As of May 31, 2004, there were 28,448 Series A and 2,751,535 Series B ADSs (equivalent to 284,480 Series A shares and 27,515,350 Series B shares respectively) outstanding held by 4 holders of record for Series A ADSs and 10 holders of record for the Series B ADSs. Such ADSs represented approximately at such date 10.6% of the total number of issued and outstanding shares of our Company.
The Series A shares and the Series B shares are currently traded on the Santiago Stock Exchange, the Bolsa Electrónica de Chile Bolsa de Valores S.A., (the Electronic Stock Exchange), and the Bolsa de Corredores Bolsa de Valores S.A., (the Valparaíso Stock Exchange). Also both series are traded on the New York Stock Exchange, (NYSE), the series B since September 21, 1993 and the series A since April 9, 1999 in the form of ADSs, each representing 10 Series B and 10 Series A shares respectively. The Bank of New York, (the Depositary) is the Depositary of both Series.
Back to Contents
ITEM 10. ADDITIONAL INFORMATION
SHARE CAPITAL
Not Applicable
MEMORANDUM AND ARTICLES OF ASSOCIATION
Corporate purposes
SQM, headquartered at El Trovador Number 4285, Piso 6, Santiago, Chile, is an open stock corporation (sociedad anónima, S.A.) organized under the laws of the Republic of Chile. The Company was constituted by public deed issued on June 17, 1968 by the Notary Public of Santiago Mr. Sergio Rodríguez Garcés. Its existence was approved by Decree No. 1.164 of June 22, 1968 of the Ministry of Finance, and it was registered on June 29, 1968 in the Business Registry of Santiago, on page 4.537 Number 1.992.
Our specific purposes, which appear on article 4 of its Corporate By-laws, are to: (a) perform all kinds of chemical or mining activities and businesses and, among others, those related to researching, prospecting, extracting, producing, working, processing, purchasing, disposing of, and commercializing properties, as applicable, of all metallic and non-metallic and fossil mining substances and elements of any type or nature, to be obtained from them or from one or more concessions or mining deposits, and in their natural or converted state, or transformed into different raw materials or manufactured or partially manufactured products, and of all rights and properties thereon; (b) manufacture, produce, work, purchase, transfer ownership, import, export, distribute, transport, and commercialize in any way, all kinds of fertilizers, components, raw materials, chemical, mining, agricultural, and industrial products, and their by-products; (c) generate, produce, distribute, purchase, transfer ownership, and commercialize, in any way, all kinds of electrical, thermal, or other type of power, and hydric resources or water rights in general; (d) request, manifest, claim, constitute, explore, work, lease, transfer ownership, and purchase, in any way, all kinds of mining concessions; (e) purchase, transfer ownership, and administer, in any way, any kind of telecommunications, railroads, ships, ports, and any means of transport, and represent and manage shipping companies, common carriers by water, airlines, and carries in general; (f) manufacture, produce, commercialize, maintain, repair, assemble, construct, disassemble, purchase and transfer ownership, and in any way, any kind of electromechanical structure, and substructure in general, components, parts, spares, or parts of equipment, and machines, and execute, develop, advice, and commercialize, any kind of electromechanical or smelting activities; (g) purchase, transfer ownership, lease, and commercialize any kind of agroindustrial and farm forestry activities, in any way; (h) purchase, transfer ownership, lease, and commercialize, in any way, any kind of urban or rural real estates; (i) render any kind of health services and manage hospitals, private clinics, or similar facilities; (j) construct, maintain, purchase, transfer ownership, and manage, in any way, any kind of roads, tunnels, bridges, water supply systems, and other required infrastructure works, without any limitation, regardless of whether they may be public or private, among others, to participate in bids and enter into any kind of contracts, and to be the legal owner of the applicable concessions; and (k) purchase, transfer ownership, and commercialize, in any way, any kind of intangible properties such as stocks, bonds, debentures, financial assets, commercial papers, shares or rights in corporations, and any kind of bearer securities or instruments, and to administer such investments, acting always within the Investment and Financing Policies approved by the applicable General Shareholders Meeting. The Company may comply with the foregoing acting by itself or through or with other different legal entities or natural persons, within the country or abroad, with properties of its own or owned by third parties, and additionally, in the ways and territories, and with the aforementioned properties and purposes, it may also construct and operate industrial or agricultural facilities or installations; constitute, administer, purchase, transfer ownership, dissolve, liquidate, transform, modify, or form part of partnerships, institutions, foundations, corporations, or associations of any kind or nature; perform all actions, enter into all contracts, and incur in all obligations convenient or necessary for the foregoing; perform any business or activity related to its properties, assets, or patrimony, or with that of its affiliates, associated companies, or related companies, and render financial, commercial, technical, legal, auditing, administrative, advisory, and other pertinent services.
79
Back to Contents
Directors
The Corporate By-laws, in its articles 16 and 16 bis, basically establishes that the transactions in which a Director has a material interest must comply with the provisions set forth in articles 44 and 136 of Law Number 18.046 and the applicable regulations of such Law. Notwithstanding the above, the said operations must be approved by two thirds of the Board of Directors.
The Board of Directors’ duties are remunerated, as stated in article 17 of the Corporate By-laws, and the amount of that compensation is fixed yearly by the General Ordinary Shareholders Meeting. Therefore, Directors can neither determine nor modify their compensation.
Directors cannot authorize Company loans on their behalf.
As stated in article 10 of the Corporate By-laws, Directors can be reelected indefinitely, existing thus no age limit for their retirement.
As stated in article 9 of the Corporate By-laws, the possession of shares is not a necessary condition to become a Director of our Company.
Shares
Dividends are annually distributed to the Series A and Series B shareholders of record on the fifth business day prior to the date for payment of the dividends. Corporate By-laws do not specify a time limit after which dividend entitlement elapses but Chilean regulations establish that after 5 years, unclaimed dividends are to be donated to the Fire Department.
Article 5 of the Corporate By-laws establishes that Series B shares may in no case exceed fifty percent of our issued, outstanding and paid shares and have a restricted right to vote as they can only elect one Director of the Company, regardless of its capital stock's share and the preferences of -i- calling to an Ordinary or Extraordinary Shareholders Meeting when the shareholders of at least 5% of Series B issued shares request so and -ii- call an Extraordinary Board of Directors Meeting without the Chairman's authorization when it is requested by the Director elected by the shareholders of the Series B shares. Series A shares have the option to exclude the Director elected by Series B shareholders from the voting process in which the Chairman of the Board is to be elected, if there is a tie in the first voting process. However, articles 31 and 31 bis establish that in General Shareholders Meetings each shareholder will have a right to one vote for each share he owns or represents and that no shareholder will have the right to vote for himself or on behalf of other shareholders of the same Series A or Series B shares representing more than thirty seven point five percent of the outstanding shares with right to vote of each Series.
Each Series A Share and Series B Share is entitled to share equally in any dividends declared on the outstanding shares of SQM.
Article 5 bis of the Corporate By-laws establishes that no person may directly or by means of third related persons, state-owned companies, decentralized, autonomous, municipal, or other institutions, concentrate more than thirty two percent of our total shares with right to vote.
The only way to change the rights of the holders of our shares is by modifying the By-laws, operation that can only be carried out by an Extraordinary Shareholders Meeting, as it is established in article 28 of the Corporate By-laws.
80
Back to Contents
Shareholders meetings
Article 29 of the Corporate By-laws states that the call to a Shareholders Meetings, either Ordinary or Extraordinary, will be by means of a highlighted public notice that will be published at least three times, and on different days, in the newspaper of the legal address determined by the Shareholders Meeting, and in the way and under the conditions indicated by the Regulations. Additionally, a notice will be sent by mail to each shareholder at least fifteen days prior to the date of the Meeting, which note shall include a reference of the matters to be addressed thereat. However, those meetings with the full attendance of the shares with right to vote may be legally held, even if the foregoing formal notice requirements are not met. Any Shareholders Meeting shall be informed to the SVS, with at least fifteen days in advance.
Foreign shareholders
There exists no restriction to our Company’s share concentration, or to the exercise of the related right to vote, by local or foreign shareholders other than those discussed under ‘Shares’ above
Change in Control
Our Corporate By-laws provide that no shareholder may concentrate more than thirty two percent of our shares, unless the by-laws are modified at an extraordinary shareholders meeting. Moreover, on December 12, 2000, the government published the Ley de Oferta Pública de Acciones (Public Share Offering law) or (OPA law) that seeks to protect the interests of minority shareholders of open stock corporations in operations involving a change in control, by requiring that the potential new controller purchase the shares owned by the remaining shareholders either in total or pro rata. The law addresses those operations in which the controlling party would receive a premium price over its shares with a material difference against the price that will be received by the minority shareholders.
There are three conditions that would make it mandatory to operate under the OPA law: |
| 1) | When an investor wants to take control of a company’s stock |
| 2) | When a controlling shareholder holds two-thirds of the company’s stock. If such shareholder buys one more share, it will be mandatory to offer to acquire the rest of the outstanding stock within 30 days of surpassing that threshold. |
| 3) | When an investor wants to take control of a corporation, which, in turn, controls an open stock corporation that represents 75% or more of the consolidated assets of the former corporation. |
Parties interested in taking control of a company must (i) notify the company of such intention in writing, and notify its controllers, the companies controlled by it, the SVS and the markets where its stocks are traded and (ii) publish a highlighted public notice in two newspapers of national circulation at least 10 business days prior to the date of materialization of the OPA.
Disclosure of share ownership
The Corporate By-laws do not provide for a minimum threshold at which share ownership must be disclosed
MATERIAL CONTRACTS
As mentioned elsewhere in this document, we connected our productive facilities in the north of Chile to the SING power grid with the purpose of reducing our power generation related costs. As a result, we entered into two long term supply contracts with two electric power companies: Electroandina S.A. and Norgener S.A. Additionally, we replaced the fuel oil used in heat generation and in fusion processes by connecting our facilities to international natural gas pipelines, for which there is also a long term supply contract. We believe that the terms and conditions of these contracts are standard for the industry.
81
Back to Contents
The following table sets forth the terms and conditions of the main contracts:
Contract Description | | Due Date | | Company |
Days in AdvanceTermination Notice |
Anticipated Termination |
|
|
|
|
|
50 & 60 HZ Electrical Energy Supply | | February 12, 2009 | | ELECTROANDINA S.A. |
180 |
Termination subject to payment of Non Amortized Investments |
|
|
|
|
|
Electricity Supply | | July 31, 2017 | | NORGENER S.A. |
180 |
Fine for unreceived Income |
|
|
|
|
|
50 HZ Electrical Energy Supply | | January 31, 2013 | | NORGENER S.A. |
360 |
Termination subject to payment of Non Amortized Investments |
|
|
|
|
|
Natural Gas Supply | | May 21, 2011 | | DISTRINOR S.A. |
180 |
Termination subject to payment of Non Amortized Investments |
In addition, our Company, during the normal course of business, has entered into different contracts –some of which have been described herein– related to its production, commercial and legal operations. All of these contracts are standard for this type of industry and none of them is expected to have a material effect on the Company’s results of operations.
EXCHANGE CONTROLS
The Central Bank of Chile is responsible for, among other things, monetary policies and exchange controls in Chile. Appropriate registration of a foreign investment in Chile permits the investor access to the Formal Exchange Market. Foreign investments can be registered with the Foreign Investment Committee under Decree Law Number 600 of 1974 or can be registered with the Central Bank of Chile under the Central Bank Act, Law Number 18840 of October 1989. The Central Bank Act is an organic constitutional law requiring a "special majority" vote of the Chilean Congress to be modified.
Our 1993, 1995 and 1998 capital increases were carried out under and subject to the then current legal regulations, whose summary is hereafter included:
A ‘Convención Capítulo XXVI del Título I del Compendio de Normas de Cambios Internacionales’ or Compendium of Foreign Exchange Regulations of the Central Bank of Chile, “Foreign Investment Contract” was entered into and among the Central Bank of Chile, our Company and the Depositary, pursuant to Article 47 of the Central Bank Act and to Chapter XXVI of the Compendium of Foreign Exchange Regulations of the Central Bank of Chile, “Chapter XXVI”, which addresses the issuance of ADSs by a Chilean company. Absent the Foreign Investment Contract, under applicable Chilean exchange controls, investors would not be granted access to the Formal Exchange Market for the purposes of converting from Chilean Pesos to U.S. dollars and repatriating from Chile amounts received in respect to deposited Series A or B shares or Series A or B shares withdrawn from deposit on surrender of ADRs (including amounts received as cash dividends and proceeds from the sale in Chile of the underlying Series A and Series B shares and any rights arising therefrom). The following is a summary of the material provisions contained in the Foreign Investment Contract. This summary does not purport to be complete and is qualified in its entirety by reference to Chapter XXVI and the Foreign Investment Contract.
82
Back to Contents
Under Chapter XXVI and the Foreign Investment Contract, the Central Bank of Chile has agreed to grant to the Depositary, on behalf of ADR holders, and to any investor not residing or not domiciled in Chile who withdraws Series A or Series B shares upon delivery of ADRs (such Series A and Series B shares being referred to herein as "Withdrawn shares”) access to the Formal Exchange Market to convert Chilean Pesos to U.S. dollars (and remit such U.S. dollars outside of Chile) in respect of Series A and Series B shares represented by ADSs or Withdrawn shares, including amounts received as (a) cash dividends, (b) proceeds from the sale in Chile of Withdrawn shares, or from shares distributed because of the liquidation, merger or consolidation of the Company, subject to receipt by the Central Bank of Chile of a certificate from the holder of such shares (or from an institution authorized by the Central Bank of Chile) that such holder's residence and domicile are outside Chile and a certificate from a Chilean stock exchange (or from a brokerage or securities firm established in Chile) that such shares were sold on a Chilean Exchange, (c) proceeds from the sale in Chile of preemptive rights to subscribe for additional Series A and Series B shares, (d) proceeds from the liquidation, merger or consolidation of the Company and (e) other distributions, including without limitation those resulting from any recapitalization, as a result of holding Series A and Series B shares represented by ADSs or Withdrawn shares. Transferees of Withdrawn Shares will not be entitled to any of the foregoing rights under Chapter XXVI unless the Withdrawn Shares are redeposited with the Depositary. Investors receiving Withdrawn Shares in exchange for ADRs will have the right to redeposit such shares in exchange for ADRs, provided that the conditions to redeposit described hereunder are satisfied.
Chapter XXVI provided that access to the Formal Exchange Market in connection with dividend payments will be conditioned upon certification by the Company to the Central Bank of Chile that a dividend payment has been made and any applicable tax has been withheld. Chapter XXVI also provides that access to the Formal Exchange Market in connection with the sale of Withdrawn Shares or distributions thereon will be conditioned upon receipt by the Central Bank of Chile of certification by the Depositary that such shares have been withdrawn in exchange for ADRs and receipt of a waiver of the benefit of the Foreign Investment Contract with respect thereto until such Withdrawn Shares are redeposited.
Chapter XXVI and the Foreign Investment Contract provided that a person who brings certain types of foreign currency into Chile, including U.S. dollars, to purchase Series A shares and/or Series B shares with the benefit of the Foreign Investment Contract must convert it into Chilean Pesos on the same date and has 5 banking business days within which to invest in Series A shares and/or Series B shares in order to receive the benefits of the Foreign Investment Contract. If such person decides within such period not to acquire Series A shares and/or Series B shares, he can access the Formal Exchange Market to reacquire foreign currency, provided that the applicable request is presented to the Central Bank within 7 banking business days of the initial conversion into pesos. Series A shares and/or Series B shares acquired as described above may be deposited for ADSs and receive the benefits of the Foreign Investment Contract, subject to receipt by the Central Bank of Chile of a certificate from the Depositary that such deposit has been effected and that the related ADRs have been issued and receipt by the Custodian of a declaration from the person making such deposit waiving the benefits of the Foreign Investment Contract with respect to the deposited Series A shares and/or Series B shares.
Access to the Formal Exchange Market under any of the circumstances described above is not automatic. Pursuant to Chapter XXVI, such access required approval of the Central Bank of Chile based on a request presented through a banking institution established in Chile. The Foreign Investment Contract will provide that if the Central Bank of Chile has not acted on such request within seven banking days, the request will be deemed approved.
Under current Chilean law, foreign investments abiding by the Foreign Investment Contract cannot be changed unilaterally by the Central Bank of Chile. No assurance can be given, however, that additional Chilean restrictions applicable to the holders of ADRs, the disposition of underlying Series A shares and/or Series B shares or the repatriation of the proceeds from such disposition could not be imposed in the future, nor can there be any assessment of the duration or impact of such restrictions if imposed.
83
Back to Contents
As of April 19, 2001, Chapter XXVI of Title I of the Compendio de Normas de Cambios Internacionales of the Central Bank of Chile was eliminated and new investments in ADR’s by non-residents of Chile, are now governed by Chapter XIV of the Compendio de Normas de Cambios Internacionales of the Central Bank of Chile. This was made with the purpose of simplifying and facilitating the flow of capital to and from Chile. According to the new regulations, such investments must be carried out through Chile’s Formal Exchange Market and only reported to the Central Bank of Chile. Foreign investments may still be registered with the Foreign Investment Committee under Decree Law 600 of 1974, as amended, and obtain the benefits of the contract executed under Decree Law 600.
The Central Bank is also responsible for controlling incurrence of loan obligations to be paid from Chile and by a Chilean borrower to banks and certain other financial institutions outside Chile. The following is a summary of the relevant portions of Chapter XIV regarding the incurrence of loan obligations and does not purport to be complete and is qualified in its entirety by reference to the provisions of Chapter XIV.
The Central Bank must be informed of any incurrence of loan obligations to be paid from Chile and by a Chilean borrower to banks and certain other financial institutions outside of Chile. As of December 31, 2003, we had two long-term loans outstanding obtained in the international markets (a US$60 million syndicated loan and a Rule 144-A of US$200 million)
The Central bank authorized our two long-term loans. Accordingly, all purchases of U.S. dollars in connection with payments on these loans will occur in the Formal Exchange Market. There can be no assurance, however, that restrictions applicable to payments in respect of the loans could not be imposed in the future, nor can there be any assessment of the duration or impact of such restrictions if imposed.
TAXATION
Chilean Tax Considerations
The following describes the material Chilean income tax consequences of an investment in the ADRs by an individual who is not domiciled or resident in Chile or any legal entity that is not organized under the laws of Chile and does not have a permanent establishment located in Chile (a "foreign holder”. This discussion is based upon Chilean income tax laws presently in force, including Ruling No. 324 (1990) of the Chilean Internal Revenue Service and other applicable regulations and rulings. 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.
Under Chilean law, provisions contained in statutes such as tax rates applicable to foreign investors, the computation of taxable income for Chilean purposes and the manner in which Chilean taxes are imposed and collected may only be amended by another statute. In addition, the Chilean tax authorities issue rulings and regulations of either general or specific application and interpret the provisions of Chilean tax law. Chilean tax may not be assessed retroactively against taxpayers who act in good faith relying on such rulings, regulations and interpretations, but Chilean tax authorities may change said rulings, regulations and interpretations prospectively. There is no income tax treaty in force between Chile and the United States.
84
Back to Contents
Cash Dividends and Other Distributions
Cash dividends paid by the Company with respect to the shares, including shares represented by ADSs held by a U.S. holder will be subject to a 35% Chilean withholding tax, which is withheld and paid by the Company, the "Withholding Tax”. If the Company has paid corporate income tax, the "First Category Tax”, on the income from which the dividend is paid, a credit for the First Category Tax effectively reduces the rate of Withholding Tax. When a credit is available, the Withholding Tax is computed by applying the 35% rate to the pre-tax amount needed to fund the dividend and then subtracting from the tentative withholding tax so determined the amount of First Category Tax actually paid on the pre-tax income. Under Chilean income tax law, dividends are assumed to have been paid out of our oldest retained tax profits for purposes of determining the rate at which the First Category Tax was paid,
The effective Withholding Tax rate, after giving effect to the credit for First Category Tax, generally is:
(Withholding Tax rate) – (First Category Tax effective rate)
1 – (First Category Tax effective rate)
The effective rate of Withholding Tax to be imposed on dividends paid by the Company will vary depending upon the amount of the First Category Tax paid by the Company on the earnings to which the dividends are attributed. From 1992 through 1997, the Company paid First Category Tax at an effective rate below the 15% statutory rate. The effective rate of the Withholding Tax on dividends paid from income attributable to those years therefore will be higher. During the years 1999 and 2000 the Company distributed dividends from income qualified under Chilean law as non-taxable, which is why the Company did not withhold any taxes. The dividends distributed by the Company corresponding to the business year 2003 were dividends considered taxable, and the total tax retention rate was approximately 33%.
Dividend distributions made in property (such as distribution of cash equivalents) would be subject to the same Chilean tax rules as cash dividends. Stock dividends are not subject to Chilean taxation.
Capital Gains
Gains from the sale or other disposition by a foreign holder of ADR outside Chile will not be subject to Chilean taxation . The deposit and withdrawal of the shares in exchange for ADSs will not be subject to any Chilean taxes.
The tax basis of the shares received in exchange for ADSs (repatriation) will be the acquisition value of the shares. The shares exchanged for ADSs are valued at the highest price at which they trade on the Chilean Stock Exchange on the date of the exchange or on either of the two business days preceding the exchange. Consequently, the conversion of ADSs into the shares and the immediate sale of such shares at a price equal to or less than the highest price for Series A shares or Series B shares on the Chilean Stock Exchange on such dates will not generate a gain subject to Chilean taxation.
Gain recognized on a sale or exchange of shares (as distinguished from sales or exchanges of ADSs representing such shares) will be subject to both the First Category Tax and the Withholding Tax if either (i) the foreign holder has held the shares for less than one year since exchanging the ADSs for the shares, (ii) the foreign holder acquired and disposed of the shares in the ordinary course of its business or as a regular trader of shares, or (iii) the foreign holder and the purchaser of the shares are related parties within the meaning of Chilean tax law. The amount of the First Category Tax may be credited against the amount of the Withholding Tax. In all other cases, gain on the disposition of the shares will be subject only to a capital gains tax, which is assessed at the same rate as the First Category Tax. Gain recognized in the transfer of common shares that have a high presence in the stock exchange, however, is not subject to capital gains tax in Chile, provided that the common shares are transferred in a local exchange, in other authorized stock exchanges, or within the process of a public tender of common shares governed by the Chilean Securities Market Act. The common shares must also have been acquired either in a stock exchange , within the referred process of a public tender of a common shares governed by the Chilean Securities Market Act, in an initial public offer of common shares resulting from the formation of a corporation or a capital increase of the same, or in an exchange of convertible bonds. Common shares are considered to have a high presence in the stock exchange when they: a) are registered in the Securities Registry b) are registered in a Chilean Stock Exchange, c) have an adjusted presence equal to or above 25%.
85
Back to Contents
As of June 19, 2001 capital gains obtained in the sale of common shares that are publicly traded in a stock exchange are also exempt from capital gains tax in Chile when the sale is made by “foreign institutional investors” such as mutual funds and pension funds, provided that the sale is made in a stock exchange or in accordance with the provisions of the securities market law (law 18.045), or in any other form authorized by the SVS. To qualify as foreign institutional investors, the referred entities must be formed outside of Chile, not have domicile in Chile, and they must be an “investment fund” in according with the Chilean tax law
The exercise of preemptive rights relating to shares will not be subject to Chilean taxation. Any gain on the sale or assignment of preemptive rights relating to shares will be subject to both the First Category Tax and the Withholding Tax (the former being creditable against the latter).
Other Chilean Taxes.
No Chilean inheritance, gift or succession taxes apply to the transfer or disposition of the ADSs by a foreign holder, but such taxes generally will apply to the transfer at death or by gift of the shares by a foreign holder. No Chilean stamp, issue, registration or similar taxes or duties apply to foreign holders of ADSs or shares.
Withholding Tax Certificates
Upon request, the Company will provide to foreign holders appropriate documentation evidencing the payment of Chilean withholding taxes.
United States Tax Considerations
The following discussion summarizes the material U.S. federal income tax consequences to beneficial owners arising from the acquisition, ownership and disposition of the Series A shares and the Series B shares (together the “shares” and the ADSs. The discussion which follows is based on the United States Internal Revenue Code of 1986, as amended, the "Code”, the Treasury regulations promulgated thereunder, and judicial and administrative interpretations thereof, all as in effect on the date hereof, and is subject to any changes in these or other laws occurring after such date. In addition, the summary is based in part on representations of the depositary and assumes that each obligation provided for in or otherwise contemplated by the Deposit Agreement or any other related document will be performed in accordance with its terms.
For purposes of this summary, the term "U.S. Holder" means a beneficial owner of shares or ADSs that is, for U.S. federal income tax purposes, (a) an individual who is a United States citizen or resident, (b) a corporation or partnership (other than a partnership that is not treated as a U.S. person under any applicable Treasury regulations and certain partnerships that have one or more partners who are not U.S. persons) created or organized under the laws of the United States or any political subdivision thereof, or (c) an estate or trust that is subject to United States federal income tax on a net basis with respect to its worldwide income. The term "Non-U.S. Holder" means a beneficial owner of shares or ADSs that is, for U.S. federal income tax purposes, a (a) nonresident alien individual, (b) foreign corporation, or (c) nonresident alien fiduciary of a foreign estate or trust.
86
Back to Contents
The discussion that follows is not intended as tax advice to any particular investor and is limited to investors who will hold the shares or ADSs as "capital assets" within the meaning of Section 1221 of the Code and whose functional currency is the United States dollar. The summary does not address the tax treatment of U.S. Holders and Non-U.S. Holders that may be subject to special U.S. federal income tax rules, such as insurance companies, tax-exempt organizations, banks, U.S. Holders who are subject to the alternative minimum tax, or U.S. Holders and Non-U.S. Holders who are broker-dealers in securities, who hold the shares or ADSs as a hedge against currency risks, as a position in a "straddle" for tax purposes, or as part of a conversion or other integrated transaction, or who own (directly, indirectly or by attribution) 10% or more of the total combined voting power of all classes of the Company's capital stock entitled to vote or 10% or more of the value of the outstanding capital stock of the Company.
The discussion below does not address the effect of any United States state, local, estate or gift tax law or foreign tax law on a U.S. Holder or Non-U.S. Holder of the shares or ADSs. U.S. HOLDERS AND NON-U.S. HOLDERS OF SHARES OR ADSs SHOULD CONSULT THEIR OWN TAX ADVISORS TO DETERMINE THE CONSEQUENCES UNDER ANY SUCH LAW OF INVESTING IN THE SHARES OR ADSs.
For purposes of applying U.S. federal income tax law, any beneficial owner of an ADS will be treated as the owner of the underlying shares represented thereby.
Cash Dividends and Other Distributions
The gross amount of a distribution with respect to shares or ADSs (other than distributions in redemption or liquidation) will be treated as a taxable dividend to the extent of the Company’s current and accumulated earnings and profits, computed in accordance with U.S. federal income tax principles. A dividend distribution will be so included in gross income when received by (or otherwise made available to) (i) the U.S. Holder in the case of the shares or (ii) the depositary in the case of the ADSs, and in either case will be characterized as ordinary income for U.S. federal income tax purposes. Distributions in excess of the Company’s current and accumulated earnings and profits will be applied against and will reduce the U.S. Holder’s tax basis in the shares or ADSs and, to the extent distributions exceed such tax basis, the excess will be treated as gain from a sale or exchange of such shares or ADSs. U.S. Holders that are corporations will not be allowed a deduction for dividends received in respect of distributions on the shares or the ADSs. For example, if the gross amount of a distribution with respect to the shares or ADSs exceeds the Company's current and accumulated earnings and profits by U.S.$10.00, such excess will generally not be subject to a U.S. tax to the extent the U.S. Holder's tax basis in the shares or ADSs equals or exceeds U.S.$10.00.
If a dividend distribution is paid in pesos, the amount includable in income will generally be the U.S. dollar value, on the date of receipt by the U.S. Holder in the case of the shares or by the depositary in the case of the ADSs, of the peso amount distributed, regardless of whether the payment is actually converted into U.S. dollars. Any gain or loss resulting from currency exchange rate fluctuations during the period from the date the dividend is includable in the income of the U.S. Holder to the date the pesos are converted into U.S. dollars will be treated as ordinary income or loss.
A dividend distribution will be treated as foreign source income and will generally be classified as "passive income" or "financial services income" for U.S. foreign tax credit purposes. If Chilean withholding taxes are imposed on a dividend, U.S. Holders will be treated as having actually received the amount of such taxes (net of any credit for the First Category Tax) and as having paid such amount to the Chilean taxing authorities. As a result, the amount of dividend income included in gross income by a U.S. Holder will be greater than the amount of cash actually received by the U.S. Holder with respect to such dividend income. A U.S. Holder may be able, subject to certain generally applicable limitations, to claim a foreign tax credit or a deduction for Chilean withholding taxes (net of any credit for the First Category Tax) imposed on dividend payments. The rules relating to the determination of the U.S. foreign tax credit are complex, and the calculation of U.S. foreign tax credits and, in the case of a U.S. Holder that elects to deduct foreign taxes, the availability of deductions, involve the application of rules that depend on a U.S. Holder's particular circumstances. U.S. Holders should, therefore, consult their own tax advisors regarding the application of the U.S. foreign tax credit rules to dividend income on the shares or ADSs.
87
Back to Contents
Non-U.S. Holders generally will not be subject to U.S. tax on a distribution with respect to shares or ADSs unless such Non-U.S. Holder has certain connections to the United States.
Capital Gains
A U.S. Holder will generally recognize gain or loss on the sale, redemption or other disposition of the shares or ADSs in an amount equal to the difference between the amount realized on the sale or exchange and the U.S. Holder’s adjusted basis in such shares or ADSs. Thus, if the U.S. Holder sells the shares for U.S.$40.00 and such U.S. Holder's tax basis in such shares is U.S.$30.00, such U.S. Holder will generally recognize a gain of U.S.$10.00 for U.S. federal income tax purposes. Gain or loss upon the sale of the shares or ADSs will be capital gain or loss if the shares or ADSs are capital assets in the hands of the U.S. Holder. Capital gains on the sale of capital assets held for one year or less are subject to U.S. federal income tax at ordinary income tax rates. Net capital gains derived with respect to capital assets held for more than one year are eligible for reduced rates of taxation. Gain or loss realized by a U.S. Holder on the sale or exchange of shares or ADSs will be U.S.-source income. In addition, certain limitations exist on the deductibility of capital losses by both corporate and individual taxpayers. Any tax imposed by Chile directly on the gain from such a sale would generally be eligible for the U.S. foreign tax credit; however, because the gain would generally be U.S.-source, a U.S. Holder might not be able to use the credit otherwise available. U.S. Holders should consult their own tax advisors regarding the foreign tax credit implications of the sale, redemption or other disposition of a Share or ADS.
A Non-U.S. Holder of ADSs or shares will not be subject to United States income or withholding tax on gain from the sale or other disposition of ADSs or shares unless, in general (i) such gain is effectively connected with the conduct of a trade or business within the United States or (ii) the Non-U.S. Holder is an individual who is present in the United States for at least 183 days during the taxable year of the disposition and certain other conditions are met.
Information Reporting and Backup Withholding
Payments of dividends on the shares or ADSs and the proceeds of sale or other disposition of the shares or ADSs within the United States by certain non-corporate holders may be subject to U.S. information reporting and backup withholding. A U.S. Holder generally will be subject to U.S. information reporting and backup withholding at a rate of 30% unless the recipient of such payment supplies an accurate taxpayer identification number, as well as certain other information, or otherwise establishes an exemption, in the manner prescribed by law. U.S. information reporting and backup withholding of U.S. federal income tax at a rate of 30% may also apply to Non-U.S. Holders that are not "exempt recipients" and that fail to provide certain information as may be required by United States law and applicable regulations. Any amount withheld under U.S. backup withholding is not an additional tax and is generally allowable as a credit against the U.S. Holder's federal income tax liability upon furnishing the required information to the IRS.
HOLDERS ARE URGED TO CONSULT THEIR OWN TAX ADVISORS REGARDING THE APPLICATION OF THE U.S. INFORMATION REPORTING AND BACKUP WITHHOLDING RULES TO THEIR PARTICULAR CIRCUMSTANCES
DIVIDENDS AND PAYING AGENTS
Not applicable
88
Back to Contents
STATEMENT BY EXPERTS
Not applicable
DOCUMENTS ON DISPLAY
SUBSIDIARY INFORMATION
Please refer to ‘Organizational structure’ under item 4.
ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As explained elsewhere in this Annual Report, we transact our businesses in more than 100 countries, thereby rendering our market risk dependent upon the fluctuations of foreign currencies and local and international interest rates. These fluctuations may generate losses in the value of financial instruments taken in the normal course of business.
We, from time to time and depending upon then current market conditions, review and re-establish our financial policies to protect our operations. Management is authorized by our Board of Directors to engage in certain derivative contracts such as forwards and swaps to specifically hedge the fluctuations in interest rates and in currencies other than the U.S. dollar.
Derivative instruments used by us are transaction-specific so that a specific debt instrument or contract determines the amount, maturity and other terms of the hedge. We do not use derivative instruments for speculative purposes.
Interest rates. As of December 31, 2003, we had 23% of our long-term financial debt priced at Libor plus a spread and 77% priced at a fixed rate. The debt priced at Libor, namely one syndicated loan, amounts to US$60 million as of December 31 2003.
| | Expected Maturity Date | | | | | |
On Balance Sheet Financial Instruments | | 2004 | | 2005 | | 2006 | | 2007 | | 2008 and thereafter | | Total | | Fair Value | |
| |
| |
| |
| |
| |
| |
| |
| |
LONG-TERM DEBT | | (in thousands of U.S. dollars) | |
| | | | | | | | | | | | | | | |
Variable rate: | | | | | | | | | | | | | | | |
US$-denominated | | 19 | | 30,000 | | 30,000 | | — | | — | | 60,019 | | 60,440 | |
Interest rate: Libor + 1.00% | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Fixed rate: | | | | | | | | | | | | | | | |
US$-denominated | | 4,577 | | — | | 200,000 | | — | | — | | 204,577 | | 225,573 | |
Interest rate: 7.70% | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Total: | | 4,596 | | 30,000 | | 230,000 | | — | | — | | 264,596 | | 286,013 | |
We maintain the majority of our short-term debt priced at Libor plus a spread for which we do not have any kind of derivative contract.
89
Back to Contents
Exchange rates. Although the U.S. dollar is the primary currency in which we transact our businesses, our operations throughout the world expose us to exchange rate variations for non-U.S. dollar currencies. Therefore, fluctuations in the exchange rate of such local currencies may affect our financial condition and results of operations. To lessen these effects, we maintain forward contracts to protect the net difference between our principal assets and liabilities for currencies other than the U.S. dollar, from fluctuations in exchange rates. These contracts are renewed monthly depending on the amount to cover in each currency. Aside from this, we do not hedge potential future income and expenses in currencies other than the U.S. dollar with the exception of the Euro. We estimate annual sales in Euro and secure the exchange difference with forward contracts.
As of December 31, 2003 we had the following net monetary assets and liabilities that are subject to foreign exchange gain or loss fluctuation:
| | | 2003 | | | 2002 | |
| | | Th US$ | | | Th US$ | |
Chilean pesos | | | 130,046 | | | 70,878 | |
Brazilian real | | | 1,605 | | | 2,028 | |
Euro | | | 54,474 | | | 42,063 | |
Japanese yen | | | 2,314 | | | 1,475 | |
Mexican pesos | | | 17,688 | | | 13,896 | |
South African rand | | | 6,380 | | | 0 | |
Other currencies | | | 548 | | | 1,120 | |
| | | | | | | |
As of December 31, 2003, we had open forward exchange contracts to buy U.S. dollars and sell foreign currency for approximately US$34.1 million in Euros, US$3.0 million in South African rands, US$4.0 million in Mexican pesos and US$0.4 million in Brazilian reales. In addition, we had open forward exchange contracts to sell U.S. dollars and buy Chilean pesos for approximately US$13.8 million. These contracts are all short-term and a summary of them is presented in Note 17 to the Consolidated Financial Statements.
ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES
Not applicable
90
Back to Contents
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
Not applicable
ITEM 15. CONTROLS AND PROCEDURES
Under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this Annual Report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Company's disclosure controls and procedures are effective in providing reasonable assurance that material information is made known to management and that financial and non-financial information is properly recorded, processed, summarized and reported.
The procedures associated to our internal controls are designed to provide reasonable assurance that our transactions are properly authorized, assets are safeguarded against unauthorized or improper use, and transactions are properly recorded and reported. However, through the same design and evaluation period of the disclosure controls and procedures, the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, recognized that there are inherent limitations to the effectiveness of any internal control system regardless of how well designed and operated. In such a way they can provide only reasonable assurance of achieving the desired control objectives and no evaluation can provide absolute assurance that all control issues or instances of fraud, if any, within the Company have been detected.
There were no significant changes in our internal controls over financial reporting or in other factors that could significantly affect these controls subsequent to the date of their evaluation. There were no significant deficiencies or material weaknesses in our internal controls and procedures requiring corrective actions.
ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT
Pursuant to Chilean regulations, we have a Directors Committee whose main duties are similar to those of the Audit Committee. See “Item 6. Directors, Senior Management and Employees.” Our Board of Directors has determined that the Company does not have an audit committee financial expert within the meaning of the regulations adopted under Sarbanes-Oxley Act of 2002.
Nevertheless, our Board believes that the members of the Directors Committee have the necessary expertise and experience to perform the functions required of the Directors Committee.
91
Back to Contents
ITEM 16B. CODE OF ETHICS
We adopted at the beginning of 2003 a Code of Business Conduct that applies to the Chief Executive Officer, the Chief Financial Officer and the Corporate Internal Auditor, as well as to all our officers and employees. We have recently amended such Code to fully adhere to the definition of Item 16B of Form 20F under the Exchange Act.
No waivers have been granted therefrom to the officers mentioned above.
The full text of the code is available on our website at www.sqm.com. (in the Investor Relations section).
Amendments to, or waivers from one or more provisions of, the code will be disclosed on our website.
ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The table sets forth the amount of fees billed for each of the last two fiscal years by our independent auditors, Ernst & Young, in relation to audit services, audit-related services, tax and other services provided to us (Th.US$).
| | | Year ended December 31, | |
| | | 2003 | | 2002 | |
Audit fees | | | 506.2 | | 478.3 | |
Audit-related fees | | | 2.3 | | 32.5 | |
Tax fees | | | 97.2 | | 41.6 | |
Other fees | | | — | | — | |
| | |
| |
| |
Total fees | | | 605.7 | | 552.4 | |
Audit fees in the above table are the aggregate fees billed by Ernst & Young in connection with the audit of our annual Consolidated Financial Statements, as well as the review of other statutory filings.
Audit-related fees in the above table are fees billed by Ernst & Young for assurance and related services that are reasonably related to the performance of the audit or review of our financial statements and are not reported under “Audit Fees.”
Tax fees in the above table are fees billed by Ernst & Young for tax advice and tax planning services.
Directors’ Committee Pre-Approval Policies and Procedures
Chilean law states that public companies are subject to “pre-approval” requirements under which all audit and non-audit services provided by the independent auditor must be pre-approved by the Directors Committee. Our Directors Committee approves all audit, audit-related, tax and other services provided by Ernst & Young.
Any services provided by Ernst & Young that are not specifically included within the scope of the audit must be pre-approved by the Directors Committee prior to any engagement.
ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES
Not applicable
ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS
Not applicable
92
Back to Contents
PART III
ITEM 17. FINANCIAL STATEMENTS
Not applicable
ITEM 18. FINANCIAL STATEMENTS
Reference is made to Item 19(a) for a list of all financial statements filed as part of this Form 20-F
ITEM 19. EXHIBITS
(a) Index to Financial Statements*
Report of Independent Accountants | | | F-2 | |
| | | | | |
Consolidated Financial Statements | | | F-3 | |
| | | | | |
| Consolidated Balance Sheets at December 31, 2003 and 2002 | | | F-3 | |
| | | | | |
| Consolidated Statements of Income for each of the three years in the period ended December 31, 2003, 2002 and 2001 | | | | |
| | | F-5 | |
| | | | | |
| Consolidated Statements of Cash Flows for each of the three years in the period ended December 31, 2003, 2002 and 2001 | | | | |
| | | F-6 | |
| | | | | |
| Notes to the Consolidated Financial Statements | | | F-7 | |
| | | | | |
*All other schedules have been omitted because they are not applicable or the required information is shown in the financial statements or notes thereto.
(b) Exhibits
Exhibit No. | | | Exhibit | |
1.1 | | | Company by-laws (incorporated by reference from SQM S.A. Annual Report on Form 20F | |
| | | for the year ended December 31, 2002, filed on June 27, 2003). | |
8.1 | | | Significant subsidiaries of the Company | |
12.1 | | | Section 302 Chief Executive Officer Certification | |
12.2 | | | Section 302 Chief Financial Officer Certification | |
13.1 | | | Section 906 Chief Executive Officer Certification | |
13.2 | | | Section 906 Chief Financial Officer Certification | |
93
Back to Contents
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
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
(CHEMICAL AND MINING COMPANY OF CHILE INC.)
/s/ Ricardo Ramos
Ricardo Ramos
Chief Financial Officer
Business Development Senior Vice President
Date: June 30, 2004
94
Back to Contents
Consolidated Financial Statements
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
As of December 31, 2003 and 2002
and for the years ended December 31, 2003, 2002 and 2001
Contents
Ch$ | - | Chilean pesos |
ThCh$ | - | Thousands of Chilean pesos |
US$ | - | United States dollars |
ThUS$ | - | Thousands of United States dollars |
UF | - | The UF is an inflation-indexed, Chilean peso-denominated monetary unit. The UF rate is set daily in advance, based on the change in the Consumer Price Index of the previous month. |
ThUF | - | Thousands of UF |
Back to Contents
Report of Independent Auditors
To the Board of Directors and Shareholders of
Sociedad Química y Minera de Chile S.A.:
We have audited the accompanying consolidated balance sheets of Sociedad Química y Minera de Chile S.A. and subsidiaries as of December 31, 2003 and 2002, and the related consolidated statements of income and cash flows for each of the three years in the period ended December 31, 2003. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with standards of the Public Accounting Company Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Sociedad Química y Minera de Chile S.A. and subsidiaries as of December 31, 2003 and 2002, the consolidated results of their operations and their cash flows for each of the three years in the period ended December 31, 2003 in conformity with accounting principles generally accepted in Chile, which differ in certain respects from accounting principles generally accepted in the United States of America (see Note 27 to the consolidated financial statements).
ARTURO SELLE S. | ERNST & YOUNG LIMITADA |
Santiago, Chile, February 17, 2004
F-2
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Consolidated Balance Sheets
| | | | As of December 31, | |
| | | |
| |
| | Note | | 2003 | | 2002 | |
| |
|
| |
|
| |
|
| |
| | | | | ThUS$ | | ThUS$ | |
ASSETS | | | | | | | | | | |
Current assets | | | | | | | | | | |
Cash and cash equivalents | | | 2 | | | 69,273 | | | 65,204 | |
Accounts and notes receivable, net | | | 4 | | | 150,959 | | | 107,353 | |
Other accounts receivable, net | | | 4 | | | 7,473 | | | 13,198 | |
Accounts receivable from related companies | | | 5 | | | 24,580 | | | 31,556 | |
Inventories | | | 6 | | | 245,394 | | | 232,802 | |
Recoverable taxes | | | | | | 20,198 | | | 16,628 | |
Prepaid expenses | | | | | | 2,646 | | | 2,978 | |
Other current assets | | | | | | 13,947 | | | 16,422 | |
| | | | |
|
| |
|
| |
Total Current Assets | | | | | | 534,470 | | | 486,141 | |
| | | | |
|
| |
|
| |
Property, plant and equipment, net | | | 7 | | | 669,379 | | | 679,058 | |
| | | | |
|
| |
|
| |
Other Assets | | | | | | | | | | |
Investments in related companies | | | 8 | | | 82,538 | | | 79,819 | |
Goodwill | | | 9 | | | 13,587 | | | 11,582 | |
Negative goodwill | | | 9 | | | (474 | ) | | (853 | ) |
Intangible assets, net | | | | | | 4,707 | | | 4,960 | |
Long-term accounts receivable | | | 4 | | | 7,093 | | | 8,917 | |
Long-term accounts receivable from related companies | | | 5 | | | 340 | | | 424 | |
Other non-current assets | | | 10 | | | 51,836 | | | 52,246 | |
| | | | |
|
| |
|
| |
Total Other Assets | | | | | | 159,627 | | | 157,095 | |
| | | | |
|
| |
|
| |
Total Assets | | | | | | 1,363,476 | | | 1,322,294 | |
| | | | |
|
| |
|
| |
The accompanying notes form an integral part of these consolidated financial statements.
F-3
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Consolidated Balance Sheets
| | | | | As of December 31, | |
| | | | |
| |
| | Note | | 2003 | | 2002 | |
| |
|
| |
|
| |
|
| |
| | | | | ThUS$ | | ThUS$ | |
LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | | | | | | |
Current liabilities | | | | | | | | | | |
Short-term bank debt | | | 11 | | | 57,392 | | | 2,559 | |
Current portion of long-term debt | | | 11 | | | 4,596 | | | 20,804 | |
Dividends payable | | | | | | 180 | | | 282 | |
Accounts payable | | | | | | 48,429 | | | 49,243 | |
Other accounts payable | | | | | | 1,509 | | | 1,305 | |
Notes and accounts payable to related companies | | | 5 | | | 12,587 | | | 7,516 | |
Accrued liabilities | | | 12 | | | 12,255 | | | 9,655 | |
Payroll withholdings | | | | | | 3,826 | | | 4,054 | |
Income taxes | | | | | | 1,009 | | | 699 | |
Deferred income taxes | | | 13 | | | 2,362 | | | 158 | |
Deferred income | | | | | | 384 | | | 1 | |
Other current liabilities | | | | | | 730 | | | 2,076 | |
| | | | |
|
| |
|
| |
Total Current Liabilities | | | | | | 145,259 | | | 98,352 | |
| | | | |
|
| |
|
| |
Long-term liabilities | | | | | | | | | | |
Long-term bank debt | | | 11 | | | 260,000 | | | 324,000 | |
Other accounts payable | | | | | | 2,088 | | | 2,858 | |
Deferred income taxes | | | 13 | | | 26,911 | | | 15,230 | |
Staff severance indemnities | | | 14 | | | 10,127 | | | 9,143 | |
| | | | |
|
| |
|
| |
Total Long-term Liabilities | | | | | | 299,126 | | | 351,231 | |
| | | | |
|
| |
|
| |
Minority interest | | | 15 | | | 29,119 | | | 23,049 | |
Commitments and contingencies | | | 22 | | | | | | | |
Shareholders’ equity | | | | | | | | | | |
Paid-in capital | | | 16 | | | 477,386 | | | 477,386 | |
Other reserves | | | 16 | | | 141,420 | | | 125,111 | |
Retained earnings | | | 16 | | | 271,166 | | | 247,165 | |
| | | | |
|
| |
|
| |
Total Shareholders’ equity | | | | | | 889,972 | | | 849,662 | |
| | | | |
|
| |
|
| |
Total Liabilities and Shareholders’ equity | | | | | | 1,363,476 | | | 1,322,294 | |
| | | | |
|
| |
|
| |
The accompanying notes form an integral part of these consolidated financial statements.
F-4
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Consolidated Statement of Income
| | | | | For the years ended December 31, | |
| | | | |
| |
| | | Note | | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
|
| |
| | | | | ThUS$ | | ThUS$ | | ThUS$ | |
Operating results | | | | | | | | | | | | | |
Sales | | | | | | 691,806 | | | 553,809 | | | 526,439 | |
Cost of sales | | | | | | (553,964 | ) | | (424,783 | ) | | (409,071 | ) |
| | | | |
|
| |
|
| |
|
| |
Gross margin | | | | | | 137,842 | | | 129,026 | | | 117,368 | |
Selling and administrative expenses | | | | | | (50,590 | ) | | (46,343 | ) | | (43,648 | ) |
| | | | |
|
| |
|
| |
|
| |
Operating income | | | | | | 87,252 | | | 82,683 | | | 73,720 | |
| | | | |
|
| |
|
| |
|
| |
Non-operating results | | | | | | | | | | | | | |
Non-operating income | | | 18 | | | 18,654 | | | 14,037 | | | 18,314 | |
Non-operating expenses | | | 18 | | | (39,813 | ) | | (44,016 | ) | | (47,491 | ) |
| | | | |
|
| |
|
| |
|
| |
Non-operating loss | | | | | | (21,159 | ) | | (29,979 | ) | | (29,177 | ) |
Income before income taxes | | | | | | 66,093 | | | 52,704 | | | 44,543 | |
Income tax expense | | | 13 | | | (16,056 | ) | | (10,555 | ) | | (7,538 | ) |
| | | | |
|
| |
|
| |
|
| |
Income before minority interest | | | | | | 50,037 | | | 42,149 | | | 37,005 | |
Minority interest | | | 15 | | | (3,654 | ) | | (2,361 | ) | | (2,383 | ) |
| | | | |
|
| |
|
| |
|
| |
Net income before extraordinary items and negative goodwill | | | | | | 46,383 | | | 39,788 | | | 34,622 | |
Amortization of negative goodwill | | | 9 | | | 370 | | | 414 | | | 414 | |
Extraordinary items | | | 21 | | | — | | | — | | | (4,934 | ) |
| | | | |
|
| |
|
| |
|
| |
Net income for the year | | | | | | 46,753 | | | 40,202 | | | 30,102 | |
| | | | |
|
| |
|
| |
|
| |
The accompanying notes form an integral part of these consolidated financial statements.
F-5
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Consolidated Statement of Cash Flows
| | Year Ended December 31 | |
| |
| |
| | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Cash flows from operating activities | | | | | | | | | | |
Net income for the year | | | 46,753 | | | 40,202 | | | 30,102 | |
Charges (credits) to income not representing cash flows | | | | | | | | | | |
Depreciation expense | | | 61,728 | | | 61,479 | | | 63,157 | |
Amortization of intangible assets | | | 298 | | | 203 | | | 190 | |
Write-offs and accruals | | | 25,230 | | | 17,511 | | | 6,802 | |
Gain on investments in related companies | | | (5,529 | ) | | (3,479 | ) | | (1,838 | ) |
Loss on investments in related companies | | | 1 | | | 496 | | | 567 | |
Amortization of goodwill | | | 1,134 | | | 1,219 | | | 794 | |
Amortization of negative goodwill | | | (370 | ) | | (414 | ) | | (414 | ) |
(Gain) loss on sales of assets | | | (13 | ) | | 110 | | | 41 | |
Other credits to income not representing cash flows | | | (2,793 | ) | | (5,689 | ) | | (10,096 | ) |
Other charges to income not representing cash flows | | | 29,433 | | | 23,763 | | | 19,881 | |
Foreign exchange differences, net | | | (6,590 | ) | | 3,483 | | | 3,122 | |
Net changes in operating assets and liabilities: | | | | | | | | | | |
(Increase) decrease in trade accounts receivable | | | (18,124 | ) | | 3,076 | | | (447 | ) |
(Increase) decrease in inventories | | | (12,578 | ) | | (25,052 | ) | | 3,969 | |
Decrease in other assets | | | 15,534 | | | 1,230 | | | 14,264 | |
Increase (decrease) in accounts payable | | | (16,236 | ) | | 11,882 | | | 3,133 | |
Increase (decrease) in interest payable | | | 134 | | | (2,619 | ) | | (560 | ) |
Decrease in net income taxes payable | | | (2,246 | ) | | (947 | ) | | (2,867 | ) |
Increase (decrease) in other accounts payable | | | (1,062 | ) | | 190 | | | (3,444 | ) |
Decrease in VAT and taxes payable | | | (2,215 | ) | | (3,483 | ) | | (3,062 | ) |
Minority interest | | | 3,654 | | | 2,361 | | | 2,383 | |
| |
|
| |
|
| |
|
| |
Net cash provided from operating activities | | | 116,143 | | | 125,522 | | | 125,677 | |
| |
|
| |
|
| |
|
| |
Cash flows from financing activities | | | | | | | | | | |
Proceeds from bank financing | | | 57,324 | | | — | | | 115,235 | |
Repayment of loans | | | (5,275 | ) | | — | | | — | |
Payment of dividends | | | (21,361 | ) | | (16,433 | ) | | (15,290 | ) |
Repayment of bank financing | | | (82,559 | ) | | (129,021 | ) | | (90,500 | ) |
Repayment of bonds payable | | | — | | | — | | | (2,941 | ) |
| |
|
| |
|
| |
|
| |
Net cash used in (provided from) financing activities | | | (51,871 | ) | | (145,454 | ) | | 6,504 | |
| |
|
| |
|
| |
|
| |
Cash flows from investing activities | | | | | | | | | | |
Sales of property, plant and equipment | | | 264 | | | 734 | | | — | |
Sales of investments | | | 542 | | | 13,810 | | | 14,750 | |
Other investing income | | | 7,699 | | | 4,352 | | | 9,230 | |
Additions to property, plant and equipment | | | (55,084 | ) | | (39,971 | ) | | (29,778 | ) |
Capitalized interest | | | (2,149 | ) | | (1,930 | ) | | (2,442 | ) |
Purchase of permanent investments | | | (11,150 | ) | | (11,720 | ) | | (19,900 | ) |
Purchase of investments | | | (210 | ) | | (376 | ) | | (13,974 | ) |
Other disbursements | | | (56 | ) | | (1,000 | ) | | — | |
| |
|
| |
|
| |
|
| |
Net cash used in investing activities | | | (60,144 | ) | | (36,101 | ) | | (42,114 | ) |
| |
|
| |
|
| |
|
| |
Effect of inflation on cash and cash equivalents | | | (59 | ) | | (299 | ) | | (1,259 | ) |
Net change in cash and cash equivalents | | | 4,069 | | | (56,332 | ) | | 88,808 | |
Beginning balance of cash and cash equivalents | | | 65,204 | | | 121,536 | | | 32,728 | |
| |
|
| |
|
| |
|
| |
Ending balance of cash and cash equivalents | | | 69,273 | | | 65,204 | | | 121,536 | |
| |
|
| |
|
| |
|
| |
Supplemental cash flow information: | | | | | | | | | | |
Interest paid | | | 22,379 | | | 32,842 | | | 35,038 | |
Income taxes paid | | | 2,347 | | | 707 | | | 2,867 | |
The accompanying notes form an integral part of these consolidated financial statements.
F-6
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 1 – Company Background
Sociedad Química y Minera de Chile S.A. was registered with the Chilean Superintendency of Securities and Insurance (“SVS”) on March 18, 1983. The Company is regulated by the SVS as well as by the United States Securities and Exchange Commission (“SEC”) since issuing American Depositary Receipts (“ADRs”) in December 1995.
References herein to “SQM S.A.” or the “Parent Company” are to Sociedad Química y Minera de Chile S.A. and references herein to the “Company” are to Sociedad Química y Minera de Chile S.A. together with its consolidated subsidiaries and the companies in which Sociedad Química y Minera de Chile S.A. holds significant equity interests.
The Company is an integrated producer and distributor of specialty fertilizers, iodine, lithium and other industrial chemicals. The Company extracts natural resources and develops them into products, which it then distributes to more than 100 countries.
Note 2 - Summary of Significant Accounting Policies
a) | Basis for the preparation of the consolidated financial statements |
| |
| The accompanying consolidated financial statements have been prepared in U.S. dollars in accordance with accounting principles generally accepted in Chile (“Chilean GAAP”) and the regulations of the SVS. |
| |
| The consolidated financial statements include the accounts of Sociedad Química y Minera de Chile S.A. (the “Parent Company”) and subsidiaries (companies in which the Parent Company holds a controlling participation, generally equal to direct or indirect ownership of more than 50%). |
| |
| In accordance with regulations set forth by the SVS in its Circular No. 368 and Technical Bulletins Nos. 42 and 64 of the Chilean Association of Accountants, the consolidated financial statements include the following subsidiaries: |
F-7
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies, continued
a) | Basis for the preparation of the consolidated financial statements, continued |
| | Direct or indirect ownership | |
| |
| |
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | % | | % | |
Foreign subsidiaries: | | | | | | | |
Nitrate Corporation of Chile Limited (United Kingdom) | | | 100.00 | | | 100.00 | |
Soquimich SRL – Argentina | | | 100.00 | | | 100.00 | |
Nitratos Naturais do Chile Ltda. (Brazil) | | | 100.00 | | | 100.00 | |
SQM Europe NV (Belgium) | | | 100.00 | | | 100.00 | |
SQM North America Corp. (USA) | | | 100.00 | | | 100.00 | |
North American Trading Company (USA) | | | 100.00 | | | 100.00 | |
SQM Peru S.A. | | | 100.00 | | | 100.00 | |
SQM Corporation NV (Dutch Antilles) | | | 100.00 | | | 100.00 | |
S.Q.I. Corporation NV (Dutch Antilles) | | | 100.00 | | | 100.00 | |
Soquimich European Holding BV (Holland) | | | 100.00 | | | 100.00 | |
PTM - SQM Ibérica S.A. (Spain) | | | 100.00 | | | 100.00 | |
SQMC Holding Corporation LLP (USA) | | | 100.00 | | | 100.00 | |
SQM Ecuador S.A. | | | 100.00 | | | 100.00 | |
Cape Fear Bulk LLC (USA) | | | 51.00 | | | 51.00 | |
SQM Colombia Ltda. (1) | | | — | | | 100.00 | |
SQM Investment Corporation NV (Holland) | | | 100.00 | | | 100.00 | |
SQM Brasil Ltda. | | | 100.00 | | | 100.00 | |
Royal Seed Trading Corporation AVV (Aruba) | | | 100.00 | | | 100.00 | |
SQM Japan K.K. | | | 100.00 | | | 100.00 | |
SQM Oceanía PTY Limited (Australia) | | | 100.00 | | | 100.00 | |
SQM France S.A. | | | 100.00 | | | 100.00 | |
Fertilizantes Naturales S.A. (Spain) | | | 50.00 | | | 50.00 | |
RS Agro-Chemical Trading AVV (Aruba) | | | 100.00 | | | 100.00 | |
SQM Comercial de México S.A. de C.V. | | | 100.00 | | | 100.00 | |
PT SQM Indonesia | | | 80.00 | | | 80.00 | |
SQM Virginia LLC (USA) | | | 100.00 | | | 100.00 | |
Agricolima S.A. De C.V. (Mexico) | | | 100.00 | | | 100.00 | |
SQM Venezuela S.A. | | | 100.00 | | | 100.00 | |
SQM Italia SRL (Italy) | | | 95.00 | | | 95.00 | |
Comercial Cayman Internacional S.A. (Cayman Islands) | | | 100.00 | | | 100.00 | |
Mineag SQM Africa Limited (South Africa) | | | 100.00 | | | — | |
Fertilizantes Olmeca y SQM S.A.de CV (Mexico) | | | 100.00 | | | — | |
Administración y Servicios Santiago S.A. de CV | | | 100.00 | | | — | |
SQM Nitratos Mexico S.A. de CV | | | 51.00 | | | — | |
(1) On November 10, 2003, SQM Nitratos and SQM S.A. liquidated the subsidiary SQM Colombia Limitada. |
F-8
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies, continued
a) | Basis for the preparation of the consolidated financial statements, continued |
| | Direct or indirect ownership | |
| |
| |
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | % | | % | |
Domestic subsidiaries: | | | | | | | |
Servicios Integrales de Tránsitos y Transferencias S.A. | | | 100.00 | | | 100.00 | |
Soquimich Comercial S.A. | | | 60.64 | | | 60.64 | |
Energía y Servicios S.A. (2) | | | — | | | 100.00 | |
Isapre Norte Grande Ltda. | | | 100.00 | | | 100.00 | |
Almacenes y Depósitos Ltda. | | | 100.00 | | | 100.00 | |
Ajay SQM Chile S.A. | | | 51.00 | | | 51.00 | |
SQM Nitratos S.A. | | | 99.99 | | | 99.99 | |
Proinsa Ltda. | | | 60.58 | | | 60.58 | |
SQM Potasio S.A. | | | 100.00 | | | 100.00 | |
SQMC International Limitada | | | 60.64 | | | 60.64 | |
SQM Salar S.A. | | | 100.00 | | | 100.00 | |
Comercial Hydro S.A. (3) | | | 60.84 | | | — | |
| (2) On June 30, 2003, SQM Nitratos S.A. acquired the shares owned by SQM S.A. in Sociedad Energía y Servicios S.A. for ThUS$2,422. This transaction resulted in the consolidation of all the shares of Energía y Servicios S.A. to one shareholder, SQM Nitratos S.A. Consequently, under Chilean Corporations Law, Energía y Servicios S.A. was dissolved and SQM Nitratos S.A. assumed all its assets and liabilities. |
| |
| (3) On July 16, 2003, the subsidiary Norsk Hydro Chile changed its name to “Comercial Hydro S.A.” |
| |
| All significant inter-company balances, transactions and unrealized gains and losses arising from transactions between these companies have been eliminated in consolidation. |
| |
| As the Company exerts control over the subsidiary Fertilizantes Naturales S.A. it has been included in the consolidation for the years ended December 31, 2003 and 2002. |
| |
| As of December 31, 2003 and 2002, the subsidiary SQM Lithium Specialties Limited was in the development stage and therefore was not included in the consolidation. |
| |
| As of December 31, 2002, the subsidiary SCM Antucoya was in the development stage and therefore was not included in the consolidation. |
F-9
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies, continued
b) | Period |
| |
| These consolidated financial statements have been prepared as of December 31, 2003 and 2002 and for each of the three years in the period ended December 31, 2003. |
| |
c) | Reporting currency and monetary correction |
| |
| The financial statements of the Company are prepared in U.S. dollars. As the Company’s principal transactions are carried out in U.S. dollars, the U.S. dollar is considered the currency of the primary economic environment in which the Company operates. |
| |
| The Parent Company and those subsidiaries that maintain their accounting records in U.S. dollars are not required, or permitted, to restate the historical dollar amounts for the effects of inflation. |
| |
| The financial statements of domestic subsidiaries, which maintain their accounting records in Chilean pesos, have been restated to reflect the effects of variations in the purchasing power of Chilean pesos during the period. For this purpose, and in accordance with Chilean regulations, non-monetary assets and liabilities, equity and income statement accounts have been restated in terms of year-end constant pesos based on the change in the Consumer Price Index, which was 1.0%, 3.0% and 3.1% in 2003, 2002 and 2001, respectively. The resulting net charge or credit to income arises as a result of the gain or loss in purchasing power from the holding of Chilean peso denominated monetary assets and liabilities exposed to the effects of inflation. |
| |
d) | Foreign currency |
| |
| i) | Foreign currency transactions |
| | |
| | Monetary assets and liabilities denominated in Chilean pesos and other currencies have been translated to U.S. dollars at the observed exchange rates determined by the Central Bank of Chile in effect at each year-end of Ch$718.61 per US$1 as of December 31, 2002 and Ch$593.80 per US$as of December 31, 2003. |
| | |
| | The value of the UF as of December 31, 2003 and 2002 was Ch$16,920 (US$28.49) and Ch$16,744.12 (US$23.30), respectively. |
F-10
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies, continued
| ii) | Translation of non-U.S. dollar financial statements |
| | |
| | In accordance with Chilean GAAP, the financial statements of foreign and domestic subsidiaries that do not maintain their accounting records in U.S. dollars are translated from the respective local currencies to U.S. dollars as follows: |
| | |
| | a) | Domestic Subsidiaries |
| | | |
| | | For those subsidiaries and affiliates located in Chile that keep their accounting records in price-level adjusted Chilean pesos: |
| | | | |
| | | - | Balance sheet accounts are translated to U.S. dollars at the year-end exchange rate without eliminating the effects of price-level restatement; |
| | | | |
| | | - | Income statement accounts are translated to U.S. dollars at the average rate of exchange each month. |
| | | | |
| | | - | Translation gains and losses, as well as the price-level restatement to the balance sheet mentioned above, are included as an adjustment in shareholders’ equity, in conformity with Circular No. 368 of the SVS. |
| | | |
| | b) | Foreign Subsidiaries |
| | | |
| | | The financial statements of those foreign subsidiaries that keep their accounting records in currencies other than U.S. dollars have been translated at historical exchange rates as follows: |
| | | | |
| | | - | Monetary assets and liabilities are translated at year-end rates of exchange between the US dollar and the local currency. |
| | | | |
| | | - | All non-monetary assets and liabilities and shareholders’ equity are translated at historical rates of exchange between the US dollar and the local currency. |
| | | | |
| | | - | Income and expense accounts are translated at average rates of exchange between the US dollar and the local currency. |
| | | | |
| | | - | Any exchange differences are included in the results of operations for the period. |
F-11
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies, continued
| d) | Foreign currency, continued |
| | |
| ii) | Translation of non-U.S. dollar financial statements, continued |
| | |
| b) | Foreign Subsidiaries, continued |
| | |
| | Foreign exchange differences for the years ended December 31, 2003, 2002 and 2001 generated net income (losses) of ThUS$ 6,590, ThUS$ (3,483) and ThUS$ (3,122), respectively, which have been charged to the consolidated statements of income in each respective period. |
| | |
| | The monetary assets and liabilities of foreign subsidiaries were translated into U.S. dollars at the exchange rates prevailing at each year-end, as follows: |
| | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
| | US$1 | | US$1 | | US$1 | |
Local currency per | | | | | | | | | | |
Brazilian real | | | 2.89 | | | 3.54 | | | 2.32 | |
New Peruvian sol | | | 3.46 | | | 3.51 | | | 3.45 | |
Colombian peso | | | 2,778.00 | | | 2,864.75 | | | 2,336.45 | |
Argentine peso | | | 2.96 | | | 3.37 | | | 1.70 | |
Japanese yen | | | 107.13 | | | 119.9 | | | 131.94 | |
Euro | | | 0.79 | | | 0.95 | | | 1.13 | |
Mexican peso | | | 11.20 | | | 10.44 | | | 9.17 | |
Indonesian ruppe | | | 8,465 | | | 8,940 | | | 10,400 | |
Australian dollar | | | 1.66 | | | 1.79 | | | 1.96 | |
Pound sterling | | | 0.58 | | | 0.62 | | | 0.69 | |
South African Rand | | | 6.59 | | | — | | | — | |
| | The Company uses the “observed exchange rate”, which is the rate determined daily by the Chilean Central Bank based on the average exchange rate at which bankers conduct authorized transactions. |
F-12
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies, continued
e) | Cash and cash equivalents |
| |
| The Company considers all highly liquid investments with a remaining maturity of less than 90 days as of the closing date of the financial statements to be cash equivalents. As of December 31 cash and cash equivalents are as follows: |
| | At December 31, | |
| |
| |
| | 2003 | | 2002 | |
| |
| |
| |
| | ThUS$ | | ThUS$ | |
Cash | | | 15,251 | | | 10,937 | |
Time deposits | | | 13,203 | | | 8,628 | |
Money market funds | | | 38,629 | | | 43,940 | |
Repurchase agreements | | | 2,190 | | | 1,699 | |
| |
|
| |
|
| |
Total | | | 69,273 | | | 65,204 | |
| |
|
| |
|
| |
f) | Time Deposits |
| |
| Time deposits are recorded at cost plus accrued interest. |
| |
g) | Marketable securities |
| |
| Marketable securities are recorded at the lower of cost plus accrued interest or market value. |
| |
h) | Allowance for doubtful accounts |
| |
| The Company records an allowance for doubtful accounts based on estimated probable losses from specific account identification. |
| |
i) | Inventories and materials |
| |
| Inventories of finished products and work-in-process are valued at average production cost. Raw materials and products acquired from third parties are stated at average cost and materials-in-transit are valued at cost. All such values do not exceed net realizable values. |
| |
| Inventories of non-critical spare parts and supplies are classified as other current assets, except for those items which the Company estimates to have a turnover period of more than one year, which are classified as other non-current assets. |
| |
j) | Income and deferred taxes |
| |
| Prior to 2000, deferred income taxes were recorded based only on those non-recurring timing differences between the recognition of income and expense items for financial statement and tax purposes. |
F-13
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies, continued
j) | Income and deferred taxes, continued |
| |
| Under Chilean law, the Parent Company and its subsidiaries are each required to file separate tax declarations. |
| |
| Beginning January 1, 2000, the Company records deferred income taxes in accordance with Technical Bulletin No. 60 and related amendments, recognizing the deferred tax effects of all temporary differences between the financial and tax values of assets and liabilities, using the liability method. |
| |
| The effect of the temporary differences existing at December 31, 1999 were recorded in complementary asset and liability accounts, and will be recognized in the statement of operations in the period in which they reverse. |
| |
k) | Property, plant and equipment |
| |
| Property, plant, equipment and property rights are recorded at cost, except for certain assets that were restated according to a 1988 technical appraisal. Depreciation expense has been calculated using the straight-line method based upon the estimated useful lives of the assets and is charged directly to expense. |
| |
| Fixed assets acquired through financing lease agreements are accounted for at the present value of the minimum lease payments plus the purchase option based on the interest rate included in each contract. The Company does not legally own these assets and therefore cannot freely dispose of them. |
| |
| In conformity with Bulletin No. 31 of the Chilean Association of Accountants, the Company capitalizes interest cost associated with the financing of new assets during the construction period of such assets. |
| |
| Maintenance costs of plant and equipment are charged to expenses as incurred. |
| |
| The Company obtains property rights and mining concessions from the Chilean state. Other than minor filing fees, the property rights are usually obtained without initial cost, and once obtained, are retained perpetually by the Company as long as the annual fees are paid. Such fees, which are paid annually in March, are recorded as prepaid assets to be amortized over the following twelve months. |
F-14
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies, continued
l) | Investments in related companies |
| |
| Investments in related companies over which the Company has significant influence, are included in other assets and are recorded using the equity method of accounting. Accordingly, the Company’s proportional equity participation in the net income or loss of each investee is recognized in the non-operating income and expense classification in the consolidated statements of income on an accrual basis, after eliminating any unrealized profits from transactions with the related companies. |
| |
| The translation adjustment to U.S. dollars of investments in domestic subsidiaries, which maintain their accounting records and are controlled in Chilean pesos is recognized in the other reserves component of shareholders’ equity. Direct and indirect investments in foreign subsidiaries or affiliates are controlled in U.S. dollars. |
| |
m) | Goodwill and negative goodwill |
| |
| Goodwill is calculated as the excess of the purchase price of companies acquired over their net book value, whereas negative goodwill occurs when the net book value exceeds the purchase price of companies acquired. Goodwill and negative goodwill resulting from equity method investments are maintained in the same currency in which the investment was made and are amortized based on the estimated period of investment return, generally 20 and 10 years for goodwill and negative goodwill, respectively. |
| |
n) | Intangible assets |
| |
| Intangible assets are stated at cost plus acquisition expenses and are amortized over a period of up to a maximum of 40 years, in accordance with Technical Bulletin No. 55 of the Chilean Association of Accountants. |
| |
o) | Mining development cost |
| |
| Mining development costs are recorded in other non-current assets and are amortized on the unit of production basis based on proven and probable reserves. |
| |
p) | Accrued employee severance |
| |
| The Company calculates the liability for staff severance indemnities based on the present value of the accrued benefits for the actual years of service worked based on an average employee tenure of 24 years and a real annual discount rate of 9%. |
F-15
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies, continued
q) | Vacations |
| |
| The cost of employee vacations is recognized in the financial statements on an accrual basis. |
| |
r) | Dividends |
| |
| Dividends are generally declared in U.S. dollars but are paid in Chilean pesos. |
| |
s) | Derivative Contracts |
| |
| The Company maintains derivative contracts to hedge against movements in foreign currencies, which are recorded in conformity with Technical Bulletin No. 57 of the Chilean Association of Accountants. Such contracts are recorded at fair value in the balance sheet with net gains and losses recognized in financial income or loss. |
| |
t) | Reclassifications |
| |
| Certain reclassifications have been made in the 2001 and 2002 numbers to conform to the current year presentation. |
| |
u) | Revenue recognition |
| |
| The Company sells its products pursuant to sales contracts entered into with its customers. Revenue for all products is recognized when title and risk of loss pass to the customer and when collectibility is reasonably assured. The passing of title and risk of loss to the customer is based on terms of the sales contract, but generally occurs upon shipment of product. |
| |
v) | Computer software |
| |
| In accordance with Circular No. 981 dated December 28, 1990 of the SVS, computer systems acquired by the Company are recorded at cost and amortized over 4 years, they are presented in the caption other fixed assets. The cost of internally developed computer software is charged to the income statement in the period in which it is incurred. |
| |
o) | Research and development expenses |
| |
| Research and development costs are charged to the income statement in the period in which they are incurred. Fixed assets which are acquired for their use in research and development activities and are determined to provide additional benefits to the Company are recorded in property, plant and equipment. |
Note 3 - Changes in Accounting Principles
There were no changes in the accounting principles used by the Company during 2003 and 2002.
F-16
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 4 - Short-term and long-term Accounts and Notes Receivable
a) Short term accounts receivable and other short term accounts and notes receivable as of December 31 are detailed as follows:
| | Up to 90 days | | Between 90 days and 1 year | | 2003 | | 2002 | | Total | |
| |
| |
| |
| |
| |
| |
| | 2003 | | 2002 | | 2003 | | 2002 | | Subtotal | | Subtotal | | 2003 | | 2002 | |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
Trade accounts receivable | | | 104,651 | | | 82,998 | | | 16,799 | | | 8,831 | | | 121,450 | | | 91,829 | | | 121,450 | | | 91,829 | |
Allowance for doubtful accounts | | | | | | | | | | | | | | | | | | | | | (6,557 | ) | | (4,573 | ) |
Notes receivable | | | 33,747 | | | 20,152 | | | 5,735 | | | 2,816 | | | 39,482 | | | 22,968 | | | 39,482 | | | 22,968 | |
Allowance for doubtful accounts | | | | | | | | | | | | | | | | | | | | | (3,416 | ) | | (2,871 | ) |
| | | | | | | | | | | | | | | | | | | |
|
| |
|
| |
Accounts receivable, net | | | | | | | | | | | | | | | | | | | | | 150,959 | | | 107,353 | |
| | | | | | | | | | | | | | | | | | | |
|
| |
|
| |
| | Up to 90 days | | Between 90 days and 1 year | | 2003 | | 2002 | | Total | |
| |
| |
| |
| |
| |
| |
| | 2003 | | 2002 | | 2003 | | 2002 | | Subtotal | | Subtotal | | 2003 | | 2002 | |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
Other accounts receivable | | | 7,602 | | | 11,579 | | | 498 | | | 2,743 | | | 8,100 | | | 14,322 | | | 8,100 | | | 14,322 | |
Allowance for doubtful accounts | | | | | | | | | | | | | | | | | | | | | (627 | ) | | (1,124 | ) |
| | | | | | | | | | | | | | | | | | | |
|
| |
|
| |
Other accounts receivable, net | | | | | | | | | | | | | | | | | | | | | 7,473 | | | 13,198 | |
| | | | | | | | | | | | | | | | | | | |
|
| |
|
| |
| | | | | | | | | | | | | | | | | | | |
|
| |
|
| |
Long-Term receivable | | | | | | | | | | | | | | | | | | | | | 7,093 | | | 8,917 | |
| | | | | | | | | | | | | | | | | | | |
|
| |
|
| |
Changes in the allowance for doubtful accounts for the years ended December 31 are as follows:
| | 2003 | | 2002 | | 2001 | |
| |
| |
| |
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Beginning balance | | | 8,568 | | | 8,113 | | | 9,533 | |
Charged to expenses | | | 2,831 | | | 2,361 | | | 1,990 | |
Deductions | | | (1,372 | ) | | (660 | ) | | (2,775 | ) |
Exchange rate differences | | | 332 | | | (883 | ) | | (862 | ) |
Companies not previously consolidated | | | 241 | | | (363 | ) | | 227 | |
| |
|
| |
|
| |
|
| |
Ending balance | | | 10,600 | | | 8,568 | | | 8,113 | |
| |
|
| |
|
| |
|
| |
F-17
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 4 - Short-term and Long-term Accounts Receivable, continued
b) Consolidated short-term and long-term receivables by geographic location are detailed as follows:
| | Chile | | Europe, Africa and the Middle East | | Asia and Oceania | | USA, Mexico and Canada | | Latin America and the Caribbean | | Total | |
| |
| |
| |
| |
| |
| |
| |
| | 2003 | | 2002 | | 2003 | | 2002 | | 2003 | | 2002 | | 2003 | | 2002 | | 2003 | | 2002 | | 2003 | | 2002 | |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
Net short-term trade accounts receivable | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance | | | 37,018 | | | 23,367 | | | 38,760 | | | 20,265 | | | 2,039 | | | 1,754 | | | 29,296 | | | 28,964 | | | 7,780 | | | 12,906 | | | 114,893 | | | 87,256 | |
% of total | | | 32.22 | % | | 26.78 | % | | 33.74 | % | | 23.22 | % | | 1.77 | % | | 2.01 | % | | 25.50 | % | | 33.20 | % | | 6.77 | % | | 14.79 | % | | 100.00 | % | | 100 | % |
Net short-term notes receivable | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance | | | 32,491 | | | 17,210 | | | 1,253 | | | 1,027 | | | 290 | | | 127 | | | 111 | | | 472 | | | 1,921 | | | 1,261 | | | 36,066 | | | 20,097 | |
% of total | | | 90.09 | % | | 85.63 | % | | 3.47 | % | | 5.11 | % | | 0.80 | % | | 0.63 | % | | 0.31 | % | | 2.36 | % | | 5.33 | % | | 6.27 | % | | 100 | % | | 100 | % |
Net short-term other accounts receivable | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance | | | 4,187 | | | 7,029 | | | 1,053 | | | 3,873 | | | 5 | | | 57 | | | 2,018 | | | 1,818 | | | 210 | | | 421 | | | 7,473 | | | 13,198 | |
% of total | | | 56.03 | % | | 53,26 | % | | 14.09 | % | | 29.35 | % | | 0.07 | % | | 0.43 | % | | 27.00 | % | | 13.77 | % | | 2.81 | % | | 3.19 | % | | 100 | % | | 100 | % |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Subtotal short-term accounts receivable, net | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance | | | 73,696 | | | 47,606 | | | 41,066 | | | 25,165 | | | 2,334 | | | 1,938 | | | 31,425 | | | 31,254 | | | 9,911 | | | 14,588 | | | 158,432 | | | 120,551 | |
% of total | | | 46.52 | % | | 39.49 | % | | 25.92 | % | | 20.87 | % | | 1.47 | % | | 1.61 | % | | 19.84 | % | | 25.93 | % | | 6.26 | % | | 12.10 | % | | 100 | % | | 100 | % |
Long-term accounts receivable, net | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance | | | 7,003 | | | 7,763 | | | 75 | | | 62 | | | — | | | — | | | — | | | 51 | | | 15 | | | 1,041 | | | 7,093 | | | 8,917 | |
% of total | | | 98.73 | % | | 87.06 | % | | 1.06 | % | | 0.70 | % | | — | | | — | | | — | | | 0.57 | % | | 0.21 | % | | 11.67 | % | | 100 | % | | 100 | % |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Total short and long-term accounts receivable, net | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance | | | 80,699 | | | 55,369 | | | 41,141 | | | 25,227 | | | 2,334 | | | 1,938 | | | 31,425 | | | 31,305 | | | 9,926 | | | 15,629 | | | 165,525 | | | 129,468 | |
% of total | | | 48.75 | % | | 42.77 | % | | 24.85 | % | | 19.49 | % | | 1.41 | % | | 1.50 | % | | 18.99 | % | | 24.18 | % | | 6.00 | % | | 12.06 | % | | 100 | % | | 100 | % |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
F-18
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 5 - Balances and Transactions with Related Parties
Accounts receivable from and payable to related companies are stated in US dollars and accrue no interest.
Transactions are made under terms and conditions which are similar to those offered to unrelated third parties.
a) Amounts included in balances with related parties as of December 31, 2003 and 2002 are as follows:
| | Short-term | | Long-term | |
| |
| |
| |
| | 2003 | | 2002 | | 2003 | | 2002 | |
| |
| |
| |
| |
| |
| | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
Accounts receivable | | | | | | | | | | | | | |
Ajay Europe S.A.R.L. | | | 4,430 | | | 5,676 | | | — | | | — | |
Nutrisi Holding N.V. | | | 1,890 | | | 1,183 | | | — | | | — | |
Generale de Nutrition Vegetale S.A. | | | 175 | | | 167 | | | — | | | — | |
Fertilizantes Olmeca S.A. | | | — | | | 3,140 | | | — | | | — | |
Mineag SQM Africa Limited | | | — | | | 5,881 | | | — | | | — | |
Abu Dhabi Fertilizer Ind. WLL | | | 3,900 | | | 3,743 | | | — | | | — | |
NU3 N.V. | | | — | | | 1,327 | | | — | | | — | |
Doktor Tarsa –SQM Turkey | | | 3,517 | | | 15 | | | — | | | — | |
Hydro Agri North America | | | 63 | | | — | | | — | | | — | |
Hydro Agri España | | | 1,441 | | | — | | | — | | | — | |
SQM Lithium Specialties Limited | | | 665 | | | 665 | | | — | | | — | |
Empresas Melón S.A. | | | — | | | — | | | 340 | | | 424 | |
Sales de Magnesio S.A. | | | 81 | | | 9 | | | — | | | — | |
Ajay North America LLC | | | 259 | | | 243 | | | — | | | — | |
Norsh Hydro ASA | | | 4 | | | 98 | | | — | | | — | |
Hydro Agri Int- France | | | — | | | 2,060 | | | — | | | — | |
Hydro Asia Trade Pte. Limited | | | 1,470 | | | 1,109 | | | — | | | — | |
Hydro Agri France S.A. | | | 607 | | | 530 | | | — | | | — | |
Hydro Poland SP | | | 37 | | | 55 | | | — | | | — | |
Hydro Agri Benelux B.V | | | 282 | | | 205 | | | — | | | — | |
Hydro Agri Hellas S.A. | | | 22 | | | 36 | | | — | | | — | |
Hydro Agri Australia Ltd. | | | 764 | | | 152 | | | — | | | — | |
Hydro Agri UK Ltd. | | | 52 | | | 133 | | | — | | | — | |
Hydro Agri GMBH & CO KG | | | 121 | | | 31 | | | — | | | — | |
Hydro Agri AB | | | 26 | | | 11 | | | — | | | — | |
Hydro Agri Colombia Ltda. | | | 1,181 | | | 242 | | | — | | | — | |
PCS Yumbes | | | — | | | 2,819 | | | — | | | — | |
Hydro Agri Venezuela C.A. | | | — | | | 772 | | | — | | | — | |
NU3 B.V. | | | 384 | | | 834 | | | — | | | — | |
Hydro Agri Norge | | | 11 | | | — | | | — | | | — | |
Hydro Agri Argentina S.A. | | | 58 | | | 130 | | | — | | | — | |
Adubo Trevo S.A. | | | 16 | | | 135 | | | — | | | — | |
Hydro Agri México S.A. de C.V. | | | — | | | 80 | | | — | | | — | |
SQM China | | | — | | | 75 | | | — | | | — | |
Impronta SRL | | | 3,124 | | | — | | | — | | | — | |
| |
|
| |
|
| |
|
| |
|
| |
Total | | | 24,580 | | | 31,556 | | | 340 | | | 424 | |
| |
|
| |
|
| |
|
| |
|
| |
F-19
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 5 - Balances and Transactions with Related Parties, continued
a) | Amounts included in balances with related parties as of December 31, 2003 and 2002, continued: |
| | Short-term | |
| |
| |
| | 2003 | | 2002 | |
| |
| |
| |
| | ThUS$ | | ThUS$ | |
Accounts payable | | | | | | | |
Ajay Europe S.A.R.L. | | | — | | | 600 | |
Mineag SQM Africa Limited | | | — | | | 750 | |
Abu Dhabi Fertilizer Ind. WLL | | | — | | | 90 | |
NU3 N.V. | | | 1,708 | | | 1,891 | |
SCM Antucoya | | | — | | | 100 | |
Ajay North America LLC | | | 122 | | | 51 | |
Rotem Amfert Negev Limited | | | 1,311 | | | 93 | |
Hydro Agri Porsgrunn | | | 251 | | | 69 | |
Hydro Fertilizante Ltda. | | | 379 | | | 894 | |
Hydro Agrícola Internacional | | | 41 | | | 206 | |
Hydro Agri North America | | | — | | | 69 | |
Hydro Agri México de S.A de C.V. | | | 22 | | | 120 | |
Hydro Agri Int – France | | | 380 | | | 612 | |
Hydro Agri France S.A. | | | — | | | 7 | |
Hydro Agri Colombia Ltda.. | | | — | | | 16 | |
NU3 B.V. | | | — | | | 394 | |
PCS Yumbes SCM | | | 6,280 | | | — | |
Hydro Agri Business Support | | | 2,093 | | | 1,554 | |
| |
|
| |
|
| |
Total | | | 12,587 | | | 7,516 | |
| |
|
| |
|
| |
| There were no outstanding long-term accounts payable with related parties as of December 31, 2003 and 2002. |
F-20
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 5 - Balances and Transactions with Related Parties, continued
b) | During 2003, 2002 and 2001, principal transactions with related parties were as follows: |
Company | | Relationship | | Type of transaction | | Amount of Transaction | | Impact on income (charge credit) | |
| |
| |
| |
| |
| |
| | | | | | 2003 | | 2002 | | 2001 | | 2003 | | 2002 | | 2001 | |
| | | | | |
| |
| |
| |
| |
| |
| |
| | | | | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
SQM Venezuela S.A | | Indirect | | Sales of products | | | — | | | — | | | 1,582 | | | — | | | — | | | 94 | |
SQM Italy SRL | | Indirect | | Sales of products | | | — | | | — | | | 5,724 | | | — | | | — | | | (527 | ) |
Fertilizantes Olmeca S.A. de C.V. | | Indirect | | Sales of products | | | — | | | — | | | 2,804 | | | — | | | — | | | 321 | |
NU3 N.V. (Belgica) | | Indirect | | Sales of products | | | 4,054 | | | 1,930 | | | 12,995 | | | 1,023 | | | 546 | | | 623 | |
Doktor Tarsa S.A. | | Indirect | | Sales of products | | | 5,068 | | | 1,557 | | | 40 | | | 1,299 | | | 463 | | | 8 | |
Mineag SQM Africa Ltd. | | Indirect | | Sales of products | | | — | | | 16,229 | | | 10,612 | | | — | | | 4,372 | | | 117 | |
Abu Dhabi Fertilizer Ind.WLL | | Indirect | | Sales of products | | | 3,463 | | | 1,878 | | | 1,611 | | | 619 | | | 479 | | | 19 | |
Nutrisi Holding N.V. | | Indirect | | Sales of products | | | — | | | 2,590 | | | 233 | | | — | | | 974 | | | (33 | ) |
Generale de Nutrition Vegetable | | Indirect | | Sales of products | | | — | | | — | | | 747 | | | — | | | — | | | 69 | |
Ajay Europe S.A.R.L. | | Indirect | | Sales of products | | | 6,836 | | | 7,473 | | | 7,994 | | | 2,485 | | | 1,866 | | | (136 | ) |
NU3 B.V. | | Indirect | | Sales of products | | | 4,735 | | | 3,691 | | | — | | | 1,944 | | | 1,462 | | | — | |
Adubo Trevo S.A. | | Shareholder | | Sales of products | | | 5,148 | | | 869 | | | — | | | 1,816 | | | 443 | | | — | |
PCS Yumbes SCM | | Indirect | | Sales of products | | | 13,617 | | | 17,579 | | | — | | | 8,463 | | | 9,178 | | | — | |
| | | | Purchases of products | | | 25,558 | | | 2,084 | | | — | | | — | | | — | | | — | |
Ajay North America LLC | | Indirect | | Sales of products | | | 6,909 | | | — | | | — | | | 1,921 | | | — | | | — | |
Hydro Agri Internacional | | Indirect | | Sales of products | | | 2,991 | | | 3,587 | | | — | | | 195 | | | 647 | | | — | |
Hydro Agri GMBH & Co Kg | | Indirect | | Sales of products | | | 1,082 | | | 359 | | | — | | | 305 | | | 112 | | | — | |
Hydro Asia trade Pte Ltd. | | Shareholder | | Sales of product | | | 5,370 | | | 5,055 | | | — | | | 1,029 | | | 1,120 | | | — | |
Hydro Agri Int- France | | Shareholder | | Sales of product | | | 6,054 | | | 3,924 | | | — | | | 1,222 | | | 981 | | | — | |
Hydro Agri Hellas S.A. | | Shareholder | | Sales of product | | | 1,138 | | | 528 | | | — | | | 225 | | | 150 | | | — | |
Hydro Agri Benelux B.V. | | Shareholder | | Sales of product | | | 5,384 | | | 4,276 | | | — | | | 1,002 | | | 751 | | | — | |
Hydro Agri AB Sweden | | Shareholder | | Sales of product | | | 561 | | | 119 | | | — | | | 165 | | | 37 | | | — | |
Hydro Agri Rotterdam B.V. | | Shareholder | | Sales of product | | | — | | | 534 | | | — | | | — | | | 218 | | | — | |
Hydro Planta Nutrition, Cis Reg. | | Shareholder | | Sales of product | | | 1,070 | | | 647 | | | — | | | 449 | | | 269 | | | — | |
Hydro Agri Australia Ltd. | | Shareholder | | Sales of product | | | 1,722 | | | 1,212 | | | — | | | 456 | | | 286 | | | — | |
Hydro Agri España S.A. | | Shareholder | | Sales of product | | | 4,739 | | | 3,120 | | | — | | | 801 | | | 691 | | | — | |
Hydro Fertilizantes Ltda | | Shareholder | | Sales of product | | | — | | | 626 | | | — | | | — | | | 252 | | | — | |
Hydro Agri International France | | Shareholder | | Sales of product | | | — | | | 3,363 | | | — | | | — | | | 1,211 | | | — | |
Hydro Agri Argentina S.A. | | Shareholder | | Sales of product | | | 6,425 | | | 1,313 | | | — | | | 1,271 | | | 319 | | | — | |
Hydro Agri Colombia Ltda | | Shareholder | | Sales of product | | | 2,760 | | | 257 | | | — | | | 715 | | | 153 | | | — | |
Hydro Agri Venezuela C.A. | | Shareholder | | Sales of product | | | — | | | 798 | | | — | | | — | | | 454 | | | — | |
Hydro Agri Business Support | | Shareholder | | Services | | | 2,093 | | | 1,554 | | | — | | | (2,093 | ) | | (1,554 | ) | | — | |
F-21
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 6 - Inventories
Inventories are summarized as follows:
| | 2003 | | 2002 | |
| |
| |
| |
| | ThUS$ | | ThUS$ | |
| | | | | |
Finished products | | | 138,435 | | | 121,133 | |
Work in process | | | 95,961 | | | 99,873 | |
Supplies | | | 10,998 | | | 11,796 | |
| |
|
| |
|
| |
Total | | | 245,394 | | | 232,802 | |
| |
|
| |
|
| |
F-22
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 7 - Property, Plant and Equipment
Property, plant and equipment are summarized as follows:
| | 2003 | | 2002 | |
| |
| |
| |
| | ThUS$ | | ThUS$ | |
Land | | | | | | | |
Land | | | 20,003 | | | 13,453 | |
Mining Concessions | | | 42,286 | | | 29,840 | |
| |
|
| |
|
| |
| | | 62,289 | | | 43,293 | |
| |
|
| |
|
| |
Buildings and infrastructure | | | | | | | |
Buildings | | | 157,249 | | | 156,244 | |
Installations | | | 302,939 | | | 281,086 | |
Construction-in-progress | | | 39,386 | | | 53,058 | |
Other | | | 1,849 | | | 891 | |
| |
|
| |
|
| |
| | | 501,423 | | | 491,279 | |
| |
|
| |
|
| |
Machinery and Equipment | | | | | | | |
Machinery | | | 400,079 | | | 388,919 | |
Equipment | | | 121,700 | | | 113,493 | |
Other | | | 11,600 | | | 10,499 | |
| |
|
| |
|
| |
| | | 533,379 | | | 512,911 | |
| |
|
| |
|
| |
Other fixed assets | | | | | | | |
Tools | | | 8,927 | | | 8,156 | |
Furniture and office equipment | | | 19,157 | | | 18,218 | |
Other | | | 1,164 | | | 486 | |
| |
|
| |
|
| |
| | | 29,248 | | | 26,860 | |
| |
|
| |
|
| |
F-23
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 7 - Property, Plant and Equipment, continued
| | 2003 | | 2002 | |
| |
| |
| |
| | ThUS$ | | ThUS$ | |
Amounts relating to technical revaluation of fixed assets | | | | | | | |
Land | | | 8,651 | | | 8,651 | |
Buildings and infrastructure | | | 40,627 | | | 40,627 | |
Machinery and equipment | | | 12,110 | | | 12,127 | |
Other assets | | | 53 | | | 53 | |
| |
|
| |
|
| |
| | | 61,441 | | | 61,458 | |
| |
|
| |
|
| |
Total property, plant and equipment | | | 1,187,780 | | | 1,135,801 | |
| |
|
| |
|
| |
Less: Accumulated depreciation | | | | | | | |
Buildings and infrastructure | | | (195,099 | ) | | (169,386 | ) |
Machinery and equipment | | | (272,756 | ) | | (240,426 | ) |
Other fixed assets | | | (17,475 | ) | | (15,585 | ) |
Technical appraisal | | | (33,071 | ) | | (31,346 | ) |
| |
|
| |
|
| |
Total accumulated depreciation | | | (518,401 | ) | | (456,743 | ) |
| |
|
| |
|
| |
Net property, plant and equipment | | | 669,379 | | | 679,058 | |
| |
|
| |
|
| |
Depreciation expense for the years ended December 31, 2003, 2002 and 2001 includes, ThUS$ 1,743, ThUS$ 1,759 and ThUS$ 1,759, respectively, arising from the depreciation of the increase of property, plant and equipment due to the technical appraisal.
| | 2003 | | 2002 | | 2001 | |
| |
| |
| |
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Depreciation for the year ended December 31: | | | | | | | | | | |
Buildings and infrastructure | | | (26,492 | ) | | (25,365 | ) | | (25,798 | ) |
Machinery and equipment | | | (32,022 | ) | | (33,072 | ) | | (33,990 | ) |
Other fixed assets | | | (1,471 | ) | | (1,283 | ) | | (1,610 | ) |
Technical revaluation | | | (1,743 | ) | | (1,759 | ) | | (1,759 | ) |
| |
|
| |
|
| |
|
| |
Total depreciation | | | (61,728 | ) | | (61,479 | ) | | (63,157 | ) |
| |
|
| |
|
| |
|
| |
F-24
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 7 - Property, Plant and Equipment, continued
The Company has capitalized assets obtained through leasing, which are included in other fixed assets, and are detailed as follows:
| | 2003 | | 2002 | |
| |
| |
| |
| | ThUS$ | | ThUS$ | |
| | | | | | | |
Administrative office buildings | | | 1,988 | | | 1,988 | |
Leased vehicles | | | 46 | | | — | |
Accumulated depreciation | | | (415 | ) | | (363 | ) |
| |
|
| |
|
| |
Total assets in leasing | | | 1,619 | | | 1,625 | |
| |
|
| |
|
| |
F-25
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 8 - Investments in and Receivables from Related Parties
| a) Information on foreign investments |
| |
| There are no plans for the non-Chilean subsidiaries to pay dividends, as it is the Company’s policy to reinvest those earnings. |
| |
| The Company has not designated their foreign investments as net investment hedges. |
| |
| b) Transactions executed in 2003 |
| |
| On January 27, 2003, SQM Comercial de México S.A. de C.V. and SQM Nitratos S.A. acquired 8,750 shares of the related company Fertilizantes Olmeca y SQM S.A. de C.V. for ThUS$ 980 which represented 50% of its share capital. Consequently, Fertilizantes Olmeca y SQM S.A. de C.V. became a subsidiary of SQM S.A. This transaction generated goodwill of ThUS$279. |
| |
| Subsequently, SQM Nitratos S.A. acquired from SQM Comercial de México S.A. de C.V. 8,749 shares in Fertilizantes Olmeca y SQM S.A. de C.V. This transaction did not produce goodwill. |
| |
| On January 31, 2003, SQM S.A. acquired shares owned by SQM Nitratos S.A. in Sociedad Contractual Minera Antucoya for an amount of ThUS$ 100. This united all the shares of SCM Antucoya in one shareholder and consequently SCM Antucoya was liquidated and SQM S.A. assumed all this company’s assets and liabilities. |
| |
| On March 30, 2003, Fertilizantes Olmeca y SQM S.A. de C.V. increased its capital by ThUS$2,000 through the issuance of 165,500 shares, which were subscribed in full by SQM Nitratos S.A. As a result, SQM Nitratos S.A. had an ownership interest of 78.29% and SQM Comercial de Mexico had an ownership interest of 21.71%. |
| |
| On March 30, 2003, Soquimich European Holding acquired 50% of the ownership interest of Mineag SQM Africa Ltd. from Ravlin Investment Limited, a third party, for an amount of ThUS$ 990. Consequently, Mineag SQM Africa Ltd. became a subsidiary of the Company. This transaction did not produce goodwill. |
F-26
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 8 - Investments in and Receivables from Related Parties (continued)
On April 28, 2003, SQM Comercial S.A. acquired 819,999 shares in Norsk Hydro Chile S.A. and SQM Comercial Internacional Ltda., a subsidiary company of SQM Comercial S.A., acquired the one remaining share from Norsk Hydro ASA, a third party. Consequently, SQM Comercial S.A. became the sole owner and controlled 100% of Norsk Hydro Chile S.A. This transaction generated goodwill of ThUS$ 1,429.
On June 30, 2003, SQM Nitratos S.A. acquired the shares owned by SQM S.A. in Sociedad Energía y Servicios S.A. for ThUS$ 2,422. This transaction resulted in the consolidation of all the shares of Energía y Servicios S.A. to one shareholder, SQM Nitratos S.A. Consequently, under Chilean Corporations Law Energía y Servicios S.A. was dissolved and SQM Nitratos S.A. assumed all its assets and liabilities.
On June 30, 2003, the subsidiaries SQM Virginia LLC and North American Trading Company made a capital contribution to the subsidiary SQM Lithium Specialties LLP. This capital contribution amounted to ThUS$ 1,678, in a proportion of 99% and 1%, respectively.
On July 16, 2003, the subsidiary Norsk Hydro Chile changed its name to “Comercial Hydro S.A.”
On September 30, 2003, the subsidiaries SQM Virginia LLC and North American Trading Company made a capital contribution to the subsidiary SQM Lithium Specialties LLP. This capital contribution amounted to ThUS$ 367, in a proportion of 99% and 1%, respectively.
On September 30, 2003, SQM Corporation N.V. participated in a capital increase of Ajay Europe SARL, an equity method investment, in equal parts with Ajay Chemicals INC. maintaining its same ownership percentage.
On November 10, 2003, SQM Nitratos and SQM S.A. liquidated the subsidiary SQM Colombia Limitada.
On November 18, 2003, the subsidiary Soquimich European Holding BV, provided ThUS$ 676 of capital to initiate a joint venture with the company Misr Specialty Fertilizer in Egypt.
On November 20, 2003, SQM Potasio S.A. made a capital contribution of ThUS$ 55,000 to RS Agro Chemical Trading AVV, increasing its participation in this subsidiary to 99.99%. SQM S.A. did not participate and therefore reduced its participation by 0.01%.
c) Transactions executed in 2002
On March 21, 2002, SQM North America Corporation acquired 50% of the affiliate SQM Venezuela S.A. for ThUS$ 250. SQM S.A. indirectly now has ownership of 100% of SQM Venezuela S.A. This transaction generated goodwill of ThUS$ 166.
F-27
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 8 - Investments in and Receivables from Related Parties (continued)
c) Transactions executed in 2002 (continued)
On April 5, 2002, the subsidiary Royal Seed Trading Corporation A.V.V. formed a joint venture with Rui Xin Packaging Material Sanhe Co. Ltd. contributing ThUS$ 121. This transaction did not produce goodwill.
On May 1, 2002, the subsidiary Soquimich European Holdings B.V. acquired a 50% ownership of the affiliate Nutrichem N.V., which subsequently changed its name to Nutrisi Holding N.V. This transaction did not produce goodwill.
On May 7, 2002, SQM Nitratos S.A. participated in the capital increase by SQM Brasil Ltda. SQM Nitratos S.A. increased its ownership to 88.54% as SQM Químicos S.A. did not participate in the increase and therefore reduced its ownership to 11.46%.
During May 2002, PSH Limited contributed further capital of ThUS$ 250 to Ajay Europe S.A.R.L.
During May 2002, Soquimich European Holding increased its ownership in its affiliate FNC Italy S.R.L. to 95%. Because of this transaction, FNC Italy S.R.L. became an indirect subsidiary of SQM S.A.. Subsequently, FNC Italy S.R.L. changed its name to SQM Italia S.R.L.
On May 28, 2002, the subsidiary Inversiones y Asesorías SQM Limitada changed its name to Almacenes y Depósitos Ltda.
On June 12, 2002, Soquimich European Holding acquired 50% of Impronta S.R.L. for ThUS$ 24.
On August 31, 2002, SQM S.A acquired shares in Cimin S.A. amounting to ThUS$ 5,016, from SQM Nitratos S.A. Because of this transaction SQM S.A. became the sole shareholder in Cimin S.A. and consequently under Chilean Corporations Law Cimin S.A. was dissolved.
On September 11, 2002, SQM Investment Corporation N.V., acquired a 100% ownership of the subsidiary Comercial Caiman Internacional S.A. for Th. US$ 1. This operation generated goodwill of ThUS$ 228.
On September 27, 2002, SQM Nitratos S.A made a contribution of capital of ThUS$ 12,040 to SQM North America Corporation, and as a result increased its ownership to 51.00%. As neither SQM S.A. nor Soquimich European Holding participated in the capital increase their ownership reduced from 81.75% to 40.00% and from 18.25% to 9.00% respectively. As these companies are consolidated, there is no effect at the consolidated entity level.
On September 30, 2002, SQM SA acquired shares in SCM SQM Boratos amounting to ThUS$ 887, which were previously owned by SQM Nitratos S.A.. Because of this transaction, SQM S.A. became the sole shareholder in SCM SQM Boratos and consequently under Chilean Corporations Law SCM SQM Boratos was dissolved.
F-28
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 8 - Investments in and Receivables from Related Parties (continued)
c) Transactions executed in 2002 (continued)
On October 31, 2002, PSH Limited transferred shares that it held in Ajay Europe to SQM Corporation N.V.
On November 30, 2002, the subsidiary SQM Nitratos S.A. acquired shares, in Sociedad Minera de Chile S.A. (“Somich”) which were previously owned by SQM S.A.. Because of this transaction SQM Nitratos S.A. became the sole shareholder in Somich and consequently under Chilean Corporations Law Somich was dissolved.
On December 18, 2002, SQM Potasio S.A. acquired the shares in SQM Japan KK, which were previously owned by SQM Químicos S.A. for ThUS$ 280. This transaction did not produce goodwill.
On December 18, 2002, SQM Potasio S.A. acquired shares, which were owned by SQM Químicos S.A., over SQMC Holding Corporation LLP for ThUS$ 2,297. This transaction did not produce goodwill.
On December 18, 2002, SQM Potasio S.A. acquired shares in SQI Corporation N.V., which were previously owned by SQM Químicos S.A., for ThUS$ 97. This transaction did not produce goodwill.
On December 23, 2002, SQM S.A. and Inversiones Pascuala S.A, a third party, acquired shares in SQM Nitratos S.A., which were previously owned by SQM Químicos S.A.
On December 23, 2002, the shareholders of both SQM Potasio S.A. and SQM Salar S.A. voted to de-list their respective companies with the SVS.
On December 31, 2002, SQM S.A. acquired shares in SQM Químicos, which were previously owned by Inversiones Pascuala S.A., a third party. Because of this transaction SQM S.A. became the sole shareholder in SQM Químicos S.A. and consequently SQM Químicos S.A. was dissolved.
d) Transactions executed in 2001
On January 22, 2001, Sales de Magnesio Ltda. was formed though equal contributions by SQM Salar S.A. and by Sociedad Chilena del Litio S.A. (non-related party).
At the Extraordinary Shareholders’ Meeting of Productos Técnicos del Mediterráneo S.A. held on February 14, 2001, the shareholders agreed to change the company’s name to PTM – SQM Ibérica S.A.
F-29
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 8 - Investments in and Receivables from Related Parties (continued)
d) Transactions executed in 2001 (continued)
At the Extraordinary Shareholders’ Meeting of Industrias Químicas de Yodo S.A. held on September 26, 2001, the shareholders agreed to change the company’s name to Ajay – SQM Chile S.A.
On December 19, 2001, SQM Nitratos acquired 10.35% of the ownership of Potassium S.A., and increased its ownership percentage to 100%. Subsequently, Potassium S.A. was merged into SQM Nitratos.
On December 27, 2001, SQM S.A. made a capital contribution amounting to ThUS$ 18,000 to SQM North America Corporation, and as a result increased its ownership to 81.75%. Soquimich European Holding did not participate in the related capital increase.
On December 31, 2001, Energía y Servicios S.A. acquired all the shares of Minera Mapocho S.A., and was consequently merged into Energía y Servicios S.A.
On December 31, 2001, SQM Potasio S.A. and SQM S.A. acquired all the shares of the affiliate SQM México S.A. de C. V., which subsequently merged with the subsidiary SQM Comercial de México S.A. de C.V.
On December 31, 2001, Energía y Servicios S.A. acquired all the shares of Inversiones Augusta S.A., and was merged into Energía y Servicios S.A.
F-30
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 8 - Investments in and Receivables from Related Parties (continued)
e) Companies in the development stage
As of December 31, 2003 and 2002, the company SQM Lithium Specialties was in the development stage and therefore was not included in the consolidation.
As of December 31, 2002 the company SCM Antucoya was in the development stage and therefore was not included in the consolidation.
The equity value of these investments is included in investments in related companies and the proportional share of the accumulated deficit during the development stage is included in other reserves within shareholders’ equity.
Balances in these companies in the development stage are summarized as follows:
| | SQM Lithium Specialties Limited | | Sociedad Contractual Minera Antucoya | |
| |
| |
| |
| | 2003 | | 2002 | | 2003 | | 2002 | |
| |
|
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
| | | | | | | | | | | | | |
Current assets | | | 319 | | | 1,360 | | | — | | | 100 | |
Property, plant and equipment | | | 26,351 | | | 24,638 | | | — | | | — | |
Other assets | | | 750 | | | 905 | | | — | | | 6,550 | |
| |
|
| |
|
| |
|
| |
|
| |
Total assets | | | 27,420 | | | 26,903 | | | — | | | 6,650 | |
| |
|
| |
|
| |
|
| |
|
| |
Current liabilities | | | 717 | | | 992 | | | — | | | — | |
Shareholders’ equity | | | 26,703 | | | 25,911 | | | — | | | 6,650 | |
| |
|
| |
|
| |
|
| |
|
| |
Total liabilities and Shareholders’ equity | | | 27,420 | | | 26,903 | | | — | | | 6,650 | |
| |
|
| |
|
| |
|
| |
|
| |
F-31
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 8 - Investments in and Receivables from Related Companies (continued)
f) Detail of investments in related companies
| | | | | | | | | | Ownership interest | | Equity of companies | | Book value of investment | | Net income (loss) | | Equity participation in net income (loss) | |
| | | | | | | | | |
| |
| |
| |
| |
| |
Tax Registration Number | | Company | | Country of origin | | Currency of measurement | | Number of shares | | 2003 | | 2002 | | 2003 | | 2002 | | 2003 | | 2002 | | 2003 | | 2002 | | 2001 | | 2003 | | 2002 | | 2001 | |
| | | | | |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
| | | | | | | | | | % | | % | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | ThUS$ | | ThUS$ | | ThUS$ | |
93390000-2 | | Empresas Melón S.A.. | | Chile | | | — | | | 653,748,837 | | | 14.05 | | | 14.05 | | | 279,951 | | | 260,890 | | | 43,268 | | | 36,655 | | | 28,005 | | | 21,845 | | | 9,195 | | | 3,935 | | | 3,019 | | | 1,292 | |
0-E | | SQM Lithium Specialties Limited* | | USA | | | US$ | | | — | | | 100.00 | | | 100.00 | | | 29,561 | | | 25,911 | | | 26,703 | | | 25,911 | | | (2,858 | ) | | (1,438 | ) | | — | | | — | | | — | | | — | |
0-E | | Ajay North America LLC. | | USA | | | US$ | | | — | | | 49.00 | | | 49.00 | | | 10,938 | | | 13,332 | | | 5,545 | | | 6,533 | | | 378 | | | (198 | ) | | 589 | | | 185 | | | (97 | ) | | 289 | |
77093830-9 | | SCM Antucoya* | | Chile | | | — | | | 490 | | | — | | | 100.00 | | | — | | | 6,650 | | | — | | | 6,650 | | | — | | | — | | | — | | | — | | | — | | | — | |
0-E | | Abu Dhabi Fertilizer | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Industries WLL | | UAE | | | US$ | | | 1,961 | | | 37.00 | | | 37.00 | | | 3,003 | | | 3,136 | | | 1,176 | | | 1,160 | | | 174 | | | 135 | | | (433 | ) | | 64 | | | 50 | | | (160 | ) |
0-E | | Fertilizantes Olmeca y SQM S.A. de C.V. | | Mexico | | | Mex. $ | | | — | | | 100.00 | | | 50.00 | | | — | | | 2,087 | | | — | | | 1,044 | | | — | | | 100 | | | (460 | ) | | — | | | 50 | | | (230 | ) |
0-E | | Nutrisi Holding N.V. | | Belgium | | | US$ | | | — | | | 50.00 | | | 50.00 | | | 2,677 | | | 1,221 | | | 1,754 | | | 611 | | | 1.104 | | | (652 | ) | | 4 | | | 520 | | | (326 | ) | | 2 | |
0-E | | Mineag SQM Africa Limited | | South Africa | | | US$ | | | — | | | 100.00 | | | 50.00 | | | — | | | 835 | | | — | | | 418 | | | — | | | 416 | | | 313 | | | — | | | 208 | | | 156 | |
0-E | | Doktor Tarsa Tarim Sanayi S.A. | | Turkey | | | US$ | | | — | | | 50.00 | | | 50.00 | | | 875 | | | 494 | | | 806 | | | 247 | | | 738 | | | 212 | | | — | | | 369 | | | 106 | | | — | |
0-E | | Misr Speciality S.A. | | Egypt | | | US$ | | | — | | | 25.00 | | | — | | | 2,705 | | | — | | | 676 | | | — | | | — | | | — | | | — | | | — | | | — | | | — | |
0-E | | Ajay Europe S.A.R.L. | | France | | | US$ | | | — | | | 50.00 | | | 50.00 | | | 3,350 | | | 650 | | | 1,675 | | | 325 | | | — | | | (100 | ) | | (249 | ) | | — | | | (50 | ) | | (124 | ) |
77557430-5 | | Sales de Magnesio Ltda. | | Chile | | | — | | | — | | | 50.00 | | | 50.00 | | | 195 | | | 196 | | | 175 | | | 98 | | | 155 | | | 92 | | | (71 | ) | | 78 | | | 46 | | | (35 | ) |
81767200-0 | | Asociación Garantizadora Pensiones | | Chile | | | — | | | — | | | 3.00 | | | 3.00 | | | 784 | | | 709 | | | 26 | | | 23 | | | — | | | — | | | — | | | — | | | — | | | — | |
O-E | | Rui Xin Packaging | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Materials Sanhe Co.Ltd | | China | | | US$ | | | — | | | 25.00 | | | 25.00 | | | 482 | | | 480 | | | 121 | | | 120 | | | — | | | — | | | — | | | — | | | — | | | — | |
O-E | | Impronta SRL | | Italy | | | Euros | | | — | | | 50.00 | | | 50.00 | | | 471 | | | 48 | | | 613 | | | 24 | | | 755 | | | — | | | — | | | 377 | | | — | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | |
|
| |
|
| | | | | | | | | | |
|
| |
|
| |
|
| |
| | Total | | | | | | | | | | | | | | | | | | | | | | | 82,538 | | | 79,819 | | | | | | | | | | | | 5,528 | | | 3,006 | | | 1,190 | |
| | | | | | | | | | | | | | | | | | | | | | | |
|
| |
|
| | | | | | | | | | |
|
| |
|
| |
|
| |
F-32
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 9 - Goodwill and Negative Goodwill
Goodwill and negative goodwill and the related amortization is summarized as follows:
| | | | December 31, |
| | | |
|
| | | | 2003 | | 2002 | | 2001 | |
| | | |
| |
| |
| |
Tax Registration Number | | Company | | Amount amortized during the period | | Goodwill Balance, net | | Amount amortized during the period | | Goodwill Balance, net | | Amount amortized during the period | | Goodwill Balance, net | |
| |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
| | | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
0-E | | Doktor Tarsa Tarim Sanayi S.A. | | | 69 | | | 98 | | | 63 | | | 145 | | | 22 | | | 393 | |
79768170-9 | | Soquimich Comercial S.A. | | | 150 | | | 272 | | | 150 | | | 422 | | | 150 | | | 573 | |
78208790-8 | | SCM SQM Boratos | | | — | | | — | | | 65 | | | 0 | | | 16 | | | 65 | |
93390000-2 | | Empresas Melón S.A. | | | 503 | | | 8,490 | | | 525 | | | 7,585 | | | 563 | | | 8,878 | |
79626800-K | | SQM Salar S.A. | | | 43 | | | 83 | | | 43 | | | 126 | | | 43 | | | 169 | |
0-E | | SQM México S.A. de C.V. | | | 56 | | | 1,003 | | | 56 | | | 1,058 | | | — | | | 1,114 | |
96864750-4 | | SQM Potassium | | | 144 | | | 1,879 | | | 145 | | | 2,024 | | | — | | | 2,168 | |
0-E | | SQM Venezuela S.A. | | | — | | | — | | | 166 | | | — | | | — | | | — | |
0-E | | Comercial Caiman Internacional S.A. | | | 23 | | | 200 | | | 6 | | | 222 | | | — | | | — | |
0-E | | Fertilizantes Olmeca | | | 56 | | | 223 | | | — | | | — | | | | | | | |
96801610-5 | | Comercial Hydro S.A. | | | 90 | | | 1,339 | | | — | | | — | | | | | | | |
| | | |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Total | | | | | 1,134 | | | 13,587 | | | 1,219 | | | 11,582 | | | 794 | | | 13,360 | |
| | | |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
| | | | December 31, |
| | | |
|
| | | | 2003 | | 2002 | | 2001 | |
| | | |
| |
| |
| |
Tax Registration Number | | Company | | Amount amortized during the period | | Negative Goodwill Balance, net | | Amount amortized during the period | | Negative Goodwill Balance, net | | Amount amortized during the period | | Negative Goodwill Balance, net | |
| |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
| | | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
79626800-K | | SQM Salar S.A. | | | 167 | | | — | | | 211 | | | 167 | | | 211 | | | 386 | |
96575300-1 | | Minera Mapocho S.A. | | | 203 | | | 474 | | | 203 | | | 686 | | | 203 | | | 881 | |
| | | |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Total | | | | | 370 | | | 474 | | | 414 | | | 853 | | | 414 | | | 1,267 | |
| | | |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
F-33
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 10 - Other Non-current Assets
Other non-current assets are summarized as follows:
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | |
Engine and equipment spare-parts, net | | | 24,089 | | | 25,250 | |
Mine development costs | | | 20,185 | | | 18,283 | |
Pension plan | | | 1,137 | | | 1,223 | |
Construction of Salar-Baquedano road | | | 1,770 | | | 1,890 | |
Deferred loan issuance costs | | | 2,263 | | | 3,962 | |
Other assets | | | 2,392 | | | 1,638 | |
| |
|
| |
|
| |
Total | | | 51,836 | | | 52,246 | |
| |
|
| |
|
| |
Note 11 - Bank Debt
a) Short-term bank debt is detailed as follows:
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | |
Bank or financial institution | | | | | | | |
Banco BBVA | | | 3,006 | | | — | |
Banco de Chile | | | 10,019 | | | — | |
Banco Santander SCH Overseas | | | 8,000 | | | — | |
Banco Santander Central Hispano | | | 10,000 | | | — | |
Banco Crédito e Inversiones | | | 12,022 | | | — | |
Citibank | | | 12,021 | | | — | |
Other banks | | | 2,324 | | | 2,559 | |
| |
|
| |
|
| |
Total | | | 57,392 | | | 2,559 | |
| |
|
| |
|
| |
Annual average interest rate | | | 1.55 | % | | 4.25 | % |
F-34
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 11 - Bank Debt, continued
b) Long-term bank debt
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | |
Union Bank of Switzerland (1) | | | 204,577 | | | 204,577 | |
Royal Bank of Canada (2) | | | 60,019 | | | 60,020 | |
Bank of America (3) | | | — | | | 80,207 | |
| |
|
| |
|
| |
Total | | | 264,596 | | | 344,804 | |
| |
|
| |
|
| |
Less: Current portion | | | (4,596 | ) | | (20,804 | ) |
| |
|
| |
|
| |
Long-term portion | | | 260,000 | | | 324,000 | |
| |
|
| |
|
| |
| (1) | U.S. dollar-denominated loan without guarantee, interest rate of 7.7% per annum, paid semi-annually. The principal is due on September 15, 2006. |
| (2) | U.S. dollar-denominated loan without guarantee, interest rate of 1.99% per annum, paid semi-annually. The principal will be paid in two equal installments, the first in November 2005 and the second in November 2006. |
| (3) | U.S. dollar-denominated loan without guarantee, to be repaid in full on November 28, 2003. |
The maturity of long-term debt is as follows:
| | 2003 | | 2002 | |
| |
| |
| |
| | ThUS$ | | ThUS$ | |
Years to maturity | | | | | | | |
Current portion | | | 4,596 | | | 20,804 | |
1 to 2 years | | | — | | | 32,000 | |
2 to 3 years | | | 260,000 | | | 62,000 | |
4 to 5 years | | | — | | | 230,000 | |
| |
|
| |
|
| |
Total | | | 264,596 | | | 344,804 | |
| |
|
| |
|
| |
F-35
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 12 - Accrued Liabilities
As of December 31, 2003 and 2002, accrued liabilities consisted of:
| | 2003 | | 2002 | |
| |
| |
| |
| | ThUS$ | | ThUS$ | |
Provision for royalties | | | 1,006 | | | 898 | |
Quarterly bonus | | | 322 | | | 462 | |
Taxes and monthly income tax installment payments | | | 747 | | | 499 | |
Vacation accrual | | | 6,107 | | | 5,088 | |
Accrued employee benefits | | | 1,342 | | | 586 | |
Other accruals | | | 1,614 | | | 2,122 | |
Provision for compensation and legal costs | | | 1,117 | | | — | |
| |
|
| |
|
| |
Total current liabilities | | | 12,255 | | | 9,655 | |
| |
|
| |
|
| |
Note 13 - Income Taxes and Deferred Income Taxes
a) | As of December 31, 2003, 2002 and 2001, the Company has the following consolidated balances for retained tax earnings, income not subject to taxes, tax loss carry-forwards and credit for shareholders: |
| | 2003 | | 2002 | | 2001 | |
| |
| |
| |
| |
| | ThUS$ | | | ThUS$ | | | ThUS$ | |
Accumulated tax basis retained earnings with tax credit | | | 30,675 | | | 18,712 | | | 15,586 | |
Accumulated tax basis retained earnings with no credit | | | — | | | 10 | | | 4,227 | |
Income not subject to taxes | | | — | | | — | | | 2,776 | |
Tax loss carry-forwards (1) | | | 62,609 | | | 97,497 | | | 139,252 | |
Credit for shareholders | | | 5,697 | | | 3,424 | | | 2,751 | |
F-36
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 13 - Income Taxes and Deferred Income Taxes, continued
b) | The deferred income taxes as of December 31, 2003 and 2002 represented a net liability of ThUS$29,273 and ThUS$15,388, respectively, and is detailed as follows: |
2003 | | Deferred tax asset | | Deferred tax liability | |
| |
| |
| |
| | Short-term | | Long-term | | Short-term | | Long-term | |
| |
| |
| |
| |
| |
| | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
Temporary differences | | | | | | | | | | | | | |
Allowance for doubtful accounts | | | 1,201 | | | 474 | | | — | | | — | |
Vacation accrual | | | 1,044 | | | — | | | — | | | — | |
Unrealized gain on sale of products | | | 5,318 | | | — | | | — | | | — | |
Provision for obsolescence | | | — | | | 2,620 | | | — | | | — | |
Production expenses | | | — | | | — | | | 15,726 | | | — | |
Accelerated depreciation | | | — | | | — | | | — | | | 59,592 | |
Mine development costs | | | — | | | — | | | — | | | 4,119 | |
Capitalized interest | | | — | | | — | | | — | | | 6,146 | |
Staff severance indemnities | | | — | | | — | | | — | | | 2,004 | |
Accrued expenses | | | — | | | — | | | — | | | 425 | |
Capitalized expenses | | | — | | | — | | | — | | | 610 | |
Tax loss carry-forwards | | | 1,202 | | | 12,190 | | | — | | | — | |
Losses from derivative transactions | | | 90 | | | — | | | — | | | — | |
Accrued interest | | | 102 | | | — | | | — | | | — | |
Other | | | 771 | | | 476 | | | 225 | | | 281 | |
| |
|
| |
|
| |
|
| |
|
| |
Total deferred taxes | | | 9,728 | | | 15,760 | | | 15,951 | | | 73,177 | |
Total complementary accounts | | | — | | | (1,206 | ) | | (3,861 | ) | | (32,251 | ) |
Valuation allowance | | | — | | | (539 | ) | | — | | | — | |
| |
|
| |
|
| |
|
| |
|
| |
Total deferred taxes | | | 9,728 | | | 14,015 | | | 12,090 | | | 40,926 | |
| |
|
| |
|
| |
|
| |
|
| |
Deferred income taxes per balance sheet | | | — | | | — | | | 2,362 | | | 26,911 | |
| |
|
| |
|
| |
|
| |
|
| |
F-37
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 13 - Income Taxes and Deferred Income Taxes, continued
2002 | | Deferred tax asset | | Deferred tax liability | |
| |
| |
| |
| | Short-term | | Long-term | | Short-term | | Long-term | |
| |
| |
| |
| |
| |
| | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
Temporary differences | | | | | | | | | | | | | |
Allowance for doubtful accounts | | | 968 | | | 602 | | | — | | | — | |
Vacation accrual | | | 767 | | | — | | | — | | | — | |
Unrealized gain on sale of products | | | 5,310 | | | — | | | — | | | — | |
Provision for obsolescence | | | — | | | 1,651 | | | — | | | — | |
Production expenses | | | — | | | — | | | 12,794 | | | — | |
Accelerated depreciation | | | — | | | — | | | — | | | 58,833 | |
Mine development costs | | | — | | | — | | | — | | | 4,122 | |
Capitalized interest | | | — | | | — | | | — | | | 6,451 | |
Staff severance indemnities | | | — | | | — | | | — | | | 1,651 | |
Accrued expenses | | | — | | | — | | | — | | | 425 | |
Capitalized expenses | | | — | | | — | | | — | | | 828 | |
Tax loss carry-forwards | | | — | | | 19,138 | | | — | | | — | |
Losses from derivative transactions | | | 319 | | | — | | | — | | | — | |
Other | | | 626 | | | 788 | | | 75 | | | 247 | |
| |
|
| |
|
| |
|
| |
|
| |
Total deferred taxes | | | 7,990 | | | 22,179 | | | 12,869 | | | 72,557 | |
Total complementary accounts | | | (2 | ) | | (781 | ) | | (4,723 | ) | | (36,704 | ) |
Valuation allowance | | | — | | | (775 | ) | | — | | | — | |
| |
|
| |
|
| |
|
| |
|
| |
Total deferred taxes | | | 7,988 | | | 20,623 | | | 8,146 | | | 35,853 | |
| |
|
| |
|
| |
|
| |
|
| |
Deferred income taxes per balance sheet | | | — | | | — | | | 158 | | | 15,230 | |
| |
|
| |
|
| |
|
| |
|
| |
F-38
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 13 - Income Taxes and Deferred Income Taxes, continued
c) Income tax expense is summarized as follows:
| | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Provision for current income tax | | | (2,829 | ) | | (2,911 | ) | | (2,370 | ) |
Effect of deferred tax assets and liabilities | | | (7,731 | ) | | (9,344 | ) | | (7,115 | ) |
Adjustment of prior year tax charge | | | 56 | | | — | | | — | |
Effect of amortization of complementary accounts | | | (5,917 | ) | | 1,405 | | | 2,463 | |
Effect on deferred tax assets and liabilities due to changes in valuation provision | | | 236 | | | (775 | ) | | — | |
Other tax charges and credits | | | 129 | | | 1,070 | | | (516 | ) |
| |
|
| |
|
| |
|
| |
Total income tax expense | | | (16,056 | ) | | (10,555 | ) | | (7,538 | ) |
| |
|
| |
|
| |
|
| |
Note 14 – Staff Severance Indemnities
Staff severance indemnities are summarized as follows:
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | |
Balance as of January 1 | | | 9,143 | | | 8,326 | |
Increases in obligation | | | 2,283 | | | 4,046 | |
Payments | | | (2,802 | ) | | (1,672 | ) |
Exchange differences | | | 1,503 | | | (1,557 | ) |
| |
|
| |
|
| |
Balance as of December 31 | | | 10,127 | | | 9,143 | |
| |
|
| |
|
| |
F-39
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 15 - Minority Interest
Minority interest is summarized as follows:
| | Equity | | Net Income/(Loss) | |
| |
| |
| |
| | 2003 | | 2002 | | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
Soquimich Comercial S.A. | | | 25,634 | | | 19,520 | | | (3,107 | ) | | (1,867 | ) | | (1,804 | ) |
Ajay SQM Chile S.A. | | | 3,172 | | | 3,185 | | | (250 | ) | | (362 | ) | | (376 | ) |
Cape Fear Bulk LLC | | | 100 | | | 104 | | | (94 | ) | | (100 | ) | | (50 | ) |
PT SQM Indonesia | | | — | | | — | | | — | | | 9 | | | — | |
Fertilizantes Naturales S.A. | | | 272 | | | 220 | | | (63 | ) | | (45 | ) | | (37 | ) |
SQM México Nitratos S.A. de C.V. | | | (82 | ) | | — | | | 86 | | | — | | | (116 | ) |
SQM Italia S.R.L | | | 23 | | | 20 | | | (1 | ) | | 4 | | | — | |
Mineag SQM Africa Limited | | | — | | | — | | | (225 | ) | | — | | | — | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Total | | | 29,119 | | | 23,049 | | | (3,654 | ) | | (2,361 | ) | | (2,383 | ) |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
F-40
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 16 - Shareholders’ equity
a) Changes to Shareholders’ equity consisted of:
| | Number of shares | | Paid-in capital | | Other reserves | | Accumulated deficit from subsidiary in development stage | | Retained earnings | | Net income | | Total | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
| | | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
Balance as of January 1, 2001 | | | 263,196,524 | | | 477,386 | | | 139,828 | | | (1,832 | ) | | 181,607 | | | 27,104 | | | 824,093 | |
Transfer 2000 net income to retained earnings | | | — | | | — | | | — | | | — | | | 27,104 | | | (27,104 | ) | | — | |
Declared dividends 2001 | | | — | | | — | | | — | | | — | | | (13,345 | ) | | — | | | (13,345 | ) |
Net loss from subsidiary in development stage (1) | | | — | | | — | | | — | | | (391 | ) | | — | | | — | | | (391 | ) |
Other comprehensive income (2) | | | — | | | — | | | (8,762 | ) | | — | | | — | | | — | | | (8,762 | ) |
Net income for the year | | | — | | | — | | | — | | | — | | | — | | | 30,102 | | | 30,102 | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Balance as of December 31, 2001 | | | 263,196,524 | | | 477,386 | | | 131,066 | | | (2,223 | ) | | 195,366 | | | 30,102 | | | 831,697 | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Transfer 2001 net income to retained earnings | | | — | | | — | | | — | | | — | | | 30,102 | | | (30,102 | ) | | — | |
Declared dividends 2002 | | | — | | | — | | | — | | | — | | | (14,844 | ) | | — | | | (14,844 | ) |
Net loss from subsidiary in development stage (1) | | | — | | | — | | | — | | | (1,438 | ) | | — | | | — | | | (1,438 | ) |
Other comprehensive income (2) | | | — | | | — | | | (5,955 | ) | | — | | | — | | | — | | | (5,955 | ) |
Net income for the year | | | — | | | — | | | — | | | — | | | — | | | 40,202 | | | 40,202 | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Balance as of December 31, 2002 | | | 263,196,524 | | | 477,386 | | | 125,111 | | | (3,661 | ) | | 210,624 | | | 40,202 | | | 849,662 | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Transfer 2002 net income to retained earnings | | | — | | | — | | | — | | | — | | | 40,202 | | | (40,202 | ) | | — | |
Declared dividends 2003 | | | — | | | — | | | — | | | — | | | (19,894 | ) | | — | | | (19,894 | ) |
Net loss from subsidiary in development stage (1) | | | — | | | — | | | — | | | (2,858 | ) | | — | | | — | | | (2,858 | ) |
Other comprehensive income (2) | | | — | | | — | | | 16,309 | | | — | | | — | | | — | | | 16,309 | |
Net income for the year | | | — | | | — | | | — | | | — | | | — | | | 46,753 | | | 46,753 | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Balance as of December 31, 2003 | | | 263,196,524 | | | 477,386 | | | 141,420 | | | (6,519 | ) | | 230,932 | | | 46,753 | | | 889,972 | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
(1) | As of December 31, 2003 the only subsidiary currently in a development stage is SQM Lithium Specialties Limited. |
(2) | Other comprehensive income includes translation adjustments and the effect of changes in the valuation of the Company’s under-funded pension plan. |
F-41
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 16 - Shareholders’ Equity, continued
b) The composition of other comprehensive income as of December 31, 2003 is as follows:
| | | | | For the years ended December 31, | | As of December 31, | |
| | | | |
| |
| |
| | | | | 2003 | | 2002 | | 2001 | | 2003 | | 2002 | |
| | | | |
|
| |
|
| |
|
| |
|
| |
|
| |
| | | | | | ThUS$ | | | ThUS$ | | | ThUS$ | | | ThUS$ | | | ThUS$ | |
Technical appraisal | | | | | | — | | | — | | | — | | | 151,345 | | | 151,345 | |
Changes to other comprehensive income from equity method investments: | | | | | | | | | | | | | | | | | | | |
Soquimich Comercial S.A. | | | (1) | | | 6,421 | | | (1,792 | ) | | (3,178 | ) | | (2,496 | ) | | (8,917 | ) |
Isapre Norte Grande Ltda. | | | (1) | | | — | | | (19 | ) | | (28 | ) | | (98 | ) | | (98 | ) |
Inversiones Augusta S.A. | | | (1) | | | — | | | — | | | (312 | ) | | (761 | ) | | (761 | ) |
SQM Ecuador S.A. | | | (3) | | | — | | | — | | | — | | | (270 | ) | | (270 | ) |
Almacenes y Depósitos Ltda. | | | (1) | | | 1 | | | (21 | ) | | — | | | (90 | ) | | (91 | ) |
Asociación Garantizadora de Pensiones | | | (1) | | | 2 | | | (3 | ) | | (5 | ) | | (14 | ) | | (17 | ) |
Empresas Melón S.A. | | | (1) | | | 9,446 | | | (2,973 | ) | | (5,185 | ) | | (6,190 | ) | | (15,635 | ) |
Sales de Magnesio Ltda. | | | (1) | | | 69 | | | — | | | (16 | ) | | 53 | | | (16 | ) |
SQM North America Corp. | | | (2) | | | 370 | | | (1,147 | ) | | — | | | (777 | ) | | (1,147 | ) |
Other Companies | | | (1) | | | — | | | — | | | — | | | 718 | | | 718 | |
| | | | |
|
| |
|
| |
|
| |
|
| |
|
| |
Total other comprehensive income | | | | | | 16,309 | | | (5,955 | ) | | (8,724 | ) | | 141,420 | | | 125,111 | |
| | | | |
|
| |
|
| |
|
| |
|
| |
|
| |
| (1) | Corresponds to translation adjustments. |
| (2) | Corresponds to a change in the valuation of the Company’s under-funded pension plan. |
| (3) | Corresponds to the translation adjustment produced by the application of the economic transformation law implemented by the Ecuadorian Government. |
c) | Capital consists of 263,196,524 fully authorized, subscribed and paid shares with no par value, divided into 142,819,552 Series A shares and 120,376,972 Series B shares. |
| |
| The preferential voting rights of each series are as follows: |
| |
| Series A : | | If the election of the president of the Company results in a tied vote, the Company’s directors may vote once again, without the vote of the director elected by the Series B shareholders. |
| Series B: | 1) | A general or extraordinary shareholders’ meeting may be called at the request of shareholders representing 5% of the Company’s Series B shares. |
| | 2) | An extraordinary meeting of the Board of Directors may be called with or without the agreement of the Company’s president, at the request of a director elected by Series B shareholders. |
F-42
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 17 – Derivatives Instruments
Derivative instruments are recorded at their fair value at year-end. Changes in fair value are recognized in income with the net asset or liability recorded in other current assets or liabilities, respectively. Losses from options relate to fees paid by the Company to enter into such contracts. As of December 31, 2003 and 2002, the Company’s derivative instruments are detailed as follows:
2003 Type of derivative | | Notional or covered amount | | Expiration | | Description of the contract type | | Position Purchase(“P”) | | (Liability) Asset amount | | Income (loss) recorded | |
| |
| |
| |
| |
| |
| |
| |
US dollar Put Option | | | 24,570 | | | 1st quarter of 2004 | | | Exchange rate | | | P | | | — | | | (20 | ) |
US dollar Put Option | | | 11,494 | | | 1st quarter of 2004 | | | Exchange rate | | | P | | | — | | | (20 | ) |
US dollar Forward | | | 408 | | | 1st quarter of 2004 | | | Exchange rate | | | P | | | (12 | ) | | (12 | ) |
US dollar Forward | | | 3,006 | | | 1st quarter of 2004 | | | Exchange rate | | | P | | | 142 | | | 142 | |
US dollar Forward | | | 3,980 | | | 1st quarter of 2004 | | | Exchange rate | | | P | | | (48 | ) | | (48 | ) |
US dollar Forward | | | 4,500 | | | 1st quarter of 2004 | | | Exchange rate | | | P | | | (138 | ) | | (138 | ) |
US dollar Forward | | | 159 | | | 2nd quarter of 2004 | | | Exchange rate | | | P | | | (10 | ) | | (10 | ) |
US dollar Forward | | | 201 | | | 2nd quarter of 2004 | | | Exchange rate | | | P | | | (12 | ) | | (12 | ) |
US dollar Forward | | | 27 | | | 1st quarter of 2004 | | | Exchange rate | | | P | | | (2 | ) | | (2 | ) |
US dollar Forward | | | 159 | | | 1st quarter of 2003 | | | Exchange rate | | | P | | | 10 | | | 10 | |
US dollar Forward | | | 201 | | | 2nd quarter of 2004 | | | Exchange rate | | | P | | | 12 | | | 12 | |
US dollar Forward | | | 27 | | | 1st quarter of 2004 | | | Exchange rate | | | P | | | 2 | | | 2 | |
US dollar Forward | | | 3,000 | | | 1st quarter of 2004 | | | Exchange rate | | | P | | | (216 | ) | | (216 | ) |
US dollar Forward | | | 5,500 | | | 1st quarter of 2004 | | | Exchange rate | | | P | | | (176 | ) | | (176 | ) |
| |
| | | | | | | | | | |
| |
| |
| | | 57,232 | | | | | | | | | | | | (448 | ) | | (488 | ) |
| |
| | | | | | | | | | |
| |
| |
2002 Type of derivative | | Notional or covered amount | | Expiration | | Description of the contract type | | Position Purchase(“P”) | | (Liability) Asset amount | | Income (loss) recorded | |
| |
| |
| |
| |
| |
| |
| |
US dollar Forward | | | 1,000 | | | 1st quarter of 2003 | | | Exchange rate | | | P | | | (17 | ) | | (17 | ) |
US dollar Forward | | | 1,000 | | | 1st quarter of 2003 | | | Exchange rate | | | P | | | (18 | ) | | (18 | ) |
US dollar Forward | | | 2,000 | | | 1st quarter of 2003 | | | Exchange rate | | | P | | | 16 | | | 16 | |
US dollar Forward | | | 2,000 | | | 1st quarter of 2003 | | | Exchange rate | | | P | | | 21 | | | 21 | |
US dollar Forward | | | 3,000 | | | 2nd quarter of 2003 | | | Exchange rate | | | P | | | (54 | ) | | (54 | ) |
Swap | | | 2,681 | | | 1st quarter of 2003 | | | Interest rate | | | P | | | (1,884 | ) | | (4,764 | ) |
US dollar Put Option | | | 14,400 | | | 1st quarter of 2003 | | | Exchange rate | | | P | | | — | | | (19 | ) |
US dollar Put Option | | | 9,600 | | | 1st quarter of 2003 | | | Exchange rate | | | P | | | — | | | (165 | ) |
US dollar Put Option | | | 2,400 | | | 1st quarter of 2003 | | | Exchange rate | | | P | | | — | | | (6 | ) |
US dollar Put Option | | | 3,800 | | | 1st quarter of 2003 | | | Exchange rate | | | P | | | — | | | (30 | ) |
US dollar Put Option | | | 4,700 | | | 1st quarter of 2003 | | | Exchange rate | | | P | | | — | | | (56 | ) |
US dollar Put Option | | | 3,700 | | | 2nd quarter of 2003 | | | Exchange rate | | | P | | | — | | | (57 | ) |
US dollar Put Option | | | 4,800 | | | 2nd quarter of 2003 | | | Exchange rate | | | P | | | — | | | (90 | ) |
US dollar Put Option | | | 3,800 | | | 2nd quarter of 2003 | | | Exchange rate | | | P | | | — | | | (83 | ) |
US dollar Put Option | | | 4,000 | | | 3rd quarter of 2003 | | | Exchange rate | | | P | | | — | | | (98 | ) |
US dollar Put Option | | | 2,300 | | | 3rd quarter of 2003 | | | Exchange rate | | | P | | | — | | | (61 | ) |
US dollar Put Option | | | 720 | | | 3rd quarter of 2003 | | | Exchange rate | | | P | | | — | | | (22 | ) |
| |
| | | | | | | | | | |
| |
| |
| | | 65,901 | | | | | | | | | | | | (1,936 | ) | | (5,503 | ) |
| |
| | | | | | | | | | |
| |
| |
F-43
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 18 - Non-Operating Income and Expenses
Amounts included in non-operating income and expenses are summarized as follows:
| | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Interest income | | | 2,957 | | | 4,140 | | | 7,130 | |
Reversal of allowance for doubtful accounts | | | 422 | | | 584 | | | 2,644 | |
Net foreign exchange gains | | | 6,590 | | | — | | | — | |
Reversal of allowance for staff severance indemnities | | | — | | | 1,308 | | | — | |
Insurance recoveries | | | 154 | | | 1,065 | | | — | |
Reversal of provision relating to Distrinor | | | — | | | 800 | | | — | |
Sale of mining concessions | | | 135 | | | — | | | 4,000 | |
Sale of materials and services | | | 827 | | | 273 | | | 611 | |
Equity participation in net income of unconsolidated subsidiaries | | | 5,529 | | | 3,479 | | | 1,739 | |
Other income | | | 2,040 | | | 2,388 | | | 2,190 | |
| |
|
| |
|
| |
|
| |
Total | | | 18,654 | | | 14,037 | | | 18,314 | |
| |
|
| |
|
| |
|
| |
b) | Non-operating expenses: |
| | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Non-capitalizable project expenses | | | 8,965 | | | 3,019 | | | 2,763 | |
Interest expense | | | 21,777 | | | 29,666 | | | 36,670 | |
Equity participation in net losses of unconsolidated subsidiaries | | | 1 | | | 473 | | | 549 | |
Amortization of goodwill | | | 1,134 | | | 1,219 | | | 794 | |
Net foreign exchange losses | | | — | | | 3,483 | | | 3,122 | |
Work disruption expenses | | | 1,640 | | | — | | | — | |
Provision for compensation and legal costs | | | 1,442 | | | — | | | — | |
Pension plan curtailment charge | | | 87 | | | 1,467 | | | — | |
Project relating to commercial effectiveness | | | — | | | 1,147 | | | — | |
Increase in allowance for doubtful debts | | | 687 | | | 641 | | | — | |
Unrecoverable taxes | | | 690 | | | 91 | | | — | |
Restructuring costs and severance indemnities | | | — | | | — | | | 1,958 | |
Other expenses | | | 3,390 | | | 2,810 | | | 1,635 | |
| |
|
| |
|
| |
|
| |
Total | | | 39,813 | | | 44,016 | | | 47,491 | |
| |
|
| |
|
| |
|
| |
F-44
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 19 – Price-level Restatement
Amounts charged or credited to income relating to price-level restatement are netted with foreign exchange differences in other operating results of the income statement and summarized as follows:
| | (Charge) credit to income from operations | |
| |
| |
| | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
| | | | | | | | | | |
Property, plant and equipment | | | 60 | | | 147 | | | 157 | |
Other assets and liabilities | | | 193 | | | 73 | | | 257 | |
Shareholders’ equity | | | (459 | ) | | (1,386 | ) | | (1,588 | ) |
| |
|
| |
|
| |
|
| |
Subtotal price-level restatement | | | (206 | ) | | (1,166 | ) | | (1,174 | ) |
| |
|
| |
|
| |
|
| |
Net readjustment of assets and liabilities denominated in UF | | | 188 | | | 306 | | | 403 | |
| |
|
| |
|
| |
|
| |
Net price-level restatement | | | (18 | ) | | (860 | ) | | (771 | ) |
| |
|
| |
|
| |
|
| |
F-45
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 20 – Assets and Liabilities Denominated in Local and Foreign Currency
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | |
Assets | | | | | | | |
Chilean pesos | | | 173,310 | | | 107,518 | |
US dollars | | | 1,074,602 | | | 1,125,221 | |
Euros | | | 67,821 | | | 57,878 | |
Japanese Yen | | | 2,461 | | | 1,786 | |
Brazilian Real | | | 2,251 | | | 2,496 | |
Mexican pesos | | | 21,131 | | | 15,213 | |
UF | | | 12,937 | | | 10,655 | |
South African Rand | | | 6,662 | | | — | |
Other currencies | | | 2,301 | | | 1,527 | |
Current liabilities | | | | | | | |
Chilean pesos | | | 46,582 | | | 34,099 | |
US dollars | | | 78,884 | | | 40,846 | |
Euros | | | 13,347 | | | 15,815 | |
Japanese Yen | | | 147 | | | 244 | |
Brazilian Real | | | 646 | | | 468 | |
Mexican pesos | | | 3,443 | | | 1,317 | |
UF | | | 250 | | | 5,158 | |
South African Rand | | | 282 | | | — | |
Other currencies | | | 1,678 | | | 405 | |
Long-term liabilities | | | | | | | |
Chilean pesos | | | 112 | | | — | |
US dollars | | | 289,672 | | | 343,119 | |
Japanese Yen | | | — | | | 67 | |
UF | | | 9,267 | | | 8,043 | |
Other currencies | | | 75 | | | 2 | |
F-46
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 21 - Extraordinary Items
Extraordinary items relate only to the year-ended December 31, 2001 and relate to restructuring expenses and are summarized as follows:
| | 2001 | |
| |
|
| |
| | ThUS$ | |
Employee benefits paid | | | (450 | ) |
Restructuring and advisory expenses | | | (5,341 | ) |
Tax effect on extraordinary items | | | 857 | |
| |
|
| |
Total | | | (4,934 | ) |
| |
|
| |
Note 22 – Commitments and contingencies
I. | Contingencies: |
| | |
| (a) | The Company did not record the potential insurance reimbursement for damages incurred in the potassium sulfate wells in the Atacama salt deposit. |
| | |
| (b) | Material lawsuits or other legal actions of which the Company is party to: |
| | |
| | i) | During the first quarter of 2001, the Company filed an arbitration claim against its insurers, ACE Seguros S.A. and Chubb de Chile Compañía de Seguros Generales S.A., for payment of ThUS$36,316 in indemnifications related to the leak of brines from the pre-concentration ponds that were built by the Company in the Salar de Atacama, which caused losses to the Company of boron, lithium, potassium sulfate and other salts that were to be obtained from such ponds and used in production. The insurance companies argued that the leak was caused by a defect in the design of the ponds attributable to SQM and, therefore, have denied payment of all amounts. |
| | | |
| | ii) | During the last quarter of 2002, the French company Compagnie Du Guano de Poisson Angibaud S.A. (“Angibaud”) filed an arbitration claim under French arbitration laws (Association Francaise d’Arbitrage) against the Company requesting indemnification for the alleged early termination of a contract with Generale de Nutrition Vegetale SAS (“GNV”), a French company in which Angibaud and the Company had a 50% share ownership, that held the distribution rights to certain of the Company’s products in France. Angibaud has since filed additional claims against the Company for payment of GNV’s debts, recovery of invoiced amounts and other matters. The total amount demanded is ThEuro$30,295. |
F-47
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 22 – Commitments and Contingencies, continued
I. | Contingencies, continued |
| | |
| (c) | The Company is party to various other lawsuits arising in the ordinary course of business. Management considers it unlikely that any losses associated with the pending lawsuits will significantly affect the Company’s results of operations, financial position and cash flows. |
| | |
II. | Commitments: |
| | |
| (a) | The subsidiary SQM Salar S.A. maintains an agreement with CORFO, a Chilean government agency, whereby the Company must make annual payments until 2030 based on the Company’s annual sales of each type of product. This amount, which has been paid since the beginning of the agreement in 1996, amounted to ThUS$4,024, ThUS$3,411 and ThUS$3,169 in 2003, 2002 and 2001, respectively. |
| | |
| (b) | The Company has certain indirect guarantees, which relate to agreements with no remaining payments pending. These guarantees are still in effect and have been approved by the Company’s Board of Directors; however, they have not been used by the subsidiaries. |
Note 23 - Third Party Guarantees
As of December 31, 2003 and 2002 the Parent Company has the following indirect guarantees outstanding:
| | Debtor | | Balances outstanding | |
| |
| |
|
| |
Beneficiary | | Name | | Relationship | | December 31, 2003 | | December 31, 2002 | |
| |
| |
| |
| |
| |
| | | | | | | ThUS$ | | | ThUS$ | |
Phelps Dodge Corporation | | SQM Potasio S.A. | | Subsidiary | | | 1,833 | | | 2,650 | |
Bank of America N.A. | | RS Agro-Chemical Trading A.V.V. | | Subsidiary | | | — | | | 80,207 | |
Note 24 - Sanctions
During 2003 and 2002, the SVS did not apply sanctions to the Company, its directors or managers.
F-48
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A.
Notes to the Consolidated Financial Statements
Note 25 – Environmental Projects
Cumulative disbursements incurred by the Company as of December 31, 2003 relating to its investments in production processes and compliance with regulations related to industrial processes and facilities are as follows:
| | 2003 | | Future Disbursements* | |
| |
| |
| |
| | ThUS$ | | ThUS$ | |
Project | | | | | | | |
Environmental department | | | 383 | | | — | |
Coya Sur sewage treatment plant | | | 555 | | | — | |
Tocopilla project | | | 792 | | | 81 | |
Engineering and building of María Elena piles | | | 2,014 | | | 577 | |
Replacement of oil with natural gas | | | 208 | | | — | |
Other | | | 408 | | | 130 | |
| |
|
| |
|
| |
Total | | | 4,360 | | | 788 | |
| |
|
| |
|
| |
* These amounts represent the Company’s estimated future expenditures related to these projects.
Note 26 - Subsequent Events
At an extraordinary shareholders meeting held on February 20, 2004 of Empresas Melon S.A., a related company accounted for under the equity method, it was agreed to divide the company into two separate companies: Empresas Melón S.A. and Inmobiliaria San Patricio S.A. As a result of this operation, SQM S.A. maintains a 14.05% participation in both companies, the same as it previously held in Empresas Melón S.A.
As a result of the energy crisis in Argentina, on March 24, 2004 the Argentine Government issued Resolution 265/2004 and further, on March 29, 2004 issued Resolution No. 27/2004. In summary, these Resolutions had the effect of restricting gas exports to Chile. The Company uses natural gas from Argentina to generate the heat necessary for the operation of its industrial plants in Region II of Chile. The gas is supplied by Distrinor S.A. under a 10-year supply contract signed in May 2001. In May 2004 Distrinor S.A. informed the Company that the supply of gas would be restricted during May and June but should return to normal levels by July 2004.
The industrial plants are also equipped to consume diesel fuel and some, after additional investment, will be able to consume fuel oil. Both fuel oil and diesel are more expensive than natural gas. The additional costs that the Company may suffer as a result of the restricted gas supply will depend on the extent of the volume restriction and the length of time it continues. As of the date of these financial statements, the Company is not able to quantify the economic effect of these restrictions on their financial position.
F-49
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles
Accounting principles generally accepted in Chile (“Chilean GAAP”) vary in certain important respects from accounting principles generally accepted in the United States (“US GAAP”). Such differences involve certain methods for measuring the amounts shown in the financial statements, as well as additional disclosures required by US GAAP.
The principal differences between Chilean GAAP and US GAAP are described below together with explanations, where appropriate, of the method used in the determination of the adjustments that affect net income and total shareholders’ equity. References below to “SFAS” are to Statements of Financial Accounting Standards issued by the Financial Accounting Standards Board of the United States of America.
The preparation of financial statements in conformity with Chilean GAAP, along with the reconciliation to US GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates.
I. Differences in measurement methods
The principal methods applied in the preparation of the accompanying financial statements, which have resulted in amounts that differ from those that would have otherwise been determined under US GAAP, are as follows:
a) Revaluation of property, plant and equipment
As described in Note 2 k), certain property, plant and equipment are reported in the financial statements at amounts determined in accordance with a technical appraisal performed in 1988. US GAAP does not allow the revaluation of property, plant and equipment. The effects of the reversal of this revaluation, as well as of the related accumulated depreciation and depreciation charge for each year are set-forth under paragraph I p) below.
b) Deferred income taxes
As described in note 2 j), on January 1, 2000 the Company began applying Technical Bulletin No. 60, and related amendments, of the Chilean Association of Accountants concerning deferred taxes. These technical bulletins require the recognition of deferred income taxes for all temporary differences arising after January 1, 2000, using an asset and liability approach. For US GAAP purposes, the Company applies SFAS 109, “Accounting for Income Taxes”, whereby income taxes are also recognized using the same asset and liability approach with deferred income tax assets and liabilities established for temporary differences between the financial reporting basis and tax basis of the Company’s assets and liabilities based on enacted tax rates.
Prior to implementation of Technical Bulletin No. 60 and related amendments, no deferred income taxes were recorded under Chilean GAAP if the related timing differences were expected to be offset in the year that they were projected to reverse by new timing differences of a similar nature.
F-50
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
b) Deferred income taxes, continued
In order to mitigate the effects of recording deferred income taxes that under the prior income tax accounting standard were not expected to be realized, Technical Bulletin No. 60 provides for a period of transition whereby a transitional provision, a contra asset or liability (referred to as “complementary”) has been recorded offsetting the effects of the deferred tax assets and liabilities not recorded prior to January 1, 2000. Such contra assets or liabilities must be amortized to income over the estimated average reversal periods corresponding to the underlying temporary differences to which the deferred tax asset or liability relates.
The primary difference between Chilean GAAP and US GAAP relates to the reversal of the amortization of the complementary asset and liability recorded in accordance with the transition procedures for unrecorded deferred income taxes as of January 1, 2000, the effect of which is set-forth under paragraph I p) below and certain disclosures required under SFAS 109 are set forth under paragraph II b) below.
c) Translation of foreign currency financial statements
In accordance with Chilean GAAP, the financial statements of subsidiaries which do not maintain their accounting records in US dollars, are translated from local currency to US dollars as described in Note 2 d).
For the purposes of reconciling to US GAAP, the Company applies SFAS 52, “Foreign Currency Translation”, which requires a functional currency translation approach. Under SFAS 52 the Company has determined that the US dollar is the functional currency of all domestic and foreign subsidiaries. Accordingly, financial statements of subsidiaries, which do not maintain their accounting records in US dollars, are remeasured into US dollars, after the elimination of price-level adjustments, if any, as follows:
| Balance sheet accounts: |
| | |
| • | Monetary assets and liabilities are translated at the year-end exchange rate; and |
| | |
| • | Non-monetary assets and liabilities and shareholders’ equity are translated at historical exchange rates. |
F-51
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
c) Translation of foreign currency financial statements, continued
Income statement accounts:
| • | Cost of sales, depreciation and amortization expense and other accounts derived from non-monetary assets and liabilities are translated at historical rates; and |
| | |
| • | All other accounts are translated at monthly-average exchange rates, which approximate the actual rates of exchange at the date the transactions occurred. |
Remeasurement gains and losses are included in the determination of net income for the period.
The effect of eliminating price-level restatement and the inclusion in income of translation gains and losses from subsidiaries that maintain their records in Chilean pesos is included in paragraph I p) below.
d) Empresas Melón S.A.
During 1998, the Company purchased a 14.05% participation in Empresas Melón S.A., (“Melón”) a cement manufacturing company. Significant adjustments between Chilean GAAP and US GAAP relating to Melón both in the accounting of the purchase and in the subsequent accounting treatment are as follows:
d-1) Purchase accounting adjustments
At the time of the purchase, under Chilean GAAP, the Company recorded goodwill on the transaction, calculated as the difference between the purchase price and the proportionate share of net book value acquired as presented in the most recent month end financial statements of Empresas Melón prior to the date of the acquisition. Such goodwill is being amortized over a period of 20 years.
Under US GAAP, the Company calculates goodwill as the difference between the purchase price and the proportionate fair value of the assets and liabilities purchased. The purchase price is allocated to the assets and liabilities based on the estimated fair market value of such assets and liabilities at the date of acquisition.
Under US GAAP, due to the increased net value of the acquired assets and liabilities, negative goodwill was generated. Such negative goodwill has been allocated to the fixed assets acquired, reducing the accounting base, and consequently the depreciation of such fixed assets.
The effects of reversing goodwill recorded and its related amortization recognized under Chilean GAAP and the recognition of the new basis of assets and liabilities and subsequent depreciation are set forth in paragraph I p) below.
F-52
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
d-2) Accounting for participation in Melón on a US GAAP basis
Pursuant to a shareholders agreement, the Company exerts significant influence over Empresas Melón S.A and thus it accounts for this investment under the equity method, consistent with to Chilean GAAP.
The Company must recognize its participation of income and net assets of Melón under US GAAP, therefore a US GAAP basis of Melón is prepared. The principle differences between Chilean GAAP and US GAAP as they exist in Melón relate to deferred taxes and the elimination of price-level restatement.
As the functional currency of Melón is the Chilean peso, under US GAAP the financial statements must be converted into dollars in accordance with SFAS 52 as described in paragraph c) above. The effect of recognizing income and net assets under the equity method under US GAAP is set forth in paragraph I p) below.
e) Consolidation and net loss of subsidiaries in the development stage
Under Chilean GAAP subsidiaries in the development stage are not consolidated and their results from operations are not included in the income statement. For purposes of US GAAP, these subsidiaries must be consolidated with their losses recorded in the income statement. SQM Lithium Specialties Limited Partnership LLP is the only development stage company in operation, and the effect of recognizing its net loss is set forth in paragraph I p) below.
The principal effects in 2003 and 2002 of recognizing assets and liabilities as recorded under US GAAP, which would result from the consolidation of the subsidiaries SCM Antucoya and SQM Lithium Specialties Limited Partnership LLP, are as follows:
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | |
Effect on: | | | | | | | |
Assets Increase /(Decrease) | | | | | | | |
Current assets | | | 318 | | | 787 | |
Fixed asset | | | 27,995 | | | 32,994 | |
Investment in related companies | | | (28,067 | ) | | (33,925 | ) |
Other Assets | | | 750 | | | 904 | |
Related party receivable | | | (573 | ) | | — | |
Liabilities (Increase)/Decrease | | | | | | | |
Current liabilities | | | (144 | ) | | (581 | ) |
Related party payables | | | — | | | 100 | |
Deferred income taxes | | | (279 | ) | | (279 | ) |
F-53
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
f) Minimum Dividend
As required by the Chilean Companies Act, unless otherwise decided by the unanimous vote of the issued and subscribed shares, an open stock corporation must distribute a cash dividend in an amount equal to at least 30% of the company’s net income for each year as determined in accordance with Chilean GAAP. Since the payment of the 30% dividend out of each year’s income is a legal requirement in Chile, a provision has been made in the accompanying US GAAP reconciliation in paragraph I p) below to recognize the corresponding decrease in net equity at December 31 for each year for the difference between 30% of net income and interim dividends paid during the year.
Net income related to the amortization of negative goodwill can only be distributed as an additional dividend by the approval of the shareholders, and accordingly, is not included in the calculation of the minimum dividend to be distributed.
g) Loans to Employees
During 1989, 1995 and 2000, the Company loaned, in the aggregate, ThUS$1,452, ThUS$8,224 and ThUS$6,435, respectively, at market interest rates, to certain employees for the purpose of acquiring shares of the Company in the open market. In accordance with US GAAP, the remaining unpaid balance of such loans, amounting to ThUS$1,102, ThUS$3,903 and ThUS$6,865 at December 31, 2003, 2002 and 2001, respectively, has been treated as a reduction of shareholders’ equity under paragraph I p) below.
h) Capital leases
During 1992 and 1994, the Company entered into rental agreements covering certain equipment, which had an original cost basis of ThUS$16,507. In accordance with Chilean GAAP these transactions have been recorded as operating leases with the rental payments recognized in income on an accrual basis. Under US GAAP, the transactions were recorded as capital leases, with the equipment recorded in fixed assets and the associated present value of future minimum lease payments recorded as an obligation. During 2002, the Company exercised the purchase option on such assets. Accordingly, the fixed assets were recognized at the cost of the purchase option in Chilean GAAP, and as of December 31, 2002 had been fully depreciated under Chilean and US GAAP. The effect of accounting for the equipment as capital leases under US GAAP and the subsequent exercise of the purchase option is set-forth in paragraph I p) below.
i) Staff Severance Indemnities
The Company has negotiated certain collective bargaining agreements with employees for staff severance indemnities. Under Chilean GAAP the liability has been recorded at the present value of the accrued benefits which are calculated by applying a real discount rate to the benefit accrued over the estimated average remaining service period.
F-54
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
i) Staff Severance Indemnities, continued
Under US GAAP, termination indemnity employee benefits are accounted for in accordance with SFAS 87 consistent with that of a defined benefit pension plan, measuring the liability by projecting the future expected severance payments using an assumed salary progression rate, net of inflation adjustments, mortality and turnover assumptions, and discounting the resulting amounts to their present value using real interest rates. The effect of accounting for the indemnities in accordance with SFAS 87 is set forth under paragraph I p) below and the effects in income in the years ended December 31, 2001, 2002 and 2003 are disclosed in “II Additional Disclosure Requirements” below.
j) Marketable securities
The Company’s marketable securities may be sold in the short term if appropriate based on market conditions. Under Chilean GAAP, these securities are valued at the lower of cost or market value. Under US GAAP such securities are classified as available-for-sale and are shown at market value in the balance sheet with any unrealized gains or losses recognized in other comprehensive income. The unrealized gains and losses related to these securities are not material for the periods presented.
k) Derivatives
In June 1998, the Financial Accounting Standards Board issued SFAS 133, “Accounting for Derivative Instruments and Hedging Activities.” SFAS 133 requires that all of a company’s derivative instruments be recorded in the balance sheet at fair value and that changes in a derivative instrument’s fair value be recognized currently in earnings unless specific hedge accounting criteria are met. Special accounting for qualifying hedges allows a derivative instrument’s gains and losses to offset related results on the hedged item in the income statement, to the extent effective, and requires that a company must formally document, designate, and assess the effectiveness of transactions that receive hedge accounting. The Company adopted SFAS 133 on January 1, 2001 and the cumulative effect of adoption was not significant.
k-1) Sale of swaps
During 2000, the Company sold three interest rate swap contracts with original expiration dates in 2001 and 2003, which generated a gain of ThUS$3,213. Under Chilean GAAP, the gain was recognized in income at the time of sale. Under US GAAP, the gain is deferred and amortized over the effective life of the instruments that it hedged. The effect of deferring the gain is set forth under paragraph I p) below.
F-55
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
k) Derivatives, continued
k-2) Fair value accounting of derivatives
The Company enters into forward exchange contracts principally to mitigate the risk associated with maintaining certain accounts receivable in foreign currencies. The purpose of the Company’s foreign currency-hedging activities is to protect the Company from the risk that cash flows will be adversely affected by changes in exchange rates resulting from the collection of receivables from international customers. The effects of accounting for derivatives under Chilean GAAP are recorded in income.
The Company periodically uses interest rate swap agreements to manage interest rate risk on its floating rate debt portfolio. Interest rate swap agreements are generally entered into at the time floating rate debt is issued, in order to convert the floating rate debt to a fixed rate. As of December 31, 2003 the Company had no interest rate swap contracts in place.
The Company does not have the documentation and hedge effectiveness to qualify for hedge accounting, as required under SFAS 133. Therefore all derivatives have been accounted at fair value with changes in fair value recorded in income.
The effect of measuring the derivative instruments at their fair value and the corresponding effect in income is set forth under paragraph I p) below.
l) Goodwill
For US GAAP purposes, the Company adopted SFAS 142, “Goodwill and Other Intangible Assets”, as of January 1, 2002, and did not amortize goodwill related to acquisitions made after June 30, 2001. SFAS 142 applies to all goodwill and identified intangible assets acquired in a business combination.
Under the new standard, all goodwill, including that acquired before initial application of the standard, and indefinite-lived intangible assets is not amortized, but must be tested for impairment at least annually. In addition to the transitional impairment test required by the standard, which was performed during the third quarter of 2002 and which did not result in any impairment, the Company must perform the required annual impairment test in the year of adoption of the standard.
Under Chilean GAAP, goodwill is amortized over the estimated period of return of the investment made. Impairment tests are only performed if there is evidence of impairment. No impairment has been recognized for any of the periods presented under either Chilean GAAP or US GAAP. The effect of reversing the amortization of goodwill under Chilean GAAP is set forth under paragraph I p) below.
F-56
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
m) Negative goodwill
Negative goodwill was generated on the acquisition of the investments in SQM Salar S.A. and Minera Mapocho S.A. Under Chilean GAAP, such negative goodwill was capitalized as a credit to the balance sheet and is being amortized over a period of 10 years.
Under US GAAP, prior to the adoption of SFAS 142, negative goodwill was considered as a reduction of the long-term assets of the acquired company, and if a credit remained after reducing those assets to zero, negative goodwill was recorded and amortized over the period of expected benefit. However, in the period of adoption, SFAS 141, “Business Combinations” requires that unamortized negative goodwill be written off and the resulting gain be recognized as an effect of a change in accounting principle. The effects of reversing goodwill recorded and its related amortization, the recognition of the new basis of assets and liabilities and subsequent depreciation and writing off the remaining balance of negative goodwill are set-forth in paragraph I p) below as follows:
| m-1: | The effects of reducing depreciation expense, due to the allocation of the excess purchase price to property, plant and equipment; |
| m-2: | The reversal of negative goodwill amortization recorded under Chilean GAAP. |
n) Capitalized interest
In accordance with Chilean GAAP, only those legal entities that have financial expenses may capitalize interests on debt related to property, plant, equipment under construction and other projects.
Under US GAAP, the capitalization of interest on qualifying assets under construction is required, regardless of whether interest is associated with debt directly related to a project. The accounting differences between Chilean and US GAAP for financing costs and the related depreciation expense are included in the reconciliation to US GAAP under paragraph I p) below.
o) Minority interest
The effects on the minority interest of the US GAAP adjustments in subsidiaries that are not wholly-owned by the Company have been reflected in Minority interest and are included in paragraph I p) below.
F-57
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
p) Effects of conforming to US GAAP
The adjustments to reported net income required to conform to US GAAP are as follows:
| | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Net income as shown in the accompanying financial statements | | | 46,753 | | | 40,202 | | | 30,102 | |
Revaluation of property, plant and equipment (paragraph a) | | | 4,580 | | | 3,787 | | | 4,177 | |
Deferred income taxes (paragraph b) | | | 5,738 | | | (1,657 | ) | | (2,651 | ) |
Translation of foreign currency financial statements (paragraph c) | | | 7,455 | | | (2,385 | ) | | (3,893 | ) |
Empresas Melón S.A. purchase accounting adjustments (paragraph d-1) | | | (264 | ) | | (128 | ) | | (153 | ) |
Accounting for participation in Melón on a US GAAP basis (paragraph d-2) | | | 250 | | | 146 | | | 25 | |
Consolidation and net loss of subsidiaries in the development stage (paragraph e) | | | (2,858 | ) | | (1,438 | ) | | (391 | ) |
Capital leases (paragraph h) | | | — | | | (783 | ) | | (713 | ) |
Staff severance indemnities (paragraph i) | | | (1,902 | ) | | 1,007 | | | (702 | ) |
Derivatives - sale of swaps (paragraph k-1) | | | 175 | | | 1,180 | | | 1,859 | |
Derivatives - fair value accounting of derivatives (paragraph k-2) | | | 309 | | | 4,148 | | | (4,457 | ) |
Goodwill (paragraph l) | | | 631 | | | 714 | | | — | |
Negative goodwill (paragraph m) | | | | | | | | | | |
M-1: Depreciation expense | | | 104 | | | 571 | | | 555 | |
M-2: Negative goodwill amortization | | | (370 | ) | | (414 | ) | | (414 | ) |
Capitalized interest (paragraph n) | | | — | | | 1,643 | | | — | |
Minority interest (paragraph o) | | | (3,041 | ) | | 959 | | | 367 | |
Deferred income tax effect of the above US GAAP adjustments | | | 214 | | | (1,111 | ) | | 672 | |
| |
|
| |
|
| |
|
| |
Net income under US GAAP before effect of change in accounting principle | | | 57,774 | | | 46,441 | | | 24,383 | |
| |
|
| |
|
| |
|
| |
Cumulative effect of change in accounting principle (paragraph m) | | | — | | | 457 | | | — | |
Net income under US GAAP | | | 57,774 | | | 46,898 | | | 24,383 | |
| |
|
| |
|
| |
|
| |
Other comprehensive income (loss), net of tax: | | | | | | | | | | |
Minimum pension liability adjustment | | | 370 | | | (1,147 | ) | | — | |
Translation adjustment | | | 8,802 | | | (3,959 | ) | | (5,514 | ) |
Deferred gain from sale of swaps (paragraph k-1) | | | (146 | ) | | (979 | ) | | 1,121 | |
| |
|
| |
|
| |
|
| |
Total comprehensive income under US GAAP | | | 66,800 | | | 40,813 | | | 19,990 | |
| |
|
| |
|
| |
|
| |
F-58
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
p) Effects of conforming to US GAAP, continued
The adjustments required to conform shareholders’ equity amounts under Chilean GAAP to US GAAP are as follows:
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | |
Net shareholders’ equity as shown in the accompanying financial statements | | | 889,972 | | | 849,662 | |
Revaluation of property, plant and equipment: (paragraph a) | | | | | | | |
Property, plant and equipment | | | (131,947 | ) | | (131,947 | ) |
Accumulated depreciation | | | 101,036 | | | 96,456 | |
Deferred income taxes (paragraph b) | | | (34,906 | ) | | (40,644 | ) |
Translation of foreign currency financial statements (paragraph c) | | | | | | | |
Property, plant and equipment, net | | | (10,051 | ) | | (8,940 | ) |
Inventory | | | (1,698 | ) | | 79 | |
Goodwill, net | | | (209 | ) | | — | |
Other assets | | | (8 | ) | | — | |
Empresas Melón S.A. purchase accounting adjustments: (paragraph d-1) | | | | | | | |
Investments in related companies | | | 8,437 | | | 7,685 | |
Goodwill | | | (11,591 | ) | | (10,183 | ) |
Accumulated amortization | | | 3,101 | | | 2,598 | |
Accounting for participation in Melón on a US GAAP basis (paragraph d-2) | | | (2,060 | ) | | (1,546 | ) |
Minimum dividend (paragraph f) | | | (14,026 | ) | | (11,685 | ) |
Employer loans used to purchase shares (paragraph g) | | | (1,102 | ) | | (3,903 | ) |
Staff severance indemnities (paragraph i) | | | (3,472 | ) | | (1,570 | ) |
Derivatives - Fair value accounting of derivatives (paragraph k-2) | | | — | | | (309 | ) |
Goodwill (paragraph l) | | | 1,345 | | | 714 | |
Negative goodwill: (paragraph m) | | | | | | | |
m-1: Property, plant and equipment | | | (3,156 | ) | | (3,156 | ) |
m-1: Accumulated depreciation | | | 1,560 | | | 1,456 | |
m-2: Negative goodwill | | | 3,156 | | | 3,156 | |
m-2: Accumulated amortization | | | (2,673 | ) | | (2,303 | ) |
Capitalized interest (paragraph n) | | | 1,643 | | | 1,643 | |
Effect of minority interest on US GAAP adjustments (paragraph o) | | | 1,036 | | | 1 | |
Deferred income tax effect of the above US GAAP adjustments | | | 311 | | | 68 | |
| |
|
| |
|
| |
Shareholders’ equity in accordance with US GAAP | | | 794,698 | | | 747,332 | |
| |
|
| |
|
| |
F-59
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
p) Effects of conforming to US GAAP, continued
The changes in the net equity accounts determined under US GAAP are summarized as follows:
| |
|
| |
Balance at January 1, 2001 | | | 712,314 | |
| |
|
| |
Reversal of accrued minimum dividend at December 31, 2000 | | | 8,131 | |
Distribution of final 2000 dividend | | | (13,345 | ) |
Accrued minimum dividend at December 31, 2001 | | | (8,731 | ) |
Employer loans used to purchase shares | | | 1,437 | |
Gain on sale of shares in subsidiary | | | 1,559 | |
Other comprehensive loss | | | (4,393 | ) |
Net income for the year | | | 24,383 | |
| |
|
| |
Balance at December 31, 2001 | | | 721,355 | |
| |
|
| |
Reversal of accrued minimum divided at December 31, 2001 | | | 8,731 | |
Distribution of final 2001 dividend | | | (14,844 | ) |
Accrued minimum dividend at December 31, 2002 | | | (11,685 | ) |
Employer loans used to purchase shares | | | 2,962 | |
Other comprehensive loss | | | (6,085 | ) |
Net income for the year | | | 46,898 | |
| |
|
| |
Balance at December 31, 2002 | | | 747,332 | |
| |
|
| |
Reversal of accrued minimum divided at December 31, 2002 | | | 11,685 | |
Distribution of final 2002 dividend | | | (19,894 | ) |
Accrued minimum dividend at December 31, 2003 | | | (14,026 | ) |
Employer loans used to purchase shares | | | 2,801 | |
Other comprehensive income | | | 9,026 | |
Net income for the year | | | 57,774 | |
| |
|
| |
Balance at December 31, 2003 | | | 794,698 | |
| |
|
| |
F-60
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
II. Additional Disclosure Requirements
The following disclosures are not generally required or recommended for presentation in the financial statements under Chilean GAAP, but are required under US GAAP:
a) Earnings per share
The following disclosure of earnings per share information is not generally required for presentation in financial statements under Chilean accounting principles but is required under US GAAP:
| | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
| | (Expressed in single US dollars) | |
Basic and diluted earnings per share under Chilean GAAP | | | 0.18 | | | 0.15 | | | 0.11 | |
Basic and diluted earnings per share under US GAAP before effect of change in accounting principle | | | 0.22 | | | 0.18 | | | 0.09 | |
Effect of accounting change on earnings per share | | | — | | | 0.00 | | | — | |
| |
|
| |
|
| |
|
| |
Basic and diluted earnings per share under US GAAP | | | 0.22 | | | 0.18 | | | 0.09 | |
| |
|
| |
|
| |
|
| |
Dividends declared per share (1) | | | 0.08 | | | 0.06 | | | 0.05 | |
Weighted average number of common shares outstanding (thousands) | | | 263,197 | | | 263,197 | | | 263,197 | |
(1) Represents dividends declared and paid in accordance with Chilean GAAP.
The earnings per share data shown above is determined by dividing net income for both Chilean GAAP and US GAAP purposes by the weighted average number of shares of common stock outstanding during each year. For the years presented the Company did not have convertible securities outstanding.
b) Income taxes
The provision for income taxes differs from the amount of income tax determined by applying the applicable Chilean statutory income tax rate of 16.5% (16% in 2002 and 15% in 2001) to pretax accounting income on a US GAAP basis as a result of the following differences:
| | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Consolidated pretax income under US GAAP | | | 74,573 | | | 61,623 | | | 35,916 | |
Statutory tax rate | | | 16.5 | % | | 16 | % | | 15 | % |
| |
|
| |
|
| |
|
| |
Theoretical tax at statutory rate | | | 12,305 | | | 9,860 | | | 5,387 | |
Non-deductible items | | | (2,325 | ) | | 1,955 | | | 3,311 | |
Difference in tax rates in foreign jurisdictions | | | 360 | | | 1,095 | | | 330 | |
Valuation allowance | | | (236 | ) | | 775 | | | — | |
Other | | | — | | | (362 | ) | | 489 | |
| |
|
| |
|
| |
|
| |
Total income tax under US GAAP | | | 10,104 | | | 13,323 | | | 9,517 | |
| |
|
| |
|
| |
|
| |
F-61
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
b) Income taxes, continued
Deferred tax assets (liabilities) are summarized as follows at December 31 under US GAAP:
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | |
Deferred Tax Assets | | | | | | | |
Allowance for doubtful debts | | | 1,675 | | | 1,570 | |
Vacation accrual | | | 1,044 | | | 767 | |
Unrealized gains on sales of products | | | 5,318 | | | 5,310 | |
Provision for obsolescence | | | 2,620 | | | 1,651 | |
Losses from derivative transactions | | | 90 | | | 399 | |
Tax loss carryforwards (1) | | | 13,392 | | | 19,138 | |
Other accruals | | | 1,349 | | | 1,414 | |
| |
|
| |
|
| |
Gross deferred tax assets | | | 25,488 | | | 30,249 | |
Valuation allowance | | | (539 | ) | | (775 | ) |
| |
|
| |
|
| |
Total deferred tax assets | | | 24,949 | | | 29,474 | |
| |
|
| |
|
| |
Deferred Tax Liabilities | | | | | | | |
Production expenses | | | (15,726 | ) | | (12,794 | ) |
Accelerated depreciation | | | (59,592 | ) | | (58,833 | ) |
Staff severance indemnities | | | (1,414 | ) | | (1,384 | ) |
Exploration expenses | | | (4,119 | ) | | (4,122 | ) |
Capitalized interest | | | (6,425 | ) | | (6,730 | ) |
Other | | | (1,541 | ) | | (1,575 | ) |
| |
|
| |
|
| |
Total deferred tax liabilities | | | (88,817 | ) | | (85,438 | ) |
| |
|
| |
|
| |
| (1) | The Company’s tax loss carry forwards were primarily generated from losses incurred in Chile and Mexico. In accordance with current laws, in Chile tax losses may be carried forward indefinitely and in Mexico they expire after 10 years. For the years ended December 31, 2003, 2002 and 2001 the Company realized benefits from the use of tax loss carry forwards amounting to ThUS$6,567, ThUS$8,572 and ThUS$4,506, respectively. |
Tax loss carry forwards relate to the following countries as of December 31:
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | |
Chile | | | 9,042 | | | 13,867 | |
Mexico | | | 2,328 | | | 3,818 | |
Other | | | 2,022 | | | 1,453 | |
| |
|
| |
|
| |
Total | | | 13,392 | | | 19,138 | |
| |
|
| |
|
| |
F-62
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
b) Income taxes, continued
The classification of the deferred tax assets and liabilities detailed above is as follows:
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | |
Short-term | | | (6,223 | ) | | (4,799 | ) |
Long-term | | | (57,645 | ) | | (51,165 | ) |
| |
|
| |
|
| |
Net deferred tax liabilities | | | (63,868 | ) | | (55,964 | ) |
| |
|
| |
|
| |
The provision for income taxes in accordance with US GAAP is as follows:
| | 2003 | | 2002 | | 2001 | |
| |
| |
| |
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Income tax expense under Chilean GAAP- Note 13 | | | 16,056 | | | 10,555 | | | 7,538 | |
Additional deferred tax under US GAAP | | | (214 | ) | | 1,111 | | | (672 | ) |
Reversal of complementary Accounts | | | (5,738 | ) | | 1,657 | | | 2,651 | |
| |
|
| |
|
| |
|
| |
Total tax provision U.S GAAP | | | 10,104 | | | 13,323 | | | 9,517 | |
| |
|
| |
|
| |
|
| |
In accordance with Chilean Law No. 19,753, which was issued on September 28, 2001, the corporate income tax rate increased from 16% to 16.5% for the year 2003, and will increase to 17% for the year 2004 and thereafter. The effect of such rate increases on deferred taxes under US GAAP was ThUS$ 5,634 for the year ended December 31, 2001.
US GAAP before tax income related to Chile and foreign operations for the years ended December 31 is as follows:
| | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Chile | | | 59,625 | | | 63,919 | | | 34,879 | |
Foreign | | | 14,948 | | | (2,296 | ) | | 1,037 | |
| |
|
| |
|
| |
|
| |
Total | | | 74,573 | | | 61,623 | | | 35,916 | |
| |
|
| |
|
| |
|
| |
The portion of current and deferred taxes that related to Chile and foreign operations for the years ended December 31 in accordance with US GAAP is as follows:
| | 2003 | | 2002 | | 2001 | |
| |
| |
| |
| |
| | Deferred | | Current | | Total | | Deferred | | Current | | Total | | Deferred | | Current | | Total | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | ThUS$ | |
Chile | | | 7,193 | | | 1,301 | | | 8,494 | | | 10,471 | | | 2,104 | | | 12,575 | | | 8,725 | | | 1,339 | | | 10,064 | |
Foreign | | | 711 | | | 899 | | | 1,610 | | | 150 | | | 598 | | | 748 | | | (1,578 | ) | | 1,031 | | | (547 | ) |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Total | | | 7,904 | | | 2,200 | | | 10,104 | | | 10,621 | | | 2,702 | | | 13,323 | | | 7,147 | | | 2,370 | | | 9,517 | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
F-63
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
c) Other Comprehensive Income
In accordance with SFAS No. 130, “Reporting Comprehensive Income”, the Company reports a measure of all changes in shareholders’ equity that result from transactions and other economic events of the period other than transactions with owners (“comprehensive income”). Comprehensive income is the total net income and other non-owner equity transactions that result in changes in net equity.
The following represents accumulated other comprehensive income balances, net of tax, as of December 31, 2003, 2002 and 2001:
| | Year ended December 31, 2001 | |
| |
| |
| | Before-tax amount | | Tax (expense) or benefit | | Net-of-tax amount | |
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Beginning balance | | | (6,050 | ) | | — | | | (6,050 | ) |
| |
|
| |
|
| |
|
| |
Translation adjustment | | | (5,514 | ) | | — | | | (5,514 | ) |
Deferred gain on sale of swaps | | | 1,354 | | | (233 | ) | | 1,121 | |
| |
|
| |
|
| |
|
| |
Net unrealized losses | | | (4,160 | ) | | (233 | ) | | (4,393 | ) |
| |
|
| |
|
| |
|
| |
Ending balance | | | (10,210 | ) | | (233 | ) | | (10,443 | ) |
| |
|
| |
|
| |
|
| |
| | | |
| | Year ended December 31, 2002 | |
| |
| |
| | Before-tax amount | | Tax (expense) or benefit | | Net-of-tax amount | |
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Beginning balance | | | (10,210 | ) | | (233 | ) | | (10,443 | ) |
| |
|
| |
|
| |
|
| |
Translation adjustment | | | (3,959 | ) | | — | | | (3,959 | ) |
Deferred gain on sale of swaps | | | (1,180 | ) | | 201 | | | (979 | ) |
Minimum pension liability adjustment | | | (1,850 | ) | | 703 | | | (1,147 | ) |
| |
|
| |
|
| |
|
| |
Net unrealized losses | | | (6,989 | ) | | 904 | | | (6,085 | ) |
| |
|
| |
|
| |
|
| |
Ending balance | | | (17,199 | ) | | 671 | | | (16,528 | ) |
| |
|
| |
|
| |
|
| |
| | | |
| | Year ended December 31, 2003 | |
| |
| |
| | Before-tax amount | | Tax (expense ) or benefit | | Net-of-tax amount | |
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Beginning balance | | | (17,199 | ) | | 671 | | | (16,528 | ) |
| |
|
| |
|
| |
|
| |
Translation adjustment | | | 8,802 | | | — | | | 8,802 | |
Deferred gain on sale of swaps | | | (175 | ) | | 29 | | | (146 | ) |
Minimum pension liability adjustment | | | 597 | | | (227 | ) | | 370 | |
| |
|
| |
|
| |
|
| |
Net unrealized gains | | | 9,224 | | | (198 | ) | | 9,026 | |
| |
|
| |
|
| |
|
| |
Ending balance | | | (7,975 | ) | | 473 | | | (7,502 | ) |
| |
|
| |
|
| |
|
| |
F-64
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
d) Credit Agreements
The Company has renewable lines of credit arrangements for short-term Chilean peso and US dollar borrowings with various Chilean and foreign banks totaling, in the aggregate, ThUS$ 422,000 and ThUS$ 260,000 at December 31, 2003 and 2002, respectively. There was ThUS$ 307,000 and ThUS$ 202,500 available as of December 31, 2003 and 2002, respectively.
The Company pays no commitment fees on such lines of credit. A breakdown of the lines of credit and the average interest rates as of December 31, 2003 are as follows:
| | Available Line of Credit | | Average Interest Rate | |
| |
|
| |
|
| |
| | | ThUS$ | | | | |
Chilean banks (in Chilean Pesos) | | | 162,000 | | | LIBOR + 0.40 | % |
Foreign banks (in US Dollars) | | | 145,000 | | | LIBOR + 0.79 | % |
| |
|
| | | | |
Total | | | 307,000 | | | | |
| |
|
| | | | |
e) Lease commitments
The Company leases office facilities by way of a capital lease payable in installments through 2011, with a bargain purchase option at the end of the lease.
Minimum lease payments under capital leases are recorded in Other accounts payable and are as follows:
| | ThUS$ | |
2004 | | | 246 | |
2005 | | | 246 | |
2006 | | | 246 | |
2007 | | | 227 | |
2008 | | | 227 | |
Thereafter | | | 586 | |
| |
|
| |
Total future minimum lease payments | | | 1,778 | |
Interest | | | (453 | ) |
| |
|
| |
Present value of net minimum lease payments | | | 1,325 | |
| |
|
| |
F-65
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
e) Lease commitments, continued
SQM Salar S.A., a consolidated subsidiary of the Company, entered into a contract with a government agency for the rental of land for the purpose of exploration and exploitation of certain minerals. Rental payments are stated in US dollars and are determined based on actual mineral sales through 2030 in accordance with specified rates in the agreement. The Company paid ThUS$ 4,024, ThUS$ 3,411 and ThUS$ 3,169 in 2003, 2002 and 2001 respectively, related to such rental payments (including the minimum annual rental, which was ThUS$ 2,995, ThUS$ 2,816 and ThUS$ 2,762 for 2003, 2002 and 2001, respectively. Future minimum annual rentals are as follows:
| | Minimum Annual Rentals | |
| |
|
| |
| | ThUS$ | |
2004 | | | 2,961 | |
2005 | | | 3,060 | |
2006 | | | 3,060 | |
2007 | | | 3,060 | |
2008 | | | 3,060 | |
Thereafter | | | 70,229 | |
| |
|
| |
Total | | | 85,430 | |
| |
|
| |
f) Foreign exchange losses
For US GAAP presentation purposes, the net foreign exchange gains and losses on transactions in foreign currencies and UF amounted to ThUS$ 14,036 and ThUS$ (5,868) and ThUS$ (7,015) in 2003, 2002 and 2001, respectively.
g) Concentration of credit risk
Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of cash, investments and trade accounts receivable.
The Company maintains cash and cash equivalents, marketable securities, and certain other financial instruments with various financial institutions. These financial institutions are located in Chile and other parts of the world, and the Company’s policy is designed to limit exposure to any one institution. The Company performs periodic evaluations of the relative credit standing of these financial institutions as part of the Company’s investment strategy.
Concentrations of credit risk with respect to trade accounts receivable are limited because of the large number of entities comprising the Company’s customer base and their dispersion around the world. The Company’s policy is to require collateral for certain accounts as deemed necessary by management, such as letters of credit and guarantee clauses, among others.
F-66
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
h) Advertising and Research and development costs
Advertising costs are expensed as incurred and amounted to ThUS$ 1,346, ThUS$ 1,134 and ThUS$ 1,074 for the years ended December 31, 2003, 2002 and 2001, respectively.
Research and development costs are expensed as incurred and amounted to ThUS$ 1,444, ThUS$ 2,197 and ThUS$ 2,200 for the years ended December 31, 2003, 2002 and 2001.
i) Impairment of goodwill and intangible assets with indefinite useful lives
As described in paragraph I l) above the Company adopted SFAS 142 as of January 1, 2002. SFAS 142 applies to all goodwill and identified intangible assets acquired in a business combination.
The following details what US GAAP net income for the Company would have been for the year ended December 31, 2001, excluding goodwill amortization expense recognized during that year:
| | For the year ended December 31, 2001 | |
| |
| |
| | ThUS$ | |
Reported net income | | | 24,383 | |
Add back: Goodwill amortization | | | 251 | |
| |
|
| |
Adjusted net income | | | 24,634 | |
| |
|
| |
Adjusted basic earnings per share | | | 0.09 | |
Goodwill under US GAAP as of December 31 is summarized as follows:
| | 2003 | | 2002 | |
| | |
| | |
| |
| | ThUS$ | | ThUS$ | |
Goodwill, gross | | | 7,994 | | | 6,286 | |
Accumulated amortization | | | (1,425 | ) | | (1,425 | ) |
| |
|
| |
|
| |
Goodwill, net | | | 6,569 | | | 4,861 | |
| |
|
| |
|
| |
F-67
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
j) Reclassification differences between Chilean GAAP and US GAAP
The following reclassifications are required to conform the presentation of Chilean GAAP income statement information to that required under US GAAP. The reclassification amounts are determined in accordance with Chilean GAAP.
| | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Non-operating income under Chilean GAAP | | | 18,654 | | | 14,037 | | | 18,314 | |
Less: | | | | | | | | | | |
Sale of mining concessions | | | 135 | | | — | | | 4,000 | |
Sale of material and services | | | 827 | | | 273 | | | 611 | |
Reversal of provision relating to Distrinor | | | — | | | 800 | | | — | |
Insurance recoveries | | | 154 | | | 1,065 | | | — | |
Reversal of allowance for staff severance indemnities | | | — | | | 1,308 | | | — | |
Reversal of obligations with third parties | | | 422 | | | 584 | | | 2,644 | |
Other | | | 1,765 | | | 2,023 | | | 1,875 | |
| |
|
| |
|
| |
|
| |
Non-operating income as classified under US GAAP, but calculated in accordance with Chilean GAAP | | | 15,351 | | | 7,984 | | | 9,184 | |
| |
|
| |
|
| |
|
| |
Non-operating expenses under Chilean GAAP | | | 39,813 | | | 44,016 | | | 47,491 | |
Less: | | | | | | | | | | |
Amortization of goodwill | | | 1,134 | | | 1,219 | | | 794 | |
Restructuring costs and severance indemnities | | | — | | | — | | | 1,958 | |
Work disruption expenses | | | 1,640 | | | — | | | — | |
Increase in allowance for doubtful debts | | | 687 | | | 641 | | | — | |
Pension plan curtailment charge | | | 87 | | | 1,467 | | | — | |
Non-capitalizable project expenses | | | 8,965 | | | 3,019 | | | 2,763 | |
Project relating to commercial effectiveness | | | — | | | 1,147 | | | — | |
Unrecoverable taxes | | | 690 | | | 91 | | | — | |
Provision for compensation and legal costs | | | 1,442 | | | — | | | — | |
Other | | | 3,390 | | | 2,541 | | | 1,617 | |
| |
|
| |
|
| |
|
| |
Non-operating expense as classified under US GAAP, but calculated in accordance with Chilean GAAP | | | 21,778 | | | 33,891 | | | 40,359 | |
| |
|
| |
|
| |
|
| |
In addition, during 2001 under Chilean GAAP, expenses of ThUS$ 4,934 were classified as extraordinary items net of tax whereas under a US GAAP presentation they would have been classified as operating expenses of ThUS$ 5,791 and income taxes of ThUS$ 857.
F-68
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
k) Industry segment and geographic area information
The Company provides disclosures in accordance with SFAS 131, “Disclosures About Segments of an Enterprise and Related Information”, which establishes standards for reporting information about operating segments in annual financial statements as well as related disclosures about products and services and geographic areas. Operating segments are defined as components of an enterprise about which separate financial statement information available is evaluated regularly by the chief operating decision maker in making decisions about allocating resources and assessing performance. In accordance with SFAS 131, the Company has five segments, which are split into geographical areas: Chile, Latin American and Caribbean except Chile, Europe, USA and Asia and other.
The accounting policies of each segment are the same as those described in the “Summary of Significant Accounting Policies”(Note 2).
The following segment information is presented in accordance with US GAAP reporting requirements, however, the amounts have been determined in accordance with Chilean GAAP.
| | Chile | | Latin America and Caribbean except Chile | | Europe | | North America | | Asia and Other | | Elimination | | Consolidated | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
For the year ended December 31, 2003 | | | | | | | | | | | | | | | | | | | | | | |
Sales to unaffiliated customers | | | 216,820 | | | 36,433 | | | 219,239 | | | 185,224 | | | 34,090 | | | — | | | 691,806 | |
Transfers between geographic areas | | | 167,098 | | | 11,671 | | | 236,119 | | | 129,760 | | | 22,614 | | | (567,262 | ) | | — | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Total revenues | | | 383,918 | | | 48,104 | | | 455,358 | | | 314,984 | | | 56,704 | | | (567,262 | ) | | 691,806 | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Exports by region | | | — | | | 79,400 | | | 164,072 | | | 110,834 | | | 31,169 | | | — | | | 385,475 | |
Net assets | | | 1,682,653 | | | 69,481 | | | 14,931 | | | 66,084 | | | (100 | ) | | (943,077 | ) | | 889,972 | |
Goodwill | | | 13,289 | | | 200 | | | 98 | | | — | | | — | | | — | | | 13,587 | |
Long-lived assets | | | 2,448,591 | | | 17,686 | | | 12,853 | | | 65,991 | | | 134 | | | (1,716,249 | ) | | 829,006 | |
Expenditures on long-lived assets | | | 56,616 | | | 1,614 | | | 2,856 | | | 5,358 | | | — | | | — | | | 66,444 | |
F-69
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
k) Industry segment and geographic area information, continued
| | Chile | | Latin America and Caribbean except Chile | | Europe | | North America | | Asia and other | | Elimination | | Consolidated | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
For the year ended December 31, 2002 | | | | | | | | | | | | | | | | | | | | | | |
Sales to unaffiliated customers | | | 113,551 | | | 78,969 | | | 187,801 | | | 151,978 | | | 21,510 | | | — | | | 553,809 | |
Transfers between geographic areas | | | 257,902 | | | 15,709 | | | 134,414 | | | 113,876 | | | 13,601 | | | (535,502 | ) | | — | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Total revenues | | | 371,453 | | | 94,678 | | | 322,215 | | | 265,854 | | | 35,111 | | | (535,502 | ) | | 553,809 | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Exports by region | | | — | | | 15,710 | | | 111,315 | | | 104,277 | | | 13,600 | | | — | | | 244,902 | |
Net assets | | | 1,548,929 | | | 7,018 | | | 13,231 | | | 60,317 | | | (426 | ) | | (779,407 | ) | | 849,662 | |
Goodwill | | | 11,136 | | | 222 | | | 224 | | | — | | | — | | | — | | | 11,582 | |
Long-lived assets | | | 2,317,778 | | | 12,278 | | | 7,348 | | | 65,527 | | | 112 | | | (1,566,890 | ) | | 836,153 | |
Expenditures on long-lived assets | | | 39,935 | | | 366 | | | 796 | | | 10,589 | | | 5 | | | — | | | 51,691 | |
| | Chile | | Latin America and Caribbean except Chile | | Europe | | North America | | Asia and other | | Elimination | | Consolidated | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | | ThUS$ | |
For the year ended December 31, 2001 | | | | | | | | | | | | | | | | | | | | | | |
Sales to unaffiliated customers | | | 108,702 | | | 84,010 | | | 180,662 | | | 130,528 | | | 22,537 | | | — | | | 526,439 | |
Transfers between geographic areas | | | 314,186 | | | 23,540 | | | 156,019 | | | 99,999 | | | 12,329 | | | (606,073 | ) | | — | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Total revenues | | | 422,888 | | | 107,550 | | | 336,681 | | | 230,527 | | | 34,866 | | | (606,073 | ) | | 526,439 | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
Exports by region | | | — | | | 22,016 | | | 137,397 | | | 88,836 | | | 12,328 | | | — | | | 260,577 | |
Net assets | | | 1,540,697 | | | 8,434 | | | 16,862 | | | 43,299 | | | (187 | ) | | (777,408 | ) | | 831,697 | |
Goodwill | | | 13,034 | | | — | | | 493 | | | — | | | — | | | (167 | ) | | 13,360 | |
Long-lived assets | | | 2,289,939 | | | 14,691 | | | 9,536 | | | 48,999 | | | 117 | | | (1,492,091 | ) | | 871,191 | |
Expenditures on long-lived assets | | | 33,683 | | | 99 | | | 72 | | | 15,792 | | | 32 | | | — | | | 49,678 | |
F-70
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
k) Industry segment and geographic area information, continued
Sales by product type to unaffiliated customers for the years ended December 31 are as follows:
| | 2003 | | 2002 | | 2001 | |
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | | ThUS$ | |
Specialty fertilizers | | | 346,084 | | | 281,360 | | | 259,076 | |
Iodine and derivatives | | | 84,524 | | | 84,131 | | | 81,357 | |
Lithium and derivatives | | | 49,615 | | | 37,325 | | | 36,994 | |
Industrial chemicals | | | 73,561 | | | 70,847 | | | 69,645 | |
Others | | | 138,022 | | | 80,146 | | | 79,367 | |
| |
|
| |
|
| |
|
| |
Sales to unaffiliated customers | | | 691,806 | | | 553,809 | | | 526,439 | |
| |
|
| |
|
| |
|
| |
l) Estimated Fair Value of Financial Instruments and Derivative Financial Instruments
The accompanying tables provide disclosure of the estimated fair value of financial instruments owned by the Company. Various limitations are inherent in the presentation, including the following:
- | The data excludes non-financial assets and liabilities, such as property, plant and equipment, and goodwill. |
| |
- | While the data represents management’s best estimates, the data is subjective and involves significant estimates regarding current economic and market conditions and risk characteristics. |
The methodologies and assumptions used depend on the terms and risk characteristics of the various instruments and include the following:
- | Cash and time deposits approximate fair value because of the short-term maturity of these instruments. |
| |
- | Marketable securities with a readily determinable market value are recorded at fair value. |
| |
- | Current liabilities that are contracted at variable interest rates, are considered to have a fair value equal to book value. |
| |
- | For interest-bearing liabilities with an original contractual maturity of greater than one year, the fair values are calculated by discounting contractual cash flows at current market origination rates with similar terms. |
F-71
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
l) Estimated Fair Value of Financial Instruments and Derivative Financial Instruments, continued
The following is a detail of the Company’s financial instruments’ Chilean GAAP carrying amount and estimated fair value:
| | December 31, | |
| |
| |
| | 2003 | | 2002 | |
| |
| |
| |
| | Chilean GAAP Carrying Amount | | Estimated Fair Value | | Chilean GAAP Carrying Amount | | Estimated Fair Value | |
| |
|
| |
|
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | |
Assets: | | | | | | | | | | | | | |
Cash and cash equivalents | | | 69,273 | | | 69,273 | | | 65,204 | | | 65,204 | |
Short-term accounts receivable | | | 183,012 | | | 183,012 | | | 152,107 | | | 152,107 | |
Long-term accounts receivable | | | 7,433 | | | 7,433 | | | 9,341 | | | 9,341 | |
Liabilities: | | | | | | | | | | | | | |
Short-term bank debt | | | (57,392 | ) | | (57,392 | ) | | (2,559 | ) | | (2,559 | ) |
Short-term notes and accounts payable | | | (62,525 | ) | | (62,525 | ) | | (58,064 | ) | | (58,064 | ) |
Derivative instruments | | | (448 | ) | | (448 | ) | | (2,010 | ) | | (2,319 | ) |
Current and long-term portions of long-term bank debt | | | (264,596 | ) | | (283,812 | ) | | (344,804 | ) | | (357,294 | ) |
Long-term other accounts payable | | | (2,088 | ) | | (2,088 | ) | | (2,858 | ) | | (2,858 | ) |
m) Post-retirement obligations and staff severance indemnities
The Company’s subsidiary SQM North America Corporation has a defined benefit, noncontributory pension plan covering substantially all employees who qualify as to age and length of service. Plan benefits are based on years of service and the employee’s highest five-year average compensation during the last ten years of employment. The plan’s assets consist primarily of equity mutual funds and group annuity contracts.
In September 2002, the Board of Directors of SQM North America Corporation voted to suspend the plan such that after December 31, 2002, participants do not earn additional benefits for future services. Such action resulted in a curtailment loss (equal to the amount of unrecognized prior service cost) of approximately US$1.3 million for the year ended December 31, 2002.
Assumptions used in determining the actuarial present value of the projected benefit obligation as of December 31 are as follows:
| | 2003 | | 2002 | |
| |
|
| |
|
| |
Weighted-average discount rate | | | 7.5 | % | | 7.5 | % |
Rate of increase in compensation levels | | | 0.0 | % | | 5.0 | % |
Long-term rate of return on plan assets | | | 8.5 | % | | 8.5 | % |
F-72
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
m) Post-retirement obligations and staff severance indemnities, continued
The long-term rate of return on assets was determined based upon past investment experience and the expectation for future experience.
The following table sets forth the plan’s funded status and amounts recognized in the consolidated balance sheet as of December 31:
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | |
Change in benefit obligation: | | | | | | | |
Benefit obligation at beginning of year | | | 4,903 | | | 4,492 | |
Service cost | | | 13 | | | 284 | |
Interest cost | | | 345 | | | 340 | |
Actuarial loss | | | (186 | ) | | 20 | |
Benefits paid | | | (244 | ) | | (249 | ) |
Plan amendments | | | — | | | 146 | |
Curtailments/settlements | | | — | | | (130 | ) |
| |
|
| |
|
| |
Benefit obligation at end of the year | | | 4,831 | | | 4,903 | |
| |
|
| |
|
| |
Change in plan assets: | | | | | | | |
Fair value of plan assets at beginning of year | | | 4,049 | | | 5,741 | |
Actual return (loss) on plan assets | | | 908 | | | (1,443 | ) |
Benefits paid | | | (244 | ) | | (249 | ) |
| |
|
| |
|
| |
Fair value of plan assets at end of year | | | 4,713 | | | 4,049 | |
| |
|
| |
|
| |
Funded status | | | (118 | ) | | (854 | ) |
Unrecognized transitional asset | | | — | | | (45 | ) |
Unrecognized net actuarial loss | | | 1,255 | | | 2,123 | |
Adjustment to recognize minimum pension liability | | | (1,255 | ) | | (2,078 | ) |
| |
|
| |
|
| |
Accrued pension (liability)/ prepaid pension cost | | | (118 | ) | | (854 | ) |
| |
|
| |
|
| |
Net periodic pension expense was comprised of the following components for the year ended December 31, 2003:
| | 2003 | | 2002 | |
| |
|
| |
|
| |
| | ThUS$ | | ThUS$ | |
Service cost or benefits earned during the period | | | 13 | | | 284 | |
Interest cost on benefit obligation | | | 345 | | | 340 | |
Actual return on plan assets | | | (908 | ) | | (477 | ) |
Amortization of unrecognized transitional asset | | | (45 | ) | | (68 | ) |
Other | | | 682 | | | 101 | |
| |
|
| |
|
| |
Net periodic pension expense | | | 87 | | | 180 | |
| |
|
| |
|
| |
F-73
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
m) Post-retirement obligations and staff severance indemnities, continued
The plan’s asset allocations by asset category as of December 31 are as follows:
| | 2003 | | 2002 | |
| |
|
| |
|
| |
Growth securities | | | 22 | % | | 62 | % |
Treasury securities | | | 68 | % | | 14 | % |
International securities | | | 4 | % | | 12 | % |
Growth & income securities | | | 4 | % | | 11 | % |
Money market funds | | | 2 | % | | 1 | % |
| |
|
| |
|
| |
Total | | | 100 | % | | 100 | % |
The transition liability (asset) re-established on January 1, 1992 is being amortized in level amounts over 11.66 years.
The excess of the unrecognized (gain) or loss (if any) over the larger of 10% of the projected benefit obligation or 10% of the market related value of assets is amortized in level amounts over 19.03 years.
All unrecognized prior service costs have been considered fully amortized as a result of the December 31, 2002 curtailment brought about as the result of the December 31, 2002 cessation of benefit accruals.
The Company expects to make a contribution to the plan during 2004 in the amount of ThUS$ 82. This represents the minimum funding requirement for the January 1, 2003 through December 31, 2003 plan year.
n) Cash and cash equivalents
Under Chilean GAAP cash and cash equivalents are considered to be all highly liquid investments with a remaining maturity of less than 90 days as of the closing date of the financial statements, whereas, US GAAP considers cash and cash equivalents to be all highly liquid investments with an original maturity date of less than 90 days. The difference between the balance under US GAAP and Chilean GAAP of cash and cash equivalents is not material for the periods presented.
Under US GAAP, the cash movements within subsidiaries in the development stage would be included in the consolidated statement of cash flows, as described in paragraph I e). The effect on the consolidated statement of cash flows is not material for the periods presented.
o) Restrictions which limit the payment of dividends by the registrant
The amount of consolidated retained earnings which represents undistributed earnings of investments accounted for under the equity method as of December 31, 2003 is ThUS$ 3,489.
F-74
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
p) Recently issued accounting pronouncements
In January 2003, the FASB issued Interpretation No. 46, “Consolidation of Variable Interest Entities-an interpretation of ARB 51,” to expand upon and strengthen existing accounting guidance that addresses when a company should include in its financial statements the assets, liabilities and activities of another entity. Many variable interest entities have commonly been referred to as special-purpose entities or off-balance sheet structures, but the guidance applies to a larger population of entities. In general, a variable interest entity is a corporation, partnership, trust, or any other legal structure used for business purposes that either (a) does not have equity investors with voting rights or (b) has equity investors that do not provide sufficient financial resources for the entity to support its activities. The Company must apply Interpretation No. 46 to variable interest entities created after January 31, 2003. The Company has not created any VIE’s or entered into a relationship with anyone that qualifies as a VIE after January 31, 2003. Additionally, the Company does not believe that it had any business relationships qualifying as SPE’s or VIE’s prior to February 1, 2003, and has therefore, not consolidated any such entities as of December 31, 2003 or provided any disclosures, nor does it anticipate having to do so in the next year.
On January 23, 2003, the Emerging Issues Taskforce issued EITF 00-21 “ Revenue Arrangements with Multiple Deliverables”. This Issue addresses certain aspects of the accounting by a vendor for arrangements under which it will perform multiple revenue-generating activities. Specifically, this Issue addresses how to determine whether an arrangement involving multiple deliverables contains more than one unit of accounting. The Issue requires, that revenue arrangements with multiple deliverables should be divided into separate units of accounting if the deliverables in the arrangement meet certain criteria, arrangement consideration should be allocated among the separate units of accounting based on their relative fair values, and applicable revenue recognition criteria should be considered separately for separate units of accounting. The guidance in this Issue is effective for revenue arrangements entered into in fiscal periods beginning after June 15, 2003. Alternatively, entities may elect to report the change in accounting as a cumulative-effect adjustment. As a foreign private issuer the adoption of EITF 00-21 is required on January 1, 2004 for the Company. The Company is currently evaluating the effects of its implementation.
F-75
Back to Contents
SOCIEDAD QUIMICA Y MINERA DE CHILE S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
Note 27 – Differences between Chilean and United States Generally Accepted Accounting Principles, continued
p) Recently issued accounting pronouncements, continued
In June 2001 the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards No. 143, Accounting for Asset Retirement Obligations. This standard requires that an asset retirement obligation (“ARO”) associated with tangible long-lived assets be measured and recorded at the fair value when the obligation is incurred. An entity must also capitalize the cost of the ARO by recognizing an increase in the carrying amount of the related long-lived asset. Over time, this liability is accreted to its present value, and the capitalized cost is depreciated over the useful life of the related asset. Upon settlement of the liability, an entity settles the obligation and recognizes a gain or loss for any difference from the recorded amount. SFAS No. 143 is effective for financial statements issued for fiscal years beginning after June 15, 2002. The Company adopted SFAS 143 effective January 1, 2003 however the implementation of this standard had no effect on the Company’s results of operations or financial position as the Company has no legal obligations related to asset retirement costs or environmental restoration.
In June 2003, the FASB issued SFAS 150, ‘‘Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity.’’ SFAS 150 clarifies classification and measurement of certain financial instruments with characteristics of both liabilities and equity. It requires classification of financial instruments within its scope as liabilities. Such financial instruments may include mandatory redeemable shares, financial instruments which embody an obligation to repurchase shares or require the issuer to settle the obligation by transferring assets, or financial instruments that embody an unconditional obligation, or, in certain circumstances, an unconditional obligation. SFAS 150 is effective for financial instruments entered into or modified after May 31, 2003, and otherwise is effective at the beginning of the first interim period beginning after June 15, 2003. The adoption of SFAS 150 did not have a significant impact on the Company’s results of operations, financial position or cash flows.
In January 2003, the Chilean Association of Accountants issued Technical Bulletin No. 72, “Combinación de Negocios Inversiones Permanentes y Consolidación de Estados Financieros”. This standard complements or replaces existing accounting literature for business combinations under Chilean GAAP, and requires all acquisitions initiated after January 1, 2004 to be accounted for using the purchase method based on fair values of assets acquired and liabilities assumed. In addition, in exceptional cases the pooling-of-interest method may be used in reorganizations between related parties or for those transactions, where there is no clear acquirer. Technical Bulletin No. 72 continues to require the amortization of goodwill, and specifies the requirement for an impairment test. Notwithstanding any future transactions, the adoption of Technical Bulletin No. 72 is not expected to have a significant effect on the results of operations, financial position or cash flows of the Company.
F-76