotion Agency, confirming its status as foreign investor, and enabling access to the new foreign investment regime.

During 2001, the CCB eliminated certain exchange controls. For instance, it revoked Chapter XXVI of the CFER, which regulated the issuance and placement of ADRs by Chilean corporations. Pursuant to the new rules, the Central Bank’s approval is no longer a pre-condition for ADR issuances or foreign investment contracts with the CCB. ADR issuances are now regarded as an ordinary foreign investment, and the only requirements are that the CCB be informed of the transaction, by fulfilling the rules of Chapter XIV of the CFER, that mainly establishes that the monies come in or leave the country exclusively through the Formal Exchange Market, if the recipient of the investment decides to enter the foreign currency to the country or if it carries out payments or remittances from Chile.

Notwithstanding these changes, exchange transactions authorized prior to April 19, 2001 remained subject to the rules in force as of the date of such transactions. The new exchange regime did not affect Chapter XXVI of the CFER and the Foreign Investment Contract (“FIC”) between Andina, the Central Bank and The Bank of New York Mellon (as Depositary of the shares represented by ADRs). Notwithstanding the previous, the parties to the FIC may choose to adopt the norms imposed by the CCB, resigning to those of the FIC, and which has been the option we have taken until this date. The FIC is the agreement by which access to the FEM is given to the Depositary and ADR holders. The FIC adopted the dispositions of Chapter XXVI and was celebrated pursuant to Article 47 of the Constitutional Organic Act of the CCB.

Under Chapter XXVI of the CFER, if the funds to purchase the common shares underlying the ADRs are brought into Chile, the Depositary must deliver, on behalf of foreign investors, an annex providing information on the transaction to the Formal Exchange Market entity involved, together with a letter instructing such entity to deliver the foreign currency or the equivalent amount in pesos, on or before the date the foreign currency is brought or is to be brought into Chile.

Repatriation of amounts received with respect to deposited common shares or common shares withdrawn from deposits on surrender of ADRs (including amounts received as cash dividends and proceeds from the sale in Chile of the underlying common shares and any rights arising there from) need be made through the FEM. The FEM entity intervening in the repatriation must provide certain information to the CCB on the following banking business day.

Under Chapter XXVI and the FIC, the CCB agreed to grant to the Depositary, on behalf of ADR holders, and to any investor not residing nor domiciled in Chile who acquire shares or replace ADRs for common stock, which we refer to as “Withdrawn Shares”, FEM access to convert Chilean pesos into U.S. dollars and to remit those dollars outside Chile including amounts received as: (i) cash dividends; (ii) proceeds from the sale in Chile of Withdrawn Shares; (iii) proceeds from the sale in Chile of preemptive rights to subscribe for additional shares; (iv) proceeds from the liquidation, merger or consolidation of Andina; (v) proceeds resulting from capital decreases or earnings or liquidations; and (vi) other distributions, including those in respect of any re-capitalization resulting from holding shares, ADRs or by Withdrawn Shares.

The guarantee of FEM access under the FIC will extend to the participants of the ADR offering if the following requirements are met: (i) that the funds to purchase the shares underlying the ADRs are brought into Chile and converted into Chilean pesos through the FEM; (ii) that the purchase of the underlying shares is made on a Chilean stock exchange; and (iii) that within five business days from the conversion of the funds into Chilean pesos, the CCB is informed that the funds converted were used to purchase the underlying shares, if those funds are not invested in shares within that period, it can access the FEM to reacquire foreign currency, provided that the request is submitted to the CCB within seven banking business days of the initial conversion into pesos.

Chapter XXVI provides that FEM access in connection with dividend payments is conditioned to our certifying to the CCB that a dividend payment has been made and that any applicable tax has been withheld. Chapter XXVI also provides that FEM access in connection with the sale of Withdrawn Shares, or distribution thereon, is conditioned upon receipt by the CCB (i) a certificate by the Depositary or custodian, as the case may be, that the shares have been withdrawn in exchange for delivery of the appropriate ADRs; and (ii) a waiver of the benefits of the FIC with respect to ADRs (except in connection with the proposed sale of the shares) until the Withdrawn Shares are re-deposited.

FEM access under any of the circumstances described above is not automatic. Pursuant to Chapter XXVI, such access needs the CCB’s approval on a request submitted to that end through a banking institution established in Chile. The FIC provides that if the CCB has not acted upon the request within seven banking days, the request is deemed to have been granted.


Under current Chilean law, the CCB cannot unilaterally change the FIC. The Chilean Courts (although not binding on future judicial decisions) also have established that the FIC cannot be annulled by future legislative changes. No assurance can be given, however, that additional Chilean restrictions applicable to the holders of ADRs, to the disposition of underlying shares, or to the repatriation of proceeds from their disposition, will not be imposed in the future; nor can there be any assessment of the duration or impact of any restrictions that might be imposed. If for whatever reason, including changes in the FIC or Chilean law, the Depositary is prevented from converting Chilean pesos into U.S. dollars, the investors shall receive dividends or other payments in Chilean pesos, which shall subject the investors to exchange rate risks. It cannot be guaranteed that the CFER, as amended, or any other exchange regulation will not be amended in the future, or that if new regulations are enacted that they shall have no material bearing on Andina or the ADR holders.

No assurance can be given that Andina will be able to purchase U.S. dollars in the local exchange market at any time in the future, nor that any such purchase will be for the amounts necessary to pay any sum due under any of its capital or debt instruments. Likewise, it is not possible to guarantee that changes to the regulations of the CCB or other legislative changes relating to exchange controls will not restrict or impair Andina’s ability to purchase U.S. dollars in order to make payment on its debt instruments.

E.TAXATION

Tax Considerations Relating to Equity Securities

E.TAXATION

Tax Considerations Relating to Equity Securities

Chilean Tax Considerations.

The following discussion summarizes the material Chilean income tax consequences of an investment in Andina’s stock or ADRs by an individual who is not domiciled or resident in Chile or a legal entity that is not organized under the laws of Chile and does not have a permanent establishment in Chile (“foreign holder”). This discussion is based upon Chilean income tax laws presently in force and administrative jurisprudence, including Ruling No. 324 of January 29, 1990 of the Servicio de Impuestos Internos (the Chilean Internal Revenue Service or “SII”) and other applicable regulations and rulings that are subject to change without notice. The discussion is not intended as tax advice to any particular investor, which can be rendered only in light of that investor’s particular tax situation. Each investor or potential investor is encouraged to seek independent tax advice with respect to consequences of investing in Andina’s stock or ADRs.

Dividends

Dividend distributions to investors who are juridical or natural persons residing or domiciled abroad, are affected by an additional tax ("withholding at the source") at a rate of 35%, with the right to credit for corporate income tax (First Category Tax) paid by Andina (today a rate of 27%). However, distributions made to investors residing or domiciled in countries that do not have a treaty to avoid double taxation with Chile, are taxed by an additional withholding equivalent to 35% of the corporate income tax credit, thus limiting the credit for this tax at 65%. This additional withholding does not apply to distributions made to residents of countries that have a treaty in force with Chile, which may allocate 100% of the credit. Until December 31, 2016, this additional withholding also did not apply to distributions made to shareholders who were residents of countries that had a treaty to avoid double taxation that was not in force to the extent it was subscribed prior to January 1, 2020.

Distributions made to investors residing or domiciled in Chile are taxed by personal taxes ("Supplementary Global Tax") which have progressive rates ranging from 0% to 40%. The tax credit limitation also applies to these investors, thus they are taxed with an additional tax ("debit"

Chilean Tax Considerations.

The following discussion summarizes the material Chilean income tax consequences of an investment in Andina’s stock or ADRs by an individual who is not domiciled or resident in Chile or a legal entity that is not organized under the laws of Chile and does not have a permanent establishment in Chile (“foreign holder”). This discussion is based upon Chilean income tax laws presently in force and administrative jurisprudence, including Ruling No. 324 of January 29, 1990 of the Servicio de Impuestos Internos (the Chilean Internal Revenue Service or “SII”), as well as the Treaty (as defined below) and other applicable regulations and rulings that are subject to change without notice. The discussion is not intended as tax advice to any particular investor, which can be rendered only in light of that investor’s particular tax situation. Each investor or potential investor is encouraged to seek independent tax advice with respect to consequences of investing in Andina’s stock or ADRs.

Dividends

Dividend distributions to investors who are juridical or natural persons residing or domiciled abroad, are affected by an additional tax (“withholding at the source”) at a rate of 35%, with the right to credit for corporate income tax (First Category Tax) paid by Andina (today a rate of 27%). However, distributions made to investors residing or domiciled in countries that do not have a treaty to avoid double taxation with Chile, are taxed by an additional withholding equivalent to 35% of the corporate income tax credit, thus limiting the credit for this tax at 65%. This additional withholding does not apply to distributions made to residents of countries that have a treaty in force with Chile, which may allocate 100% of the credit. Until December 31, 2026, this additional withholding also does not apply to distributions made to shareholders who are residents of countries that have signed a treaty to avoid double taxation but was not in force to the extent that it was signed prior to January 1, 2020.

Distributions made to investors residing or domiciled in Chile are taxed by personal taxes (“Supplementary Global Tax”) which have progressive rates ranging from 0% to 40%. The tax credit limitation also applies to these investors; thus, they are taxed with an additional tax (“debit”) equivalent to 35% of the corporate tax credit.

Capital Gains

Gains recognized from the sale or exchange of ADRs by a foreign holder outside of Chile are not subject to Chilean taxation. Capital gains generated from the sale of shares are subject to general taxation, unless they are shares that are sold on the stock exchange and that have been acquired on the stock exchange, or are shares of first issue, in which case gains are not affected by income taxation in Chile. Regarding this exception, a bill is currently being discussed that would derogate it.

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The tax cost of common shares received in exchange for ADRs (“conversion”) is determined in accordance with the valuation procedure set out in the Deposit Agreement, which values common shares at the highest selling price according to transactions on the Santiago Stock Exchange on the date of withdrawal of common shares. Consequently, the conversion of ADRs into shares of common stock, and the immediate sale of the shares for the value established under the Deposit Agreement, will not generate a capital gain subject to taxation in Chile. However, in the case where the sale of the shares is made on a day that is different than the date in which the conversion is recorded, capital gain subject to taxation in Chile may be generated. In connection thereto, on October 1, 1999 the SII issued Ruling No. 3,708 whereby it allowed Chilean issuers of ADRs to amend the deposit agreements in order to include a clause that states that, in the case that the exchanged shares are sold by the ADRs’ holders on a Chilean stock exchange either on the same day in which the exchange is recorded or within the two business days prior to such date, the acquisition price of such exchanged shares shall be the price registered in the invoice issued by the stock broker that participated in the sale transaction. As this amendment has been included in the Deposit Agreement, the capital gain that may be generated if the date of conversion is different than the date of sale, would not be subject to taxation, to the extent that the SII’s criterion is maintained and the contributor in good faith adopts this criterion, which the contributor must certify to the satisfaction of the authority in case of observation.

The distribution and exercise of preemptive rights relating to the shares of common stock are not subject to taxation in Chile. Any capital gain from the sale or assignment of preemptive rights will be subject to general taxation.

Chile / United States Double Taxation Treaty

The current income tax treaty between Chile and the United States (the “Treaty”) entered into force in December 2023, and the following are among its tax effects:

The Treaty (art. 10) establishes maximum withholding rates on dividends paid between the contracting states (maximum rate of 5% if the beneficiary holds 10% or more of the voting shares of the company paying the dividend and 15% in all other cases). This treaty-established benefit of a lower dividend withholding tax rate will not be applicable as long as Chile maintains its integrated taxation system whereby the First Category Tax is fully creditable in computing any withholding at the source.
The exemptions that benefit capital gains on the sale of ADRs remain unaffected by the entry into force of the Treaty. Regarding the sale of shares in a Chilean company by a U.S. resident, the Treaty establishes the right of exclusive taxation in the United States if certain requirements are satisfied, including that the shares are sold on a recognized stock exchange in Chile or in a public offer for the acquisition of shares regulated by law. Therefore, under the Treaty, any capital gain resulting from the sale of shares are subject to general taxation, unless they are shares that are sold on the stock exchange and that have been acquired on the stock exchange, or are shares of first issue, in which case gains are not affected by incomemay be exempt from taxation in Chile.

Other Chilean Taxes

The transfer of ADRs by a foreign holder is not subject to inheritance tax or donation tax. These taxes may only apply in case of donation or hereditary transfer of common shares.

The issuance, registration or transfer of ADRs or common shares is not taxed with Stamp and Seal Tax or any other similar tax.

Withholding Tax Certificates

Upon request, we will provide to foreign holders appropriate documentation evidencing the payment of Chilean withholding taxes applied in Chile on earnings distributed to foreign holders.

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U.S. Federal Income Tax Considerations Relating to ADRs or Shares of Common Stock.

The following discussion summarizes certain U.S. federal income tax consequences of an investment in ADRs or shares of common stock. This discussion is based upon U.S. federal income tax laws presently in force. The discussion is not a full description of all tax considerations that may be relevant to a decision to purchase ADRs or shares of common stock. In particular, the discussion is directed only to U.S. holders (as defined below) that hold ADRs or shares of common stock as capital assets, and it does not address the tax treatment of holders that are subject to special tax rules under the Internal Revenue Code of 1986 as amended (the “Code”), such as financial institutions, regulated investment companies, real estate investment trusts, partnerships or other pass-through entities, dealers in securities or currencies, traders in securities that elect to use a mark-to-market method of accounting for their securities holdings, insurance companies, tax-exempt entities, persons holding ADRs or shares of common stock as part of a hedging, integrated, conversion or constructive sale transaction or a straddle, holders that own or are deemed to own 10% or more of our shares (by vote or value), persons required to accelerate the recognition of any item of gross income with respect to ADRs or shares of common stock as a result of such income being recognized on an applicable financial statement, persons liable for alternative minimum tax or persons whose “functional currency” is not the U.S. dollar. Furthermore, the discussion below is based upon the provisions of the Code and regulations, rulings and judicial decisions thereunder as of the date hereof, as well as the Treaty, and such authorities may be repealed, revoked or modified so as to result in U.S. federal income tax consequences different from those discussed below. In addition, the discussion below assumes that the Deposit Agreement, and all other related agreements, will be performed in accordance with their terms. If a partnership holds ADRs or shares of common stock, the tax treatment of a partner will generally depend upon the status of the partner and the activities of the partnership. Partners in a partnership holding ADRs or shares of common stock should consult their tax advisors. This summary does not contain a detailed description of all the U.S. federal income tax consequences to a holder in light of its particular circumstances and does not address the Medicare tax on net investment income, U.S. federal estate and gift taxes or the effects of any state, local or non-United States tax laws.

Prospective purchasers should consult their tax advisors about the federal, state, local and foreign tax consequences to them of the purchase, ownership and disposition of ADRs or shares of common stock.

As used herein, the term “U.S. holder” means a beneficial owner of ADRs or shares of common stock that is (i) an individual U.S. citizen or resident, (ii) a corporation (or any other entity treated as a corporation for U.S. federal income tax purposes) created or organized in or under the laws of the United States, any state thereof or the District of Columbia, (iii) an estate the income of which is subject to U.S. federal income taxation regardless of its source or (iv) a trust that: (a) is subject to the primary supervision of a court within the United States and with respect to which one or more U.S. persons have the authority to control all substantial decisions of the trust or (b) has a valid election in effect under applicable U.S. Treasury regulations to be treated as a U.S. person.

If the obligations contemplated by the Deposit Agreement are performed in accordance with its terms, ADR holders generally will be treated for U.S. federal income tax purposes as the owners of the shares of common stock represented by those ADRs. Deposits or withdrawals of shares of common stock by U.S. holders in exchange for ADRs will not result in the realization of gain or loss for U.S. federal income tax purposes.

Cash Dividends and Other Distributions

Cash distributions (including the amount of any Chilean taxes withheld) paid to U.S. holders with respect to the ADRs or shares of common stock generally will be treated as dividend income to such U.S. holders, to the extent paid out of our current or accumulated earnings and profits, as determined under U.S. federal income tax principles. Such income will be includable in the gross income of a U.S. holder as ordinary income on the day received by the Depositary, in the case of ADRs, or by the U.S. holder, in the case of shares of common stock. The dividends will not be eligible for the dividends received deduction generally allowed to corporations under the Code.

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Subject to applicable limitations (including a minimum holding period requirement), dividends received by non-corporate U.S. holders from a qualified foreign corporation may be treated as “qualified dividend income” that is subject to reduced rates of taxation. A qualified foreign corporation includes a foreign corporation that is eligible for the benefits of a comprehensive income tax treaty with the United States which the U.S. Treasury Department determines to be satisfactory for these purposes and which includes an exchange of information provision. The U.S. Treasury Department has determined that the Treaty meets these requirements, and we believe we are eligible for the benefits of the Treaty. A foreign corporation is also treated as a qualified foreign corporation with respect to dividends paid by that corporation on shares (or ADRs backed by such shares) that are readily tradable on an established securities market in the United States. U.S. Treasury Department guidance indicates that our ADRs (which are listed on the New York Stock Exchange), but not our shares of common stock, are readily tradable on an established securities market in the United States. There also can be no assurance that our ADRs will be considered readily tradable on an established securities market in the United States in later years. Non-corporate U.S. holders should consult their own tax advisors regarding the application of these rules given their particular circumstances.

Dividends paid in Chilean pesos will be includable in income in a U.S. dollar amount based on the exchange rate in effect on the day of receipt by the Depositary, in the case of ADRs, or by the U.S. holder, in the case of shares of common stock, regardless of whether the Chilean pesos are converted into U.S. dollars. If the Chilean pesos received as dividends are not converted into U.S. dollars on the date of receipt, a U.S. holder will have a basis in the Chilean pesos equal to their U.S. dollar value on the date of receipt. Any gain or loss realized on a subsequent conversion or other disposition of the Chilean pesos will be treated as U.S. source ordinary income or loss, regardless of whether the pesos are converted into U.S. dollars.

Subject to certain conditions and limitations, including a minimum holding period requirement, any Chilean withholding tax (net of any credit for the corporate income tax) paid by or for the account of any U.S. holder may be eligible for credit against the U.S. holder’s U.S. federal income tax liability. For purposes of calculating the foreign tax credit, dividends paid with respect to the ADRs or shares of common stock will generally be foreign source income and will generally constitute passive category income. However, U.S. Treasury regulations addressing foreign tax credits (the “Foreign Tax Credit Regulations”) impose additional requirements for foreign taxes to be eligible for a foreign tax credit if the relevant taxpayer does not elect to apply the benefits of an applicable income tax treaty, and there can be no assurance that those requirements will be satisfied for a U.S. holder that does not elect to apply the benefits of the Treaty. The Treasury and the U.S. Internal Revenue Service (the “IRS”) are considering proposing amendments to the Foreign Tax Credit Regulations. In addition, recent notices from the IRS provide temporary relief by allowing taxpayers that comply with applicable requirements to apply many aspects of the foreign tax credit regulations as they previously existed (before the release of the current Foreign Tax Credit Regulations) for taxable years ending before the date that a notice or other guidance withdrawing or modifying the temporary relief is issued (or any later date specified in such notice or other guidance). Instead of claiming a foreign tax credit, a U.S. holder may be able to deduct any Chilean withholding tax in computing its taxable income, subject to generally applicable limitations under U.S. law (including that a U.S. holder is not eligible for a deduction for otherwise creditable foreign income taxes paid or accrued in a taxable year if such U.S. holder claims a foreign tax credit for any foreign income taxes paid or accrued in the same taxable year). The rules governing the foreign tax credit and deductions for foreign taxes are complex. Investors are urged to consult their tax advisors regarding the Foreign Tax Credit Regulations (and the related temporary relief in the IRS notices) and the availability of the foreign tax credit or a deduction under their particular circumstances.

Distributions to U.S. holders of additional shares of common stock or preemptive rights with respect to shares of common stock that are made as part of a pro rata distribution to all shareholders of the Company generally should not be subject to U.S. federal income tax.

To the extent that the amount of any distribution exceeds our current and accumulated earnings and profits for a taxable year, as determined under U.S. federal income tax principles, the distribution will first be treated as a tax-free return of capital, causing a reduction in the adjusted basis of the ADRs or shares of common stock, and the balance in excess of adjusted basis will be taxed as capital gain recognized on a sale or exchange. However, we do not expect to keep earnings and profits in accordance with U.S. federal income tax principles. Therefore, a U.S. holder should expect that a distribution will generally be reported and treated as a dividend (as discussed above).

Passive Foreign Investment Company

We do not believe that we are, for U.S. federal income tax purposes, a passive foreign investment company (a “PFIC”) and expect to continue our operations in such a manner that we will not be a PFIC. If, however, we are or become a PFIC, U.S. holders could be subject to additional U.S. federal income taxes on gain recognized with respect to the ADRs or shares of common stock and on certain distributions, plus an interest charge on certain taxes treated as having been deferred by the U.S. holder under the PFIC rules of the U.S. federal income tax laws.

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Non-corporate U.S. holders will not be eligible for reduced rates of taxation on any dividends received from us if we are a PFIC in the taxable year in which such dividends are paid or in the preceding taxable year.

Capital Gains

U.S. holders that hold ADRs or shares of common stock as capital assets will recognize capital gain or loss for U.S. federal income tax purposes on the sale or other disposition of such ADRs or shares (or preemptive rights with respect to such shares) held by the U.S. holder or the Depositary. Capital gains of non-corporate U.S. holders (including individuals) derived with respect to capital assets held for more than one year are eligible for reduced rates of taxation. The deductibility of capital losses is subject to limitations. Any gain or loss recognized by a U.S. holder generally will be treated as U.S. source gain or loss. Consequently, in the case of a disposition of shares of common stock (which, unlike a disposition of ADRs, may be taxable in Chile), the U.S. holder may not be able to use a foreign tax credit for any Chilean tax imposed on the disposition unless such credit can be applied (subject to applicable limitations) against tax due on other income from foreign sources. However, pursuant to the Foreign Tax Credit Regulations, unless a U.S. holder elects to apply the benefits of the Treaty, any such Chilean tax would generally not be a foreign income tax eligible for a foreign tax credit (regardless of any other income that a U.S. holder may have that is from foreign sources). In such case, the non-creditable Chilean tax may reduce the amount realized on the disposition of the shares. As discussed above, however, recent notices from the IRS provide temporary relief by allowing taxpayers that comply with applicable requirements to apply many aspects of the foreign tax credit regulations as they previously existed (before the release of the current Foreign Tax Credit Regulations) for taxable years ending before the date that a notice or other guidance withdrawing or modifying the temporary relief is issued (or any later date specified in such notice or other guidance). If any Chilean tax is imposed upon the disposition of shares of common stock and a U.S. holder applies such temporary relief, such Chilean tax may be eligible for a foreign tax credit or deduction, subject to the applicable conditions and limitations. Investors are urged to consult their tax advisors regarding the Foreign Tax Credit Regulations (and the related temporary relief in the IRS notices) and the availability of the foreign tax credit or a deduction under their particular circumstances.

Information Reporting and Backup Withholding

In general, information reporting requirements will apply to dividends in respect of ADRs or shares of common stock or the proceeds received on the sale, exchange, or other disposition of ADRs or shares of common stock paid within the United States (and in certain cases, outside of the United States) to U.S. holders other than certain exempt recipients. Likewise, a backup withholding tax may apply to such payments if the U.S. holder fails to provide an accurate taxpayer identification number and a certification that it is not subject to backup withholding or fails to report interest and dividends required to be shown on its federal income tax returns. The amount of any backup withholding from a payment to a U.S. holder will be allowed as a refund or a credit against the U.S. holder’s U.S. federal income tax liability, provided the required information is furnished to the IRS.

The tax cost of common shares received in exchange for ADRs ("conversion") is determined in accordance with the valuation procedure set out in the Deposit Agreement, which values common shares at the highest selling price according to transactions on the Santiago Stock Exchange on the date of withdrawal of common shares. Consequently, the conversion of ADRs into shares of common stock, and the immediate sale of the shares for the value established under the Deposit Agreement, will not generate a capital gain subject to taxation in Chile. However, in the case where the sale of the shares is made on a day that is different than the date in which the conversion is recorded, capital gain subject to taxation in Chile may be generated. In connection thereto, on October 1, 1999 the

F.DIVIDENDS AND PAYING AGENTS

SII issued Ruling No. 3,708 whereby it allowed Chilean issuers of ADRs to amend the deposit agreements in order to include a clause that states that, in the case that the exchanged shares are sold by the ADRs’ holders on a Chilean stock exchange either on the same day in which the exchange is recorded or within the two business days prior to such date, the acquisition price of such exchanged shares shall be the price registered in the invoice issued by the stock broker that participated in the sale transaction. As this amendment has been included in the Deposit Agreement, the capital gain that may be generated if the date of conversion is different than the date of sale, would not be subject to taxation, to the extent that the SII's criterion is maintained and the contributor in good faith adopts this criterion, which the contributor must certify to the satisfaction of the authority in case of observation.

The distribution and exercise of preemptive rights relating to the shares of common stock are not subject to taxation in Chile. Any capital gain from the sale or assignment of preemptive rights will be subject to general taxation.

Other Chilean Taxes

The transfer of ADRs by a foreign holder is not subject to inheritance tax or donation tax. These taxes may only apply in case of donation or hereditary transfer of common shares.

The issuance, registration or transfer of ADRs or common shares is not taxed with Stamp and Seal Tax or any other similar tax.

Withholding Tax Certificates

Upon request, we will provide to foreign holders appropriate documentation evidencing the payment of Chilean withholding taxes applied in Chile on earnings distributed to foreign holders.

U.S. Federal Income Tax Considerations Relating to ADRs or Shares of Common Stock.

The following discussion summarizes certain U.S. federal income tax consequences of an investment in ADRs or shares of common stock. This discussion is based upon U.S. federal income tax laws presently in force. The discussion is not a full description of all tax considerations that may be relevant to a decision to purchase ADRs or shares of common stock. In particular, the discussion is directed only to U.S. holders (as defined below) that hold ADRs or shares of common stock as capital assets, and it does not address the tax treatment of holders that are subject to special tax rules under the Internal Revenue Code of 1986 as amended (the “Code”), such as financial institutions, regulated investment companies, real estate investment trusts, partnerships or other pass-through entities, dealers in securities or currencies, traders in securities that elect to use a mark-to-market method of accounting for their securities holdings, insurance companies, tax-exempt entities, persons holding ADRs or shares of common stock as part of a hedging, integrated, conversion or constructive sale transaction or a straddle, holders that own or are deemed to own 10% or more of our shares (by vote or value), persons required to accelerate the recognition of any item of gross income with respect to ADRs or shares of common stock as a result of such income being recognized on an applicable financial statement, persons liable for alternative minimum tax or persons whose “functional currency” is not the U.S. dollar. Furthermore, the discussion below is based upon the provisions of the Code and regulations, rulings and judicial decisions thereunder as of the date hereof, and such authorities may be repealed, revoked or modified so as to result in U.S. federal income tax consequences different from those discussed below. In addition, the discussion below assumes that the Deposit Agreement, and all other related agreements, will be performed in accordance with their terms. If a partnership holds our ADRs or shares of common stock, the tax treatment of a partner will generally depend upon the status of the partner and the activities of the partnership. Partners in a partnership holding ADRs or shares of common stock should consult their tax advisors. This summary does not contain a detailed description of all the U.S. federal income tax consequences to a holder in light of its particular circumstances and does not address the Medicare tax on net investment income, U.S. federal estate and gift taxes or the effects of any state, local or non-United States tax laws.

Prospective purchasers should consult their tax advisors about the federal, state, local and foreign tax consequences to them of the purchase, ownership and disposition of ADRs or shares of common stock.

As used herein, the term “U.S. holder” means a beneficial owner of ADRs or shares of common stock that is (i) an individual U.S. citizen or resident, (ii) a corporation (or any other entity treated as a corporation for U.S. federal income tax purposes) created or organized in or under the laws of the United States, any state thereof or the District of Columbia, (iii) an estate the income of which is subject to U.S. federal income taxation regardless of its source or (iv) a trust that: (a) is subject to the primary supervision of a court within the United States and with respect to which one or more U.S. persons have the authority to control all substantial decisions of the trust or (b) has a valid election in effect under applicable U.S. Treasury regulations to be treated as a U.S. person.

If the obligations contemplated by the Deposit Agreement are performed in accordance with its terms, ADR holders generally will be treated for U.S. federal income tax purposes as the owners of the shares of common stock represented by those ADRs.


Deposits or withdrawals of shares of common stock by U.S. holders in exchange for ADRs will not result in the realization of gain or loss for U.S. federal income tax purposes.

Cash Dividends and Other Distributions

Cash distributions (including the amount of any Chilean taxes withheld) paid to U.S. holders with respect to the ADRs or shares of common stock generally will be treated as dividend income to such U.S. holders, to the extent paid out of our current or accumulated earnings and profits, as determined under U.S. federal income tax principles. Such income will be includable in the gross income of a U.S. holder as ordinary income on the day received by the Depositary, in the case of ADRs, or by the U.S. holder, in the case of shares of common stock. The dividends will not be eligible for the dividends received deduction allowed to corporations under the Code. With respect to non-corporate U.S. holders, certain dividends received from a qualified foreign corporation may be subject to reduced rates of taxation. A foreign corporation is treated as a qualified foreign corporation with respect to dividends received from that corporation on shares (or ADRs backed by such shares) that are readily tradable on an established securities market in the United States. U.S. Treasury Department guidance indicates that our ADRs (which are listed on the New York Stock Exchange), but not our shares of common stock, are readily tradable on an established securities market in the United States. Thus, we do not believe that dividends that we pay on our shares of our common stock that are not represented by ADRs currently meet the conditions required for these reduced tax rates. There also can be no assurance that our ADRs will be considered readily tradable on an established securities market in the United States in later years. Non-corporate holders that do not meet a minimum holding period requirement during which they are not protected from the risk of loss or that elect to treat the dividend income as “investment income” pursuant to section 163(d)(4) of the Code will not be eligible for the reduced rates of taxation regardless of our status as a qualified foreign corporation. In addition, the rate reduction will not apply to dividends if the recipient of a dividend is obligated to make related payments with respect to positions in substantially similar or related property. This disallowance applies even if the minimum holding period has been met. Non-corporate U.S. holders should consult their own tax advisors regarding the application of these rules given their particular circumstances.

Dividends paid in Chilean pesos will be includable in income in a U.S. dollar amount based on the exchange rate in effect on the day of receipt by the Depositary, in the case of ADRs, or by the U.S. holder, in the case of shares of common stock, regardless of whether the Chilean pesos are converted into U.S. dollars. If the Chilean pesos received as dividends are not converted into U.S. dollars on the date of receipt, a U.S. holder will have a basis in the Chilean pesos equal to their U.S. dollar value on the date of receipt. Any gain or loss realized on a subsequent conversion or other disposition of the Chilean pesos will be treated as U.S. source ordinary income or loss, regardless of whether the pesos are converted into U.S. dollars.

Any Chilean withholding tax (net of any credit for the corporate income tax) paid by or for the account of any U.S. holder may be eligible, subject to generally applicable limitations and conditions, for credit against the U.S. holder’s U.S. federal income tax liability. For purposes of calculating the foreign tax credit, dividends paid with respect to the ADRs or shares of common stock generally will be foreign source income and will generally constitute passive category income. Furthermore, in certain circumstances, a U.S. holder that: (i) has held ADRs or shares of common stock for less than a specified minimum period during which it is not protected from risk of loss or (ii) is obligated to make payments related to the dividends, will not be allowed a foreign tax credit for foreign taxes imposed on dividends paid on ADRs or shares of common stock. The rules governing the foreign tax credit are complex. Investors are urged to consult their tax advisors regarding the availability of the foreign tax credit under their particular circumstances.

Distributions to U.S. holders of additional shares of common stock or preemptive rights with respect to shares of common stock that are made as part of a pro rata distribution to all shareholders of the Company generally should not be subject to U.S. federal income tax.

To the extent that the amount of any distribution exceeds our current and accumulated earnings and profits for a taxable year, as determined under U.S. federal income tax principles, the distribution will first be treated as a tax-free return of capital, causing a reduction in the adjusted basis of the ADRs or shares of common stock (thereby increasing the amount of gain, or decreasing the amount of loss, to be recognized by the investor on a subsequent disposition of the ADRs or shares of common stock), and the balance in excess of adjusted basis will be taxed as capital gain recognized on a sale or exchange. Consequently, such distributions in excess of our current and accumulated earnings and profits generally would not give rise to foreign source income and a U.S. holder generally would not be able to use the foreign tax credit arising from any Chilean withholding tax imposed on such distributions unless such credit can be applied (subject to applicable limitations) against U.S. taxes due on other foreign source income in the appropriate category for foreign tax credit purposes. However, we do not expect to keep earnings and profits in accordance with U.S. federal income tax principles. Therefore, a U.S. holder should expect that a distribution will generally be treated as a dividend (as discussed above).


Passive Foreign Investment Company

We do not believe that we are, for U.S. federal income tax purposes, a passive foreign investment company (a “PFIC”) and expect to continue our operations in such a manner that we will not be a PFIC. If, however, we are or become a PFIC, U.S. holders could be subject to additional U.S. federal income taxes on gain recognized with respect to the ADRs or shares of common stock and on certain distributions, plus an interest charge on certain taxes treated as having been deferred by the U.S. holder under the PFIC rules of the U.S. federal income tax laws.

Non-corporate U.S. holders will not be eligible for reduced rates of taxation on any dividends received from us, if we are a PFIC in the taxable year in which such dividends are paid or in the preceding taxable year.

Capital Gains

U.S. holders that hold ADRs or shares of common stock as capital assets will recognize capital gain or loss for U.S. federal income tax purposes on the sale or other disposition of such ADRs or shares (or preemptive rights with respect to such shares) held by the U.S. holder or the Depositary. Capital gains of non-corporate U.S. holders (including individuals) derived with respect to capital assets held for more than one year are eligible for reduced rates of taxation. The deductibility of capital losses is subject to limitations. Any gain or loss recognized by a U.S. holder generally will be treated as U.S. source gain or loss. Consequently, in the case of a disposition of shares of common stock (which, unlike a disposition of ADRs, may be taxable in Chile), the U.S. holder may not be able to use the foreign tax credit for any Chilean tax imposed on the gain unless it can apply (subject to applicable limitations) the credit against tax due on other income from foreign sources.

Information Reporting and Backup Withholding

In general, information reporting requirements will apply to dividends in respect of ADRs or shares of common stock or the proceeds received on the sale, exchange, or other disposition of ADRs or shares of common stock paid within the United States (and in certain cases, outside of the United States) to U.S. holders other than certain exempt recipients. Likewise, a backup withholding tax may apply to such payments if the U.S. holder fails to provide an accurate taxpayer identification number or certification of exempt status or fails to report interest and dividends required to be shown on its federal income tax returns. The amount of any backup withholding from a payment to a U.S. holder will be allowed as a refund or a credit against the U.S. holder’s U.S. federal income tax liability, provided the required information is furnished to the U.S. Internal Revenue Service.

F.DIVIDENDS AND PAYING AGENTS

Not applicable.

G.STATEMENT BY EXPERTS

G.STATEMENT BY EXPERTS

Not applicable.

H.DOCUMENTS ON DISPLAY

We are subject to the informational reporting requirements of the U.S. Securities Exchange Act of 1934, as amended, which requires that we file periodic reports and other information with the SEC. As a foreign private issuer, we file annual reports on Form 20-F as opposed to Form 10-K. We do not file quarterly reports on Form 10-Q but furnish quarterly reports and reports in relation to material events on Form 6-K. As a foreign private issuer, we are exempt from the rules under the U.S. Securities Exchange Act of 1934, as amended, prescribing the furnishing and content of proxy statements and short-swing profit disclosure and liability.

You may read and copy all or any portion of the annual report or other information in our files in the SEC’s public reference room at 100 F Street, N.E., Washington, D.C. 20549. You can also access to these documents through the SEC’s website at www.sec.gov, and access –and request– a hard copy of them through our corporate website www.koandina.com. You can also request copies of these documents upon payment of a duplicating fee, by writing to the SEC. Please call the SEC at 1-800-SEC-0330 for further information on the operation of the public reference rooms.

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H.DOCUMENTS ON DISPLAY

We are subject to the informational reporting requirements of the U.S. Securities Exchange Act of 1934, as amended, which requires that we file periodic reports and other information with the SEC. As a foreign private issuer, we file annual reports on Form 20-F as opposed to Form 10-K. We do not file quarterly reports on Form 10-Q but furnish quarterly reports and reports in relation to material events on Form 6-K. As a foreign private issuer, we are exempt from the rules under the U.S. Securities Exchange Act of 1934, as amended, prescribing the furnishing and content of proxy statements and short-swing profit disclosure and liability.

You may read and copy all or any portion of the annual report or other information in our files in the SEC’s public reference room at 100 F Street, N.E., Washington, D.C. 20549. You can also access to these documents through the SEC’s website at www.sec.gov, and access –and request– a hard copy of them through our corporate website www.koandina.com. You can also request copies of these documents upon payment of a duplicating fee, by writing to the SEC. Please call the SEC at 1-800-SEC-0330 for further information on the operation of the public reference rooms.

We also file reports with the Chilean Comisión para el Mercado Financiero (“CMF”). You may read and copy any materials filed with the CMF directly from its website www.cmfchile.cl or from our corporate website www.koandina.com or request a hard copy through our website also. The documents referred to in this annual report can be inspected at Miraflores 9153, Piso 7, Renca, Santiago, Chile.

I.SUBSIDIARY INFORMATION

I.SUBSIDIARY INFORMATION

Not applicable.

J.ANNUALREPORTTO SECURITY HOLDERS

Not applicable.

ITEM 11.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The main sources of systematic risks that the Company is exposed to are: changes in interest rates and changes in currency exchange rates.

Particularly, interest rates increase, and currency exchange rates depreciation may affect the Company financial strategy given the various currency denominated debt the Company currently holds. To protect the Company against market volatility, hedging policies have been set with the objective to regulate the use of financial derivatives by management. The use of these instruments had been strictly designed for hedging purposes, leaving out any speculation and trading use.

Interest Rate Risk

The Company’s debt is mainly denominated in UF (local inflation indexed Chilean currency) and U.S. dollar fixed rate bonds. Bank debt represents a smaller proportion of the total debt and it’s denominated in various local currencies in either fixed or variable rates. Given that the main portion of the debt is in fixed rate, the main risk is the interest rate increase at the moment of refinancing mature debt.

On the other side, our cash is invested in certain short-term securities mainly in fixed interest rate.


The following table provides information about the Company’s debt (bonds & bank debt) and short-term investments that have exposure to changes in interest rates as of December 31, 2020.

  Expected Maturity Date  Fair
Value
 
  2021  2022  2023  2024  2025  2026
Onwards
  Total  Total 
                         
  (in millions Ch$) 
Interest Earning Assets                                
Short term investments - Chile  312,811   -   -   -   -   -   312,811     
Interest rate (weighted average)  2.31%  -   -   -   -   -   2.31%    
                                 
Short term investments - Brazil  46,250   -   -   -   -   -   46,250     
Interest rate (weighted average)  2.62%  -   -   -   -   -   2.62%    
                                 
Short term investments - Argentina  6,583   -   -   -   -   -   6,583     
Interest rate (weighted average)  28.20%  -   -   -   -   -   28.20%    
                                 
Interest Bearing Liabilities                                
International bonds (144A/RegS) (1)  6,486   -   258,256   -   -   208,448   473,190   537,618 
Fixed Rate  144A Bonds  4.41%  -   5.00%  -   -   3.95%  4.53%    
                                 
Local Chilean Bonds (1)  12,219   11,913   12,455   13,039   13,664   401,146   464,436   581,161 
Fixed Rate  - Local Chilean Bonds (weighted average)  5.38%  5.64%  5.68%  5.72%  5.76%  3.43%  3.73%    
                               �� 
Total public debt (Bonds)  18,705   11,913   270,711   13,039   13,664   609,594   937,626   1,118,779 
                                 
Bank debt – Chile  794   -   -   4,000   -   -   4,794     
Weighted average interest rate Ch$  2.12%  -   -   2.00%  -   -   2.02%    
                                 
Bank debt – Argentina  5   -   -   -   -   -   5     
Weighted average interest rate AR$  26.60%  -   -   -   -   -   26.60%    
                                 
Total bank debt  799   -   -   4,000   -   -   4,799     

The main sources of systematic risks that the Company is exposed to are: changes in interest rates and changes in currency exchange rates.

Particularly, interest rates increase, and currency exchange rates depreciation may affect the Company financial strategy given the various currency denominated debt the Company currently holds. To protect the Company against market volatility, hedging policies have been set with the objective to regulate the use of financial derivatives by management. The use of these instruments had been strictly designed for hedging purposes, leaving out any speculation and trading use.

Interest Rate Risk

The Company’s debt is mainly denominated in UF (local inflation indexed Chilean currency), U.S. dollar fixed rate bond and CHF Swiss franc fixed rate bond. Bank debt represents a smaller proportion of the total debt and it’s denominated in various local currencies in either fixed or variable rates. Given that the main portion of the debt is in fixed rate, the main risk is the interest rate increase at the moment of refinancing mature debt.

On the other hand, our cash is invested in certain short-term securities mainly in fixed interest rate.

99

The following table provides information about the Company’s debt (bonds & bank debt) and short-term investments that have exposure to changes in interest rates as of December 31, 2023.

    

Expected Maturity Date

    

Fair Value

    

    

2029

    

    

2024

    

2025

    

2026

    

2027

    

2028

    

Onwards

    

Total

    

Total

 

(in millions Ch$)

Interest Earning Assets

Short term investments - Chile - CLP

 

66,753

 

66,753

 

  

Interest rate (weighted average)

 

8.83%

0.00%

0.00%

0.00%

0.00%

0.00%

8.83%

  

  

Short term investments - Chile - USD

 

5,572

 

5,572

 

  

Interest rate (weighted average)

 

6.89%

0.00%

0.00%

0.00%

0.00%

0.00%

6.89%

  

Short term investments - Brasil

 

16,219

 

16,219

 

  

Interest rate (weighted average)

 

67.00%

0.00%

0.00%

0.00%

0.00%

0.00%

67.00%

  

Short term investments - Argentina

 

91,751

 

91,751

 

  

Interest rate (weighted average)

 

13.04%

0.00%

0.00%

0.00%

0.00%

0.00%

13.04%

Interest Bearing Liabilities

 

 

 

 

International bonds (144A/RegS) (1)

 

4,474

 

257,797

262,270

 

206,123

Fixed Rate [US$] 144A Bonds

 

3.95%

0.00%

0.00%

0.00%

0.00%

2.72%

2.72%

International bonds (Swiss bond) (1)

853

0

0

0

0

175,762

176,616

184,802

Fixed Rate [CHF$]

2.72%

0.00%

0.00%

0.00%

0.00%

2.72%

2.72%

Local Chilean Bonds (1)

 

22,152

 

17,292

11,521

5,096

5,024

481,169

542,254

 

538,868

Fixed Rate [UF] - Local Chilean Bonds (weighted average)

 

5.19%

5.76%

5.39%

4.00%

4.00%

3.36%

3.57%

Total public debt (Bonds)

 

27,479

 

17,292

11,521

5,096

5,024

914,728

981,140

 

929,793

Bank debt - Chile

 

1,501

 

9,404

4,000

14,905

 

  

Weighted average interest rate Ch$

1.50%

6.27%

2.00%

0.00%

0.00%

0.00%

4.64%

  

Total bank debt

 

1,501

 

9,404

4,000

14,905

 

  

(1)Includes issuance deferred costs:

International Bonds Issuance Costs: Current: Ch$604 million, Non-Current: Ch$7,152 million.

(1)Includes issuance deferred costs:

International Bonds Issuance Costs: Current: Ch$489 million, Non-Current: Ch$6,078

Local Chilean Bonds: Current: Ch$86 million, Non-Current: Ch$910 million.

Local Chilean Bonds: Current: Ch$153 million, Non-Current: Ch$970 million.

Foreign Currency Risk

As of December 31, 2020, the only foreign currency used by the Company to finance its operation is the U.S dollar, all the rest of the Company’s debt is denominated in local operation currencies (UF, Chilean peso, Argentinean peso, Brazilian real and Paraguayan guaraníes).

The following table summarizes the financial instruments held to December 31, 2020, denominated in U.S. dollars:

(Denominated in 2021  2022  2023  2024  2025  2026
Onwards
  Total  Fair
Value
 
                         
U.S. dollars instruments) (in millions Ch$) 
Assets                        
Cash and cash equivalents  21,332   -   -   -   -   -   21,332   21,332 
                                 
Liabilities                                
Bonds debt (1)   6,486   -   258,256   -   -   208,448   473,190   537,618 


(Denominated in 2021  2022  2023  2024  2025  2026
Onwards
  Total  Fair
Value
 
                         
U.S. dollars instruments) (in millions Ch$) 
Leasing debt  291   -   367   -   250   73   981   981 
                                 
Net debt  28,109   -   258,623   -   250   208,521   495,503   559,931 

Foreign Currency Risk

As of December 31, 2023, the only foreign currencies used by the Company to finance its operation is the U.S dollar and CHF Swiss franc, all the rest of the Company’s debt is denominated in local operation currencies (UF, Chilean peso, Argentinean peso, Brazilian real and Paraguayan guaraníes).

100

The following table summarizes the financial instruments held to December 31, 2023, denominated in U.S. dollars and CHF Swiss franc:

    

    

2029

    

    

Fair

(Denominated in U.S. Dollars instruments)

    

2024

    

2025

    

2026

    

2027

    

2028

    

Onwards

    

Total

    

Value

(in millions Ch$)

Assets

Cash and cash equivalents

 

9,463

9,463

 

9,463

Liabilities

 

 

Bonds debt (1)

 

4,474

257,797

262,270

 

206,123

Leasing debt

 

1,312

1,062

448

803

401

1,334

5,360

 

5,360

(Denominated in CHF Swiss franc instruments)

Bonds debt (1)

853

0

0

0

0

175,762

176,616

184,802

Net debt

 

16,102

1,062

448

803

401

434,893

453,709

 

405,747

(1)Includes issuance deferred costs:

International Bonds Issuance Costs: Current: Ch$604 million, Non-Current: Ch$7,152 million.

(1)Includes issuance deferred costs:

In order to protect the Company from the effects on results due to the volatility of the Brazilian real against the CHF Swiss franc (CHF$170 million of Senior Notes in the Swiss market), we have entered into currency swaps that cover 100% of our Swiss franc-denominated financial obligations, thereby mitigating our exchange rate exposure. Additionally, to protect the Company from the effects on results due to the volatility of the Chilean peso against the U.S. dollar (bond due 2050), derivatives have been contracted (cross currency swaps) to fully redenominate the US dollar-denominated financial obligations to UF’s.

As of December 31, 2023, the Company’s net exposure to existing assets and liabilities in foreign currencies, discounting our derivatives contracts, was Ch$3,314 million.

ITEM 12.DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

International Bonds Issuance Costs: Current: Ch$489 million, Non-Current: Ch$6,078 million.

Local Chilean Bonds: Current: Ch$153 million, Non-Current: Ch$970 million.

In order to protect the Company from the effects on results due to the volatility of the Brazilian real against the U.S. dollar (bond due 2023), we have entered into currency swaps that cover 99% of our dollar-denominated financial obligations, thereby mitigating our exchange rate exposure. Additionally, to protect the Company from the effects on results due to the volatility of the Chilean peso against the U.S. dollar (bond due 2023 and bond due 2050), derivatives have been contracted (cross currency swaps) to fully redenominate the US dollar-denominated financial obligations to UF’s.

As of December 31, 2020, the Company’s net exposure to existing assets and liabilities in foreign currencies, discounting our derivatives contracts, was Ch$16,388,923.

ITEM 12.DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

A.DEBT SECURITIES

A.DEBT SECURITIES

Not applicable.

B.WARRANTS AND RIGHTS

B.WARRANTS AND RIGHTS

Not applicable.

C.OTHER SECURITIES

C.OTHER SECURITIES

Not applicable.

D.AMERICAN DEPOSITARY RECEIPTS

Fees and Charges

D.AMERICAN DEPOSITARY RECEIPTS

Fees and Charges

The Bank of New York Mellon serves as the depositary for our ADRs. ADR holders are required to pay various fees to the depositary, and the depositary may refuse to provide any service for which a fee is assessed until the applicable fee has been paid.

ADR holders are required to pay the depositary amounts in respect of expenses incurred by the depositary or its agents on behalf of ADR holders, including expenses arising from compliance with applicable law, taxes or other governmental charges, or conversion of foreign currency into U.S. dollars. The depositary may decide in its sole discretion to seek payment by either billing holders or by deducting the fee from one or more cash dividends or other cash distributions.

101

ADR holders are also required to pay additional fees for certain services provided by the depositary, as set forth in the table below.

Depositary service

Fee payable by ADR holders are required

Issuance and delivery of ADRs, including in connection with share distributions

Up to pay various feesUS$5.00 per 100 ADSs (or portion thereof)

Withdrawal of shares underlying ADRs

Up to the depositary, and the depositary may refuse to provide any service for which a fee is assessed until the applicable fee has been paid.US$5.00 per 100 ADSs (or portion thereof)

ADR holders are required to pay the depositary amounts in respect of expenses incurred by the depositary or its agents on behalf of ADR holders, including expenses arising from compliance with applicable law, taxes or other governmental charges, or conversion of foreign currency into U.S. dollars. The depositary may decide in its sole discretion to seek payment by either billing holders or by deducting the fee from one or more cash dividends or other cash distributions.

ADR holders are also required to pay additional fees for certain services provided by the depositary, as set forth in the table below.

Depositary serviceFee payable by ADR holders
Issuance and delivery of ADRs, including in connection with share distributionsUp to US$5.00 per 100 ADSs (or portion thereof)
Withdrawal of shares underlying ADRsUp to US$5.00 per 100 ADSs (or portion thereof)
Registration for the transfer of sharesRegistration or transfer fees that may from time to time be in effect
Cash distribution feesUS$0.02 or less per ADS


In addition, holders may be required to pay a feeRegistration for the transfer of shares

Registration or transfer fees that may from time to time be in effect

Cash distribution fees

US$0.02 or saleless per ADS

Transfers made pursuant to terms of securities. Such fee (which may be deducted from such proceeds) would beDeposit Agreement

Fee not in excess of US$1.50 for an amount equal to the lesser of (1) the fee for the issuance of ADRs that would be charged as if the securities were treated as deposited shares and (2) the amount of such proceeds.ADR

Fees Incurred in Past Annual Period

From January 1, 2020 to December 31, 2020, we received from the depositary US$ 89,277.50 for continuing annual stock exchange listing fees, standard out-of-pocket maintenance costs for the ADRs (consisting of the expenses of postage and envelopes for mailing annual and interim financial reports, printing and distributing dividend checks, electronic filing of U.S. Federal tax information, mailing required tax forms, stationery, postage, facsimile, and telephone calls), any applicable performance indicators relating to the ADR facility, underwriting fees and legal fees.

Fees to be Paid in the Future

The Bank of New York Mellon, as depositary, has agreed to reimburse us for expenses they incur that are related to establishment and maintenance expenses of the ADR program. The depositary has agreed to reimburse us for its continuing annual stock exchange listing fees. The depositary has also agreed to pay the standard out-of-pocket maintenance costs for the ADRs, which consist of the expenses of postage and envelopes for mailing annual and interim financial reports, printing and distributing dividend checks, electronic filing of U.S. Federal tax information, mailing required tax forms, stationery, postage, facsimile, and telephone calls. It has also agreed to reimburse us annually for certain investor relationship programs or special investor relations promotional activities. In certain instances, the depositary has agreed to provide additional payments to us based on any applicable performance indicators relating to the ADR facility. There are limits on the amount of expenses for which the depositary will reimburse us, but the amount of reimbursement available to us is not necessarily tied to the amount of fees the depositary collects from investors.

The depositary collects its fees for delivery and surrender of ADRs directly from investors depositing shares or surrendering ADRs for the purpose of withdrawal or from intermediaries acting for them. The depositary collects fees for making distributions to investors by deducting those fees from the amounts distributed or by selling a portion of distributable property to pay the fees. The depositary may collect its annual fee for depositary services by deduction from cash distributions or by directly billing investors or by charging the book-entry system accounts of participants acting for them. The depositary may generally refuse to provide fee-attracting services until its fees for those services are paid.

In addition, holders may be required to pay a fee for the distribution or sale of securities. Such fee (which may be deducted from such proceeds) would be for an amount equal to the lesser of (1) the fee for the issuance of ADRs that would be charged as if the securities were treated as deposited shares and (2) the amount of such proceeds.

Fees Incurred in Past Annual Period

From January 1, 2023 to December 31, 2023, we received US$20,008.73 from the depositary.

Fees to be Paid in the Future

The Bank of New York Mellon, as depositary, has agreed to reimburse us for expenses they incurred that are related to establishment and maintenance expenses of the ADR program. The depositary has agreed to reimburse us for continuing annual stock exchange listing fees. The depositary has also agreed to waive the standard out-of-pocket maintenance costs for the ADRs programs, which consist of the expenses of postage and envelopes for mailing annual and interim financial reports, printing and distributing dividend checks, electronic filing of U.S. Federal tax information, mailing required tax forms, stationery, postage, facsimile, and telephone calls. It has also agreed to reimburse us annually for certain investor relationship programs or special investor relations promotional activities. In certain instances, the depositary has agreed to provide additional payments to us based on any applicable performance indicators relating to the ADR facility. There are limits on the amount of expenses for which the depositary will reimburse us, but the amount of reimbursement available to us is not necessarily tied to the amount of fees the depositary collects from investors.

The depositary collects its fees for delivery and surrender of ADRs directly from investors depositing shares or surrendering ADRs for the purpose of withdrawal or from intermediaries acting for them. The depositary collects fees for making distributions to investors by deducting those fees from the amounts distributed or by selling a portion of distributable property to pay the fees. The depositary may generally refuse to provide fee-attracting services until its fees for those services are paid.

102

PART II

ITEM 13.DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

Not applicable.

ITEM 14.MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

In 1996, our shareholders approved the reclassification of our common stock into two new series of shares. Pursuant to the reclassification, each outstanding share of our common stock was replaced by one newly issued Series A share and one newly issued Series B share.

The Series A and Series B shares are principally differentiated by their voting and economic rights. The modification of our bylaws as of June 25, 2012, increased the number of directors from 7 to 14. The holders of the Series A shares have full voting power and are entitled to elect 12 of 14 members of the board of directors, and the holders of the Series B shares have no voting rights but for the right to elect 2 members of the board of directors. In addition, holders of Series B shares are entitled to a dividend 10% greater than any dividend on Series A shares.

After the reclassification, the Superintendence of Pension Fund Managers (Superintendencia de Administradores de Fondos de Pensiones) decreed that Chilean pension funds would not be permitted to acquire Series B Shares due to their limited voting rights. In 2004, however, the Superintendence reversed, and approved Series B shares as investment instruments for Chilean Pension funds. Series A shares have always been eligible as investment instruments for Chilean pensions funds.

ITEM 15.CONTROLS AND DISCLOSURE PROCEDURES

Disclosure Controls and Procedures

We have evaluated, with the participation of our chief executive officer and chief financial officer, the effectiveness of our disclosure controls and procedures as of December 31, 2023. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon our evaluation, our chief executive officer and chief financial officer concluded that, as of December 31, 2023, our disclosure controls and procedures were effective to provide reasonable assurance that the information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the applicable rules and forms, and that it is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

Management’s Annual Report on Internal Control over Financial Reporting

ITEM 13.DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

Not applicable.

ITEM 14.MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

In 1996, our shareholders approved the reclassification of our common stock into two new series of shares. Pursuant to the reclassification, each outstanding share of our common stock was replaced by one newly issued Series A share and one newly issued Series B share.

The Series A and Series B shares are principally differentiated by their voting and economic rights. The modification of our bylaws as of June 25, 2012, increased the number of directors from 7 to 14. The holders of the Series A shares have full voting power and are entitled to elect 12 of 14 members of the board of directors, and the holders of the Series B shares have no voting rights but for the right to elect 2 members of the board of directors. In addition, holders of Series B shares are entitled to a dividend 10% greater than any dividend on Series A shares.

After the reclassification, the Superintendence of Pension Fund Managers (Superintendencia de Administradores de Fondos de Pensiones) decreed that Chilean pension funds would not be permitted to acquire Series B Shares due to their limited voting rights. In 2004, however, the Superintendence reversed, and approved Series B shares as investment instruments for Chilean Pension funds. Series A shares have always been eligible as investment instruments for Chilean pensions funds.


ITEM 15.CONTROLS AND DISCLOSURE PROCEDURES

Disclosure Controls and Procedures

We have evaluated, with the participation of our chief executive officer and chief financial officer, the effectiveness of our disclosure controls and procedures as of December 31, 2020. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon our evaluation, our chief executive officer and chief financial officer concluded that, as of December 31, 2020, our disclosure controls and procedures were effective to provide reasonable assurance that the information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the applicable rules and forms, and that it is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

Management’s Annual Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a—15(f) and 15d—15(f) under the Securities Exchange Act of 1934, as amended. Under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, we conducted an evaluation of effectiveness of our internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS as issued by the IASB. Our internal control over financial reporting includes those policies and procedures that (i) pertain to maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions or our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with IFRS as issued by the IASB, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on our financial statements.

103

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Based on our evaluation under the framework in Internal Controls—Integrated framework (2013) issued by the Committee of Sponsoring Organizations of the Tread way Commission, our management concluded that our internal control over financial reporting was effective as of December 31, 2023.

The effectiveness of our internal control over financial reporting as of December 31, 2023 has been audited by our registered independent accounting firm, which opinion is stated in their report, included on pages F-2 and F-3 herein.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting identified in connection with the evaluation required under Rules 13a-15 or 15d-15 that occurred during the period covered by this annual report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

ITEM 16.[Reserved]

ITEM 16A.AUDIT COMMITTEE FINANCIAL EXPERT

Our board of directors has designated Mr. Gonzalo Parot Palma as our Audit Committee Financial Expert, as defined in the instructions to Item 16A of Form 20-F. Our board of directors has also determined that Mr. Domingo Cruzat Amunátegui and Mr. Gonzalo Parot Palma fulfills the independence standards set forth in Rule 10A-3 of the U.S. Exchange Act and applicable NYSE rules.

ITEM 16B.CODE OF ETHICS

We have adopted a Code of Ethics that constitutes a code of ethics for our directors and employees. This Code applies to our Board of Directors, chief executive officer and all senior financial officers of our Company, including the chief financial officer, or any other persons performing similar functions, as well as to all other officers and employees of the Company. Our Code of Ethics is available on our website www.koandina.com. If we make any substantive amendment to the Code or grant any waivers, including any implicit waiver, from a provision of the Code, we will disclose the nature of such amendment or waiver on the above mentioned website. On April, 2021, we amended our Code of Ethics to incorporate provisions related to criminal liability of legal entities, in accordance with Chilean Law N° 20,393, Argentine Law N° 27,401, and other compliance and anti-bribery provisions, including the Sarbanes-Oxley Act and the U.S. Foreign Corrupt Practices Act (FCPA). Additionally, we incorporated other provisions, making explicit reference to the importance of equal treatment and respect for each individual, diversity and non-discrimination, a healthy working environment, protection of our natural resources, sustainability, among others.

ITEM 16C.PRINCIPAL ACCOUNTANT FEES AND SERVICES

Fees Paid to Independent Public Accountants

The following table sets forth, for each of the years indicated, the kinds of fees paid to our external auditors and the percentage of each of the fees out of the total amount paid to them.

    

Year ended December 31,

 

2022

2023

 

    

Fees millions

    

% of

    

Fees

    

% of

 

Services rendered

    

Ch$

    

Total Fees

    

millions Ch$

    

Total Fees

 

Audit fees (1)

 

929

 

100.0

%  

1,013

 

93.7

%

Audit-related fees

 

 

 

 

Tax fees (3)

 

 

18

 

1.7

%  

All other fees (2)

 

 

49

 

4.6

%  

Total

 

929

 

100

%  

1,081

 

100

%

(1)Fees for audit services and related expenses, including fees associated with the Company’s annual audit, including the integrated audit of internal control over financial reporting, as such term is definedthe reviews of the Company’s quarterly reports required to be filed in Rules 13a—15(f)Chile and 15d—15(f) underannual statutory audits required in Chile and internationally.
(2)Fees for all other services and related expenses not included above and related to the Securities Exchange Actaudit of 1934, as amended. Under the supervisionCompany’s sustainability reports.

104

(3)Tax fees correspond to the services and with the participation of our management, including our chief executive officer and chief financial officer, we conducted an evaluation of effectiveness of our internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issuedadvice provided by the Committee of Sponsoring Organizations of the Treadway Commission.

Our internal control over financial reporting is a process designedtax division to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordancecomply with IFRS as issued by the IASB. Our internal control over financial reporting includes those policies and procedures that (i) pertain to maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions or our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with IFRS as issued by the IASB, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on our financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Based on our evaluation under the framework in Internal Controls—Integrated framework (2013) issued by the Committee of Sponsoring Organizations of the Tread way Commission, our management concluded that our internal control over financial reporting was effective as of December 31, 2020.

The effectiveness of our internal control over financial reporting as of December 31, 2020 has been audited by our registered independent accounting firm, which opinion is stated in their report, included on pages F-2 and F-3 herein.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting identified in connection with the evaluation required under Rules 13a-15 or 15d-15 that occurred during the period covered by this annual report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

tax requirements.

Directors’ Committee and Audit Committee Pre-Approval Policies and Procedures

We have adopted pre-approval policies and procedures under which all non-audit services provided by our external auditors must be pre-approved by our Directors’ Committee. Once the proposed service is approved, our subsidiaries or we formalize the engagement of services. In addition, the members of our board of directors are briefed on matters discussed by the Directors’ Committee.

ITEM 16D.EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES16.

ITEM 16A.AUDIT COMMITTEE FINANCIAL EXPERT

Our board of directors has designated Mr. Gonzalo Parot Palma as our Audit Committee Financial Expert, as defined in the instructions to Item 16A of Form 20-F. Our board of directors has also determined that Mr. Domingo Cruzat Amunátegui and Mr. Gonzalo Parot Palma fulfills the independence standards set forth in Rule 10A-3 of the U.S. Exchange Act and applicable NYSE rules.


ITEM 16B.CODE OF ETHICS

We have adopted a Code of Ethics that constitutes a code of ethics for our directors and employees. This Code applies to our Board of Directors, chief executive officer and all senior financial officers of our Company, including the chief financial officer, or any other persons performing similar functions, as well as to all other officers and employees of the Company. Our Code of Ethics is available on our website www.koandina.com. If we make any substantive amendment to the Code or grant any waivers, including any implicit waiver, from a provision of the Code, we will disclose the nature of such amendment or waiver on the above mentioned website and. On December 22, 2020, we amended our Code of Ethics to incorporate provisions related to criminal liability of legal entities, in accordance with Chilean Law N° 20.393, Argentine Law N° 27.401, and other compliance and anti-bribery provisions, including the Sarbanes-Oxley Act and the U.S. Foreign Corrupt Practices Act (FCPA). Additionally, we incorporated other provisions, making explicit reference to the importance of equal treatment and respect for each individual, diversity and non-discrimination, a healthy working environment, protection of our natural resources, sustainability, among others.

ITEM 16C.PRINCIPAL ACCOUNTANT FEES AND SERVICES

Fees Paid to Independent Public Accountants

The following table sets forth, for each of the years indicated, the kinds of fees paid to our external auditors and the percentage of each of the fees out of the total amount paid to them.

  Year ended December 31, 
  2019  2020 
Services rendered Fees millions
Ch$
  % of
Total Fees
  Fees millions
Ch$
  % of
Total Fees
 
Audit fees (1)   842   100%  827   100%
Audit-related fees (2)             
Tax fees (3)             
Other fees            
Total  842   100%  827   100%

(1)Audit fees correspond to services that are normally provided in connection with regulatory filings, including those services that only external auditors can provide.

(2)Audit-related fees apply to advisory services generally performed by independent auditors, including reports that are not required by regulations; accounting and audit consultancies in connection with mergers, acquisitions or sales; employee benefit plan audit; and inquiries regarding disclosure and financial accounting standards.

(3)Tax fees correspond to services and counseling by the tax division to meet tax requirements.

Directors’ Committee and Audit Committee Pre-Approval Policies and Procedures

We have adopted pre-approval policies and procedures under which all non-audit services provided by our external auditors must be pre-approved by our Directors’ Committee. Once the proposed service is approved, our subsidiaries or we formalize the engagement of services. In addition, the members of our board of directors are briefed on matters discussed by the Directors’ Committee.

ITEM 16D.EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

Our Audit Committee is comprised of Gonzalo Parot Palma, Salvador Said Somavía and Domingo Cruzat Amunátegui.

We disclose that, with respect to the current membership of Mr. Salvador Said Somavía on our Audit Committee, the Company has relied on the exemption from the independence requirements provided by Rule 10A-3(b)(1)(iv)(D) of the Securities and Exchange Act of 1934, as amended. Pursuant to said rule, a member of the Committee who is an affiliate of the foreign private issuer or a representative of such an affiliate that has only observer status on, and is not a voting member or the chair of, the audit committee, and neither the member nor the affiliate is an executive officer of the foreign private issuer, may be exempted from the independence requirement.

Mr. Salvador Said Somavía meets, for the duration of his membership, the requirements of Rule 10A-3(b)(1)(iv)(D) because he (i) is a representative of our controlling shareholder group; (ii) has an observer-only status on our Audit Committee; (iii) is not an officer of the Company or any of our subsidiaries; and (iv) does not receive, directly or indirectly, compensation from us or any of our subsidiaries other than in his capacity as member of our Audit Committee.

Our reliance on the exemption provided by Rule 10A-3 of the Exchange Act, with respect to Mr. Salvador Said Somavía, would not materially adversely affect the ability of our Audit Committee to act independently.

ITEM 16E.PURCHASERS OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

During 2023, neither we nor any of our affiliated parties purchased any of our equity securities, either pursuant to publicly announced plans or programs or not.

ITEM 16F.CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT

Not applicable.

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ITEM 16G.CORPORATE GOVERNANCE

NYSE and Chilean Corporate Governance Requirements

The following table sets forth significant differences between Chilean corporate governance practices and those corporate governance practices followed by domestic corporations under NYSE listing standards.

REQUIREMENT

NYSE REQUIREMENTS FOR US LISTED COMPANIES

CHILEAN LAW REQUIREMENTS AND COMPANY PRACTICE

Independent Directors

Under NYSE rules, the board of directors is required to have a majority of independent directors. However, “controlled companies,” as defined under NYSE rules, are exempt from this requirement.

Under Chilean law, there is no legal obligation to have a Board of Directors composed of a majority of independent members. Our company does not have a majority independent board of directors, and as a “controlled company,” we would be exempt from NYSE’s requirement to do so.

Article 50 bis of the Corporations Law requires appointing at least one independent director. Chilean Law considers independent such director that within the last 18 months is not involved in certain circumstances, such as: having an economic interest in the company or other group, having a relationship with such persons, be director of nonprofit organizations, among others, and comply with a declaration of independence. We have two of such directors.

Executive Sessions

Non-management directors must meet at regularly scheduled executive sessions without management.

No similar legal obligation exists under Chilean law. Under Chilean law, the position of director of a corporation is incompatible with the position of manager, auditor, accountant or president of the company. The Non-Management Director does not exist under Chilean law. Directors, however, are required to convene in legally established meetings to resolve matters required by Chilean Corporation Law. Since Non-Management Director does not exist under Chilean law, it is not possible to comply with the Section 303A.03.

Nominating/Corporate Governance Committee

Listed companies must have a Nominating/Corporate Governance Committee composed entirely of independent directors. However, “controlled companies,” as defined under NYSE rules, are exempt from this requirement.

There is no similar legal obligation under Chilean law. Andina has a Directors’ Committee whose functions are set by Chilean Corporation Law. Our Company does not have a Nominating/Corporate Governance Committee composed entirely of independent directors and as a “controlled company,” we would be exempt from NYSE’s requirement to do so.

The functions of the Directors’ Committee are described under Item 6C.

Compensation Committee

Listed companies must have a Compensation Committee composed entirely of independent directors. However, “controlled companies,” as defined under NYSE rules, are exempt from this requirement.

There is no similar legal obligation under Chilean law. In accordance with Chilean law, the above-mentioned Directors’ Committee is in charge of reviewing management compensation. Our Company does not have a Compensation Committee composed entirely of independent directors and as a “controlled company,” we would be exempt from NYSE’s requirement to do so.

The functions of the Directors’ Committee are described under Item 6C.

Audit Committee

Must have an audit committee with the specific responsibilities and authority necessary to comply with SEC rules. Members must meet all of the independence requirements of the NYSE, as well as SEC Rule 10A-3 independence requirements (subject to any available exemptions).

No similar legal obligation exists under Chilean law. However, in accordance with the Chilean Public Companies Law 18,046, public companies that have a net worth of more than 1.5 million UFs and/or at least a 12.5% of its issued shares with voting rights are held by individual shareholders who control or own less than 10% of such shares must have a Directors’ Committee, formed by three members who are in their majority independent of the controller.

Andina designated an Audit Committee in accordance with SEC Rule 10A-3. As described in Item 6.C. “Board Practice –Audit Committee,” we rely on an exemption from the independence requirements provided byof Rule 10A-3(b)(1)(iv)(D)10A-3 with respect to one of the Securities and Exchange Act of 1934, as amended. Pursuant to said rule, a member of the Committee who is an affiliate of the foreign private issuer or a representative of such an affiliate that has only observer status on, and is not a voting member or the chairour audit committee members. The functions of the audit committee are described under “Item 6C.”.

106

REQUIREMENT

NYSE REQUIREMENTS FOR US LISTED COMPANIES

CHILEAN LAW REQUIREMENTS AND COMPANY PRACTICE

Internal Audit Function

Listed companies must maintain an Internal Audit Function to provide management and neither the member nor the affiliate is an executive officerAudit Committee with ongoing assessments of the foreign private issuer,company’s risk management processes and systems of internal control. A listed company may be exemptedchoose to outsource this function to a third party service provider other than its independent auditor.

There is no similar obligation under Chilean law. Chilean law requires that companies must have account inspectors or external auditors. However, Andina has an Internal Auditor who reports to the Audit Committee.

Shareholder Approval of Equity Compensation Plans and Certain Other Share Issuances

Shareholders must approve all equity-compensation plans and material revisions thereto, with limited exemptions. Shareholder approval also required for certain other dilutive and related party equity issuances.

There is no similar obligation under Chilean law, with the exception of Directors’ compensation which is annually approved during the general shareholders’ meeting. Other than the foregoing, we have not and do not intend to submit for shareholder approval any equity-compensation plans, or the other dilutive and related party equity issuances covered by NYSE rules.

Corporate Governance Guidelines

Listed companies must adopt and disclose Corporate Governance Guidelines.

Chilean Law does not require the adoption of Corporate Governance Practices because Chilean Corporate Law have established them. However, the CMF in General Rule No. 461 requires publicly traded corporations to report on their corporate governance practices. Our Company has not adopted such Corporate Governance Guidelines.

Code of Ethics and Business Conduct

A company must adopt a Code of Business Conduct for its directors, officers and employees. Such company must disclose any waiver of its code of conduct that is granted to an officer or director.

There is no legal obligation to adopt a Code of Business Conduct. Chilean law requires that a company have a set of internal regulations which regulate the company and its relations with personnel. Such regulations must contain, among other things, regulations related to ethics and good behavior. Notwithstanding the above, a company may create internal codes of conduct, provided they do not require or prohibit behavior that contravenes Chilean law. In 1996, Andina created a Code of Ethics and Business Conduct that applies to the entire Company, and that has been updated over the years. Andina has posted this information on its website at www.koandina.com. See Item 16B. “Code of Ethics.”

ITEM 16H.MINE SAFETY DISCLOSURE

Not applicable.

ITEM 16I.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

ITEM 16J.INSIDER TRADING POLICIES

Notapplicable.

ITEM 16K. CYBERSECURITY

Coca-Cola Andina recognizes information security and cyber-attacks as potential areas of business risk. Consequently, the Company has formulated and implemented a comprehensive strategy that enables us to (i) establish an organizational understanding for the purpose of overseeing cybersecurity risks related to its systems, people, assets, data and capabilities, (ii) safeguard systems and assets (including data), (iii) identify deviations from established protocols, (iv) react to cybersecurity incidents, and (v) restore business operations, if required.

We do not currently believe that risks from cybersecurity threats, including as a result of cybersecurity incidents, have materially affected the Company or our financial position, results of operations or cash flows. However, any compromise of data security could result in a violation of applicable privacy, laws or standards, the loss of valuable business data, or a disruption of our business. Coca-Cola Andina recognizes that a security breach involving the misappropriation, loss or other unauthorized disclosure of sensitive or confidential information could give rise to unwanted media attention, materially damage our customer relationships and reputation, and result in fines or liabilities, which may not be covered by our insurance policies and therefore works with data security as an integral part of its risks. See “Item 3. Key Information — Risk Factors — Risks Related to our Company— If we are unable to protect our information systems against data corruption, cyber-based attacks or network security breaches, our operations could be disrupted.” for more information.

107

Information Security Management

The Audit Committee is represented by 3 independent directors, Chief Executive Officer, Chief Financial Officer, Chief Legal Officer and Chief Audit Officer and one of its responsibilities is to establish and oversee information security risk policies, guidelines, and strategies that comply with domestic and international standards. This Committee is responsible for evaluating the scope and effectiveness of the information security and cybersecurity systems implemented by management. At a minimum, once a year, the Chief Information Technology Officer and the Audit Committee meet to review and discuss cybersecurity risks, the status of the cybersecurity framework controls within the organization, ongoing cybersecurity initiatives, and future work plans.

Furthermore, to safeguard against and address cybersecurity incidents, a senior management committee known as the "Cybersecurity Committee" has been formed under the direction of the Chief Information Security Officer (CISO). When a material cybersecurity threat materializes, or at least once a year, the Cybersecurity Committee meets. The Cybersecurity Committee is tasked with the evaluation and control of cybersecurity risks, the approval of the organization's strategy and direction regarding cybersecurity and contingency matters as presented by the CISO, and the review of the implementation status of cybersecurity framework controls, progress in various cybersecurity projects, and future work plans. The committee is additionally provided with an overview of various security operational indicators.

The Cybersecurity Committee is comprised of the Company’s Chief Human Resources Officer, Chief Legal Officer, Chief Information Technology Officer, the Company’s Risk and Sustainability Corporate Manager, a Representative of the Corporate Internal Audit Area, and the Chief Information Security Officer (CISO).

The CISO of the Company is in charge of overseeing and managing cybersecurity issues and risks. This includes being in charge of creating, managing, and carrying out the company's cybersecurity plan for its networks, which are IT (information technology) and OT (operation technology). At the corporate and regional levels of the company, the Chief Information Security Officer (CISO) oversees the implementation of identified improvements, architectures, policies, and standards related to IT security. Additionally, the CISO manages the IT risk map (RIA TI) and related mitigation plans, making sure that necessary modifications are made. In order to maintain compliance with the Company's regulatory framework, it is the responsibility of the CISO to make sure that procedures and developments are framed in accordance with the Company's defined guidelines.

Currently, Eduardo Troncoso Meza serves as our CISO. Mr. Eduardo Troncoso Meza has more than fourteen years of experience in the fields of cybersecurity and information security management. Prior to his current position, Mr. Troncoso held the position of Cybersecurity Architect at Banco BCI. In order to determine the proper implementation of technological security controls, he was tasked with designing and proposing architecture models and solutions for identifying threats, vulnerabilities, and risks on the applications that provide services to the various platforms of the bank. Mr. Troncoso received his Engineering Sciences degree obtaining Computer Engineering degree from Universidad de Las Américas. Mr. Troncoso also holds a Diploma in Cybersecurity from Universidad de Chile, and has the following certifications:

Information Security Management Systems Auditor/Lead Auditor Training Course (BS ISO/IEC 27001:2013) – BSI;
ISO/IEC 27001 Lead Implementer – PECB; and
Cybersecurity for Managers Certificate: A Playbook from the independence requirement.


Mr. Salvador Said Somavía meets, for the durationMassachusetts Institute of his membership, the requirements of Rule 10A-3(b)(1)(iv)(D) because he (i) is a representative of our controlling shareholder group; (ii) has an observer-only status on our Audit Committee; (iii) is not an officer of the Company or any of our subsidiaries; and (iv) does not receive, directly or indirectly, compensation from us or any of our subsidiaries other than in his capacity as member of our Audit Committee.

Our reliance on the exemption provided by Rule 10A-3 of the Exchange Act, with respect to Mr. Salvador Said Somavía, would not materially adversely affect the ability of our Audit Committee to act independently.

ITEM 16E.PURCHASERS OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

During 2020, no issuer or affiliated parties made purchases pursuant to publicly announced plans or programs or not pursuant to such plans.

ITEM 16F.CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT

Not applicable.

ITEM 16G.CORPORATE GOVERNANCE

NYSE and Chilean Corporate Governance Requirements

The following table sets forth significant differences between Chilean corporate governance practices and those corporate governance practices followed by domestic corporations under NYSE listing standards. Significant ways in which our corporate governance practices differ from those followed by U.S. companies under NYSE listing standards are also publicly available on our website at www.koandina.com.

REQUIREMENTNYSE REQUIREMENTS FOR US LISTED
COMPANIES
CHILEAN LAW REQUIREMENTS AND
COMPANY PRACTICE
Technology.
Independent DirectorsUnder NYSE rules, the board of directors is required to have a majority of independent directors. However, “controlled companies”, as defined under NYSE rules, are exempt from this requirement.Under Chilean law, there is no legal obligation to have a Board of Directors composed of a majority of independent members. Our company does not have a majority independent board of directors, and as a “controlled company”, we would be exempt from NYSE’s requirement to do so.
Article 50 bis of the Corporations Law requires appointing at least one independent director. Chilean Law considers independent such director that within the last 18 months is not involved in certain circumstances, such as: having an economic interest in the company or other group, having a relationship with such persons, be director of nonprofit organizations, among others, and comply with a declaration of independence. We have two such directors.
Executive Sessions of Independent DirectorsIndependent directors of a NYSE-listed company must have meetings at which only the independent directors are present.No similar legal obligation exists under Chilean law. Under Chilean law, the position of director of a corporation is incompatible with the position of manager, auditor, accountant or president of the company. The Non-Management Director does not exist under Chilean law. Directors, however, are required to convene in legally established meetings to resolve matters required by Chilean  Corporation Law. Since Non-Management Director does not exist under Chilean law, it is not possible to comply with  the Section 303A.03.
Nominations of DirectorsListed companies must have a Nominating/Corporate Governance Committee composed entirely of independent directors. However, “controlled companies”, as defined under NYSE rules, are exempt from this requirement.

There is no similar legal obligation under Chilean law. Andina has a Directors’ Committee whose functions are set by Chilean Corporation Law. Our Company does not have a Nominating/Corporate Governance Committee composed entirely of independent directors and as a


REQUIREMENTNYSE REQUIREMENTS FOR US LISTED
COMPANIES

Policy for Information Security

The Company’s information security policy is an ongoing process designed to protect information assets from threats that could compromise their availability, integrity, or confidentiality. The corporate information security policy was created and put into effect to strengthen this pillar. In addition to providing general guidelines on the access, handling, manipulation, processing, transmission, and storage of the Company's information assets, this policy seeks to establish general guidelines regarding the responsibility, protection, and management of information risks. The implementation of this policy involves the classification of information, the definition of responsibilities, and the use of digital solutions to strengthen its execution. Examples of these solutions include the unification of information storage and transfer mechanisms, the protection of information through Data Lost Prevention (DLP) practices, and the encryption of information stored on the Company's essential equipment. The CISO is in charge of the Company's information security strategy, policies, guidelines, and practices.

108

Information Security Measurements Systems Analysis (MSA)

Infrastructure and information security services are outsourced to one of the largest technology companies in Latin America. This company provides us with field support, users support center, networking support and cyber security monitoring. The IT outsourcing service is governed by a contractual agreement that specifies service levels and a Data Processing Agreement. An external auditor conducts an annual audit of the services to assess the adherence of the controls of the critical services rendered via ISAE 3402. All technology suppliers that offer on-premise SaaS or software are assessed throughout the selection procedure using an INCIBE-CERT-based cyber resilience framework (National Cybersecurity Institute of Spain).

Cybersecurity Framework

This system incorporates the highest industry standards and is continually tested for Business Continuity (BC) and Disaster Recovery (DR). It is managed with an integrated people, processes, and technology vision. In order to improve its cyber resilience, the Company has a cybersecurity strategy to which it adds new controls and systems, like those pertaining to business continuity, every year. This involves a risk management methodology based on a Business Impact Analysis (BIA) and Risk Impact Analysis Information Technology (RIA IT) model to unify risk and processes deemed critical to the organization, as well as regular and comprehensive testing of vulnerability mitigation measures found through Ethical Hacking and Pentesting assessments. Furthermore, a "Zero Trust" model for platform access has been implemented. Pentesting gives a clear picture of known vulnerabilities in the system so that they can be specifically fixed. But ethical hacking goes a step further and searches for undiscovered weaknesses, foreseeing future attacks and strengthening defenses.

Corporate Cybersecurity Policy

The Company’s Corporate Cybersecurity strategy provides a framework for effective security management processes pertaining to IT systems and the associated assets, and it establishes a control model for the protection of the confidentiality, integrity, and availability of information systems, in accordance with the applicable laws and regulations in the countries in which we operate.

Dissemination and Training

The Company provides continuous information about the measures taken to promote cybersecurity, ensuring that all employees are informed of and have received training on cybersecurity concepts and threats to information security and cybersecurity. Focusing on software and services based on the Company’s digital transformation, specialized areas in the Company’s IT and Human Resources departments coordinate specific training through various channels, using communications and e-mails delivering content that addresses information management and information security.

For instance, all employees of the company continued to receive cybersecurity and phishing exercise training in 2023. The technology team also received training on the various guidelines and protocols related to cybersecurity practices, including safeguarding digital assets, secure development, managing IT risks, and system modifications, among other topics.

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PART III

ITEM 17.FINANCIAL STATEMENTS

Reference is made to Item 18 for a list of all financial statements filed as part of this annual report.

ITEM 18.FINANCIAL STATEMENTS

CHILEAN LAW REQUIREMENTS AND
COMPANY PRACTICE

“controlled company”, we would be exempt from NYSE’s requirement to do so.

The functions of the Directors’ Committee are described under Item 6C.”Directors, Senior Management and Employees-Board Practices”.

Compensation of Executive OfficersListed companies must have a Compensation Committee composed entirely of independent directors. However, “controlled companies”, as defined under NYSE rules, are exempt from this requirement.

There is no similar legal obligation under Chilean law. In accordance with Chilean law, the above-mentioned Directors’ Committee is in charge of reviewing management compensation. Our Company does not have a Compensation Committee composed entirely of independent directors and as a “controlled company”, we would be exempt from NYSE’s requirement to do so.

The functions of the Directors’ Committee are described under Item 6C. “Directors, Senior Management and Employees-Board Practices”.

Audit CommitteeMust have an audit committee with the specific responsibilities and authority necessary to comply with SEC rules. Members must meet all of the independence requirements of the NYSE, as well as SEC Rule 10A-3 independence requirements (subject to any available exemptions).

No similar legal obligation exists under Chilean law. However, in accordance with the Chilean Public Companies Law 18,046, public companies that have a net worth of more than 1.5 million UFs and/or at least a 12.5% of its issued shares with voting rights are held by individual shareholders who control or own less than 10% of such shares must have a Directors’ Committee, formed by three members who are in their majority independent of the controller.

Andina designated an Audit Committee in accordance with SEC Rule 10A-3. As described in Item 6.C. “Board Practice –Audit Committee”, we rely on an exemption from the independence requirements of Rule 10A-3 with respect to one of our audit committee members. The functions of the audit committee are described under “Item 6C. Directors, Senior Management and Employees-Board Practices-Audit Committee”

Internal Audit FunctionListed companies must maintain an Internal Audit Function to provide management and the Audit Committee with ongoing assessments of the company’s risk management processes and systems of internal control. A listed company may choose to outsource this function to a third party service provider other than its independent auditor.There is no similar obligation under Chilean law. Chilean law requires that companies must have both account inspectors and external auditors. However, Andina has an Internal Auditor who reports to the Audit Committee.
Shareholder Approval of Equity Compensation Plans and Certain Other Share IssuancesShareholders must approve all equity-compensation plans and material revisions thereto, with limited exemptions. Shareholder approval also required for certain other dilutive and related party equity issuances.There is no similar obligation under Chilean law, with the exception of Directors’ compensation which annually approved during the general shareholders’ meeting. Other than the foregoing, we have not and do not intend to submit for shareholder approval any equity-compensation plans or the other dilutive and related party equity issuances covered by NYSE rules.
Corporate Governance GuidelinesListed companies must adopt and disclose Corporate Governance Guidelines.Chilean Law does not require the adoption of Corporate Governance Practices because Chilean Corporate Law have established them. However, the CMF in General Rule No. 385 requires publicly traded corporations to report their corporate governance practices. Our Company has not adopted such Corporate Governance Guidelines.
Code of Ethics and Business ConductA company must adopt a Code of Business Conduct for its directors, officers and employees. SuchThere is no legal obligation to adopt a Code of Business Conduct. Chilean law requires that a company have a set


REQUIREMENTNYSE REQUIREMENTS FOR US LISTED
COMPANIES
CHILEAN LAW REQUIREMENTS AND
COMPANY PRACTICE
company must disclose any waiver of its code of conduct that is granted to an officer or director.of internal regulations which regulate the company and its relations with personnel. Such regulations must contain, among other things, regulations related to ethics and good behavior. Notwithstanding the above, a company may create internal codes of conduct, provided they do not require or prohibit behavior that contravenes Chilean law. In 1996, Andina created a Code of Ethics and Business Conduct that applies to the entire Company. Andina has posted this information on its website at www.koandina.com.  See Item 16B. “Code of Ethics.”

ITEM 16H.MINE SAFETY DISCLOSURE

Not applicable.


PART III

ITEM 17.FINANCIAL STATEMENTS

Reference is made to Item 18 for a list of all financial statements filed as part of this annual report.

ITEM 18.FINANCIAL STATEMENTS

The following financial statements, together with the report of independent registered accounting firm, are filed as part of this annual report:

Index to Consolidated Financial StatementsPage

Index to Consolidated Financial Statements

Page

Report of Independent Registered Public Accounting Firm (PCAOB ID: 1364)

F-1

Report of Independent Registered Public Accounting Firm (PCAOB ID: 1431)

F-4

Consolidated Statements of Financial Position at December 31, 2023 and 2022

F-8

Consolidated Statements of Income by function for the years ended December 31, 2023, 2022 and 2021

F-10

Consolidated Statements of Comprehensive Income for the years ended December 31, 2023, 2022 and 2021

F-11

Statements of Changes in Equity for the years ended December 31, 2023, 2022 and 2021

F-12

Consolidated Statements of Cash Flows- Direct Method for the years ended December 31, 2023, 2022 and 2021

F-14

Notes to the Consolidated Financial Statements

F-15

Reports of Independent Registered Public Accounting Firms[F-1
Consolidated Statements of Financial Position at December 31, 2020 and 2019F-8
Consolidated Income Statements by function for the years ended December 31, 2020, 2019 and 2018F-9
Consolidated Statements of Comprehensive Income for the years ended December 31, 2020, 2019 and 2018F-10
Statements of Changes in Equity for the years ended December 31, 2020, 2019 and 2018F-11
Consolidated Statements of Direct Cash Flows for the years ended December 31, 2020, 2019 and 2018F-12
Notes to the Consolidated Financial Statements at December 31, 2020, 2019 and 2018F-13]


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ITEM 19.ITEM 19.              EXHIBITS

The exhibits filed with or incorporated by reference in this annual report are listed in the exhibit index below.

EXHIBIT INDEX

Item

Description

1.1

Amended and restated Bylaws of Embotelladora Andina S.A. dated as of June 25, 2012 (English Translation) (incorporated by reference in thisto Exhibit 1.1 to Andina’s annual report are listed inon Form 20-F filed on April 30, 2012 (File No. 001-13142))

2.1

Amended and restated Deposit Agreement, dated as of December 14, 2000, among Embotelladora Andina S.A., The Bank of New York as Depositary, and Holders and Beneficial Owners of American Depositary Receipts (incorporated by reference to Exhibit 1.3 to Andina’s annual report on Form 20-F filed on April 30, 2012 (File No. 001-13142))

2.2

Indenture dated as of October 1, 2013, among Embotelladora Andina S.A. and The Bank of New York Mellon (incorporated by reference to Exhibit 2.2 to Andina’s annual report on Form 20-F filed on April 28, 2021 (File No. 001-13142))

2.3

Description of Securities Registered under Section 12(b) of the exhibit index below.Exchange Act (incorporated by reference to Exhibit 2.3 to Andina’s annual report on Form 20-F filed on April 29, 2020 (File No. 001-13142))

2.4

Appendix A (“Terms of the Bonds”) to the Bond Purchase and Paying Agency Agreement dated September 18, 2023 among Embotelladora Andina S.A. and UBS AG (Filed herein)

4.1

Amended and Restated Call Option Agreement, dated as of December 17, 1996, among Inversiones Freire Limitada, Inversiones Freire Dos Limitada, Coca-Cola Interamerican Corporation, Coca-Cola de Argentina S.A., The Coca-Cola Company, and Embotelladora Andina S.A. and Custody Agreement among Inversiones Freire Limitada and Inversiones Freire Dos Limitada and Citibank, N.A. (English translation) (incorporated by reference to Exhibit 1.5 to Andina’s annual report on Form 20-F filed on April 30, 2012 (File No. 001-13142))

4.2

Amendment dated as of August 31, 2012 to the Amended and Restated Shareholders’ Agreement, dated as of June 25, 2012, among Embotelladora Andina S.A., the Coca-Cola Company, Coca-Cola Interamerican Corporation, Coca-Cola de Argentina S.A., Bottling Investment Limited, Inversiones Freire Ltda., and Inversiones Freire Dos Ltda. (incorporated by reference to Exhibit 4.2 to Andina’s annual report on Form 20-F filed on May 15, 2014 (File No. 001-13142))

4.3

Bottler Agreement dated as of October 1, 2017 among Embotelladora del Atlántico S.A. and The Coca-Cola Company (incorporated by reference to Exhibit 4.30 to Andina’s annual report on Form 20-F filed on April 27, 2018 (File No. 001-13142))

4.4

Bottler Agreement dated as of October 4, 2017 among Rio de Janeiro Refrescos Ltda. and The Coca-Cola Company (incorporated by reference to Exhibit 4.32 to Andina’s annual report on Form 20-F filed on April 25, 2019 (File No. 001-13142))

4.5

Bottler Agreement dated as of January 1, 2018 among Embotelladora Andina S.A. and The Coca-Cola Company (incorporated by reference to Exhibit 4.31 to Andina’s annual report on Form 20-F filed on April 27, 2018 (File No. 001-13142))

4.6

Bottler Agreement dated as of September 1, 2015 among Paraguay Refrescos S.A. and The Coca-Cola Company (incorporated by reference to Exhibit 4.28 to Andina’s annual report on Form 20-F filed on April 28, 2016 (File No. 001-13142))

4.7

Amendment dated as of April 14, 2023 to Bottler Agreement dated as of September 1, 2015 among Paraguay Refrescos S.A. and The Coca-Cola Company (filed herein)

111

Item

Description

4.8

Amendment dated September 27, 2022 to the Bottler Agreement between Embotelladora del Atlántico S.A. and The Coca-Cola Company dated October 1, 2017 (incorporated by reference to Exhibit 4.9 to Andina´s annual report on Form 20F filed on April 26, 2023 (File No. 001-13142))

4.9

Amendment dated September 20, 2022 to the Bottler Agreement between Rio de Janeiro Refrescos Limitada and The Coca-Cola Company dated October 4, 2017 (incorporated by reference to Exhibit 4.10 to Andina´s annual report on Form 20F filed on April 26, 2023 (File No. 001-13142))

4.10

Amendment dated as of March 6, 2024 to Bottler Agreement among Embotelladora Andina S.A. and The Coca-Cola Company (filed herein)

8.1

List of our subsidiaries (incorporated by reference to Exhibit 8.1 to Andina's annual report on Form 20F filed on April 26, 2023 (File No. 001 - 13142))

12.1

Certification of Miguel Ángel Peirano, Chief Executive Officer, pursuant to Rule 13-a14(a) (17 CFR 240.13a-12(a)) or Rule 15d-14(a) (17 CFR 240.15d-14(a)) (filed herein)

12.2

Certification of Andrés Wainer, Chief Financial Officer pursuant to Rule 13-a14(a) (17 CFR 240.13a-12(a)) or Rule 15d-14(a) (17 CFR 240.15d-14(a)) (filed herein)

13.1

Certification of Miguel Ángel Peirano, Chief Executive Officer, pursuant to 18 U.S.C. Chapter 63, Section 1350, (filed herein)

13.2

Certification of Andrés Wainer, Chief Financial Officer, pursuant to 18 U.S.C. Chapter 63, Section 1350, (filed herein)

97

Clawback Policy of Embotelladora Andina S.A. (filed herein)

EXHIBIT INDEX

ItemDescription
1.1Amended and restated Bylaws of Embotelladora Andina S.A. dated as of June 25, 2012 (English Translation) (incorporated by reference to Exhibit 1.1 to Andina’s annual report on Form 20-F filed on April 30, 2012 (File No. 001-13142))
2.1Amended and restated Deposit Agreement, dated as of December 14, 2000, among Embotelladora Andina S.A., The Bank of New York as Depositary, and Holders and Beneficial Owners of American Depositary Receipts (incorporated by reference to Exhibit 1.3 to Andina’s annual report on Form 20-F filed on April 30, 2012 (File No. 001-13142))
2.2Indenture dated as of October 1, 2013, among Embotelladora Andina S.A. and The Bank of New York Mellon (filed herein)
2.3Description of Securities Registered under Section 12(b) of the Exchange Act (incorporated by reference to Exhibit 2.3 to Andina’s annual report on Form 20-F filed on April 29, 2020 (File No. 001-13142))
4.1Amended and Restated Call Option Agreement, dated as of December 17, 1996, among Inversiones Freire Limitada, Inversiones Freire Dos Limitada, Coca-Cola Interamerican Corporation, Coca-Cola de Argentina S.A., The Coca-Cola Company, and Embotelladora Andina S.A. and Custody Agreement among Inversiones Freire Limitada and Inversiones Freire Dos Limitada and Citibank, N.A. (English translation) (incorporated by reference to Exhibit 1.5 to Andina’s annual report on Form 20-F filed on April 30, 2012 (File No. 001-13142))
4.2Amendment dated as of August 31, 2012 to the Amended and Restated Shareholders’ Agreement, dated as of June 25, 2012, among Embotelladora Andina S.A., the Coca-Cola Company, Coca-Cola Interamerican Corporation, Coca-Cola de Argentina S.A., Bottling Investment Limited, Inversiones Freire Ltda., and Inversiones Freire Dos Ltda (incorporated by reference to Exhibit 4.2 to Andina’s annual report on Form 20-F filed on May 15, 2014 (File No. 001-13142))
4.3Bottler Agreement dated as of October 1, 2017 among Embotelladora del Atlántico S.A. and The Coca-Cola Company (incorporated by reference to Exhibit 4.30 to Andina’s annual report on Form 20-F filed on April 27, 2018 (File No. 001-13142))
4.4Bottler Agreement dated as of October 4, 2017 among Rio de Janeiro Refrescos Ltda. and The Coca-Cola Company (incorporated by reference to Exhibit 4.32 to Andina’s annual report on Form 20-F filed on April 25, 2019 (File No. 001-13142))
4.5Bottler Agreement dated as of January 1, 2018 among Embotelladora Andina S.A. and The Coca-Cola Company (incorporated by reference to Exhibit 4.31 to Andina’s annual report on Form 20-F filed on April 27, 2018 (File No. 001-13142))
4.6Amendment to the Bottler Agreement between Embotelladora Andina S.A. and The Coca-Cola Company dated November 7, 2019 (incorporated by reference to Exhibit 4.35 to Andina’s annual report on Form 20-F filed on April 29, 2020 (File No. 001-13142))
4.7Bottler Agreement dated as of September 1, 2015 among Paraguay Refrescos S.A. and The Coca-Cola Company (incorporated by reference to Exhibit 4.28 to Andina’s annual report on Form 20-F filed on April 30, 2015 (File No. 001-13142))
4.8Amendment dated as of August 27, 2020 to Bottler Agreement dated as of September 1, 2015 among Paraguay Refrescos S.A. and The Coca-Cola Company (filed herein)
8.1List of our subsidiaries (filed herein)
12.1Certification of Miguel Ángel Peirano, Chief Executive Officer, pursuant to Rule 13-a14(a) (17 CFR 240.13a-12(a)) or Rule 15d-14(a) (17 CFR 240.15d-14(a)) (filed herein)
12.2Certification of Andrés Wainer, Chief Financial Officer pursuant to Rule 13-a14(a) (17 CFR 240.13a-12(a)) or Rule 15d-14(a) (17 CFR 240.15d-14(a)) (filed herein)
13.1Certification of Miguel Ángel Peirano, Chief Executive Officer, pursuant to 18 U.S.C. Chapter 63, Section 1350, (filed herein)
13.2Certification of Andrés Wainer, Chief Financial Officer, pursuant to 18 U.S.C. Chapter 63, Section 1350, (filed herein)

Omitted from the exhibits filed with this annual report are certain instruments and agreements with respect to long-term debt ofEmbotelladora Andina S.A., none of which authorizes securities in a total amount that exceeds 10.0% of the total assets of Embotelladora Andina S.A. We hereby agree to furnish to the SEC copies of any such omitted instruments or agreements upon request by the SEC.

101.INS

101.INS

Inline XBRL Instance Document

101.SCH

Inline XBRL Taxonomy Extension Schema Document

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF

Inline XBRL Taxonomy Extension Linkbase Document

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

101.SCHXBRL Taxonomy Extension Schema Document
101.CALXBRL Taxonomy Extension Calculation Linkbase Document
101.LABXBRL Taxonomy Extension Label Linkbase Document
101.PREXBRL Taxonomy Extension Presentation Linkbase Document


SIGNATURES

112

SIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

    

Embotelladora Andina S.A.
(Registrant)
/s/ Miguel Ángel Peirano
(Signature)
/s/ Andrés Wainer
(Signature)

Date: April 28, 2021


Consolidated Financial Statements

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Santiago, Chile

as of December 31, 2020 and 2019

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of Embotelladora Andina S.A.

Opinion on the Consolidated Financial Statements

(Registrant)

We have audited the accompanying consolidated statements of financial position of Embotelladora Andina S.A. and subsidiaries (the Company) as of December 31, 2020 and 2019, the related consolidated statements of income, other comprehensive income, changes in equity and cash flows for each of the three years in the period ended December 31, 2020, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company as of December 31, 2020 and 2019, and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 2020, in conformity with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated April 27, 2021 expressed an unqualified opinion thereon.

Basis for Opinion

/s/ Miguel Ángel Peirano

These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.(Signature)

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.


Impairment of indefinite lived assets - distribution rights and goodwill
Description of the Matter

As disclosed in Notes 15 and 16 to the consolidated financial statements, Distribution Rights and Goodwill were Ch$ 604,514 million and Ch$ 98,326 million respectively as of December 31, 2020. The Company carries out an impairment test annually, or more frequently if indicators of impairment require the performance of an interim impairment assessment.

Auditing management’s impairment tests was complex and specially challenging due to the significant measurement uncertainty in determining the fair values of the reporting units. In particular the fair value estimates are sensitive to changes in significant assumptions such as discount rate, revenue growth rate, operating margins, consumer trends and other market and economic conditions.

/s/ Andrés Wainer

(Signature)

How We Addressed the Matter in our Audit

We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the distribution rights and goodwill impairment test. For example, we tested controls over the significant assumptions, such as discount rate, projected cash flow, terminal growth rate and revenue growth rates used in the fair value computation process.

To test the fair values of the reporting units, our audit procedures included, among others, assessing the methodologies used by the Company with the assistance of our valuation specialists; testing the underlying data; evaluating significant assumptions, such as volume growth and product mix with the assistance of our valuation specialists; comparing significant assumptions to current market and economic trends and historical results of the Company's business and performing a sensitivity analysis of significant assumptions to evaluate the changes in the fair value of the reporting units resulting from changes in those assumptions. We also evaluated the financial statements disclosures included in Notes 2.8, 15 and 16.

Date: March 27, 2024

Consolidated Financial Statements

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Santiago, Chile

December 31, 2023 and 2022

Table of Contents

Graphic

Tax Contingencies in Brazil

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors Embotelladora Andina S.A.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated statements of financial position of Embotelladora Andina S.A. and its subsidiaries (the Company) as of December 31, 2023, and 2022, and the related consolidated statements of income by function, comprehensive income, changes in equity and cash flowsdirect method for the years then ended, including the related notes (collectively referred to as the consolidated financial statements). We also have audited the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2023, and 2022, and the results of its operations and its cash flows for the years then ended in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Managements Annual Report on Internal Control over Financial Reporting appearing under Item 15. Our responsibility is to express opinions on the Companys consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Graphic

F-1

Table of Contents

Graphic

Description of the Matter

As described in Note 23 to the consolidated financial statements, the Company is party to a number of administrative and legal proceedings arising from various tax claims for which a provision was recorded as of December 31, 2020, as the probability of loss was assessed as more than likely based on current available information. The Company uses significant judgment in determining whether its technical merits are more-likely-than-not to be sustained in court, considering the complexity of the Brazilian tax environment and lack of jurisprudence for certain tax matters. To carry out this assessment, management monitors the evolution of court ruling trends and is assisted by the Company’s external legal counsel.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A companys internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal control over financial reporting includes those policies and procedures that (i)pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii)provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii)provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Intangible Assets with Indefinite Useful Life (Distribution rights) and Goodwill Impairment Assessment

As described in Notes 2.7.1, 2.7.2, 2.8, 2.22.1, 15 and 16 to the consolidated financial statements, the Companys consolidated intangible assets with indefinite useful life (distribution rights) and goodwill balances, as of December 31, 2023, were ThCh$ 664,877,100 and ThCh$ 122,103,802 respectively. Management carries out an impairment test annually, or more frequently if events or changes in circumstances indicate a potential impairment. An impairment loss is recognized for the amount by which the carrying amount of the cash generating unit exceeds its recoverable amount. The recoverable amount of the cash generating unit is the higher of value in use and fair value less costs to sell. The value in use is determined by management using a discounted cash flow model. Managements cash flow projections included significant judgments and assumptions relating to perpetual growth rates and discount rates.

The principal considerations for our determination that performing procedures relating to the intangible assets with indefinite useful life (distribution rights) and goodwill impairment assessment is a critical audit matter are (i) the significant judgment by management when developing the value in use calculation of the cash generating units; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating managements cash flow projections and significant assumptions related perpetual growth rates and discount rates; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

F-2

Table of Contents

Auditing management’s assessment of the probability of a loss on tax claims is complex, highly judgmental and based on interpretations of tax laws and legal rulings, as there is significant estimation uncertainty related to the ultimate outcome of court decisions, the evolution of jurisprudence and the position of the Brazilian tax authorities.

Graphic


How We Addressed the Matter in our Audit

We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the identification and evaluation of tax claims, including management’s process to determine whether the technical merits are more-likely-than-not to be sustained in the court.

To test the Company’s assessment of the probability of a loss on tax claims, our audit procedures included, among others, involving of our tax professionals to assess the Company’s technical merits and in evaluating legal opinions and other tax advice obtained by the Company; independently corresponding with certain key external tax and legal advisers of the Company; comparing the evolution of the loss probability assessment by the Company for significant matters and evaluating the Company’s current assessment using our knowledge of, and experience with, the application of tax laws by the relevant tax authorities. We also evaluated the financial statements disclosures included in notes in Notes 19 and 23.

/s/ EY Audit SpA
We have served as the Company's auditor since 2017.
Santiago, Chile
April 27, 2021

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to managements intangible assets with indefinite useful life (distribution rights) and goodwill impairment assessment, including controls over the valuation of the Companys cash generating units. These procedures also included, among others (i) testing managements process for developing the estimate; (ii) evaluating the appropriateness of the discounted cash flow model; (iii) testing the completeness and accuracy of underlying data used in the model; and (iv) evaluating the reasonableness of the significant assumptions used by management related to the perpetual growth rates and discount rates. Evaluating managements assumptions related to the perpetual growth rates and discount rates involved evaluating whether the significant assumptions used by management were reasonable considering (i) the current and past performance of the cash generating units, (ii) the consistency with external market and industry data, and (iii) whether these significant assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in the evaluation of the Companys discounted cash flow model and the perpetual growth rates and discount rates assumptions.

/s/ PricewaterhouseCoopers Consultores, Auditores y Compañía Limitada

Santiago, Chile

March 26, 2024

We have served as the Companys auditor since 2022

F-3

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of Embotelladora Andina S.A.

Opinion on the Financial Statements

We have audited the accompanying consolidated statements of income, comprehensive income, changes in equity and cash flows for the year ended December 31, 2021, and the related notes (collectively referred to as the “consolidated financial statements”) of Embotelladora Andina S.A. and subsidiaries (the Company). In our opinion, the consolidated financial statements present fairly, in all material respects, the Company’s results of operations and cash flows for the year ended December 31, 2021, in conformity with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provide a reasonable basis for our opinion.

/s/ EY Audit Ltda.

We served as the Company's auditor from 2017 to 2022.

Santiago, Chile

April 26, 2022

F-4

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Financial Statements

at December 31, 2023 and 2022

F-5

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES


Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of Embotelladora Andina S.A.

Opinion on Internal Control over Financial Reporting

We have audited Embotelladora Andina S.A.’s internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Embotelladora Andina S.A. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2020, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the accompanying consolidated statements of financial position of Embotelladora Andina S.A. as of December 31, 2020 and 2019, the related consolidated statements of income, other comprehensive income, changes in equity and cash flows for each of the three years then ended December 31, 2020, and the related notes and our report dated April 27, 2021 expressed an unqualified opinion thereon.

Basis for Opinion

The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

F-4

Definition and Limitations of Internal Control over Financial Reporting

A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ EY Audit SpA
Santiago, Chile
April 27, 2021

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Financial Statements

I.Consolidated Statements of Financial Position as of December 31, 2020 and 2019F-8
II.Consolidated Statements of Income by Function for the fiscal years ended December 31, 2020 and 2019F-10
III.Consolidated Statements of Comprehensive Income for the fiscal years ended December 31, 2020 and 2019F-11
IV.Consolidated Statements of Changes in Equity for the fiscal years ended December 31, 2020 and 2019F-12
V.Consolidated Statements of Direct Cash Flows for the fiscal years ended December 31, 2020 and 2019F-14
VI.Notes to the Consolidated Financial StatementsF-15

1.Corporate informationF-15
2.Presentation bases of consolidated financial statements and applicable accounting criteriaF-16
3.Financial information by segmentF-38
4.Cash and cash equivalentsF-43
5.Other financial assets, current and non-currentF-43
6.Other non-financial assets, current and non-currentF-44
7.Trade and other receivablesF-45
8.InventoryF-46
9.Tax assets and liabilitiesF-46
10.Income tax and deferred taxesF-47
11.Property, plant and equipmentF-50
12.Related partiesF-54
13.Employee benefits, current and non-currentF-56
14.Investments accounted for using the equity methodF-58
15.Intangible assets other than goodwillF-60
16.GoodwillF-62
17.Other financial liabilities, current and non-currentF-62
18.Trade accounts payable and other accounts payableF-72
19.Other provisions, current and non-currentF-72
20.Other non-financial liabilitiesF-73
21.EquityF-73
22.Derivative Assets and liabilitiesF-79
23.Litigations and contingenciesF-82
24.Financial risk managementF-86
25.Expenses by natureF-91
26.Other incomeF-91
27.Other expenses by functionF-92
28.Income and financial costsF-92
29.Other (loss) gainsF-92
30.Local and foreign currencyF-93
31.Subsequent eventsF-97


Consolidated Financial Statements

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

As of December 31, 2020 and 2019

F-7

I.

 

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Statements of Financial Position

    12.31.2020  12.31.2019
ASSETS  NOTE  ThCh$  ThCh$
Current assets:           
            
Cash and cash equivalents  4   309,530,699   157,567,986
Other financial assets  5   140,304,853   347,278
Other non-financial assets  6   13,374,381   16,188,965
Trade and other accounts receivable, net  7   194,021,253   191,077,588
Accounts receivable from related companies  12,1   11,875,408   10,835,768
Inventory  8   127,972,650   147,641,224
Current tax assets  9   218,472   9,815,294
Total Current Assets      797,297,716   533,474,103
            
Non-Current Assets:           
Other financial assets  5   162,013,278   110,784,311
Other non-financial assets  6   90,242,672   125,636,150
Trade and other receivables  7   73,862   523,769
Accounts receivable from related parties  12,1   138,346   283,118
Investments accounted for under the equity method  14   87,956,354   99,866,733
Intangible assets other than goodwill  15   604,514,165   675,075,375
Goodwill  16   98,325,593   121,221,661
Property, plant and equipment  11   605,576,545   722,718,863
Deferred tax assets  10,2   1,925,869   1,364,340
Total Non-Current Assets      1,650,766,684   1,857,474,320
Total Assets      2,448,064,400   2,390,948,423

The accompanying notes 1 to 31 form an integral part of these Consolidated Financial Statements

F-8

II.

 

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Statements of Financial Position

      12.31.2020   12.31.2019
LIABILITIES AND EQUITY  NOTE   ThCh$   ThCh$
LIABILITIES           
Current Liabilities:           
Other financial liabilities  17   38,566,724   40,593,878
Trade and other accounts payable  18   230,445,809   243,700,553
Accounts payable to related parties  12,2   39,541,968   53,637,601
Provisions  19   1,335,337   2,068,984
Income taxes payable  9   8,828,599   6,762,267
Employee benefits current provisions  13   31,071,019   38,392,854
Other non-financial liabilities  20   28,266,730   26,502,215
Total Current Liabilities      378,056,186   411,658,352
            
Other financial liabilities, non-current  17   989,829,569   743,327,057
Accounts payable, non-current  18   295,279   619,587
Accounts payable to related companies, non-current  12,2   10,790,089   19,777,812
Other provisions, non-current  19   48,734,936   67,038,566
Deferred tax liabilities  10,2   153,669,547   169,449,747
Employee benefits non-current provisions  13   13,635,558   10,173,354
Other non-financial liabilities, non-current  20   21,472,048   -
Income taxes payable, non-current  9   20,597   -
Non-Current Liabilities:      1,238,447,623   1,010,386,123
            
Equity:  21        
Issued capital      270,737,574   270,737,574
Retained earnings      654,171,126   600,918,265
Other reserves      (113,727,586)  76,993,851
Equity attributable to equity holders of the parent      811,181,114   948,649,690
Non-controlling interests      20,379,477   20,254,258
Total Equity      831,560,591   968,903,948
Total Liabilities and Equity      2,448,064,400   2,390,948,423

The accompanying notes 1 to 31 form an integral part of these Consolidated Financial Statements


 

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Statements of Income by Function

for the periods between January 1 and December 31, 2020, 2019 and 2018F-10

III.

       01.01.2020   01.01.2019   01.01.2018 
       12.31.2020   12.31.2019   12.31.2018 
   NOTE   ThCh$   ThCh$   ThCh$ 
Net sales      1,698,281,237   1,779,025,115   1,672,915,799 
Cost of sales  8   (1,022,498,659)  (1,048,343,767)  (968,027,774)
Gross Profit      675,782,578   730,681,348   704,888,025 
Other income  26   8,356,298   40,947,158   2,609,168 
Distribution expenses  25   (152,532,018)  (166,996,289)  (165,775,484)
Administrative expenses  25   (283,638,935)  (325,903,809)  (313,742,853)
Other expenses  27   (17,430,256)  (26,182,847)  (16,057,763)
Other (loss) gains  29   287   2,876   (2,707,859)
Financial income  28   14,945,879   45,155,791   3,940,244 
Financial expenses  28   (54,772,837)  (46,209,020)  (55,014,660)
Share of profit (loss) of investments in associates and joint ventures accounted for using the equity method  14,3   2,228,763   (3,415,083)  1,411,179 
Foreign exchange differences      (3,088,278)  (4,130,543)  (1,449,256)
Income by indexation units      (11,828,762)  (7,536,466)  (5,085,140)
Net income before income taxes      178,022,719   236,413,116   153,015,601 
Income tax expense  10,1   (54,905,399)  (61,166,891)  (55,564,855)
Net income      123,117,320   175,246,225   97,450,746 
                 
Net income attributable to                
Owners of the controller      121,999,805   173,721,928   96,603,371 
Non-controlling interests      1,117,515   1,524,297   847,375 
Net income      123,117,320   175,246,225   97,450,746 
                 
Earnings per Share, basic and diluted      Ch$   Ch$   Ch$ 
Earnings per Series A Share  21,5   122.75   174.79   97.20 
Earnings per Series B Share  21,5   135.02   192.27   106.92 

The accompanying notes 1 to 31 form an integral part of these Consolidated Financial Statements


 

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

for the periods between January 1 and December 31, 2020, 2019 and 2018

   01.01.2020   01.01.2019   01.01.2018 
   12.31.2020   12.31.2019   12.31.2018 
   ThCh$   ThCh$   ThCh$ 
Net income  123,117,320   175,246,225   97,450,746 
Other Comprehensive Income:            
Components of other comprehensive income that will not be reclassified to net income for the period, before taxes            
Actuarial losses from defined benefit plans  (3,146,362)  (379,007)  (63,463)
Components of other comprehensive income that will be reclassified to net income for the period, before taxes            
Gain (losses) from exchange rate translation differences  (264,119,093)  (41,844,584)  (72,455,525)
Gain (losses) from cash flow hedges  (12,203,755)  (1,865,233)  (13,151,841)
Income tax related to components of other comprehensive income that will not be reclassified to net income for the period            
Income tax benefit related to defined benefit plans  849,518   102,332   16,184 
             
Income tax related to components of other comprehensive income that will be reclassified to net income for the period            
Income tax related to exchange rate translation differences  84,571,922   9,295,546   2,476,204 
Income tax related to cash flow hedges  2,334,037   683,482   2,554,551 
Other comprehensive income, total  (191,713,733)  (34,007,464)  (80,623,890)
Total comprehensive income  (68,596,413)  141,238,761   16,826,856 
Total comprehensive income attributable to:            
Equity holders of the controller  (68,721,632)  139,861,690   16,370,635 
Non-controlling interests  125,219   1,377,071   456,221 
Total comprehensive income  (68,596,413)  141,238,761   16,826,856 

The accompanying notes 1 to 31 form an integral part of these Consolidated Financial Statements

F-11

IV.

tm2038578d1_fpage002 

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Statements of Changes in Equity for the periods

between January 1 and December 31, 2020, 2019 and 2018  F-12

V.

      Other reserves                 
   Issued
capital
   Reserves
for
exchange
rate
differences
   Cash
flow
hedge
reserve
   Actuarial
gains or
losses in
employee
benefits
   Other
reserves
   Total
other
reserve,
net of
taxs
   Retained
earnings
   Controlling
Equity
   

Non-
Controlling
interests

   Total
Equity
 
   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$ 
Opening balance as of 01,01,2020  270,737,574   (339,076,340)  (14,850,683)  (2,230,752)  433,151,626   76,993,851   600,918,265   948,649,690   20,254,258   968,903,948 
Changes in Equity                                        
Comprehensive Income                                        
Earnings  -   -       -   -   -   121,999,805   121,999,805   1,117,515   123,117,320 
Other comprehensive income  -   (178,420,146)  (9,868,850)  (2,432,441)  -   (190,721,437)  -   (190,721,437)  (992,296)  (191,713,733)
Comprehensive income  -   (178,420,146)  (9,868,850)  (2,432,441)  -   (190,721,437)  121,999,805   (68,721,632)  125,219   (68,596,413)
Dividends  -   -   -   -   -   -   (103,365,468)  (103,365,468)  -   (103,365,468)
Increase (decrease) from other changes  -   -   -   -   -   -   34,618,524   34,618,524   -   34,618,524 
Total changes in equity  -   (178,420,146)  (9,868,850)  (2,432,441)  -   (190,721,437)  53,252,861   (137,468,576)  125,219   (137,343,357)
Ending balance as of 12,31,2020  270,737,574   (517,496,486)  (24,719,533)  (4,663,193)  433,151,626   (113,727,586)  654,171,126   811,181,114   20,379,477   831,560,591 

       Other reserves                 
   Issued
capital
   Reserves
for
exchange
rate
differences
   Cash
flow
hedge
reserve
   Actuarial
gains or
losses in
employee
benefits
   Other
reserves
   Total
other
reserve,
net of
taxs
   Retained
earnings
   Controlling
Equity
   Non-Controlling
interests
   Total
Equity
 
   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$ 
Opening balance as of 01,01,2019  270,737,574   (306,674,528)  (13,668,932)  (1,954,077)  433,151,626   110,854,089   462,221,463   843,813,126   19,901,617   863,714,743 
Changes in Equity                                        
Comprehensive Income                                        
Earnings  -   -       -   -   -   173,721,928   173,721,928   1,524,297   175,246,225 
Other comprehensive income  -   (32,401,812)  (1,181,751)  (276,675)  -   (33,860,238)  -   (33,860,238)  (147,226)  (34,007,464)
Comprehensive income  -   (32,401,812)  (1,181,751)  (276,675)  -   (33,860,238)  173,721,928   139,861,690   1,377,071   141,238,761 
Dividends  -   -   -   -   -   -   (86,568,579)  (86,568,579)  (1,024,430)  (87,593,009)
Increase (decrease) from other changes  -   -   -   -   -   -   51,543,453   51,543,453   -   51,543,453 
Total changes in equity  -   (32,401,812)  (1,181,751)  (276,675)  -   (33,860,238)  138,696,802   104,836,564   352,641   105,189,205 
Ending balance as of 12,31,2019  270,737,574   (339,076,340)  (14,850,683)  (2,230,752)  433,151,626   76,993,851   600,918,265   948,649,690   20,254,258   968,903,948 

The accompanying notes 1 to 31 form an integral part of these Consolidated Financial Statements


tm2038578d1_fpage001 

       

Other reserves

                 
   Issued
capital
   Reserves
for
exchange
rate
differences
   Cash
flow
hedge
reserve
   Actuarial
gains or
losses in
employee
benefits
   Other
reserves
   Total
other
reserves,
net of tax
   Retained
earnings
   Controlling
Equity
   Non-
Controlling
interests
   Total
Equity
 
   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$ 
Opening balance as of 01,01,2018  270,737,574   (237,077,572)  (3,094,671)  (1,915,587)  427,137,058   185,049,228   335,523,254   791,310,056   21,923,293   813,233,349 
Changes in accounting policies  -   -   -   -   -   -   79,499,736   79,499,736   -   79,499,736 
Restated opening balance  270,737,574   (237,077,572)  (3,094,671)  (1,915,587)  427,137,058   185,049,228   415,022,990   870,809,792   21,923,293   892,733,085 
Changes in Equity                                        
Comprehensive Income                                        
Earnings  -   -   -   -   -   -   96,603,371   96,603,371   847,375   97,450,746 
Other comprehensive income  -   (69,596,956)  (10,597,290)  (38,490)  -   (80,232,736)  -   (80,232,736)  (391,154)  (80,623,890)
Comprehensive income, total  -   (69,596,956)  (10,597,290)  (38,490)  -   (80,232,736)  96,603,371   16,370,635   456,221   16,826,856 
Dividends  -   -   -   -   -   -   (85,475,291)  (85,475,291)  (2,477,897)  (87,953,188)
Increase (decrease) from other changes  -   -   23,029   -   6,014,568   6,037,597   36,070,393   42,107,990   -   42,107,990 
Total changes in equity  -   (69,596,956)  (10,574,261)  (38,490)  6,014,568   (74,195,139)  47,198,473   (26,996,666)  (2,021,676)  (29,018,342)
Ending balance as of 12,31,2018  270,737,574   (306,674,528)  (13,668,932)  (1,954,077)  433,151,626   110,854,089   462,221,463   843,813,126   19,901,617   863,714,743 

The accompanying notes 1 to 31 form an integral part of these Consolidated Financial Statements

F-13

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Statements of Direct Cash Flows - Direct Method

for the periods between January 1 and December 31, 2020, 2019 and 2018F-14

VI.

       01,01,2020   01,01,2019   01,01,2018 
Cash flows provided by (used in) Operating Activities  NOTE   12,31,2020   12,31,2019   12,31,2018 
Cash flows provided by Operating Activities      ThCh$   ThCh$   ThCh$ 
Receipts from the sale of goods and the rendering of services (including taxes)      2,321,999,131   2,626,374,510   2,296,830,656 
Payments for Operating Activities                
Payments to suppliers for goods and services (including taxes)      (1,517,256,079)  (1,802,751,639)  (1,526,444,730)
Payments to and on behalf of employees      (189,758,823)  (203,681,853)  (199,460,816)
Other payments for operating activities (value-added taxes on purchases, sales and others)      (266,228,165)  (292,958,045)  (267,827,342)
Dividends received      1,176,079   411,041   601,022 
Interest payments      (44,299,001)  (36,141,477)  (41,353,013)
Interest received      7,538,364   1,539,120   3,545,313 
Income tax payments      (29,474,900)  (34,198,767)  (29,904,176)
Other cash movements (tax on bank debits Argentina and others)      (4,927,608)  (3,444,416)  (707,552)
Cash flows provided by (used in) Operating Activities      278,768,998   255,148,474   235,279,362 
                 
Cash flows provided by (used in) Investing Activities                
Contributions made in associates          -   (15,615,466)
Proceeds from sale of Property, plant and equipment      3,570   18,904   260,116 
Purchase of Property, plant and equipment      (85,874,958)  (110,683,258)  (121,063,273)
Purchase of intangible assets      (207,889)  (448,307)  - 
Proceeds from other long-term assets (redemption of term deposits over 90 days)      -   -   13,883,132 
Purchase of other long-term assets (term deposits over 90 days)      (472,551)  (70,373)  - 
Payments on forward, term, option and financial exchange agreements      2,122,954   1,135,034   6,403,152 
Other payments on the purchase of financial instruments      (139,449,884)  -   (1,953,309)
Net cash flows used in Investing Activities      (223,878,758)  (110,048,000)  (118,085,648)
                 
Cash Flows generated from (used in) Financing Activities                
Proceeds from short-term loans obtained      27,633,156   50,297,337   29,850,728 
Loan payments      (25,197,737)  (74,332,889)  (44,234,859)
Lease liability payments      (3,974,086)  (2,989,457)  (2,395,966)
Dividend payments by the reporting entity      (99,985,500)  (86,265,896)  (87,535,698)
Other inflows (outflows) of cash (Placement and payment of public obligations)      214,565,128   (13,821,732)  (10,319,483)
Net cash flows (used in) generated by Financing Activities      113,040,961   (127,112,637)  (114,635,278)
Net increase in cash and cash equivalents before exchange differences      167,931,201   17,987,837   2,558,436 
Effects of exchange differences on cash and cash equivalents      (13,574,854)  4,048,168   3,574,340 
Effects of exchange differences on cash and cash equivalents      (2,393,634)  (2,006,632)  (4,836,279)
Net decrease in cash and cash equivalents      151,962,713   20,029,373   1,296,497 
Cash and cash equivalents – beginning of period  4   157,567,986   137,538,613   136,242,116 
Cash and cash equivalents - end of period  4   309,530,699   157,567,986   137,538,613 

The accompanying notes 1 to 31 form an integral part of these Consolidated Financial Statements


 

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

F-15

1 - CORPORATE INFORMATION

Corporate Information

Embotelladora Andina S.A. RUT (Chilean Tax Id. N°) 91.144.000-8 (hereinafter “Andina,” and together with its subsidiaries, the “Company”) is an open stock corporation, whose corporate address and principal offices are located at Miraflores 9153, borough of Renca, Santiago, Chile. The Company is registered under No. 00124 of the Securities Registry and is regulated by Chile’s Financial Market Commission (hereinafter “CMF”) and pursuant to Chile’s Law 18,046 is subject to the supervision of this entity. It is also registered with the U.S. Securities and Exchange Commission (hereinafter “SEC”) and its stock is traded on the New York Stock Exchange since 1994.F-15

The principal activity of Embotelladora Andina S.A. is to produce, bottle, commercialize and distribute the products under registered trademarks of The Coca-Cola Company (TCCC). The Company maintains operations and is licensed to produce, commercialize and distribute such products in certain territories in Chile, Brazil, Argentina and Paraguay

In Chile, the territories in which it has such a license are the Metropolitan Region; the province of San Antonio, the V Region; the province of Cachapoal including the commune of San Vicente de Tagua-Tagua, the VI Region; the II Region of Antofagasta; the III Region of Atacama, the IV Region of Coquimbo XI Region de Aysén del General Carlos Ibáñez del Campo; XII Region of Magallanes and Chilean Antarctic. In Brazil, the aforementioned license covers much of the state of Rio de Janeiro, the entire state of Espirito Santo, and part of the states of Sao Paulo and Minas Gerais. In Argentina it includes the provinces of Córdoba, Mendoza, San Juan, San Luis, Entre Ríos, as well as part of the provinces of Santa Fe and Buenos Aires, Chubut, Santa Cruz, Neuquén, Río Negro, La Pampa, Tierra del Fuego, Antarctica and South Atlantic Islands. Finally, in Paraguay the territory comprises the whole country. The bottling agreement for the territories in Chile expires in October 2023; in Argentina it expires in 2022; in Brazil it expires in 2022, and in Paraguay it expires in 2021. Said agreements are renewable upon the request of the licensee and at the sole discretion of The Coca-Cola Company.

As of the date of these consolidated financial statements, regarding Andina’s principal shareholders, the Controlling Group holds 55.38% of the outstanding shares with voting rights, corresponding to the Series A shares. The Controlling Group is composed of the Chadwick Claro, Garcés Silva, Said Handal and Said Somavía families, who control the Company in equal parts.


 

2 - BASIS OF PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS AND APPLICATION OF ACCOUNTING CRITERIA

2.1       Accounting principles and basis of preparation

The Company’sBasis Of Preparation Of Consolidated Financial Statements for the periods ended December 31, 2020 and 2019, have been prepared in accordance with the International And Application Of Accounting Criteria

F-15

3 –

Financial Reporting Standards (hereinafter "IFRS") issued by the International Accounting Standards Board (hereinafter "IASB").By Segment

F-33

These Consolidated4 –

Cash And Cash Equivalents

F-37

5 –

Other Current And Non-Current Financial Statements have been prepared following the going concern principle by applying the historical cost method, with the exception, according to IFRS, of those assets and liabilities that are recorded at fair value.Assets

F-37

These Consolidated Statements reflect the consolidated financial position of Embotelladora Andina S,A, and its Subsidiaries as of December 6 –

Other Current And Non-Current Non-Financial Assets

F-38

7 –

Trade Accounts And Other Accounts Receivable

F-39

8 –

Inventories

F-40

9 –

Tax Assets And Liabilities

F-41

10 –

Income Tax Expense And Deferred Taxes

F-41

11 –

Property, Plant And Equipment

F-44

12 –

Related Parties

F-47

13 –

Current And Non-Current Employee Benefits

F-50

14 –

Investments In Associates Accounted For Using The Equity Method

F-51

15 –

Intangible Assets Other Than Goodwill

F-55

16 –

Goodwill

F-57

17 –

Other Current And Non-Current Financial Liabilities

F-57

18 –

Trade And Other Accounts Payable

F-67

19 –

Other Provisions, Current And Non-Current

F-67

20 –

Other Non-Financial Liabilities

F-68

21 –

Equity

F-68

22 –

Derivative Assets And Liabilities

F-74

23 –

Litigation And Contingencies

F-76

24 –

Financial Risk Management

F-79

25 –

Expenses By Nature

F-83

26 –

Other Income

F-83

27 –

Other Expenses By Function

F-83

28 –

Financial Income And Expenses

F-84

29 –

Other (Losses) Gains

F-84

30 –

Local And Foreign Currency

F-85

31 2020 and 2019 and the related consolidated statements of income, comprehensive income, changes in equity and cash flows for each of the three years in the period ended December 31, 2020, 2019 and 2018 and the related notes.

Subsequent Events

The Company’s 2020 local statutory consolidated financial statements in Spanish were approved by the Company’s Board of Directors on February 23, 2021, with subsequent events first being considered through that date. Those local statutory consolidated financial statements consisted of consolidated statement of financial position as of December 31, 2020 and 2019 along with consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity, and consolidated statement of cash flows (and related disclosures), each for the two years then ended. Those consolidated financial statements were then subsequently approved by the Company’s shareholders during its April 15, 2021 meeting.F-89

Included in this 2020 consolidated financial statements are consolidated statement of financial position as of December 31, 2020 and 2019, along with consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows (and the related disclosures) for each of the three years ended December 31, 2020, 2019 and 2018. This three-year presentation of operations, changes in equity and of cash flows is required by the rules of the United States Securities and Exchange Commission. The accompanying English language IFRS consolidated financial statements are consistent with the previously issued local statutory consolidated financial statements. This three-year English language IFRS consolidated financial statements were approved for issuances by the Board of Directors during a session held on April 27, 2021, with subsequent events considered through this later date.

These Consolidated Financial Statements have been prepared based on the accounting records maintained by the Parent Company and by the other entities that are part of the Company and are presented in thousands of Chilean pesos (unless expressly stated) as this is the functional and presentation currency of the Company. Foreign operations are included in accordance with the accounting policies established in Notes 2.5.

2.2       Subsidiaries and consolidation

Subsidiary entities are those companies directly or indirectly controlled by Embotelladora Andina. Control is obtained when the Company has power over the investee, when it has exposure or is entitled to variable returns from its involvement in the investee and when it has the ability to use its power to influence the amount of investor returns. They include assets and liabilities, results of operations, and cash flows for the periods reported. Income or losses from subsidiaries acquired or sold are included in the Consolidated Financial Statements from the effective date of acquisition through the effective date of disposal, as applicable.

The acquisition method is used to account for the acquisition of subsidiaries. The consideration transferred for the acquisition of the subsidiary is the fair value of assets transferred, equity securities issued, liabilities incurred or assumed on the date that control is obtained. Identifiable assets acquired, and identifiable liabilities and contingencies assumed in a business combination are accounted for initially at their fair values at the acquisition date. Goodwill is initially measured as the excess of the aggregate of the consideration transferred and the fair value of non-controlling interest over the net identifiable assets acquired and liabilities assumed. If the consideration is less than the fair value of the net assets of the subsidiary acquired, the difference is recognized directly in the income statement.


 

Intercompany transactions, balances and unrealized gains on transactions between Group entities are eliminated. Unrealized losses are also eliminated. When necessary, the accounting policies of the subsidiaries are modified to ensure uniformity with the policies adopted by the Group.

The interest of non-controlling shareholders is presented in the consolidated statement of changes in equity and the consolidated statement of income by function under "Non-Controlling Interest" and “Earnings attributable to non-controlling interests", respectively.

F-6

Consolidated Financial Statements

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

December 31, 2023 and 2022

F-7

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Statements of Financial Position

as of December 31, 2023 and 2022

ASSETS

    

NOTE

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Current assets:

 

  

 

  

Cash and cash equivalents

 

4

 

303,683,683

 

291,681,987

Other financial assets

 

5

 

67,285,793

 

263,044,869

Other non-financial assets

 

6

 

19,311,851

 

26,957,000

Trade and other accounts receivable, net

 

7

 

298,892,164

 

279,770,286

Accounts receivable from related companies

 

12.1

 

16,161,318

 

15,062,167

Inventory

 

8

 

233,053,160

 

245,886,656

Current tax assets

 

9

 

43,383,058

 

39,326,427

Total Current Assets

 

981,771,027

 

1,161,729,392

Non-Current Assets:

 

 

Other financial assets

 

5

 

93,316,339

 

94,852,711

Other non-financial assets

 

6

 

59,412,482

 

59,672,266

Trade and other receivables

 

7

 

371,401

 

539,920

Accounts receivable from related parties

 

12.1

 

108,021

 

109,318

Investments accounted for under the equity method

 

14

 

91,799,267

 

92,344,598

Intangible assets other than goodwill

 

15

 

695,926,565

 

671,778,888

Goodwill

 

16

 

122,103,802

 

129,023,922

Property, plant and equipment

 

11

 

872,388,811

 

798,221,259

Deferred tax assets

10.2

4,323,174

2,428,333

Total Non-Current Assets

 

1,939,749,862

 

1,848,971,215

Total Assets

 

2,921,520,889

 

3,010,700,607

The accompanying notes 1 to 32 form an integral part of these Consolidated Financial Statements

F-8

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Statements of Financial Position

as of December 31, 2023 and 2022

LIABILITIES AND EQUITY

    

NOTE

    

12.31.2023

    

12.31.2022

 

ThCh$

 

ThCh$

LIABILITIES

 

  

 

  

Current Liabilities

 

  

 

  

Other financial liabilities

 

17

 

52,997,001

 

367,302,080

Trade and other accounts payable

 

18

 

428,911,984

 

384,801,630

Accounts payable to related parties

 

12.2

 

96,045,624

 

90,248,067

Other provisions

 

19

 

1,314,106

 

1,591,644

Tax liabilities

 

9

 

13,411,621

 

14,615,447

Employee benefits current provisions

 

13

 

57,817,800

 

48,391,806

Other non-financial liabilities

 

20

 

42,373,160

 

42,294,460

Total Current Liabilities

 

692,871,296

 

949,245,134

Other financial liabilities

 

17

 

1,044,325,833

 

904,802,058

Trade accounts and other accounts payable

 

18

 

2,392,555

 

3,015,284

Accounts payable to related companies

 

12.2

 

6,007,041

 

10,354,296

Other provisions

19

53,487,790

47,103,783

Deferred tax liabilities

 

10.2

 

180,470,219

 

165,778,556

Employee benefits non-current provisions

 

13

 

18,473,946

 

17,409,793

Other non-financial liabilities

 

20

 

2,506,795

29,589,051

Total Non-current liabilities

1,307,664,179

1,178,052,821

EQUITY

 

21

 

  

 

  

Issued capital

 

270,737,574

 

270,737,574

Retained earnings

 

769,311,795

 

716,975,127

Other reserves

 

(153,758,842)

 

(132,452,557)

Equity attributable to owners of the parent

 

886,290,527

 

855,260,144

Non-controlling interests

 

34,694,887

 

28,142,508

Total Equity

 

920,985,414

 

883,402,652

Total Liabilities and Equity

 

2,921,520,889

 

3,010,700,607

The accompanying notes 1 to 32 form an integral part of these Consolidated Financial Statements.

F-9

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Statements of Income by Function

For the periods ended December 31, 2023, 2022 and 2021

01.01.2023

01.01.2022

01.01.2021

    

NOTE

    

12.31.2023

    

12.31.2022

    

12.31.2021

ThCh$

ThCh$

ThCh$

Net sales

 

  

 

2,618,437,052

 

2,656,878,395

 

2,216,732,593

Cost of sales

 

8 - 25

 

(1,601,997,255)

 

(1,628,701,823)

 

(1,375,392,773)

Gross Profit

 

  

 

1,016,439,797

 

1,028,176,572

 

841,339,820

Other income

 

26

 

1,310,489

 

2,497,520

 

1,337,878

Distribution expenses

 

25

 

(227,807,179)

 

(253,514,676)

 

(199,952,373)

Administrative expenses

 

25

 

(431,295,515)

 

(429,517,716)

 

(348,949,863)

Other expenses

 

27

 

(26,441,583)

 

(886,331)

 

(15,211,790)

Other (loss) gains

 

29

 

(15,909,117)

 

(24,983,899)

 

Financial income

 

28

 

31,396,167

 

39,722,410

 

7,791,869

Financial expenses

 

28

 

(65,288,352)

 

(59,547,953)

 

(52,992,456)

Share of profit of investments in associates and joint ventures accounted for using the equity method

 

14.3

 

2,716,169

 

1,409,069

 

3,093,102

Foreign exchange differences

 

30

 

(17,216,130)

 

(11,607,728)

 

(5,508,311)

Income by indexation units

 

  

 

(7,398,952)

 

(58,943,643)

 

(27,738,888)

Net income before income taxes

 

  

 

260,505,794

 

232,803,625

 

203,208,988

Income tax expense

 

10.1

 

(85,994,307)

 

(104,344,638)

 

(46,177,320)

Net income

 

  

 

174,511,487

 

128,458,987

 

157,031,668

Net income attributable to

 

  

 

 

 

Owners of the parent

 

  

 

171,441,410

 

125,497,642

 

154,698,150

Non-controlling interests

 

  

 

3,070,077

 

2,961,345

 

2,333,518

Net income

 

  

 

174,511,487

 

128,458,987

 

157,031,668

Earnings per Share, basic and diluted

 

  

Earnings per Series A Share

 

21.5

$

172.49

$

126.27

$

155.65

Earnings per Series B Share

 

21.5

 

189.74

 

138.89

 

171.21

The accompanying notes 1 to 32 form an integral part of these Consolidated Financial Statements

F-10

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

For the periods ended December 31, 2023, 2022 and 2021

01.01.2023

01.01.2022

01.01.2021

    

12.31.2023

    

12.31.2022

    

12.31.2021

ThCh$

ThCh$

ThCh$

Other Comprehensive Income

Net income

 

174,511,487

 

128,458,987

 

157,031,668

 

  

 

  

 

  

Components of other comprehensive income that will not be reclassified to net income for the period, before taxes

 

  

 

  

 

  

Actuarial Gains (losses) from defined benefit plans

 

2,381,650

 

(3,960,084)

 

(357,840)

Components of other comprehensive income that will be reclassified to net income for the period, before taxes

 

 

 

Gain (losses) from exchange rate translation differences

 

(98,844,581)

 

(78,009,918)

 

98,973,862

Gain (losses) from cash flow hedges

 

52,472,352

 

(155,206,655)

 

104,232,055

Income tax related to components of other comprehensive income that will not be reclassified to net income for the period

 

 

 

Income tax benefit related to defined benefit plans

 

(643,045)

 

1,069,223

 

96,617

Income tax related to components of other comprehensive income that will be reclassified to net income for the period

 

  

 

  

 

  

Income tax related to exchange rate translation differences

 

37,650,601

 

23,777,899

 

(22,103,267)

Income tax related to cash flow hedges

 

(14,183,004)

 

42,276,806

 

(28,944,992)

Other comprehensive income, total

(21,166,027)

(170,052,729)

151,896,435

Total comprehensive income

 

153,345,460

 

(41,593,742)

 

308,928,103

Total comprehensive income attributable to:

 

 

 

Equity holders of the parent

 

150,135,125

 

(44,244,225)

 

305,715,046

Non-controlling interests

 

3,210,335

 

2,650,483

 

3,213,057

Total comprehensive income

 

153,345,460

 

(41,593,742)

 

308,928,103

The accompanying notes 1 to 32 form an integral part of these Consolidated Financial Statements.

F-11

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Statements of Changes in Equity

For the periods ended December 31, 2023, 2022 and 2021

Other reserves

Reserves for

Actuarial gains or

Equity attributable

exchange rate

Cash flow hedge 

  losses in employee

Total other

Retained

to owners of

Non-controlling

Issued Capital

differences

reserve

benefits

Other reserves

reserves

earnings

the parent

interests

Total equity

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

Opening balance 01.01.2023

 

270,737,574

 

(495,483,366)

 

(62,344,501)

 

(7,776,316)

 

433,151,626

 

(132,452,557)

 

716,975,127

 

855,260,144

 

28,142,508

 

883,402,652

Changes in equity

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

Net Income

 

 

 

 

 

 

 

171,441,410

 

171,441,410

 

3,070,077

 

174,511,487

Other comprehensive income

 

 

(61,349,533)

 

38,280,115

 

1,763,133

 

 

(21,306,285)

 

 

(21,306,285)

 

140,258

 

(21,166,027)

Comprehensive income

 

 

(61,349,533)

 

38,280,115

 

1,763,133

 

 

(21,306,285)

 

171,441,410

 

150,135,125

 

3,210,335

 

153,345,460

Dividends

 

 

 

 

 

 

 

(167,968,886)

 

(167,968,886)

 

(777,956)

 

(168,746,842)

Increase (decrease) from other changes *

48,864,144

48,864,144

4,120,000

52,984,144

Total changes in equity

 

 

(61,349,533)

 

38,280,115

 

1,763,133

 

 

(21,306,285)

 

52,336,668

 

31,030,383

 

6,552,379

 

37,582,762

Ending balance as of 12.31.2023

 

270,737,574

 

(556,832,899)

 

(24,064,386)

 

(6,013,183)

 

433,151,626

 

(153,758,842)

 

769,311,795

 

886,290,527

 

34,694,887

 

920,985,414

Other reserves

Reserves for

Actuarial gains or

Equity attributable

exchange rate

Cash flow hedge 

  losses in 

Other

Total other

to owners of

Non-controlling

Issued Capital

differences

reserve

employee benefits

reserves

reserves

Retained earnings

the parent

interests

Total equity

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

    

ThCh$

Opening balance 01.01.2022

 

270,737,574

 

(441,580,088)

 

50,603,698

 

(4,885,926)

 

433,151,626

 

37,289,310

 

768,116,920

 

1,076,143,804

 

25,269,755

 

1,101,413,559

Changes in equity

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

Net Income

 

 

 

 

 

 

 

125,497,642

 

125,497,642

 

2,961,345

 

128.458.987

Other comprehensive income

 

 

(53,903,278)

 

(112,948,199)

 

(2,890,390)

 

 

(169,741,867)

 

 

(169,741,867)

 

(310,862)

 

(170.052.729)

Comprehensive income

 

 

(53,903,278)

 

(112,948,199)

 

(2,890,390)

 

 

(169,741,867)

 

125,497,642

 

(44,244,225)

 

2,650,483

 

(41.593.742)

Dividends

 

 

 

 

 

 

 

(274,316,049)

 

(274,316,049)

 

(1,057,730)

 

(275,373,779)

Increase (decrease) from other changes *

 

97,676,614

97,676,614

1,280,000

98,956,614

Total changes in equity

 

 

(53,903,278)

 

(112,948,199)

 

(2,890,390)

 

 

(169,741,867)

 

(51,141,793)

 

(220,883,660)

 

2,872,753

 

(218,010,907)

Ending balance as of 12.31.2022

270,737,574

 

(495,483,366)

 

(62,344,501)

 

(7,776,316)

 

433,151,626

 

(132,452,557)

 

716,975,127

 

855,260,144

 

28,142,508

 

883,402,652

*Corresponds mainly to inflation effects on the equity of our Subsidiaries in Argentina (see Note 2.5.1)

The accompanying notes 1 to 32 form an integral part of these Consolidated Financial Statements.

F-12

Other reserves

Reserves for

Actuarial gains or

Equity attributable

exchange rate

Cash flow hedge 

  losses in employee

Total other

Retained

to owners of

Non-controlling

    

Issued Capital

differences

reserve

benefits

Other reserves

reserves

earnings

the parent

interests

Total equity

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Opening balance as of 01.01.2021

 

270,737,574

 

(517,496,486)

 

(24,719,533)

 

(4,663,193)

 

433,151,626

 

(113,727,586)

 

654,171,126

 

811,181,114

 

20,379,477

 

831,560,591

Changes in equity

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

154,698,150

 

154,698,150

 

2,333,518

 

157.031.668

Other comprehensive (loss) income

 

 

75,916,398

 

75,323,231

 

(222,733)

 

 

151,016,896

 

 

151,016,896

 

879,539

 

151.896.435

Total comprehensive (loss) income

 

 

75,916,398

 

75,323,231

 

(222,733)

 

 

151,016,896

 

154,698,150

 

305,715,046

 

3,213,057

 

308.928.103

Dividends

 

 

 

 

 

 

 

(109,328,860)

 

(109,328,860)

 

(1,386,857)

 

(110,715,717)

Increase (decrease) from other changes *

68,576,504

68,576,504

3,064,078

71,640,582

Total changes in equity

 

 

75,916,398

 

75,323,231

 

(222,733)

 

 

151,016,896

 

113,945,794

 

264,962,690

 

4,890,278

 

269,852,968

Ending balance as of 12.31.2021

 

270,737,574

 

(441,580,088)

 

50,603,698

 

(4,885,926)

 

433,151,626

 

37,289,310

 

768,116,920

 

1,076,143,804

 

25,269,755

 

1,101,413,559

*Corresponds mainly to inflation effects on the equity of our Subsidiaries in Argentina (see Note 2.5.1)

The accompanying notes 1 to 32 form an integral part of these Consolidated Financial Statements.

F-13

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Consolidated Statements of Cash Flows – Direct Method

For the periods ended December 31, 2023, 2022 and 2021

    

    

    

01.01.2023

    

01.01.2022

    

01.01.2021

Cash flows provided by (used in) Operating Activities

NOTE

12.31.2023

12.31.2022

12.31.2021

ThCh$

 

ThCh$

 

ThCh$

Cash flows provided by Operating Activities

 

  

 

Receipts from the sale of goods and the rendering of services (including taxes)

 

  

 

3,716,722,747

 

3,682,470,527

 

2,953,813,799

Payments for Operating Activities

 

  

 

 

 

Payments to suppliers for goods and services (including taxes)

 

  

 

(2,577,032,215)

 

(2,551,652,407)

 

(2,048,185,735)

Payments to and on behalf of employees

 

  

 

(260,336,901)

 

(258,202,599)

 

(216,192,088)

Other payments for operating activities (value-added taxes on purchases, sales and others)

 

  

 

(394,507,399)

 

(363,740,268)

 

(278,367,683)

Dividends received

 

  

 

8,013,426

 

4,079,309

 

1,441,355

Interest payments

 

  

 

(67,010,058)

 

(44,822,402)

 

(55,497,167)

Interest received

 

  

 

14,354,013

 

24,649,593

 

5,373,494

Income tax payments

 

  

 

(71,269,988)

 

(87,757,706)

 

(46,100,050)

Other cash movements (tax on bank debits Argentina and others)

 

  

 

(2,103,389)

 

(7,571,623)

 

(11,230,942)

Cash flows provided by (used in) Operating Activities

 

  

 

366,830,236

 

397,452,424

 

305,054,983

Cash flows provided by (used in) Investing Activities

 

  

 

 

 

Proceeds from sale of Property, plant and equipment

 

  

 

142,208

 

92,253

 

39,919

Purchase of Property, plant and equipment

 

  

 

(192,707,498)

 

(186,702,179)

 

(138,856,157)

Purchase of intangible assets

(5,171,139)

Payment on forward, term option and financial exchange agreements

 

  

 

(375,579)

Collection on forward, term, option and financial exchange agreements

156,738

146,070

678,274

Redemption (purchase) of other current financial assets

32,000,000

101,191,506

(54,567,998)

Other cash inflows (outflows)

 

 

2,119,674

 

103,879

 

Net cash flows used in Investing Activities

 

  

 

(158,288,878)

 

(85,168,471)

 

(198,252,680)

Cash Flows generated from (used in) Financing Activities

 

  

 

 

 

Collection from changes in ownership interest in subsidiaries

4,119,966

3,000,000

Proceeds from short term loans

 

  

 

31,850,233

23,625,853

Loan payments

 

  

 

(26,378,491)

 

(13,934,477)

 

(797,428)

Lease liability payments

 

  

 

(6,299,217)

 

(5,385,167)

 

(4,008,924)

Dividend payments by the reporting entity

 

  

 

(165,877,422)

 

(274,316,050)

 

(106,347,165)

Placement of public debt

167,739,096

Other cash outflows - Payment of public debt

(330,996,600)

(16,953,541)

(7,165,997)

Collection (payments) of derivative financial instruments related to public debt

138,715,637

Net cash flows (used in) generated by Financing Activities

 

  

 

(187,126,798)

 

(286,963,382)

 

(115,319,514)

Net increase in cash and cash equivalents before exchange differences

 

  

 

21,414,560

 

25,320,571

 

(8,517,211)

Effects of exchange differences on cash and cash equivalents

 

  

 

4,547,790

 

(21,352,255)

 

9,501,803

Effects of inflation in cash and cash equivalents in Argentina

(13,960,654)

(16,598,349)

(6,203,271)

Net increase (decrease) in cash and cash equivalents

 

  

 

12,001,696

 

(12,630,033)

 

(5,218,679)

Cash and cash equivalents - beginning of period

 

4

 

291,681,987

 

304,312,020

 

309,530,699

Cash and cash equivalents - end of period

 

4

 

303,683,683

 

291,681,987

 

304,312,020

The accompanying notes 1 to 32 form an integral part of these Consolidated Financial Statements

F-14

EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

1 - CORPORATE INFORMATION

Embotelladora Andina S.A. RUT (Chilean Taxpayer Id. N°) 91.144.000-8 (hereinafter “Andina,” and together with its subsidiaries, the “Company”) is an open stock corporation, whose corporate address and principal offices are located at Miraflores 9153, borough of Renca, Santiago, Chile. The Company is registered in the Securities Registry of the Chilean Financial Market Commission (hereinafter “CMF”), and pursuant to Chile’s Law 18,046 is subject to the supervision of this entity. It is also registered with the U.S. Securities and Exchange Commission (hereinafter “SEC”) and its stock is traded on the New York Stock Exchange since 1994.

The principal activity of Embotelladora Andina S.A. is to produce, bottle, commercialize and distribute the products under registered trademarks of The Coca-Cola Company (TCCC), as well as commercialize and distribute some brands of other companies such as Monster, AB InBev, Diageo and Capel, among others. The Company maintains operations and is licensed to produce, commercialize and distribute such products in certain territories in Chile, Brazil, Argentina and Paraguay

In Chile, the territories in which it has such a franchise are the Metropolitan Region; the province of San Antonio, the V Region; the province of Cachapoal including the commune of San Vicente de Tagua-Tagua, the VI Region; the II Region of Antofagasta; the III Region of Atacama, the IV Region of Coquimbo XI Region de Aysén del General Carlos Ibáñez del Campo; XII Region of Magallanes and Chilean Antarctic. In Brazil, the aforementioned franchise covers much of the state of Rio de Janeiro, the entire state of Espirito Santo, and part of the states of São Paulo and Minas Gerais. In Argentina it includes the provinces of Córdoba, Mendoza, San Juan, San Luis, Entre Ríos, as well as part of the provinces of Santa Fe and Buenos Aires, Chubut, Santa Cruz, Neuquén, Río Negro, La Pampa, Tierra del Fuego, Antarctica and South Atlantic Islands. Finally, in Paraguay the territory comprises the whole country. The bottling agreement for the territories in Argentina expires in September 2027; for the territories in Brazil, it expires in October 2027; for the territories in Chile it expires in December 2023 and is currently under the process of renewal, and for the territory in Paraguay it expires on March 1, 2028. Said agreements are renewable upon the request of Embotelladora Andina S.A. and at the sole discretion of The Coca-Cola Company.

As of the date of these consolidated financial statements, regarding Andina’s principal shareholders, the Controlling Group holds 53.58% of the outstanding shares with voting rights, corresponding to the Series A shares. The Controlling Group is composed of the Chadwick Claro, Garcés Silva, Said Handal and Said Somavía families, who control the Company in equal parts.

These Consolidated Financial Statements reflect the consolidated financial position of Embotelladora Andina S.A. and its Subsidiaries, which were approved by the Board of Directors on March 26, 2024.

2 – BASIS OF PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS AND APPLICATION OF ACCOUNTING CRITERIA

2.1          Accounting principles and basis of preparation

The Company’s Consolidated Financial Statements for the fiscal year ended December 31, 2023, 2022 and 2021, have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board ("IFRS" Accounting Standards) and the Interpretations issued by the International Financial Reporting Standards Interpretations Committee (IFRIC) applicable to companies reporting under IFRS.

These Consolidated Financial Statements have been prepared following the going concern principle by applying the historical cost method, with the exception, according to IFRS, of those assets and liabilities that are recorded at fair value.

These Consolidated Statements reflect the consolidated financial position of Embotelladora Andina S.A. and its Subsidiaries as of December 31, 2023 and 2022 and the related consolidated statements of income, comprehensive income, changes in equity and cash flows for the periods between January 1 and December 31, 2023, 2022 and 2021 and the related notes.

F-15

The Company’s 2023 local statutory consolidated financial statements in Spanish were approved by the Company’s Board of Directors on January 30, 2024, with subsequent events first being considered through that date. Those local statutory consolidated financial statements consisted of consolidated statement of financial position as of December 31, 2023 and 2022 along with consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity, and consolidated statement of cash flows (and related disclosures), each for the two years then ended.

Included in this 2023 consolidated financial statements are consolidated statement of financial position as of December 31, 2023 and 2022, along with consolidated income statement, consolidated statement of comprehensive (loss) income, consolidated statement of changes in equity and consolidated statement of cash flows (and the related disclosures) for each of the three years ended December 31, 2023, 2022 and 2021. This three-year presentation of operations, changes in equity and of cash flows is required by the rules of the United States Securities and Exchange Commission. The accompanying English language IFRS consolidated financial statements are consistent with the previously issued local statutory consolidated financial statements, except for the disaggregated disclosure of the line “Other cash inflows (outflows) (placement and payment of public debt)” within the cash flows from financing activities in the consolidated Statement of Cash Flows, as follows:

    

01.01.2023

    

01.01.2023

12.31.2023

12.31.2023

As reported

As revised

Placement of public debt

 

 

167,739,096

Collection (payments) of derivative financial instruments related to public debt

 

 

138,715,637

Other cash outflows - Payment of public debt

 

(24,541,867)

 

(330,996,600)

Net cash flows (used in) generated by Financing Activities

 

(187,126,798)

 

(187,126,798)

The Company has evaluated the effect of this modification, both qualitatively and quantitatively, and concluded that the correction did not have a material impact on, nor require amendment of, any previously filed financial statements.

This three-year English language IFRS consolidated financial statements were approved for issuances by the Board of Directors during a session held on March 26, 2024, with subsequent events considered through this later date.

These Consolidated Financial Statements have been prepared based on the accounting records maintained by the Parent Company and by the other entities that are part of the Company and are presented in thousands of Chilean pesos (unless expressly stated) as this is the functional and presentation currency of the Company. Foreign operations are included in accordance with the accounting policies established in Notes 2.5.

2.2          Subsidiaries and consolidation

Subsidiary entities are those companies directly or indirectly controlled by Embotelladora Andina. Control is obtained when the Company has power over the investee, when it has exposure or is entitled to variable returns from its involvement in the investee and when it has the ability to use its power to influence the amount of investor returns. They include assets and liabilities, results of operations, and cash flows for the periods reported. Income or losses from subsidiaries acquired or sold are included in the consolidated statements of income by function from the effective date of acquisition through the effective date of disposal, as applicable.

The acquisition method is used to account for the acquisition of subsidiaries. The consideration transferred for the acquisition of the subsidiary is the fair value of assets transferred, equity securities issued, liabilities incurred or assumed on the date that control is obtained. Identifiable assets acquired, and identifiable liabilities and contingencies assumed in a business combination are accounted for initially at their fair values at the acquisition date. Goodwill is initially measured as the excess of the aggregate of the consideration transferred and the fair value of non-controlling interest over the net identifiable assets acquired and liabilities assumed. If the consideration is less than the fair value of the net assets of the subsidiary acquired, the difference is recognized directly in the income statement.

Intercompany transactions, balances and unrealized gains on transactions between Group entities are eliminated. Unrealized losses are also eliminated. When necessary, the accounting policies of the subsidiaries are modified to ensure uniformity with the policies adopted by the Group.

F-16

The interest of non-controlling shareholders is presented in the consolidated statement of changes in equity and the consolidated statement of income by function under “Non-Controlling Interest” and “Earnings attributable to non-controlling interests”, respectively.

F-17

The consolidated financial statements include all assets, liabilities, income, expenses, and cash flows of the Company and its subsidiaries after eliminating balances and transaction among the Group’s entities, the subsidiary companies included in the consolidation are the following:

Ownership interest

12.31.2023

12.31.2022

Taxpayer ID

    

 Company Name

    

Direct

    

Indirect

    

Total

    

Direct

    

Indirect

    

Total

96.842.970-1

 

Andina Bottling Investments S.A.

 

99.94

 

0.06

 

100.0

 

99.9

 

0.09

 

99.99

96.972.760-9

 

Andina Bottling Investments Dos S.A.

 

64.42

 

35.58

 

100.0

 

99.9

 

0.09

 

99.99

Foreign

 

Andina Empaques Argentina S.A.

 

 

99.98

 

99.98

 

 

99.98

 

99.98

96.836.750-1

 

Andina Inversiones Societarias SpA.

 

100.0

 

 

100.0

 

99.98

 

0.01

 

99.99

76.070.406-7

 

Embotelladora Andina Chile S.A.

 

99.99

 

0.01

 

100.0

 

99.99

 

 

99.99

Foreign

 

Embotelladora del Atlántico S.A.

 

0.92

 

99.07

 

99.99

 

0.92

 

99.07

 

99.99

96.705.990-0

 

Envases Central S.A.

 

59.27

 

 

59.27

 

59.27

 

 

59.27

Foreign

 

Paraguay Refrescos S.A.

 

0.08

 

97.75

 

97.83

 

0.08

 

97.75

 

97.83

76.276.604-3

 

Red de Transportes Comerciales Ltda.

 

99.85

 

0.15

 

100.0

 

99.9

 

0.09

 

99.99

77.427.659-9

Re-Ciclar S.A.

60.00

60.00

60.00

60.00

Foreign

 

Rio de Janeiro Refrescos Ltda.

 

 

99.99

 

99.99

 

 

99.99

 

99.99

78.536.950-5

 

Servicios Multivending Ltda.

 

99.9

 

0.10

 

100.0

 

99.9

 

0.09

 

99.99

78.861.790-9

 

Transportes Andina Refrescos Ltda.

 

99.9

 

0.01

 

100.0

 

99.9

 

0.09

 

99.99

96.928.520-7

 

Transportes Polar S.A.

 

99.9

 

0.01

 

100.0

 

99.99

 

 

99.99

76.389.720-6

 

Vital Aguas S.A.

 

66.5

 

 

66.5

 

66.50

 

 

66.50

93.899.000-k

 

VJ S.A.

 

15.0

 

50.00

 

65.0

 

15.00

 

50.00

 

65.00

2.3          Investments in associates

Ownership interest held by the Group in associates are recorded following the equity method. According to the equity method, the investment in an associate is initially recorded at cost. As of the date of acquisition, the investment in the statement of financial position is recorded by the proportion of its total assets, which represents the Group’s entities, the subsidiary companies included in the consolidation are the following:

    Ownership interest 
    12.31.2020  12.31.2019 
Taxpayer ID Company Name Direct  Indirect  Total  Direct  Indirect  Total 
59.144.140-K Abisa Corp S.A.  -   99.99   99.99   -   99.99   99.99 
Foreign Aconcagua Investing Ltda.  0.70   99.28   99.98   0.70   99.28   99.98 
96.842.970-1 Andina Bottling Investments S.A.  99.9   0.09   99.99   99.9   0.09   99.99 
96.972.760-9 Andina Bottling Investments Dos S.A.  99.9   0.09   99.99   99.9   0.09   99.99 
Foreign Andina Empaques Argentina S.A.  -   99.98   99.98   -   99.98   99.98 
96.836.750-1 Andina Inversiones Societarias S.A.  99.98   0.01   99.99   99.98   0.01   99.99 
76.070.406-7 Embotelladora Andina Chile S.A.  99.99   -   99.99   99.99   -   99.99 
Foreign Embotelladora del Atlántico S.A.  0.92   99.07   99.99   0.92   99.07   99.99 
96.705.990-0 Envases Central S.A.  59.27   -   59.27   59.27   -   59.27 
Foreign Paraguay Refrescos S.A.  0.08   97.75   97.83   0.08   97.75   97.83 
76.276.604-3 Red de Transportes Comerciales Ltda.  99.9   0.09   99.99   99.9   0.09   99.99 
Foreign Rio de Janeiro Refrescos Ltda.  -   99.99   99.99   -   99.99   99.99 
78.536.950-5 Servicios Multivending Ltda.  99.9   0.09   99.99   99.9   0.09   99.99 
78.861.790-9 Transportes Andina Refrescos Ltda.  99.9   0.09   99.99   99.9   0.09   99.99 
96.928.520-7 Transportes Polar S.A.  99.99   -   99.99   99.99   -   99.99 
76.389.720-6 Vital Aguas S.A.  66.50   -   66.50   66.50   -   66.50 
93.899.000-k Vital Jugos S.A.  15.00   50.00   65.00   15.00   50.00   65.00 


 

2.3       Investments in associates

Ownership interest held by the Group in associates are recorded following the equity method. According to the equity method, the investment in an associate is initially recorded at cost. As of the date of acquisition, the investment in the statement of financial position is recorded by the proportion of its total assets, which represents the Group's participation in its capital, once adjusted, where appropriate, the effect of the transactions made with the Group, plus capital gains that have been generated in the acquisition of the company.

Dividends received from these companies are recorded by reducing the value of the investment and the results obtained by them, which correspond to the Group according to its ownership, are recorded under the item “Participation in profit (loss) of associates accounted for by the equity method.”

Associates are all entities over which the Group exercises significant influence but does not have control. Significant influence is the power to intervene in the financial and operating policy decisions of the associate, without having control or joint control over it. The results of these associates are accounted for using the equity method. Accounting policies of the associates are changed, where necessary, to ensure conformity with the policies adopted by the Company and unrealized gains are eliminated.

2.4       Financial reporting by operating segment

“IFRS 8 Operating Segments” requires that entities disclose information on the results of operating segments, In general, this is information that Management and the Board of Directors use internally to assess performance of segments and allocate resources to them, which correspond to the Group according to its ownership, are recorded under the item “Participation in profit (loss) of associates accounted for by the equity method.”

Associates are all entities over which the Group exercises significant influence but does not have control. Significant influence is the power to intervene in the financial and operating policy decisions of the associate, without having control or joint control over it. The results of these associates are accounted for using the equity method. Accounting policies of the associates are changed, where necessary, to ensure conformity with the policies adopted by the Company and unrealized gains are eliminated.

For associates located in Brazil, the financial statements accounted for using the equity method have a one-month lag because their reporting dates are different from those of Embotelladora Andina.

2.4          Financial reporting by operating segment

“IFRS 8 Operating Segments” requires that entities disclose information on the results of operating segments. In general, this is information that Management and the Board of Directors use internally to assess performance of segments and allocate resources to them. Therefore, the following operating segments have been determined based on geographic location:

Operation in Chile
Operation in Brazil
Operation in Argentina
Operation in Paraguay

F-18

2.5          Functional currency and presentation currency

2.5.1       Functional currency

Items included in the financial statements of each of the entities in the Company are measured using the currency of the primary economic environment in which the entity operates (“functional currency”). The functional currency of each of the Operations is the following:

Company

    

·Operation in Chile

Functional Currency

Embotelladora del Atlántico

Argentine Peso (ARS)

Embotelladora Andina

Chilean Peso (CLP)

Paraguay Refrescos

Paraguayan Guaraní (PYG)

Rio de Janeiro Refrescos

Brazil Real (BRL)

·Operation in Brazil
·Operation in Argentina
·Operation in Paraguay

F-18

 

2.5       Functional currency and presentation currency

2.5.1    Functional currency

Items included in the financial statements of each of the entities in the Company are measured using the currency of the primary economic environment in which the entity operates (“functional currency”). The functional currency of each of the Operations is the following:

Company

Functional currency

Embotelladora del AtlánticoArgentine Peso (ARS)
Embotelladora AndinaChilean Peso (CLP)
Paraguay RefrescosParaguayan Guaraní (PYG)
Rio de Janeiro RefrescosBrazil Real (BRL)

Foreign currency-denominated monetary assets and liabilities are converted to the functional currency at the spot exchange rate in effect on the closing date.

All differences arising from the liquidation or conversion of monetary items are recorded in the income statement, with the exception of the monetary items designated as part of the hedging of the Group's net investment in a business abroad. These differences are recorded under other comprehensive income until the disposal of the net investment, at which point they are reclassified to the income statement. Tax adjustments attributable to exchange differences in these monetary items are also recognized under other comprehensive income.

Non-monetary items that are valued at historical cost in a foreign currency are converted using the exchange rate in effect at the date of the initial transaction. Non-monetary items measured at fair value in a foreign currency are converted using the exchange rate in effect at the date on which fair value is determined. Losses or gains arising from the conversion of non-monetary items measured at fair value are recorded in accordance with the recognition of losses or gains arising from the change in the fair value of the respective item (e.g., exchange differences arising from items whose fair value gains or losses are recognized in another overall result or in results are also recognized under comprehensive income ).

Functional currency in hyperinflationary economies

Beginning July 2018, Argentina's economy is considered as hyperinflationary, according to the criteria established in the International Accounting Standard No. 29 “Financial information in hyperinflationary economies” (IAS 29). This determination was carried out based on a series of qualitative and quantitative criteria, including an accumulated inflation rate of more than 100% for three years. In accordance with IAS 29, the financial statements of companies in which Embotelladora Andina S.A. participates in Argentina have been retrospectively restated by applying a general price index to the historical cost, in order to reflect the changes in the purchasing power of the Argentine peso, as of the closing date of these financial statements.

Non-monetary assets and liabilities were restated since February 2003, the last date an inflation adjustment was applied for accounting purposes in Argentina. In this context, it should be mentioned that the Group made its transition to IFRS on January 1, 2004, applying the attributed cost exemption for Property, plant and equipment.

For consolidation purposes in Embotelladora Andina S.A. and as a result of the adoption of IAS 29, the results and financial situation of our Argentine subsidiaries were converted to the closing exchange rate (ARS/CLP) as December 31, 2020, in accordance with IAS 21 "Effects of foreign currency exchange rate variations", when dealing with a hyperinflationary economy.


 

The comparative amounts in the consolidated financial statements are those that were presented as current year amounts in the relevant financial statements of the previous year (i.e., not adjusted for subsequent changes in price level or exchange rates). This results in differences between the closing net equity of the previous year and the opening net equity of the current year and, as an accounting policy option, these changes are presented as follows: (a) the re-measurement of initial balances under IAS 29 as an adjustment to equity and (b) subsequent effects, including re-expression under IAS 21 , as "Exchange rate differences in the conversion of foreign operations" under other comprehensive income.

Inflation for the periods from January to December 20202 and 2019 amounted to 36.01% and 54.85%, respectively.

2.5.2    Presentation currency

Foreign currency-denominated monetary assets and liabilities are converted to the functional currency at the observed exchange rate of each central bank, in effect on the closing date.

All differences arising from the liquidation or conversion of monetary items are recorded in the income statement, with the exception of the monetary items designated as part of the hedging of the Group’s net investment in a business abroad. These differences are recorded under other comprehensive income until the disposal of the net investment, at which point they are reclassified to the income statement. Tax adjustments attributable to exchange differences in these monetary items are also recognized under other comprehensive income.

Non-monetary items that are valued at historical cost in a foreign currency are converted using the exchange rate in effect at the date of the initial transaction. Non-monetary items measured at fair value in a foreign currency are converted using the exchange rate in effect at the date on which fair value is determined. Losses or gains arising from the conversion of non-monetary items measured at fair value are recorded in accordance with the recognition of losses or gains arising from the change in the fair value of the respective item (e.g., exchange differences arising from items whose fair value gains or losses are recognized in another overall result or in results are also recognized under comprehensive income ).

Functional currency in hyperinflationary economies

Beginning July 2018, Argentina’s economy is considered as hyperinflationary, according to the criteria established in the International Accounting Standard No. 29 “Financial information in hyperinflationary economies” (IAS 29). This determination was carried out based on a series of qualitative and quantitative criteria, including an accumulated inflation rate of more than 100% for three years. In accordance with IAS 29, the financial statements of companies in which Embotelladora Andina S.A. participates in Argentina have been retrospectively restated by applying a general price index to the historical cost, in order to reflect the changes in the purchasing power of the Argentine peso, as of the closing date of these financial statements.

Non-monetary assets and liabilities were restated since February 2003, the last date an inflation adjustment was applied for accounting purposes in Argentina. In this context, it should be mentioned that the Group made its transition to IFRS on January 1, 2004, applying the attributed cost exemption for Property, plant and equipment.

For consolidation purposes in Embotelladora Andina S.A. and as a result of the adoption of IAS 29, the results and financial position of our Argentine subsidiaries were converted to the closing exchange rate (ARS/CLP) at the date of presentation of these financial statements, in accordance with IAS 21 “Effects of foreign currency exchange rate variations”, when dealing with a hyperinflationary economy.

The comparative amounts in the consolidated financial statements are those that were presented as current year amounts in the relevant financial statements of the previous year (i.e., not adjusted for subsequent changes in price level or exchange rates). This results in differences between the closing net equity of the previous year and the opening net equity of the current year and, as an accounting policy option, these changes are presented as follows: (a) the re-measurement of Opening balances under IAS 29 as an adjustment to equity and (b) subsequent effects, including re-expression under IAS 21 , as “Exchange rate differences in the conversion of foreign operations” under other comprehensive income.

F-19

The adjustment factor is derived from the National Consumer Price Index (CPI), which is published by the National Institute of Statistics and Census of the Argentine Republic (INDEC). Inflation for the periods January to December 2023 and 2022 amounted to 209.91% and 96.95%, respectively.

2.5.2       Presentation currency

The presentation currency is the Chilean peso, which is the functional currency of the parent company, for such purposes, the financial statements of subsidiaries are translated from the functional currency to the presentation currency as indicated below:

a.Translation of financial statements whose functional currency does not correspond to hyperinflationary economies (Brazil and Paraguay)

a.Translation of financial statements whose functional currency does not correspond to hyperinflationary economies (Brazil and Paraguay)

Financial statements measured as indicated are translated to the presentation currency as follows:

·
The statement of financial position is translated to the closing exchange rate at the financial statement date and the income statement is translated at the average monthly exchange rates, the differences that result are recognized in equity under other comprehensive income.
Cash flow income statement are also translated at average exchange rates for each transaction.
In the case of the disposal of an investment abroad, the component of other comprehensive income (OCI) relating to that investment is reclassified to the income statement.
·Cash flow income statement are also translated at average exchange rates for each transaction.
b.Translation of financial statements whose functional currency corresponds to hyperinflationary economies (Argentina)
·In the case of the disposal of an investment abroad, the component of other comprehensive income (OCI) relating to that investment is reclassified to the income statement.

b.Translation of financial statements whose functional currency corresponds to hyperinflationary economies (Argentina)

Financial statements of economies with a hyperinflationary economic environment, are recognized according to IAS 29 Financial Information in Hyperinflationary Economies, and subsequently converted to Chilean pesos as follows:

·
The statement of financial position sheet is translated at the closing exchange rate at the financial statements date.
·The income statement is translated at the closing exchange rate at the financial statements date
·The statement of cash flows is converted to the closing exchange rate at the date of the financial statements.
·For the disposal of an investment abroad, the component of other comprehensive income (OCI) relating to that investment is reclassified to the income statement.


 

2.5.3    Exchange rates

Exchange rates regarding the Chilean peso in effect at the endclosing exchange rate at the financial statements date.

The income statement is translated at the closing exchange rate at the financial statements date.
The statement of cash flows is converted to the closing exchange rate at the date of the financial statements.
For the disposal of an investment abroad, the component of other comprehensive income (OCI) relating to that investment is reclassified to the income statement.

In accordance with IAS 21 "Effects of Changes in Foreign Exchange Rates," we use the closing exchange rate to translate financial information into presentation currency. The official U.S. dollar whose value is determined by the Central Bank of Argentina (BCRA) is used to calculate the exchange rate for the presentation and preparation of the consolidated financial statements.

In the course of Argentine market transactions, there are a number of other types of U.S. dollar rates that may differ from the BCRA-calculated official rate. In the event that financial information is translated into the presentation currency using a non-official exchange rate, the consolidated figures of our Operation in Argentina may be affected.

2.5.3       Exchange rates

Exchange rates regarding the Chilean peso in effect at the end of each period are as follows:

Date

    

USD

    

BRL

    

ARS

    

PYG

12.31.2023

877.12

181.17

1.08

0.120

12.31.2022

855.86

164.03

4.83

0.116

F-20

Exchange rates regarding the Chilean peso, calculated using average rates, used in the preparation of the Consolidated Financial Statements, are as follows:

Date

    

USD

    

BRL

    

PYG

12.31.2023

 

839.92

 

168.31

 

0.115

12.31.2022

 

873.28

 

169.16

 

0.125

For the translation of Argentine figures, closing rates (not average) are used, as described in Note 2.5.2 b.

2.6          Property, plant, and equipment

The elements of Property, plant and equipment, are valued for their acquisition cost, net of their corresponding accumulated depreciation, and of the impairment losses they have experienced.

The cost of the items of Property, plant and equipment include in addition to the price paid for the acquisition: i) the financial expenses accrued during the construction period that are directly attributable to the acquisition, construction or production of qualified assets, which are those that require a substantial period of time before being ready for use, such as production facilities. The Group defines a substantial period as one that exceeds twelve months. The interest rate used is that corresponding to specific financing or, if it does not exist, the weighted average financing rate of the Company making the investment; and ii) personnel expenses directly related to the construction in progress.

Construction in progress is transferred to operating assets after the end of the trial period when they are available for use, from which moment depreciation begins.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset only when it is probable that future economic benefits associated with the items of Property, plant and equipment will flow to the Company and the cost of the item can be measured reliably. Repairs and maintenance are charged to expense in the reporting period in which they are incurred.

Land is not depreciated since it has an indefinite useful life. Depreciation on other assets is calculated using the straight-line method to allocate their cost or revalued amounts to their residual values over their estimated useful lives.

The estimated useful lives by asset category are:

Assets

    

Date  USD  BRL  ARS  PGY 
 12.31.2020   710.95   136.80   8.44   0.103 
 12.31.2019   748.74   185.76   12.50   0.116 
 12.31.2018   694.77   179.30   18.43   0.117 

Range in years

Buildings

 

2.615-80

Plant and equipment

5-20

Warehouse installations and accessories

10-50

Furniture and supplies

4-5

Motor vehicles

4-10

IT equipment

3-5

Other Property, plant and equipment

 

The elements of Property, plant3-10

Bottles and equipment, are valued for their acquisition cost, net of their corresponding accumulated depreciation, and of the impairment losses they have experienced.containers

 

The cost of the items of Property, plant and equipment include in addition to the price paid for the acquisition: i) the financial expenses accrued during the construction period that are directly attributable to the acquisition, construction or production of qualified assets, which are those that require a substantial period of time before being ready for use, such as production facilities. The Group defines a substantial period as one that exceeds twelve months. The interest rate used is that corresponding to specific financing or, if it does not exist, the weighted average financing rate of the Company making the investment; and ii) personnel expenses directly related to the construction in progress.1-8

Construction in progress is transferred to operating assets after the end of the trial period when they are available for use, from which moment depreciation begins.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset only when it is probable that future economic benefits associated with the items of Property, plant and equipment will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. Repairs and maintenance are charged to the income statement in the reporting period in which they are incurred.

Land is not depreciated since it has an indefinite useful life. Depreciation on other assets is calculated using the straight-line method to allocate their cost or revalued amounts to their residual values over their estimated useful lives.

The estimated useful lives by asset category are:

AssetsRange in years
Buildings15-80
Plant and equipment5-20
Warehouse installations and accessories10-50
Furniture and supplies4-5
Motor vehicles4-10
Other Property, plant and equipment3-10
Bottles and containers2-5

The residual value and useful lives of Property, plant and equipment are reviewed and adjusted at the end of each fiscal year, if appropriate.


 

The Company assesses on each reporting date if there is evidence that an asset may be impaired. The Group estimates the recoverable amount of the asset, if there is evidence, or when an annual impairment test is required for an asset.

Gains and losses on disposals of property, plant, and equipment are calculated by comparing the proceeds to the carrying amount and are charged to other expenses by function or other gains, as appropriate in the statement of comprehensive income

2.7       Intangible assets and Goodwill

2.7.1    Goodwill

Goodwill represents the excess of the consideration transferred over the Company’s interest in the net fair value of the net identifiable assets of the subsidiary and the fair value of the non-controlling interest in the subsidiary on the acquisition date. Since goodwill is an intangible asset with indefinite useful life, it is recognized separately and tested annually for impairment. Goodwill is carried at cost less accumulated impairment losses.

Gains and losses on the sale of an entity include the carrying amount of goodwill related to that entity.

Goodwill is assigned to each cash generating unit (CGU) or group of cash-generating units, from where it is expected to benefit from the synergies arising from the business combination. Such CGUs or groups of CGUs represent the lowest level in the organization at which goodwill is monitored for internal management purposes.

2.7.2    Distribution rights

Distribution rights are contractual rights to produce and/or distribute products under the Coca-Cola brand and other brands in certain territories in Argentina, Brazil, Chile and Paraguay that were acquired during Business Combination. Distribution rights are born from the process of valuation at fair value of the assets and liabilities of companies acquired in business combinations. Distribution rights have an indefinite useful life and are not amortized, (as they are permanently renewed by The Coca-Cola Company) and therefore are subject to impairment tests on an annual basis.

The residual value and useful lives of Property, plant and equipment are reviewed and adjusted at the end of each fiscal year, if appropriate.

2.7.3Software

Carrying amounts correspond to internal and external software development costs, which are capitalized once the recognition criteria in IAS 38, Intangible Assets, have been met. Their accounting recognition is initially realized for their acquisition or production cost and, subsequently, they are valued at their net cost of their corresponding accumulated amortization and of the impairment losses that, if applicable, they have experienced. The aforementioned software is amortized within four years.

F-22

  

The Company assesses on each reporting date if there is evidence that an asset may be impaired. The Group estimates the recoverable amount of the asset, if there is evidence, or when an annual impairment test is required for an asset.

Gains and losses on disposals of property, plant, and equipment are calculated by comparing the proceeds to the carrying amount and are charged to other expenses by function or other gains, as appropriate in the statement of comprehensive income.

F-21

2.7          Intangible assets and Goodwill

2.7.1       Goodwill

Goodwill represents the excess of the consideration transferred over the Company’s interest in the net fair value of the net identifiable assets of the subsidiary and the fair value of the non-controlling interest in the subsidiary on the acquisition date. Since goodwill is an intangible asset with indefinite useful life, it is recognized separately and tested annually or more frequently if events or changes in circumstances indicate a potential impairment. The carrying value of goodwill is compared to the recoverable amount, which is the higher of value in use and the fair value less costs to sell. Any impairment is recognized immediately as an expense and is not subsequently reversed. Goodwill is carried at cost less accumulated impairment losses.

Gains and losses on the sale of an entity include the carrying amount of goodwill related to that entity.

Goodwill is assigned to each cash generating unit (CGU) or group of cash-generating units, from where it is expected to benefit from the synergies arising from the business combination. Such CGUs or groups of CGUs represent the lowest level in the organization at which goodwill is monitored for internal management purposes.

2.7.2       Distribution rights

Distribution rights are contractual rights to produce and/or distribute Coca-Cola brand products and other brands in certain territories in Argentina, Brazil, Chile and Paraguay. Distribution rights are born from the process of valuation at fair value of the assets and liabilities of companies acquired in business combinations. Distribution rights have an indefinite useful life and are not amortized, (as they are historically permanently renewed by The Coca-Cola Company) and therefore are subject to impairment tests on an annual basis.

2.7.3       Software

Carrying amounts correspond to internal and external software development costs, which are capitalized once the recognition criteria in IAS 38, Intangible Assets, have been met. Their accounting recognition is initially realized for their acquisition or production cost and, subsequently, they are valued at their net cost of their corresponding accumulated amortization and of the impairment losses that, if applicable, they have experienced. The aforementioned software is amortized within four years.

2.8          Impairment of non-financial assets

Assets that have an indefinite useful life, such as intangibles related to distribution rights and goodwill, are not amortized and are tested annually for impairment or more frequently if events or changes in circumstances indicate a potential impairment. Assets that are subject to amortization are tested for impairment whenever there is an event or change in circumstances indicating that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the carrying value of the asset exceeds its recoverable amount. The recoverable amount is the greater of an asset’s fair value less costs to sell or its value in use.

For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units – CGU). Cash-generating unit’s recoverable amount has been determined on the basis of its value in use.

Regardless of what was stated in the previous paragraph, in the case of CGUs to which goodwill are not amortized and are tested annually for impairment or more frequently if events or changes in circumstances indicate a potential impairment. Assets that are subject to amortization are tested for impairment whenever there is an event or change in circumstances indicating that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the carrying value of the asset exceeds its recoverable amount. The recoverable amount is the greater of an asset’s fair value less costs to sell or its value in use.

For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units - CGU).

Regardless of what was stated in the previous paragraph, in the case of CGUs to which capital gains or intangible assets have been assigned with an indefinite useful life have been assigned, the analysis of their recoverability is carried out systematically at the end of each fiscal year. These indications may include new legal provisions, change in the economic environment that affects business performance indicators, competition movements, or the disposal of an important part of a CGU.

Management reviews business performance based on geographic segments. Goodwill is monitored at the operating segment level that includes the different cash generating units in operations in Chile, Brazil, Argentina and Paraguay. The impairment of distribution rights is monitored geographically in the CGU or group of cash generating units, which correspond to specific territories for which Coca-Cola distribution rights have been acquired. These indications may include new legal provisions, change in the economic environment that affects business performance indicators, competition movements, or the disposal of an important part of a CGU.

F-22

Management reviews business performance based on geographic segments. Goodwill is monitored at the operating segment level that includes the different cash generating units in operations in Chile, Brazil, Argentina and Paraguay. The impairment of distribution rights is monitored geographically in the CGU or group of cash generating units, which correspond to specific territories for which distribution rights have been acquired for products owned by The Coca-Cola Company, as well as other minor investments.These cash generating units or groups of cash generating units are composed of the following segments:

-Operation in Chile;
-Operation in Argentina;
-Operation in Brazil (State of Rio de Janeiro and Espirito Santo, Ipiranga territories, investment in the Sorocaba associate and investment in the Leão Alimentos S.A. associate);
-Operation in Paraguay
-Operation in Chile; (North Zone Antofagasta, Atacama and Coquimbo, Metropolitan Area, Central Zone San Antonio and Cachapoal and Extreme South Zone of Aysen and Magallanes);

To check if goodwill has suffered a loss due to impairment of value, the Company compares the book value thereof with its recoverable value,
-Operation in Argentina; (San Juan, Mendoza, San Luis, Córdoba, Santa Fé, Entre Ríos, La Pampa, Neuquén, Rio Negro, Chubut, Santa Cruz, Tierra del Fuego and recognizes an impairment loss, for the excesswestern area of the asset's carrying amount over its recoverable amount. To determine the recoverable valuesProvince of the CGU, management considers the discounted cash flow method as the most appropriate.

The main assumptions usedBuenos Aires);

-Operation in Brazil (State of Rio de Janeiro and Espirito Santo, Ipiranga territories, investment in the Sorocaba associate and investment in the Leão Alimentos e Bebidas Ltda. associate);
-Operation in Paraguay

To check if goodwill has suffered a loss due to impairment of value, the Company compares the book value thereof with its recoverable value, and recognizes an impairment loss, for the excess of the asset’s carrying amount over its recoverable amount. To determine the recoverable values of the CGU, management considers the discounted cash flow method as the most appropriate.

The main assumptions used in the annual impairment test are:

a)Discount rate

The discount rate applied in the annual impairment test carried out in 2023 was estimated using the CAPM (Capital Asset Pricing Model) methodology, which allows estimating a discount rate according to the level of risk of the CGU in the country where it operates. A nominal discount rate in local currency before tax is used according to the following table:

a)Discount rate

2023 Discount 

2022 Discount 

 

    

rates

    

rates

 

Argentina

 

38.7

%  

33.1

%

Chile

 

10.3

%  

9.3

%

Brazil

 

11.2

%  

10.5

%

Paraguay

 

12.0

%  

11.3

%

The discount rate applied in the annual test carried out in December 2020 was estimated using the CAPM (Capital Asset Pricing Model) methodology, which allows estimating a discount rate according to the level of risk of the CGU in the country where it operates. A nominal discount rate in local currency before tax is used according to the following table:

   Discount rates 2020  Discount rates 2019 
Argentina   28.1%  35.3%
Chile   7.2%  8.5%
Brazil   9.9%  11.4%
Paraguay   9.3%  11.5%


 

b)Other assumptions

The financial projections to determine the net present value of the future cash flows of the CGUs are modeled based on the main historical variables and the respective budgets approved by the CGU. In this regard, a conservative growth rate is used, which reaches 5% for the carbonated beverage category and up to 7% for less developed categories such as juices and waters. Beyond the fifth year of projection, growth perpetuity rates are established per operation ranging from 1% to 2.5% depending on the degree of maturity of the consumption of the products in each operation.
b)Other assumptions

The financial projections to determine the net present value of future cash flows of the CGUs are modeled based on the main historical variables and the respective approved budgets for each CGU. In this regard, a conservative growth rate is used, taking into account the differences that exist in categories with high growth such as carbonated beverages, categories with medium growth such as waters and juices, and categories that are less developed and have lower margins such as alcohols. Additionally, the valuation model considers projections over 5 years based on perpetuity growth rates per operation, which follow a real growth according to long-term population growth expectations. In this sense, the variables with greatest sensitivity in these projections are the discount rates applied in the determination of the net present value of projected cash flows, growth perpetuities and EBITDA margins considered in each CGU.

In order to sensitize the impairment test, variations were made to the main variables used in the model. Ranges used for each of the modified variables are:

-Discount Rate: Increase / Decrease of up to 100 bps as a value in the rate at which future cash flows are discounted to bring them to present value
-Perpetuity: Increase / Decrease of up to 75 bps in the rate to calculate the perpetual growth of future cash flows
-EBITDA margin: Increase / Decrease of 100
-Discount Rate: Increase / Decrease of up to 200 bps as a value in the rate at which future cash flows are discounted to bring them to present value
-Perpetuity: Increase / Decrease of up to 25 bps in the rate to calculate the perpetual growth of future cash flows
-EBITDA margin: Increase / Decrease of 150 bps of EBITDA margin of operations, which is applied per year for the projected periods, that is, for the years 2021-2025

In each sensitization scenario of the of the 3 variables mentioned above, no signs of impairment were observed for the Company's CGUs.

The Company performs the impairment analysis on an annual basis. As a result of the tests conducted as of December 31, 2020 and 2019, no evidence of impairment was identified in any of the CGUs listed above, assuming conservative EBITDA margin projections and in line with market history.

Despite the deterioration in macroeconomic conditions experienced by the economies of the countries in which operations are carried out and as a result of the pandemic, the impairment test yielded recovery values higher than the book values of assets, including thoseprojected periods, that is, for the sensitivity calculations in the stress test conducted on the model.

It should be noted that although no impairment evidence was identified for the CGUs described above, the annual review of other investments identified that for the AdeS brand in Chile's operation the recoverable value would be CLP 1,451 million below the book value recorded in the financial statements, which were reduced from its book value as of December 2020. The main reasons are due to the lower expected flows for the seed-based non-carbonated beverage segment for the local market.

2.9       Financial instruments

A financial instrument is any contract that results in the recognition of a financial asset in one entity and a financial liability or equity instrument in another entity.

2.9.1    Financial assets

Pursuant to IFRS 9 “Financial Instruments”, except for certain trade accounts receivable, the Group initially measures a financial asset at its fair value plus transaction costs, in the case of a financial asset that is not at fair value, reflecting changes in P&L.


 

The classification is based on two criteria: (a) the Group's business model for the purpose of managing financial assets to obtain contractual cash flows; and (b) if the contractual cash flows of financial instruments represent "solelyyears 2024-2028

F-23

After modeling and valuing the different CGUs as a result of the tests performed as of December 31, 2023, no impairment were identified in any of the CGUs listed above, assuming conservative projections aligned with the history of the current markets. Thus, despite the deterioration of the macroeconomic conditions experienced by the economic conditions of the countries in which we operate, the impairment test yielded recovery values higher than the book values of assets, including those for the sensitivity calculations in the stress test conducted on the model for the 3 previously mentioned variables.

The yearly review of other investments revealed that, for the AdeS brand, specifically in the Chilean operation, the recoverable value was CLP 1,627 million less than the book value recorded in the Financial Statements, which were reduced from their book value as of December 2023. This is noteworthy even though no impairment indicators were found for the CGUs mentioned above. The negative trend in the seeds segment's sales and the brand's overall decline in relevance in the local vegetable market are the primary causes of  the lower valuation of AdeS in Chile.

In the 2021 annual review of other investments, it was identified that for the Verde Campo brand (producer of which is owned by Trop Frutas do Brasil Ltda.), the recoverable amount would be R$21.8 million, amount below the book value recorded in the financial statements of R$34.6 million in which Andina Brasil includes its participation proportionally. Given the difference, the losses of R$12.8 million were written down from their book value as of December 31, 2021, leaving a recoverable amount of R$21.8 million. The effects of impairment were included in the consolidated results under “Share of profit of investments in associates and joint ventures accounted for using the equity method”. The main reasons for the impairment are due to the lower cash flows expected for the dairy products segment for the local Brazilian market.

2.9          Financial instruments

A financial instrument is any contract that results in the recognition of a financial asset in one entity and a financial liability or equity instrument in another entity.

2.9.1          Financial assets

Pursuant to IFRS 9 “Financial Instruments”, except for certain trade accounts receivable, the Group initially measures a financial asset at its fair value plus transaction costs, in the case of a financial asset that is not at fair value, reflecting changes in P&L.

The classification is based on two criteria: (a) the Group’s business model for the purpose of managing financial assets to obtain contractual cash flows; and (b) if the contractual cash flows of financial instruments represent “solely payments of principal and interest” on the outstanding principal amount (the “SPPI criterion”). According to IFRS 9, financial assets are subsequently measured at (i) fair value with changes in P&L (FVPL), (ii) amortized cost or (iii) fair value through other comprehensive income (FVOCI).

The subsequent classification and measurement of the Group’s financial assets are as follows:

-Financial asset at amortized cost for financial instruments that are maintained within a business model with the objective of maintaining the financial assets to collect contractual cash flows that meet the SPPI criterion. This category includes the Group’s trade and other accounts receivable.
-Financial assets measured at fair value with changes in P&L (FVPL), (ii) amortized cost or (iii) fair value through other comprehensive income (FVOCI).

The subsequent classification, with gains or losses recognized in P&L at the time of liquidation. Financial assets in this category correspond to the Group’s instruments that meet the SPPI criterion and measurement of the Group's financial assets are as follows:

-Financial asset at amortized cost for financial instruments that are maintained within a business model with the objective of maintaining the financial assets to collect contractual cash flows that meet the SPPI criterion. This category includes the Group’s trade and other accounts receivable.

-Financial assets measured at fair value with changes in other comprehensive income (FVOCI), with gains or losses recognized in P&L at the time of liquidation. Financial assets in this category correspond to the Group's instruments that meet the SPPI criterion and are kept within a business model both to collect cash flows and to sell.

kept within a business model both to collect cash flows and to sell.

Other financial assets are classified and subsequently measures as follows:

-Equity instruments at fair value with changes in other comprehensive income (FVOCI) without recognizing earnings or losses in P&L at the time of liquidation. This category only includes equity instruments that the Group intends to keep in the foreseeable future and that the Group has irrevocably chosen to classify in this category in the initial recognition or transition.

-Financial assets at fair value with changes in P&L (FVPL) include derivative instruments and equity instruments quoted that the Group had not irrevocably chosen to classify at FVOCI in the initial recognition or transition. This category also includes debt instruments whose cash flow characteristics do not comply with the SPPI criterion or are not kept within a business model whose objective is to recognize contractual cash flows or sale.

A financial asset (or, where applicable, a portion of a financial asset or a portion of a group of similar financial assets) is initially disposed (for example, canceled in the Group'sforeseeable future and that the Group has irrevocably chosen to classify in this category in the initial recognition or transition.

F-24

-Financial assets at fair value with changes in P&L (FVPL) include derivative instruments and equity instruments quoted that the Group had not irrevocably chosen to classify at FVOCI in the initial recognition or transition. This category also includes debt instruments whose cash flow characteristics do not comply with the SPPI criterion or are not kept within a business model whose objective is to recognize contractual cash flows or sale.

A financial asset (or, where applicable, a portion of a financial asset or a portion of a group of similar financial assets) is initially disposed (for example, canceled in the Group’s consolidated financial statements) when:

-The rights to receive cash flows from the asset have expired,

-The rights to receive cash flows from the asset have expired,
-The Group has transferred the rights to receive the cash flows of the asset or has assumed the obligation to pay all cash flows received without delay to a third party under a transfer agreement; and the Group (a) has substantially transferred all risks and benefits of the asset, or (b) has not substantially transferred or retained all risks and benefits of the asset but has transferred control of the asset.

2.9.2    Financial Liabilities

Financial liabilities are classified as a fair value financial liability at the date of their initial recognition, as appropriate, with changes in results, loans and credits, accounts payable or derivatives designated as hedging instruments in an effective coverage.

All financial liabilities are initially recognized at fair value and transaction costs directly attributable are netted from loans and credits and accounts payable.


 

The Group's financial liabilities include trade and other accounts payable, loans and credits, including those discovered in current accounts, and derivative financial instruments.

The classification and subsequent measurement of the Group'sasset or has assumed the obligation to pay all cash flows received without delay to a third party under a transfer agreement; and the Group (a) has substantially transferred all risks and benefits of the asset, or (b) has not substantially transferred or retained all risks and benefits of the asset but has transferred control of the asset.

2.9.2        Financial Liabilities

Financial liabilities are classified as a fair value financial liability at the date of their initial recognition, as appropriate, with changes in results, loans and credits, accounts payable or derivatives designated as hedging instruments in an effective coverage.

All financial liabilities are initially recognized at fair value and transaction costs directly attributable are netted from loans and credits and accounts payable.

The Group’s financial liabilities include trade and other accounts payable, loans and credits, including those discovered in current accounts, and derivative financial instruments.

The classification and subsequent measurement of the Group’s financial liabilities are as follows:

-Fair value financial liabilities with changes in results include financial liabilities held for trading and financial liabilities designated in their initial recognition at fair value with changes in results. The losses or gains of liabilities held for trading are recognized in the income statement.

-Loans and credits are valued at cost or amortized using the effective interest rate method. Gains and losses are recognized in the income statement when liabilities are disposed, as well as interest accrued in accordance with the effective interest rate method.

-Loans and credits are valued at cost or amortized using the effective interest rate method. Gains and losses are recognized in the income statement when liabilities are disposed, as well as interest accrued in accordance with the effective interest rate method.

A financial liability is disposed of when the obligation is extinguished, cancelled or expires. Where an existing financial liability is replaced by another of the same lender under substantially different conditions, or where the conditions of an existing liability are substantially modified, such exchange or modification is treated as a disposal of the original liability and the recognition of the new obligation. The difference in the values in the respective books is recognized in the statement of income.

2.9.3        Offsetting financial instruments

Financial assets and financial liabilities are offset with the corresponding net amount presenting the corresponding net amount in the statement of financial position, if:

-There is currently a legally enforceable right to offset the amounts recognized, and
-It is intended to liquidate them for the net amount or to realize the assets and liquidate the liabilities simultaneously.
-It is intended to liquidate them for the net amount or to realize the assets and liquidate the liabilities simultaneously.

2.10     Derivatives financial instruments and hedging activities

The Company and its subsidiaries use derivative financial instruments to mitigate risks relating to changes in foreign currency and exchange rates associated with raw materials, and loan obligations. Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value at each closing date. Derivatives are accounted as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. The method of recognizing the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.

2.10.1  Derivative financial instruments designated as cash flow hedges

At the inception of the transaction, the group documents the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in other comprehensive income. The gain or loss relating to the ineffective portion is recognized immediately in the consolidated income statement within "other gains (losses)”.


 

Amounts accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss (for example, when foreign currency denominated financial liabilities are translated into their functional currencies). The gain or loss relating to the effective portion of cross currency swaps hedging the effects of changes in foreign exchange rates are recognized in the consolidated income statement within "foreign exchange differences.” When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the consolidated income statement.

2.10.2        Derivative financial instruments not designated for hedging

The fair value of derivative financial instruments that do not qualify for hedge accounting pursuant to IFRS are immediately recognized in the income statement under "Other income and losses". The fair value of these derivatives is recorded under "other current financial assets" or "other current financial liabilities" in the statement of financial position.”

The Company does not use hedge accounting for its foreign investments.

The Company also evaluates the existence of derivatives implicitly in contracts and financial instruments as stipulated by IFRS 9 and classifies them pursuant to their contractual terms and the business model of the group. As of December 31, 2020, the Company had no implicit derivatives

F-25

2.10        Derivatives financial instruments and hedging activities

The Company and its subsidiaries use derivative financial instruments to mitigate risks relating to changes in foreign currency and exchange rates associated with raw materials, and loan obligations. Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value at each closing date. Derivatives are accounted as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. The method of recognizing the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.

2.10.1     Derivative financial instruments designated as cash flow hedges

At the inception of the transaction, the group documents the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in other comprehensive income. The gain or loss relating to the ineffective portion is recognized immediately in the consolidated income statement within “other gains (losses).”

Amounts accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss (for example, when foreign currency denominated financial liabilities are translated into their functional currencies). The gain or loss relating to the effective portion of cross currency swaps hedging the effects of changes in foreign exchange rates are recognized in the consolidated income statement within “foreign exchange differences.” When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the consolidated income statement.

2.10.2     Derivative financial instruments not designated for hedging

The fair value of derivative financial instruments that do not qualify for hedge accounting pursuant to IFRS are immediately recognized in the income statement under “Other income and losses”.  The fair value of these derivatives is recorded under “other current financial assets” or “other current financial liabilities” in the statement of financial position.”

The Company does not use hedge accounting for its foreign investments.

The Company also evaluates the existence of embedded derivatives in contracts and financial instruments as stipulated by IFRS 9 and classifies them pursuant to their contractual terms and the business model of the group. As of December 31, 2023 and 2022, the Company had no embedded derivatives.

2.10.3     Fair value hierarchy

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the date of the transaction. Fair value is based on the presumption that the transaction to sell the asset or to transfer the liability takes place;

-In the asset or liability main market, or
-In the asset or liability main market, or
-In the absence of a main market, in the most advantageous market for the transaction of those assets or liabilities.

The Company maintains assets related to foreign currency derivative contracts which were classified as Other current and non-current financial assets and Other current and non-current financial liabilities, respectively, and are accounted at fair value within the statement of financial position. The Company uses the following hierarchy to determine and disclose the fair value of financial instruments with assessment techniques:

Level 1: Quote values (unadjusted) in active markets for identical assets or liabilities

Level 2: Valuation techniques for which the lowest level variable used, which is significant for the calculation, is directly or indirectly observable

Level 3: Valuation techniques for which the lowest level variable used, which is significant for the calculation, is not observable.

During the reporting periods there were no transfers of items between fair value measurement categories. All of which were valued during the periods using Level 2.

2.11Inventories

Inventories are stated at the lower of cost and net realizable value. Cost is determined using the weighted average cost method. The cost of finished goods and work in progress includes raw materials, direct labor, other direct costs and manufacturing overhead (based on operating capacity) to bring the goods to marketable condition, but it excludes interest expense. Net realizable value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses. Spare parts and production materials are stated at the lower of cost or net realizable value.


 

The initial cost of inventories includes the transfer of losses and gains from cash flow hedges, related to the purchase of raw materials.

Estimates are also made for obsolescence of raw materials and finished products based on turnover and age of the related goods.

2.12Trade receivables

Trade accounts receivable and other accounts receivable are measured and recognized at the transaction price at the time they are generated less the provision for expected credit losses, pursuant to the requirements of IFRS 15, since they do not have a significant financial component, less the provision of expected credit losses. The provision for expected credit losses is made applying a value impairment model based on expected credit losses for the following 12 months. The Group applies a simplified focus for trade receivables, thereby impairment is always recorded referring to expected losses during the whole life of the asset. The carrying amount of the asset is reduced by the provision of expected credit losses, and the loss is recognized in administrative expenses in the consolidated income statement by function.

2.13Cash and cash equivalents

Cash and cash equivalents include cash on hand, bank balances, time deposits and other short-term highly liquid and low risk of change in value investments and mutual funds with original short-term maturities equal to or less than three months from the date of acquisition.

2.14Other financial liabilities

Resources obtained from financial institutions as well as the issuance of debt securities are initially recognized at fair value, net of costs incurred during the transaction. Then, liabilities are valued by accruing interests in order to equal the current value with the future value of liabilities payable, using the effective interest rate method.

General and specific borrowing costs directly attributable to the acquisition, construction or production of qualified assets, considered as those that require a substantial period of time in order to get ready for their forecasted use or sale, are added to the cost of those assets until the period in which the assets are substantially ready to be used or sold

2.15Income tax

The Company and its subsidiaries in Chile account for income tax according to the net taxable income calculated based on the rules in the Income Tax Law. Subsidiaries in other countries account for income taxes according to the tax regulations of the country in which they operate.

Deferred income taxes are calculated using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the Consolidated Financial Statements, using the tax rates that have been enacted or substantively enacted on the balance sheet date and are expected to apply when the deferred income tax asset is realized, or the deferred income tax liability is settled.

Deferred income tax assets are recognized only to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilized.

The Company does not recognize deferred income taxes for temporary differences from investments in subsidiaries in which the Company can control the timing of the reversal of the temporary differences and it is probable that they will not be reversed in the near future.


 

The Group offsets deferred tax assets and liabilities if and only if it has legally recognized a right to offset against the tax authority the amounts recognized in those items; and intends to settle the resulting net debts, or to realize the assets and simultaneously settle the debts that have been offset by them.

2.16Employee benefits

The Company records a liability regarding indemnities for years of service that will be paid to employees in accordance with individual and collective agreements subscribed with employees, which is recorded at actuarial value in accordance with IAS 19 “Employee Benefits”.

Results from updated of actuarial variables are recorded within other comprehensive income in accordance with IAS 19.

Additionally, the Company has retention plans for some officers, which have a provision pursuant to the guidelines of each plan. These plans grant the right to certain officers to receive a cash payment on a certain date once they have fulfilled with the required years of service.

The Company and its subsidiaries have recorded a provision to account for the cost of vacations and other employee benefits on an accrual basis. These liabilities are recorded under current non-financial liabilities.

2.17Provisions

Provisions for litigation and other contingencies are recognized when the Company has a present legal or constructive obligation as a result of past event, it is probable that an outflow of resources will be required to settle the obligation, and the amount can be reliably estimated.

Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation.

2.18Leases

In accordance with IFRS 16 “Leases” Embotelladora Andina analyzes, at the beginning of the contract, the economic background of the agreement, to determine if the contract is, or contains, a lease, evaluating whether the agreement transfers the right to control the use of an identified asset for a period of time in exchange for a consideration. Control is considered to exist if the client has i) the right to obtain substantially all the economic benefits from the use of an identified asset; and ii) the right to direct the use of the asset.

When the Company is lessee, on the date the underlying asset is available for use, we records an asset for the right-of-use in the statement of financial position (under Property, plant and equipment) and a lease liability (under Other financial liabilities).

This asset is initially recognized at cost, which includes: i) the value of the initial measurement of the lease liability; ii) lease payments made up to the start date less lease incentives received; iii) the initial direct costs incurred; and iv) the estimation of costs for dismantling or restoration. Subsequently, the right-of-use asset is measured at cost, adjusted by any new measurement of the lease liability, less accumulated depreciation and accumulated losses due to impairment of value. The right-of-use asset is depreciated in the same terms as the rest of similar depreciable assets, if there is reasonable certainty that the lessee will acquire ownership of the asset at the end of the lease. If such certainty does not exist, the asset depreciates at the shortest period between the useful life of the asset or the lease term.


 

On the other hand, the lease liability is initially measured at the present value of the lease payments, discounted at the incremental loan rate of the Company, if the interest rate implicit in the lease could not be easily determined. Lease payments included in the measurement of the liability include: i) fixed payments, less any lease incentive receivable; ii) variable lease payments; iii) residual value guarantees; iv) exercise price of a purchase option; and v) penalties for lease termination.

The lease liability is increased to reflect the accumulation of interest and is reduced by the lease payments made. In addition, the carrying amount of the liability is measured again if there is a modification in the terms of the lease (changes in the term, in the amount of payments or in the evaluation of an option to buy or change in the amounts to be paid). Interest expense is recognized as an expense and is distributed among the periods that constitute the lease period, so that a constant interest rate is obtained in each year on the outstanding balance of the lease liability.

Short-term leases, equal to or less than one year, or lease of low-value assets are excepted from the application of the recognition criteria described above, recording the payments associated with the lease as an expense in a linear manner throughout the lease term. The Company does not act as lessor.

2.19Deposits for returnable containers

This liability comprises cash collateral, or deposit, received from customers for bottles and other returnable containers made available to them.

This liability pertains to the deposit amount that would be reimbursed when the customer or distributor returns the bottles and containers in good condition, together with the original invoice.

This liability is presented under Other current financial liabilities since the Company does not have legal rights to defer settlement for a period in excess of one year. However, the Company does not anticipate any material cash settlements for such amounts during the upcoming year.

2.20Revenue recognition

The Company recognizes revenue when control over a good or service is transferred to the client. Control refers to the ability of the client to direct the use and obtain substantially all the benefits of the goods and services exchanged. Revenue is measured based on the consideration to which it is expected to be entitled for such transfer of control, excluding amounts collected on behalf of third parties.

Management has defined the following indicators for revenue recognition, applying the five-step model established by IFRS 15 “Revenue from contracts with customers”: 1) Identification of the contract with the customer; 2) Identification of performance obligations; 3) Determination of the transaction price; 4) Assignment of the transaction price; and 5) Recognition of revenue.


 

All the above conditions are met at the time the products are delivered to the customer. Net sales reflect the units delivered at list price, net of promotions, discounts and taxes.

The revenue recognition criteria of the good provided by Embotelladora Andina corresponds to a single performance obligation that transfers the product to be received to the customer.

2.21Contributions of The Coca-Cola Company

The Company receives certain discretionary contributions from The Coca-Cola Company (TCCC) mainly related to the financing of advertising and promotional programs for its products in the territories where the Company has distribution licenses. The contribution received from TCCC are recognized in net income after the conditions agreed with TCCC in order to become a creditor to such incentive have been fulfilled, they are recorded as a reduction in the marketing expenses included in the Administration Expenses account. Given its discretionary nature, the portion of contributions received in one period does not imply it will be repeated in the following period.

2.22Dividend payments

Dividend distribution to Company shareholders is recorded as a liability in the Company’s Consolidated Financial Statements, considering the 30% minimum dividend of the period’s earnings established by Chilean Corporate Law, unless otherwise agreed in the respective meeting, by the unanimity of the issued shares.

Interim and final dividends are recorded at the time of their approval by the competent body, which in the first case is normally the Board of Directors of the Company, while in the second case it is the responsibility of General Shareholders’ Meeting.

2.23Critical accounting estimates and judgments

The Company makes estimates and judgments concerning the future. Actual results may differ from previously estimated amounts.

In preparing the consolidated financial statements, the Company has used certain judgments and estimates made to quantify some of the assets, liabilities, income, expenses and commitments.

Following is a summary of the estimates and judgments that might have a material impact on future financial statements.

2.23.1 Impairment of goodwill and intangible assets with indefinite useful lives

The Company tests annually whether goodwill and intangible assets with indefinite useful life (such as distribution rights) have suffered any impairment. The recoverable amounts of cash generating units are generating units are determined based on value in use calculations. The key variables used in the calculations include sales volumes and prices, discount rates, marketing expenses and other economic factors including inflation. The estimation of these variables requires a use of estimates and judgments as they are subject to inherent uncertainties; however, the assumptions are consistent with the Company’s internal planning end past results. Therefore, management evaluates, and updates estimates according to the conditions affecting the variables. If these assets are considered to have been impaired, they will be written off at their estimated fair value or future recovery value according to the discounted cash flows analysis. As of December 31, 2019, discounted cash flows in the Company's cash generating units in Chile, Brazil, Argentina and Paraguay generated a higher value than the carrying values of the respective net assets, including goodwill of the Brazilian, Argentinian and Paraguayan subsidiaries.


 

2.23.2 Fair Value of Assets and Liabilities

IFRS requires in certain cases that assets and liabilities be recorded at their fair value. Fair value is the price that would be received for selling an asset or paid to transfer a liability in a transaction ordered between market participants at the date of measurement.

The basis for measuring assets and liabilities at fair value are their current prices in an active market. For those that are not traded in an active market, the Company determines fair value based on the best information available by using valuation techniques.

In the case of the valuation of intangibles recognized as a result of acquisitions from business combinations, the Company estimates the fair value based on the "multi-period excess earning method", which involves the estimation of future cash flows generated by the intangible assets, adjusted by cash flows that do not come from these, but from other assets. The Company also applies estimations over the period during which the intangible assets will generate cash flows, cash flows from other assets, and a discount rate.

Other assets acquired, and liabilities assumed in a business combination are carried at fair value using valuation methods that are considered appropriate under the circumstances. Assumptions include the depreciated cost of recovery and recent transaction values for comparable assets, among others. These valuation techniques require certain inputs to be estimated, including the estimation of future cash flows.

2.23.3       Allowances for expected credit losses

The Group uses a provision matrix to calculate expected credit losses for trade receivables. Provisions are based on due days for various groups of customer segments that have similar loss patterns (i.e. by geography region, product type, customer type and rating, and credit letter coverage and other forms of credit insurance).

The provision matrix is initially based on the historically observed non-compliance rates for the Group. The Group will calibrate the matrix to adjust the historical credit loss experience with forward-looking information. For example, if expected economic conditions (i.e. gross domestic product) are expected to deteriorate over the next year, which can lead to more non-compliances in the industry, historical default rates are adjusted. At each closing date, the observed historical default rates are updated and changes in prospective estimates are analyzed. The assessment of the correlation between observed historical default rates, expected economic conditions and expected credit losses are significant estimates.

2.23.4       Useful life, residual value and impairment of property, plant, and equipment

Property, plant, and equipment are recorded at cost and depreciated using the straight-line method over the estimated useful life of those assets. Changes in circumstances, such as technological advances, changes to the Company’s business model, or changes in its capital strategy might modify the effective useful lives as compared to our estimates. Whenever the Company determines that the useful life of Property, plant and equipment might be shortened, it depreciates the excess between the net book value and the estimated recoverable amount according to the revised remaining useful life. Factors such as changes in the planned usage of manufacturing equipment, dispensers, transportation equipment and computer software could make the useful lives of assets shorter. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of any of those assets may not be recovered. The estimate of future cash flows is based, among other factors, on certain assumptions about the expected operating profits in the future. The Company’s estimation of discounted cash flows may differ from actual cash flows because of, among other reasons, technological changes, economic conditions, changes in the business model, or changes in operating profit. If the sum of the projected discounted cash flows (excluding interest) is less than the carrying amount of the asset, the asset shall be written-off to its estimated recoverable value.


 

At the closing of December 2020, based on the best estimate according to the most recent reliable, reasonable and available information, management made a change in its useful life accounting estimates, for the Chilean Operation.

Changes in estimates are mainly recorded in fixed assets related to plant and equipment, which includes the following items:

AssetsPrevious year rangeNew year range
Buildings30-5015-80
Plants and equipment10-205-20
Fixed installations and accessories10-3010-50
Furniture and materials4-55
Vehicles5-74-10
Other property, plant and equipment3-85-10
Containers and cases2-82-5

This change in estimated useful life resulted in greater depreciation for the period between January 1 to December 31, 2020 of approximately CLP 7,071,114 thousand, representing approximately 6% of total consolidated depreciation.

2.24.1       New Standards, Interpretations and Amendments for annual periods beginning on or after January 1, 2020.

Standards and interpretations, as well as the improvements and amendments to IFRS, which have been issued, effective at the date of these financial statements, are detailed below:

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Standards and InterpretationsMandatory application date
Conceptual FrameworkRevised Conceptual FrameworkJanuary 1, 2020

Revised Conceptual Framework

The IASB issued a Revised Conceptual Framework in March 2018, incorporating some new concepts, providing updated definitions and recognition criterion for assets and liabilities and clarifying some important concepts. Changes in the Conceptual Framework may affect the application of IFRS when no standard applies to a given transaction or event. Application of the revised Conceptual Framework did not have significant impacts on the financial statements of the Company.

Amendments to IFRS which have been issued and are in effect beginning January 1, 2020 are detailed below:


 

Table of Contents

AmendmentsImplementation date
IFRS 3Definition of a businessJanuary 1,2020
IAS 1 and IAS 8Definition of materialJanuary 1,2020
IFRS 9, IAS 39 and IFRS 7Reference Interest Rate ReformJanuary 1,2020
IFRS 16COVID-19-Related Rent ConcessionsJanuary 1,2020

IFRS 3 Business Combinations - Definition of Business

The IASB issued amendments to the definition of business in IFRS 3 Business Combinations, to help entities determine whether an acquired set of activities and assets is a business or not. The IASB clarifies the minimum requirements for defining a business, eliminates the assessment of whether market participants are able to replace any missing elements, includes guidance to help entities assess whether a process acquired is substantial, reduces the definitions of a business and products and introduces an optional fair value concentration test.

Amendments have to be applied to business combinations or asset acquisitions that occur on or after the start of the first annual reporting period beginning on or after January 1, 2020. As a result, entities do not have to review transactions that occurred in previous periods. Early application is permitted and must be disclosed.

Because the amendments apply prospectively to transactions or other events that occur on or after the date of the first application, most entities will probably not be affected by these amendments in the transition. However, those entities that consider the acquisition of a set of activities and assets after implementing the amendments must first update their accounting policies in a timely manner.

Amendments may also be relevant in other areas of IFRS (e.g. they may be relevant when a controller loses control of a subsidiary and has anticipated the sale or contribution of assets between an investor and its associate or joint venture) (Amendments to IFRS 10 and IAS 28).

Company management performs the impact assessment of the amendment once these types of transactions take place.

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Graphic

 

IAS 1 Presentation of Financial Statements and IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors – Definition of Material

In October 2018, the IASB issued amendments to IAS 1 Presentation of Financial Statements and IAS 8 Accounting Policies, changes in accounting estimates and errors, to align the definition of "material" in all standards and to clarify certain aspects of the definition. The new definition states that information is material if when omitted, misstated, or reasonably hidden could be expected to influence decisions that primary users of general-purpose of the financial statements make based on those financial statements, which provide financial information about a specific reporting entity.

Amendments should be applied prospectively. Early application is permitted and must be disclosed.

While amendments to the definition of material are not expected to have a significant impact on an entity's financial statements, the introduction of the term "hide" in the definition could impact the way materiality judgments are made, increasing the importance of how information is communicated and organized in the financial statements.

Company management has assessed the amendment, which have not had any impact on these financial statements.

IFRS 9, IAS 39 and IFRS 7 Reference Interest Rate Reform

In September 2019, the IASB issued amendments to IFRS 9, IAS 39 and IFRS 7, which concludes the first stage of its work to respond to the effects of the reform of interbank offer rate (IBOR) in financial information. The amendments provide temporary exceptions that allow hedge accounting to continue during the uncertain period, prior to replacing existing benchmark interest rates with near-risk free alternative interest rates.

Amendments should be applied retrospectively. However, any hedge relationship that has previously been discontinued cannot be reinstated with the application of these amendments, nor can a hedge relationship be designated using the retrospect reasoning benefit. Early application is permitted and must be disclosed.

Company management has assessed the amendment, which have not had significant impacts on these financial statements.

IFRS 16 COVID-19-Related Rent Concessions

In May 2020, the IASB issued an amendment to IFRS 16 Leases to provide relief for lessees in the application of IFRS 16 guidance regarding lease modifications due to rent concessions occurring as a direct consequence of the Covid-19 pandemic. The amendment does not affect lessors.

As a practical solution, a lessee may choose not to assess whether the Covid-19-related rent reduction granted by a lessor is a modification of the lease. A lessee making this choice will recognize changes in lease payments from Covid-19-related rent reductions in the same way as it would recognize the change under IFRS 16 as if such a change was not a modification of the lease.

A lessee shall apply this practical solution retroactively, recognizing the cumulative effect of the initial application of the amendment as an adjustment in the initial balance of accumulated results (or another component of equity, as appropriate) at the beginning of the annual reporting period in which the lessee first applies the amendment.

A lessee will apply this amendment for annual periods beginning on or after September 1, 2020. Early application is permitted, including in the financial statements not authorized for publication as of May 28, 2020.

Company management has not implemented this amendment because it has no Covid-19-related lease modifications.

2.24.2 New Accounting Standards, Interpretations and Amendments with effective application for annual periods beginning on or after January 1, 2020.

Standards and interpretations, as well as IFRS amendments, which have been issued, but have still not become effective as of the date of these financial statements are set forth below. The Company has not made an early adoption of these standards:

Standards and InterpretationsMandator y application date
IFRS 17Insurance ContractsJanuary 1, 2023


 

IFRS 17 - Insurance Contracts

In May 2017, the IASB issued IFRS 17 Insurance Contracts, a new accounting standard for insurance contracts that covers recognition, measurement, presentation and disclosure. Once effective, it will replace IFRS 4 Insurance Contracts issued in 2005. The new rule applies to all types of insurance contracts, regardless of the type of entity issuing them, as well as certain guarantees and financial instruments with certain characteristics of discretionary participation. Some exceptions within the scope may be applied.

IFRS 17 will be effective for periods starting on or after January 1, 2023, with comparative figures required. Early application is permitted, provided that the entity applies IFRS 9 Financial Instruments, on or before the date on which IFRS 17 is first applied.

Amendments to IFRS that have been issued to become effective in the near future are detailed below.

AmendmentsDate of application
IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16Interest Rate Benchmark Reform—Phase 2January 1, 2023
IAS 1Classification of liabilities as current or non-currentJanuary 1, 2023
IFRS 3Reference to the Conceptual FrameworkJanuary 1, 2022
IAS 16Property, Plant and Equipment — Proceeds before Intended UseJanuary 1, 2022
IAS 37Onerous Contracts—Cost of Fulfilling a ContractJanuary 1, 2022
IFRS 10 and IAS 28Consolidated Financial Statements - sale or contribution of assets between an investor and its associate or joint ventureTo be determined

IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 Interest Rate Benchmark Reform—Phase 2

In August 2020, the IASB published the second phase of the Interest Rate Benchmark Reform containing amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16. With this publication, the IASB completes its work to respond to the effects of Interbank Offer Rate Reform (IBOR) on financial information.

The amendments provide temporary exceptions that address the effects on financial information when a benchmark interest rate (IBOR) is replaced by an almost risk-free alternative interest rate.

Amendments are required and early application is permitted. A hedging ratio must be resumed if the hedging ratio was discontinued solely due to the changes required by the reform of the benchmark interest rate and would therefore not have been discontinued if the second phase of amendments had been implemented at that time. While application is retrospective, an entity is not required to restate previous periods.

IAS 1 Presentation of Financial Statements - Classification of liabilities as current or non-current

In June 2020, the IASB issued amendments to paragraphs 69 to 76 of IAS 1 to specify requirements for the classification of liabilities as current or non-current.

The amendments are effective for periods beginning on or after January 1, 2022. Entities should carefully consider whether there are any aspects of the amendments suggesting that the terms of their existing loan agreements should be renegotiated. In this context, it is important to stress that amendments must be implemented retrospectively.


 

IFRS 3 Reference to the Conceptual Framework

In May 2020, the IASB issued amendments to IFRS 3 Business Combinations – Reference to the Conceptual Framework. These amendments are intended to replace the reference to an earlier version of the IASB Conceptual Framework (1989 Framework) with a reference to the current version issued in March 2018 without significantly changing its requirements.

The amendments shall be effective for periods beginning on or after January 1, 2022 and should be applied retrospectively. Early application is permitted if, at the same time or before, an entity also applies all amendments contained in the amendments to the Conceptual Framework References of the IFRS Standards issued in March 2018.

The amendments will provide consistency in financial information and avoid potential confusion by having more than one version of the Conceptual Framework in use.

IAS 16 Property, Plant and Equipment — Proceeds before Intended Use

The amendment prohibits deducting from the cost of an item of property, plant and equipment any proceeds from selling items produced while bringing that asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Instead, an entity recognizes the proceeds from selling such items, and the cost of producing those items, in profit or loss for the period, pursuant to applicable standards.

The amendment shall be effective for periods beginning on or after January 1, 2022. The amendment should be applied retrospectively only property, plant and equipment items available for use on or after the beginning of the first period presented in the financial statements in which the entity first applies the amendment.

IAS 37 Onerous Contracts — Cost of Fulfilling a Contract

In May 2020, the IASB issued amendments to IAS 37 Provisions, Contingent Liabilities, and Contingent Assets to specify the costs an entity needs to include when assessing whether a contract is onerous, or it generates losses.

The amendment shall be effective for periods beginning on or after January 1, 2022. The amendment should be applied retrospectively to existing contracts at the beginning of the annual reporting period in which the entity first applies the amendment (date of initial application). Early application is permitted and must be disclosed.

The amendments are intended to provide clarity and help ensure consistent implementation of the standard. Entities that previously applied the incremental cost approach will see an increase in provisions to reflect the inclusion of costs directly related to contract activities, while entities that previously recognized contractual loss provisions using the guidance to the previous standard, IAS 11 Construction Contracts, should exclude the allocation of indirect costs from their provisions.


 

IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates and Joint Ventures – sale or contribution of assets between an investor and its associate or joint venture

Amendments to IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates and Joint Ventures (2011) address a recognized inconsistency between IFRS 10 requirements and IAS 28 (2011) requirements in the treatment of the sale or contribution of assets between an investor and its associate or joint venture. The amendments, issued in September 2014, state that when the transaction involves a business (whether it is in a subsidiary or not) all gains, or losses generated are recognized. A partial gain or loss is recognized when the transaction involves assets that do not constitute a business, even when the assets are in a subsidiary. The mandatory implementation date of these amendments is yet to be determined because the IASB is awaiting the results of its research project on accounting according to the equity method of accounting. These amendments must be applied retrospectively, and early adoption is allowed, which must be disclosed.

Company management will perform an impact assessment of the above described amendments once they become effective.

The Company maintains assets related to foreign currency derivative contracts which were classified as Other current and non-current financial assets and Other current and non-current financial liabilities, respectively, and are accounted at fair value within the statement of financial position.

The Company uses the following hierarchy to determine and disclose the fair value of financial instruments with assessment techniques:

Level 1: Quote values (unadjusted) in active markets for identical assets or liabilities

Level 2: Valuation techniques for which the lowest level variable used, which is significant for the calculation, is directly or indirectly observable

Level 3: Valuation techniques for which the lowest level variable used, which is significant for the calculation, is not observable.

During the reporting periods there were no transfers of items between fair value measurement categories. All of which were valued during the periods using Level 2.

2.11        Inventories

Inventories are stated at the lower of cost and net realizable value. Cost is determined using the weighted average cost method. The cost of finished goods and work in progress includes raw materials, direct labor, other direct costs and manufacturing overhead (based on operating capacity) to bring the goods to marketable condition, but it excludes interest expense. Net realizable value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses. Spare parts and production materials are stated at the lower of cost or net realizable value.

The initial cost of inventories includes the transfer of losses and gains from cash flow hedges, related to the purchase of raw materials.

Estimates are also made for obsolescence of raw materials and finished products based on turnover and age of the related goods.

2.12        Trade accounts receivable and other accounts receivable

Trade accounts receivable and other accounts receivable are measured and recognized at the transaction price at the time they are generated less the provision for expected credit losses, pursuant to the requirements of IFRS 15, since they do not have a significant financial component, less the provision of expected credit losses. The provision for expected credit losses is made applying a value impairment model based on expected credit losses for the following 12 months. The Group applies a simplified focus for trade receivables, thereby impairment is always recorded referring to expected losses during the whole life of the asset. The carrying amount of the asset is reduced by the provision of expected credit losses, and the loss is recognized in administrative expenses in the consolidated income statement by function.

2.13        Cash and cash equivalents

Cash and cash equivalents include cash on hand, bank balances, time deposits and other short-term highly liquid and low risk of change in value investments.

2.14        Other financial liabilities

Resources obtained from financial institutions as well as the issuance of debt securities are initially recognized at fair value, net of costs incurred during the transaction. Then, liabilities are valued by accruing interests in order to equal the current value with the future value of liabilities payable, using the effective interest rate method.

General and specific borrowing costs directly attributable to the acquisition, construction or production of qualified assets, considered as those that require a substantial period of time in order to get ready for their forecasted use or sale, are added to the cost of those assets until the period in which the assets are substantially ready to be used or sold.

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2.15        Income tax

The Company and its subsidiaries in Chile account for income tax according to the net taxable income calculated based on the rules in the Income Tax Law. Subsidiaries in other countries account for income taxes according to the tax regulations of the country in which they operate.

Deferred income taxes are calculated using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the Consolidated Financial Statements, using the tax rates that have been enacted or substantively enacted on the balance sheet date and are expected to apply when the deferred income tax asset is realized, or the deferred income tax liability is settled.

Deferred income tax assets are recognized only to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilized.

The Company does not recognize deferred income taxes for temporary differences from investments in subsidiaries in which the Company can control the timing of the reversal of the temporary differences and it is probable that they will not be reversed in the near future.

The Group offsets deferred tax assets and liabilities if and only if it has legally recognized a right to offset against the tax authority the amounts recognized in those items; and intends to settle the resulting net debts, or to realize the assets and simultaneously settle the debts that have been offset by them.

2.16        Provisions

Provisions are recognized when the Company has a present legal or constructive obligation as a result of past event, it is probable that an outflow of resources will be required to settle the obligation, and the amount can be reliably estimated.

Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation.

2.17        Leases

In accordance with IFRS 16 “Leases” Embotelladora Andina analyzes, at the beginning of the contract, the economic background of the agreement, to determine if the contract is, or contains, a lease, evaluating whether the agreement transfers the right to control the use of an identified asset for a period of time in exchange for a consideration. Control is considered to exist if the client has i) the right to obtain substantially all the economic benefits from the use of an identified asset; and ii) the right to direct the use of the asset.

The Company when operating as a lessee, at the beginning of the lease (on the date the underlying asset is available for use) records an asset for the right-of-use in the statement of financial position (under Property, plant and equipment) and a lease liability (under Other financial liabilities).

This asset is initially recognized at cost, which includes: i) value of the initial measurement of the lease liability; ii) lease payments made up to the start date less lease incentives received; iii) the initial direct costs incurred; and iv) the estimation of costs for dismantling or restoration. Subsequently, the right-of-use asset is measured at cost, adjusted by any new measurement of the lease liability, less accumulated depreciation and accumulated losses due to impairment of value. The right-of-use asset is depreciated in the same terms as the rest of similar depreciable assets, if there is reasonable certainty that the lessee will acquire ownership of the asset at the end of the lease. If such certainty does not exist, the asset depreciates at the shortest period between the useful life of the asset or the lease term.

On the other hand, the lease liability is initially measured at the present value of the lease payments, discounted at the incremental loan rate of the Company, if the interest rate implicit in the lease could not be easily determined. Lease payments included in the measurement of the liability include: i) fixed payments, less any lease incentive receivable; ii) variable lease payments; iii) residual value guarantees; iv) exercise price of a purchase option; and v) penalties for lease termination.

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The lease liability is increased to reflect the accumulation of interest and is reduced by the lease payments made. In addition, the carrying amount of the liability is measured again if there is a modification in the terms of the lease (changes in the term, in the amount of payments or in the evaluation of an option to buy or change in the amounts to be paid). Interest expense is recognized as an expense and is distributed among the periods that constitute the lease period, so that a constant interest rate is obtained in each year on the outstanding balance of the lease liability.

Short-term leases, equal to or less than one year, or lease of low-value assets are excepted from the application of the recognition criteria described above, recording the payments associated with the lease as an expense in a linear manner throughout the lease term. The Company does not act as lessor, nor does it have variable payments as lessee.

2.18        Deposits for returnable containers

This liability comprises cash collateral, or deposit, received from customers for bottles and other returnable containers made available to them.

This liability pertains to the deposit amount that will be reimbursed when the customer or distributor returns the bottles and containers in good condition, together with the original invoice.

This liability is presented under Other current financial liabilities since the Company does not have legal rights to defer settlement for a period in excess of one year. However, the Company does not anticipate any material cash settlements for such amounts during the upcoming year.

2.19        Revenue recognition

The Company recognizes revenue when control over a good or service is transferred to the client. Control refers to the ability of the client to direct the use and obtain substantially all the benefits of the goods and services exchanged. Revenue is measured based on the consideration to which it is expected to be entitled for such transfer of control, excluding amounts collected on behalf of third parties.

Management has defined the following indicators for revenue recognition, applying the five-step model established by IFRS 15 “Revenue from contracts with customers”: 1) Identification of the contract with the customer; 2) Identification of performance obligations; 3) Determination of the transaction price; 4) Assignment of the transaction price; and 5) Recognition of revenue.

All the above conditions are met at the time the products are delivered to the customer. Net sales reflect the units delivered at list price, net of promotions, discounts and taxes.

The revenue recognition criteria of the goods provided by Embotelladora Andina corresponds to a single performance obligation that transfers the product to be received to the customer.

2.20        Contributions from The Coca-Cola Company

The Company receives certain discretionary contributions from The Coca-Cola Company (TCCC) mainly related to the financing of advertising and promotional programs for its products in the territories where the Company has distribution licenses. The contribution received from TCCC are recognized in net income after the conditions agreed with TCCC in order to become a creditor to such incentive have been fulfilled, they are recorded as a reduction in the marketing expenses included in the Administration Expenses account. Given its discretionary nature, the portion of contributions received in one period does not imply it will be repeated in the following period.

2.21        Dividend distribution

The minimum mandatory dividend established by the Chilean Corporations Law is 30% of net income for the year, which must be ratified unanimously by the General Shareholders’ Meeting. Net income is determined as of December 31 of each year, at which time the liability is recognized in the Company’s consolidated financial statements.

F-29

Interim and final dividends are recorded at the time of their approval by the competent body, which in the first case is normally the Board of Directors of the Company, while in the second case it is the responsibility of the General Shareholders’ Meeting.

2.22        Critical accounting estimates and judgments

In preparing the Consolidated Financial Statements, the Company has used certain judgments and estimates made to quantify some of the assets, liabilities, income, expenses and commitments. Following is an explanation of the estimates and judgments that might have a material impact on future financial statements.

2.22.1     Impairment of goodwill and intangible assets with indefinite useful lives

The Company tests annually whether goodwill and intangible assets with indefinite useful life (such as distribution rights) have suffered any impairment. The recoverable amounts of cash generating units are determined based on value in use calculations. The significant judgments and assumptions used in the calculations include sales volumes and prices, discount rates, marketing expenses and other economic factors. The estimation of these variables requires a use of estimates and judgments as they are subject to inherent uncertainties; however, the assumptions are consistent with the Company’s internal planning and past results. Therefore, management evaluates, and updates estimates according to the conditions affecting the variables. If these assets are considered to have been impaired, they will be written off at their estimated fair value or future recovery value according to the lowest discounted cash flows analysis. On an annual basis and close to each fiscal year end discounted cash flows in the Company’s cash generating units in Chile, Brazil, Argentina and Paraguay generated a higher value than the carrying values of the respective net assets, including goodwill of the Brazilian, Argentinian and Paraguayan subsidiaries.

2.22.2     Fair Value of Assets and Liabilities

IFRS require in certain cases that assets and liabilities be recorded at their fair value. Fair value is the price that would be received for selling an asset or paid to transfer a liability in a transaction ordered between market participants at the date of measurement.

The basis for measuring assets and liabilities at fair value are their current prices in an active market. For those that are not traded in an active market, the Company determines fair value based on the best information available by using valuation techniques.

In the case of the valuation of intangibles recognized as a result of acquisitions from business combinations, the Company estimates the fair value based on the “multi-period excess earning method”, which involves the estimation of future cash flows generated by the intangible assets, adjusted by cash flows that do not come from these, but from other assets. The Company also applies estimations over the period during which the intangible assets will generate cash flows, cash flows from other assets, and a discount rate.

Other assets acquired, and liabilities assumed in a business combination are carried at fair value using valuation methods that are considered appropriate under the circumstances. Assumptions include the depreciated cost of recovery and recent transaction values for comparable assets, among others. These valuation techniques require certain inputs to be estimated, including the estimation of future cash flows.

2.22.3     Allowances for doubtful accounts

The Group uses a provision matrix to calculate expected credit losses for trade receivables. Provisions are based on due days for various groups of customer segments that have similar loss patterns (i.e., by geography region, product type, customer type and rating, and credit letter coverage and other forms of credit insurance).

The provision matrix is initially based on the historically observed non-compliance rates for the Group. The Group will calibrate the matrix to adjust the historical credit loss experience with forward-looking information. For example, if expected economic conditions (i.e., gross domestic product) are expected to deteriorate over the next year, which can lead to more non-compliances in the industry, historical default rates are adjusted. At each closing date, the observed historical default rates are updated and changes in prospective estimates are analyzed. The assessment of the correlation between observed historical default rates, expected economic conditions and expected credit losses are significant estimates.

F-30

2.22.4     Useful life, residual value and impairment of property, plant, and equipment

Property, plant, and equipment are recorded at cost and depreciated using the straight-line method over the estimated useful life of those assets. Changes in circumstances, such as technological advances, changes to the Company’s business model, or changes in its capital strategy might modify the effective useful lives as compared to our estimates. Whenever the Company determines that the useful life of Property, plant and equipment might be shortened, it depreciates the excess between the net book value and the estimated recoverable amount according to the revised remaining useful life. Factors such as changes in the planned usage of manufacturing equipment, dispensers, transportation equipment and computer software could make the useful lives of assets shorter. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of any of those assets may not be recovered. The estimate of future cash flows is based, among other factors, on certain assumptions about the expected operating profits in the future. The Company’s estimation of discounted cash flows may differ from actual cash flows because of, among other reasons, technological changes, economic conditions, changes in the business model, or changes in operating profit. If the sum of the projected discounted cash flows (excluding interest) is less than the carrying amount of the asset, the asset shall be written-off to its estimated recoverable value.

2.22.5 Contingent liabilities

Provisions for litigation and other contingencies are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognized as a provision is the best estimate of the consideration required to settle the current obligation at the date of issuance of the financial statements, considering the risks and uncertainties surrounding the obligation. When a provision is measured using estimated cash flows to settle the current obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material). The accrual of the discount is recognized as a finance cost. Incremental legal costs expected to be incurred in settling the legal claim are included in the measurement of the provision. If management is unable to reliably estimate the obligation or conclude no loss is probable but is reasonably possible that a loss may be incurred, no provision is recorded but contingency is disclosed in the notes to the consolidated financial statements.

Provisions are reviewed at the end of each reporting period and are adjusted to reflect the current best estimate. If it is no longer probable that an outflow of economic benefits will be required to settle the obligation, the provision is reversed.

A contingent liability does not imply the recognition of a provision. Legal costs expected to be incurred in defending the legal claim are recognized in profit or loss when incurred.

2.22.6. Employee benefits

The Company records a liability regarding indemnities for years of service that will be paid to employees in accordance with individual and collective agreements subscribed with employees, which is recorded at actuarial value in accordance with IAS 19 “Employee Benefits”. At year-end there were no modifications to the agreements.

Results from updated actuarial variables are recorded within other comprehensive income in accordance with IAS 19.

Additionally, the Company has retention plans for some officers, which have a provision pursuant to the guidelines of each plan. These plans grant the right to certain officers to receive a cash payment on a certain date once they have fulfilled the required years of service.

The Company and its subsidiaries have recorded a provision to account for the cost of vacations and other employee benefits on an accrual basis. These liabilities are recorded under current non-financial liabilities.

F-31

2.23 New Standards, Interpretations and Amendments to IFRS

2.23.1     New Standards, Interpretations and Amendments for annual periods beginning on January 1, 2023

IFRS 17 “Insurance Contracts”. Issued in May 2017, it replaces the current IFRS 4. IFRS 17 will primarily change the accounting for all entities that issue insurance contracts and investment contracts with discretionary participation features. The standard applies to annual periods beginning on or after January 1, 2023.

Amendments to IAS 1 "Presentation of Financial Statements" and IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors", issued in February 2021. The amendments are intended to improve disclosures of accounting policies and help users of financial statements to distinguish between changes in accounting estimates and changes in accounting policies. This standard should be applied to annual periods beginning on or after January 1, 2023.

Amendment to IAS 12 - Deferred Taxes Relating to Assets and Liabilities Arising from a Single Transaction. Issued in May 2021, this amendment requires companies to recognize deferred taxes on transactions that, on initial recognition, result in equal amounts of taxable and deductible temporary differences. This amendment should be applied to annual periods beginning on or after January 1, 2023.

Amendment to IAS 12 "Income taxes" on international tax reform - Pillar two model rules. Issued in May 2023, this amendment provides companies with a temporary exemption from accounting for deferred taxes arising from the international tax reform of the Organization for Economic Cooperation and Development (OECD). The amendments also introduce specific disclosure requirements for affected companies. This standard should be applied to annual periods beginning on or after January 1, 2023.

Amendment to IAS 1 "Presentation of Financial Statements" on classification of liabilities. This amendment clarifies that liabilities are classified as current or non-current depending on the rights that exist at the end of the reporting period. The classification is not affected by the entity's expectations or events after the reporting date (e.g., receipt of a waiver or covenant breach). The amendment also clarifies what IAS 1 means when it refers to the "settlement" of a liability. The amendment should be applied retrospectively in accordance with IAS 8. Effective date of initial application January 1, 2023.

Amendment to IFRS 17 - Initial Application of IFRS 17 and IFRS 9 Comparative Information. This amendment is an amendment of limited scope to the transition requirements of IFRS 17, Insurance Contracts, which provides insurers with an option aimed at improving the usefulness of the information for investors on the initial application of the new Standard. The amendment relates only to the transition of insurers to the new Standard, it does not affect any other requirements of IFRS 17.

The adoption of the standards, amendments and interpretations described above do not have a significant impact on the consolidated financial statements of the Company.

2.23.2     New Standards, Interpretations and Amendments for annual periods beginning on or after January 1, 2024

Standards and interpretations, as well as IFRS amendments, which have been issued, but have still not become effective as of the date of these financial statements are set forth below. The Company has not made an early adoption of these standards:

Amendment to IAS 1 "Non-current liabilities with covenants". Issued in January 2022, the amendment aims to improve the information that an entity provides when the payment terms of its liabilities may be deferred depending on compliance with covenants within twelve months after the date of issuance of the financial statements.

Amendment to IFRS 16 "Leases" on sale and leaseback. Issued in September 2022, this amendment explains how an entity should recognize the rights to use the asset and how the gains or losses arising from the sale and leaseback should be recognized in the financial statements.

Amendments to IAS 7 "Statement of Cash Flows" and IFRS 7 "Financial Instruments: Disclosures" on supplier financing arrangements. Published in May 2023, these amendments require disclosures to improve the transparency of supplier financing arrangements and their effects on a company's liabilities, cash flows and exposure to liquidity risk.

F-32

Amendments to IAS 21 - Lack of Exchangeability. Issued in August 2023, this amendment affects an entity that has a transaction or operation in a foreign currency that is not exchangeable into another currency for a specific purpose at the measurement date. A currency is exchangeable into another currency when it is possible to obtain the other currency (with a normal administrative delay), and the transaction is carried out through a market or exchange mechanism that creates enforceable rights and obligations. This amendment establishes the guidelines to be followed to determine the exchange rate to be used in situations of absence of exchangeability as mentioned above. Early adoption is allowed.

Management estimates that the amendments to IAS 1, IFRS 16, and IAS 7 will have no significant impact on the Group. Management has decided to apply the amendment to IAS 21 as of the date specified in the amendment, which is January 1, 2025. Given the volatility of Argentina's exchange markets and the announcements of amendments, it is currently impossible to estimate the impact of this amendment.

3 – FINANCIAL REPORTING BY SEGMENT

The Company provides financial information by segments according to IFRS 8 “Operating Segments,” which establishes standards for reporting by operating segment and related disclosures for products and services, and geographic areas.

The Company’s Board of Directors and Management measures and assesses performance of operating segments based on the operating income of each of the countries where there are Coca-Cola franchises.

The operating segments are determined based on the presentation of internal reports to the Company´s chief strategic decision-maker. The chief operating decision-maker has been identified as the Company´s Board of Directors who makes the Company’s strategic decisions.

The following operating segments have been determined for strategic decision making based on geographic location:

·
Operation in Chile
Operation in Brazil
Operation in Argentina
Operation in Paraguay
·Operation in Brazil
·Operation in Argentina
·Operation in Paraguay


The four operating segments conduct their businesses through the production and sale of soft drinks and other beverages, as well as packaging materials.

Expenses and revenue associated with the Corporate Officer were assigned to the operation in Chile in the soft drinks segment because Chile is the country that manages and pays the corporate expenses, which would also be substantially incurred, regardless of the existence of subsidiaries abroad.

Total revenues by segment include sales to unrelated customers and inter-segments, as indicated in the consolidated statement of income of the Company.

F-33

A summary of the Company’s operations by segment according to IFRS is as follows:

    

Operation in

Operation in

Operation in

Operation in

Inter-country

Consolidated,

Chile

    

Argentina

    

Brazil

    

Paraguay

    

eliminations

    

total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Net sales

 

1,191,974,011

460,337,955

745,382,614

223,840,649

(3,098,177)

2,618,437,052

Cost of sales

 

(785,163,742)

(234,814,106)

(460,648,667)

(124,798,917)

3,428,177

(1,601,997,255)

Distribution expenses

 

(98,940,612)

(60,925,828)

(55,074,448)

(12,866,291)

(227,807,179)

Administrative expenses

 

(185,062,364)

(98,996,057)

(116,836,812)

(30,400,282)

(431,295,515)

Financial income

 

12,892,543

8,497,135

9,251,681

754,808

31,396,167

Financial costs

 

(31,413,255)

(6,174,445)

(27,700,652)

(65,288,352)

Share of entity in income of associates accounted for using the equity method, total

 

320,225

2,395,944

2,716,169

Income tax expense

 

(27,867,269)

(25,000,923)

(27,122,886)

(6,003,229)

(85,994,307)

Oher income (expenses)

 

(40,422,909)

(20,238,217)

(1,651,128)

(3,343,039)

(65,655,293)

Net income of the segment reported

 

36,316,628

22,685,514

67,995,646

47,183,699

330,000

174,511,487

Depreciation and amortization

 

44,930,478

23,055,893

31,384,619

13,730,334

(330,000)

112,771,324

Current assets

 

537,875,316

86,006,922

276,111,516

81,777,273

981,771,027

Non-current assets

 

818,222,777

192,749,170

651,665,020

277,112,895

1,939,749,862

Segment assets, total

 

1,356,098,093

278,756,092

927,776,536

358,890,168

2,921,520,889

Carrying amount in associates and joint ventures accounted for using the equity method, total

 

49,790,788

42,008,479

91,799,267

 

Segment disbursements in non-monetary assets

98,330,718

24,421,786

50,018,391

19,936,603

192,707,498

Current liabilities

 

256,032,001

107,654,447

284,887,152

44,297,696

692,871,296

Non-current liabilities

 

965,276,582

23,188,614

300,646,803

18,552,180

1,307,664,179

Segment liabilities, total

 

1,221,308,583

130,843,061

585,533,955

62,849,876

2,000,535,475

Cash flows (used in) provided by in Operating Activities

 

196,897,114

32,330,115

118,389,616

19,213,391

366,830,236

Cash flows (used in) provided by Investing Activities

 

(224,464,143)

(24,421,513)

110,533,381

(19,936,603)

(158,288,878)

Cash flows (used in) provided by Financing Activities

 

19,739,413

3,911,735

(209,887,714)

(890,232)

(187,126,798)

F-34

    

Operation in

Operation in

Operation in

Operation in

Inter-country

Consolidated,

For the period ended December 31, 2022

Chile

    

Argentina

    

Brazil

    

Paraguay

    

eliminations

    

total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Net sales

 

1,123,665,196

688,704,911

636,859,882

212,339,131

(4,690,725)

2,656,878,395

Cost of sales

 

(743,226,587)

(367,879,756)

(403,695,516)

(118,590,689)

4,690,725

(1,628,701,823)

Distribution expenses

 

(94,155,809)

(98,238,512)

(48,572,718)

(12,547,637)

(253,514,676)

Administrative expenses

 

(165,139,607)

(133,696,312)

(100,060,355)

(30,621,442)

(429,517,716)

Financial income

 

18,783,930

9,853,565

10,307,344

777,571

39,722,410

Financial costs

 

(28,065,600)

(1,628,221)

(29,854,132)

(59,547,953)

Share of entity in income of associates accounted for using the equity method, total

 

1,743,656

(334,587)

1,409,069

Income tax expense

 

(38,497,541)

(38,651,371)

(21,342,331)

(5,853,395)

(104,344,638)

Oher income (expenses)

 

(83,536,145)

(20,652,710)

10,213,711

51,063

(93,924,081)

Net income of the segment reported

 

(8,428,507)

37,811,594

53,521,298

45,554,602

128,458,987

Depreciation and amortization

 

40,714,017

33,442,921

31,888,435

13,320,058

119,365,431

Current assets

 

564,695,230

141,715,280

383,021,238

72,297,644

1,161,729,392

Non-current assets

 

762,292,569

251,248,261

566,116,288

269,314,097

1,848,971,215

Segment assets, total

 

1,326,987,799

392,963,541

949,137,526

341,611,741

3,010,700,607

Carrying amount in associates and joint ventures accounted for using the equity method, total

53,869,983

38,474,615

92,344,598

 

Segment disbursements of non-monetary assets

 

85,998,605

40,479,269

42,173,211

18,051,094

186,702,179

Current liabilities

 

629,575,497

138,572,190

140,642,493

40,454,954

949,245,134

Non-current liabilities

 

600,735,999

24,584,021

536,281,288

16,451,513

1,178,052,821

Segment liabilities, total

 

1,230,311,496

163,156,211

676,923,781

56,906,467

2,127,297,955

Cash flows (used in) provided by in Operating Activities

 

255,357,664

59,379,474

58,391,224

24,324,062

397,452,424

Cash flows (used in) provided by Investing Activities

 

15,619,565

(40,479,269)

(42,173,211)

(18,135,556)

(85,168,471)

Cash flows (used in) provided by Financing Activities

 

(283,394,600)

(41,768)

(3,064,412)

(462,602)

(286,963,382)

F-35

    

Operation in

    

Operation in

    

Operation in

    

Operation in

    

Inter-country

    

Consolidated,

For the period ended December 31, 2021

Chile

Argentina

Brazil

Paraguay

eliminations

total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Revenue on ordinary activities

 

975,296,052

536,955,468

539,257,423

169,216,180

(3,992,530)

2,216,732,593

Cost of sales

 

(630,862,197)

(296,090,157)

(361,323,450)

(91,109,499)

3,992,530

(1,375,392,773)

Distribution expenses

 

(78,995,679)

(78,019,531)

(33,458,924)

(9,478,239)

(199,952,373)

Administrative expenses

 

(142,762,661)

(110,329,089)

(71,995,712)

(23,862,401)

(348,949,863)

Financial income

 

(2,936,819)

5,011,888

5,327,527

389,273

7,791,869

Financial costs

 

(27,669,541)

(577,941)

(24,744,974)

(52,992,456)

Share of entity in income of associates accounted for using the equity method, total

 

2,799,437

293,665

3,093,102

Income tax expense

 

(15,756,620)

(25,697,558)

82,395

(4,805,537)

(46,177,320)

Oher income (expenses)

 

(29,072,689)

(10,652,582)

(7,834,863)

439,023

(47,121,111)

Net income of the segment reported

 

50,039,283

20,600,498

45,603,087

40,788,800

157,031,668

Depreciation and amortization

 

38,189,190

32,863,821

23,647,789

10,074,503

104,775,303

Current assets

 

626,277,188

117,319,226

183,268,173

64,121,536

990,986,123

Non-current assets

 

739,113,114

216,757,538

720,101,674

279,148,198

1,955,120,524

Segment assets, total

 

1,365,390,302

334,076,764

903,369,847

343,269,734

2,946,106,647

Carrying amount in associates and joint ventures accounted for using the equity method, total

 

52,519,831

38,969,363

91,489,194

Segment disbursements of non-monetary assets

18,636,178

33,789,235

30,171,387

21,381,700

103,978,500

 

Current liabilities

 

283,835,866

101,832,549

109,691,047

34,207,817

529,567,279

Non-current liabilities

 

743,108,008

20,388,886

534,386,761

17,242,154

1,315,125,809

Segment liabilities, total

1,026,943,874

122,221,435

644,077,808

51,449,971

1,844,693,088

 

Cash flows (used in) provided by in Operating Activities

 

181,679,320

55,490,096

36,121,074

31,764,493

305,054,983

Cash flows (used in) provided by Investing Activities

 

(108,283,362)

(33,789,408)

(32,875,359)

(23,304,551)

(198,252,680)

Cash flows (used in) provided by Financing Activities

(111,533,388)

(940,318)

(2,455,073)

(390,735)

(115,319,514)

F-36

4 – CASH AND CASH EQUIVALENTS

The composition of cash and cash equivalents is as follows:

By item

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Cash

 

552,062

203,931

Bank balances

 

119,335,228

108,486,568

Other fixed rate instruments

 

183,796,393

182,991,488

Cash and cash equivalents

 

303,683,683

291,681,987

Other fixed income instruments correspond primarily to investments in short-term instruments with good credit ratings, such as Time Deposits and Mutual Funds, which are highly liquid, with insignificant risk of change in value and easily converted into known amounts of cash. There are no restrictions for significant amounts available to cash.

By currency

    

12.31.2023

    

12.31.2022

    

ThCh$

    

ThCh$

USD

 

9,462,829

14,266,343

EUR

 

437,604

870,613

ARS

 

18,340,987

29,215,288

CLP

 

140,758,085

138,205,025

PYG

 

38,469,449

39,201,097

BRL

 

96,214,729

69,923,621

Cash and cash equivalents

 

303,683,683

291,681,987

5 – OTHER CURRENT AND NON-CURRENT FINANCIAL ASSETS

The composition of other financial assets is as follows:

Balance

    

    

Current

    

Non-current

Other financial assets

    

12.31.2023

    

12.31.2022

    

12.31.2023

    

12.31.2022

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

Financial assets measured at amortized cost (1)

 

66,190,949

 

92,838,315

 

3,027,052

 

3,317,778

Financial assets at fair value (2)

 

1,094,844

 

170,206,554

 

78,988,715

 

75,297,737

Other financial assets (3)

 

 

 

11,300,572

 

16,237,196

Total

 

67,285,793

 

263,044,869

 

93,316,339

 

94,852,711

 

The four operating segments conduct their businesses through the production and sale of soft drinks and other beverages, as well as packaging materials.

Expenses and revenue associated with the Corporate Officer were assigned to the operation in Chile in the soft drinks segment because Chile is the country that manages and pays the corporate expenses, which would also be substantially incurred, regardless of the existence of subsidiaries abroad.

Total revenues by segment include sales to unrelated customers and inter-segments, as indicated in the consolidated statement of income of the Company.


 

A summary of the Company’s operating segments in accordance to IFRS is as follows:

For the period ended December 31, 2020 

Chile

Operation

  Argentina Operation  

Brazil

Operation

  

Paraguay Operation

  

Intercompany Eliminations

  

Consolidated total

 
  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
Softdrinks  407,191,500   260,118,269   317,712,571   126,057,797   (578,764)  1,110,501,373 
Other beverages  237,570,385   49,817,791   262,350,736   31,094,787   (359,666)  580,474,033 
Packaging  -   8,891,560   -   -   (1,585,729)  7,305,831 
Net sales  644,761,885   318,827,620   580,063,307   157,152,584   (2,524,159)  1,698,281,237 
Cost of sales  (392,720,439)  (172,065,726)  (373,444,835)  (86,791,818)  2,524,159   (1,022,498,659)
Distribution expenses  (59,897,972)  (49,112,014)  (34,784,528)  (8,737,504)  -   (152,532,018)
Administrative expenses  (112,306,460)  (69,668,104)  (79,674,089)  (21,990,282)  -   (283,638,935)
Finance income  6,437,945   1,169,193   7,068,396   270,345   -   14,945,879 
Finance expense  (23,938,992)  (729,164)  (30,104,681)  -   -   (54,772,837)
Interest expense, net (1)  (17,501,047)  440,029   (23,036,285)  270,345   -   (39,826,958)
Share of the entity in income of associates  1,248,478   -   980,285   -   -   2,228,763 
Income tax expense  (23,057,195)  (7,668,059)  (20,536,914)  (3,643,231)  -   (54,905,399)
Other income (loss)  (21,231,223)  (6,046,069)  3,064,104   222,477   -   (23,990,711)
Net income of the segment reported  19,296,027   14,707,677   52,631,045   36,482,571   -   123,117,320 
                         
Depreciation and amortization  50,271,626   22,895,329   27,339,714   10,413,848   -   110,920,517 
                         
Current assets  532,713,969   70,215,594   149,709,603   44,658,550   -   797,297,716 
Non-current assets  636,275,547   144,802,176   643,447,811   226,241,150   -   1,650,766,684 
Segment assets, total  1,168,989,516   215,017,770   793,157,414   270,899,700   -   2,448,064,400 
                         
Carrying amount in associates and joint ventures accounted for using the equity method, total  50,628,307   -   37,328,047   -   -   87,956,354 
                         
Segment disbursements of non-monetary assets  41,114,189   15,803,061   17,075,672   11,882,036   -   85,874,958 
                         
Current liabilities  198,669,957   58,904,281   96,144,933   24,337,015   -   378,056,186 
Non-current liabilities  748,105,248   10,717,606   465,225,175   14,399,594   -   1,238,447,623 
Segment liabilities, total  946,775,205   69,621,887   561,370,108   38,736,609   -   1,616,503,809 
                         
Cash flows provided by in Operating Activities  191,911,595   24,603,123   36,409,227   25,845,053   -   278,768,998 
Cash flows (used in) provided by Investing Activities  (178,910,100)  (16,010,950)  (17,075,672)  (11,882,036)  -   (223,878,758)
Cash flows (used in) provided by Financing Activities  117,081,470   (167,606)  (3,443,826)  (429,077)  -   113,040,961 

(1) Financial expenses associated with external financing for the purchase of companies, including capital contributions are presented in this item.


 

For the period ended December 31, 2019 Chile Operation  Argentina Operation  

Brazil

Operation

  Paraguay Operation  Intercompany Eliminations  Consolidated total 
  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
Softdrinks  408,467,731   313,866,082   360,791,744   124,855,857   (366,490)  1,207,614,924 
Other beverages  200,484,390   70,990,286   258,529,540   34,036,153   (450,559)  563,589,810 
Packaging  -   9,779,472   -   -   (1,959,091)  7,820,381 
Net sales  608,952,121   394,635,840   619,321,284   158,892,010   (2,776,140)  1,779,025,115 
Cost of sales  (359,465,664)  (214,447,259)  (384,838,875)  (92,368,109)  2,776,140   (1,048,343,767)
Distribution expenses  (59,076,433)  (56,421,024)  (42,673,570)  (8,825,262)      (166,996,289)
Administrative expenses  (114,250,801)  (89,276,114)  (98,071,441)  (24,305,453)      (325,903,809)
Finance income  1,286,021   1,346,501   42,327,682   195,587   -   45,155,791 
Finance expense  (13,151,176)  999,370   (34,057,214)  0   -   (46,209,020)
Interest expense, net (1)  (11,865,155)  2,345,871   8,270,468   195,587   -   (1,053,229)
Share of the entity in income of associates  381,255   -   (3,796,338)  -   -   (3,415,083)
Income tax expense  (12,838,517)  (6,902,265)  (36,821,377)  (4,604,732)  -   (61,166,891)
Other income (loss)  (15,109,823)  (3,235,926)  21,754,242   (308,315)  -   3,100,178 
Net income of the segment reported  36,726,983   26,699,123   83,144,393   28,675,726   -   175,246,225 
                         
Depreciation and amortization  46,105,063   25,369,034   29,945,887   9,667,300   -   111,087,284 
                         
Current assets  244,504,165   76,354,086   171,349,293   41,266,559   -   533,474,103 
Non-current assets  657,069,423   165,116,212   786,979,234   248,309,451   -   1,857,474,320 
Segment assets, total  901,573,588   241,470,298   958,328,527   289,576,010   -   2,390,948,423 
                         
Carrying amount in associates and joint ventures accounted for using the equity method, total  49,703,673   -   50,163,060   -   -   99,866,733 
                         
Segment disbursements of non-monetary assets  51,542,820   24,343,002   21,343,312   13,454,124   -   110,683,258 
                         
Current liabilities  193,298,799   68,120,885   124,248,587   25,990,081   -   411,658,352 
Non-current liabilities  474,576,722   13,350,651   506,297,573   16,161,177   -   1,010,386,123 
Segment liabilities, total  667,875,521   81,471,536   630,546,160   42,151,258   -   1,422,044,475 
                         
Cash flows provided by in Operating Activities  145,551,360   30,440,761   63,145,540   16,010,813   -   255,148,474 
Cash flows (used in) provided by Investing Activities  (50,706,748)  (24,790,752)  (21,096,376)  (13,454,124)  -   (110,048,000)
Cash flows (used in) provided by Financing Activities  (100,352,068)  (616,475)  (25,654,792)  (489,302)  -   (127,112,637)

(1) Financial expenses associated with external financing for the purchase of companies, including capital contributions are presented in this item.


 

For the period ended December 31, 2018 Chile Operation  Argentina Operation (2)  Brazil Operation  Paraguay Operation  Intercompany Eliminations  Consolidated total 
  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
Softdrinks  390,782,296   330,874,797   326,015,740   118,095,369   (72,170)  1,165,696,032 
Other beverages  180,156,806   75,341,941   214,493,809   31,492,883   -   501,485,439 
Packaging  -   7,343,785   -   -   (1,609,457)  5,734,328 
Net sales  570,939,102   413,560,523   540,509,549   149,588,252   (1,681,627)  1,672,915,799 
Cost of sales  (336,719,937)  (214,647,052)  (329,529,112)  (88,813,300)  1,681,627   (968,027,774)
Distribution expenses  (55,798,363)  (62,899,574)  (38,835,833)  (8,241,714)      (165,775,484)
Administrative expenses  (109,373,432)  (93,149,904)  (88,809,386)  (22,410,131)      (313,742,853)
Finance income  1,686,041   14,750   2,019,489   219,964   -   3,940,244 
Finance expense  (23,713,774)  (192,602)  (31,108,284)  -   -   (55,014,660)
Interest expense, net (1)  (22,027,733)  (177,852)  (29,088,795)  219,964   -   (51,074,416)
Share of the entity in income of associates  298,359   -   1,112,820   -   -   1,411,179 
Income tax expense  (22,000,539)  (18,874,454)  (10,088,988)  (4,600,874)  -   (55,564,855)
Other income (loss)  (11,540,167)  (2,639,386)  (8,399,463)  (111,834)  -   (22,690,850)
Net income of the segment reported  13,777,290   21,172,301   36,870,792   25,630,363   -   97,450,746 
                         
Depreciation and amortization  42,353,664   20,474,446   26,830,835   9,935,501   -   99,594,446 
                         
Current assets  228,108,768   80,908,212   135,259,768   37,309,706   -   481,586,454 
Non-current assets  644,395,166   160,587,931   679,183,347   248,751,791   -   1,732,918,235 
Segment assets, total  872,503,934   241,496,143   814,443,115   286,061,497       2,214,504,689 
                   -     
Carrying amount in associates and joint ventures accounted for using the equity method, total  50,136,065   -   52,274,880   -       102,410,945 
                   -     
Capital expenditures and other  67,709,231   28,702,138   32,536,213   9,684,466   -   138,632,048 
                   -     
Current liabilities  186,831,021   83,013,418   128,146,943   21,870,719   -   419,862,101 
Non-current liabilities  477,319,648   17,066,746   420,218,066   16,323,385   -   930,927,845 
Segment liabilities, total  664,150,669   100,080,164   548,365,009   38,194,104   -   1,350,789,946 
                         
Cash flows provided by in Operating Activities  150,035,425   28,899,457   44,949,860   11,394,620   -   235,279,362 
Cash flows (used in) provided by Investing Activities  (47,164,236)  (28,700,733)  (32,536,213)  (9,684,466)  -   (118,085,648)
Cash flows (used in) provided by Financing Activities  (98,560,576)  (10,644,812)  (5,099,823)  (330,067)  -   (114,635,278)

(1) Financial expenses associated with external financing for the purchase of companies, including capital contributions are presented in this item,

(2) Pursuant the application of IAS 19 in Argentina, assets and liabilities increased by ThCh $ 97,318,892 and ThCh $ 16,093,780, respectively. The effect in the income statement was a net loss of ThCh $ 15,743,592.


tm2038578d1_fpage002 

4 – CASH AND CASH EQUIVALENTS

The composition of Cash and cash equivalents is as follows:

By item 12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Cash  339,628   2,331,714 
Bank balances  82,997,449   51,176,617 
Other fixed rate instruments  226,193,622   104,059,655 
Total cash and cash equivalents  309,530,699   157,567,986 

Time deposits expire in less than three months from their acquisition date and accrue market interest for this type of short-term investment, Other fixed-income instruments mainly correspond to mutual funds with a maturity of less than 90 days, from the date of investment, There are no restrictions for significant amounts available to cash,

By currency 12.31.2020 12.31.2019 
  ThCh$ ThCh$ 
USD  21,332,268  16,733,249 
EUR  223,449  9,722 
ARS  14,821,502  3,830,199 
CLP  201,936,140  78,420,966 
PGY  21,688,915  12,383,873 
BRL  49,528,425  46,189,977 
Cash and cash equivalents  309,530,699  157,567,986 

5 – OTHER CURRENT AND NON-CURRENT FINANCIAL ASSETS

The composition of other financial assets is as follows:

  Balance 
  Current Non-current 
Other financial assets 12.31.2020 12.31.2019 12.31.2020 12.31.2019 
  ThCh$ ThCh$ ThCh$ ThCh$ 
Financial assets measured at amortized cost (1)  140,304,853 30,073  1,216,865 1,216,865 
Financial assets at fair value (2)  - 317,205  150,983,295 98,918,457 
Other financial assets measured at amortized cost (3)  - -  9,813,118 10,648,989 
Total  140,304,853 347,278  162,013,278 110,784,311 

(1)

Financial instrument that does not meet the definition of cash equivalents as defined inpursuant to Note 2.13. CLP 139,449,883 of these financial assets correspond to short-term realizable instruments, managed by third parties.

(2)Market value of hedging instruments. See details in Note 22.

(3) CorrespondCorrespond to the rights in the Argentinean company Alimentos de Soya S.A., manufacturing company of “AdeS” products, and its distribution rights, which are framed in the purchase of the "AdeS"“AdeS” brand managed by The Coca-Cola Company at the end of 2016.


F-37

6 – OTHER CURRENT AND NON-CURRENT NON-FINANCIAL ASSETS

The composition of other non-financial assets is as follows:

    

Balance

Current

    

Non-current

Other non-financial assets

12.31.2023

    

12.31.2022

12.31.2023

    

12.31.2022

ThCh$

ThCh$

ThCh$

ThCh$

Prepaid expenses

 

11,435,334

 

6,059,201

 

1,700,462

 

1,074,940

Tax credit remainder (1)

 

933,282

 

905,826

39,373,807

40,922,425

Judicial deposits

14,649,339

15,723,829

Others (2)

 

6,943,235

 

19,991,973

 

3,688,874

 

1,951,072

Total

 

19,311,851

 

26,957,000

 

59,412,482

 

59,672,266

tm2038578d1_fpage002 

6 – OTHER CURRENT AND NON-CURRENT NON-FINANCIAL ASSETS

The composition of other non-financial assets is as follows:

  Balance 
  Current  Non-current 
Other non-financial assets 12.31.2020  12.31.2019  12.31.2020  12.31.2019 
  ThCh$  ThCh$  ThCh$  ThCh$ 
Prepaid expenses  7,932,770   11,242,456   527,110   595,045 
Tax credit remainder (1)  234,124   180,695   76,262,417   103,540,639 
Guaranty deposit  286   422       - 
Judicial deposits  -   -   11,492,642   19,226,030 
Others (2)  5,207,201   4,765,392   1,960,503   2,274,436 
Total  13,374,381   16,188,965   90,242,672   125,636,150 

(1)In November 2006, Rio de Janeiro Refrescos Ltda. ("RJR"(“RJR”) filed a court order No. 0021799-23.2006.4.02.5101 seeking recognition of the right to exclude ICMS (Tax on Commerce and Services) from the PIS (Program of Social Integration) and COFINS (Contribution for the Financing of Social Security) calculation base, as well as recognition of the right to obtain reimbursement of amounts unduly collected since November 14, 2001, duly restated using the Selic interest rate. On May 20, 2019, the ruling favoring RJR became final, allowing the recovery of amounts overpaid from November 14, 2001 to August 2017. It is worth noting that in September 2017, RJR had already obtained a Security Mandate, which granted it the right to exclude, from that date, the ICMS from the PIS and COFINS calculation base.

The company took steps to assess the total amount of the credit at issue for the period of unduly collection of taxes from November 2001 to August 2017, totaling CLP 103,540 million (BRL 613 million, of which BRL 370 million corresponds to capital and BRL 243 million to interest and monetary restatement. These amounts were recorded as of December 31, 2019. In addition, the company acknowledged the indirect costs (attorneys' fees, consulting, auditing, indirect taxes and other obligations) resulting from the recognition of the right acquired in court, totaling BRL 175 million.

The payment of income tax occurs when liquidating the credit, therefore the respective deferred tax liability recorded was CLP 20,246 million (BRL 148 million). In 2020 already CLP 16,142 million (BRL 118 million) have been offset.

Companhia de Bebidas Ipiranga ("CBI") acquired in September 2013, also filed a court order No. 0014022-71.2000.4.03.6102 in order to recognize the same issue as the one previously described for RJR. In September 2019, the ruling favoring CBI became final, allowing the recovery of the amounts overpaid from September 12, 1989 to December 1, 2013 (date when CBI was incorporated by RJR). CBI's credit will be generated in the name of RJR, however, pursuant to the contractual clause ("Subscription Agreement for Shares and Exhibits"), as soon as collected by RJR, this payment should be immediately paid to former CBI shareholders (supervention favoring former CBI shareholders). Based on supporting documents found, for the August 1993-November 2013 period, the amount of credits related to this process have been calculated and totaled CLP 22,162 million (BRL 162 million, of which BRL 80 million corresponds to capital and BRL 82 million correspond to interest and monetary restatement), from this amount, CLP 958 million (BRL 7 million) must be deducted from indirect taxes, thus generating an account payable to former shareholders for CLP 21,204 million (BRL 155 billion) and a government receivables related to credits for that same amount. It is worth mentioning that for the September 1989-July 1993 period, the Company did not account the credit due to the lack of supporting documents.

In addition, RJR has an associate called Sorocaba Refrescos SA ("Sorocaba"), where it has a 40% shareholding in the capital, which also filed a court order seeking recognition of the right to the same issue as RJR's action. On June 13, 2019, the ruling favoring Sorocaba became final, allowing the recovery of the amounts overpaid from July 5, 1992 until the date on which the decision became final. As of December 31, 2020, the impacts were recognized in RJR's result from its ownership in Sorocaba, totaling CLP 6,703 million (BRL 49 million, of which BRL 28 million correspond to capital and BRL 21 million correspond to interest and monetary restatement). In addition, the company recognized indirect costs (attorneys' fees, consulting, auditing, indirect taxes, and other obligations) resulting from the recognition of the right acquired in court, totaling CLP 1,368 million (BRL 10 million)

The company took steps to assess the total amount of the credit at issue for the period of unduly collection of taxes from November 2001 to August 2017, totaling approximately CLP 100,550 million (CLP 92,783 million at December 2021) (BRL 613 million, of which BRL 370 million corresponds to capital and BRL 243 million to interest and monetary restatement. These amounts were recorded as of December 31, 2019 and recovered as of December 31, 2021.

Companhia de Bebidas Ipiranga, acquired in September 2013, also filed a court order n. 0005018-15.2002.4.03.6110 to recognize the same issue as the one previously descibed for RJR. On September 12, 2019, the ruling favoring Ipiranga became final, allowing the recovery of the amounts overpaid from September 12, 1990 to December 12, 2013 (date on which Ipiranga was acquired by RJR). The Ipiranga credit will be generated in the name of RJR, however pursuant to a contractual clause (“Subscription Agreement for Shares and Exhibits”), which requireds RJR to transfer any gain resulting from this action to the former shareholders of Ipiranga. The Company performed procedures to assess the total amount of the credit in question for the tax period expired, totaling BRL 162,588, of which BRL 80,177 correspond to principal and BRL 82,411 correspond to interest and monetary restatement. These amounts were recorded in the year ended December 31, 2020. The payment of income tax is made at the time of liquidation of the credit, with which the respective deferred tax liability of BRL 55,280 was recorded. The value of PIS and Cofins recorded was BRL 7,623 thousand. At the closing of these financial statements the value to be transferred to the former shareholders of Ipiranga is CLP 30,830,785 or BRL 170,176 (CLP 27,309,519 at December 31, 2022 or BRL 166,491). The liability is recorded in other non-financial liabilities (Note 18).

Income tax payment occurs upon credit settlement, with that the respective deferred tax liability recorded was CLP 1,778 million (BRL 13 million). In 2020, CLP 684 million (BRL 5 million) of the total credit obtained by Sorocaba have already been offset.

(2)Other non-financial assets are mainly composed of advances to suppliers.


tm2038578d1_fpage002 

7 – TRADE AND OTHER RECEIVABLES

The composition of trade and other receivables is as follows:

  Balance 
  Current Non-current 
Trade debtors and other accounts receivable, Net 12.31.2020 12.31.2019 12.31.2020 12.31.2019 
  ThCh$ ThCh$ ThCh$ ThCh$ 
Trade debtors  151,017,754 150,509,528 40,432 - 
Other debtors  41,688,151 39,620,246 32,219 466,007 
Other accounts receivable  1,315,348 947,814 1,211 57,762 
Total  194,021,253 191,077,588 73,862 523,769 

  Balance 
  Current Non-current 
Trade debtors and other accounts receivable, Gross 12.31.2020 12.31.2019 12.31.2020 12.31.2019 
  ThCh$ ThCh$ ThCh$ ThCh$ 
Trade debtors 154,591,684 153,654,549 40,432 - 
Other debtors 44,691,925 42,719,679 32,219 466,007 
Other accounts receivable 1,533,307 1,196,347 1,211 57,762 
Total 200,816,916 197,570,575 73,862 523,769 

F-38

7 – TRADE ACCOUNTS AND OTHER ACCOUNTS RECEIVABLE

The composition of trade and other receivables is as follows:

Current

Non-current

Trade debtors and other accounts receivable, Net

     

12.31.2023

     

12.31.2022

     

12.31.2023

     

12.31.2022

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

Trade debtors

 

251,169,538

 

238,146,331

 

94,190

 

56,781

Other debtors

 

41,973,516

 

39,798,245

 

277,077

 

483,139

Other accounts receivable

 

5,749,110

 

1,825,710

 

134

 

Total

 

298,892,164

 

279,770,286

 

371,401

 

539,920

    

Current

    

Non-current

Trade debtors and other accounts receivable, Gross

     

12.31.2023

     

12.31.2022

     

12.31.2023

     

12.31.2022

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

Trade debtors

 

255,616,735

 

242,638,974

 

94,190

 

56,781

Other debtors

 

42,135,933

 

40,206,431

 

277,077

 

483,139

Other accounts receivable

 

5,834,787

 

1,921,211

 

134

 

Total

 

303,587,455

 

284,766,616

 

371,401

 

539,920

The stratification of the portfolio for current and non-current trade accounts receivable, without impairment impact, is as follows:

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Less than one month

 

239,907,074

 

229,587,868

Between one and three months

 

7,467,587

 

4,577,833

Between three and six months

 

1,276,211

 

2,418,252

Between six and eight months

 

5,142,341

 

5,392,862

Older than eight months

1,917,712

718,940

Total

 

255,710,925

 

242,695,755

The Company has approximately 292,153 clients, which may have balances in the different sections of the stratification. The number of clients is distributed geographically with 70,000 in Chile, 84,153 in Brazil, 67,580 in Argentina and 70,420 in Paraguay.

The provision for expected credit losses associated with each tranche of the portfolio for current and non-current trade receivables is as follows:

12.31.2023

Impairment

Credit amount

provision

Percentage

ThCh$

ThCh$

%

 

Less than one month

 

239,907,074

 

(700,137)

 

0.16

%

Between one and three months

 

7,467,587

 

(294,510)

 

10.88

%

Between three and six months

 

1,276,211

 

(138,648)

 

21.60

%

Between six and eight months

 

5,142,341

 

(2,397,365)

 

68.09

%

Older than eight months

 

1,917,712

 

(916,537)

 

40.99

%

Total

 

255,710,925

 

(4,447,197)

 

  

F-39

12.31.2022

 

    

    

Impairment

    

 

Credit amount

 provision

Percentage

 

ThCh$

ThCh$

%

 

Less than one month

 

229,587,868

 

(701,701)

 

0.31

%

Between one and three months

 

4,577,833

 

(431,630)

 

9.43

%

Between three and six months

 

2,418,252

 

(786,856)

 

32.54

%

Between six and eight months

 

5,392,862

 

(2,402,146)

 

44.54

%

Older than eight months

 

718,940

 

(170,310)

 

23.69

%

Total

 

242,695,755

 

(4,492,643)

 

  

The movement in the allowance for expected credit losses is presented below:

12.31.2023

    

12.31.2022

    

12.31.2021

ThCh$

ThCh$

ThCh$

Opening balance

4,492,643

 

4,711,371

 

6,795,663

Increase (decrease)

1,319,216

 

(150,671)

 

1,697,887

Provision reversal

(1,110,743)

 

(654,381)

 

(3,832,220)

Increase (decrease) for changes of foreign currency

(253,919)

 

586,324

 

50,041

Sub – total movements

(45,446)

 

(218,728)

 

(2,084,292)

Ending balance

4,447,197

 

4,492,643

 

4,711,371

The provision for expected credit losses is recorded as an administrative expense in the statements of income by function.

8 – INVENTORIES

The composition of inventories is detailed as follows:

Details

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Raw materials (1)

 

90,992,931

 

104,833,902

Finished goods

 

115,591,443

 

114,164,680

Spare parts and supplies

 

26,527,656

 

27,109,494

Work in progress

 

194,686

 

216,164

Other inventories

 

6,012,077

 

4,020,372

Obsolescence provision (2)

 

(6,265,633)

 

(4,457,956)

Total

 

233,053,160

 

245,886,656

The cost of inventory recognized as cost of sales amounts to CLP 1,346,516,486 thousand and CLP 1,388,536,599 thousand as of December 31, 2023 and 2022, respectively.

(1)Approximately 80% is composed of concentrate and sweeteners used in the preparation of beverages, as well as caps and PET supplies used in the packaging of the portfolioproduct.
(2)The obsolescence provision is related mainly with the obsolescence of spare parts classified as follows:

  Balance 
Current trade debtors without impairment impact 12.31.2020
ThCh$
 12.31.2019
ThCh$
 
Less than one month  147,177,119  148,150,717 
Between one and three months  2,230,594  1,872,144 
Between three and six months  1,708,015  838,277 
Between six and eight months  509,855  482,596 
Older than eight months  3,006,533  2,310,815 
Total  154,632,116  153,654,549 

inventories and to a lesser extent to finished products and raw materials. The Company has approximately 283,500 clients, which may have balancesgeneral standard is to provision all those multi-functional spare parts without utility in rotation in the different sectionslast four years prior to the technical analysis technical to adjust the provision. In the case of raw materials and finished products, the stratification. The numberobsolescence provision is determined according to maturity.

F-40

9 – TAX ASSETS AND LIABILITIES

The composition of current tax accounts receivable is the following:

Tax assets

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Monthly provisional payments

 

4,691,320

 

25,428,344

Tax credits

 

32,125,597

 

6,640,888

Recoverable taxes from prior years

27,247

473,424

Surplus Tax Credit

6,265,971

6,387,530

Other Recoverable Taxes

272,923

396,241

Total

 

43,383,058

 

39,326,427

The composition of current tax accounts payable is the following:

Current

Tax liabilities

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Income tax expense

 

13,411,621

 

14,615,447

Tax credit

Others

Total

 

13,411,621

 

14,615,447

10 – INCOME TAX EXPENSE AND DEFERRED TAXES

10.1        Income tax expense

The current and deferred income tax expenses are detailed as follows:

Details

    

12.31.2023

    

12.31.2022

    

12.31.2021

ThCh$

ThCh$

ThCh$

Current income tax expense

 

(58,334,583)

(63,245,293)

(45,614,890)

Current tax adjustment previous period

 

(152,481)

311,931

2,284,477

Foreign dividends tax withholding expense

 

(11,803,842)

(11,129,734)

(2,877,817)

Other current tax expense (income)

 

(688,765)

114,130

Current income tax expense

 

(70,979,671)

(74,063,096)

(46,094,100)

Expense (income) for the creation and reversal of temporary differences of deferred tax and others

 

(15,014,636)

(30,281,542)

(83,220)

Expense (income) for deferred taxes

 

(15,014,636)

(30,281,542)

(83,220)

Total income tax expense

 

(85,994,307)

(104,344,638)

(46,177,320)

The distribution of national and foreign tax expenditure is as follows:

Income taxes

    

12.31.2023

    

12.31.2022

    

12.31.2021

ThCh$

ThCh$

ThCh$

Current taxes

 

  

 

  

Foreign

 

(44,507,433)

(61,250,403)

(37,363,624)

National

 

(26,472,238)

(12,812,693)

(8,730,476)

Current tax expense

 

(70,979,671)

(74,063,096)

(46,094,100)

Deferred taxes

 

Foreign

 

(13,619,606)

(4,596,695)

6,942,925

National

 

(1,395,030)

(25,684,847)

(7,026,145)

Deferred tax expense

 

(15,014,636)

(30,281,542)

(83,220)

Income tax expense

 

(85,994,307)

(104,344,638)

(46,177,320)

F-41

The reconciliation of the tax expense using the statutory rate with the tax expense using the effective rate is as follows:

Reconciliation of effective rate

    

12.31.2023

    

12.31.2022

  

12.31.2021

 

ThCh$

ThCh$

ThCh$

 

Net income before taxes

 

260,505,794

232,803,625

203,208,988

Tax expense at legal rate (27.0%)

 

(70,336,564)

(62,856,979)

(54,866,427)

Effect of tax rate in other jurisdictions

 

(854,686)

(2,820,546)

860,745

Permanent differences:

 

 

 

Foreign dividend tax withholding expense and other non-taxable income

 

(15,253,682)

(11,536,654)

(10,868,055)

Non-deductible expenses

 

(2,585,111)

(3,622,958)

(2,935,310)

Tax effect on excess tax provision in previous periods

(188,988)

(81,258)

13,250,594

Tax effect of price-level restatement for Chilean companies

(9,929,818)

(33,196,408)

(15,794,098)

Subsidiaries tax withholding expense and other legal tax debits and credits

 

13,154,542

9,770,165

24,175,231

Adjustments to tax expense

 

(14,803,057)

(38,667,113)

7,828,362

Tax expense at effective rate

 

(85,994,307)

(104,344,638)

(46,177,320)

Effective rate

 

33.0

%  

44.8

%  

22.7

%

The applicable income tax rates in each of the jurisdictions where the Company operates are the following:

Rates

 

Country

    

2023

    

2022

    

2021

 

Chile

 

27.00

%  

27.00

%  

27.00

%

Brazil

 

34.00

%  

34.00

%  

34.00

%

Argentina

 

35.00

%  

35.00

%  

35.00

%

Paraguay

 

10.00

%  

10.00

%  

10.00

%

F-42

10.2        Deferred taxes

The net cumulative balances of temporary differences resulted in deferred tax assets and liabilities, which are detailed as follows:

12.31.2023

12.31.2022

Temporary differences

    

Assets

    

Liabilities

    

Assets

    

Liabilities

ThCh$

ThCh$

ThCh$

ThCh$

Property, plant and equipment

 

5,970,424

(54,058,525)

 

5,351,293

(58,230,728)

Obsolescence provision

 

2,231,501

 

1,871,168

ICMS exclusion credit

 

3,241,530

 

2,686,693

Employee benefits

 

8,212,311

(14,382)

 

5,033,868

(3,348)

Provision for severance indemnity

 

2,546,033

(94,659)

 

2,789,893

(42,264)

Tax loss carry forwards (1)

2,142,747

 

5,569,124

Tax goodwill Brazil (2)

 

(15,782,005)

 

(9,081,512)

Contingency provision

 

27,144,927

 

27,145,591

Foreign Exchange differences (3)

 

4,640,723

 

11,478,538

Allowance for doubtful accounts

799,274

803,608

Coca-Cola incentives (Argentina)

 

 

633,919

Assets and liabilities for placement of bonds

 

(561,994)

 

(610,594)

Financial expense

(2,363,384)

(1,894,010)

Lease liabilities

 

3,665,695

 

1,874,166

Inventories

 

1,706,518

 

1,312,833

Distribution rights (4)

 

(161,155,669)

 

(154,669,995)

Prepaid income

4,481,352

5,339,265

(8,287)

Spare parts

 

(4,816,189)

 

(4,142,782)

Intangibles

77,752

(5,497,812)

 

69,395

(7,388,202)

Others

4,301,875

(2,965,088)

 

5,282,818

(4,520,673)

Subtotal

 

71,162,662

 

(247,309,707)

77,242,172

(240,592,395)

Offsetting of deferred tax assets/(liabilities)

(66,839,488)

66,839,488

(74,813,839)

74,813,839

Total assets and liabilities net

 

4,323,174

 

(180,470,219)

2,428,333

(165,778,556)

(1)Tax losses mainly associated with entities in Chile. Tax losses have no expiration date in Chile.
(2)Difference for tax amortization of clients is distributed geographically with 66,100Goodwill in Chile, 89,900Brazil.
(3)Corresponds to deferred taxes for exchange rate differences generated on the translation of debts expressed in Brazil, 69,600 in Argentina and 58,000 in Paraguay.

The movementforeign currency in the allowancesubsidiary Rio de Janeiro Refrescos Ltda., that for expected credit losses is presented below:

  12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Opening balance  6,492,987   6,298,208 
Increase (decrease)  2,321,958   1,762,246 
Provision reversal  (1,595,521)  (1,184,953)
Increases (decrease) for changes of foreign currency  (423,761)  (382,514)
Sub – total movements  302,676   194,779 
Ending balance  6,795,663   6,492,987 


tm2038578d1_fpage002 

8 – INVENTORIES

The composition of inventories is detailed as follows:

Details 12.31.2020 12.31.2019 
  ThCh$ ThCh$ 
Raw materials (1)  80,902,721  93,524,911 
Finished goods  27,556,884  32,337,670 
Spare parts and supplies  19,592,377  20,769,626 
Work in progress  76,577  567,973 
Other inventories  3,101,016  3,625,488 
Obsolescence provision (2)  (3,256,925) (3,184,444)
Total  127,972,650  147,641,224 

The cost of inventorytax purposes are recognized as cost of sales amounts to CLP 1,022,498,659 thousand and CLP 1,048,343,767 thousand as of December 31, 2020 and 2019, respectively.

(1)Approximately 80% is composed of concentrate and sweeteners used in the preparation of beverages, as well as caps and PET supplies used in the packaging of the product.when paid.

(2)The obsolescence provision is related mainly with the obsolescence of spare parts classified as inventories and to a lesser extent to finished products and raw materials. The general standard is to provision all those multi-functional spare parts without utility in rotation in the last four years prior to the technical analysis technical to adjust the provision. In the case of raw materials and finished products, the obsolescence provision is determined according to maturity.

9 – TAX ASSETS AND LIABILITIES

The composition of current tax accounts receivable is the following:

Tax assets 12-31.2020 12-31.2019 
  ThCh$ ThCh$ 
Tax credits (1)  218,472  9,815,294 
Total  218,472  9,815,294 

(1) Tax credits correspond to income tax credits on training expenses, purchase of Property, plant and equipment, and donations.

The composition of current tax accounts payable is the following:

  Current Non-Current 
Tax liabilities 12.31.2020 12.31.2019 12.31.2018 12.31.2020 12.31.2019 12.31.2018 
   ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ 
Income tax expense  8,828,599 6,762,267 9,338,612 20,957 - - 
Total  8,828,599 6,762,267 9,338,612 20,957 - - 


tm2038578d1_fpage002 

10 – INCOME TAX EXPENSE AND DEFERRED TAXES

10.1 Income tax expense

The current and deferred income tax expenses are detailed as follows:

Details 12.31.2020  12.31.2019  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Current income tax expense  55,522,189   35,439,707   38,313,980 
Current tax adjustment previous period  (735,907)  713,992   312,403 
Foreign dividends tax withholding expense  6,987,142   4,534,145   7,364,213 
Other current tax expense (income)  (47,569)  (425,958)  474,105 
Current income tax expense  61,725,855   40,261,886   46,464,701 
Expense (income) for the creation and reversal of temporary differences of deferred tax and others  (6,820,456)  20,905,005   9,100,154 
Expense (income) for deferred taxes  (6,820,456)  20,905,005   9,100,154 
Total income tax expense  54,905,399   61,166,891   55,564,855 

The distribution of national and foreign tax expenditure is as follows:

Income taxes 12.31.2019  12.31.2018  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Current taxes            
Foreign  (39,128,690)  (24,315,576)  (24,442,984)
National  (22,597,165)  (15,946,310)  (22,021,717)
Current tax expense  (61,725,855)  (40,261,886)  (46,464,701)
Deferred taxes            
Foreign  7,280,487   (24,012,798)  (9,121,332)
National  (460,031)  3,107,793   21,178 
Deferred tax expense  6,820,456   (20,905,005)  (9,100,154)
Income tax expense  (54,905,399)  (61,166,891)  (55,564,855)


 

The reconciliation of the tax expense using the statutory rate with the tax expense using the effective rate is as follows:

Reconciliation of effective rate 12.31.2020  12.31.2019  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Net income before taxes  178,022,719   236,413,116   153,015,601 
Tax expense at legal rate (27.0%)  (48,066,134)  (63,831,541)  (41,314,212)
Effect of a different tax rate in other jurisdictions  1,032,950   (3,471,705)  967,671 
Permanent differences:            
Non-taxable revenues  (2,417,582)  9,507,807   12,522,541 
Non-deductible expenses  (6,007,898)  (4,664,045)  (11,141,237)
Reversal of tax provision  113,747   (3,316,278)  (295,632)
Effect of monetary tax restatement Chilean companies  (5,936,464)  5,199,589   2,566,163 
Foreign subsidiaries tax withholding expense and other legal tax debits and credits  6,375,982   (590,718)  (18,870,149)
Adjustments to tax expense  (7,872,215)  6,136,355   (15,218,314)
Tax expense at effective rate  (54,905,399)  (61,166,891)  (55,564,855)
Effective rate  30.8%  25.9%  36.3%

The applicable income tax rates in each of the jurisdictions where the Company operates are the following:

   Rate 
Country  2020  2019  2018 
Chile   27.0%  27.0%  27.0%
Brazil   34.0%  34.0%  34.0%
Argentina   30.0%  30.0%  30.0%
Paraguay   10.0%  10.0%  10.0%


 

10.2Deferred income taxes

The net cumulative balances of temporary differences that give rise to deferred tax assets and liabilities are detailed as follows:

  12.31.2020  12.31.2019 
Temporary differences Assets  Liabilities  Assets  Liabilities 
  CLP (000’s)  CLP (000’s)  CLP (000’s)  CLP (000’s) 
Property, plant and equipment  5,421,466   39,544,960   5,445,810   51,414,971 
Obsolescence provision  1,340,235   -   1,588,563   - 
ICMS exclusion credit  -   17,679,221   -   25,651,794 
Employee benefits  4,475,497   18,300   5,418,561   12,157 
Post-employment benefits  150,027   101,339   148,853   787,576 
Tax loss carry forwards (1)  6,423,820   -   7,607,813   - 
Tax goodwill Brazil  2,080,987   -   10,341,033   - 
Contingency provision  24,103,234   -   34,109,458   - 
Foreign Exchange differences (2)  8,116,713   -   9,284,450   - 
Allowance for doubtful accounts  915,562   -   756,895   - 
Assets and liabilities for placement of bonds  378,901   2,377,870   390,163   1,187,649 
Lease liabilities  1,528,990   -   2,242,439   - 
Inventories  469,416   -   447,192   - 
Distribution rights  -   144,151,661   -   163,107,412 
Hedging derivatives  -   -   -   - 
Others  3,785,655   7,060,830   -   3,705,078 
Subtotal  59,190,503   210,934,181   77,781,230   245,866,637 
Total assets and liabilities net  1,925,869   153,669,547   1,364,340   169,449,747 

(1)Tax losses mainly associated with the subsidiary Embotelladora Andina Chile S.A. Tax losses have no expiration date in Chile

(2)Corresponds to differed taxes for exchange rate differences generated on the translation of debt expressed in foreign currency in the subsidiary Rio de Janeiro Refrescos Ltda. and which for tax purposes are recognized in Brazil then incurred.

The movement in deferred income tax accounts is as follows:

Movement 12.31.2020  12.31.2019  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Opening Balance  168,085,407   145,245,948   121,991,585 
Increase (decrease) in deferred tax  4,411,619   20,905,005   11,303,016 
Increase (decrease) due to foreign currency translation (*)  (20,753,348)  1,934,454   11,951,347 
Total movements  (16,341,729)  22,839,459   23,254,363 
Ending balance  151,743,678   168,085,407   145,245,948 

(*) Includes IAS 29 effect, due to inflation in Argentina


 

11 – PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are detailed below at the end of each period:

Property, plant and equipment, gross 12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Construction in progress  34,194,083   27,290,581 
Land  94,321,726   104,196,754 
Buildings  266,921,167   299,282,674 
Plant and equipment  515,395,328   571,154,695 
Information technology equipment  24,323,557   23,912,963 
Fixed installations and accessories  45,558,495   46,062,659 
Vehicles  45,808,748   55,128,493 
Leasehold improvements  203,164   214,886 
Rights of use (1)  56,726,206   40,498,400 
Other properties, plant and equipment (2)  314,602,940   452,600,945 
Total Property, plant and equipment, gross  1,398,055,414   1,620,343,050 

Accumulated depreciation of Property, plant and equipment

 12.31.2020  

 

12.31.2019

 
  ThCh$  ThCh$ 
Buildings  (86,004,289)  (87,308,899)
Plant and equipment  (369,605,125)  (385,801,471)
Information technology equipment  (19,445,250)  (18,911,118)
Fixed installations and accessories  (27,910,603)  (26,219,378)
Vehicles  (29,397,964)  (33,167,346)
Leasehold improvements  (144,022)  (144,865)
Rights of use (1)  (35,388,929)  (8,254,568)
Other properties, plant and equipment (2)  (224,582,687)  (337,816,542)
Total accumulated depreciation  (792,478,869)  (897,624,187)
         
Total Property, plant and equipment, net  605,576,545   722,718,863 

(1) For adoption of IFRS 16,
(4)Distribution rights arising from business combinations. See details of underlying assets in Note 11,1

(2) 15.

Deferred tax account movements are as follows:

Movement

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Opening balance

 

(163,350,223)

(166,596,100)

Increase (decrease) in deferred tax

 

(31,400,047)

8,090,171

Increase (decrease) due to foreign currency translation(*)

 

18,603,225

(4,844,294)

Total movements

 

(12,796,822)

3,245,877

Ending balance

 

(176,147,045)

(163,350,223)

(*)    Includes IAS 29 effects due to inflation in Argentina

F-43

11 – PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment at the close of each period is detailed as follows:

Property, plant and equipment, gross

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Construction in progress

 

96,126,388

 

49,169,567

Land

 

115,737,432

 

104,906,878

Buildings

 

356,340,587

 

337,689,681

Plant and equipment

 

709,047,901

 

693,153,093

Information technology equipment

 

35,069,078

 

34,992,575

Fixed installations and accessories

 

43,914,423

 

69,798,556

Vehicles

 

81,294,395

 

75,759,020

Leasehold improvements

 

420,586

 

362,243

Rights of use

100,265,151

73,946,435

Other properties, plant and equipment (1)

 

425,204,655

 

448,561,681

Total Property, plant and equipment, gross

 

1,963,420,596

 

1,888,339,729

Accumulated depreciation of Property, plant and equipment

    

12.31.2023

    

12.31.2022

 

ThCh$

 

ThCh$

Buildings

 

(130,708,389)

 

(117,237,092)

Plant and equipment

 

(494,072,229)

 

(499,070,234)

Information technology equipment

 

(25,646,570)

 

(27,257,028)

Fixed installations and accessories

 

(28,383,356)

 

(44,057,493)

Vehicles

 

(48,042,781)

 

(44,600,066)

Leasehold improvements

 

(351,552)

 

(282,057)

Rights of use

 

(66,973,796)

 

(53,350,442)

Other properties, plant and equipment (1)

 

(296,853,112)

 

(304,264,058)

Total accumulated depreciation

 

(1,091,031,785)

 

(1,090,118,470)

Total Property, plant and equipment, net

872,388,811

798,221,259

(1)The net balance of each of these categories is presented below:

Other Property, plant and equipment, net 12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Bottles  30,275,255   44,071,742 
Marketing and promotional assets  44,106,959   57,442,154 
Other Property, plant and equipment  15,638,039   13,270,507 
Total  90,020,253   114,784,403 


 

11.1Movements

Other Property, plant and equipment, net

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Bottles

 

43,683,655

46,351,209

Marketing and promotional assets (market assets)

 

72,164,433

70,149,875

Other Property, plant and equipment

 

12,503,455

27,796,539

Total

 

128,351,543

144,297,623

F-44

11.1     Movements

Movements in Property, plant and equipment are detailed as follows:

Fixed

  

  

  

  

  

  

facilities

  

    

  

  

  

  

    

    

IT

and

Leasehold

Property, plant

    

Construction in

    

    

Plant and

equipment

    

accessories,

    

    

improvements,

    

    

Rights-of-use,

    

and equipment,

progress

Land

Buildings, net

equipment, net

net

net

Vehicles, net

net

Others

net (1)

net

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$ 

ThCh$

Opening balance at 01.01.2023

 

49,169,567

104,906,878

220,452,589

194,082,859

7,735,547

25,741,063

31,158,954

80,186

144,297,623

20,595,993

798,221,259

Additions

 

100,905,107

11,316,009

1,266,472

37,341,985

1,081,074

6,248

3,804,000

22,935

41,756,709

197,500,539

Right-of use additions

25,119,021

25,119,021

Disposals

 

(6,707)

(292,766)

(1,365)

(42,333)

(1,431,798)

(174,444)

(1,949,413)

Transfers between items of Property, plant and equipment

 

(57,285,699)

9,985,619

21,285,201

2,279,728

2,148,709

2,511,373

18,399,131

675,938

Right-of-use transfers

Depreciation expense

 

(9,175,999)

(29,999,476)

(3,048,237)

(1,903,192)

(5,692,021)

(46,176)

(46,855,960)

(96,721,061)

Amortization

(11,005,033)

(11,005,033)

Increase (decrease) due to foreign currency translation differences

 

95,202

(485,959)

(4,295,531)

(2,173,388)

311,883

(3,243,921)

898,032

4,474

(16,326,501)

56,926

(25,158,783)

Other increase (decrease) (2)

 

3,242,211

504

7,405,755

(5,268,743)

1,063,878

(7,217,840)

613,609

7,615

(11,487,661)

(1,977,046)

(13,617,718)

Total movements

 

46,956,821

10,830,554

5,179,609

20,892,813

1,686,961

(10,209,996)

2,092,660

(11,152)

(15,946,080)

12,695,362

74,167,552

Ending balance al 12.31.2023

 

96,126,388

115,737,432

225,632,198

214,975,672

9,422,508

15,531,067

33,251,614

69,034

128,351,543

33,291,355

872,388,811

(1)Right of use assets is composed as follows:

  Construction in progress  Land  Buildings, net  Plant and equipment, net  IT equipment net  Fixed facilities and accessories, net  Vehicles, net  Leasehold improvements, net  Others  Rights-of-use  Property, plant & equipment, net 
   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$    ThCh$ 
Opening balance at January 1, 2020  27,290,581   104,196,754   211,973,775   185,353,224   5,001,845   19,843,281   21,961,147   70,021   114,784,403   32,243,832   722,718,863 
Additions  37,726,227   -   1,520,363   8,963,015   809,348   (1,313)  1,323,740   -   30,536,408   -   80,877,788 
Right-of use additions (1)  -   -   -   -   -   -   -   -   -   1,775,457   1,775,457 
Disposals  -   -   (164,113)  (2,485,145)  (2,426)  -   (22,823)  -   (6,046,468)  (87,043)  (8,808,018)
Transfers between items of Property, plant and equipment  (23,336,382)  -   2,177,344   8,858,066   1,151,754   1,175,520   906,624   50,356   9,016,718   -   - 
Right-of-use transfers  -   -   -   -   -   -   -   -   -   -   - 
Depreciation expense  -   -   (7,240,230)  (33,465,104)  (2,058,555)  (2,803,621)  (4,963,835)  (44,630)  (48,830,152)      (99,406,127)
Amortization  -   -   -   -   -   -   -   -   -   (7,851,901)  (7,851,901)
Increase (decrease) due to foreign currency translation differences  (3,086,288)  (9,936,257)  (29,231,570)  (19,859,576)  (829,268)  (628,317)  (3,124,155)  (16,605)  (11,400,730)  (4,728,542)  (82,841,308)
Other increase (decrease) (2)  (4,400,055)  61,229   1,881,309   (1,574,277)  805,609   62,342   330,086   -   1,960,074   (14,526)  (888,209)
Total movements  6,903,502   (9,875,028)  (31,056,897)  (39,563,021)  (123,538)  (2,195,389)  (5,550,363)  (10,879)  (24,764,150)  (10,906,555)  (117,142,318)
Ending balance at December 31, 2020  34,194,083   94,321,726   180,916,878   145,790,203   4,878,307   17,647,892   16,410,784   59,142   90,020,253   21,337,277   605,576,545 

    

    

Accumulated 

    

Right-of-use

Gross asset

depreciation

Net asset

 

ThCh$

 

ThCh$

 

ThCh$

Constructions and buildings

 

16,246,384

 

(6,883,481)

 

9,362,903

Plant and Equipment

 

52,431,352

 

(35,679,624)

 

16,751,728

IT equipment

 

1,155,261

 

(1,030,250)

 

125,011

Motor vehicles

 

22,051,973

 

(15,132,557)

 

6,919,416

Others

 

8,380,181

 

(8,247,884)

 

132,297

Total

 

100,265,151

 

(66,973,796)

 

33,291,355

Lease liabilities interest expenses at the closing of the period reached ThCh$ 2,616,945

F-45

(1)Right of use assets is composed as follows:

Right-of-use Gross asset  Accumulated depreciation  Net asset 
  ThCh$  ThCh$  ThCh$ 
Constructions and buildings  2,740,852   (1,326,250)  1,414,602 
Plant and Equipment  37,671,980   (19,802,307)  17,869,673 
IT Equipment  451,313   (449,249)  2,064 
Motor vehicles  7,298,422   (5,966,204)  1,332,218 
Others  8,563,639   (7,844,919)  718,720 
Total  56,726,206   (35,388,929)  21,337,277 

Lease liabilities interest expenses at the closing of the period reached CLP 2,047,387 thousand

(2)Corresponds mainly to the effect of adopting IAS 29 in Argentina


 

  Construction in progress  Land  Buildings, net  Plant and equipment, net  IT equipment net  Fixed facilities and accessories, net  Vehicles, net  Leasehold improvements, net  Others  Rights-of-use  Property, plant & equipment, net 
  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
Opening balance at January 1, 2019  26,048,670   100,479,196   214,160,351   207,403,985   5,184,721   21,057,169   21,798,601   32,177   114,606,098   -   710,770,968 
Additions  49,134,461   -   749,800   11,582,259   675,974   7,271   (342,001)  1,309   32,640,210   -   94,449,283 
Right-of use additions (3)  -   -   -   -   -   -   -   -   -   21,721,728   21,721,728 
Disposals  (8,761)  -   (5,902)  (352,204)  (977)  (8,911)  (52,095)  (155)  (1,135,304)  -   (1,564,309)
Transfers between items of Property, plant and equipment  (48,358,902)  2,268,316   430,971   20,735,065   1,019,048   1,379,012   7,650,847   65,250   14,810,393   -   - 
Right-of-use transfers  (25,991)  -   (266,007)  (13,788,120)  (23,712)  -   (1,181,465)  -   (2,520,405)  17,805,700   - 
Depreciation expense  -   -   (7,681,481)  (37,572,910)  (1,949,851)  (2,977,512)  (6,267,039)  (30,737)  (42,410,016)      (98,889,546)
Amortization (2)  -   -   -   -   -   -   -   -   -   (8,254,568)  (8,254,568)
Increase (decrease) due to foreign currency translation differences  688,063   1,529,526   4,685,319   3,228,519   83,757   386,253   464,563   2,177   2,216,555   1,024,539   14,309,271 
Other increase (decrease) (1)  (186,959)  (80,284)  (99,276)  (5,883,370)  12,885   (1)  (110,264)  -   (3,423,128)  (53,567)  (9,823,964)
Total movements  1,241,911   3,717,558   (2,186,576)  (22,050,761)  (182,876)  (1,213,888)  162,546   37,844   178,305   32,243,832   11,947,895 
Ending balance at December 31, 2019  27,290,581   104,196,754   211,973,775   185,353,224   5,001,845   19,843,281   21,961,147   70,021   114,784,403   32,243,832   722,718,863 

(1)Mainly correspond to effects of IAS 29 in Argentina,

(2)Of the total of CLP 8,254,568 thousand recorded as amortization for the current period, CLP 5,994,037 thousand correspond to right-of-use amortization arising from the adoption of the IFRS, effective beginning on January 1, 2019, The remaining CLP 2,260,531 thousand correspond to depreciation (today amortization) of goods acquired under the financial lease method, which until December 31, 2018 were classified and valued pursuant to the accounting criteria of property, plant and equipment,

(3)For IFRS 16 adoption


 

  Construction in progress  Land  Buildings, net  Plant and equipment, net  IT Equipment, net  Fixed facilities and accessories, net  Vehicles, net  Leasehold improvements, net  Other,
net
  Property, plant and equipment, net 
  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
Opening balance at January 1, 2018  84,118,716   96,990,155   162,385,848   155,833,080   4,627,325   19,589,877   29,263,265   7,415   106,934,818   659,750,499 
Additions  65,284,334   -   504,675   17,924,606   783,299   165,226   1,451,462   1,430   42,793,277   128,908,309 
Disposals  -   (5,465)  (209,713)  (1,002,133)  -   -   (203,036)  -   (1,588,050)  (3,008,397)
Transfers between items of Property, plant and equipment  (109,893,610)  -   45,032,440   54,460,571   622,222   1,481,081   (2,218,354)  22,000   10,493,650   - 
Depreciation expense  -   -   (7,001,828)  (39,182,401)  (1,830,295)  (2,668,535)  (5,201,263)  (11,112)  (41,727,195)  (97,622,629)
Increase (decrease) due to foreign currency translation differences  (6,880,059)  (4,615,830)  (14,485,709)  (17,048,903)  (414,850)  (4,048,135)  (1,722,767)  169   (16,954,922)  (66,171,006)
Other increase (decrease) (1)  (6,580,711)  8,110,336   27,9g34,638  36,419,165   1,397,020   6,537,655   429,294   12,275   14,654,520   88,914,192 
Total movements  (58,070,046)  3,489,041   51,774,503   51,570,905   557,396   1,467,292   (7,464,664)  24,762   7,671,280   51,020,469 
Ending balance at December 31, 2018  26,048,670   100,479,196   214,160,351   207,403,985   5,184,721   21,057,169   21,798,601   32,177   114,606,098   710,770,968 

(1) Mainly correspond to the effects of adopting IAS 29 in Argentina,


Argentina.

Fixed

    

    

    

    

Plant and

    

IT

    

facilities and

    

    

Leasehold

    

    

    

Property, plant

Construction

equipment,

equipment,

accessories,

improvements,

Rights-of-use,

and equipment,

in progress

Land

Buildings, net

net

net

net

Vehicles, net

net

Others

net (1)

net

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$ 

ThCh$

Opening balance at 01.01.2022

 

56,280,594

101,286,107

203,343,125

169,651,555

5,613,217

23,099,121

19,184,600

113,289

114,153,544

23,653,975

716,379,127

Additions

 

75,269,957

867,990

21,280,010

922,233

74,995

636,420

10,275

68,730,337

167,792,217

Right-of use additions

5,883,061

5,883,061

Disposals

(32,456)

(16,174)

(538,429)

(15,105)

(4,522)

(2,249,837)

(67,398)

(2,923,921)

Transfers between items of Property, plant and equipment

(84,598,804)

159,232

10,014,587

33,485,897

3,487,406

3,384,472

16,037,695

51,403

17,940,342

37,770

Right-of-use transfers

 

Depreciation expense

 

(8,477,029)

(35,372,214)

(2,641,086)

(3,365,827)

(5,524,208)

(68,741)

(49,526,391)

(104,975,496)

Amortization

 

(9,993,249)

(9,993,249)

Increase (decrease) due to foreign currency translation differences

 

4,263,117

3,461,539

11,105,445

7,324,221

43,790

1,282,713

852,241

10,324

6,450,271

1,235,657

36,029,318

Other increase (decrease) (2)

 

(2,012,841)

3,614,645

(1,748,181)

325,092

1,265,589

(23,272)

(36,364)

(11,200,643)

(153,823)

(9,969,798)

Total movements

 

(7,111,027)

3,620,771

17,109,464

24,431,304

2,122,330

2,641,942

11,974,354

(33,103)

30,144,079

(3,057,982)

81,842,132

Ending balance al 12.31.2022

 

49,169,567

104,906,878

220,452,589

194,082,859

7,735,547

25,741,063

31,158,954

80,186

144,297,623

20,595,993

798,221,259

 

12 – RELATED PARTIES

Balances and main transactions with related parties are detailed
(1)Right of use assets is composed as follows:

Accumulated

Right-of-use

    

Gross asset

    

depreciation

    

Net asset

ThCh$

ThCh$

ThCh$

Constructions and buildings

6,694,251

(3,452,700)

3,241,551

Plant and Equipment

47,377,683

(33,624,676)

13,753,007

IT Equipment

1,214,851

(1,081,741)

133,110

Motor vehicles

9,395,320

(6,066,615)

3,328,705

Others

9,264,330

(9,124,710)

139,620

Total

73,946,435

(53,350,442)

20,595,993

Lease liabilities interest expenses at the closing of the period reached ThCh$ 2,092,868.

F-46

(2)Corresponds mainly to the effect of adopting IAS 29 in Argentina.

    

    

    

    

    

    

Fixed facilities

    

    

    

    

Plant and

IT

 and

Leasehold

Property, plant 

Construction

equipment,

Equipment,

accessories,

improvements,

    

Rights-of-use,

and equipment,

in progress

Land

Buildings, net

net

net

net

Vehicles, net

net

Other,

net(1)

net

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Opening balance at 01.01.2021

 

34,194,083

94,321,726

180,916,878

145,790,203

4,878,307

17,647,892

16,410,784

59,142

90,020,253

21,337,277

 

605,576,545

Additions

 

61,100,226

3,708,881

19,025,057

1,428,080

12,068

171,420

8,738

47,426,736

 

132,881,206

Right-of use additions

 

9,070,997

 

9,070,997

Disposals

 

(74,476)

(276,312)

(277,845)

(3,896)

(11)

(9,573)

(3,156,795)

 

(3,798,908)

Transfers between items of Property, plant and equipment

 

(39,845,790)

4,370,826

21,182,049

751,603

606,279

4,771,885

88,345

8,074,803

 

Right-of-use transfers

 

 

Depreciation expense

 

(7,862,888)

(32,058,439)

(2,219,235)

(3,700,948)

(4,054,092)

(51,774)

(43,651,397)

 

(93,598,773)

Amortization

 

(8,386,063)

 

(8,386,063)

Increase (decrease) due to foreign currency translation differences

 

6,513,216

6,964,382

21,941,520

23,364,406

658,167

3,080,061

2,264,353

8,840

16,399,966

1,759,346

 

82,954,257

Other increase (decrease) (2)

(5,606,665)

(1)

544,220

(7,373,876)

120,191

5,453,780

(370,177)

(2)

(960,022)

(127,582)

(8,320,134)

Total movements

22,086,511

6,964,381

22,426,247

23,861,352

734,910

5,451,229

2,773,816

54,147

24,133,291

2,316,698

110,802,582

Ending balance at 12.31. 2021

56,280,594

101,286,107

203,343,125

169,651,555

5,613,217

23,099,121

19,184,600

113,289

114,153,544

23,653,975

716,379,127

(1)Right of use assets is composed as follows:

Accumulated

Right-of-use

    

Gross asset

    

depreciation

    

Net asset

ThCh$

ThCh$

ThCh$

Constructions and buildings

 

4,042,921

 

(2,140,590)

 

1,902,331

Plant and Equipment

 

43,450,544

 

(27,325,328)

 

16,125,216

IT Equipment

 

997,458

 

(750,993)

 

246,465

Motor vehicles

 

12,171,762

 

(7,065,299)

 

5,106,463

Others

 

8,954,143

 

(8,680,643)

 

273,500

Total

 

69,616,828

 

(45,962,853)

 

23,653,975

Lease liabilities interest expense for the year ended December 31, 2021reached CLP 1,816,506 thousand.

(2)Corresponds mainly to the effect of adopting IAS 29 in Argentina.

12 – RELATED PARTIES

Balances and main transactions with related parties are detailed as follows:

12.1        Accounts receivable:

    

    

    

    

    

12.31.2023

    

12.31.2022

Taxpayer ID

Company

Relationship

Country

Currency

    

Current

    

Non-current

    

Current

Non-current

ThCh$

ThCh$

ThCh$

ThCh$

96.891.720-K

 

Embonor S.A.

Shareholder related

Chile

CLP

7,371,731

10,852,709

77.526.480-2

Comercializadora Nova Verde

Common shareholder

Chile

CLP

5,071,655

2,048,054

Foreign

Sorocaba Refrescos

Shareholder related

Brazil

BRL

1,223,699

76.140.057-6

Monster

Associate

Chile

CLP

837,713

86,492

86.881.400-4

Envases CMF S.A.

Associate

Chile

CLP

713,006

925,189

96.517.210-2

Embotelladora Iquique S.A.

Shareholder related

Chile

CLP

403,061

745,048

96.714.870-9

Coca-Cola de Chile S.A.

Shareholder

Chile

CLP

349,914

108,021

15,444

109,318

76.572.588-7

Coca Cola del Valle New Ventures S.A.

Associate

Chile

CLP

149,820

143,002

Foreign

Embotelladoras Bolivianas Unidas S.A.

Shareholder related

Bolivia

USD

40,719

Foreign

Alimentos de Soja S.A.U.

Shareholder related

Argentina

ARS

237,439

79.826.410-9

Guallarauco

Associate

Chile

CLP

8,790

Total

16,161,318

108,021

15,062,167

109,318

F-47

12.1       Accounts receivable:

            12.31.2020  12.31.2019 
Taxpayer ID Company Relationship Country  Currency  Current  Non-Current  Current  Non-Current 
            ThCh$  ThCh$  ThCh$  ThCh$ 
96.891.720-K Embonor S.A. Shareholder related  Chile   CLP   3,643,603   -   6,589,539   - 
96.714.870-9 Coca-Cola de Chile S.A. Shareholder  Chile   CLP   16,024   138,346   14,839   283,118 
Foreign Coca Cola de Argentina Director related  Argentina   ARS   4,558,753   -   1,203,389   - 
Foreign Alimentos de Soja S.A.U. Shareholder related  Argentina   ARS   308,882   -   428,802   - 
96.517.210-2 Embotelladora Iquique S.A. Shareholder related  Chile   CLP   292,801   -   278,176   - 
86.881.400-4 Envases CMF S.A. Associate  Chile   CLP   773,732   -   217,510   - 
96.919.980-7 Cervecería Austral S.A. Director related  Chile   USD   -   -   45,644   - 
77.755.610-K Comercial Patagona Ltda. Director related  Chile   CLP   -   -   3,872   - 
77.526.480-2 Comercializadora Nova Verde Common shareholder  Chile   CLP   837,837   -   -   - 
76.572.588-7 Coca Cola del Valle New Ventures S.A. Associate  Chile   CLP   1,401,898   -   2,003,203   - 
76.140.057-6 Monster Associate  Chile   CLP   41,878   -   50,794   - 
           Total   11,875,408   138,346   10,835,768   283,118 

12.2     Accounts payable:

    

    

    

    

    

12.31.2023

12.31.2022

Taxpayer ID

Company

Relationship

Country

Currency

Current

    

Non-current

    

Current

    

Non-current

ThCh$

ThCh$

ThCh$

ThCh$

Foreign

 

Recofarma do Indústrias Amazonas Ltda.

Shareholder related

Brazil

BRL

40,159,177

 

6,007,041

30,998,682

 

10,354,296

96.714.870-9

 

Coca-Cola de Chile S.A.

Shareholder

Chile

CLP

25,770,189

 

32,205,880

 

Foreign

 

Ser. y Prod. para Bebidas Refrescantes S.R.L.

Shareholder

Argentina

ARS

9,431,483

 

8,587,487

 

86.881.400-4

 

Envases CMF S.A.

Associate

Chile

CLP

6,883,553

 

8,186,248

 

Foreign

 

Coca-Cola Company

Shareholder

Paraguay

PYG

4,877,061

 

1,690,858

 

Foreign

Monster Energy Company – EEUU

Shareholder related

Argentina

PYG

2,389,283

28,910

77.526.480-2

Comercializadora Nova Verde S.A.

Common shareholder

Chile

CLP

2,831,752

2,198,317

Foreign

 

Monster Energy Brasil Com de Bebidas Ltda.

Shareholder related

Brazil

BRL

1,985,330

 

3,811,908

 

76.572.588-7

Coca-Cola del Valle New Ventures S.A.

Associate

Chile

CLP

602,113

1,089,592

96.891.720-K

Embonor S.A.

Shareholder related

Chile

CLP

416,073

589,127

Foreign

Leão Alimentos e Bebidas Ltda.

Associate

Brazil

BRL

307,967

232,216

Foreign

The Coca-Cola Export Corporation

Shareholder related

Panama

USD

288,001

Foreign

Monster Energy Company – EEUU

Shareholder related

Argentina

PYG

61,155

Foreign

Alimentos de Soja S.A.U.

Shareholder related

Argentina

ARS

38,797

628,842

89.996.200-1

Envases del Pacifico S.A.

Shareholder related

Chile

CLP

3,690

Total

 

96,045,624

 

6,007,041

90,248,067

 

10,354,296

F-48

12.3        Transactions:

 

 

 

 

 

 

Accumulated

 

Accumulated

Taxpayer ID

Company

Relationship

Country

Transaction description

Currency

at 12.31.23

at 12.31.22

ThCh$

ThCh$

96.714.870-9

 

Coca-Cola de Chile S.A.

 

Shareholders

 

Chile

 

Purchase of concentrate

 

CLP

 

207,040,438

 

198,045,624

96.714.870-9

 

Coca-Cola de Chile S.A.

 

Shareholders

 

Chile

 

Purchase of advertising services and others

 

CLP

 

9,057,004

 

7,241,918

96.714.870-9

 

Coca-Cola de Chile S.A.

 

Shareholders

 

Chile

 

Lease of water source

 

CLP

 

6,424,479

 

5,958,076

96.714.870-9

 

Coca-Cola de Chile S.A.

 

Shareholders

 

Chile

 

Sale of raw materials and others

 

CLP

 

1,025,290

 

2,738,472

96.714.870-9

 

Coca-Cola de Chile S.A.

 

Shareholders

 

Chile

 

Minimum dividend

 

CLP

 

35,855

 

47,262

86.881.400-4

 

Envases CMF S.A.

 

Associate

 

Chile

 

Purchase of containers

 

CLP

 

21,103,185

 

24,441,192

86.881.400-4

 

Envases CMF S.A.

 

Associate

 

Chile

 

Purchase of raw materials

 

CLP

 

32,085,055

 

33,637,921

86.881.400-4

 

Envases CMF S.A.

 

Associate

 

Chile

 

Purchase of services and others

 

CLP

 

496,196

 

2,270,006

86.881.400-4

 

Envases CMF S.A.

 

Associate

 

Chile

 

Sale of services and others

 

CLP

 

-

 

13,914

86.881.400-4

 

Envases CMF S.A.

 

Associate

 

Chile

 

Purchase of containers

 

CLP

 

10,830,682

 

9,391,000

86.881.400-4

 

Envases CMF S.A.

 

Associate

 

Chile

 

Sale of containers/raw materials

 

CLP

 

10,981,598

 

13,360,534

93.281.000-K

 

Coca-Cola Embonor S.A.

 

Common shareholder

 

Chile

 

Sale of finished products

 

CLP

 

74,933,722

 

79,205,926

93.281.000-K

 

Coca-Cola Embonor S.A.

 

Common shareholder

 

Chile

 

Sale of services and others

 

CLP

 

360,722

 

585,448

93.281.000-K

Coca-Cola Embonor S.A.

Common shareholder

Chile

Sale of raw materials and inputs

CLP

261,983

956,036

96.891.720-K

Embonor S.A.

Shareholder related

Chile

Minimum dividend

CLP

416,073

589,127

96.517.310-2

Embotelladora Iquique S.A.

Shareholder related

Chile

Sale of finished products

CLP

6,912,134

5,807,466

89.996.200-1

Envases del Pacífico S.A.

Director related

Chile

Purchase of raw materials and inputs

CLP

3,690

204,933

94.627.000-8

Parque Arauco S.A

Director related

Chile

Space lease

CLP

143,308

101,981

Foreign

Recofarma do Indústrias Amazonas Ltda.

Shareholder related

Brazil

Purchase of concentrate

BRL

125,212,630

100,199,500

Foreign

Recofarma do Indústrias Amazonas Ltda.

Shareholder related

Brazil

Sale of water source

BRL

9,750,769

-

Foreign

Recofarma do Indústrias Amazonas Ltda.

Shareholder related

Brazil

Lease of water source

BRL

624,871

-

Foreign

Serv. y Prod. para Bebidas Refrescantes S.R.L.

Shareholder related

Argentina

Purchase of concentrate

ARS

109,232,990

159,807,006

Foreign

Serv. y Prod. para Bebidas Refrescantes S.R.L.

Shareholder related

Argentina

Advertising rights awards and others

ARS

124,203

3,002,061

Foreign

KAIK Participações

Associate

Brazil

Reimbursement and other purchases

BRL

114,147

96,511

Foreign

Leão Alimentos e Bebidas Ltda.

Associate

Brazil

Purchase of products

BRL

130,042

636,938

Foreign

Sorocaba Refrescos S.A.

Associate

Brazil

Purchase of products

BRL

2,799,927

419,515

89.862.200-2

Latam Airlines Group S.A.

Director related

Chile

Sale of products

CLP

-

93,320

76.572.588-7

Coca-Cola Del Valle New Ventures SA

Associate

Chile

Sale of services and others

CLP

555,666

288,264

76.572.588-7

 

Coca-Cola Del Valle New Ventures SA

 

Associate

 

Chile

 

Purchase of services and others

 

CLP

 

4,296,982

 

4,306,419

Foreign

Alimentos de Soja S.A.U.

Shareholder related

Argentina

Payment of fees and services

ARS

565,355

4,128,865

Foreign

Alimentos de Soja S.A.U.

Shareholder related

Argentina

Purchase of products

ARS

674,311

2,107,354

Foreign

Alimentos de Soja S.A.U.

Shareholder related

Argentina

Marketing services

ARS

49,114

286,488

Foreign

Trop Frutas do Brasil Ltda.

Associate

Brazil

Purchase of products

BRL

190,060

368,127

77526480-2

Comercializadora Novaverde S.A.

Common shareholder

Chile

Sale of raw materials

CLP

61,184

781,901

77526480-2

Comercializadora Novaverde S.A.

Common shareholder

Chile

Sale of finished products

CLP

12,827,332

12,867,822

77526480-2

Comercializadora Novaverde S.A.

Common shareholder

Chile

Sale of services and others

CLP

1,689,356

4,512,714

77526480-2

Comercializadora Novaverde S.A.

Common shareholder

Chile

Purchase of finished products

CLP

21,192,591

25,440,668

77526480-2

Comercializadora Novaverde S.A.

Common shareholder

Chile

Advertising services and others

CLP

924,924

2,367,626

77526480-2

Comercializadora Novaverde S.A.

Common shareholder

Chile

Cold equipment maintenance

CLP

594,640

619,419

77526480-2

Comercializadora Novaverde S.A.

Common shareholder

Chile

Purchase of raw materials

CLP

401,498

952,699

97.036.000-K

Banco Santander Chile.

Director/Manager/Executive

Chile

Purchase of services

CLP

4,396,965

6,776,225

Foreign

Monster Energy Brasil Comercio de Bebidas Ltda.

Equity investee

Brazil

Purchase of products

BRL

3,466,645

2,352,550

33-0520613

Monster Energy Company - USA

Equity investee

U.S.A.

Purchase of advertising material

CLP

175,705

76140057-6

Monster Energy Company - CHILE

Subsidiary

Chile

Sale of advertising services and others

CLP

3,561,747

76140057-6

Monster Energy Company - CHILE

Subsidiary

Chile

Purchase of advertising services and others

CLP

439,520

76140057-6

Monster Energy Company - CHILE

Subsidiary

Chile

Purchase of finished products

CLP

35,904,599

Foreign

The Coca-Cola Export Corporation Panama

Shareholder related

Chile

Purchase of products and others

CLP

230,619

Foreign

The Coca-Cola Export Corporation Atlanta

Shareholder related

Chile

Purchase of products and others

CLP

361,873

12.4        Salaries and benefits received by key management

Salaries and benefits paid to the Company’s key management personnel including directors and managers are detailed as follows:

Description

    

12.31.2023

    

12.31.2022

    

12.31.2021

ThCh$

ThCh$

ThCh$

Executive wages, salaries and benefits

 

10,036,315

8,536,107

7,253,863

Director allowances

 

1,690,400

1,560,000

1,512,500

Benefits accrued in the last five years and payments during the fiscal year

355,680

269,952

254,240

Total

 

12,082,395

10,366,059

9,020,603

F-49

13 – CURRENT AND NON-CURRENT EMPLOYEE BENEFITS

Employee benefits are detailed as follows:

Description

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Accrued vacation

 

23,546,649

25,773,244

Participation in profits and bonuses

 

36,455,454

22,618,562

Severance indemnity

 

16,289,643

17,409,793

Total

 

76,291,746

65,801,599

    

ThCh$

    

ThCh$

Current

 

57,817,800

48,391,806

Non-current

 

18,473,946

17,409,793

Total

 

76,291,746

65,801,599

13.1        Severance indemnities

The movements of employee benefits, valued pursuant to Note 2 are detailed as follows:

Movements

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Opening balance

 

17,409,793

14,982,928

Service costs

 

1,202,371

1,018,080

Interest costs

 

1,000,018

737,566

Actuarial variations

 

(1,678,013)

2,905,020

Benefits paid

 

(1,644,526)

(2,233,801)

Total

 

16,289,643

17,409,793

13.1.1        Assumptions

The actuarial assumptions used are detailed as follows:

Assumptions

    

12.31.2023

    

12.31.2022

 

 

Discount rate

 

2.26

%

1.71

%

Expected salary increase rate

 

2.0

%

2.0

%

Turnover rate

 

7.62

%

7.68

%

Mortality rate

 

RV-2020

RV-2020

Retirement age of women

 

60 years

60 years

Retirement age of men

 

65 years

65 years

F-50

The result of the changes in the severance indemnities resulting from the sensitization of the actuarial assumptions at the valuation date is presented below:

Discount rate sensitivity

            12.31.2020  12.31.2019 
Taxpayer ID Company Relationship Country  Currency  Current  Non-Current  Current  Non-Current 
            CLP (000’S)  CLP (000’S)  CLP (000’S)  CLP (000’S) 
96.714.870-9 Coca-Cola de Chile S.A. Shareholder  Chile   CLP   18,897,093   -   20,555,135   - 
Foreign Recofarma do Indústrias Amazonas Ltda. Shareholder related  Brazil   BRL   7,926,109   10,790,089   14,888,934   19,777,812 
86.881.400-4 Envases CMF S.A. Associate  Chile   CLP   3,856,973   -   6,359,797   - 
Foreign Ser. y Prod. para Bebidas Refrescantes S.R.L. Shareholder  Argentina   ARS   4,848,196   -   5,887,070   - 
Foreign Leão Alimentos e Bebidas Ltda. Associate  Brazil   BRL   1,323,609   -   1,841,377   - 
Foreign Monster Energy Brasil Com de Bebidas Ltda. Shareholder related  Brazil   BRL   1,156,786   -   827,300   - 
76.572.588-7 Coca Cola del Valle New Ventures S.A. Associate  Chile   CLP   490,758   -   1,247,961   - 
89.996.200-1 Envases del Pacífico S.A. Director related  Chile   CLP   3,414   -   25,202   - 
96.891.720-K Embonor S.A. Shareholder related  Chile   CLP   118,314   -   275,565   - 
Foreign Alimentos de Soja S.A.U. Shareholder related  Argentina   ARS   402,581   -   929,986   - 
77.526.480-2 Comercializadora Nova Verde Common shareholder  Chile   CLP   518,135   -   765,521   - 
Foreign Coca Cola Panamá Shareholder related  Panamá   USD   -   -   7,739   - 
Foreign Sorocaba Refrescos S.A. Associate  Brazil   BRL   -   -   26,014   - 
           Total   39,541,968   10,790,089   53,637,601   19,777,812 

F-54

 

    

12.3       Transactions:ThCh$

Variation in the provision resulting from an increase of up to 100 basis points

 

(869,321)

Taxpayer ID Company Relationship Country  Transaction Description Currency  Accumulated
12.31.2020
  Accumulated
12.31.2019
 
              CLP (000’s)  CLP (000’s) 
96.714.870-9 Coca-Cola de Chile S.A. Shareholder  Chile  Concentrate purchase  CLP   139,193,479   150,548,253 
96.714.870-9 Coca-Cola de Chile S.A. Shareholder  Chile  Advertising services purchase  CLP   2,890,638   4,369,500 
96.714.870-9 Coca-Cola de Chile S.A. Shareholder  Chile  Water source lease  CLP   3,847,817   5,324,194 
96.714.870-9 Coca-Cola de Chile S.A. Shareholder  Chile  Sale of raw materials and others  CLP   1,169,944   1,196,793 
86.881.400-4 Envases CMF S.A. Associate  Chile  Purchase of bottles  CLP   12,210,449   19,422,280 
86.881.400-4 Envases CMF S.A. Associate  Chile  Raw material purchase  CLP   16,055,991   16,814,062 
86.881.400-4 Envases CMF S.A. Associate  Chile  Purchase of caps  CLP   91,778   281,174 
86.881.400-4 Envases CMF S.A. Associate  Chile  Purchase of services and others  CLP   520,221   6,425,579 
86.881.400-4 Envases CMF S.A. Associate  Chile  Sale of services and others  CLP   1,578   - 
86.881.400-4 Envases CMF S.A. Associate  Chile  Purchase of packaging  CLP   5,992,443   521,466 
86.881.400-4 Envases CMF S.A. Associate  Chile  Sale of finished products  CLP   2,380,574   - 
86.881.400-4 Envases CMF S.A. Associate  Chile  Sale of packaging/raw materials  CLP   6,344,834   6,132,091 
96.891.720-K Embonor S.A. Shareholder related  Chile  Sale of finished products  CLP   44,982,749   50,315,292 
96.891.720-K Embonor S.A. Shareholder related  Chile  Sale of services and others  CLP   447,092   268,526 
96.891.720-K Embonor S.A. Shareholder related  Chile  Sale of raw material and material  CLP   197,288   212,517 
96.891.720-K Embonor S.A. Shareholder related  Chile  Minimum Dividend  CLP   118,314   - 
96.517.310-2 Embotelladora Iquique S.A. Shareholder related  Chile  Sale of finished products  CLP   167,430   3,208,559 
89.996.200-1 Envases del Pacífico S.A. Director related  Chile  Raw material and material purchase  CLP   427   93,117 
Foreign Recofarma do Indústrias Amazonas Ltda. Shareholder related  Brazil  Concentrate purchase  BRL   71,959,416   91,426,935 
Foreign Recofarma do Indústrias Amazonas Ltda. Shareholder related  Brazil  Reimbursements and other purchases  BRL   220,708   5,977,419 
Foreign Serv. y Prod. para Bebidas Refrescantes S.R.L. Shareholder related  Argentina  Concentrate purchase  ARS   81,198,463   97,321,567 
Foreign Serv. y Prod. para Bebidas Refrescantes S.R.L. Shareholder related  Argentina  Advertising participation  ARS   6,395,881   4,111,764 
Foreign KAIK Participações Associate  Brazil  Reimbursements and other purchases  BRL   14,162   39,382 
Foreign Sorocaba Refrescos S.A. Associate  Brazil  Product purchase  BRL   3,671,472   1,049,709 
89.862.200-2 Latam Airlines Group S.A. Director related  Chile  Product purchase  CLP   85,140   - 
76.572.588-7 Coca Cola Del Valle New Ventures S.A. Associate  Chile  Sale of services and others  CLP   397,659   3,959,962 
76.572.588-7 Coca Cola Del Valle New Ventures S.A. Associate  Chile  Purchase of services and others  CLP   4,410,223   - 
Foreign Alimentos de Soja S.A.U. Shareholder related  Argentina  Payment of fees and services  ARS   1,373,594   802,563 
Foreign Alimentos de Soja S.A.U. Shareholder related  Argentina  Product purchase  ARS   80,761   4,274,236 
77526480-2 Comercializadora Novaverde S.A. Common shareholder  Chile  Sale of raw materials  CLP   10,914   - 
77526480-2 Comercializadora Novaverde S.A. Common shareholder  Chile  Sale of finished products  CLP   2,050,156   - 
77526480-2 Comercializadora Novaverde S.A. Common shareholder  Chile  Sale of services and others  CLP   459,707   - 
77526480-2 Comercializadora Novaverde S.A. Common shareholder  Chile  Raw material purchase  CLP   1,009,547   - 

Variation in the provision resulting from a decrease of up to 100 basis points

 


990,697

 

12.4Salaries and benefits received by key management

Salaries and benefits paid to the Company’s key management personnel including directors and managers are detailed as follows:

Description 12.31.2020  12.31.2019  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Executive wages, salaries and benefits  7,464,071   6,267,936   6,056,337 
Director allowances  1,479,420   1,512,000   1,495,123 
Benefit accrued in the last five years and paid during the fiscal year  297,072   305,674   242,907 
Benefit for contract termination  115,341   54,819   51,534 
Total  9,355,904   8,140,429   7,845,901 

13 – CURRENT AND NON-CURRENT EMPLOYEE BENEFITSSalary increase sensitivity

Employee benefits are detailed as follows:

 

Description 12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Accrued vacation  14,650,267   17,584,587 
Participation in profits and bonuses  15,969,735   20,896,357 
Indemnities for years of service  14,086,575   10,085,264 
Total  44,706,577   48,566,208 
         
   ThCh$   ThCh$ 
Current  31,071,019   38,392,854 
Non-current  13,635,558   10,173,354 
Total  44,706,577   48,566,208 

13.1       Pensions and post-employment benefitsThCh$

The movements of employee benefits, valued pursuant to Note 2 are detailed as follows:

Movements 12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Opening balance  10,085,264   9,415,541 
Service costs  1,675,492   784,984 
Interest costs  369,332   354,471 
Actuarial losses  3,127,398   (210,956)
Benefits paid  (1,170,911)  (258,776)
Total  14,086,575   10,085,264 

F-56

 

13.1.1    Assumptions

The actuarial assumptions used are detailed as follows:

Assumptions 12.31.2020  12.31.2019 
Discount rate  -0.05%  2.7%
Expected salary increase rate  2.0%  2.0%
Turnover rate  7.68%  5.4%
Mortality rate  RV-2014   RV-2014 
Retirement age of women  60 years   60 years 
Retirement age of men  65 years   65 years 

13.2       Personnel expenses

Personnel expenses includedVariation in the consolidated statementprovision resulting from an increase of up to 100 basis points

991,833

Variation in the provision resulting from a decrease of up to 100 basis points

(878,906)

13.2        Personnel expenses

Personnel expenses included in the consolidated statement of income are as follows:

Description

    

12.31.2023

    

12.31.2022

    

12.31.2021

ThCh$

ThCh$

ThCh$

Wages and salaries

 

266,893,173

277,271,540

225,883,645

Employee benefits

 

83,260,379

71,566,763

53,340,673

Severance benefits

 

6,290,886

6,052,239

4,163,608

Other personnel expenses

 

22,037,675

21,305,979

18,134,494

Total

 

378,482,113

376,196,521

301,522,420

14  INVESTMENTS IN ASSOCIATES ACCOUNTED FOR USING THE EQUITY METHOD

14.1Description

Investments in associates are accounted for using the equity method.  Investments in associates are detailed as follows:

Ownership

 

Functional

Investment value

interest

TAXPAYER ID

    

Name

    

Country

    

currency

    

12.31.2023

    

12.31.2022

    

12.31.2023

    

12.31.2022

 

86.881.400-4

 

Envases CMF S.A. (1)

 

Chile

 

CLP

 

21,025,975

23,519,277

50.00

%  

50.00

%

Foreign

Leão Alimentos e Bebidas Ltda. (2)

Brazil

BRL

10,636,778

8,460,307

10.26

%  

10.26

%  

Foreign

Kaik Participações Ltda. (2)

Brazil

BRL

1,551,253

1,293,219

11.32

%  

11.32

%  

Foreign

SRSA Participações Ltda.

Brazil

BRL

59,875

55,072

40.00

%  

40.00

%  

Foreign

Sorocaba Refrescos S.A.

Brazil

BRL

28,875,351

26,694,836

40.00

%  

40.00

%  

Foreign

Trop Frutas do Brasil Ltda. (2)

Brazil

BRL

885,062

1,971,055

7.52

%  

7.52

%  

76.572.588.7

Coca-Cola del Valle New Ventures S.A.

Chile

CLP

28,764,973

30,350,832

35.00

%  

35.00

%  

Total

 

 

  

 

  

 

91,799,267

92,344,598

 

  

(1)In Envases CMF S.A., regardless of the ownership interest, it was determined that no controlling interest was held, only a significant influence, given that there was not a majority vote of the Board of Directors to make strategic business decisions.
(2)In these companies, regardless of the ownership interest, it has been defined that the Company has significant influence, given that it has the right to appoint directors.

F-51

Envases CMF S.A.

Chilean entity whose corporate purpose is to manufacture and sell plastic material products and beverage bottling and packaging services. The business relationship is to supply plastic bottles, preforms and caps to Coca-Cola bottlers in Chile.

Leão Alimentos e Bebidas Ltda.

Brazilian entity whose corporate purpose is to manufacture and commercialize food, beverages in general and beverage concentrates. Invest in other companies. The business relationship is to produce non-carbonated products for Coca-Cola bottlers in Brazil.

Kaik Participações Ltda.

Brazilian entity whose corporate purpose is to invest in other companies with its own resources.

SRSA Participações Ltda.

Brazilian entity whose corporate purpose is the purchase and sale of real estate investments and property management, supporting the business of Rio De Janeiro Refrescos Ltda. (Andina Brazil).

Sorocaba Refrescos S.A.

Brazilian entity whose corporate purpose is to manufacture and commercialize food, beverages in general and beverage concentrates, in addition to investing in other companies. It has commercial relationship with Rio de Janeiro Refrescos Ltda. (Andina Brazil).

Trop Frutas do Brasil Ltda.

Brazilian entity whose corporate purpose is to manufacture, commercialize and export natural fruit pulp and coconut water. The business relationship is to produce products for Coca-Cola bottlers in Brazil.

Coca-Cola del Valle New Ventures S.A.

Chilean entity whose corporate purpose is to manufacture, distribute and commercialize all kinds of juices, waters and beverages in general. The business relationship is to produce waters and juices for Coca-Cola bottlers in Chile.

14.2        Movements

The movement of investments in other entities accounted for using the equity method is shown below:

Description

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Opening balance

 

92,344,598

91,489,194

Dividends declared

(6,232,958)

(4,383,645)

Share in operating income

3,145,106

2,118,728

Other increase (decrease) in investments in associated companies (Impairment in Trop Frutas do Brasil Ltda.)

(1,615,050)

-

Other increase (decrease) in investments in associates*

 

4,157,571

3,120,321

Ending balance

 

91,799,267

92,344,598

*Mainly due to foreign exchange rates

The main movement is explained by dividends declared in 2023 and 2022 corresponding to Envases CMF S.A. and Sorocaba Refrescos S.A.

F-52

14.3        Reconciliation of share of profit in investments in associates:

Description

    

12.31.2023

    

12.31.2022

    

12.31.2021

ThCh$

ThCh$

ThCh$

Share in operating income

 

3,145,106

2,118,728

4,041,118

Unrealized earnings from product inventory acquired from associates and not sold at the end of the period, which is presented as a discount in the respective asset account (containers and / or inventory)

(428,937)

(568,767)

(512,131)

Amortization goodwill in the sale of fixed assets of Envases CMF S.A.

 

42,633

Amortization goodwill preferred rights CCDV S.A.

 

-

(140,892)

(478,518)

Income statement balance

 

2,716,169

1,409,069

3,093,102

F-53

14.4        Summary financial information of associates:

The tables below reflect the amounts presented in the financial statements of the relevant associates and not the Company’s share of those amounts.

At December 31, 2023

Envases CMF

Sorocaba Refrescos

Kaik Participaçōes

SRSA Participaçōes

Leão Alimentos e

Trop Frutas do Brasil

Coca Cola del Valle New

    

 S.A.

    

S.A.

    

Ltda.

    

Ltda.

    

Bebidas Ltda.

    

Ltda.

    

 Ventures S.A.

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Short term assets

50,693,046

39,392,459

24,715

92,747,488

21,186,620

24,548,167

Long term assets

54,127,400

101,420,184

13,704,046

347,922

62,843,154

28,404,343

70,825,265

Total assets

104,820,446

140,812,643

13,704,046

372,637

155,590,642

49,590,963

95,373,432

Short term liabilities

35,045,849

22,951,428

222,950

22,924,938

14,104,874

13,188,225

Long term liabilities

27,722,647

46,453,440

34

16,678,828

13,212,410

Total liabilities

62,768,496

69,404,868

34

222,950

39,603,766

27,317,284

13,188,225

Total Equity

42,051,950

71,407,775

13,704,012

149,687

115,986,876

22,273,679

82,185,207

Total revenue from ordinary activities

92,308,940

983,452

146,063

84,624,940

55,434,136

29,385,365

Net income before taxes

5,923,727

58,931,149

983,452

146,063

5,657,251

(2,548,671)

(7,822,534)

Net income after taxes

4,755,373

(1,206,475)

146,063

2,529,341

(2,349,151)

(5,101,497)

Other comprehensive income

29,516

9,690,233

(93,593,890)

(58,242)

Total comprehensive income

4,784,889

8,483,758

983,452

146,063

(91,064,549)

(2,407,393)

(5,101,497)

Reporting date (See Note 2.3)

12.31.2023

11.30.2023

11.30.2023

11.302023

11.30.2023

11.30.2023

11.30.2023

At December 31, 2022

Envases CMF

Sorocaba Refrescos

Kaik Participaçōes

SRSA Participaçōes

Leão Alimentos e

Trop Frutas do Brasil

Coca Cola del Valle New

    

 S.A.

    

S.A.

    

Ltda.

    

Ltda.

    

Bebidas Ltda.

    

Ltda.

    

 Ventures S.A.

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Short term assets

63,615,517

41,997,646

22,376

77,547,906

22,235,713

26,927,496

Long term assets

52,964,004

89,524,823

11,424,515

317,159

54,195,351

27,128,282

75,247,746

Total assets

116,579,521

131,522,469

11,424,515

339,535

131,743,257

49,363,995

102,175,242

Short term liabilities

45,222,022

21,366,336

201,853

16,269,385

14,693,964

9,038,769

Long term liabilities

24,318,944

45,013,681

31

11,698,126

12,270,207

5,480,067

Total liabilities

69,540,966

66,380,017

31

201,853

27,967,511

26,964,171

14,518,836

Total Equity

47,038,555

65,142,452

11,424,484

137,682

103,775,746

22,399,824

87,656,406

Total revenue from ordinary activities

97,834,148

(741)

782,772

134,401

65,797,238

45,104,125

25,249,336

Net income before taxes

6,640,224

478,458

782,772

134,401

3,804,172

(5,105,685)

(896,914)

Net income after taxes

5,517,062

243,170

782,772

134,401

1,427,601

(5,067,707)

163,561

Other comprehensive income

9,680,320

1,522

275,534

Total comprehensive income

5,517,062

9,923,490

782,772

134,401

1,429,123

(4,792,173)

163,561

Reporting date (See Note 2.3)

12.31.2022

11.30.2022

11.30.2022

11.30.2022

11.30.2022

11.30.2022

12.31.2022

F-54

15  INTANGIBLE ASSETS OTHER THAN GOODWILL

Intangible assets other than goodwill are detailed as follows:

December 31, 2023

December 31, 2022

    

    

Accumulated

    

    

    

Accumulated

    

Gross

Amortization

Net

Gross

Amortization

Net

Description

value

/Impairment

value

value

/Impairment

value

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Distribution rights (1)

 

667,955,100

(3,078,000)

664,877,100

645,684,416

(1,451,000)

644,233,416

Software

 

63,828,408

(40,121,558)

23,706,850

56,968,738

(36,205,387)

20,763,351

Water rights

587,432

587,432

479,825

(40,723)

439,102

Trademarks indefinite useful life (2)

6,341,107

6,341,107

5,741,054

5,741,054

Trademarks definite useful life (3)

1,297,378

(891,277)

406,101

1,297,378

(703,388)

593,990

Others

 

560,183

(552,208)

7,975

507,928

(499,953)

7,975

Total

 

740,569,608

(44,643,043)

695,926,565

710,679,339

(38,900,451)

671,778,888

(1)Correspond to brands, water rights and distribution rights. Distribution rights are contractual rights to produce and distribute Coca-Cola products in certain parts of Argentina, Brazil, Chile and Paraguay. Distribution rights result from the valuation process at fair value of the assets and liabilities of the companies acquired in business combinations. Production and distribution contracts are renewable for periods of 5 years with Coca-Cola. The nature of the business and renewals that Coca-Cola has permanently done on these rights, allow qualifying them as follows:

Description 12.31.2020  12.31.2019  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Wages and salaries  187,600,163   194,740,646   195,162,903 
Employee benefits  48,504,899   58,005,213   50,254,164 
Severance benefits  3,238,966   6,987,184   5,535,410 
Other personnel expenses  12,993,234   13,389,967   16,014,364 
Total  252,337,262   273,123,010   266,966,841 

F-57

 

14 – INVESTMENTS IN ASSOCIATES ACCOUNTED FOR USING THE EQUITY METHOD

Investments in associates using equity method of accounting are detailed as follows:

           Investment value Ownership interest
Taxpayer ID  Company Country  Functional
currency
  12.31.2020  12.31.2019  12.31.2020  12.31.2019 
 86.881.400-4  Envases CMF S.A. (1)  Chile   CLP   20,185,148   18,561,835   50.00%  50.00%
 Foreign  Leão Alimentos e Bebidas Ltda. (2)  Brazil   BRL   10,628,035   17,896,839   10.26%  10.26%
 Foreign  Kaik Participações Ltda. (2)  Brazil   BRL   979,978   1,313,498   11.32%  11.32%
 Foreign  SRSA Participações Ltda.  Brazil   BRL   48,032   65,301   40.00%  40.00%
 Foreign  Sorocaba Refrescos S.A.  Brazil   BRL   20,976,662   24,636,945   40.00%  40.00%
 Foreign  Trop Frutas do Brasil Ltda. (2)  Brazil   BRL   4,695,228   6,250,481   7.52%  7.52%
 76.572.588.7  Coca Cola del Valle New Ventures S.A.  Chile   CLP   30,443,271   31,141,834   35.00%  35.00%
 Total             87,956,354   99,866,733         

(1)In Envases CMF S.A., regardless of the percentage of ownership interest, it was determined that no controlling interest was held, only a significant influence, given that there was not a majority vote of the Board of Directors to make strategic business decisions.

(2)In these companies, regardless of the ownership interest, it has been defined that the Company has significant influence, given that it has the right to appoint directors.

F-58

 

14.1       Movement

The movement of investments in other entities accounted for using the equity method is shown below:

Description 12.31.2020  12.31.2019  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Opening balance  99,866,733   102,410,945   86,809,069 
Other investment increases in associates (Capital contributions to Leão Alimentos e Bebidas Ltda, and Coca-Cola del Valle New Ventures S,A,)  -   -   15,615,466 
Dividends received  (1,215,126)  (1,076,491)  (403,414)
Share in operating income  3,248,680   (2,495,621)  2,194,144 
Amortization unrealized income in associates  (566,422)  (919,462)  85,268 
Increase (decrease) in foreign currency translation, investments in associates  (13,377,511)  1,947,362   (1,889,588)
Ending balance  87,956,354   99,866,733   102,410,945 

The main movements are explained below:

·In 2020 Leão Alimentos e Bebidas Ltda. recognized the value of a plant at its value of use less the costs of sale, reducing the value previously recognized. Andina recognized as results for the 2020 period a proportional loss of CLP 2,931 million.indefinite contracts.
·In the 2020 period Sorocaba Refrescos S.A., recognized a tax credit for excluding ICMS from the PIS and COFINS calculation base. Andina recognized as results for the 2020 period a proportional result of CLP 2,134 million.
·Dividends declared in 2020 correspond mainly to Envases CMF S.A
·In December 2019, Leão Alimentos e Bebidas Ltda, performed an impairment provision at its Linhares Plant for BRL 256 million, Andina recognized as results for the 2019 fiscal year, a loss of CLP 4,671 million.
·In 2019 Sorocaba Refrescos S.A., Coca-Cola del Valle and CMF distributed dividends.
·During 2018, Embotelladora Andina S.A. made a capital contribution in Coca-Cola del Valle New Ventures S.A. for CLP 15,615,466 thousand.

14.2 Reconciliation of share of profit in investments in associates:

Description 12.31.2020  12.31.2019  12.31.2018 
   ThCh$   ThCh$   ThCh$ 
Share of profit of investment accounted for using the equity method  3,248,680   (2,495,621)  2,194,144 
             
Unrealized earnings from product inventory acquired from associates and not sold at the end of the period, which is presented as a discount in the respective asset account (containers and / or inventory)  (528,122)  (394,490)  (868,233)
Amortization goodwill in the sale of fixed assets of Envases CMF S.A.  85,266   85,266   85,268 
Amortization goodwill preferred rights CCDV S.A.  (523,061)  (610,238)  - 
Income statement balance  2,228,763   (3,415,083)  1,411,179 

 

14.3       Summary financial information of associates:

At December 31, 2020:

  Envases CMF
S.A.
  

Sorocaba

Refrescos
S.A.

  Kaik Participações
Ltda.
  SRSA
Participações
Ltda.
  

Leão Alimentos e
Bebidas

Ltda.

  Trop Frutas do Brasil Ltda.  Coca-Cola del Valle
New Ventures S.A.
 
  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
Total assets  75,089,424   86,802,489   8,657,291   288,440   144,111,310   76,012,734   105,735,317 
Total liabilities  34,633,862   41,781,275   26   168,354   37,634,466   21,236,127   20,000,197 
Total revenue  40,455,562   45,021,214   8,657,265   120,086   144,111,310   54,776,607   85,735,120 
Net income (loss) of associates  4,717,515   664,208   96,980   117,350   (39,244,393)  (890,021)  (475,467)
                             
Reporting date  12.31.2020   11.30.2020   11.30.2020   11.30.2020   11.30.2020   11.30.2020   12.31.2020 

At December 31, 2019:

  Envases CMF
S.A.
  

Sorocaba

Refrescos
S.A.

  Kaik Participações
Ltda.
  SRSA
Participações
Ltda.
  

Leão Alimentos e
Bebidas

Ltda.

  Trop Frutas do Brasil Ltda.  Coca-Cola del Valle
New Ventures S.A.
 
  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
Total assets  77,994,582   116,551,131   11,661,828   393,856   248,493,994   104,778,397   107,388,847 
Total liabilities  39,826,283   54,650,105   35   229,780   38,137,061   27,158,470   18,693,717 
Total revenue  58,640,058   69,343,990   337,450   160,342   139,769,189   47,252,571   31,914,825 
Net income (loss) of associates  1,449,997   3,948,798   337,450   160,342   2,320,841   (1,177,262)  4,297,003 
                             
Reporting date  12.31.2019   11.30.2019   11.30.2019   11.30.2019   11.30.2019   11.30.2019   11.30.2019 

15 - INTANGIBLE ASSETS OTHER THAN GOODWILL

Intangible assets other than goodwill are detailed as follows:

  December 31, 2020  December 31, 2019 
  Gross  Accumulated  Net  Gross  Accumulated  Net 
Description Value  Amortization  Value  Value  Amortization  Value 
  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
Distribution rights (1)  598,371,081   (2,005,344)  596,365,737   667,148,383   (393,187)  666,755,196 
Software  35,030,003   (26,882,550)  8,147,453   34,347,843   (26,484,427)  7,863,416 
Others  417,957   (416,982)  975   750,309   (293,546)  456,763 
Total  633,819,041   (29,304,876)  604,514,165   702,246,535   (27,171,160)  675,075,375 

(1)Correspond to the contractual rights to produce and distribute Coca-Cola products in certain parts of Argentina, Brazil, Chile and Paraguay. Distribution rights result from the valuation process at fair value of the assets and liabilities of the companies acquired in business combinations. Production and distribution contracts are renewable for periods of 5 years with Coca-Cola. The nature of the business and renewals that Coca-Cola has permanently done on these rights, allow qualifying them as indefinite contracts.


 

The distribution rights together with the assets that are part of the cash-generating units, are annually subjected to the impairment test. Such distribution rights have an indefinite useful life, are not subject to amortization. Rights in Chile related to AdeS were provisioned for impairment pursuant to the annual tests performed. See Note 2.8.

(2)On September 21, 2021 Coca-Cola Andina together with Coca-Cola Femsa, acquired the Brazilian beer brand Therezópolis for BRL 70 million. Each bottler bought 50% of the brand. This transaction is part of the cash-generating units, are annually subjectedcompany’s long-term strategy to complement its beer portfolio in Brazil. The transaction was completed and approved by CADE (Brazilian Administrative Council of Economic Defense). In September of that same year, Andina recorded an intangible asset under the impairment test, Such distribution rights haveTherezópolis brand for BRL 35 million with an indefinite useful lifelife.
(3)Correspond to distribution rights that did not arise from business combinations. These rights are subject to amortization.

F-55

Distribution rights

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Chile (excluding Metropolitan Region, Rancagua and San Antonio)

 

301,187,149

302,814,149

Brazil (Rio de Janeiro, Espirito Santo, Ribeirão Preto and the investments in Sorocaba and Leão Alimentos y Bebidas Ltda.)

 

182,986,222

165,670,430

Paraguay

 

178,475,561

172,548,023

Argentina (North and South)

 

2,228,168

3,200,814

Total

 

664,877,100

644,233,416

The movement and balances of identifiable intangible assets are detailed as follows:

December 31, 2023

Trademarks

Trademarks

    

Distribution

    

    

    

indefinite

    

definite

    

  

    

  

 

rights

Software

Water rights

useful life

useful life

Others

  

 

Description

Total

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

 

Opening balance

 

644,233,416

 

20,763,351

 

439,102

 

5,741,054

 

593,990

 

7,975

 

671,778,888

Additions

 

 

8,984,225

 

148,330

 

 

 

 

9,132,555

Amortization

 

 

(4,857,341)

 

 

 

(187,889)

 

 

(5,045,230)

Impairment (2)

 

(1,627,000)

 

 

 

 

 

 

(1,627,000)

Other increases (decreases) (1)

 

22,270,684

 

(1,183,385)

 

 

600,053

 

 

 

21,687,352

Ending balance

 

664,877,100

 

23,706,850

 

587,432

 

6,341,107

 

406,101

 

7,975

 

695,926,565

December 31, 2022

Trademarks

Trademarks

    

Distribution

    

    

    

indefinite

    

definite

    

    

    

rights

Software

Water rights

useful life

useful life

Others

Description

Total 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Opening balance

640,056,747

13,064,962

422,221

5,297,760

781,878

7,975

659,631,543

Additions

12,020,412

16,881

12,037,293

Amortization

(4,208,798)

(187,888)

(4,396,686)

Impairment

Other increases (decreases) (1)

4,176,669

(113,225)

443,294

4,506,738

Ending balance

644,233,416

20,763,351

439,102

5,741,054

593,990

7,975

671,778,888

(1)Mainly corresponds to restatement due to the effects of translation of distribution rights of foreign subsidiaries.
(2)The rights in Chile related to AdeS were provisioned for impairment according to the annual tests performed. See Note 2.8.

F-56

16  GOODWILL

Movement in Goodwill is detailed as follows:

Foreign currency

Cash Generating Unit

    

01.01.2023

    

translation differences

    

12.31.2023

ThCh$

ThCh$

ThCh$

Chilean operation

 

8,503,023

 

8,503,023

Brazilian operation

 

66,941,508

 

6,890,007

73,831,515

Argentine operation

 

46,254,831

 

(14,061,746)

32,193,085

Paraguayan operation

 

7,324,560

 

251,619

7,576,179

Total

 

129,023,922

 

(6,920,120)

122,103,802

Foreign currency

Cash Generating Unit

    

01.01.2022

    

translation differences

    

12.31.2022

ThCh$

ThCh$

ThCh$

Chilean operation

 

8,503,023

 

 

8,503,023

Brazilian operation

 

61,851,449

 

5,090,059

 

66,941,508

Argentine operation

 

39,976,392

 

6,278,439

 

46,254,831

Paraguayan operation

 

7,712,036

 

(387,476)

 

7,324,560

Total

 

118,042,900

 

10,981,022

 

129,023,922

Foreign currency translation differences

where functional currency is different from 

Cash Generating Unit

    

01.01.2021

    

presentation currency

    

12.31.2021

ThCh$

ThCh$

ThCh$

Chilean operation

 

8,503,023

 

 

8,503,023

Brazilian operation

 

56,001,413

 

5,850,036

 

61,851,449

Argentine operation

 

27,343,642

 

12,632,750

 

39,976,392

Paraguayan operation

 

6,477,515

 

1,234,521

 

7,712,036

Total

 

98,325,593

 

19,717,307

 

118,042,900

17  OTHER CURRENT AND NON-CURRENT FINANCIAL LIABILITIES

Liabilities are detailed as follows:

Balance

Current

Non-current

    

12.31.2023

    

12.31.2022

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

 

ThCh$

ThCh$

Bank loans (Note 17.1.1 - 3)

 

1,500,909

688,800

13,403,691

13,366,211

Bonds payable, net (1) (Note 17.2)

 

27,479,415

340,767,980

953,660,440

763,368,160

Bottle guaranty deposits

 

12,632,184

16,427,144

Derivative contract liabilities (Note 17.3)

 

1,458,210

2,317,577

52,449,925

112,175,058

Lease liabilities (Note 17.4.1 - 2)

 

9,926,283

7,100,579

24,811,777

15,892,629

Total

 

52,997,001

367,302,080

1,044,325,833

904,802,058

(1) Amounts net of issuance expenses and discounts related to issuance.

F-57

The fair value of financial assets and liabilities is presented below:

    

Book value

    

Fair value

    

Book value

    

Fair value

Current

12.31.2023

12.31.2023

12.31.2022

12.31.2022

ThCh$

ThCh$

ThCh$

ThCh$

Cash and cash equivalent (2)

 

303,683,683

303,683,683

291,681,987

291,681,987

Financial assets at fair value (1)

 

842,906

842,906

170,206,554

170,206,554

Trade debtors and other accounts receivable (2)

 

296,883,937

296,883,937

279,770,286

279,770,286

Accounts receivable related companies (2)

 

13,192,740

13,192,740

15,062,167

15,062,167

Bank liabilities (2)

 

1,500,909

1,465,732

688,800

767,468

Bonds payable (2)

 

27,479,415

26,931,768

340,767,980

339,666,507

Bottle guaranty deposits (2)

 

12,632,186

12,632,186

16,427,144

16,427,144

Forward contracts liabilities (see Note 22) (1)

 

1,458,210

1,458,210

2,317,577

2,317,577

Leasing agreements (2)

 

9,926,283

9,926,283

7,100,579

7,100,579

Accounts payable (2)

428,911,984

428,911,984

384,801,630

384,801,630

Accounts payable related companies (2)

94,821,925

94,821,925

90,248,067

90,248,067

    

Book value

    

Fair value

    

Book value

    

Fair value

Non-Current

12.31.2023

12.31.2023

12.31.2022

12.31.2022

ThCh$

ThCh$

ThCh$

ThCh$

Financial assets at fair value (1)

 

78,988,714

78,988,714

75,297,737

75,297,737

Non-current accounts receivable (2)

371,401

371,401

539,920

539,920

Accounts receivable related companies (2)

 

108,021

108,021

109,318

109,318

Bank liabilities (2)

 

13,403,691

13,403,691

13,366,211

13,921,569

Bonds payable (2)

 

953,660,440

894,107,588

763,368,160

729,602,210

Leasing agreements (2)

24,811,777

24,811,777

15,892,629

15,892,629

Non-current accounts payable (2)

 

2,392,555

2,392,555

3,015,284

3,015,284

Derivative contracts liabilities (see Note 22) (1)

52,449,925

52,449,925

112,175,058

112,175,058

Accounts payable related companies (2)

6,007,041

6,007,041

10,354,296

10,354,296

(1)Fair values are based on discounted cash flows using market discount rates at the close of the six-month and one-year period and are not subject to amortization: except forclassified as Level 2 of the Monster rightsfair value measurement hierarchies.

(2)Financial instruments such as: Cash and Cash Equivalents, Trade debtors and Other Accounts Receivable, Accounts Receivable related companies, Bottle Guarantee Deposits Trade Accounts Payable, and Other Accounts Payable related companies present a fair value that are amortized inapproximates their carrying value, considering the nature and term of the agreement which is 4 years. 

Distribution rights 12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Chile (excluding Metropolitan Region, Rancagua and San Antonio)  303,702,092   305,235,247 
Brazil (Rio de Janeiro, Espirito Santo, Ribeirão Preto and investments in Sorocaba y Leão Alimentos e Bebidas Ltda,)  138,176,054   187,616,890 
Paraguay  152,595,420   171,841,663 
Argentina (North and South)  1,892,171   2,061,396 
Total  596,365,737   666,755,196 

The movement and balances of identifiable intangible assets are detailed as follows:

  January 1 to December 31, 2020  January 1 to December 31, 2019 
  Distribution           Distribution          
Description Rights  Others  Software  Total  Rights  Others  Software  Total 
  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
Opening balance  666,755,196   456,763   7,863,416   675,075,375   661,026,400   430,196   7,365,957   668,822,553 
Additions  94,661   -   2,575,125   2,669,786   -   -   3,296,558   3,296,558 
Amortization  (1,573,878)  -   (2,088,612)  (3,662,490)  (133,753)  -   (2,324,225)  (2,457,978)
Other increases (decreases) (1)  (68,910,242)  (455,788)  (202,476)  (69,568,506)  5,862,549   26,567   (474,874)  5,414,242 
Ending balance  596,365,737   975   8,147,453   604,514,165   666,755,196   456,763   7,863,416   675,075,375 

(1)Mainly corresponds to restatement due to the effects of translation of distribution rights of foreign subsidiaries.


 

16 - GOODWILL

Movement in Goodwill is detailed as follows:

Operating segment 01.01.2020  Foreign currency translation differences where
functional currency is different from presentation
currency and hyperinflation
  12.31.2020 
  ThCh$  ThCh$  ThCh$ 
Chilean operation  8,503,023   -   8,503,023 
Brazilian operation  75,674,072   (19,672,659)  56,001,413 
Argentine operation  29,750,238   (2,406,596)  27,343,642 
Paraguayan operation  7,294,328   (816,813)  6,477,515 
Total  121,221,661   (22,896,068)  98,325,593 

Operating segment 01.01.2019  Foreign currency translation differences where
functional currency is different from presentation
currency and hyperinflation
  12.31.2019 
  ThCh$  ThCh$  ThCh$ 
Chilean operation  8,503,023   -   8,503,023 
Brazilian operation  73,080,100   2,593,972   75,674,072 
Argentine operation  28,318,129   1,432,109   29,750,238 
Paraguayan operation  7,327,921   (33,593)  7,294,328 
Total  117,229,173   3,992,488   121,221,661 

Operating segment 01.01.2018  Foreign currency translation differences where
functional currency is different from presentation
currency and hyperinflation
  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Chilean operation  8,503,023   -   8,503,023 
Brazilian operation  73,509,080   (428,980)  73,080,100 
Argentine operation  4,672,971   23,645,158   28,318,129 
Paraguayan operation  6,913,143   414,778   7,327,921 
Total  93,598,217   23,630,956   117,229,173 

17 – OTHER CURRENT AND NON-CURRENT FINANCIAL LIABILITIES

Liabilities are detailed as follows:

  Balance 
  Current  Non-current 
  12.31.2020  12.31.2019  12.31.2020  12.31.2019 
   ThCh$   ThCh$   ThCh$   ThCh$ 
Bank loans (17.1.1 – 2)  799,072   1,438,161   4,000,000   909,486 
Bonds payable, net1 (17.2)  18,705,015   21,604,601   918,921,342   718,962,871 
Deposits in guarantee  12,126,831   11,163,005   -   - 
Derivative contract liabilities (see note 22)  1,217,322   374,576   51,568,854   - 
Leasing agreements (17.4.1 – 2)  5,718,484   6,013,535   15,339,373   23,454,700 
Total  38,566,724   40,593,878   989,829,569   743,327,057 

1 Amounts net of issuances expenses and discounts related to issuance.


 

The fair value of financial assets and liabilities is presented below:

Current 

 

Book Value

12.31.2020

  

Fair Value

12.31.2020

  

 

Book Value

12.31.2019

  

Fair Value

12.31.2019

 
   ThCh$   ThCh$   ThCh$   ThCh$ 
Cash and cash equivalent (2)  309,530,699   309,530,699   157,567,986   157,567,986 
Other financial assets (1)  -   -   317,205   317,205 
Trade debtors and other accounts receivable (2)  194,664,683   194,664,683   191,077,588   191,077,588 
Accounts receivable related companies (2)  11,875,408   11,875,408   10,835,768   10, 835,768 
Bank loans (2)  799,072   896,307   1,438,161   1,434,255 
Bonds payable (2)  18,705,015   22,471,852   21,604,601   24,188,060 
Bottle guaranty deposits (2)  12,126,831   12,126,831   11,163,005   11,163,005 
Derivative contracts liabilities (see note 22) (1)  1,217,322   1,217,322   374,576   374,576 
Leasing agreements (2)  5,718,484   5,718,484   6,013,535   6,013,535 
Accounts payable (2)  230,438,133   230,438,133   243,700,553   243,700,553 
Accounts payable related companies (2)  39,541,968   39,541,968   53,637,601   53,637,601 

Non-current 12.31.2020  12.31.2020  12.31.2019  12.31.2019 
   ThCh$   ThCh$   ThCh$   ThCh$ 
Other financial assets (1)  150,983,295   150,983,295   98,918,457   98,918,457 
Accounts receivable, non-current (2)  73,862   73,862   523,769   523,769 
Accounts receivable related companies (2)  138,346   138,346   283,118   283,118 
Bank loans (2)  4,000,000   4,056,753   909,486   867,025 
Bonds payable (2)  918,921,342   1,088,617,557   718,962,871   803,017,145 
Derivative contracts liabilities (see note 22) (1)  51,568,854   51,568,854   -   - 
Leasing agreements (2)  15,339,373   15,339,373   23,454,700   23,454,700 
Accounts payable, non-current (2)  295,279   295,279   619,587   619,587 

(1)Fair values are based on discounted cash flows using market discount rates at the close of the six-month and one-year period and are classified as Level 2 of the fair value measurement hierarchies.

(2)Financial instruments such as: Cash and Cash Equivalents, Trade and Other Accounts Receivable, Accounts Receivable, Bottle Guarantee Deposits and Trade Accounts Payable, and Other Accounts Payable present a fair value that approximates their carrying value, considering the nature and term of the obligation. The business model is to maintain the financial instrument in order to collect/pay contractual cash flows, in accordance with the terms of the contract, where cash flows are received/cancelled on specific dates that exclusively constitute payments of principal plus interest on that principal. These instruments are revalued at amortized cost.


 

17.1.1 Bank obligations, current

     Maturity     Total 
  Indebted entity Creditor Entity    Type of Nominal  Effective  Up to  90 days to  At  At 
Taxpayer ID Name Country Taxpayer ID Name Country  Currency  Amortization Rate  Rate  90 days  1 year  12.31.2020  12.31.2019 
                             ThCh$   ThCh$   ThCh$   ThCh$ 
96.705.990-0 Envases Central S.A. Chile 97.006.000-6 Banco BCI  Chile   UF  Semiannually  2.13%  2.13%  -   760,667   760,667   748,838 
96.705.990-0 Envases Central S.A. Chile 97.006.000-6 Banco BCI  Chile   UF  Semiannually  2.00%  2.00%  33,111   -   33,111   - 
Foreign Embotelladora del Atlántico S.A. Argentina Foreign Banco Galicia y Buenos Aires S.A.  Argentina   AR  Upon maturity  82.00%  82.00%  -   -   -   8,453 
Foreign Embotelladora del Atlántico S.A. Argentina Foreign Banco Galicia y Buenos Aires S.A.  Argentina   AR  Monthly  26.60%  26.60%  5,294   -   5,294     
Foreign Rio de Janeiro Refrescos Ltda. Brazil Foreign Banco Itaú  Brazil   BRL  Monthly  6.63%  6.63%  -   -   -   635,727 
Foreign Rio de Janeiro Refrescos Ltda. Brazil Foreign Banco Itaú  Brazil   BRL  Quarterly  4.50%  4.50%  -   -   -   45,143 
                                 Total   799,072   1,438,161 

17.1.2 Bank obligations, non-current

                 Maturity    
  Indebted entity      Creditor Entity       Type of  Nominal  Effective  1 year up to  More than 2 years More than 3 years More than 4 years More than 5  at 
Taxpayer ID Name Country  Taxpayer ID Name Country  Currency  Amortization  Rate  Rate  2 years  Up to 3 years Up to 4 years Up to 5 years Years  12.31.2020 
                                 ThCh$  ThCh$ ThCh$ ThCh$  ThCh$   ThCh$ 
96.705.990-0 Envases Central S.A.  Chile  97.006.000-6 Banco BCI  Chile   CLP   Semiannually   2.00%  2.00%  -  - 4,000,000 -  -   4,000,000 
   Total                                            4,000,000 

17.1.2 Bank obligations, non-current previous year

           Maturity    
  Indebted Entity Creditor Entity    Type  Effective  Nominal  1 year up to  More than 2 years  More than 3 years  More than 4 years  More than 5  at 
Tax ID Name Country Tax ID Name Country  Currency  Amortization  Rate  Rate  2 years  Up to 3 years  Up to 4 years  Up to 5 years  Years  12.31.2019 
                               ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$ 
96.705.990-0 Envases Central S.A. Chile 97.006.000-6 Banco BCI  Chile   UF   Semiannually   2.13%  2.13%  736,033   -   -   -   -   736,033 
Foreign Rio de Janeiro Refrescos Ltda. Brazil Foreign Banco Itaú  Brazil   BRL   Monthly   6.63%  6.63%  44,621   44,621   44,621   39,590   -   173,453 
                                           Total       909,486 

17.1.3 Current and non-current bank obligations “Restrictions”

Bank obligations are not subject to restrictions for the reported periods.

F-64

 

17.2       Bonds payable

On January 21, 2020, the Company issued corporate bonds on the international market for USD 300 million with a 30-year maturity, with the whole principal amount due in 2039 and an annual interest rate of 3.950%.

During 2018, Andina carried out a debt restructuring process that consisted of a partial repurchase in the amount of USD 210 millionterms of the 144A/RegS Senior Notes and refinancing it with the placementcontract, where cash flows are received/cancelled on specific dates that exclusively constitute payments of Series F bonds in the local market in the amount of UF 5.7 million due 2039 and accruing an annualprincipal plus interest rate of 2.83%. The costs corresponding to the repurchase of bonds, associated with premium payments, overpricing and proportional amortization of placement costs and discounts in bonds in original U.S. Dollars amounting to CLP 9,583,000 thousand, were recorded in results under the item financial costs.on that principal. These instruments are revalued at amortized cost.

17.1 Bank liabilities

17.1.1     Bank liabilities, current

Maturity

Total

Indebted Entity

Creditor Entity

Type of

Nominal

Up to

90 days to

At

At

Taxpayer ID

  

Name

  

Country

  

Taxpayer ID

  

Name

  

Country

  

Currency

  

Amortization

  

Rate

  

90 days

  

 1 year

  

12.31.2023

  

12.31.2022

ThCh$

ThCh$

ThCh$

ThCh$

96.705.990-0

Envases Central S.A.

Chile

97.006.000-6

Banco Estado

Chile

CLP

Semiannually

2.00

34,460

34,460

28,683

77.427.659-9

Re-Ciclar S.A.

Chile

97.018.000-1

Scotiabank Chile S.A.

Chile

CLP

Semiannually

9.49

186,233

186,233

53,350

77.427.659-9

Re-Ciclar S.A.

Chile

97.018.000-1

Scotiabank Chile S.A.

Chile

UF

Semiannually

3.32

56,529

56,529

91.144.000-8

Embotelladora Andina S.A.

Chile

97.023.000-9

Itaú Corpbanca

Chile

UF

At maturity

0.18

657,036

657,036

91.144.000-8

Embotelladora Andina S.A.

Chile

97.023.000-9

Itaú Corpbanca

Chile

UF

At maturity

0.18

535,951

535,951

585,560

Foreign

Embotelladora Andina S.A.

Chile

97.023.000-9

Itaú Corpbanca

Chile

USD

At maturity

0.18

30,700

30,700

21,207

Total

1,500,909

688,800

F-58

17.1.2     Bank liabilities, non-current

Maturity

Indebted entity

Creditor entity

Type of

Nominal

1 year up to

 More than 2 

More than 3

More than 4 

More than 5

At

Taxpayer ID

   

Name

   

Country

   

Taxpayer ID

   

Name

   

Country

   

Currency

   

Amortization

   

Rate

   

2 years

   

Up to 3 years

   

Up to 4 years

   

Up to 5 years

   

years

   

12.31.2023

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

96.705.990-0

Envases Central S.A.

Chile

97.006.000-6

Banco Estado

Chile

CLP

Semiannually

2.00

%

4,000,000

4,000,000

77.427.659-9

Re-Ciclar S.A.

Chile

97.018.000-1

Scotiabank Chile S.A.

Chile

CLP

Semiannually

9.49

%

4,500,000

4,500,000

77.427.659-9

Re-Ciclar S.A.

Chile

97.018.000-1

Scotiabank Chile S.A.

Chile

UF

Semiannually

3.32

%

4,903,691

4,903,691

Total

13,403,691

17.1.3     Bank liabilities, non-current previous year

Maturity

Indebted entity

Creditor entity

Type of

Nominal

1 year up to

 More than 2 

More than 3

More than 4 

More than 5

At

Taxpayer ID

   

Name

   

Country

   

Taxpayer ID

   

Name

   

Country

   

Currency

   

Amortization

   

Rate

   

2 years

   

Up to 3 years

   

Up to 4 years

   

Up to 5 years

   

years

   

12.31.2022

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

96.705.990-0

Envases Central S.A.

Chile

97.006.000-6

Banco Estado

Chile

CLP

Semiannually

2.00

%

4,000,000

4,000,000

77.427.659-9

Re-Ciclar S.A.

Chile

97.018.000-1

Scotiabank Chile S.A.

Chile

CLP

Semiannually

9.49

%

4,500,000

4,500,000

77.427.659-9

Re-Ciclar S.A.

Chile

97.018.000-1

Scotiabank Chile S.A.

Chile

UF

Semiannually

3.32

%

4,866,211

4,866,211

Total

13,366,211

17.1.4 Current and non-current bank obligations “Restrictions”

Bank obligations are not subject to restrictions for the reported periods.

17.2     Bond obligations

On September 20, 2023, the Company issued corporate bonds in the Swiss public market for CHF 170 million. The bond consisted of a 5 - year issue with bullet structure and an annual coupon of 2.7175%. Simultaneously, derivatives (Cross Currency Swaps) have been contracted through our subsidiary in Brazil (Rio de Janeiro Refrescos) to hedge 100% of the financial obligations of the bond that are denominated in Swiss francs by redenominating such liabilities to Brazilian reais.

At the end of September 2023, Andina made the principal payment of US$365 million of Senior Notes format 144A/RegS, corresponding to 100% of the debt originally placed on January 1, 2013.

Current

Non-current

Total

Composition of bonds payable

    

12.31.2023

    

12.31.2022

    

12.31.2023

    

12.31.2022

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Bonds face value1

 

28,170,013

341,478,129

961,723,115

769,765,783

989,893,128

1,111,243,912

1 Gross amounts do not include issuance expenses and discounts related to issuance.

F-59

17.2.1     Current and non-current balances

Bonds payable correspond to bonds in UF issued by the parent company on the Chilean market, bonds in U.S. dollars issued by the Parent Company on the U.S. market and the Swiss public market . A detail of these instruments is presented below:

    

Current nominal

Adjustment

Interest

Final

Interest

Current

 

Non-current

Bonds

    

Series

    

amount

    

unit

    

rate

    

maturity

    

payment

    

12.31.2023

    

12.31.2022

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

 

ThCh$

ThCh$

CMF Registration 254 06.13.2001

 

B

 

969,219

 

UF

 

6.50

%  

12.01.2026

 

Semiannually

 

11,660,222

10,513,470

18,669,905

28,795,438

CMF Registration 641 08.23.2010

 

C

 

1,090,909

 

UF

 

4.00

%  

08.15.2031

 

Semiannually

 

5,612,839

5,427,888

35,117,116

38,302,888

CMF Registration 760 08.20.2013

 

D

 

4,000,000

 

UF

 

3.80

%  

08.16.2034

 

Semiannually

 

2,062,069

1,967,995

147,157,440

140,443,920

CMF Registration 760 04.02.2014

 

E

 

3,000,000

 

UF

 

3.75

%  

03.01.2035

 

Semiannually

 

1,366,861

1,304,513

110,368,102

105,332,951

CMF Registration 912 10.10.2018

F

5,700,000

UF

2.83

%  

09.25.2039

Semiannually

1,536,949

1,491,144

209,699,352

200,132,586

U.S. Bonds 2023 10.01.2013

365,000,000

USD

5.00

%

10.01.2023

Semiannually

316,293,761

U.S. Bonds 2050 01.01.2020

 

 

300,000,000

 

USD

 

3.95

%  

01.21.2050

 

Semiannually

 

4,590,627

4,479,358

263,136,000

256,758,000

Swiss Bond 2023

170,000,000

CHF

2.7175

%  

09.20.2028

Annual

1,340,446

177,575,200

 

  

 

  

 

  

 

  

 

 

Total

 

28,170,013

341,478,129

961,723,115

769,765,783

17.2.2     Non-current maturities

Year of maturity

Total Non-

More than 1

More than 2

More than 3

current

    

Series

    

up to 2

    

up to 3

    

up to 4

    

More than 5

    

12.31.2023

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

CMF Registration 254 06.13.2001

 

B

 

12,249,648

6,420,257

18,669,905

CMF Registration 641 08.23.2010

 

C

 

5,016,730

5,016,731

5,016,731

20,066,924

35,117,116

CMF Registration 760 08.20.2013

 

D

 

147,157,440

147,157,440

CMF Registration 760 04.02.2014

 

E

 

110,368,102

110,368,102

CMF Registration 912 10.10.2018

 

F

 

209,699,352

209,699,352

U.S. Bonds 2050 01.21.2020

263,136,000

263,136,000

Swiss Bond 2023 09.20.2023

177,575,200

177,575,200

Total

 

 

17,266,378

11,436,988

5,016,731

928,003,018

961,723,115

17.2.3     Market rating

The bonds issued on the Chilean market had the following rating:

  Current  Non-current  Total 
Composition of bonds payable 12.31.2020  12.31.2019  12.31.2020  12.31.2019  12.31.2020  12.31.2019 
   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$ 
Bonds (face value) 1  19,347,033   22,189,595   925,968,913   721,950,553   945,315,946   744,140,148 

AA+

1 Gross amounts, do not consider issuance expenses and discounts related to issuance.:

17.2.1       Current and non-current balances

Bonds payable correspond to bonds in UF issued by the parent company on the Chilean market and bonds in U.S. dollars issued by the Parent Company on the international market. A detail of these instruments is presented below:

                 Current  Non-current 
  Series  Current nominal amount  Adjustment unit Interest rate  Final maturity Interest payment 12.31.2020  12.31.2019  12.31.2020  12.31.2019 
Bonds                    ThCh$   ThCh$   ThCh$   ThCh$ 
CMF Registration N° 254 06.13.2001  B   1,648,160  UF  6,5% 12-01-2026 Semiannually  7,776,693   7,160,809   40,388,468   46,659,296 
CMF Registration N° 641 08.23.2010  C   1,500,000  UF  4,0% 08-15-2031 Semiannually  647,672   630,731   43,605,495   42,464,910 
CMF Registration N° 759 08.20.2013  C   -  UF  3,5% 08-16-2020 Semiannually  -   7,168,907   -   - 
CMF Registration N° 760 08.20.2013  D   4,000,000  UF  3,8% 08-16-2034 Semiannually  1,629,677   1,587,051   116,281,320   113,239,760 
CMF Registration N° 760 04.02.2014  E   3,000,000  UF  3,75% 03-01-2035 Semiannually  1,083,063   1,048,938   87,210,999   84,929,828 
CMF Registration N° 912 10.10.2018  F   5,700,000  UF  2,83% 09-25-2039 Semiannually  1,234,601   1,195,700   165,700,881   161,366,658 
Bonds USA 2023 10.01.2013  -   365,000,000  US$  5,0% 10-01-2023 Semiannually  3,243,709   3,397,459   259,496,750   273,290,101 
Bonds USA 2050 01.21.2020  -   300,000,000  US$  3,95% 01-21-2050 Semiannually  3,731,618   -   213,285,000   - 
                  Total  19,347,033   22,189,595   925,968,913   721,950,553 

Accrued interest included in the current portion of bonds payable as of December 31, 2020 and 2019 amounts to CLP 11,841,892 thousand and CLP 7,983,770 thousand, respectively.


 

17.2.3       Non-current maturities

     Year of maturity      
  Series  More than 1 up to
2
  More than 2 up to
3
  More than 3 up to
4
  More than
5
  Total non-
current
12.31.2020
 
     ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
CMF Registration N° 254 06.13.2001  B   8,013,138   8,533,990   9,088,700   14,752,640   40,388,468 
CMF Registration N° 641 08.23.2010  C   3,964,136   3,964,136   3,964,136   31,713,087   43,605,495 
CMF Registration N° 760 08.20.2013  D   -   -   -   116,281,320   116,281,320 
CMF Registration N° 760 04.02.2014  E   -   -   -   87,210,999   87,210,999 
CMF Registration N° 912 10.10.2018  F   -   -   -   165,700,881   165,700,881 
USA Bonds  -   -   259,496,750   -   -   259,496,750 
USA 2 Bonds  -   -   -   -   213,285,000   213,285,000 
Total      11,977,274   271,994,876   13,052,836   628,943,927   925,968,913 

17.2.4       Market rating

The bonds issued on the Chilean market had the following rating:

AA        :       ICR Compañía Clasificadora de Riesgo Ltda. rating

AA        AA+

:

Fitch Chile Clasificadora de Riesgo Limitada rating

The rating of bonds issued on the international market had the following rating:

The rating of bonds issued on the international market had the following rating:

BBB

:      Standard&Poors

S&P Global Ratings

BBB+

:

Fitch Ratings Inc.

17.2.5       Restrictions

17.2.5.1       Restrictions regarding bonds placed abroad.

Obligations with bonds placed abroad are not affected by financial restrictions for the periods reported.

17.2.5.2

17.2.4     Restrictions

17.2.4.1  Restrictions regarding bonds placed abroad.

Obligations with bonds placed abroad are not affected by financial restrictions for the periods reported.

F-60

17.2.4.2  Restrictions regarding bonds placed in the local market.

The following financial information was used for calculating restrictions:

12.31.2023

ThCh$

Average net financial debt last 4 quarters

671,538,372

Net financial debt

647,364,644

Unencumbered assets

2,813,063,535

Total unsecured liabilities

1,920,451,919

EBITDA LTM

443,666,843

Net financial expenses LTM

34,513,707

Restrictions on the issuance of bonds for a fixed amount registered under number 254, series B1 and B2.

Maintain an Indebtedness Level not greater than three point five times the EBITDA. For these purposes, “Indebtedness Level” will be considered as the ratio between /a/ the average over the last four Quarters of the Consolidated Net Financial Liabilities, and /b/ the accumulated EBITDA in the local market.

Restrictions onperiod of twelve consecutive months ending at the issuanceclosing of bonds for a fixed amount registered under number 254.

In October 2020, the Consolidatedlatest “Consolidated Financial Liabilities/Consolidated Equity no more than 1.20 times covenant was amended as follows:

·Maintain an indebtedness level where Net Consolidated Financial Liabilities to Consolidated Equity does not exceed 1.20 times. For these purposes Net Consolidated Financial Liabilities shall be regarded as (i) “Other Current Financial Liabilities,” plus (ii) “Other Non-Current Financial Liabilities,” less (iii) the addition of “Cash and Cash Equivalents” plus “Other Current Financial Assets;” plus “Other Non-Current Financial Assets) (to the extent they correspond to asset balances of derivative financial instruments, taken to cover exchange rate and/or interest rate risks on financial liabilities). Consolidated Equity will be regarded as total equity including non-controlling interest.

AsStatements of December 31, 2020, this ratio is 0.51 times.

·Maintain, and in no manner lose, sell, assign or transfer to a third party, the geographical area currently denominated as the “Metropolitan Region” (Región Metropolitana) as a territory in Chile in which we have been authorized by The Coca-Cola Company for the development, production, sale and distribution of products and brands of the licensor, in accordance to the respective bottler or license agreement, renewable from time to time.


 

·Not lose, sell, assign, or transfer to a third party any other territory of Argentina or Brazil, which as of this date is franchised by TCCC to the Company for the development, production, sale and distribution of products and brands of such licensor, as long as any of these territories account for more than 40% of the Issuer's Adjusted Consolidated Operating Cash Flow.

·Maintain consolidated assets free of any pledge, mortgage or other encumbrances for an amount at least equal to 1.3 times of the issuer’s unsecured consolidated liabilities.

Unsecured consolidated liabilities payable shallIncome by Function”. “Consolidated Net Financial Liabilities” will be regardedconsidered as the total liabilities, obligationsresult of : /i/ “Other Financial Liabilities, Current”, plus /ii/ “Other Financial Liabilities, Non-Current”, minus /iii/ the sum of “Cash and debtsCash Equivalents”; plus “Other Financial Assets, Current”; plus “Other Financial Assets, Non-Current” (to the extent that they correspond to the balances of the issuer that are not secured by real guarantees on goods and assets of the latter, voluntarily and conventionally constituted by the issuer less the asset balances offor derivative financial instruments, taken to coverhedge exchange rate and/or interest rate risks onrisk of financial liabilities under "Other Current Financial Assets"liabilities);

"EBITDA” will be considered as the addition of the following accounts of the “Consolidated Financial Statements of Income by Function” contained in the Issuer’s Consolidated Financial Statements: “Revenues from Ordinary Activities”, “Cost of Sales”, “Distribution Costs”, “Administrative Expenses” and “Other Expenses, by function”, discounting the value of “Depreciation” and “Amortization for the Year” presented in the Notes to the Issuer’s Consolidated Financial Statements.

As of December 31, 2023 , this ratio was 1.51 times.

Maintain, and "Other non-current Financial Assets"in no manner lose, sell, assign or transfer to a third party, the geographical area currently denominated as the “Metropolitan Region” (RegiónMetropolitana) as a territory in Chile in which we have been authorized by The Coca-Cola Company for the development, production, sale and distribution of products and brands of the licensor, in accordance to the respective bottler or license agreement, renewable from time to time.
Not lose, sell, assign, or transfer to a third party any other territory of Argentina or Brazil, which as of this date is franchised by TCCC to the Company for the development, production, sale and distribution of products and brands of such licensor, as long as any of these territories account for more than 40% of the Issuer’s Adjusted Consolidated Statement of Financial Position.

Consolidated Assets free of any pledge, mortgage or other lien will only be regarded as thoseOperating Cash Flow.

Maintain consolidated assets free of any pledge, mortgage or other encumbrances for an amount at least equal to 1.3 times of the issuer’s unsecured consolidated liabilities.

Unsecured consolidated liabilities payable shall be regarded as the total liabilities, obligations and debts of the issuer that are not secured by real guarantees on goods and assets of the latter, voluntarily and conventionally constituted by the issuer less the asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Statement of Financial Position.

Consolidated Assets free of any pledge, mortgage or other lien will only be regarded as those assets free of any pledge, mortgage or other real lien voluntarily and conventionally constituted by the issuer less asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities and under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Statement of Financial Position.

F-61

As of December 31, 2023, this ratio was 1.46 times.

Restrictions to bond lines registered in the Securities Registered under number 641, series C

Maintain an Indebtedness Level not greater than three point five times the EBITDA. For these purposes, “Indebtedness Level” will be considered as the ratio between /a/ the average over the last four Quarters of the Consolidated Net Financial Liabilities, and conventionally constituted/b/ the accumulated EBITDA in the period of twelve consecutive months ending at the closing of the latest “Consolidated Financial Statements of Income by Function”.

“Consolidated Net Financial Liabilities” will be considered as the result of: /i/ “Other Financial Liabilities, Current”, plus /ii/ “Other Financial Liabilities, Non-Current”, minus /iii/ the sum of “Cash and Cash Equivalents”; plus “Other Financial Assets, Current”; plus “Other Financial Assets, Non-Current” (to the extent that they correspond to the balances of assets for derivative financial instruments, taken to hedge exchange rate and/or interest rate risk of financial liabilities);

“EBITDA” will be considered as the addition of the following accounts of the “Consolidated Financial Statements of Income by Function” contained in the Issuer’s Consolidated Financial Statements: “Revenues from Ordinary Activities”, “Cost of Sales”, “Distribution Costs”, “Administrative Expenses” and “Other Expenses, by function”, discounting the value of “Depreciation” and “Amortization for the Year” presented in the Notes to the Issuer’s Consolidated Financial Statements.

As of December 31, 2023, this ratio was 1.51 times.

Maintain consolidated assets free of any pledge, mortgage or other encumbrances for an amount at least equal to 1.3 times of the issuerissuer’s unsecured consolidated liabilities.

Unencumbered assets refer to the assets that are the property of the issuer; classified under Total Assets of the Issuer’s Financial Statements; and that are free of any pledge, mortgage or other liens constituted in favor of third parties, less asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities and under "Other Current Financial Assets" and "Other non-current Financial Assets" and "Other Non-Current Financial Assets" of the Issuer’s Financial Statements (to the extent they correspond to asset balances of derivative financial instruments, taken to hedge exchange rate and interest rate risk of the financial liabilities).

Unsecured total liabilities correspond to liabilities from Total Current Liabilities and Total Non-Current Liabilities of Issuer’s Financial Statement which do not benefit from preferences or privileges, less "Other Current Financial Assets" and "Other Non-Current Financial Assets" of the Issuer’s Financial Statements (to the extent they correspond to asset balances of derivative financial instruments, taken to hedge exchange rate and interest rate risk of the financial liabilities).

As of December 31, 2023, this ratio was 1.46 times.

Maintain a level of “Net Financial Coverage” greater than 3 times in its quarterly financial statements. Net financial coverage means the ratio between the issuer’s EBITDA of the last 12 months and the issuer’s Net Financial Expenses in the last 12 months. Net Financial Expenses will be regarded as the difference between the absolute value of interest expense associated with the issuer’s financial debt account accounted for under “Financial Costs”; and interest income associated with the issuer’s cash accounted for under the Financial Income account. However, this restriction shall be deemed to have been breached where the mentioned level of net financial coverage is lower than the level previously indicated during two consecutive quarters.

As of December 31, 2023, Net Financial Coverage was 12.85 times.

Restrictions to bond lines registered in the Securities Registrar under number 760, series D and E.

Maintain an Indebtedness Level not greater than three point five times the EBITDA. For these purposes, “Indebtedness Level” will be considered as the ratio between /a/ the average over the last four Quarters of the Consolidated Net Financial Liabilities, and /b/ the accumulated EBITDA in the period of twelve consecutive months ending at the closing of the latest “Consolidated Financial Statements of Results by Function”.

F-62

"Consolidated Net Financial Liabilities” will be considered as the result of : /i/ “Other Financial Liabilities, Current”, plus /ii/ “Other Financial Liabilities, Non-Current”, minus /iii/ the sum of “Cash and Cash Equivalents”; plus “Other Financial Assets, Current”; plus “Other Financial Assets, Non-Current” (to the extent that they correspond to the balances of assets for derivative financial instruments, taken to hedge exchange rate and/or interest rate risk of financial liabilities);

"EBITDA” will be considered as the addition of the following accounts of the “Consolidated Financial Statements of Income by Function” contained in the Issuer’s Consolidated Financial Statements: “Revenues from Ordinary Activities”, “Cost of Sales”, “Distribution Costs”, “Administrative Expenses” and “Other Expenses, by function”, discounting the value of “Depreciation” and “Amortization for the Year” presented in the Notes to the Issuer’s Consolidated Financial Statements.

As of December 31, 2023, this ratio was 1.51 times.

Maintain consolidated assets free of any pledge, mortgage or other encumbrances for an amount at least equal to 1.3 times of the issuer’s unsecured consolidated liabilities payable.

Unsecured Consolidated Liabilities Payable shall be regarded as the total liabilities, obligations and debts of the issuer that are not secured by real guarantees on goods and assets of the latter, voluntarily and conventionally constituted by the issuer less the asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Statement of Financial Position.

The following will be considered in determining Consolidated Assets:  assets free of any pledge, mortgage or other lien, as well as those assets having a pledge, mortgage or real encumbrances that operate solely by law, less asset balances of derivative financial instruments, taken to hedge exchange rate or interest rate risks on financial liabilities under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Financial Statements. Therefore, Consolidated Assets free of any pledge, mortgage or other lien will only be regarded as those assets free of any pledge, mortgage or other real lien voluntarily and conventionally constituted by the issuer less asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities and under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Statement of Financial Position.

As of December 31, 2023, this ratio was 1.46 times.

Maintain, and in no manner, lose, sell, assign or transfer to a third party, the geographical area currently denominated as the “Metropolitan Region” as a territory franchised to the Issuer in Chile by The Coca-Cola Company, hereinafter also referred to as “TCCC” or the “Licensor” for the development, production, sale and distribution of products and brands of said licensor, in accordance to the respective bottler or license agreement, renewable from time to time. Losing said territory means the non-renewal, early termination or cancellation of this license agreement by TCCC, for the geographical area today called “Metropolitan Region”. This reason shall not apply if, as a result of the loss, sale, transfer or disposition, of that licensed territory is purchased or acquired by a subsidiary or an entity that consolidates in terms of accounting with the Issuer.
Not lose, sell, assign, or transfer to a third party any other territory of Argentina or Brazil, which as of the issuance date of these instruments is franchised by TCCC to the Issuer for the development, production, sale and distribution of products and brands of such licensor, as long as any of these territories account for more than 40% of the Issuer’s Adjusted Consolidated Operating Cash Flow of the audited period immediately before the moment of loss, sale, assignment or transfer. For these purposes, the term “Adjusted Consolidated Operating Cash Flow” shall mean the addition of the following accounting accounts of the Issuer’s Consolidated Statement of Financial Position.

AsPosition: (i) “Gross Profit” which includes regular activities and cost of December 31, 2020, this ratio is 1.55 times.

sales; less (ii) “Distribution Costs”; less (iii) “Administrative Expenses”; plus (iv) “Participation in profits (losses) of associates that are accounted for using the equity method”; plus (v) ”Depreciation”; plus (vi) ”Intangibles Amortization”.

F-63

Restrictions to bond lines registered in the Securities Registrar under number 912, series F.

Maintain an Indebtedness Level not greater than three point five times the EBITDA. For these purposes, “Indebtedness Level” will be considered as the ratio between /a/ the average over the last four Quarters of the Consolidated Net Financial Liabilities, and /b/ the accumulated EBITDA in the Securities Registered under number 641, series C

·Maintain a level of "Net Financial Debt" within its quarterly financial statements that may not exceed 1.5 times, measured over figures included in its consolidated statement of financial position. To this end, net financial debt shall be defined as the ratio between net financial debt and total equity of the issuer (equity attributable to controlling owners plus non-controlling interest). On its part, net financial debt will be the difference between the Issuer's financial debt and cash.

Asperiod of December 31, 2020, Nettwelve consecutive months ending at the closing of the latest “Consolidated Financial Debt level was 0.51Statements of Results by Function”.

“Consolidated Net Financial Liabilities” will be considered as the result of : /i/ “Other Financial Liabilities, Current”, plus /ii/ “Other Financial Liabilities, Non-Current”, minus /iii/ the sum of “Cash and Cash Equivalents”; plus “Other Financial Assets, Current”; plus “Other Financial Assets, Non-Current” (to the extent that they correspond to the balances of assets for derivative financial instruments, taken to hedge exchange rate and/or interest rate risk of financial liabilities);

“EBITDA” will be considered as the sum of the following accounts of the “Consolidated Financial Statements of Income by Function” contained in the Issuer’s Consolidated Financial Statements: “Revenues from Ordinary Activities”, “Cost of Sales”, “Distribution Costs”, “Administrative Expenses” and “Other Expenses, by function”, discounting the value of “Depreciation” and “Amortization for the Year” presented in the Notes to the Issuer’s Consolidated Financial Statements.

As of December 31, 2023, this ratio was 1.51 times.

·
Maintain consolidated assets free of any pledge, mortgage or other encumbrances for an amount at least equal to 1.3 times of the issuer’s unsecured consolidated liabilities.

Unencumbered assets refer to the assets that are the property of the issuer; classified under Total Assets of the Issuer’s Financial Statements; and that are free of any pledge, mortgage or other liens constituted in favor of third parties, less "Other Current Financial Assets" and "Other Non-Current Financial Assets"encumbrances for an amount at least equal to 1.3 times of the Issuer’s Financial Statements (to the extent they correspond to asset balances of derivative financial instruments, taken to hedge exchange rate and interest rate risk of the financial liabilities).

Unsecured totalissuer’s unsecured consolidated liabilities correspond to: liabilities from Total Current Liabilities and Total Non-Current Liabilities of Issuer’s Financial Statement which do not benefit from preferences or privileges, less "Other Current Financial Assets" and "Other Non-Current Financial Assets" of the Issuer’s Financial Statements (to the extent they correspond to asset balances of derivative financial instruments, taken to hedge exchange rate and interest rate risk of the financial liabilities).

As of December 31, 2020, this ratio is 1.55 times.


 

·Maintain a level of "Net Financial Coverage" greater than 3 times in its quarterly financial statements. Net financial coverage means the ratio between the issuer's Ebitda of the last 12 months and the issuer's Net Financial Expenses in the last 12 months. Net Financial Expenses will be regarded as the difference between the absolute value of interest expense associated with the issuer's financial debt account accounted for under "Financial Costs"; and interest income associated with the issuer's cash accounted for under the Financial Income account. However, this restriction shall be deemed to have been breached where the mentioned level of net financial coverage is lower than the level previously indicated during two consecutive quarters.

As of December 31, 2020, Net Financial Coverage level is 8.50 times.

Restrictions to bond lines registered in the Securities Registrar under number 760 D-E.

·Maintain an indebtedness level where Net Consolidated Financial Liabilities to Consolidated Equity does not exceed 1.20 times. For these purposes Net Consolidated Financial Liabilities shall be regarded as (i) “Other Current Financial Liabilities,” plus (ii) “Other Non-Current Financial Liabilities,” less (iii) the addition of “Cash and Cash Equivalents” plus “Other Current Financial Assets;” plus “Other Non-Current Financial Assets) (to the extent they correspond to asset balances of derivative financial instruments, taken to cover exchange rate and/or interest rate risks on financial liabilities). Consolidated Equity will be regarded as total equity including non-controlling interest.

As of December 31, 2020, Indebtedness Level is 0.51 times of Consolidated Equity.

·Maintain consolidated assets free of any pledge, mortgage or other encumbrances for an amount at least equal to 1.3 times of the issuer’s unsecured consolidated liabilities payable.

payable. Unsecured Consolidated Liabilities Payable shall be regarded as the total liabilities, obligations and debts of the issuer that are not secured by real guarantees on goods and assets of the latter, voluntarily and conventionally constituted by the issuer less the asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities under "Other“Other Current Financial Assets"Assets” and "Other“Other non-current Financial Assets"Assets” of the Issuer’s Consolidated Statement of Financial Position.

The following will be considered in determining Consolidated Assets:  assets free of any pledge, mortgage or other lien, as well as those assets having a pledge, mortgage or real encumbrances that operate solely by law, less asset balances of derivative financial instruments, taken to hedge exchange rate or interest rate risks on financial liabilities under "Other“Other Current Financial Assets"Assets” and "Other“Other non-current Financial Assets"Assets” of the Issuer’s Consolidated Financial Statements. Therefore, Consolidated Assets free of any pledge, mortgage or other lien will only be regarded as those assets free of any pledge, mortgage or other real lien voluntarily and conventionally constituted by the issuer less asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities and under "Other“Other Current Financial Assets"Assets” and "Other“Other non-current Financial Assets"Assets” of the Issuer’s Consolidated Statement of Financial Position.

As of December 31, 2023, this ratio was 1.46 times.

Not lose, sell, assign, or transfer to a third party any other territory of December 31, 2020, this ratioArgentina or Brazil, which as of the issuance date of local bonds Series C, D and E is 1.55 times.

·Maintain, and in no manner, lose, sell, assign or transfer to a third party, the geographical area currently denominated as the “Metropolitan Region” as a territory franchised to the Issuer in Chile by The Coca-Cola Company, hereinafter also referred to as "TCCC" or the "Licensor" for the development, production, sale and distribution of products and brands of said licensor, in accordance to the respective bottler or license agreement, renewable from time to time. Losing said territory, means the non-renewal, early termination or cancellation of this license agreement by TCCC, for the geographical area today called "Metropolitan Region". This reason shall not apply if, as a result of the loss, sale, transfer or disposition, of that licensed territory is purchased or acquired by a subsidiary or an entity that consolidates in terms of accounting with the Issuer.

·Not lose, sell, assign, or transfer to a third party any other territory of Argentina or Brazil, which as of the issuance date of these instruments is franchised by TCCC to the Issuer for the development, production, sale and distribution of products and brands of such licensor, as long as any of these territories account for more than 40% of the Issuer's Adjusted Consolidated Operating Cash Flow of the audited period immediately before the moment of loss, sale, assignment or transfer. For these purposes, the term "Adjusted Consolidated Operating Cash Flow" shall mean the addition of the following accounting accounts of the Issuer's Consolidated Statement of Financial Position: (i) "Gross Profit" which includes regular activities and cost of sales; less (ii) "Distribution Costs"; less (iii) "Administrative Expenses"; plus (iv) "Participation in profits (losses) of associates and joint ventures that are accounted for using the equity method"; plus (v) "Depreciation"; plus (vi) "Intangibles Amortization".


 

Restrictions to bond lines registeredthe Issuer for the development, production, sale and distribution of products and brands of such licensor, as long as any of these territories account for more than 40% of the Issuer’s Adjusted Consolidated Operating Cash Flow of the audited period immediately before the moment of loss, sale, assignment or transfer. For these purposes, the term “Adjusted Consolidated Operating Cash Flow” shall mean the addition of the following accounting accounts of the Issuer’s Consolidated Statement of Financial Position: (i) “Gross Profit” which includes regular activities and cost of sales; less (ii) “Distribution Costs”; less (iii) “Administrative Expenses”; plus (iv) “Participation in profits (losses) of associates that are accounted for using the equity method”; plus (v) “Depreciation”; plus (vi) “Intangibles Amortization”.

As of December 31, 2023, the Company complies with all financial covenants.

17.3     Derivative contract obligations

Please see details in Note 22.

F-64

17.4 Liabilities for leasing agreements

17.4.1     Current liabilities for leasing agreements

    

    

    

    

    

    

    

Maturity

Total

Indebted entity

Creditor entity

Type of

Nominal

Up to

90 days and up to

At

At

Name

  

Country

  

Taxpayer ID

  

Name

  

Country

  

Currency

  

Amortization

  

Rate

  

90 days

    

1 year

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

ThCh$

ThCh$

Rio de Janeiro Refrescos Ltda.

Brazil

Foreign

Cogeração - Light ESCO

Brazil

BRL

Monthly

12.28

%  

318,556

1,016,205

1,334,761

1,069,428

Rio de Janeiro Refrescos Ltda.

Brazil

Foreign

Tetra Pack

Brazil

BRL

Monthly

7.39

%  

124,735

393,518

518,253

121,291

Rio de Janeiro Refrescos Ltda.

Brazil

Foreign

Real Estate

Brazil

BRL

Monthly

8.10

%  

160,994

380,117

541,111

155,613

Rio de Janeiro Refrescos Ltda.

Brazil

Foreign

Leão

Brazil

BRL

Monthly

3.50

%  

80,753

242,258

323,011

299,362

Embotelladora del Atlántico S.A.

Argentina

Foreign

Tetra Pak SRL

Argentina

USD

Monthly

12.00

%  

88,718

266,155

354,873

497,308

Embotelladora del Atlántico S.A.

Argentina

Foreign

Real Estate

Argentina

ARS

Monthly

50.00

%  

349,588

455,536

805,124

622,574

Embotelladora del Atlántico S.A.

Argentina

Foreign

Systems

Argentina

USD

Monthly

12.00

%  

19,369

57,400

76,769

123,253

Embotelladora del Atlántico S.A.

Argentina

Foreign

Real Estate

Argentina

ARS

Monthly

12.00

%  

78,364

175,671

254,035

Vital Jugos S.A.

Chile

76.080.198-4

De Lage Landen Chile S.A

Chile

USD

Monthly

5.49

%

155,549

471,198

626,747

588,820

Vital Jugos S.A.

Chile

77.951.700-4

Sig Combibloc Chile SPA.

Chile

EUR

Monthly

39.22

%

32,709

90,988

123,697

Vital Aguas S.A

Chile

76.572.588-7

Coca Cola del Valle New Ventures S.A

Chile

CLP

Monthly

7.50

%

998,501

Vital Aguas S.A

Chile

76.572.588-7

Coca Cola del Valle New Ventures S.A

Chile

CLP

Monthly

11.24

%

262,042

736,459

998,501

Envases Central S.A

Chile

76.572.588-7

Coca Cola del Valle New Ventures S.A

Chile

CLP

Monthly

3.86

%

603,428

603,428

Envases Central S.A

Chile

76.572.588-7

Coca Cola del Valle New Ventures S.A

Chile

CLP

Monthly

5.56

%

602,887

Transportes Polar S.A.

Chile

76.413.243-2

Cons. Inmob. e Inversiones Limitada

Chile

UF

Monthly

2.89

%

128,214

128,214

118,883

Transportes Polar S.A.

Chile

76.536.499-K

Jungheinrich Rentalift SPA

Chile

UF

Monthly

4.11

%

82,787

242,318

325,105

Transportes Polar S.A.

Chile

93.075.000-k

Importadora Técnica Vignola SAIC

Chile

UF

Monthly

3.67

%  

20,389

55,293

75,682

Transporte Andina Refrescos Ltda

Chile

78.861.790-9

Comercializadora Novaverde Limitada

Chile

UF

Monthly

0.08

%  

177,802

Transporte Andina Refrescos Ltda

Chile

78.861.790-9

Comercializadora Novaverde Limitada

Chile

UF

Monthly

0.45

%

118,598

79,957

198,555

Transporte Andina Refrescos Ltda

Chile

76.536.499-K

Jungheinrich Rentalift SPA

Chile

UF

Monthly

0.24

%

248,800

757,225

1,006,025

932,903

Transporte Andina Refrescos Ltda

Chile

76.536.499-K

Jungheinrich Rentalift SPA

Chile

UF

Monthly

0.34

%

187,889

575,368

763,257

Transporte Andina Refrescos Ltda

Chile

85.275.700-0

Arrendamiento De Maquinaria SPA

Chile

UF

Monthly

1.00

%

-

309,440

Transporte Andina Refrescos Ltda

Chile

85.275.700-0

Arrendamiento De Maquinaria SPA

Chile

UF

Monthly

0.45

%

85,954

264,920

350,874

Red de Transportes Comerciales Ltda

Chile

76.930.501-7

Inmobiliaria Ilog Avanza Park

Chile

UF

Monthly

2.48

%

125,260

393,001

518,261

Red de Transportes Comerciales Ltda

Chile

76.930.501-7

Inmobiliaria Ilog Avanza Park

Chile

UF

Monthly

0.21

%

482,514

  

  

  

  

  

  

  

 

Total

9,926,283

7,100,579

The Company maintains leases on forklifts, vehicles, real estate and machinery. These leases have an average lifespan of between one and eight years without including a renewal option in the contracts.

F-65

17.4.2    Non-current liabilities for leasing agreements

Maturity

Indebted entity

Creditor entity

Amortization

Nominal

1 year up to

2 years up to

3 years up to

4 years up to

More than

At

Name

  

Country

  

Taxpayer ID

    

Name

    

Country

    

Currency

    

Type

    

2 years

    

2 years

    

3 years

    

4 years

    

5 years

    

5 years

    

12.31.2023

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Rio de Janeiro Refrescos Ltda.

Brazil

Foreign

Cogeração - Light ESCO

Brazil

BRL

Monthly

12.28

%  

1,508,279

1,704,356

1,925,922

2,176,292

586,918

7,901,767

Rio de Janeiro Refrescos Ltda.

Brazil

Foreign

Tetra Pack

Brazil

BRL

Monthly

7.39

%  

572,983

633,670

700,981

775,654

1,514,109

4,197,397

Rio de Janeiro Refrescos Ltda.

Brazil

Foreign

Real Estate

Brazil

BRL

Monthly

8.10

%  

351,697

316,738

166,992

835,427

Rio de Janeiro Refrescos Ltda.

Brazil

Foreign

Leão Alimentos e Bebidas Ltda.

Brazil

BRL

Monthly

3.50

%  

298,867

34,834

32,714

366,415

Embotelladora del Atlántico S.A.

Argentina

O-E

Tetra Pak SRL

Argentina

USD

Monthly

12.00

%  

473,164

236,582

473,164

236,582

325,300

1,744,792

Embotelladora del Atlántico S.A.

Argentina

O-E

Real Estate

Argentina

ARS

Monthly

50.00

%  

3,505

1,752

5,257

Embotelladora del Atlántico S.A.

Argentina

O-E

Real Estate

Argentina

USD

Monthly

12.00

%

391,171

195,586

329,479

164,740

1,009,031

2,090,007

Embotelladora del Atlántico S.A.

Argentina

O-E

Systems

Argentina

USD

Monthly

12.00

%  

30,877

15,438

46,315

Vital Jugos S.A.

Chile

O-E

De Lage Landen Chile S.A

Chile

USD

Monthly

5.49

%  

166,326

166,326

Vital Jugos S.A.

Chile

77.951.198-4

Sig Combibloc Chile SPA.

Chile

EUR

Monthly

39.22

%  

215,369

107,685

238,039

119,019

446,054

1,126,166

Transportes Andina Refrescos Ltda.

Chile

85.275.700-0

Arrendamiento De Maquinaria SPA

Chile

UF

Monthly

0.45

%  

40,226

20,113

60,339

Transportes Andina Refrescos Ltda.

Chile

76.536.499-k

Jungheinrich Rentalift SPA

Chile

UF

Monthly

0.24

%  

631,973

315,986

947,959

Transportes Andina Refrescos Ltda.

Chile

76.536.499-k

Jungheinrich Rentalift SPA

Chile

UF

Monthly

0.34

%  

1,082,507

541,253

1,124,173

562,085

3,310,018

Red de Transportes Comerciales Ltda.

Chile

76.930.501-7

Inmobiliaria Ilog Avanza Park

Chile

UF

Monthly

2.48

%  

235,140

117,569

352,709

Transportes Polar S.A.

Chile

76.413.243-2

Cons. Inmob. e Inversiones Limitada

Chile

UF

Monthly

2.89

%  

51,013

25,506

76,519

Transportes Polar S.A.

Chile

76.536.499-K

Jungheinrich Rentalift SPA

Chile

UF

Monthly

4.11

%  

484,434

242,217

495,328

247,664

1,469,643

Transportes Polar S.A.

Chile

93.075.000-k

Importadora Técnica Vignola SAIC

Chile

UF

Monthly

3.67

%  

76,480

38,241

114,721

Total

24,811,777

17.4.3 Non-current liabilities for leasing agreements (previous year)

Maturity

Indebted entity

Creditor entity

Type of

Nominal

1 year up to

2 years up to

3 years up to

4 years up to

More than

at

Name

    

Country

    

Taxpayer ID

    

Name

    

Country

    

Currency

    

Amortization

    

Rate

    

2 years

    

3 years

    

4 years

    

5 years

    

5 years

    

12.31.2022

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Rio de Janeiro Refrescos Ltda.

Brazil

Foreign

Cogeração - Light ESCO

Brazil

BRL

Monthly

12.28

%  

1,208,453

1,365,552

1,543,074

1,743,674

2,501,730

8,362,483

Rio de Janeiro Refrescos Ltda.

Brazil

Foreign

Tetra Pack|

Brazil

BRL

Monthly

7.39

%  

130,569

140,558

151,311

162,886

409,959

995,283

Rio de Janeiro Refrescos Ltda.

Brazil

Foreign

Real estate

Brazil

BRL

Monthly

8.10

%  

57,105

8,702

65,807

Rio de Janeiro Refrescos Ltda.

Brazil

Foreign

Leão Alimentos e Bebidas Ltda.

Brazil

BRL

Monthly

3.50

%  

292,445

270,586

31,538

29,618

624,187

Embotelladora del Atlántico S.A.

Argentina

Foreign

Tetra Pak SRL

Argentina

USD

Monthly

12.00

%  

842,297

513,737

335,293

1,691,327

Embotelladora del Atlántico S.A.

Argentina

Foreign

Real estate

Argentina

ARS

Monthly

50.00

%  

136,139

136,139

VJ S.A.

Chile

Foreign

De Lage Landen Chile S.A

Chile

USD

Monthly

12.16

%  

769,982

769,982

Transportes Andina Refrescos Ltda.

Chile

85.275.700-0

Arrendamiento De Maquinaria SPA

Chile

UF

Monthly

1.00

%  

355,952

355,952

Transportes Polar S.A.

Chile

76.413.243-2

Cons. Inmob. e Inversiones Limitada

Chile

UF

Monthly

2.89

%  

195,393

195,393

Red de Transportes Comerciales Ltda.

Chile

76.390.501-7

Inmobiliaria Ilog Avanza Park

Chile

UF

Monthly

0.21

%  

831,235

831,235

Transportes Andina Refrescos Ltda.

Chile

76.536.499-K

Jungheinrich Rentalift SPA

Chile

UF

Monthly

0.24

%  

1,864,841

1,864,841

Total

15,892,629

Leasing agreement obligations are not subject to financial restrictions for the reported periods.

F-66

18  TRADE AND OTHER ACCOUNTS PAYABLE

Trade and other accounts payable are detailed as follows:

Classification

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Current

 

428,911,984

 

384,801,630

Non-current

 

2,392,555

 

3,015,284

Total

 

431,304,539

 

387,816,914

Item

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Trade accounts payable

 

296,701,188

 

298,298,731

Withholding tax

 

74,435,775

 

60,738,656

Others (1)

 

60,167,576

 (1)

28,779,527

Total

 

431,304,539

 

387,816,914

(1)

Other current considers the account payable to former shareholders of Companhia de Bebidas Ipiranga ("CBI"). See Note 6 for further information.

19  OTHER PROVISIONS, CURRENT AND NON-CURRENT

19.1        Balances

The composition of provisions is as follows:

Description

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Litigation (1)

 

54,801,896

 

48,695,427

Total

 

54,801,896

 

48,695,427

Current

1,314,106

1,591,644

Non-current

53,487,790

47,103,783

Total

54,801,896

48,695,427

(1)Correspond to the provision made for the probable losses of tax, labor and commercial contingencies, according to the following detail:

Description (see note 23.1)

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Tax contingencies

 

29,637,064

27,339,444

Labor contingencies

 

13,200,665

11,374,753

Civil contingencies

 

11,964,167

9,981,230

Total

 

54,801,896

48,695,427

F-67

19.2        Movements

The movement of principal provisions over litigation is detailed as follows:

Description

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Opening balance at January 1st

 

48,695,427

 

57,412,406

Additional provisions

 

 

48,639

Increase (decrease) in existing provisions

 

6,635,882

 

6,359,467

Used provision (payments made charged to the provision)

 

(4,139,270)

 

(3,108,988)

Reversal of unused provision*

 

 

(15,654,522)

Increase (decrease) due to foreign exchange rate differences

 

3,609,857

 

3,638,425

Total

 

54,801,896

 

48,695,427

(*) During 2022, the provision constituted by a defendant of the Government of the State of Rio de Janeiro related to the Advertising Contract was reversed. This is due to a review of the balances involved where the amounts claimed are reduced in favor of Rio de Janeiro Refrescos Ltda.

20  OTHER NON-FINANCIAL LIABILITIES

Other current and non-current non-financial liabilities at each reporting period end are detailed as follows:

Current

Non-current

Description

    

12.31.2023

    

12.31.2022

    

12.31.2023

12.31.2022

ThCh$

ThCh$

 

ThCh$

ThCh$

Dividends payable

 

32,081,207

 

29,042,469

Other

 

10,291,953

 (1)

13,251,991

2,506,795

29,589,051

Total

 

42,373,160

 

42,294,460

2,506,795

29,589,051

(1)Corresponds to prepayment from Coca-Cola de Chile S.A. for a marketing co-participation plan for the penetration of market equipment, which will be developed in the Securities Registrar under number 912.

short term.

·Maintain an indebtedness level where Net Consolidated Financial Liabilities to Consolidated Equity does not exceed 1.20 times. For these purposes Net Consolidated Financial Liabilities shall be regarded as (i) “Other Current Financial Liabilities,” plus (ii) “Other Non-Current Financial Liabilities,” less (iii) the addition of “Cash and Cash Equivalents” plus “Other Current Financial Assets;” plus “Other Non-Current Financial Assets) (to the extent they correspond to asset balances of derivative financial instruments, taken to cover exchange rate and/or interest rate risks on financial liabilities). Consolidated Equity will be regarded as total equity including non-controlling interest.

As of December 31, 2020, this ratio is 0.51 times.

·Maintain consolidated assets free of any pledge, mortgage or other encumbrances for an amount at least equal to 1.3 times of the issuer’s unsecured consolidated liabilities payable. Unsecured Consolidated Liabilities Payable shall be regarded as the total liabilities, obligations and debts of the issuer that are not secured by real guarantees on goods and assets of the latter, voluntarily and conventionally constituted by the issuer less the asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities under "Other Current Financial Assets" and "Other non-current Financial Assets" of the Issuer’s Consolidated Statement of Financial Position. The following will be considered in determining Consolidated Assets: assets free of any pledge, mortgage or other lien, as well as those assets having a pledge, mortgage or real encumbrances that operate solely by law, less asset balances of derivative financial instruments, taken to hedge exchange rate or interest rate risks on financial liabilities under "Other Current Financial Assets" and "Other non-current Financial Assets" of the Issuer’s Consolidated Financial Statements. Therefore, Consolidated Assets free of any pledge, mortgage or other lien will only be regarded as those assets free of any pledge, mortgage or other real lien voluntarily and conventionally constituted by the issuer less asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities and under "Other Current Financial Assets" and "Other non-current Financial Assets" of the Issuer’s Consolidated Statement of Financial Position.

As of December 31, 2020, this ratio is 1.55 times.

21  EQUITY

·Not lose, sell, assign, or transfer to a third party any other territory of Argentina or Brazil, which as of the issuance date of local bonds Series C, D and E is franchised by TCCC to the Issuer for the development, production, sale and distribution of products and brands of such licensor, as long as any of these territories account for more than 40% of the Issuer's Adjusted Consolidated Operating Cash Flow of the audited period immediately before the moment of loss, sale, assignment or transfer. For these purposes, the term "Adjusted Consolidated Operating Cash Flow" shall mean the addition of the following accounting accounts of the Issuer's Consolidated Statement of Financial Position: (i) "Gross Profit" which includes regular activities and cost of sales; less (ii) "Distribution Costs"; less (iii) "Administrative Expenses"; plus (iv) "Participation in profits (losses) of associates and joint ventures that are accounted for using the equity method"; plus (v) "Depreciation"; plus (vi) "Intangibles Amortization".

As of December 31, 2020 and 2019, the Company complies with all financial collaterals.

17.3       Derivative contract obligations

Please see details in Note 22.


 

17.4.1       Current liabilities for leasing agreements

                    Maturity  Total 
Debtor Entity Creditor Entity   Type of Effective  Nominal  Up to  90 days to  At  At 
Name Country Taxpayer ID Name Country Currency Amortization Rate  Rate  90 days  1 year  12.31.2020  12.31.2019 
                      ThCh$  ThCh$  ThCh$  ThCh$ 
Rio de Janeiro Refrescos Ltda. Brazil Foreign Cogeração - Light ESCO Brasil BRL Monthly  13.00%  12.28%  166,711   531,815   698,526   839,502 
Rio de Janeiro Refrescos Ltda. Brazil Foreign Tetra Pack Brasil BRL Monthly  7.65%  7.39%  61,617   147,121   208,738   360,854 
Rio de Janeiro Refrescos Ltda. Brazil Foreign Real estate Brasil BRL Monthly  8.20%  8.20%  66,160   117,534   183,694   300,338 
Rio de Janeiro Refrescos Ltda. Brazil Foreign Leão Brasil BRL Monthly  6.56%  6.56%  68,366   200,944   269,310   497,386 
Embotelladora del Atlántico S.A. Argentina Foreign Tetra Pak SRL Argentina USD Monthly  12.00%  12.00%  20,867   62,602   83,469   132,815 
Embotelladora del Atlántico S.A. Argentina Foreign Banco Comafi Argentina USD Monthly  12.00%  12.00%  31,232   93,695   124,927   88,739 
Embotelladora del Atlántico S.A. Argentina Foreign Real estate Argentina ARS Monthly  50.00%  50.00%  65,656   148,249   213,905   189,320 
Embotelladora del Atlántico S.A. Argentina Foreign Systems Argentina USD Monthly  1.00%  1.00%  20,556   61,671   82,227   1,169,884 
Vital Aguas S.A. Chile 76.389.720-6 Coca Cola del Valle New Ventures S.A. Chile CLP Linear  7.50%  7.50%  289,312   882,152   1,171,464   2,198,998 
Envases Central S.A. Chile 96.705.990-0 Coca Cola del Valle New Ventures S.A. Chile CLP Linear  8.40%  8.40%  565,631   1,724,833   2,290,464   235,699 
Paraguay Refrescos S.A. Paraguay 80.003.400-7 Tetra Pack Ltda. Suc. Py Paraguay PGY Monthly  1.00%  1.00%  55,952   159,680   215,632   - 
Transportes Polar S.A. Chile 96.928.520-7 Cons. Inmob. e Inversiones Limitada Chile UF Monthly  2.89%  2.89%  22,944   69,834   92,778   - 
Embotelladora Andina S.A. Chile 91.144.000-8 Central de Restaurante Aramark Ltda. Chile CLP Monthly  1.30%  1.30%  20,736   62,614   83,350   - 
                      Total   5,718,484   6,013,535 

The Company maintains lease agreements on forklifts, vehicles, real estate and machinery. These leases have an average life of between one and eight years without including a renewal option in the contracts.


17.4.2        Non-current liabilities for leasing agreements, non-current

                Maturity    

Debtor Entity

 Creditor Entity   Amortization Effective  Nominal  1 year to  2 years to  3 years to  4 years to  More
than
  

At

 
Name Country Taxpayer ID Name Country Currency Type Rate  Rate  

2 years 

  

3 years 

  

4 years 

  

5 years 

  

5 years 

  

12.31.2020 

 
                    ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
Rio de Janeiro Refrescos Ltda. Brazil Foreign Cogeração - Light ESCO Brazil BRL Monthly  13.0%  12.28%  789,334   891,946   1,007,901   1,138,928   4,827,833   8,655,942 
Rio de Janeiro Refrescos Ltda. Brazil Foreign Tetra Pack| Brazil BRL Monthly  7.65%  7.39%  95,856   -   -   -   -   95,856 
Rio de Janeiro Refrescos Ltda. Brazil Foreign Real estate Brazil BRL Monthly  8.20%  8.20%  72,906   32,980   23,547   -   -   129,433 
Rio de Janeiro Refrescos Ltda. Brazil Foreign Leão Alimentos e Bebidas Ltda. Brazil BRL Monthly  6.56%  6.56%  261,577   249,681   243,911   225,680   51,007   1,031,856 
Embotelladora del Atlántico S.A. Argentina Foreign Banco Comafi Argentina USD Monthly  12.00%  12.00%  -   20,867   -   -   -   20,867 
Embotelladora del Atlántico S.A. Argentina Foreign Tetra Pak SRL Argentina USD Monthly  12.00%  12.00%  -   249,854   -   249,854   72,874   572,582 
Embotelladora del Atlántico S.A. Argentina Foreign Real estate Argentina ARS Monthly  50.00%  50.00%  -   128,930   -   -   -   128,930 
Embotelladora del Atlántico S.A. Argentina Foreign Real estate Argentina ARS Monthly  50.00%  50.00%  -   95,931   -   -   -   95,931 
Vital Aguas S.A. Chile 76.572.588-7 Coca Cola del Valle New Ventures S.A. Chile CLP Monthly  8.20%  8.20%  1,107,140   -   -   -   -   1,107,140 
Envases Central S.A. Chile 76.572.588-7 Coca Cola del Valle New Ventures S.A. Chile CLP Monthly  9.00%  9.00%  2,967,864   -   -   -   -   2,967,864 
Paraguay Refrescos S.A. Paraguay 80.003.400-7 Tetra Pack Ltda. Suc. Py Paraguay PGY Monthly  1.00%  1.00%  -   163,635   -   -   -   163,635 
Transportes Polar S.A. Chile 76.413.243-2 Cons. Inmob. e Inversiones Limitada Chile UF Monthly  2.89%  2.89%  -   193,789   -   161,551   -   355,340 
Embotelladora Andina S.A. Chile 76.178.360-2 Central de Restaurante Aramark Ltda. Chile CLP Monthly  1.30%  1.30%  -   13,997   -   -   -   13,997 
                                       Total   15,339,373 

17.4.3        Non-current liabilities for leasing agreements (previous year)

              Maturity    
Debtor Entity Creditor Entity   Amortization Effective  Nominal  1 year to  2 years to  3 years to  4 years to  More than  At 
Name Country Taxpayer ID Name Country Currency Type Rate  Rate  2 years  3 years  4 years  5 years  5 years  12.31.2019 
                    ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
Rio de Janeiro Refrescos Ltda. Brazil Foreign Cogeração - Light ESCO Brazil BRL Monthly  13.0%  12.28%  948,466   1.071.766   1.211.096   1.368.538   8.101.730   12.701.596 
Rio de Janeiro Refrescos Ltda. Brazil Foreign Tetra Pack Brazil BRL Monthly  7.65%  7.39%  271,264   111.005   -   -   -   382.269 
Rio de Janeiro Refrescos Ltda. Brazil Foreign Real estate Brazil BRL Monthly  8.20%  8.20%  97,784   9.144   -   -   -   106.928 
Rio de Janeiro Refrescos Ltda. Brazil Foreign Leão Alimentos e Bebidas Ltda. Brazil BRL Monthly  6.56%  6.56%  365,671   355.172   339.020   331.185   375.688   1.766.736 
Embotelladora del Atlántico S.A. Argentina Foreign Tetra Pak SRL Argentina USD Monthly  12.00%  12.00%  -   398.442   -   343.104   -   741.546 
Embotelladora del Atlántico S.A. Argentina Foreign Banco Comafi Argentina USD Monthly  12.00%  12.00%  -   110.924   -   -   -   110.924 
Embotelladora del Atlántico S.A. Argentina Foreign Real estate Argentina ARS Monthly  50.00%  50.00%  -   55.222   -   -   -   55.222 
Vital Aguas S.A. Chile 76.572.588-7 Coca Cola del Valle New Ventures S.A. Chile CLP Monthly  8.20%  8.20%  2,242,278   -   -   -   -   2.242.278 
Envases Central S.A. Chile 76.572.588-7 Coca Cola del Valle New Ventures S.A. Chile CLP Monthly  9.0%  9.0%  4,947,745   -   -   -   -   4.947.745 
Paraguay Refrescos S.A. Paraguay 80.003.400-7 Tetra Pack Ltda. Suc. Py Paraguay PGY Monthly  1.00%  1.00%  399,456   -   -   -   -   399.456 
                                       Total    23.454.700 

Leasing agreement obligations are not subject to financial restrictions for the reported periods.


18 – TRADE AND OTHER ACCOUNTS PAYABLE

Trade and other current accounts payable are detailed as follows:

Classification 12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Current  230,445,809   243,700,553 
Non-current  295,279   619,587 
Total  230,741,088   244,320,140 

Item 12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Trade accounts payable  163,361,078   172,142,472 
Withholding tax  48,566,443   53,326,254 
Others  18,813,567   18,851,414 
Total  230,741,088   244,320,140 

19 – OTHER PROVISIONS, CURRENT AND NON-CURRENT

19.1       Balances

The composition of provisions is as follows:

Detail 12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Litigation (1)  50,070,273   69,107,550 
Total  50,070,273   69,107,550 
         
Current  1,335,337   2,068,984 
Non-current  48,734,936   67,038,566 
Total  50,070,273   69,107,550 

21.1        Number of shares:

(1)Correspond to the provision made for the probable losses of fiscal, labor and commercial contingencies, based on the opinion of our legal advisors, according to the following detail:

Detail (see note 23.1) 12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Tax contingencies  25,543,101   38,853,059 
Labor contingencies  8,688,551   10,569,754 
Civil contingencies  15,838,621   19,684,737 
Total  50,070,273   69,107,550 

F-72

 

19.2       Movements

The movement of principal provisions over litigation is detailed as follows:

 Detail 12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Opening balance as of January 1  69,107,550   62,452,526 
Additional provisions  172,801   121,003 
Increases (decrease) in existing provisions (*)  4,624,789   17,336,285 
Payments  (5,799,209)  (14,977,996)
Reversal of unused provision  -   3,551,223 
Increase (decrease) due to foreign exchange differences  (18,035,658)  624,509 
Total  50,070,273   69,107,550 

(*) During 2019, reversal of provisions consisting of fines demanded by the Brazilian tax authority on the use of tax credits resulting from favorable sentencing to Rio de Janeiro Refrescos Ltda. which are not present in 2020.

20 – OTHER NON-FINANCIAL LIABILITIES

Other current and non-current liabilities at each reporting period end are detailed as follows:

  Current  Non-Current 
Description 12.31.2020  12.31.2019  12.31.2020  12.31.2019 
  ThCh$  ThCh$  ThCh$  ThCh$ 
Dividends payable  25,999,055   22,639,150   -   - 
Others (1)  2,267,675   3,863,065   21,472,048   - 
Total  28,266,730   26,502,215   21,472,048   - 

(1)Other non-current corresponds mainly to accounts payable to former shareholders of Companhia de Bebidas Ipiranga (“CBI”). See Note 6 for further information.

21 – EQUITY

21.1        Number of shares:

  Number of shares subscribed at nominal value Number of shares paid in Number of voting shares 
 
Series 2020 2019 2020 2019 2020 2019 
A 473,289,301 473,289,301 473,289,301 473,289,301 473,289,301 473,289,301 
B 473,281,303 473,281,303 473,281,303 473,281,303 473,281,303 473,281,303 


 

21.1.1       Equity:

 Subscribed Capital Paid-in capital 

Number of subscribed, paid-in and voting shares

Series 2020 2019 2020 2019 

    

2023

    

2022

 ThCh$ ThCh$ ThCh$ ThCh$ 
A  135,379,504   135,379,504   135,379,504   135,379,504 

 

473,289,301

 

473,289,301

B  135,358,070   135,358,070   135,358,070   135,358,070 

 

473,281,303

 

473,281,303

Total  270,737,574   270,737,574   270,737,574   270,737,574 

21.1.1     Capital:

Paid-in and subscribed capital

Series

    

2023

    

2022

 

ThCh$

 

ThCh$

A

 

135,379,504

 

135,379,504

B

 

135,358,070

 

135,358,070

Total

 

270,737,574

 

270,737,574

21.1.2     Rights of each series:

·Series A: Elects
Series A: Elect 12 of the 14 Directors.
·Series B: Receives an additional 10% of dividends distributed to Series A and elects 2 of the 14 Directors.

21.2       Dividend policy

According to Chilean law, cash dividends must be paid equal to at least 30% of annual net profit, barring a unanimous vote by shareholders to the contrary. If there is no net profit in a given year, the Company will not be legally obligated to pay dividends from retained earnings. At the ordinary Shareholders’ Meeting held in April 2020, the shareholders agreed to pay out of the 2019 earnings a final dividend14 Directors.

Series B: Receive an additional 10% of dividends distributed to Series A and another additional dividend to the 30% required by Chile’s Law 18,046.

Pursuant to Circular Letter N° 1,945elects 2 of the Chilean Financial Market Commission (CMF) dated September 29,14 Directors.

F-68

21.2        Dividend policy

Under Chilean law, we must distribute cash dividends equivalent to at least 30% of our annual net profit, barring a unanimous vote by shareholders to the contrary. If there is no net profit in a given year, the Company shall not be legally obligated to distribute dividends from accumulated earnings, unless approved by the General Shareholders Meeting. At the General Shareholders’ Meeting held in April 2023, shareholders agreed to pay out of the 2022 earnings a final dividend additional  to the 30% required by Chile’s Law on Corporations and an eventual final dividend, which were paid on May 9, 2023 and May 26, 2023, respectively.

The dividends declared and/or paid per share are presented below:

Approval-Payment

Dividend

Profits imputable 

CLP

CLP

Periods

    

type

    

to dividends

    

Series A

    

Series B

04.15.2021

05.28.2021

Final

2020 Earnings

26.00

28.60

04.15.2021

 

08.27.2021

 

Additional

 

2020 Earnings

 

26.00

 

28.60

09.28.2021

 

10.29.2021

 

Interim

 

2021 Earnings

 

29.00

 

31.90

12.21.2021

 

01.28.2022

 

Interim

 

2021 Earnings

 

29.00

 

31.90

04.13.2022

 

04.26.2022

 

Final

 

Accumulated Earnings

 

189.00

 

207.9

07.27.2022

 

08.26.2022

 

Interim

 

2022 Earnings

 

29.00

 

31.90

09.28.2022

 

10.28.2022

 

Interim

 

2022 Earnings

 

29.00

 

31.90

12.27.2022

01.27.2023

Interim

2022 Earnings

29.00

31.90

04.20.2023

05.09.2023

Final

2022 Earnings

29.00

31.90

04.20.2023

05.26.2023

Final

Accumulated earnings

50.00

55.00

07.25.2023

08.25.2023

Interim

2023 Earnings

29.00

31.90

09.27.2023

10.26.2023

Interim

2023 Earnings

29.00

31.90

12.28.2023

 

01.25.2024

 

Interim

 

2023 Earnings

 

32.00

 

35.20

21.3        Other reserves

The balance of other reserves includes the following:

Concept

    

12.31.2023

    

12.31.2022

    

12.31.2021

 

ThCh$

 

ThCh$

 

ThCh$

Polar acquisition

 

421,701,520

 

421,701,520

421,701,520

Foreign currency translation reserves

 

(556,832,899)

 

(495,483,366)

(441,580,088)

Cash flow hedge reserve

 

(24,064,386)

 

(62,344,501)

50,603,698

Reserve for employee benefit actuarial gains or losses

 

(6,013,183)

 

(7,776,316)

(4,885,926)

Legal and statutory reserves

 

5,435,538

 

5,435,538

5,435,538

Other

6,014,568

6,014,568

6,014,568

Total

 

(153,758,842)

 

(132,452,557)

37,289,310

21.3.1     Polar acquisition

This amount corresponds to the difference between the valuation at fair value of the issuance of shares of Embotelladora Andina S.A. and the book value of the paid capital of Embotelladoras Coca-Cola Polar S.A., which was finally the value of the capital increase notarized in legal terms.

21.3.2     Cash flow hedge reserve

They arise from the fair value of the existing derivative contracts that have been qualified for hedge accounting at the end of each financial period. When contracts are expired, these reserves are adjusted and recognized in the income statement in the corresponding period (see Note 22).

F-69

21.3.3     Reserve for employee benefit actuarial gains or losses

Corresponds to the restatement effect of employee benefits actuarial gains or losses that according to IAS 19 amendments must be carried to other comprehensive income.

21.3.4     Legal and statutory reserves

In accordance with Official Circular N° 456 issued by the Chilean Financial Market Commission (CMF), the legally required price-level restatement of paid-in capital for 2009 is presented as part of other equity reserves and is accounted for as a capitalization from Other Reserves with no impact on net income or retained earnings under IFRS. This amount totaled CLP 5,435,538 thousand as of December 31, 2009.

21.3.5     Foreign currency translation reserves

This corresponds to the conversion of the financial statements of foreign subsidiaries whose functional currency is different from the presentation currency of the Consolidated Financial Statements. Additionally, exchange differences between accounts receivable kept by the companies in Chile with foreign subsidiaries are presented in this account, which have been treated as investment accounted for using the equity method, Translation reserves are detailed as follows:

Description

    

12.31.2023

    

12.31.2022

    

12.31.2021

 

ThCh$

 

ThCh$

 

ThCh$

Brazil

 

(106,141,988)

 

(140,762,397)

 

(167,447,389)

Argentina

 

(464,946,783)

 

(360,988,849)

 

(294,696,228)

Paraguay

 

14,255,872

 

6,267,880

 

20,563,529

Total

 

(556,832,899)

 

(495,483,366)

 

(441,580,088)

The movement of this reserve for the periods ended on the dates indicated below, is detailed as follows:

Description

    

12.31.2023

    

12.31.2022

    

12.31.2021

 

ThCh$

 

ThCh$

 

ThCh$

Brazil

 

34,620,409

 

26,684,992

 

36,210,003

Argentina

 

(103,957,934)

 

(66,292,621)

 

(3,363,826)

Paraguay

 

7,987,992

 

(14,295,649)

 

43,070,221

Total

 

(61,349,533)

 

(53,903,278)

 

75,916,398

21.3.6     Consolidated statements of comprehensive income

The detail of the comprehensive income and expense for the periods ended on the dates indicated below, is detailed as follows:

Gross 

Balance as of 2023

    

Balance

    

Tax

    

Net Balance

ThCh$

ThCh$

ThCh$

Cash Flow for hedge (1)

 

52,472,352

 

(14,183,004)

 

38,289,348

Exchange rate translation differences (1)

 

(98,844,581)

 

37,650,601

 

(61,193,980)

Benefit related to defined benefit plans

 

2,381,650

 

(643,045)

 

1,738,605

Total Comprehensive income as of December 31, 2022

 

(43,990,579)

 

22,824,552

 

(21,166,027)

F-70

Gross

Balance as of 2022

    

 Balance

    

Tax

    

Net Balance

ThCh$

ThCh$

ThCh$

Cash Flow for hedge (1)

 

(155,206,655)

 

42,276,806

 

(112,929,849)

Exchange rate translation differences (1)

 

(78,009,918)

 

23,777,899

 

(54,232,019)

Benefit related to defined benefit plans

 

(3,960,084)

 

1,069,223

 

(2,890,861)

Total Comprehensive income as of December 31, 2022

 

(237,176,657)

 

67,123,928

 

(170,052,729)

Gross

Balance as of 2021

    

 Balance

    

Tax

    

Net Balance

ThCh$

ThCh$

ThCh$

Cash Flow for hedge (1)

 

104,232,055

 

(28,944,992)

 

75,287,063

Exchange rate translation differences (1)

 

98,973,862

 

(22,103,267)

 

76,870,595

Benefit related to defined benefit plans

 

(357,840)

 

96,617

 

(261,223)

Total Comprehensive income as of December 31, 2021

 

202,848,077

 

(50,951,642)

 

151,896,435

(1)These concepts will be reclassified to the statements of income when it is settled.

F-71

The movement of comprehensive income and expense is as follows:

    

    

    

Benefit related

Cash Flow

Exchange rate

to defines

As of December 31, 2023:

Hedge

Differences

benefit plans

 

ThCh$

 

ThCh$

 

ThCh$

Increase (decrease)

 

52,393,210

(98,844,581)

6,374,693

Deferred taxes

 

(14,113,095)

37,650,601

(1,721,167)

Reclassification to the result by function

 

9,233

Remeasurement of defined benefit plan

(2,914,921)

Total Changes in Equity

 

38,289,348

(61,193,980)

1,738,605

Equity attributable to owners of the parent

38,280,115

(61,349,533)

1,763,133

Non-Controlling interests

 

9,233

155,553

(24,528)

Total Changes in equity as of December 31, 2023

 

38,289,348

(61,193,980)

1,738,605

    

    

    

Benefit related

Cash Flow

Exchange rate

to defines

As of December 31, 2022:

Hedge

Differences

benefit plans

 

ThCh$

 

ThCh$

 

ThCh$

Increase (decrease)

 

(155,007,121)

(78,009,918)

(3,617,931)

Deferred taxes

 

43,070,637

23,777,899

976,841

Reclassification to the result by function

 

(993,365)

Remeasurement of defined benefit plan

(249,771)

Total Changes in Equity

 

(112,929,849)

(54,232,019)

(2,890,861)

Equity attributable to owners of the parent

(112,948,199)

(53,903,278)

(2,890,390)

Non-Controlling interests

 

18,350

(328,741)

(471)

Total Changes in equity as of December 31, 2022

 

(112,929,849)

(54,232,019)

(2,890,861)

    

    

    

Benefit related

Cash Flow

Exchange rate

to defines

As of December 31, 2021:

Hedge

Differences

benefit plans

 

ThCh$

 

ThCh$

 

ThCh$

Increase (decrease)

 

102,529,128

 

98,973,862

 

3,026,996

Deferred taxes

 

(28,469,748)

 

(22,103,267)

 

(817,289)

Reclassification to the result by function

 

1,227,683

 

 

Remeasurement of defined benefit plan

(2,470,930)

Total Changes in Equity

 

75,287,063

 

76,870,595

 

(261,223)

Equity attributable to owners of the parent

75,323,231

75,916,398

(222,733)

Non-Controlling interests

 

(36,168)

 

954,197

 

(38,490)

Total Changes in equity as of December 31, 2021

 

75,287,063

 

76,870,595

 

(261,223)

F-72

21.4        Non-controlling interests

This is the recognition of the portion of equity and income from subsidiaries owned by third parties. This account is detailed as follows:

Non-controlling Interests

Ownership %

Shareholders’ Equity

Income

December

December

December

December

December

December

Details

    

2023

    

2022

    

2021

    

2023

    

2022

    

2021

    

2023

    

2022

    

2021

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Embotelladora del Atlántico S.A.

 

0.0171

 

0.0171

 

0.0171

 

23,516

 

36,451

 

33,794

 

4,067

6,410

3,463

Andina Empaques Argentina S.A.

 

0.0209

 

0.0209

 

0.0209

 

2,735

 

4,346

 

3,761

 

(243)

(5)

326

Paraguay Refrescos S.A.

 

2.1697

 

2.1697

 

2.1697

 

6,421,855

 

6,177,360

 

6,331,726

 

1,023,763

988,416

885,010

Vital S.A.

 

35.0000

 

35.0000

 

35.0000

 

9,518,527

 

8,848,927

 

8,056,551

 

579,391

923,228

499,923

Vital Aguas S.A.

 

33.5000

 

33.5000

 

33.5000

 

2,391,066

 

2,216,115

 

2,041,837

 

168,407

198,195

130,522

Envases Central S.A.

 

40.7300

 

40.7300

 

40.7300

 

7,491,638

 

6,669,936

 

5,738,008

 

758,514

999,807

750,192

Re-Ciclar S.A.*

40.0000

40.0000

40.0000

8,845,550

4,189,373

3,064,078

536,178

(154,706)

64,082

Total

 

  

 

  

 

  

 

34,694,887

 

28,142,508

 

25,269,755

 

3,070,077

2,961,345

2,333,518

The following tables presents summarized information regarding the Company´s subsidiaries that have non-controlling interest:

    

    

Andina

    

    

    

    

Embotelladora

Empaques

Paraguay

Del Atlantico

Argentina

Refrescos

VJ

Vital Aguas

Envases

Re-Ciclar

S.A.

S.A.

S.A.

S.A

    

S.A.

Central S.A.

S.A.

December 31,2023

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Total current assets

 

79,240,262

 

9,149,013

 

81,710,657

 

29,670,457

7,064,594

 

20,446,648

 

6,613,813

Total non-current assets

 

186,371,255

 

9,397,856

 

277,112,895

 

19,914,658

5,272,662

 

21,015,727

 

26,500,107

Total current liabilities

 

105,077,757

 

4,907,443

 

44,297,696

 

20,549,744

5,061,919

 

16,775,490

 

1,596,354

Total non-current liabilities

 

22,626,937

 

561,677

 

18,552,180

 

1,839,580

137,827

 

6,293,557

 

9,403,691

Net sales

 

445,970,004

 

22,146,635

 

223,840,648

 

80,683,367

22,338,380

 

92,778,313

 

Net Income

 

23,848,440

 

(1,388,032)

 

47,183,699

 

1,655,403

502,706

 

1,862,293

 

1,340,445

    

    

Andina

    

    

    

    

Embotelladora

Empaques

Paraguay

Del Atlantico

Argentina

Refrescos

VJ

Vital Aguas

Envases

Re-Ciclar

S.A.

S.A.

S.A.

S.A

    

S.A.

Central S.A.

S.A.

December 31,2022

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Total current assets

 

132,214,927

16,481,794

 

72,297,644

 

27,190,771

7,326,742

 

22,918,372

 

14,595,558

Total non-current assets

 

243,866,619

11,897,459

 

269,314,097

 

19,346,711

5,516,881

 

22,057,335

 

5,626,492

Total current liabilities

 

138,653,369

6,679,478

 

40,454,954

 

20,026,609

6,073,685

 

21,712,326

 

382,408

Total non-current liabilities

 

23,668,595

915,427

 

16,451,513

 

1,228,226

154,669

 

6,887,495

 

9,366,211

Net sales

 

664,003,032

37,915,166

 

212,339,131

 

85,067,864

22,026,721

 

100,227,739

 

Net Income

 

37,589,788

(25,095)

 

45,554,603

 

2,637,795

591,626

 

2,454,710

 

(386,764)

    

    

Andina

    

    

    

    

Embotelladora

Empaques

Paraguay

Del Atlantico

Argentina

Refrescos

VJ

Vital Aguas

Envases

Re-Ciclar

S.A.

S.A.

S.A.

S.A

    

S.A.

Central S.A.

S.A.

December 31,2021

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Total current assets

 

107,589,399

 

13,197,912

 

64,121,536

 

25,441,586

5,575,990

 

17,976,170

 

4,135,677

Total non-current assets

 

209,051,488

 

11,865,984

 

279,148,198

 

16,832,859

5,789,335

 

20,945,892

 

3,560,269

Total current liabilities

 

98,942,717

 

6,210,788

 

34,207,817

 

17,498,997

4,934,841

 

20,091,524

 

35,751

Total non-current liabilities

 

19,520,634

 

868,253

 

17,242,154

 

1,756,730

335,449

 

4,742,707

 

-

Net sales

 

517,466,510

 

30,750,914

 

169,216,180

 

64,513,412

16,005,176

 

77,475,816

 

-

Net Income

 

20,307,709

 

1,558,476

 

40,788,801

 

1,428,350

389,619

 

1,841,867

 

160,195

F-73

21.5        Earnings per share

The basic earnings per share presented in the statement of comprehensive income is calculated as the quotient between income for the period and the weighted average number of shares outstanding during the same period.

Earnings per share used to calculate basic and diluted earnings per share is detailed as follows:

Earnings per share

12.31.2023

    

SERIES A

    

SERIES B

    

TOTAL

Net income attributable to owners of the parent (CLP 000’s)

 

81,639,457

89,801,954

171,441,410

Weighted average number of shares

 

473,289,301

473,281,303

946,570,604

Earnings per basic and diluted share (CLP)

 

172.49

189.74

181.12

Earnings per share

12.31.2022

    

SERIES A

    

SERIES B

    

TOTAL

Net income attributable to owners of the parent (CLP 000’s)

 

59,761,287

65,736,355

125,497,642

Weighted average number of shares

 

473,289,301

473,281,303

946,570,604

Earnings per basic and diluted share (CLP)

 

126.27

138.89

132.58

Earnings per share

    

12.31.2021

    

SERIES A

    

SERIES B

    

TOTAL

Net income attributable to owners of the parent (CLP 000’s)

73,666,409

 

81,031,741

 

154,698,150

Weighted average number of shares

473,289,301

 

473,281,303

 

946,570,604

Earnings per basic and diluted share (CLP)

155.65

 

171.21

 

163.43

22  DERIVATIVE ASSETS AND LIABILITIES

Embotelladora Andina currently maintains “Cross Currency Swaps” and “Currency Forward” agreements as derivative financial instruments.

Cross Currency Swaps (“CCS”), also known as interest rate and currency swaps are valued by the method of discounted future cash flows at a market rate corresponding to the currencies and rates of the transaction.

On the other hand, the fair value of forward currency contracts is calculated in reference to current forward exchange rates for contracts with similar maturity profiles.

As of December 31, 2023, the Company holds the following derivative instruments:

22.1Accounting recognition of cross currency and rate swaps

Cross Currency Swaps, associated with local Bonds (Chile)

As of December 31, 2023, the Company maintains derivative contracts to secure some of its bond debt issued in Unidades de Fomento totaling UF 8,911,035 (UF 9,340,963 as of December 31, 2022), to convert those obligations to CLP.

These contracts were valued at fair value, yielding a net asset as of December 31, 2023 of CLP 71,053,190 thousand (CLP 75,297,737 thousand as of December 31, 2022) which is presented in Other non-current financial assets. Maturity dates of derivative contracts are distributed throughout 2026, 2031, 2034 and 2035.

F-74

Cross Currency Swaps, associated with international Bonds (U.S.A. and Switzerland)

As of December 31, 2023, the Company has derivative contracts to secure obligations with the public issued in U.S. dollars for USD 300 million, to convert these obligations into Chilean pesos indexed by the Consumer Price Index (UF) maturing in 2050. Additionally, there are derivative contracts to secure obligations with the public issued in Swiss francs for an amount of CHF 170 million to convert this obligation into Brazilian reais maturing in 2028.

The valuation of the first contract at fair value results in a non-current liability of ThCh$ 52,449,925, as of December 31, 2023 (non-current liability of ThCh$ 112,175,058 as of December 31, 2022), while the valuation of the second contract at fair value results in a non-current asset of ThCh$ 7,935,525, as of the closing date of the financial statements.

In September, given that the international bond for USD 365 million matured, the corresponding derivatives used to redenominate the conditions from dollars to reais also matured and the contract was extinguished.

22.2        Forward currency transactions expected to be very likely

During 2023 and 2022, Embotelladora Andina entered into forward contracts to ensure the exchange rate on future commodity purchasing needs for its 4 operations, i.e., closing forward instruments in USD/ARS, USD/BRL, USD/CLP, EUR/CLP and USD/PYG. As of December 31, 2023, outstanding contracts amount to USD 87.4 million (USD 80.2 million as of December 31, 2022).

Futures contracts that ensure prices of future raw materials have not been designated as hedge agreements, since they do not fulfill IFRS documentation requirements, whereby its effects on variations in fair value are accounted for directly under other comprehensive income.

22.3 Fair value hierarchy

As of December 31, 2023, the Company held assets for derivative contracts for CLP 80,083,558 thousand (CLP 245,504,291 thousand as of December 31, 2022) - the decrease is explained by the liquidation of the Cross Currency Swaps related to the international bond for USD 365 million that matured in September 2023 - and held liabilities for derivative contracts for CLP 53,908,135 thousand (CLP 114,492,635 thousand as of December 31, 2022).

Those contracts covering existing items have been classified in the same category of hedged, the net amount of derivative contracts by concepts covering forecasted items have been classified in current and non-current financial assets and financial liabilities. All the derivative contracts are carried at fair value in the consolidated statement of financial position.

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

Level 1:    quoted (unadjusted) prices in active markets for identical assets or liabilities

Level 2:    Inputs other than quoted prices included in level 1 that are observable for the assets and liabilities, either directly (that is, as prices) or indirectly (that is, derived from prices)

Level 3:    Inputs for assets and liabilities that are not based on observable market data.

F-75

During the reporting period, there were no transfers of items between fair value measurement categories; all of which were valued during the period using level 2.

Fair Value Measurement at December 31, 2023

    

Quoted prices in 

    

    

    

    

active markets for 

identical assets or

Observable

Unobservable

liabilities

market data

market data

(Level 1)

(Level 2)

(Level 3)

Total

ThCh$

ThCh$

ThCh$

ThCh$

Assets

 

  

 

  

 

  

 

  

Other current financial assets

 

 

1,094,844

 

 

1,094,844

Other non-current financial assets

 

 

78,988,714

 

 

78,988,714

Total assets

 

 

80,083,558

 

 

80,083,558

Liabilities

 

 

 

  

 

Other current financial liabilities

 

 

1,458,210

 

 

1,458,210

Other non-current financial liabilities

 

 

52,449,925

 

 

52,449,925

Total Liabilities

53,908,135

53,908,135

Fair Value Measurement at December 31, 2022

    

Quoted prices in 

    

    

    

    

active markets for 

identical assets or

Observable

Unobservable

liabilities

market data

market data

(Level 1)

(Level 2)

(Level 3)

Total

ThCh$

ThCh$

ThCh$

ThCh$

Assets

 

  

 

  

 

  

 

  

Other current financial assets

 

 

170,206,554

 

 

170,206,554

Other non-current financial assets

 

 

75,297,737

 

 

75,297,737

Total assets

 

 

245,504,291

 

 

245,504,291

Liabilities

 

  

 

 

  

 

Other current financial liabilities

2,317,577

2,317,577

Other non-current financial liabilities

 

 

112,175,058

 

 

112,175,058

Total Liabilities

 

 

114,492,635

 

 

114,492,635

23  LITIGATION AND CONTINGENCIES

23.1        Lawsuits and other legal actions:

In the opinion of the Company’s Board of Directors decided to maintain the initial adjustments from adopting IFRS as accumulated earnings for future distribution.

The dividends declared and paid per share are presented below:

Periods Dividend type Profits imputable to dividends Ch$ per Series A Share Ch$ per Series B Share 
 
2018 January Interim 2017 Earnings 21,50 23,65 
2018  May Final 2017 Earnings 21,50 23,65 
2018  August Additional Accumulated Earnings 21,50 23,65 
2018 October Interim 2018 Earnings 21,50 23,65 
2019 January Interim 2018 Earnings 21,50 23,65 
2019 May Final 2018 Earnings 21,50 23,65 
2019 August Additional Accumulated Earnings 21,50 23,65 
2019 October Interim 2019 Earnings 21,50 23,65 
2020 January Interim 2019 Earnings 22,60 24,86 
2020 May Final 2019 Earnings 26.00 28.60 
2020 August Additional Accumulated Earnings 26.60 28.60 
2020 November Interim 2020 Earnings 26.60 28.60 
2021 January Interim 2020 Earnings 26.60 28.60 


 

21.3       Other Reserves

The balance of other reserves includes the following:

Description 12.31.2020  12.31.2019  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Polar acquisition  421,701,520   421,701,520   421,701,520 
Foreign currency translation reserves  (517,496,486)  (339,076,340)  (306,674,528)
Cash flow hedge reserve  (24,719,533)  (14,850,683)  (13,668,932)
Reserve for employee benefit actuarial gains or losses  (4,663,193)  (2,230,752)  (1,954,077)
Legal and statutory reserves  5,435,538   5,435,538   5,435,538 
Other  6,014,568   6,014,568   6,014,568 
Total  (113,727,586)  76,993,851   110,854,089 

21.3.1       Polar acquisition

This amount corresponds to the difference between the valuation at fair value of the issuance of shares of Embotelladora Andina S.A. and the book value of the paid capital of Embotelladoras Coca-Cola Polar S-A., which was finally the value of the capital increase notarized in legal terms.

21.3.2       Cash flow hedge reserve

They arise from the fair value of the existing derivative contracts that have been qualified for hedge accounting at the end of each financial period. When contracts are expired, these reserves are adjusted and recognized in the income statement in the corresponding period (see Note 22).

21.3.3       Reserve for employee benefit actuarial gains or losses

Corresponds to the restatement effect of employee benefits actuarial losses that according to IAS 19 amendments must be carried to other comprehensive income.

F-75

 

21.3.4       Legal and statutory reserves

In accordance with Official Circular N° 456 issued by the Chilean Financial Market Commission (CMF), the legally required price-level restatement of paid-in capital for 2009 is presented as part of other equity reserves and is accounted for as a capitalization from Other Reserves with no impact on net income or retained earnings under IFRS. This amount totaled CLP 5,435,538 thousand as of December 31, 2009.

21.3.5       Foreign currency translation reserves

This corresponds to the conversion of the financial statements of foreign subsidiaries whose functional currency is different from the presentation currency of the Consolidated Financial Statements. Additionally, exchange differences between accounts receivable kept by the companies in Chile with foreign subsidiaries are presented in this account, which have been treated as investment equivalents accounted for using the equity method, Translation reserves are detailed as follows:

Details 12.31.2020  12.31.2019  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Brazil  (187,071,599)  (102,922,548)  (99,990,343)
Argentina  (291,332,402)  (246,415,922)  (201,118,180)
Paraguay  (22,506,692)  6,133,700   8,623,849 
Exchange rate differences in related companies  (16,585,793)  4,128,430   (14,189,854)
Total  (517,496,486)  (339,076,340)  (306,674,528)

The movement of this reserve for the periods ended on the dates indicated below, is detailed as follows:

Details 12.31.2020  12.31.2019  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Brazil  (104,863,274)  15,386,079   (10,313,069)
Argentina  (44,916,480)  (45,297,742)  (72,770,068)
Paraguay  (28,640,392)  (2,490,149)  13,486,181 
Exchange rate differences in related companies  -   -   - 
Total  (178,420,146)  (32,401,812)  (69,596,956)

21.3.6       Consolidated statements of comprehensive income

The detail of the comprehensive income and expense for the periods ended on the dates indicated below, is detailed as follows:

  Gross Balance  Tax  Net Balance 
Cash Flow for hedge (1)  (12,203,755)  2,334,037   (9.869.718)
Exchange rate translation differences (1)  (264,119,093)  84,571,922   (179.547.171)
Benefit relate to defined benefit plans  (3,146,362)  849,518   (2.296.844)
Total Comprenhensive income as of December 31, 2020  (279.469.210)  87.755.477   (191.713.733)

  Gross Balance  Tax  Net Balance 
Cash Flow for hedge (1)  (1,865,233)  683,482   (1,181,751)
Exchange rate translation differences (1)  (41,844,584)  9,295,546   (32,549,038)
Benefit relate to defined benefit plans  (379,007)  102,332   (276,675)
Total Comprenhensive income as of December 31, 2019  (44,088,824)  10,081,360   (34,007,464)

F-76

 

  Gross Balance  Tax  Net Balance 
Cash Flow for hedge (1)  (13,151,841)  2,554,551   (10,597,290)
Exchange rate translation differences (1)  (72,455,525)  2,476,204   (69,979,321)
Benefit relate to defined benefit plans  (63,463)  16,184   (47,279)
Total Comprenhensive income as of December 31, 2018  (85,670,829)  5,046,939   (80,623,890)

(1)These concepts will be reclassified to the statements of income when it is settled,

The movement of comprehensive income and expense is as follows:

As of December 31, 2020: 

Cash Flow

Hedge

  Exchange rate Differences  Benefit related to defines
benefit plans
 
  M$  M$  M$ 
Increase (decrease)  (11,029,171)  (264,119,093)  (3,338,354)
Deferred taxes  2,029,363   84,571,923   901,356 
Reclassification to the result by function  (869,910)  -   140,1536 
Reclassification of deferred taxes related to other reserves  -   -   - 
Total Changes in Equity  (9,869,718)  (179,547,170)  (2,296,845)
Majority Equity holders  (9,686,850)  (178,420,146)  (2,432,441)
Non-Controlling interests  (868)  (1,127,024)  135,596 
Total Changes in equity as of December 31, 2020  (9,869,718)  (179,547,170)  (2,296,845)

As of December 31, 2019: 

Cash Flow

Hedge

  Exchange rate Differences  Benefit related
to defines
benefit plans
 
  M$  M$  M$ 
Increase (decrease)  (1,724,004)  (41,844,584)  53,511 
Deferred taxes  340,835   9,295,546   (14,448)
Reclassification to the result by function  118,779   -   (432,518)
Reclassification of deferred taxes related to other reserves  82,639   -   116,780 
Total Changes in Equity  (1,181,751)  (32,549,038)  (276,675)
Major Equity holders  (1,181,751)  (32,401,812)  (276,675)
Non-Controlling interests  -   (147,226)  - 
Total Changes in equity as of December 31, 2019  (1,181,751)  (32,549,038)  (276,675)

As of December 31, 2018: 

Cash Flow

Hedge

  Exchange rate Differences  Benefit related to defines
benefit plans
 
  M$  M$  M$ 
Increase (decrease)  (63,699,788)  (72,455,525)  (334,508)
Deferred taxes  20,217,065   2,476,204   89,366 
Reclassification to the result by function  48,415,956   -   271,045 
Reclassification of deferred taxes related to other reserves  (15,530,523)  -   (73,182)
Total Changes in Equity  (10,597,290)  (69,979,321)  (47,279)
Major Equity holders  (10,597,290)  (69,592,296)  (43,150)
Non-Controlling interests  -   (387,025)  (4,129)
Total Changes in equity as of December 31, 2018  (10,597,290)  (69,979,321)  (47,279)

F-77

21.4 Non-controlling interests

This is the recognition of the portion of equity and income from subsidiaries owned by third parties. This account is detailed as follows:

  Non-controlling Interests 
  Ownership %  Shareholders’ Equity  Income 
 Details 2020  2019  2018  

December

2020

  

December

2019

  

December

2018

  

December

2020

  

December

2019

  

December

2018

 
           ThCh$  ThCh$  ThCh$  ThCh $  ThCh $  ThCh $ 
Embotelladora del Atlántico S,A,  0,0171   0,0171   0,0171   23,662   26,342   23,260   2,312   4,183   3,633 
Andina Empaques Argentina S,A,  0,0209   0,0209   0,0209   2,349   2,290   2,113   244   409   96 
Paraguay Refrescos S,A,  2,1697   2,1697   2,1697   5,037,332   5,368,470   5,378,074   791,576   622,188   556,112 
Vital S,A,  35,0000   35,0000   35,0000   8,176,999   7,904,741   7,674,785   285,269   263,442   271,063 
Vital Aguas S,A,  33,5000   33,5000   33,5000   1,912,023   1,803,884   1,986,493   109,110   105,870   36,696 
Envases Central S,A,  40,7300   40,7300   40,7300   5,227,112   5,148,531   4,836,892   (70,996)  528,205   (20,225)
Total              20,379,477   20,254,258   19,901,617   1,117,515   1,524,297   847,375 

The following tables presents summarized information regarding the Company´s subsidiaries owned by third parties:

December 31,2020 

Embotelladora

Del Atlantico

S.A.

  

Andina

Empaques

Argentina

S.A.

  

Paraguay

Refrescos

S.A.

  

Vital Jugos

S.A.

  

Vital Aguas

S.A.

  

Envases

Central S.A.

 
Total current assets  65,077,621   6,212,726   44,658,550   21,175,722   3,798,228   15,600,566 
Total non-current assets  140,891,069   8,247,288   226,241,150   14,306,662   7,297,306   18,205,899 
Total current liabilities  56,982,545   2,733,092   24,337,015   11,812,384   3,897,100   13,908,411 
Total non-current liabilities  10,226,241   491,364   14,399,594   307,146   1,490,904   7,064,568 
Net sales  309,936,060   15,148,572   157,152,584   42,955,659   12,929,160   62,267,424 
Net Income  13,386,097   1,168,507   36,482,572   815,053   325,700   (174,313)

December 31,2019 

Embotelladora

Del Atlantico

S.A.

  

Andina

Empaques

Argentina

S.A.

  

Paraguay

Refrescos

S.A.

  

Vital Jugos

S.A.

  

Vital Aguas

S.A.

  

Envases

Central S.A.

 
Total current assets  73,309,861   4,350,074   41,266,559   18,534,272   5,266,575   16,265,862 
Total non-current assets  160,885,628   9,433,294   248,309,451   15,475,979   8,527,624   20,903,184 
Total current liabilities  66,987,371   2,212,255   25,990,081   11,150,695   5,794,282   18,732,369 
Total non-current liabilities  12,732,620   618,031   16,161,177   274,583   2,615,188   5,796,119 
Net sales  384,856,368   18,509,124   158,892,010   46,818,385   18,201,656   70,633,817 
Net Income  24,531,815   1,954,024   28,675,727   752,692   316,031   1,296,840 

December 31,2018 

Embotelladora

Del Atlantico

S.A.

  

Andina

Empaques

Argentina

S.A.

  

Paraguay

Refrescos

S.A.

  

Vital Jugos

S.A.

  

Vital Aguas

S.A.

  

Envases

Central S.A.

 
Total current assets  78,222,876   4,329,932   37,309,706   16,005,424   4,616,490   13,737,336 
Total non-current assets  156,224,157   9,251,880   248,751,791   16,969,708   5,287,639   12,239,333 
Total current liabilities  82,148,269   2,309,810   21,870,719   11,018,878   3,803,117   13,063,735 
Total non-current liabilities  15,897,476   1,169,270   16,323,385   28,298   171,184   1,041,400 
Net sales  406,216,738   16,034,964   149,588,252   56,724,318   15,859,403   59,433,099 
Net Income  21,304,406   458,980   25,630,364   774,466   109,539   (112,302)

F-78

21.5Earnings per share

The basic earnings per share presented in the statement of comprehensive income is calculated as the quotient between income for the period and the average number of shares outstanding during the same period.

Earnings per share used to calculate basic and diluted earnings per share is detailed as follows:

Earnings per share 12.31.2020 
  SERIES A  SERIES B 
Earnings attributable to shareholders (CLP 000’s)  58,095,636   63,904,169 
Average weighted number of shares  473,289,301   473,281,303 
Earnings per share (in CLP)  122.75   135.02 

Earnings per share 12.31.2019 
  SERIES A  SERIES B 
Earnings attributable to shareholders (CLP 000’s)  82,725,427   90,996,501 
Average weighted number of shares  473,289,301   473,281,303 
Earnings per share (in CLP)  174,79   192,27 

Earnings per share 12.31.2018 
  SERIES A  SERIES B 
Earnings attributable to shareholders (ThCh$)  46,001,994   50,601,377 
Average weighted number of shares  473,289,301   473,281,303 
Earnings per share (in CLP)  97,20   106,92 

22 – DERIVATIVE ASSETS AND LIABILITIES

Embotelladora Andina currently maintains “Cross Currency Swaps” and “Currency Forward” agreements as derivative financial instruments.

Cross Currency Swaps ("CCS"), also known as interest rate and currency swaps are valued by the method of discounted future cash flows at a market rate corresponding to the currencies and rates of the transaction.

On the other hand, the fair value of forward currency contracts is calculated in reference to current forward exchange rates for contracts with similar maturity profiles.

As of December 31, 2020 and 2019, the Company held the following derivative instruments:

22.1Derivatives accounted for as cash flow hedges:

At the closing date of these financial statements, the Company maintains derivative contracts to secure part of its bond liabilities issued in Unidades de Fomento totaling UF 10,148,159, to convert these obligations to Chilean pesos.

These contracts were valued at their fair values, yielding a net asset of CLP 6,299,116 thousand at the closing date of the financial statements which is presented under other non-current financial assets. The expiration date of derivative contracts is distributed in the years 2026, 2031, 2034 and 2035.

F-79

Cross Currency Swaps associated with International Bonds (US)

At the closing date of these financial statements, the Company maintains derivative contracts to secure US Dollar public bond obligations of USD 360 million due in 2023, to convert such obligations into Brazilian Real. In addition, derivative contracts amounting to USD 300 million are held to convert such obligation into Unidades de Fomento (UF - CLP re-adjustable by the Consumer Price Index) due in 2050. The valuation of the first contract at its fair values generates an asset of CLP 144,684,179 thousand as of December 31, 2020 (CLP 98,918,457 thousand as of December 31, 2019), while the valuation of the second contract at its fair values generates a liability of CLP 51,568,854 thousand at the closing date of these financial statements.

The amount of exchange differences recognized in the statement of income related to financial liabilities in U.S. dollars and are absorbed by the amounts recognized under comprehensive income.

22.2Forward currency transactions expected to be very likely

During 2020 and 2019, Embotelladora Andina entered into forward contracts to ensure the exchange rate on future commodity purchasing needs for its 4 operations, i.e. closing USD/ARS, USD/BRL, USD/CLP and USD/GYP forward instruments. As of December 31, 2020, outstanding contracts amount to USD 54.0 million (USD 46.9 million as of December 31, 2019).

Futures contracts that ensure prices of future raw materials have not been designated as hedge agreements, since they do not fulfill IFRS documentation requirements, whereby its effects on variations in fair value are accounted for directly under other comprehensive income.

Fair value hierarchy

At the closing date of these financial statements, the Company held assets for derivative contracts for CLP 150,983,295 thousand (CLP 99,235,662 thousand as of December 31, 2019) and held liabilities for derivative contracts for CLP 52,786,176 thousand (CLP 374,576 thousand as of December 31, 2019). Those contracts covering existing items have been classified in the same category of hedged, the net amount of derivative contracts by concepts covering forecasted items have been classified in financial assets and financial liabilities. All the derivative contracts are carried at fair value in the consolidated statement of financial position.


The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

Level 1:quoted (unadjusted) prices in active markets for identical assets or liabilities
Level 2:Inputs other than quoted prices included in level 1 that are observable for the assets and liabilities, either directly (that is, as prices) or indirectly (that is, derived from prices)
Level 3:Inputs for assets and liabilities that are not based on observable market data.

During the reporting period, there were no transfers of items between fair value measurement categories; all of which were valued during the period using level 2.

  Fair Value Measurement at December 31, 2020   
  Quoted prices in active markets for identical assets or liabilities  Observable
market data
  Unobservable market data   
  (Level 1)  (Level 2)  (Level 3) Total 
  ThCh$  ThCh$  ThCh$ ThCh$ 
Assets               
Current assets               
Other current financial assets  -   - -  - 
Other non-current financial assets  -   150,983,295 -  150,983,295 
Total assets  -   150,983,295   -  150,983,295 
Liabilities               
Current liabilities               
Other current financial liabilities  -   1,217,322   -  1,217,322 
Other non-current financial liabilities  -   51,568,854   -  51,568,854 
Total liabilities  -   52,786,176   -  52,786,176 

  Fair Value Measurement at December 31, 2019   
  Quoted prices in active markets for identical assets or liabilities  Observable market data  Unobservable market data   
  (Level 1)  (Level 2)  (Level 3) Total 
  ThCh$  ThCh$  ThCh$ ThCh$ 
Assets               
Current assets Other current financial assets  -   317.205      317.205 
Other non-current financial assets  -   98.918.457 -  98.918.457 
Total assets  -   99.235.662   -  99.235.662 
Liabilities               
Current liabilities               
Other current financial liabilities  -   374.576   -  374.576 
Total liabilities  -   374.576   -  374.576 


23 – LITIGATION AND CONTINGENCIES

23.1 Lawsuits and other legal actions:

In the opinion of the Company's legal counsel, the Parent Company and its subsidiaries do not face legal or extrajudicial contingencies that might result in material or significant losses or gains, except for the following:

1)Embotelladora del Atlántico S.A. faces labor, tax, civil and trade lawsuits. Accounting provisions have been made for the contingency of a probable loss because of these lawsuits, totaling CLP 778,065 thousand (CLP 942,173 thousand in 2019). Management considers it unlikely that non-provisioned contingencies will affect the Company's income and equity, based on the opinion of its legal counsel. Additionally, Embotelladora del Atlántico S.A. maintains time deposits for an amount of CLP 295,856
1)Embotelladora del Atlántico S.A. and Andina Empaques Argentina S.A. face labor, tax, civil and trade lawsuits. Accounting provisions have been made for the contingency of a probable loss because of these lawsuits, totaling CLP 490,108 thousand (CLP 1,397,149 thousand as of December 31, 2022). Management considers it unlikely that non-provisioned contingencies will affect the Company’s income and equity, based on the opinion of its legal counsel. Additionally, Embotelladora del Atlántico S.A. maintains time deposits for an amount of CLP 163,056 thousand to guaranty judicial liabilities.

2)Rio de Janeiro Refrescos Ltda. faces labor, tax, civil and trade lawsuits. Accounting provisions have been made for the contingency of a probable loss because of these lawsuits, totaling CLP 47,945,921 thousand (CLP 66,070,162 thousand in 2019). Management considers it unlikely that non-provisioned contingencies will affect the Company's income and equity, based on the opinion of its legal counsel. As it is customary in Brazil, Rio de Janeiro Refrescos Ltda. maintains Deposit in courts and assets given in pledge to secure the compliance of certain processes, irrespective of whether these have been classified as a possible, probable or remote. The amounts deposited or pledged as legal guarantees As of December 31, 2020 and 2019 , amounted to CLP 21,054,433 thousand and CLP 32,166,823 thousand, respectively.

Part of the assets held under warranty by
2)Rio de Janeiro Refrescos Ltda. faces labor, tax, civil and trade lawsuits. Accounting provisions have been made for the contingency of a probable loss because of these lawsuits, totaling CLP 52,997,682 thousand (CLP 45,706,634 thousand as of December 31, 2014, are2022). Management considers it unlikely that non-provisioned contingencies will affect the Company’s income and equity, based on the opinion of its legal counsel. As it is customary in the process of being released and others have already been released in exchange for guarantee insurance and bond letters for BRL 1,525,587,904, with different Financial Institutions and Insurance Companies in Brazil,these entities receive an annual commission fee of 0.79%. and become responsible of fulfilling obligations with the Brazilian tax authorities should any trial result against Rio de Janeiro Refrescos Ltda. Additionally, ifmaintains Deposit in courts and assets given in pledge to secure the warranty and bailcompliance of certain processes, irrespective of whether these have been classified as a possible, probable or remote. The amounts deposited or pledged as legal guarantees amounted to CLP 25,845,561 thousand (CLP 23,260,412 thousand as of December 31, 2022).

F-76

Part of the assets held under warranty by Rio de Janeiro Refrescos Ltda. are in the process of being released and others have already been released in exchange for guarantee insurance and bond letters for BRL 1,935,447,459, with different Financial Institutions and Insurance Companies in Brazil, these entities receive an annual commission fee of 0.19%. and become responsible of fulfilling obligations with the Brazilian tax authorities should any trial result against Rio de Janeiro Refrescos Ltda. Additionally, if the warranty and bond letters are executed, Rio de Janeiro Refrescos Ltda. promises to reimburse to the financial institutions and Insurance Companies any amounts disbursed by them to the Brazilian government.

Main contingencies faced by Rio de Janeiro Refrescos are as follows:

a)Tax contingencies resulting from credits on tax on industrialized products (IPI).

Rio de Janeiro Refrescos is a party to a series of proceedings under way, in which the Brazilian federal tax authorities demand payment of value-added tax on industrialized products (Imposto(IPI).

Rio de Janeiro Refrescos is a party to a series of proceedings under way, in which the Brazilian federal tax authorities demand payment of value-added tax on industrialized products (Imposto sobre Produtos Industrializados,, or IPI) totaling BRL 3,445,482,207 as of December 31, 2023.

The Company does not share the position of the Brazilian tax authority in these procedures and considers that it was entitled to claim IPI tax credits in connection with purchases of certain exempt raw materials from suppliers located in the Manaus free trade zone.

Based on the opinion of its advisers, and legal outcomes to date, Management estimates that these procedures do not represent probable losses and has not recorded a provision on these matters.

Notwithstanding the above, the IFRS related to business combination in terms of distribution of the purchase price establish that contingencies must be measured one by one according to their probability of occurrence and discounted at fair value from the date on which it is deemed the loss can be generated. As a result of the acquisition of Companhia de Bebidas Ipiranga in 2013 and pursuant to this criterion and although there are contingencies listed only as possible for BRL 576,058,893 (amount includes adjustments for current lawsuits) a start provision has been generated in the accounting of the business combination for BRL 124,076,338.

b)Other tax contingencies.

They refer to ICMS-SP tax administrative processes that challenge the credits derived from the acquisition of tax-exempt products acquired by the Company from a supplier located in the Manaus Free Zone. The total amount is BRL 539,864,314 being assessed by external attorneys as a remote loss, so it has no accounting provision.

The company was challenged by the federal tax authority for tax deductibility of a portion of goodwill in the 2014-2016 period arising from the acquisition of Companhia de Bebidas Ipiranga. The tax authority understands that the entity that acquired Companhia de Bebidas Ipiranga is Embotelladora Andina and not Rio de Janeiro Refrescos Ltda. In the view of external lawyers, such a statement is erroneous, classifying it as a possible loss. The value of this process is BRL 960,575,248, as of the date of these financial statements.

3)Embotelladora Andina S.A. and its Chilean subsidiaries face labor, tax, civil and trade lawsuits. Accounting provisions have been made for the contingency of a probable loss because of these lawsuits, totaling BRL 2,471,137,390 atCLP 1,267,215 thousand (CLP 1,552,353 thousand as of December 31, 2020.

The Company does not share the position2022). Management considers it is unlikely that non-provisioned contingencies will affect income and equity of the Brazilian tax authorityCompany, in these procedures and considers that it was entitled to claim IPI tax credits in connection with purchases of certain exempt raw materials from suppliers located in the Manaus free trade zone.

Based on the opinion of its advisers,legal advisors.

4)Paraguay Refrescos S.A. faces tax, trade, labor and legal outcomes to date, Management estimates thatother lawsuits. Accounting provisions have been made for the contingency of any loss because of these procedures do not represent probable losses and has not recorded a provision on these matters.

Notwithstanding the above, the IFRS related to business combination in terms of distribution of the purchase price establish that contingencies must be measured one by one according to their probability of occurrence and discounted at fair value from the date on which it is deemed the loss can be generated. As a result of the acquisition of Companhia de Bebidas Ipiranga in 2013 and pursuant to this criterion and although there are contingencies listed only as possible for BRL 701,660,858 (amount includes adjustments for current lawsuits) a start provision has been generated in the accounting of the business combination for BRL 139,596,221 equivalentlawsuits amounting to CLP 19,098,159 thousand.


b)Other tax contingencies.

They refer to ICMS-SP tax administrative processes that challenge the credits derived from the acquisition of tax-exempt products acquired by the Company from a supplier located in the Manaus Free Zone. The total amount is BRL 409,075,280 being assessed by external attorneys as a remote loss, so it has no accounting provision.

The company was challenged by the federal tax authority for tax deductibility of a portion of goodwill in the 2014-2016 period arising from the acquisition of Companhia de Bebidas Ipiranga. The tax authority understands that the entity that acquired Companhia de Bebidas Ipiranga is Embotelladora Andina and not Rio de Janeiro Refrescos Ltda. In the view of external lawyers, such a statement is erroneous, classifying it as a possible loss. The value of this process is BRL 463,613,817,46,891 thousand (CLP 39,291, thousand as of December 31, 2020.

3)Embotelladora Andina S.A. and its Chilean subsidiaries face labor, tax, civil and trade lawsuits. Accounting provisions have been made for the contingency of a probable loss because of these lawsuits, totaling CLP 1,300,587 thousand (CLP 2,065,496 thousand in 2019)2022). Management considers it is unlikely that non-provisioned contingencies will affect income and equity of the Company, in the opinion of its legal advisors.

4)Paraguay Refrescos S.A. faces tax, trade, labor and other lawsuits. Accounting provisions have been made for the contingency of any loss because of these lawsuits amounting to CLP 34,747 thousand (CLP 3,488 thousand in 2019). Management considers it is unlikely that non-provisioned contingencies will affect income and equity of the Company, in the opinion of its legal advisors.

F-83

 

23.2       Direct guarantees and restricted assets:

Guarantees and restricted assets are detailed as follows:

Guarantees that commit assets included in the financial statements:

      Committed assets Accounting value
Guaranty creditor Debtor name Relationship Guaranty Type 12.31.2020  12.31.2019
          CLP (000’s)  CLP (000’s)
Transportes San Martin Embotelladora Andina S.A. Parent Company Cash Trade accounts and other account receivable  2,907   2,805
Cooperativa Agricola Pisquera Elqui Limitada Embotelladora Andina S.A. Parent Company Cash Other non-current financial assets  1,216,865   1,216,865
Inmob. e invers. supetar Ltda. Transportes Polar Subsidiary Cash Other non-current non-financial assets  4,579   4,579
María Lobos Jamet Transportes Polar Subsidiary Cash Other non-current non-financial assets  2,566   2,565
Bodega San Francisco Transportes Polar Subsidiary Cash Other non-current non-financial assets  8,606   6,483
Workers Claims Rio de Janeiro Refrescos Ltda. Subsidiary Judicial deposit Other non-current non-financial assets  5,329,947   6,600,863
Civil and tax claims Rio de Janeiro Refrescos Ltda. Subsidiary Judicial deposit Other non-current non-financial assets  5,882,379   12,186,432
Governmental institutions Rio de Janeiro Refrescos Ltda. Subsidiary Plant and Equipment Property, plant & equipment  9,842,108   13,379,610
Distribuidora Baraldo S.H. Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  169   250
Acuña Gomez Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  253   375
Nicanor López Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  181   268
Labarda Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  3   5
Municipalidad Bariloche Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  -   36,313
Municipalidad San Antonio Oeste Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  18,650   27,598
Municipalidad Carlos Casares Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  754   1,116
Municipalidad Chivilcoy Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  116,641   172,602
Others Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  36   53
Granada Maximiliano Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  1,521   2,250
Cicsa Embotelladora del Atlántico S.A. Subsidiary Cash deposit Other current non-financial assets  2,114   3,128
Several lessors Embotelladora del Atlántico S.A. Subsidiary Cash deposit Other current non-financial assets  13,140   15,289
Aduana de EZEIZA Embotelladora del Atlántico S.A. Subsidiary Cash deposit Other current non-financial assets  286   422
Municipalidad de Junin Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  243   360
Almada Jorge Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  2,064   3,054
Mirgoni Marano Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  51   76
Farias Matias Luis Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  947   1,401
Temas Industriales SA - Embargo General de Fondos Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets      156,759
DBC SA C CERVECERIA ARGENTINA SA ISEMBECK Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  19,009   28,129
Coto Cicsa Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  3,379   5,001
Cencosud Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  2,112   3,125
Mariano Mirgoni Embotelladora del Atlántico S.A. Subsidiary Judicial deposit Other non-current non-financial assets  105,936   -
Marcus A.Peña Paraguay Refrescos Subsidiary Property Property, plant & equipment  4,011   3,955
Mauricio J Cordero C Paraguay Refrescos Subsidiary Property Property, plant & equipment  814   917
José Ruoti Maltese Paraguay Refrescos Subsidiary Property Property, plant & equipment  655   738
Alejandro Galeano Paraguay Refrescos Subsidiary Property Property, plant & equipment  1,132   1,275
Ana Maria Mazó Paraguay Refrescos Subsidiary Property Property, plant & equipment  1,077   1,213


 

Guarantees provided without obligationopinion of assets included in the financial statements:its legal advisors.

F-77

23.2        Direct guarantees and restricted assets:

Guarantees and restricted assets are detailed as follows:

Guarantees that commit assets recognized in the financial statements:

Committed assets

Accounting value

Guaranty creditor

  

Debtor name

  

Relationship

  

Guaranty

  

Type

  

12.31.2023

  

12.31.2022

ThCh$

ThCh$

Administradora Plaza Vespucio S.A.

Embotelladora Andina S.A.

Parent company

Guarantee receipt

Trade accounts and other accounts receivable

169,150

98,170

Cooperativa Agrícola Pisquera Elqui Limitada

 

Embotelladora Andina S.A.

 

Parent company

 

Guarantee receipt

 

Other non-current financial assets

 

1,125,595

 

1,056,320

Mall Plaza

 

Embotelladora Andina S.A.

 

Parent company

 

Guarantee receipt

 

Trade accounts and other accounts receivable

 

666,024

 

330,298

Metro S.A.

Embotelladora Andina S.A.

Parent company

Guarantee receipt

Trade accounts and other accounts receivable

22,222

21,207

Parque Arauco S.A.

Embotelladora Andina S.A.

Parent company

Guarantee receipt

Trade accounts and other accounts receivable

299,464

142,901

Lease agreement

Embotelladora Andina S.A.

Parent company

Guarantee receipt

Trade accounts and other accounts receivable

96,299

103,711

Others

Embotelladora Andina S.A.

Parent company

Guarantee receipt

Trade accounts and other accounts receivable

59,468

14,183

Several retail

 

Vending

 

Subsidiary

 

Guarantee receipt

 

Trade accounts and other accounts receivable

 

 

61,395

Several retail

Transportes Refrescos

Subsidiary

Guarantee receipt

Trade accounts and other accounts receivable

693

Several retail

Transportes Polar

Subsidiary

Guarantee receipt

Trade accounts and other accounts receivable

17,656

22,235

Workers’ claims

Rio de Janeiro Refrescos Ltda.

Subsidiary

Judicial deposit

Other non-current non-financial assets

7,100,709

6,605,781

Civil and tax claims

Rio de Janeiro Refrescos Ltda.

Subsidiary

Judicial deposit

Other non-current non-financial assets

7,485,574

6,457,702

Governmental entities

Rio de Janeiro Refrescos Ltda.

Subsidiary

Plant and equipment

Property, plant & equipment

11,259,278

10,196,929

Distribuidora Baraldo S.H.

 

Embotelladora del Atlántico S.A.

 

Subsidiary

 

Judicial deposit

 

Other non-current non-financial assets

 

22

 

97

Acuña Gomez

Embotelladora del Atlántico S.A.

Subsidiary

Judicial deposit

Other non-current non-financial assets

33

145

Nicanor López

Embotelladora del Atlántico S.A.

Subsidiary

Judicial deposit

Other non-current non-financial assets

23

104

Municipalidad Bariloche

Embotelladora del Atlántico S.A.

Subsidiary

Judicial deposit

Other non-current non-financial assets

434

2,428

Municipalidad San Antonio Oeste

 

Embotelladora del Atlántico S.A.

 

Subsidiary

 

Judicial deposit

 

Other non-current non-financial assets

 

2,395

 

10,664

Municipalidad Carlos Casares

 

Embotelladora del Atlántico S.A.

 

Subsidiary

 

Judicial deposit

 

Other non-current non-financial assets

 

97

 

431

Municipalidad Chivilcoy

 

Embotelladora del Atlántico S.A.

 

Subsidiary

 

Judicial deposit

 

Other non-current non-financial assets

 

14,979

 

66,697

Granada Maximiliano

 

Embotelladora del Atlántico S.A.

 

Subsidiary

 

Judicial deposit

 

Other non-current non-financial assets

 

195

 

870

Municipalidad de Junin

 

Embotelladora del Atlántico S.A.

 

Subsidiary

 

Judicial deposit

 

Other non-current non-financial assets

 

94

 

139

Almada Jorge

 

Embotelladora del Atlántico S.A.

 

Subsidiary

 

Judicial deposit

 

Other non-current non-financial assets

 

265

 

1,180

Farias Matias Luis

 

Embotelladora del Atlántico S.A.

 

Subsidiary

 

Judicial deposit

 

Other non-current non-financial assets

 

 

541

Temas Industriales SA - Embargo General de Fondos

 

Embotelladora del Atlántico S.A.

 

Subsidiary

 

Judicial deposit

 

Other non-current non-financial assets

 

13,604

 

60,575

DBC SA C CERVECERIA ARGENTINA SA ISEMBECK

 

Embotelladora del Atlántico S.A.

 

Subsidiary

 

Judicial deposit

 

Other non-current non-financial assets

 

2,441

 

10,870

Coto Cicsa

 

Embotelladora del Atlántico S.A.

 

Subsidiary

 

Judicial deposit

 

Other non-current non-financial assets

 

1,139

 

1,932

Cencosud

 

Embotelladora del Atlántico S.A.

 

Subsidiary

 

Judicial deposit

 

Other non-current non-financial assets

 

271

 

1,208

Jose Luis Kreitzer, Alexis Beade Y Cesar Bechetti

Embotelladora del Atlántico S.A.

Subsidiary

Judicial deposit

Other non-current non-financial assets

25,920

4,784

Vicentin

 

Embotelladora del Atlántico S.A.

 

Subsidiary

 

Judicial deposit

 

Other non-current non-financial assets

 

1,074

 

125,683

Marcus A.Peña

 

Paraguay Refrescos

 

Subsidiary

 

Real estate

 

Property, plant & equipment

 

5,332

 

4,965

Ana Maria Mazó

 

Paraguay Refrescos

 

Subsidiary

 

Real estate

 

Property, plant & equipment

 

1,077

 

1,113

Stefano Szwao Giacomelli

Paraguay Refrescos

Subsidiary

Real estate

Property, plant & equipment

2,892

Guarantees that do not commit assets recognized in the Financial Statements:

Committed assets

Amounts involved

Guaranty creditor

    

Debtor name

    

Relationship

    

Guaranty

    

Type

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Labor procedures

 

Rio de Janeiro Refrescos Ltda.

 

Subsidiary

 

Guaranty receipt

 

Legal proceeding

 

2,681,242

1,936,493

Administrative procedures

 

Rio de Janeiro Refrescos Ltda.

 

Subsidiary

 

Guaranty receipt

 

Legal proceeding

 

11,245,798

7,616,498

Federal government

Rio de Janeiro Refrescos Ltda.

Subsidiary

Guaranty receipt

Legal proceeding

223,415,663

186,607,491

State government

Rio de Janeiro Refrescos Ltda.

Subsidiary

Guaranty receipt

Legal proceeding

108,317,724

117,027,313

Sorocaba Refrescos

Rio de Janeiro Refrescos Ltda.

Subsidiary

Guaranty receipt

Guarantor

3,623,490

3,280,603

Others

Rio de Janeiro Refrescos Ltda.

Subsidiary

Guaranty receipt

Legal proceeding

1,369,766

3,423,715

Aduana de EZEIZA

 

Andina Empaques Argentina S.A.

 

Subsidiary

 

Surety insurance

 

Faithful compliance of contract

 

658,369

3,791

Aduana de EZEIZA

 

Andina Empaques Argentina S.A.

 

Subsidiary

 

Surety insurance

 

Faithful compliance of contract

 

3,886

 

880,984

F-78

24  FINANCIAL RISK MANAGEMENT

The Company’s businesses are exposed to a variety of financial and market risks (including foreign exchange risk, interest rate risk and price risk). The Company’s global risk management program focuses on the uncertainty of financial markets and seeks to minimize potential adverse effects on the performance of the Company. The Company uses derivatives to hedge certain risks. A description of the primary policies established by the Company to manage financial risks are provided below:

Interest Rate Risk

As of December 31, 2023, the Company maintains all of its debt obligations denominated in fixed rates in order to avoid fluctuations in financial expenses resulting from an increase in interest rates.

The Company's indebtedness corresponds to six bonds in the Chilean local market at fixed rates, which currently have an outstanding balance of UF14.61 million denominated in Unidades de Fomento ("UF"), a debt indexed to inflation in Chile (the Company's sales are correlated to the variation of the UF). Of the total bonds, five are redenominated through derivatives to Chilean Pesos (CLP) in their rate and notional value, maintaining the structure of the bond.

On the other hand, the Company has indebtedness in the international market through a USD 300 million fixed-rate 144A/RegS bond issued in the US, which has been redenominated through derivatives to Unidades de Fomento ("UF", Chilean pesos indexed to inflation) in its rate and nominal value, maintaining the structure of the bond. Additionally, in September 2023 a bond was issued in the Swiss market for an amount of CHF 170 million at a fixed rate [CHF], which has been redenominated, through derivatives, to Brazilian reais (BRL) in its rate and notional value, maintaining the structure of the bond.

Credit risk

The credit risk to which the Company is exposed comes mainly from trade accounts receivable maintained with retailers, wholesalers and supermarket chains in domestic markets; and the financial investments held with banks and financial institutions, such as time deposits, mutual funds and derivative financial instruments.

a)     Trade accounts receivable and other current accounts receivable

Credit risk related to trade accounts receivable is managed and monitored by the area of Finance and Administration of each business unit. The Company has a wide base of more than 283 thousand clients implying a high level of atomization of accounts receivable, which are subject to policies, procedures and controls established by the Company. In accordance with such policies, credits must be based objectively, non-discretionary and uniformly granted to all clients of a same segment and channel, provided these will allow generating economic benefits to the Company. The credit limit is checked periodically considering payment behavior. Trade accounts receivable pending of payment are monitored on a monthly basis,

       Committed assets Amounts involved
Guaranty Creditor Debtor name Relationship  Guaranty Type 12.31.2020  12.31.2019
           CLP (000’s)  CLP (000’s)
Labor procedures Rio de Janeiro Refrescos Ltda.  Subsidiary  Guaranty receipt Legal proceeding  1,527,347   2,819,285
Administrative procedures Rio de Janeiro Refrescos Ltda.  Subsidiary  Guaranty receipt Legal proceeding  8,860,598   10,432,633
Federal Government Rio de Janeiro Refrescos Ltda.  Subsidiary  Guaranty receipt Legal proceeding  147,841,989   138,635,908
State Government Rio de Janeiro Refrescos Ltda.  Subsidiary  Guaranty receipt Legal proceeding  46,031,398   54,803,911
Sorocaba Refrescos Rio de Janeiro Refrescos Ltda.  Subsidiary  Guaranty receipt Guarantor  2,736,159   3,715,186
Others Rio de Janeiro Refrescos Ltda.  Subsidiary  Guaranty receipt Legal proceeding  1,715,099   3,757,062
Aduana de EZEIZA Embotelladora del Atlántico S.A.  Subsidiary  Surety insurance Faithful compliance of contract  3,150   673,854
Aduana de EZEIZA Andina Empaques Argentina S.A.  Subsidiary  Surety insurance Faithful compliance of contract  143,615   506,623

F-85
i.Sale Interruption

In accordance with Corporate Credit Policy, the interruption of sale must be within the following framework: when a customer has outstanding debts for an amount greater than USD 250,000, and over 60 days expired, sale is suspended. The General Manager in conjunction with the Finance and Administration Manager authorize exceptions to this rule, and if the outstanding debt should exceed USD 1,000,000, and in order to continue operating with that client, the authorization of the Chief Financial Officer is required. Notwithstanding the foregoing, each operation can define an amount lower than USD 250,000 according to the country’s reality.

F-79

ii.Impairment

 

24 – FINANCIAL RISK MANAGEMENT

The Company’s businesses are exposed to a variety of financial and market risks (including foreign exchange risk, interest rate risk and price risk). The Company’s global risk management program focuses on the uncertainty of financial markets and seeks to minimize potential adverse effects on the performance of the Company. The Company uses derivatives to hedge certain risks. A description of the primary policies established by the Company to manage financial risks are provided below:

Interest Rate Risk

As of the closing date of these financial statements, the Company maintains all its debt liabilities at a fixed rate as to avoid fluctuations in financial expenses resulting from tax rate increases.

The Company’s greatest indebtedness corresponds to six contracts for own issued Chilean local bonds at a fixed rate for UF 15.85 million denominated in UF (“UF”), debt indexed to inflation in Chile (Company sales are correlated with the UF variation), of which five of these Local Bonds have been redenominated through Cross Currency Swaps to Chilean Pesos (CLP).

On the other hand, there is also the Company’s indebtedness on the international market through two 144A/RegS Bonds at a fixed rate, one for USD 365 million, denominated in dollars, and practically 100% of which has been re-denominated to BRL through Cross Currency Swaps, and another one for USD 300 million denominated in USD, and practically 100% of which has been re-denominated to Unidades de Fomento (UF) through Cross Currency Swaps.

Credit risk

The credit risk to which the Company is exposed comes mainly from trade accounts receivable maintained with retailers, wholesalers and supermarket chains in domestic markets; and the financial investments held with banks and financial institutions, such as time deposits, mutual funds and derivative financial instruments.

a)Trade accounts receivable and other current accounts receivable

Credit risk related to trade accounts receivable is managed and monitored by the area of Finance and Administration of each business unit. The Company has a wide base of more than 283 thousand clients implying a high level of atomization of accounts receivable, which are subject to policies, procedures and controls established by the Company. In accordance with such policies, credits must be based objectively, non-discretionary and uniformly granted to all clients of a same segment and channel, provided these will allow generating economic benefits to the Company. The credit limit is checked periodically considering payment behavior. Trade accounts receivable pending of payment are monitored on a monthly basis.

i.Sale Interruption

In accordance with Corporate Credit Policy, the interruption of sale must be within the following framework: when a customer has outstanding debts for an amount greater than USD 250,000, and over 60 days expired, sale is suspended. The General Manager in conjunction with the Finance and Administration Manager authorize exceptions to this rule, and if the outstanding debt should exceed USD 1,000,000, and in order to continue operating with that client, the authorization of the Chief Financial Officer is required. Notwithstanding the foregoing, each operation can define an amount lower than USD 250,000 according to the country’s reality.


 

ii.Impairment

The impairment recognition policy establishes the following criteria for provisions: 30% is provisioned for 31 to 60 days overdue, 60% between 60 and 91 days, 90% between 91 and 120 days overdue and 100% for more than 120 days. Exemption of the calculation of global impairment is given to credits whose delays in the payment correspond to accounts disputed with the customer whose nature is known and where all necessary documentation for collection is available, therefore, there is no uncertainty on recovering them. However, these accounts also have an impairment provision as follows: 40% for 91 to 120 days overdue, 80% between 120 and 170, and 100% for more than 170 days.

iii.Prepayment to suppliers

The Policy establishes that USD 25,000 prepayments can only be granted to suppliers if its value is properly and fully provisioned. The Treasurer of each subsidiary must approve supplier warranties that the Company receives for prepayments before signing the respective service contract.

The Policy establishes that USD 25,000 prepayments can only be granted to suppliers if its value is properly and fully provisioned. The Treasurer of each subsidiary must approve supplier warranties that the Company receives for prepayments before signing the respective service contract, In the case of domestic suppliers, a warranty ballot (or the instrument existing in the country) shall be required, in favor of Andina executable in the respective country, non-endorsable, payable on demand or upon presentation and its validity will depend on the term of the contract. In the case of foreign suppliers, a stand-by credit letter will be required which shall be issued by a first line bank; in the event that this document is not issued in the country where the transaction is done, a direct bank warranty will be required. Subsidiaries can define the best way of safeguarding the Company’s assets for prepayments under USD 25,000.

iv.Guarantees

In Chile, we have insurance with Compañía de Seguros de Crédito Continental S.A (AA rating -according to Fitch Chile and Humphreys rating agencies) covering the credit risk regarding trade debtors in Chile.

iv.Guarantees

In Chile, we have insurance with Compañía de Seguros de Crédito Continental S.A. (AA rating –according to Fitch Chile and Humphreys rating agencies) covering the credit risk regarding trade debtors in Chile.

The rest of the operations do not have credit insurance, instead mortgage guarantees are required for volume operations of wholesalers and distributors in the case of trade accounts receivables. In the case of other debtors, different types of guarantees are required according to the nature of the credit granted.

Historically, uncollectible trade accounts have been lower than 0.5% of the Company’s total sales.

b)Financial investments

Historically, uncollectible trade accounts have been lower than 0.5% of the Company’s total sales,

b)    Financial investment.

The Company has a Policy that is applicable to all the companies of the group in order to cover credit risks for financial investments, restricting both the types of instruments as well as the institutions and degree of concentration. The companies of the group can invest in:

i.Time deposits: only in banks or financial institutions that have a risk rating equal to or higher than Level 1 (Fitch) or equivalent for deposits of less than 1 year and rated A or higher (S&P) or equivalent for deposits of more than 1 year.

ii.Mutual funds: investments with immediate liquidity and no risk of capital (funds composed of investments at a fixed-term, current account, fixed rate Tit BCRA, negotiable obligations, Over Night, etc.,) in all those counter-parties that have a rating greater than or equal to AA-(S&P) or equivalent, Type 1 Pacts and Mutual Funds, with a rating greater than or equal to AA+ (S&P) or equivalent.

iii.Other investment alternatives must be evaluated and authorized by the office of the Chief Financial Officer.

Exchange Rate Risk

The company is exposed to three types of risk caused by exchange rate volatility:

a)Exposure of foreign investment

This risk originates from the translation of net investment from the functional currency of each country (Brazilian Real, Paraguayan Guaraní, and Argentine Peso) to the Parent Company’s reporting currency (Chilean Peso). Appreciation or devaluation of the Chilean Peso with respect to the functional currencies of each country, originates decreases and increases in equity, respectively. The Company does not hedge this risk.

Chief Financial Officer.

F-80

a.1Investment in Argentina

As of the closing date of these financial statements, the Company maintains a net investment of CLP 145,395,883 thousand. in Argentina, composed by the recognition of assets amounting to CLP 215,017,770 thousand and liabilities amounting to CLP 69,621,887 thousand. These investments accounted for 19.9% of the Company’s consolidated sales revenues

As of December 31, 2020, the Argentine peso appreciated by 32.4% with respect to the Chilean peso.

If the exchange rate of the Argentine Peso devalued an additional 5% with respect to the Chilean Peso, the Company would have lower income from the operation in Argentina of CLP 239,096 thousand and a decrease in equity of CLP 5,148,794 thousand.

Table of Contents

a.2        Investment in Brazil

As of the closing date of these financial statements, the Company maintains a net investment of CLP 231,787,304 thousand in Brazil, composed by the recognition of assets amounting to CLP 793,157,414 thousand and liabilities amounting to CLP 561,370,108 thousand. These investments accounted for 29.9% of the Company's consolidated sales revenues.

As of December 31, 2020, the Brazilian Real appreciated by 26.4% with respect to the Chilean peso.

If the exchange rate of the Brazilian Real devalued an additional 5% with respect to the Chilean Peso, the Company would have lower income from the operation in Brazil of CLP 2,506,240 thousand and a decrease in equity of CLP 11,495,651 thousand.

Graphic

a.3Investment in Paraguay

As of the closing date of these financial statements, the Company maintains a net investment of CLP 232,163,091 thousand in Paraguay, composed by the recognition of assets amounting to CLP 270,899,700 thousand and liabilities amounting to CLP 38,736,609 thousand. These investments accounted for 7.9% of the Company's consolidated sales revenues.

As of December 31, 2020, the Paraguayan Guarani appreciated by 11.2% with respect to the Chilean peso.

If the exchange rate of the Paraguayan Guaraní devalued by 5% with respect to the Chilean Peso, the Company would have lower income from the operations in Paraguay of CLP 1,737,265 thousand and a decrease in equity of CLP 10,462,776.


 

Exchange Rate Risk

b)Net exposure of assets and liabilities in foreign currency

This risk stems mostly from carrying liabilities in US dollar, so the volatility of the US dollar with respect to the functional currency of each country generates a variation in the valuation of these obligations, with consequent effect on results.

In order to protect the Company from the effects on income resulting from the volatility of the Brazilian Real and the Chilean Peso against the U.S.

The Company is exposed to three types of risk caused by exchange rate volatility in the countries where it operates:

a)    Exposure of foreign investment

This risk originates from the translation of net investment from the functional currency of each country (Brazilian Real, Paraguayan Guaraní, and Argentine Peso) to the Parent Company’s reporting currency (Chilean Peso). Appreciation or devaluation of the Chilean Peso with respect to the functional currencies of each country, originates decreases and increases in equity, respectively. The Company does not hedge this risk.

The Company evaluates the fluctuations of the currencies used in the Operations (local currencies) with respect to the presentation currency of the financial statements through a sensitivity analysis on total assets, total liabilities and net equity in local currency.

    

USD/CLP

    

BRL/CLP

    

ARS/CLP

    

PGY/CLP

 

Exchange rate variation at reporting date

2.5%

10.4%

-77.5%

3.4%

 

Brazil

Argentina

Paraguay

 

ThCh$

ThCh$

ThCh$

 

Total assets

 

  

 

927,776,536

 

278,756,092

 

358,890,168

Total liabilities

 

  

 

585,533,955

 

130,843,061

 

62,849,876

Net investment

 

  

 

342,242,581

 

147,913,031

 

296,040,292

Share on income

 

  

 

28.5

%  

17.5

%  

8.5

%

BRL/CLP

ARS/CLP

PGY/CLP

-10% variation impact on currency translation

 

  

 

-1.0%

-79.6%

-6.9%

Variation impact on results

 

  

 

(6,181,422)

 

(716,469)

 

(4,289,427)

Variation impact on equity

 

  

 

(35,380,729)

 

(13,446,639)

 

(29,690,059)

The above scenario represents the exchange rate sensitivity of minus 10% over the actual exchange rates at the reporting date, impacting the translation of local currencies to the presentation currency of the Group's financial statements, and how it would impact the results and equity of the different Operations.

Net exposure of assets and liabilities in foreign currency

This risk stems mostly from carrying liabilities in US dollar, so the volatility of the US dollar with respect to the functional currency of each country generates a variation in the valuation of these obligations, with consequent effect on results.

In order to protect the Company from the effects on income resulting from the volatility of the Brazilian Real and the Chilean Peso against the U,S, dollar, the Company maintains derivative contracts (cross currency swaps) to cover almost 100% of US dollar-denominated financial liabilities.

By designating such contracts as hedging derivatives, the effects on income for variations in the Chilean Peso and the Brazilian Real against the US dollar, are mitigated annulling its exposure to exchange rates.

c)
b)Exposure of assets purchased or indexed to foreign currency

This risk originates from purchases of raw materials and investments in Property, plant and equipment, whose values are expressed in a currency other than the functional currency of the subsidiary. Changes in the value of costsassets purchased or investments can be generated through time, depending on the volatility of the exchange rate.

In orderindexed to minimize this risk, the Company maintains a currency hedging policy stipulating that it is necessary to enter into foreign currency derivatives contracts to lessen the effect of the exchange rate over cash expenditures expressed in US dollars, corresponding mainly to payment to suppliers of raw materials in each of the operations. This policy stipulates a 12-month forward horizon.

Commodities risk

The Company is subject to a risk of price fluctuations in the international markets mainly for sugar, PET resin and aluminum, which are inputs used to produce beverages and containers, which together, account for 35% to 40% of operating costs. Procurement and anticipated purchase contracts are made frequently to minimize and/or stabilize this risk. To minimize this risk or stabilize often supply contracts and anticipated purchases are made when market conditions warrant.

Liquidity risk

The products we sell are mainly paid for in cash and short-term credit; therefore, the Company´s main source of financing comes from the cash flow of our operations. This cash flow has historically been sufficient to cover the investments necessary for the normal course of our business, as well as the distribution of dividends approved by the General Shareholders’ Meeting. Should additional funding be required for future geographic expansion or other needs, the main sources of financing to consider are: (i) debt offerings in the Chilean and foreign capital markets (ii) borrowings from commercial banks, both internationally and in the local markets where the Company operates; and (iii) public equity offerings


 

The following table presents an analysis of the Company’s committed maturities for liability payments throughout the coming years, with interest calculated for each period:

  Payments on the year of maturity 
Item 1 year  More than 1 up to 2  More than 2 up to 3  More than 3 up to 4  More than 5 
   ThCh$   ThCh$   ThCh$   ThCh$   ThCh$ 
Bank debt  775,684   849,879   81,111   81,111   4,081,333 
Bonds payable (1)  72,133,209   11,977,274   12,498,126   272,549,586   628,943,928 
Lease obligations  5,718,484   5,129,266   2,207,021   7,805,284   197,802 
Contractual obligations  8,426,144   83,368,375   13,446,852   9,839,970   9,714,261 
Total  87,053,521   101,324,794   28,233,110   290,275,951   642,937,324 

(1)    Includes Mark-to-Market liability valuations for bond hedge derivatives

COVID-19-Related Risk

As a result of the impact that COVID-19 is having in different countries around the world, including its more recent outbreak in the countries where we operate, Coca-Cola Andina has taken measures necessary to protect its employees and to ensure the continuity of the Company’s operations.

Among the measures it has adopted to protect its employees are the following:

·campaign to educate our employees on actions to be taken to avoid the spread of COVID-19;

·sending home any employee that has been exposed to the virus;
·implementation of additional cleaning protocols for our facilities;
·modifying certain work practices and activities, keeping customer service:
-home office has been implemented for those employees whose work can be performed remotely
-domestic and international traveling has been canceled
·providing personal protective equipment to all our employees who need to keep working at plants and distribution centers, as well as to truck drivers and assistants, including face masks and sanitizers.

Since mid-March, governments of the countries where the Company operates, have adopted several measures to reduce infection rates of COVID-19. Among these measures are, the closing of schools, universities, shopping centers, restaurants and bars, prohibiting social gathering events, issuing stay-at-home orders and establishing quarantine requirements, imposing additional sanitary requirements on exports and imports, and limiting international travel and closing borders. Governments in the countries where we operate have also announced economic stimulus programs for families and businesses, including in Argentina a temporary restriction on workforce reductions. To date, none of our plants has had to suspend their operations.

As a result of the COVID-19 pandemic and the restrictions imposed by the authorities in the four countries where we operate, we have seen high volatility in our sales across channels. During the fourth quarter, in consolidated terms, we continue to see a reduction in our sales volumes on the on-premise channel (albeit to a lesser extent than in previous quarters), consisting mainly of restaurants and bars, which are already able to operate, but with capacity restrictions. We have also observed that volume grows again in supermarkets, albeit slightly and that the traditional and wholesale channels are the ones that continue to drive volume growth. Because the pandemic and the actions taken by governments are changing very rapidly, we believe it is too early to draw conclusions about changes in the long-term consumption pattern, and how these may affect our results of operations and financial results in the future.


This risk originates from purchases of raw materials and investments in Property, plant and equipment, whose values are expressed in a currency other than the functional currency of the subsidiary. Changes in the value of costs or investments can be generated through time, depending on the volatility of the exchange rate.

F-81

In order to minimize this risk, the Company maintains a currency hedging policy stipulating that it is necessary to enter into foreign currency derivatives contracts to lessen the effect of the exchange rate over cash expenditures expressed in US dollars, corresponding mainly to payment to suppliers of raw materials in each of the operations. This policy stipulates up to 12-month forward horizon.

Commodities risk

The Company is subject to the risk of price fluctuations in the international markets mainly for sugar, PET resin and aluminum, which are inputs used to produce beverages and containers, which together account for 35% to 40% of operating costs. Procurement and anticipated purchase contracts are made frequently to minimize and/or stabilize this risk. To minimize this risk or stabilize often supply contracts and anticipated purchases are made when market conditions warrant.

Liquidity risk

The products we sell are mainly paid for in cash and short-term credit; therefore, the Company´s main source of financing comes from the cash flow of our operations. This cash flow has historically been sufficient to cover the investments necessary for the normal course of our business, as well as the distribution of dividends approved by the General Shareholders’ Meeting. Should additional funding be required for future geographic expansion or other needs, the main sources of financing to consider are: (i) debt offerings in the Chilean and foreign capital markets (ii) borrowings from commercial banks, both internationally and in the local markets where the Company operates; and (iii) public equity offerings.

The following table presents an analysis of the Company’s committed maturities for liability payments throughout the coming years:

As of December 31, 2023

Payments on the year of maturity

    

    

More than 1 

    

More than 2

    

More than 3 

    

Item

1 year

up to 2

up to 3

up to 4

More than 5

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Bank debt

 

1,500,909

13,485,024

Bonds payable

 

50,498,809

50,300,105

43,475,786

36,651,452

1,348,382,985

Lease obligations

 

9,322,855

4,988,159

4,759,010

2,689,598

6,891,131

Contractual obligations (1)

 

37,520,505

112,608,432

18,110,929

18,094,401

3,491,360

Total

 

98,843,078

167,896,696

79,830,749

57,435,451

1,358,765,476

As of December 31, 2022

Payments on the year of maturity

More than 1

More than 2

More than 3

Item

    

1 year

    

 up to 2

    

 up to 3

    

 up to 4

    

More than 5

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Bank debt

741,228

-

4,081,333

-

-

Bonds payable

340,767,980

15,765,142

16,478,664

10,915,215

720,209,139

Lease obligations

 

7,100,579

2,854,106

5,615,704

6,887,353

535,465

Contractual obligations (1)

 

127,611,501

39,242,308

5,973,129

5,339,005

4,950,895

Total

 

476,221,288

57,861,556

32,148,830

23,141,573

725,695,499

(1)    Agreements that the Andina Group has with collaborating entities for its operation, which are mainly related to contracts entered into to supply products and/or support services in information technology services, commitments of the company with its franchisor to make investments or expenses related to the development of the franchise, support services to personnel, security services, maintenance services of fixed assets, purchase of inputs for production, among others.

F-82

25  EXPENSES BY NATURE

Other expenses by nature are:

    

01.01.2023

    

01.01.2022

    

01.01.2021

Description

12.31.2023

12.31.2022

12.31.2021

ThCh$

ThCh$

ThCh$

Direct production costs

 

(1,346,516,486)

(1,388,536,599)

(1,192,363,804)

Payroll and employee benefits

 

(378,482,113)

(376,196,521)

(301,522,420)

Transportation and distribution

 

(211,998,332)

(224,190,549)

(174,253,526)

Advertisement

 

(35,831,757)

(26,575,951)

(28,475,957)

Depreciation and amortization

 

(112,771,324)

(119,365,431)

(104,775,303)

Repairs and maintenance

 

(46,021,127)

(43,847,581)

(38,631,914)

Other expenses

 

(129,478,810)

(133,021,583)

(84,272,085)

Total (1)

 

(2,261,099,949)

(2,311,734,215)

(1,924,295,009)

 

Due to uncertainties regarding the COVID-19 pandemic and the above-mentioned government restrictions, including how long these conditions may persist, and the effects they will have on our sales volumes and our business in general, we cannot accurately predict the ultimate financial impact from these new trends. In any event, we estimate that we will not face liquidity constraints, or difficulties in complying with covenants under our debt instruments. We do not anticipate any significant provisions or impairments at this time. Finally, our investment plan for 2021 will return to precrisis levels, i.e. between approximately USD$ 160 – USD 180 million. Our investment plans are constantly monitored, and we cannot assure that we will completely fulfill it if there is a stronger flare-up of this health situation in the countries where we operate or for other unforeseen circumstance.

25 – EXPENSES BY NATURE

Other expenses by nature are:

  01.01.2020  01.01.2019  01.01.2018 
Details 12.31.2020  12.31.2019  12.31.2018 
   ThCh$   ThCh$   ThCh$ 
Direct production costs  862,383,664   877,716,948   759,229,954 
Payroll and employee benefits  252,337,262   273,123,010   266,966,841 
Transportation and distribution  126,683,586   138,486,337   137,428,173 
Advertising  6,917,300   27,113,322   17,345,951 
Depreciation and amortization  110,920,517   111,087,284   99,594,446 
Repairs and maintenance  25,971,485   30,528,180   28,120,098 
Other expenses  73,455,798   83,188,784   138,860,648 
Total (1)  1,458,669,612   1,541,243,865   1,447,546,111 

(1)Corresponds to the addition of cost of sales, administrationadministrative expenses and distribution cost,

26 – OTHER INCOME

Other income by function is detailed as follows:

  01.01.2020  01.01.2019  01.01.2018 
Details 12.31.2020  12.31.2019  12.31.2018 
   ThCh$   ThCh$   ThCh$ 
Gain on disposal of Property, plant and equipment  16,005   265,514   1,984,547 
Recovery AFIP claim  -   -   232,617 
Recovery PIS and COFINS credits (1)  6,744,341   40,281,550   - 
Others  1,595,952   400,094   392,004 
Total  8,356,298   40,947,158   2,609,168 

costs.

(1)See Note 6 for more information regarding recovery

26  OTHER INCOME

Other income by function is detailed as follows:

    

01.01.2023

    

01.01.2022

    

01.01.2021

Description

12.31.2023

12.31.2022

12.31.2021

ThCh$

ThCh$

ThCh$

Gain due to disposal of Property, plant and equipment

 

754,338

79,650

480,401

Credit recovery in Brazil (1)

-

1,856,762

-

Others

556,151

561,108

857,477

Total

 

1,310,489

2,497,520

1,337,878

 

27 – OTHER EXPENSES BY FUNCTION

Other expenses by function are detailed as follows:

  01.01.2020  01.01.2019  01.01.2018 
Details 12.31.2020  12.31.2019  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Contingencies and non-operating fees  1,081,812   17,690,171   10,192,495 
Tax on bank debits  3,367,615   4,356,973   4,653,929 
Write-offs, disposal and loss of Property, plant and equipment  7,972,976   2,978,194   262,366 
Others  5,007,853   1,157,509   948,973 
Total  17.430.256   26,182,847   16,057,763 

28 – FINANCIAL INCOME AND EXPENSES

Financial income and expenses are detailed as follows:

a)Financial income
  01.01.2020  01.01.2019  01.01.2018 
Detail 12.31.2020  12.31.2019  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Interest income  7,931,055   3,249,550   1,046,580 
Guaranty restatement Ipiranga acquisition  7,674   27,219   - 
Recovery PIS and COFINS credits (1)  5,124,810   39,780,620   - 
Other financial income  1,882,340   2,098,402   2,893,664 
Total  14,945,879   45,155,791   3,940,244 
(1)See Note 6 for more information regarding recovery

b)Financial costs
  01.01.2020  01.01.2019  01.01.2018 
Details 12.31.2020  12.31.2019  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
Bond interest  45,927,500   38,153,036   38,547,682 
Bank loan interest  1,186,731   1,337,670   1,828,588 
Other financial costs  7,658,606   6,718,314   14,638,390 
Total  54,772,837   46,209,020   55,014,660 

29 – OTHER (LOSSES) GAINS

Other (losses) gains are detailed as follows:

  01.01.2020  01.01.2019  01.01.2018 
Details 12.31.2020  12.31.2019  12.31.2018 
  ThCh$  ThCh$  ThCh$ 
(Losses) gains on ineffective portion of hedge derivatives  -   -   (2,707,802)
Other income and expenses  287   2,876   (57)
Total  287   2,876   (2,707,859)


 

30 – LOCAL AND FOREIGN CURRENCY

Local and foreign currency balances are the following:

CURRENT ASSETS 12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Cash and cash equivalents  309,530,699   157,567,986 
USD  21,332,268   16,733,249 
EUR  223,449   9,722 
CLP  201,936,140   78,420,966 
BRL  49,528,425   46,189,977 
ARS  14,821,502   3,830,199 
PGY  21,688,915   12,383,873 
         
Other current financial assets  140,304,853   347,278 
CLP  139,449,882   275,407 
BRL  10,171   13,498 
ARS  844,800   16,575 
PGY  -   41,798 
         
Other current non-financial assets  13,374,381   16,188,965 
USD  1,723,989   893,571 
EUR  621,516   615,636 
UF  493,546   410,203 
CLP  1,900,762   5,642,901 
BRL  1,300,995   1,738,793 
ARS  6,052,294   3,918,728 
PGY  1,281,279   2,969,133 
         
Trade accounts and other accounts receivable  194,021,253   191,077,588 
USD  901,930   1,431,079 
EUR      - 
UF  65,250   453,469 
CLP  105,340,179   83,328,449 
BRL  67,423,832   79,586,461 
ARS  14,928,954   19,088,164 
PGY  5,361,108   7,189,966 
         
Accounts receivable related entities  11,875,408   10,835,768 
USD      45,644 
CLP  6,965,894   9,157,922 
BRL  41,878   - 
ARS  4,867,636   1,632,202 
         
Inventories  127,972,650   147,641,224 
USD  -   6,027,076 
CLP  54,112,760   48,320,784 
BRL  31,446,180   43,820,564 
ARS  32,214,119   34,262,914 
PGY  10,199,591   15,209,886 
         
Current tax assets  218,472   9,815,294 
CLP  218,472   9,815,294 
BRL  -   - 
ARS  -   - 
         
Total current assets  797,297,716   533,474,103 
USD  23,958,187   25,129,648 
EUR  844,965   625,359 
UF  558,796   863,672 
CLP  509,924,089   234,962,693 
BRL  149,751,481   171,349,293 
ARS  73,729,305   62,748,782 
PGY  38,530,893   37,794,656 


 

NON-CURRENT ASSETS 12.31.2020  12.31.2019 
  ThCh$  ThCh$ 
Other non-current financial assets.  162,013,278   110,784,311 
UF  7,515,981   1,216,865 
BRL  144,684,180   98,918,457 
ARS  9,813,117   10,648,989 
         
Other non-current non-financial assets  90,242,672   125,636,150 
UF  338,014   318,533 
CLP  47,530   47,531 
BRL  88,001,852   122,922,979 
ARS  1,825,631   2,223,600 
PGY  29,645   123,507 
         
Accounts receivable, non-current  73,862   523,769 
UF  32,219   465,371 
ARS  1,211   636 
PGY  40,432   57,762 
         
Accounts receivable related entities, non-current  138.346   283,118 
CLP  138,346   283,118 
         
Investments accounted for using the equity method  87.956.354   99,866,733 
CLP  50,628,307   49,703,673 
BRL  37,328,047   50,163,060 
         
Intangible assets other than goodwill  604,514,165   675,075,375 
USD  3,959,421   3,959,421 
CLP  306,202,181   307,324,953 
BRL  139,166,117   189,240,893 
ARS  2,591,026   2,708,445 
PGY  152,595,420   171,841,663 
         
Goodwill  98,325,593   121,221,661 
CLP  9,523,767   9,523,767 
BRL  54,980,669   74,653,328 
ARS  27,343,642   29,750,238 
PGY  6,477,515   7,294,328 
         
Property, plant and equipment  605,576,545   722,718,863 
CLP  255,963,912   282,861,852 
BRL  179,286,945   251,080,517 
ARS  103,227,548   119,784,304 
PGY  67,098,140   68,992,190 
         
Deferred tax assets  1,925,869   1,364,340 
CLP  1,925,869   1,364,340 
         
Total non-current assets  1,650,766,684   1,857,474,320 
USD  3,959,421   3,959,421 
UF  7,886,214   2,000,769 
CLP  624,429,912   651,109,234 
BRL  643,447,810   786,979,234 
ARS  144,802,175   165,116,212 
PGY  226,241,152   248,309,450 

F-94

 

  12.31.2020  12.31.2019 
CURRENT LIABILITIES Up to 90 days  90 days to 1 year  Total  Up to 90 days  90 days to 1 year  Total 
  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
Other financial liabilities, current  9,270,838   29,295,886   38,566,724   9,719,894   30,873,984   40,593,878 
USD  72,655   6,704,245   6,776,900   55,388   3,147,441   3,202,829 
UF  7,799,637   5,272,547   13,072,184   7,535,228   11,836,936   19,372,164 
CLP  908,790   13,489,310   14,398,100   842,221   11,700,946   12,543,167 
BRL  362,854   1,245,940   1,608,794   1,153,072   2,119,141   3,272,213 
ARS  70,950   1,578,082   1,649,032   75,060   704,921   779,981 
PGY  55,952   1,005,762   1,061,714   58,925   1,364,599   1,423,524 
                         
Trade accounts and other accounts payable, current  227,503,270   2,942,539   230,445,809   228,259,216   15,441,337   243,700,553 
USD  8,972,065   -   8,972,065   10,049,567   -   10,049,567 
EUR  1,622,411   -   1,622,411   2,024,156   -   2,024,156 
UF  -   -   -   2,044,871   -   2,044,871 
CLP  108,670,085   2,942,539   111,612,624   84,602,547   15,441,337   100,043,884 
BRL  58,136,480   -   58,136,480   75,051,089   -   75,051,089 
ARS  33,511,747   -   33,511,747   40,826,489   -   40,826,489 
PGY  15,878,527   -   15,878,527   13,660,497   -   13,660,497 
Other currencies  711,955   -   711,955   -   -   - 
                         
Accounts payable related entities, current  39,541,968   -   39,541,968   53,637,601   -   53,637,601 
CLP  23,884,687   -   23,884,687   28,471,399   -   28,471,399 
BRL  10,809,085   -   10,809,085   19,279,132   -   19,279,132 
ARS  4,848,196   -   4,848,196   5,887,070   -   5,887,070 
                         
Other current provisions  805,842   529,495   1,335,337   1,637,799   431,185   2,068,984 
CLP  805,842   494,748   1,300,590   1,637,799   427,697   2,065,496 
PGY  -   34,747   34,747   -   3,488   3,488 
                         
Tax liabilities, current  4,590,876   4,237,723   8,828,599   3,097,223   3,665,044   6,762,267 
CLP  173,771   3,414,859   3,588,630   896,975   -   896,975 
BRL  4,249,909   -   4,249,909   2,107,381   -   2,107,381 
ARS  167,196   439,641   606,837   92,867   3,446,054   3,538,921 
PGY  -   383,223   383,223   -   218,990   218,990 
                         
Employee benefits current provisions  17,027,427   14,043,592   31,071,019   26,513,813   11,879,041   38,392,854 
CLP  1,168,973   5,799,389   6,968,362   1,241,603   5,509,351   6,750,954 
BRL  15,325,256   -   15,325,256   20,681,694   -   20,681,694 
ARS  533,198   6,701,756   7,234,954   4,590,516   5,260,142   9,850,658 
PGY  -   1,542,447   1,542,447   -   1,109,548   1,109,548 
                         
Other current non-financial liabilities  620,609   27,646,121   28,266,730   328,441   26,173,774   26,502,215 
CLP  598,769   27,551,000   28,149,769   327,847   26,064,658   26,392,505 
ARS  21,840   -   21,840   594   5,286   5,880 
PGY  -   95,121   95,121   -   103,830   103,830 
                         
Total current liabilities  299,360,830   78,695,356   378,056,186   323,193,987   88,464,365   411,658,352 
USD  9,044,720   6,704,245   15,748,965   10,104,955   3,147,441   13,252,396 
EUR  1,622,411   -   1,622,411   2,024,156   -   2,024,156 
UF  7,799,637   5,272,547   13,072,184   9,580,099   11,836,936   21,417,035 
CLP  136,210,917   53,691,845   189,902,762   118,020,391   59,143,989   177,164,380 
BRL  88,883,584   1,245,940   90,129,524   118,272,368   2,119,141   120,391,509 
ARS  39,153,127   8,719,479   47,872,606   51,472,596   9,416,403   60,888,999 
PGY  15,934,479   3,061,300   18,995,779   13,719,422   2,800,455   16,519,877 
Other currencies  711,955   -   711,955   -   -   - 


 

  12.31.2020  12.31.2019 
NON-CURRENT LIABILITIES More than 1 up to 3 years  More than 3 up to 5 years  More than 5 years  Total  More than 1 up to 3 years  More than 3 up to 5 years  More than 5 years  Total 
  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$  ThCh$ 
Other non-current financial liabilities  31,811,687   279,600,958   678,416,924   989,829,569   34,794,568      299,661,490   408,870,999   743,327,057 
USD  366,652   259,746,604   207,280,189   467,393,445   509,366   271,700,335   -   272,209,701 
UF  24,669,188   13,214,387   414,689,041   452,572,616   22,584,954   24,627,105   400,393,581   447,605,640 
CLP  4,089,001   4,000,000   51,568,854   59,657,855   7,926,056   -   -   7,926,056 
BRL  2,394,281   2,639,967   4,878,840   9,913,088   3,319,514   3,334,050   8,477,418   15,130,982 
ARS  128,930   -   -   128,930   55,222   -   -   55,222 
PGY  163,635   -   -   163,635   399,456   -   -   399,456 
                                 
Accounts payable, non-current  295,279   -   -   295,279   619,587   -   -   619,587 
CLP  293,176   -   -   293,176   618,509   -   -   618,509 
ARS  2,103   -   -   2,103   1,078   -   -   1,078 
                                 
Accounts payable related companies  10,790,089   -   -   10,790,089   19,777,812   -   -   19,777,812 
BRL  10,790,089   -   -   10,790,089   19,777,812   -   -   19,777,812 
                                 
Other non-current provisions  789,016   47,945,920   -   48,734,936   968,404   66,070,162   -   67,038,566 
BRL  -   47,945,920   -   47,945,920   -   66,070,162   -   66,070,162 
ARS  789,016   -   -   789,016   968,404   -   -   968,404 
                                 
Deferred tax liabilities  10,677,151   38,508,424   104,483,972   153,669,547   12,834,788   49,848,536   106,766,423   169,449,747 
UF  -   -   -   -   -   -   1,298,050   1,298,050 
CLP  1,604,289   1,070,325   90,781,152   93,455,766   1,449,404   181,418   90,271,026   91,901,848 
BRL  -   37,438,099   -   37,438,099   -   49,667,118   -   49,667,118 
ARS  9,072,862   -   -   9,072,862   11,385,384   -   -   11,385,384 
PGY  -   -   13,702,820   13,702,820   -   -   15,197,347   15,197,347 
                                 
Employee benefits non-current provisions  911,873   145,165   12,578,520   13,635,558   1,114,051   148,954   8,910,349   10,173,354 
CLP  378,733   145,165   12,578,520   13,102,418   461,587   148,954   8,910,349   9,520,890 
ARS  -   -   -   -   88,090   -   -   88,090 
PGY  533,140   -   -   533,140   564,374   -   -   564,374 
                                 
Other non-financial liabilities  35,315   21,436,733   -   21,472,048   -   -   -   - 
BRL  -   21,436,733   -   21,436,733   -   -   -   - 
ARS  35,315   -   -   35,315   -   -   -   - 
                                 
Income taxes payable, non-current  20,597   -   -   20,597   -   -   -   - 
CLP  20,597   -   -   20,597   -   -   -   - 
                                 
Total non-current liabilities  55,331,007   387,637,200   795,479,416   1,238,447,623   70,109,210   415,729,142   524,547,771   1,010,386,123 
USD  366,652   259,746,604   207,280,189   467,393,445   509,366   271,700,335   -   272,209,701 
UF  24,669,188   13,214,387   414,689,041   452,572,616   22,584,954   24,627,105   401,691,631   448,903,690 
CLP  6,385,796   5,215,490   154,928,526   166,529,812   10,455,556   330,372   99,181,375   109,967,303 
BRL  13,184,370   109,460,719   4,878,840   127,523,929   23,097,326   119,071,330   8,477,418   150,646,074 
ARS  10,028,226   -   -   10,028,226   12,498,178   -   -   12,498,178 
PGY  696,775   -   13,702,820   14,399,595   963,830   -   15,197,347   16,161,177 


 

31 – SUBSEQUENT EVENTS

On February 17, 2021, the subsidiary Paraguay Refrescos S.A. along with the companies INPET S.A.E.C.A and CORESA. executed the Bylaws and Shareholders' Agreement
(1)Restitution of credits for the incorporationpayment of coffee quota (cota café)

27  OTHER EXPENSES BY FUNCTION

Other expenses by function are detailed as follows:

    

01.01.2023

    

01.01.2022

    

01.01.2021

Description

12.31.2023

12.31.2022

12.31.2021

ThCh$

ThCh$

ThCh$

Contingencies and non-operating fees

 

(11,145,708)

 

6,316,102

(1)

(7,950,093)

Tax on bank debits

 

(4,403,347)

 

(7,150,739)

 

(5,270,040)

Write-offs, disposals and loss (gain) on sale of property, plant and equipment

 

(8,072,422)

(2)

 

(417,623)

Others

 

(2,820,106)

(3)

(51,694)

 

(1,574,034)

Total

 

(26,441,583)

(886,331)

 

(15,211,790)

(1)

During 2022 the provision made by a company called "CIRCULAR- PET S.A." Eachclaim of the companies will holdGovernment of the State of Rio de Janeiro related to the Advertising Agreement was reversed. This is due to a 33.3% ownership interestreview of the balances involved where the amounts claimed are reduced in the company's share capital.

The subscribed share capitalfavor of CIRCULAR- PET S.A. is CLP 4,326 million (PGY 42,000,000,000), where each shareholder at the incorporation act paid a share of CLP 1,030,000 (PGY 10,000,000), totaling a paid-up share capital of CLP 3,090,000 (PGY 30,000,000).Rio de Janeiro Refrescos Ltda.

(2)

The principal activity of CIRCULAR-PET S.A. will be the manufacture and commercialization of recycled post-consumer PET resins, from the transformation of PET flakes. Participation in the company provides the Group with a fully integrated supply chain for its growing business of commercializing products in PET bottles and will ensure the supply of recycled resin under the best conditionsExpenses for the coming years.

No other events have occurred after December 31, 2020 that may significantly affectwrite-off of the Company's consolidated financial situation.container yard in Operation Paraguay and Operation Chile.

(3)


Mainly due to restructuring in Operations for the year 2023.

F-83

28  FINANCIAL INCOME AND EXPENSES

Financial income and costs are detailed as follows:

a)    Financial income

    

01.01.2023

    

01.01.2022

    

01.01.2021

Description

12.31.2023

12.31.2022

12.31.2021

ThCh$

ThCh$

ThCh$

Interest income

 

25,791,172

32,388,801

2,196,886

Ipiranga purchase warranty restatement

47,032

39,509

11,290

From PIS credit and COFINS (1)

2,054,586

1,312,930

Other financial income

 

5,557,963

5,239,514

4,270,763

Total

 

31,396,167

39,722,410

7,791,869

(1)See Note 6 for more information on recovery.

b)    Financial expenses

    

01.01.2023

    

01.01.2022

    

01.01.2021

Description

12.31.2023

12.31.2022

12.31.2021

ThCh$

ThCh$

ThCh$

Bond interest

 

(53,148,503)

(51,863,601)

(48,624,062)

Bank loan interest

 

(4,510,379)

(1,782,972)

(267,012)

Lease interest

(2,616,945)

(2,092,868)

(1,816,506)

Other financial costs

 

(5,012,525)

(3,808,512)

(2,284,876)

Total

 

(65,288,352)

(59,547,953)

(52,992,456)

29  OTHER (LOSSES) GAINS

Other (losses) gains are detailed as follows:

    

01.01.2023

    

01.01.2022

    

01.01.2021

Description

12.31.2023

12.31.2022

12.31.2021

ThCh$

ThCh$

ThCh$

Other gains and losses*

 

(15,909,117)

(1)

(24,983,899)

(2)

Total

 

(15,909,117)

(24,983,899)

(1) a) Losses for CLP 25,530,162 are recorded due to the assignment of a loan owned by Embotelladora Andina S.A. to a financial institution with a discount. The credit of Embotelladora Andina was originally generated as a result of dividends from subsidiaries declared in Argentine pesos. b) In addition to the foregoing, a water source in the Brazilian Operation has been disposed of, generating a gain in the amount of CLP 9,750,769.

(2) Losses for CLP 24,982,887 were recorded due to the assignment of a loan owned by Embotelladora Andina S.A. to a financial institution with a discount. The credit of Embotelladora Andina was originally generated as a result of dividends from subsidiaries declared in Argentine pesos.

F-84

30  EXCHANGE DIFFERENCE

Exchange differences are detailed as follows:

    

01.01.2023

    

01.01.2022

    

01.01.2021

Description

12.31.2023

12.31.2022

12.31.2021

 

ThCh$

ThCh$

ThCh$

Generated by suppliers

 

(26,366,916)

 

(11,285,363)

 

(2,531,489)

Generated by financial assets

 

12,348,172

 

5,404,210

 

(2,083,399)

Generated by financial liabilities

 

(3,310,906)

 

(5,132,722)

 

(1,084,654)

Other

 

113,520

 

(593,853)

 

191,231

Total

 

(17,216,130)

 

(11,607,728)

 

(5,508,311)

F-85

31  LOCAL AND FOREIGN CURRENCY

Local and foreign currency balances are the following:

CURRENT ASSETS

    

12.31.2023

    

12.31.2022

ThCh$

ThCh$

Cash and cash equivalent

 

303,683,683

291,681,987

USD

 

9,462,829

14,266,343

EUR

 

437,604

870,613

CLP

 

140,758,085

138,205,025

BRL

 

96,214,729

69,923,621

ARS

 

18,340,987

29,215,288

PGY

 

38,469,449

39,201,097

Other current financial assets

 

67,285,793

 

263,044,869

CLP

 

66,587,339

 

92,826,375

BRL

13,897

170,154,995

ARS

 

684,557

PGY

63,499

Other non-current financial assets

 

19,311,851

26,957,000

USD

 

174,579

847,149

EUR

615,636

329,535

UF

1,196,729

517,748

CLP

 

6,353,138

12,478,839

BRL

 

3,213,978

2,382,575

ARS

 

3,531,840

8,596,540

PGY

 

4,225,951

1,804,614

Trade debtors and other accounts payable

 

298,892,164

279,770,286

USD

 

3,511,802

1,467,851

EUR

1,233

6,770

UF

 

1,030,138

49,469

CLP

 

182,395,110

155,443,395

BRL

 

79,993,377

74,851,690

ARS

 

23,712,111

39,795,968

PGY

 

8,248,393

8,155,143

Accounts receivable related entities

16,161,318

15,062,167

CLP

14,736,546

14,738,236

BRL

1,223,699

86,492

ARS

237,439

PGY

201,073

Inventory

 

233,053,160

245,886,656

CLP

 

106,204,544

103,719,764

BRL

 

64,808,180

60,074,387

ARS

 

38,277,180

62,655,300

PGY

 

23,763,256

19,437,205

Current tax assets

43,383,058

39,326,427

USD

6,253,451

CLP

6,213,032

33,296,214

BRL

30,643,656

5,633,971

ARS

272,919

396,242

Total current assets

 

981,771,027

1,161,729,392

USD

 

19,402,661

16,581,343

EUR

 

1,054,473

1,206,918

UF

 

2,226,867

567,217

CLP

 

523,247,794

550,707,848

BRL

 

276,111,516

383,107,731

ARS

 

84,819,594

140,896,777

PGY

 

74,908,122

68,661,558

F-86

NON-CURRENT ASSETS

    

12.31.2023

    

12.31.2022

CLP (000’s)

ThCh$

Other non-current assets

93,316,339

94,852,711

USD

19,030,656

UF

1,216,865

75,297,737

CLP

53,832,722

3,317,778

BRL

7,935,524

ARS

11,300,572

16,237,196

 

 

Other non-current, non-financial assets

59,412,482

59,672,266

USD

609,042

91,220

UF

17,154

CLP

55,397

483,530

BRL

55,660,553

55,060,849

ARS

1,338,592

2,367,042

PGY

1,731,744

1,669,625

Non-current accounts receivable

371,401

539,920

UF

225,323

249,366

CLP

51,752

233,773

ARS

136

56,781

PGY

94,190

 

Non-current accounts receivable related entities

 

108,021

109,318

CLP

108,021

109,318

Investments accounted for using the equity method

91,799,267

92,344,598

CLP

49,790,788

53,869,966

BRL

 

42,008,479

38,474,632

Intangible assets other than goodwill

695,926,565

671,778,888

USD

3,959,421

CLP

312,908,478

312,981,971

BRL

195,313,156

177,173,694

ARS

5,269,949

9,075,200

PGY

178,475,561

172,548,023

 

Goodwill

122,103,802

129,023,922

CLP

9,523,767

9,523,768

BRL

72,810,771

65,920,764

ARS

32,193,085

46,254,831

PGY

 

7,576,179

7,324,559

Property, plant and equipment

872,388,811

798,221,259

EUR

2,429,848

3,146

UF

11,316,009

CLP

353,146,598

303,797,013

BRL

277,936,537

229,486,365

ARS

140,055,748

177,219,624

PGY

87,504,071

87,715,111

Deferred tax assets

4,323,174

2,428,333

CLP

2,592,024

2,428,333

PGY

1,731,150

Total non-current assets

1,939,749,862

1,848,971,215

USD

23,599,119

91,220

EUR

2,429,848

3,146

UF

12,775,351

75,547,103

CLP

782,009,547

686,745,450

BRL

651,665,020

566,116,304

ARS

190,158,082

251,153,893

PGY

277,112,895

269,314,099

F-87

12.31.2023

12.31.2022

CURRENT LIABILITIES

    

Up to 90 days

    

 90 days to 1 year

    

Total

    

Up to 90 days

    

 90 days to 1 year

    

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Other current financial liabilities

16,062,851

36,934,150

52,997,001

13,431,339

353,870,741

367,302,080

USD

342,000

5,444,143

5,786,143

249,660

321,143,849

321,393,509

EUR

32,709

90,988

123,697

UF

13,753,586

13,044,881

26,798,467

11,047,586

11,557,808

22,605,394

CLP

899,930

11,384,709

12,284,639

893,612

14,216,358

15,109,970

BRL

685,038

2,829,430

3,514,468

427,270

1,703,193

2,130,463

ARS

349,588

1,804,522

2,154,110

813,211

3,910,926

4,724,137

PGY

1,482,060

1,482,060

1,338,607

1,338,607

CHF

853,417

853,417

Trade accounts payable and other accounts payable, current

404,557,957

24,354,027

428,911,984

369,548,991

15,252,639

384,801,630

USD

37,085,189

2,156,901

39,242,090

34,223,389

33,046

34,256,435

EUR

5,285,606

297,386

5,582,992

3,148,088

899,198

4,047,286

UF

3,430,102

302,021

3,732,123

2,263,175

2,263,175

CLP

166,250,228

21,597,719

187,847,947

166,847,281

14,320,395

181,167,676

BRL

129,596,874

129,596,874

78,514,701

78,514,701

ARS

45,129,973

45,129,973

69,945,679

69,945,679

PGY

17,779,985

17,779,985

14,606,678

14,606,678

Other currencies

Accounts payable to related companies, current

96,045,624

96,045,624

90,248,067

90,248,067

CLP

39,175,392

39,175,392

44,298,074

44,298,074

BRL

40,225,863

40,225,863

35,671,648

35,671,648

ARS

8,031,621

8,031,621

8,587,487

8,587,487

PGY

8,612,748

8,612,748

1,690,858

1,690,858

Other current provisions

127,229

1,186,877

1,314,106

1,319,935

271,709

1,591,644

CLP

127,229

1,139,985

1,267,214

1,319,935

232,418

1,552,353

PGY

46,892

46,892

39,291

39,291

Current tax liabilities

7,700,127

5,711,494

13,411,621

627,257

13,988,190

14,615,447

CLP

2,440,280

23,458

2,463,738

627,257

7,301

634,558

BRL

5,259,847

5,259,847

ARS

4,143,057

4,143,057

13,479,571

13,479,571

PGY

1,544,979

1,544,979

501,318

501,318

Current employee Benefit provisions

47,674,090

10,143,710

57,817,800

45,482,776

2,909,030

48,391,806

CLP

5,769,075

8,867,752

14,636,827

8,115,837

1,052,395

9,168,232

BRL

28,791,559

28,791,559

19,586,150

19,586,150

ARS

13,113,456

13,113,456

17,780,789

17,780,789

PGY

1,275,958

1,275,958

1,856,635

1,856,635

Other current non-financial liabilities

2,364,699

40,008,461

42,373,160

1,054,187

41,240,273

42,294,460

CLP

 

2,360,088

39,785,560

42,145,648

1,043,048

41,072,576

42,115,624

ARS

 

4,611

4,611

11,139

11,139

PGY

 

222,901

222,901

167,697

167,697

 

Total current liabilities

574,532,577

118,338,719

692,871,296

521,712,552

427,532,582

949,245,134

USD

37,427,189

7,601,044

45,028,233

34,473,049

321,176,895

355,649,944

EUR

5,318,315

388,374

5,706,689

3,148,088

899,198

4,047,286

UF

17,183,688

13,346,902

30,530,590

13,310,761

11,557,808

24,868,569

CLP

217,022,222

82,799,183

299,821,405

223,145,044

70,901,442

294,046,486

BRL

204,559,181

2,829,430

207,388,611

134,199,769

1,703,193

135,902,962

ARS

66,629,249

5,947,579

72,576,828

97,138,305

17,390,497

114,528,802

PGY

26,392,733

4,572,790

30,965,523

16,297,536

3,903,548

20,201,084

CHF

853,417

853,417

F-88

12.31.2023

12.31.2022

More than 1 year

More than  3 and

More than 1 year

More than  3 and

More  than

NON-CURRENT LIABILITIES

    

up to 3

    

up to 5

    

More  than 5 years

    

Total

    

up to 3

    

up to 5

    

5 years

    

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Other non-current financial liabilities

39,864,902

203,951,623

800,509,308

1,044,325,833

40,713,614

28,457,265

835,631,179

904,802,058

USD

1,509,143

1,203,965

259,130,959

261,844,067

1,612,279

513,738

251,617,079

253,743,096

EUR

323,054

357,058

446,054

1,126,166

UF

32,606,024

12,349,672

486,381,343

531,337,039

35,491,226

15,781,426

468,927,353

520,200,005

CLP

8,500,000

52,449,925

60,949,925

8,500,000

112,175,058

120,675,058

BRL

5,421,424

5,778,555

2,101,027

13,301,006

3,473,970

3,662,101

2,911,689

10,047,760

ARS

5,257

5,257

136,139

136,139

CHF

175,762,373

175,762,373

Accounts payable, non-current

2,392,555

2,392,555

3,015,284

3,015,284

CLP

2,392,555

2,392,555

3,015,284

3,015,284

Accounts payable related companies

6,007,041

6,007,041

10,354,296

10,354,296

BRL

6,007,041

6,007,041

10,354,296

10,354,296

Other provisions, non-current

490,107

52,997,683

53,487,790

1,397,148

45,706,635

47,103,783

BRL

52,997,683

52,997,683

45,706,635

45,706,635

ARS

490,107

490,107

1,397,148

1,397,148

Deferred tax liabilities

113,608,651

47,772,196

19,089,372

180,470,219

26,966,210

34,088,989

104,723,357

165,778,556

CLP

94,801,758

1,231,565

96,033,323

5,617,287

38,945

88,895,598

94,551,830

BRL

47,772,196

47,772,196

34,050,044

34,050,044

ARS

18,806,893

18,806,893

21,348,923

21,348,923

PGY

17,857,807

17,857,807

15,827,759

15,827,759

Non-current employee benefit provisions

15.499.538

249,254

2,725,154

18,473,946

1,299,511

60,560

16,049,722

17,409,793

CLP

14,799,923

249,254

2,725,154

17,774,331

665,274

60,560

16,049,722

16,775,556

ARS

5,242

5,242

10,484

10,484

PGY

694,373

694,373

623,753

623,753

Other non-financial liabilities

2,506,795

2,506,795

29,589,051

29,589,051

BRL

2,506,795

2,506,795

29,589,051

29,589,051

ARS

Total non-current liabilities

171,855,753

307,477,551

828,330,875

1,307,664,179

83,746,063

137,902,500

956,404,258

1,178,052,821

USD

1,509,143

1,203,965

259,130,959

261,844,067

1,612,279

513,738

251,617,079

253,743,096

EUR

323,054

357,058

446,054

1,126,166

UF

32,606,024

12,349,672

486,381,343

531,337,039

35,491,226

15,781,426

468,927,353

520,200,005

CLP

111,994,236

8,749,254

56,406,644

177,150,134

9,297,845

8,599,505

217,120,378

235,017,728

BRL

11,428,465

109,055,229

2,101,027

122,584,721

13,828,266

113,007,831

2,911,689

129,747,786

ARS

19,307,499

19,307,499

22,892,694

22,892,694

PGY

694,373

17,857,807

18,552,180

623,753

15,827,759

16,451,512

CHF

175,762,373

175,762,373

32  SUBSEQUENT EVENTS

No events have occurred subsequent to December 31, 2023, that may significantly affect the Company’s consolidated financial position.

F-89